Cooper Lighting Contract 041123

AID 1739647 · View on Simbli

Agenda Item

iv. Contract ~ Cooperative Agreement ~ Georgia Power as Authorized Dealer through Cooper Lighting ~ Sourcewell Cooperative Contract # 041123-CPL (Not to exceed $1,341,198)

Summary: Presented by: Mr. Erick Hofstetter, Chief Operating Officer, Division of Operations
Request: It is requested that the DeKalb County School District Board of Education (“the Board”) approve the use of the cooperative agreement - Sourcewell Cooperative Contract # 041123-CPL between DeKalb County School District (“DCSD”) and Georgia Power Company (an authorized dealer for Cooper Lighting) for the Sports Lighting Program which shall be performed in accordance with the terms and conditions contained therein not to exceed $1,341,198.
Why: Approval of the use of the Cooperative Agreement with Georgia Power Company (an authorized dealer for Cooper Lighting) through Sourcewell will provide necessary upgrades and maintenance to stadium lighting at three DCSD stadiums - Adams Stadium, Godfrey Stadium, and Hallford Stadium. By utilizing this agreement, DCSD will have access to the fixed pricing that has been competitively solicited and awarded.

The approval of the use of this Cooperative agreement meets Strategic Goal Area 6: Organizational Excellence.
Details: The purpose of this project is to upgrade the stadium lighting to LED lights. The Sports Lighting Package Program with Georgia Power Company through Cooper Lighting is a full turnkey solution that will offer design, construction, and maintenance of the new LED lights. The LED LumaSport 8 Prism fixtures will improve quality and needed upgrades to the sites.

Adams Stadium, Godfrey Stadium, and Hallford Stadium will receive upgraded LED lights under this program. The remaining two stadiums, Avondale and North Dekalb, have already upgraded stadium lighting. This program will enhance safety, experience, and energy savings for DCSD and all stakeholders.

Georgia Power Company, is located at 241 Ralph McGill Blvd, Atlanta, GA 30308
Cooper Lighting Solutions (local office) is located at 1121 Highway 74 South, Peachtree City, GA 30269
Financial impact: The total budget of $1,341,198 for this project is allocated from the cost code 100.2600.543009.00011.7520.9990.8013.040.0000 under the Division of Operations General Fund Budget.
Contact: Mr. Erick Hofstetter, Chief Operating Officer, Division of Operations, 678.676.1470
Mr. Kevin Ball, Executive Director of Facilities and Capital Improvement, Division of Operations, 678.676.1478
Effective: Upon Board Approval
Status: Approved by the Office of Legal Affairs
DocuSign Envelope ID: 37846906-3E48-45DF-A3FA-F67BF6BFD219

                                                                                                    041123-CPL




                                            Solicitation Number: RFP #041123

                                                             CONTRACT

            This Contract is between Sourcewell, 202 12th Street Northeast, P.O. Box 219, Staples, MN
            56479 (Sourcewell) and Cooper Lighting, LLC, 125 East Jefferson Street, Syracuse, NY 13202
            (Supplier).

            Sourcewell is a State of Minnesota local government unit and service cooperative created
            under the laws of the State of Minnesota (Minnesota Statutes Section 123A.21) that offers
            cooperative procurement solutions to government entities. Participation is open to eligible
            federal, state/province, and municipal governmental entities, higher education, K-12 education,
            nonprofit, tribal government, and other public entities located in the United States and Canada.
            Sourcewell issued a public solicitation for Sports Lighting Solutions with Related Technology,
            Equipment, and Services from which Supplier was awarded a contract.

            Supplier desires to contract with Sourcewell to provide equipment, products, or services to
            Sourcewell and the entities that access Sourcewell’s cooperative purchasing contracts
            (Participating Entities).

                                                         1. TERM OF CONTRACT

            A. EFFECTIVE DATE. This Contract is effective upon the date of the final signature below.

            EXPIRATION DATE AND EXTENSION. This Contract expires June 16, 2027, unless it is cancelled
            sooner pursuant to Article 22. This Contract allows up to three additional, successive one-year
            extensions upon the request of Sourcewell and written agreement by Supplier. Sourcewell
            retains the right to consider additional extensions beyond seven years as required under
            exceptional circumstances.


            B. SURVIVAL OF TERMS. Notwithstanding any expiration or termination of this Contract, all
            payment obligations incurred prior to expiration or termination will survive, as will the
            following: Articles 11 through 14 survive the expiration or cancellation of this Contract. All
            other rights will cease upon expiration or termination of this Contract.




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                                             2. EQUIPMENT, PRODUCTS, OR SERVICES

            A. EQUIPMENT, PRODUCTS, OR SERVICES. Supplier will provide the Equipment, Products, or
            Services as stated in its Proposal submitted under the Solicitation Number listed above.
            Supplier’s Equipment, Products, or Services Proposal (Proposal) is attached and incorporated
            into this Contract.

            All Equipment and Products provided under this Contract must be new and the current model.
            Supplier may offer close-out or refurbished Equipment or Products if they are clearly indicated
            in Supplier’s product and pricing list. Unless agreed to by the Participating Entities in advance,
            Equipment or Products must be delivered as operational to the Participating Entity’s site.

            This Contract offers an indefinite quantity of sales, and while substantial volume is anticipated,
            sales and sales volume are not guaranteed.

            B. WARRANTY. As provided and subject to the terms under Sections C through H below and
            the terms and conditions of Supplier’s Standard Product Warranty, Supplier warrants that all
            Equipment, Products, and Services furnished are free from liens and encumbrances, and are
            free from defects as provided below. In addition, Supplier warrants the Equipment, Products,
            and Services are suitable for and will perform in accordance with the ordinary use for which
            they are intended. Supplier’s dealers and distributors must agree to assist the Participating
            Entity in reaching a resolution in any dispute over warranty terms with the manufacturer. Any
            manufacturer’s warranty that extends beyond the expiration of the Supplier’s warranty will be
            passed on to the Participating Entity.

        C. WHAT THE WARRANTY COVERS: Supplier warrants to the end user of the original installation
           location that new Vendor fixtures purchased from Vendor, or an authorized distributor
           (“Products” or “Equipment”) shall, for a period of ten (10) years from the date of original
           shipment (the “Warranty Period”), be free from defects in material and workmanship of the
           Vendor fixtures. During the Warranty Period, Vendor’s sole obligation, and Sourcewell’s or
           Participant Entity’s sole remedy, shall be, at Vendor’s sole discretion, to repair, replace, or
           provide a refund for Products found to be defective as defined herein. Vendor shall not be
           responsible for any other costs, including for the costs of: labor relating to de-installation of any
           defective Product or re-installation of any replacement Product; the shipment of defective or
           replacement Product; or post-installation testing of any Product for purposes of this Warranty.
           Vendor shall not be bound by any terms, conditions, or representations, which are not stated
           herein including, but not limited to, any statements made by distributors or re-sellers.

            D. WHAT VOIDS OR IS NOT COVERED UNDER THE WARRANTY: This Warranty is void, and
            Vendor shall have no liability hereunder, with respect to a Product if Sourcewell or Member or
            any person other than an employee, independent contractor, or subcontractor of Vendor: (a)
            install(s) or use a Product in a manner that is not in accordance with the applicable
            specifications and instructions, including, but not limited to, over/under voltage or current
            conditions, excessive switching cycles, operating hours, or outside any applicable operating
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            conditions; (b) without the prior written consent of Vendor, modify, tamper, or disassemble a
            Product, including, without limitation, alter serial numbers or removes factory supplied stickers
            or labels of a Product; or (c) use unauthorized components, parts, accessories, or other
            materials to repair a Product. This Warranty does not cover: (A) cosmetic defects; (B) damage,
            defects, or failure caused by i. acts of God; ii. accident, misuse, misapplication, abuse,
            negligence, or modification of any part of the Product; iii. improper storage, installation, repair,
            operation, inspection, or maintenance; iv. the use of unauthorized components, parts,
            accessories, or other materials or by equipment or products manufactured by someone other
            than Vendor; v. wrong or inadequate electrical current or connection; or vi. transit. (C) Other
            equipment or products manufactured by someone other than Vendor. (D) Labor or contractor
            costs associated with removing or replacing Vendor Products.

        E. WARRANTY ACTIVATION/SERVICE CLAIMS: Sourcewell or Member must make a valid Warranty
           claim to Vendor in order to receive coverage under the Warranty. Warranty claims can be
           serviced by contacting Vendor’s customer service and sales center: Phone: (315) 579-2873;
           Email: ephesuswarranty@eaton.com. If Sourcewell or Member is unsure whether a situation
           exists that is covered by the Warranty, then Sourcewell or Member may contact Vendor’s
           customer service and sales center at the phone number or email address listed for assistance.

        F. REPLACEMENT OF OR REPAIR OF PRODUCT: Vendor, in its discretion, may use comparable
           product of equal or greater value to replace a Product that meets the conditions of this
           Warranty. Furthermore, in performing repairs to a Product that meets the conditions of this
           Warranty, Vendor reserves the right to utilize new, reconditioned, refurbished, repaired, or
           remanufactured products or parts. Repaired or replaced Products are warranted for the
           remainder of the original Warranty Period. Vendor reserves the right to examine all returned
           Products, their specific installation location, and patterns of usage to determine the cause of
           failure.

        G. Supplier warrants that any Services provided will be performed in a professional and
           workmanlike manner in accordance with the degree of skill and care required by prevailing
           industry practices and warrants such Services shall remain free from defects in workmanship for
           a period of one hundred eighty (180) days following the date of substantial completion of the
           installation (the “Service Warranty”). Supplier agrees to promptly correct, repair, and remedy, at
           its sole cost, expense and convenience, any qualifying defect arising from a breach of such
           Service Warranty, provided such defect is identified prior to the expiration of the Service
           Warranty period. The foregoing shall be Participating Member’s exclusive remedy, and sole
           liability, with respect to any breach of the Service Warranty.

        H. LIMITATION OF WARRANTY: THE FOREGOING WARRANTIES ARE EXCLUSIVE EXCEPT FOR
           WARRANTY OF TITLE. VENDOR DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, AND
           FITNESS FOR A PARTICULAR PURPOSE, OR ANY ARISING FROM CUSTOM, COURSE OF DEALING,
           USAGE OR OTHERWISE. CORRECTION OF NON-CONFORMITIES IN THE MANNER AND FOR THE
           PERIOD OF TIME PROVIDED ABOVE SHALL CONSTITUTE VENDOR’S SOLE LIABILITY AND
           SOURCEWELL’S AND PARTICIPATING ENTITY’S EXCLUSIVE REMEDY FOR FAILURE OF VENDOR TO
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            MEET ITS WARRANTY OBLIGATIONS, WHETHER CLAIMS ARE BASED IN CONTRACT (INCLUDING
            WARRANTY), IN TORT (INCLUDING NEGLIGENCE OR STRICT LIABILITY) OR OTHERWISE.

            I.     DEALERS, DISTRIBUTORS, AND/OR RESELLERS. Upon Contract execution and throughout
            the Contract term, Supplier must provide to Sourcewell a current means to validate or
            authenticate Supplier’s authorized dealers, distributors, or resellers relative to the Equipment,
            Products, and Services offered under this Contract, which will be incorporated into this
            Contract by reference. It is the Supplier’s responsibility to ensure Sourcewell receives the most
            current information.

                                                             3. PRICING

            All Equipment, Products, or Services under this Contract will be priced at or below the price
            stated in Supplier’s Proposal.

            When providing pricing quotes to Participating Entities, all pricing quoted must reflect a
            Participating Entity’s total cost of acquisition. This means that the quoted cost is for delivered
            Equipment, Products, and Services that are operational for their intended purpose, and
            includes all costs to the Participating Entity’s requested delivery location.

            Regardless of the payment method chosen by the Participating Entity, the total cost associated
            with any purchase option of the Equipment, Products, or Services must always be disclosed in
            the pricing quote to the applicable Participating Entity at the time of purchase.

            A. SHIPPING AND SHIPPING COSTS. All delivered Equipment and Products must be properly
            packaged. Damaged Equipment and Products may be rejected. If the Equipment or Product is
            damaged at the time of delivery, Supplier must permit the Equipment and Products to be
            serviced through a warranty claim at no cost to Sourcewell or its Participating Entities.
            Participating Entities reserve the right to inspect the Equipment and Products at the time of
            delivery. In the event of the delivery of nonconforming Equipment and Products, the
            Participating Entity will notify the Supplier as soon as possible and the Supplier will replace
            nonconforming Equipment and Products with conforming Equipment and Products that are
            acceptable to the Participating Entity.

            Supplier must arrange for and pay for the return shipment on Equipment and Products that arrive
            in a defective or inoperable condition.

            Sourcewell may declare the Supplier in breach of this Contract if the Supplier repeatedly
            delivers defective Products.

            B. SALES TAX. Each Participating Entity is responsible for supplying the Supplier with valid tax-
            exemption certification(s). When ordering, a Participating Entity must indicate if it is a tax-
            exempt entity.

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        C. PAYMENT TERMS. All payments are due net thirty (30) days in full, from date of invoice, except
           where a longer term is required by law.

            D. HOT LIST PRICING. At any time during this Contract, Supplier may offer a specific selection
            of Equipment, Products, or Services at discounts greater than those listed in the Contract.
            When Supplier determines it will offer Hot List Pricing, it must be submitted electronically to
            Sourcewell in a line-item format. Equipment, Products, or Services may be added or removed
            from the Hot List at any time through a Sourcewell Price and Product Change Form as defined
            in Article 4 below.

            Hot List program and pricing may also be used to discount and liquidate close-out and
            discontinued Equipment and Products as long as those close-out and discontinued items are
            clearly identified as such. Current ordering process and administrative fees apply. Hot List
            Pricing must be published and made available to all Participating Entities.

                                          4. PRODUCT AND PRICING CHANGE REQUESTS

            Notwithstanding anything to the contrary set forth herein, Supplier may request Equipment,
            Product, or Service changes, additions, or deletions at any time. All requests must be made in
            writing by submitting a signed Sourcewell Price and Product Change Request Form to the
            assigned Sourcewell Supplier Development Administrator. This approved form is available from
            the assigned Sourcewell Supplier Development Administrator. At a minimum, the request
            must:
                  • Identify the applicable Sourcewell contract number;
                  • Clearly specify the requested change;
                  • Provide sufficient detail to justify the requested change;
                  • Individually list all Equipment, Products, or Services affected by the requested change,
                  along with the requested change (e.g., addition, deletion, price change); and
                  • Include a complete restatement of pricing documentation in Microsoft Excel with the
                  effective date of the modified pricing, or product addition or deletion. The new pricing
                  restatement must include all Equipment, Products, and Services offered, even for those
                  items where pricing remains unchanged.

            A fully executed Sourcewell Price and Product Change Request Form will become an
            amendment to this Contract and will be incorporated by reference.

                   5. PARTICIPATION, CONTRACT ACCESS, AND PARTICIPATING ENTITY REQUIREMENTS

            A. PARTICIPATION. Sourcewell’s cooperative contracts are available and open to public and
            nonprofit entities across the United States and Canada; such as federal, state/province,
            municipal, K-12 and higher education, tribal government, and other public entities.

            The benefits of this Contract should be available to all Participating Entities that can legally
            access the Equipment, Products, or Services under this Contract. A Participating Entity’s
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            authority to access this Contract is determined through its cooperative purchasing, interlocal,
            or joint powers laws. Any entity accessing benefits of this Contract will be considered a Service
            Member of Sourcewell during such time of access. Supplier understands that a Participating
            Entity’s use of this Contract is at the Participating Entity’s sole convenience and Participating
            Entities reserve the right to obtain like Equipment, Products, or Services from any other source.

            Supplier is responsible for familiarizing its sales and service forces with Sourcewell contract use
            eligibility requirements and documentation and will encourage potential participating entities
            to join Sourcewell. Sourcewell reserves the right to add and remove Participating Entities to its
            roster during the term of this Contract.

            B. PUBLIC FACILITIES. Supplier’s employees may be required to perform work at government-
            owned facilities, including schools. Supplier’s employees and agents must conduct themselves
            in a professional manner while on the premises, and in accordance with Participating Entity
            policies and procedures, and all applicable laws.

                                        6. PARTICIPATING ENTITY USE AND PURCHASING

            A. ORDERS AND PAYMENT. To access the contracted Equipment, Products, or Services under
            this Contract, a Participating Entity must clearly indicate to Supplier that it intends to access this
            Contract; however, order flow and procedure will be developed jointly between Sourcewell and
            Supplier. Typically, a Participating Entity will issue an order directly to Supplier or its authorized
            subsidiary, distributor, dealer, or reseller. If a Participating Entity issues a purchase order, it
            may use its own forms, but the purchase order should clearly note the applicable Sourcewell
            contract number. All Participating Entity orders under this Contract must be issued prior to
            expiration or cancellation of this Contract; however, Supplier performance, Participating Entity
            payment obligations, and any applicable warranty periods or other Supplier or Participating
            Entity obligations may extend beyond the term of this Contract.

            Supplier’s acceptable forms of payment are included in its attached Proposal. Participating
            Entities will be solely responsible for payment and Sourcewell will have no liability for any
            unpaid invoice of any Participating Entity.

            B. ADDITIONAL TERMS AND CONDITIONS/PARTICIPATING ADDENDUM. Additional terms and
            conditions to a purchase order, or other required transaction documentation, may be
            negotiated between a Participating Entity and Supplier, such as job or industry-specific
            requirements, legal requirements (e.g., affirmative action or immigration status requirements),
            or specific local policy requirements. Some Participating Entities may require the use of a
            Participating Addendum, the terms of which will be negotiated directly between the
            Participating Entity and the Supplier or its authorized dealers, distributors, or resellers, as
            applicable. Any negotiated additional terms and conditions must never be less favorable to the
            Participating Entity than what is contained in this Contract.

            C. SPECIALIZED SERVICE REQUIREMENTS. In the event that the Participating Entity requires
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            service or specialized performance requirements not addressed in this Contract (such as e-
            commerce specifications, specialized delivery requirements, or other specifications and
            requirements), the Participating Entity and the Supplier may enter into a separate, standalone
            agreement, apart from this Contract. Sourcewell, including its agents and employees, will not
            be made a party to a claim for breach of such agreement.

            D. TERMINATION OF ORDERS. Participating Entities or Supplier may terminate an order,
            in whole or in part, immediately upon notice in the event of any of the following events:

                 1. The Participating Entity fails to receive funding or appropriation from its governing body
                 at levels sufficient to pay for the equipment, products, or services to be purchased; or
                 2. Federal, state, or provincial laws or regulations prohibit the purchase or change the
                 Participating Entity’s requirements.

            E. GOVERNING LAW AND VENUE. The governing law and venue for any action related to a
            Participating Entity’s order will be determined by the Participating Entity making the purchase.

                                                        7. CUSTOMER SERVICE

            A. PRIMARY ACCOUNT REPRESENTATIVE. Supplier will assign an Account Representative to
            Sourcewell for this Contract and must provide prompt notice to Sourcewell if that person is
            changed. The Account Representative will be responsible for:

                  • Maintenance and management of this Contract;
                  • Timely response to all Sourcewell and Participating Entity inquiries; and
                  • Business reviews to Sourcewell and Participating Entities, if applicable.

            B. BUSINESS REVIEWS. Supplier must perform a minimum of one business review with
            Sourcewell per contract year. The business review will cover sales to Participating Entities,
            pricing and contract terms, administrative fees, sales data reports, performance issues, supply
            issues, customer issues, and any other necessary information.

                      8. REPORT ON CONTRACT SALES ACTIVITY AND ADMINISTRATIVE FEE PAYMENT

            A. CONTRACT SALES ACTIVITY REPORT. Each calendar quarter, Supplier must provide a
            contract sales activity report (Report) to the Sourcewell Supplier Development Administrator
            assigned to this Contract. Reports are due no later than 45 days after the end of each calendar
            quarter. A Report must be provided regardless of the number or amount of sales during that
            quarter (i.e., if there are no sales, Supplier must submit a report indicating no sales were
            made).

            The Report must contain the following fields:

                   • Participating Entity Name (e.g., City of Staples Highway Department);
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                   • Participating Entity Physical Street Address;
                   • Participating Entity City;
                   • Participating Entity State/Province;
                   • Participating Entity Zip/Postal Code;
                   • Participating Entity Contact Name;
                   • Participating Entity Contact Email Address;
                   • Participating Entity Contact Telephone Number;
                   • Sourcewell Assigned Entity/Participating Entity Number;
                   • Item Purchased Description;
                   • Item Purchased Price;
                   • Sourcewell Administrative Fee Applied; and
                   • Date Purchase was invoiced/sale was recognized as revenue by Supplier.

            B. ADMINISTRATIVE FEE. In consideration for the support and services provided by Sourcewell,
            the Supplier will pay an administrative fee to Sourcewell on all Equipment, Products, and
            Services provided to Participating Entities. The Administrative Fee must be included in, and not
            added to, the pricing. Supplier may not charge Participating Entities more than the contracted
            price to offset the Administrative Fee.

            The Supplier will submit payment to Sourcewell for the percentage of administrative fee stated
            in the Proposal multiplied by the total sales of all Equipment, Products, and Services purchased
            by Participating Entities under this Contract during each calendar quarter. Payments should
            note the Supplier’s name and Sourcewell-assigned contract number in the memo; and must be
            mailed to the address above “Attn: Accounts Receivable” or remitted electronically to
            Sourcewell’s banking institution per Sourcewell’s Finance department instructions. Payments
            must be received no later than 45 calendar days after the end of each calendar quarter.

            Supplier agrees to cooperate with Sourcewell in auditing transactions under this Contract to
            ensure that the administrative fee is paid on all items purchased under this Contract.

            In the event the Supplier is delinquent in any undisputed administrative fees, Sourcewell
            reserves the right to cancel this Contract and reject any proposal submitted by the Supplier in
            any subsequent solicitation. In the event this Contract is cancelled by either party prior to the
            Contract’s expiration date, the administrative fee payment will be due no more than 30 days
            from the cancellation date.

                                                 9. AUTHORIZED REPRESENTATIVE

            Sourcewell's Authorized Representative is its Chief Procurement Officer.

            Supplier’s Authorized Representative is the person named in the Supplier’s Proposal. If
            Supplier’s Authorized Representative changes at any time during this Contract, Supplier must
            promptly notify Sourcewell in writing.

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                         10. AUDIT, ASSIGNMENT, AMENDMENTS, WAIVER, AND CONTRACT COMPLETE

            A. AUDIT. Pursuant to Minnesota Statutes Section 16C.05, subdivision 5, the books, records,
            documents, and accounting procedures and practices relevant to this Contract are subject to
            examination by Sourcewell or the Minnesota State Auditor for a minimum of six years from the
            end of this Contract. This clause extends to Participating Entities as it relates to business
            conducted by that Participating Entity under this Contract.

            B. ASSIGNMENT. Neither party may assign or otherwise transfer its rights or obligations under
            this Contract without the prior written consent of the other party and a fully executed
            assignment agreement. Such consent will not be unreasonably withheld. Any prohibited
            assignment will be invalid.

            C. AMENDMENTS. Any amendment to this Contract must be in writing and will not be effective
            until it has been duly executed by the parties.

            D. WAIVER. Failure by either party to take action or assert any right under this Contract will
            not be deemed a waiver of such right in the event of the continuation or repetition of the
            circumstances giving rise to such right. Any such waiver must be in writing and signed by the
            parties.

            E. CONTRACT COMPLETE. This Contract represents the complete agreement between the
            parties. No other understanding regarding this Contract, whether written or oral, may be used
            to bind either party. For any conflict between the attached Proposal and the terms set out in
            Articles 1-22 of this Contract, the terms of Articles 1-22 will govern.

            F. RELATIONSHIP OF THE PARTIES. The relationship of the parties is one of independent
            contractors, each free to exercise judgment and discretion with regard to the conduct of their
            respective businesses. This Contract does not create a partnership, joint venture, or any other
            relationship such as master-servant, or principal-agent.

                                               11. INDEMNITY AND HOLD HARMLESS


           Vendor agrees to indemnify, defend and hold harmless Sourcewell and its Participating Entities,
           including its agents and employees from all third-party claims or causes of action against
           Sourcewell, its agents, or employees, including reasonable attorney's fees, asserted against
           Sourcewell and directly and proximately caused by the negligent acts or omissions or
           misconduct of Vendor, its agents or its employees or its obligations hereunder. In no event will
           either party be liable for any indirect, punitive, special, incidental or consequential damage in
           connection with or arising out of this Contract however it arises, whether in contract, tort, strict
           product liability or otherwise.



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                                                12. GOVERNMENT DATA PRACTICES

            Supplier and Sourcewell must comply with the Minnesota Government Data Practices Act,
            Minnesota Statutes Chapter 13, as it applies to all data provided by or provided to Sourcewell
            under this Contract and as it applies to all data created, collected, received, maintained, or
            disseminated by the Supplier under this Contract.

                         13. INTELLECTUAL PROPERTY, PUBLICITY, MARKETING, AND ENDORSEMENT

             A. INTELLECTUAL PROPERTY
                1. Grant of License. During the term of this Contract:
                         a. Sourcewell grants to Supplier a royalty-free, worldwide, non-exclusive right and
                         license to use the trademark(s) provided to Supplier by Sourcewell in advertising and
                         promotional materials for the purpose of marketing Sourcewell’s relationship with
                         Supplier.
                         b. Supplier grants to Sourcewell a royalty-free, worldwide, non-exclusive right and
                         license to use Supplier’s trademarks in advertising and promotional materials for the
                         purpose of marketing Supplier’s relationship with Sourcewell.
                2. Limited Right of Sublicense. The right and license granted herein includes a limited right
                of each party to grant sublicenses to their respective subsidiaries, distributors, dealers,
                resellers, marketing representatives, and agents (collectively “Permitted Sublicensees”) in
                advertising and promotional materials for the purpose of marketing the Parties’ relationship
                to Participating Entities. Any sublicense granted will be subject to the terms and conditions
                of this Article. Each party will be responsible for any breach of this Article by any of their
                respective sublicensees.
                3. Use; Quality Control.
                         a. Neither party may alter the other party’s trademarks from the form provided
                         and must comply with removal requests as to specific uses of its trademarks or
                         logos.
                         b. Each party agrees to use, and to cause its Permitted Sublicensees to use, the
                         other party’s trademarks only in good faith and in a dignified manner consistent with
                         such licensing party’s written directives regarding the use of the trademarks. Upon
                         written notice to the breaching party, the breaching party has 30 days of the date of
                         the written notice to cure the breach or the license will be terminated.
                4. Termination. Upon the termination of this Contract for any reason, each party, including
                Permitted Sublicensees, will have 30 days to remove all Trademarks from signage, websites,
                and the like bearing the other party’s name or logo (excepting Sourcewell’s pre-printed
                catalog of suppliers which may be used until the next printing). Supplier must return all
                marketing and promotional materials, including signage, provided by Sourcewell, or dispose
                of it according to Sourcewell’s written directions.
                5. Except as expressly set forth immediately above, no other rights with respect to either
                party’s intellectual property (including any respecting trademarks) is granted or implied.

            B. PUBLICITY. Any publicity regarding the subject matter of this Contract must not be released
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            without prior written approval from the Authorized Representatives. Publicity includes notices,
            informational pamphlets, press releases, research, reports, signs, and similar public notices
            prepared by or for the Supplier individually or jointly with others, or any subcontractors, with
            respect to the program, publications, or services provided resulting from this Contract.

            C. MARKETING. Any direct advertising, marketing, or offers with Participating Entities must be
            approved by Sourcewell. Send all approval requests to the Sourcewell Supplier Development
            Administrator assigned to this Contract.

            D. ENDORSEMENT. The Supplier must not claim that Sourcewell endorses its Equipment,
            Products, or Services.

                                        14. GOVERNING LAW, JURISDICTION, AND VENUE

            The substantive and procedural laws of the State of Minnesota will govern this Contract. Venue
            for all legal proceedings arising out of this Contract, or its breach, must be in the appropriate
            state court in Todd County, Minnesota or federal court in Fergus Falls, Minnesota.

                                                             15. FORCE MAJEURE

            Neither party to this Contract will be held responsible for delay or default caused by acts of God
            or other events or conditions that are beyond that party’s reasonable control, including
            without limitation, acts of any government and freight embargoes. A party defaulting under
            this provision must provide the other party prompt written notice of the default.

                                                              16. SEVERABILITY

            If any provision of this Contract is found by a court of competent jurisdiction to be illegal,
            unenforceable, or void then both parties will be relieved from all obligations arising from that
            provision. If the remainder of this Contract is capable of being performed, it will not be affected
            by such determination or finding and must be fully performed.

                                           17. PERFORMANCE, DEFAULT, AND REMEDIES

            A. PERFORMANCE. During the term of this Contract, the parties will monitor performance and
            address unresolved contract issues as follows:

                 1. Notification. The parties must promptly notify each other of any known dispute and
                 work in good faith to resolve such dispute within a reasonable period of time. If necessary,
                 Sourcewell and the Supplier will jointly develop a short briefing document that describes
                 the issue(s), relevant impact, and positions of both parties.
                 2. Escalation. If parties are unable to resolve the issue in a timely manner, as specified
                 above, either Sourcewell or Supplier may escalate the resolution of the issue to a higher
                 level of management. The Supplier will have 30 calendar days to cure an outstanding issue.
           Rev. 3/2022                                                                               11
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                 3. Performance while Dispute is Pending. Notwithstanding the existence of a dispute, the
                 Supplier must continue without delay to carry out all of its responsibilities under the
                 Contract that are not affected by the dispute. If the Supplier fails to continue without delay
                 to perform its responsibilities under the Contract, in the accomplishment of all undisputed
                 work, the Supplier will bear any additional costs incurred by Sourcewell and/or its
                 Participating Entities as a result of such failure to proceed.

            B. DEFAULT AND REMEDIES. Either of the following constitutes cause to declare this Contract,
            or any Participating Entity order under this Contract, in default:

                 1.   A material breach of any term or condition of this Contract (other than in connection with
                      a Force Majeure event).

            The party claiming default must provide written notice of the default, with at least 30 calendar
            days to cure the default. Time allowed for cure will not diminish or eliminate any liability for
            liquidated or other damages. If the default remains after the opportunity for cure, the non-
            defaulting party may:

                 •  Exercise any remedy provided herein or at law (subject to any exclusivity of remedy
                    provisions), or
                 • Terminate the Contract or any portion thereof, including any orders issued against the
                 Contract.

                                                             18. INSURANCE

            A. REQUIREMENTS. At its own expense, Supplier must maintain insurance policy(ies) in effect
            at all times during the performance of this Contract with insurance company(ies) licensed or
            authorized to do business in the State of Minnesota having an “AM BEST” rating of A- or better,
            with coverage and limits of insurance not less than the following:

                      1. Workers’ Compensation and Employer’s Liability.
                      Workers’ Compensation: As required by any applicable law or regulation.
                      Employer's Liability Insurance: must be provided in amounts not less than listed below:
                                Minimum limits:
                                $500,000 each accident for bodily injury by accident
                                $500,000 policy limit for bodily injury by disease
                                $500,000 each employee for bodily injury by disease
                      2. Commercial General Liability Insurance. Supplier will maintain insurance covering its
                      operations, with coverage on an occurrence basis, and must be subject to terms no less
                      broad than the Insurance Services Office (“ISO”) Commercial General Liability Form
                      CG0001 (2001 or newer edition), or equivalent. At a minimum, coverage must include
                      liability arising from premises, operations, bodily injury and property damage,
                      independent contractors, products-completed operations including construction defect,
                      contractual liability, blanket contractual liability, and personal injury and advertising
           Rev. 3/2022                                                                                12
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                     injury. All required limits, terms and conditions of coverage must be maintained during
                     the term of this Contract.
                             Minimum Limits:
                             $1,000,000 each occurrence Bodily Injury and Property Damage
                             $1,000,000 Personal and Advertising Injury
                             $2,000,000 aggregate for products liability-completed operations
                             $2,000,000 general aggregate

                   3. Commercial Automobile Liability Insurance. During the term of this Contract,
                   Supplier will maintain insurance covering all owned, hired, and non-owned automobiles
                   in limits of liability not less than indicated below. The coverage must be subject to terms
                  no less broad than ISO Business Auto Coverage Form CA 0001 (2010 edition or newer), or
           equivalent.
                            Minimum Limits:
                            $1,000,000 each accident, combined single limit

                     4. Umbrella Insurance. During the term of this Contract, Supplier will maintain
                     umbrella coverage over Employer’s Liability, Commercial General Liability, and
                     Commercial Automobile.
                           Minimum Limits:
                           $2,000,000

                     5. Network Security and Privacy Liability Insurance. During the term of this Contract,
                     Supplier will maintain coverage for network security and privacy liability. The coverage
                     may be endorsed on another form of liability coverage or written on a standalone
                     policy. The insurance must cover claims which may arise from failure of Supplier’s
                     security resulting in, but not limited to, computer attacks, unauthorized access,
                     disclosure of not public data – including but not limited to, confidential or private
                     information, transmission of a computer virus, or denial of service.
                             Minimum limits:
                             $2,000,000 per occurrence
                             $2,000,000 annual aggregate

            Failure of Supplier to maintain the required insurance will constitute a material breach entitling
            Sourcewell to immediately terminate this Contract for default.

            B. CERTIFICATES OF INSURANCE. Prior to commencing under this Contract, Supplier must
            furnish to Sourcewell a certificate of insurance, as evidence of the insurance required under this
            Contract. Prior to expiration of the policy(ies), renewal certificates must be mailed to
            Sourcewell, 202 12th Street Northeast, P.O. Box 219, Staples, MN 56479 or sent to the
            Sourcewell Supplier Development Administrator assigned to this Contract. The certificates must
            be signed by a person authorized by the insurer(s) to bind coverage on their behalf.

            Failure to request certificates of insurance by Sourcewell, or failure of Supplier to provide
           Rev. 3/2022                                                                                 13
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            certificates of insurance, in no way limits or relieves Supplier of its duties and responsibilities in
            this Contract.

            C. ADDITIONAL INSURED ENDORSEMENT AND PRIMARY AND NON-CONTRIBUTORY
            INSURANCE CLAUSE. Supplier agrees to list Sourcewell and its Participating Entities, including
            their officers, agents, and employees, as an additional insured under the Supplier’s commercial
            general liability insurance policy with respect to liability arising out of activities, “operations,” or
            “work” performed by or on behalf of Supplier, and products and completed operations of
            Supplier. The policy provision(s) or endorsement(s) must further provide that coverage is
            primary and not excess over or contributory with any other valid, applicable, and collectible
            insurance or self-insurance in force for the additional insureds.

        D. WAIVER OF SUBROGATION. Supplier waives and must require (by endorsement or
           otherwise) all its insurers to waive subrogation rights against Sourcewell and other additional
           insureds for losses paid under the insurance policies required by this Contract or other
           insurance applicable to the Supplier or its subcontractors The waiver must apply to all
           deductibles and/or self-insured retentions applicable to the required or any other insurance
           maintained by the Supplier or its subcontractors. Where permitted by law, Supplier must
           require similar written express waivers of subrogation and insurance clauses from each of its
           subcontractors. Notwithstanding anything the contrary set forth herein, Supplier will be
           required to maintain any coverages and policies (subject to the terms and conditions herein)
           for the benefit of a Participating Entity only until final completion of the work under a given
           purchase order has been completed by Supplier.

            E. UMBRELLA/EXCESS LIABILITY/SELF-INSURED RETENTION. The limits required by this
            Contract can be met by either providing a primary policy or in combination with
            umbrella/excess liability policy(ies), or self-insured retention.

                                                             19. COMPLIANCE

            A. LAWS AND REGULATIONS. All Equipment, Products, or Services provided under this
            Contract must comply fully with applicable federal laws and regulations, and with the laws in
            the states and provinces in which the Equipment, Products, or Services are sold.

            B. LICENSES. Suppliermust maintain or cause its subcontractor(s) to maintain a valid
            and current status on all required federal, state/provincial, and local licenses, bonds,
            and permits required for the performance of the work that the Supplier performs for
            Participating Entities under a specific contract or purchase order.

                                20. BANKRUPTCY, DEBARMENT, OR SUSPENSION CERTIFICATION

            Supplier certifies and warrants that it is not in bankruptcy or that it has previously disclosed in
            writing certain information to Sourcewell related to bankruptcy actions. If at any time during
            this Contract Supplier declares bankruptcy, Supplier must immediately notify Sourcewell in
           Rev. 3/2022                                                                                    14
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            writing.
            Supplier certifies and warrants that neither it nor its principals are presently debarred,
            suspended, proposed for debarment, declared ineligible, or voluntarily excluded from programs
            operated by the State of Minnesota; the United States federal government or the Canadian
            government, as applicable; or any Participating Entity. Supplier certifies and warrants that
            neither it nor its principals have been convicted of a criminal offense related to the subject
            matter of this Contract. Supplier further warrants that it will provide immediate written notice
            to Sourcewell if this certification changes at any time.

                    21. PROVISIONS FOR NON-UNITED STATES FEDERAL ENTITY PROCUREMENTS UNDER
                                 UNITED STATES FEDERAL AWARDS OR OTHER AWARDS

            Participating Entities that use United States federal grant or FEMA funds to purchase goods or
            services from this Contract may be subject to additional requirements including the
            procurement standards of the Uniform Administrative Requirements, Cost Principles and Audit
            Requirements for Federal Awards, 2 C.F.R. § 200. Participating Entities may have additional
            requirements based on specific funding source terms or conditions. Within this Article, all
            references to “federal” should be interpreted to mean the United States federal government.
            The following list only applies when a Participating Entity accesses Supplier’s Equipment,
            Products, or Services with United States federal funds.

            A. EQUAL EMPLOYMENT OPPORTUNITY. Except as otherwise provided under 41 C.F.R. § 60, all
            contracts that meet the definition of “federally assisted construction contract” in 41 C.F.R. § 60-
            1.3 must include the equal opportunity clause provided under 41 C.F.R. §60-1.4(b), in
            accordance with Executive Order 11246, “Equal Employment Opportunity” (30 FR 12319,
            12935, 3 C.F.R. §, 1964-1965 Comp., p. 339), as amended by Executive Order 11375, “Amending
            Executive Order 11246 Relating to Equal Employment Opportunity,” and implementing
            regulations at 41 C.F.R. § 60, “Office of Federal Contract Compliance Programs, Equal
            Employment Opportunity, Department of Labor.” The equal opportunity clause is incorporated
            herein by reference.

            B. DAVIS-BACON ACT, AS AMENDED (40 U.S.C. § 3141-3148). When required by federal
            program legislation, all prime construction contracts in excess of $2,000 awarded by non-
            federal entities must include a provision for compliance with the Davis-Bacon Act (40 U.S.C. §
            3141-3144, and 3146-3148) as supplemented by Department of Labor regulations (29 C.F.R. § 5,
            “Labor Standards Provisions Applicable to Contracts Covering Federally Financed and Assisted
            Construction”). In accordance with the statute, contractors must be required to pay wages to
            laborers and mechanics at a rate not less than the prevailing wages specified in a wage
            determination made by the Secretary of Labor. In addition, contractors must be required to pay
            wages not less than once a week. The non-federal entity must place a copy of the current
            prevailing wage determination issued by the Department of Labor in each solicitation. The
            decision to award a contract or subcontract must be conditioned upon the acceptance of the
            wage determination. The non-federal entity must report all suspected or reported violations to
            the federal awarding agency. The contracts must also include a provision for compliance with
           Rev. 3/2022                                                                               15
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            the Copeland “Anti-Kickback” Act (40 U.S.C. § 3145), as supplemented by Department of Labor
            regulations (29 C.F.R. § 3, “Contractors and Subcontractors on Public Building or Public Work
            Financed in Whole or in Part by Loans or Grants from the United States”). The Act provides that
            each contractor or subrecipient must be prohibited from inducing, by any means, any person
            employed in the construction, completion, or repair of public work, to give up any part of the
            compensation to which he or she is otherwise entitled. The non-federal entity must report
            all suspected or reported violations to the federal awarding agency. Supplier must be in
            compliance with all applicable Davis-Bacon Act provisions.
            C. CONTRACT WORK HOURS AND SAFETY STANDARDS ACT (40 U.S.C. § 3701-3708). Where
            applicable, all contracts awarded by the non-federal entity in excess of $100,000 that involve
            the employment of mechanics or laborers must include a provision for compliance with 40
            U.S.C. §§ 3702 and 3704, as supplemented by Department of Labor regulations (29 C.F.R. § 5).
            Under 40 U.S.C. § 3702 of the Act, each contractor must be required to compute the wages of
            every mechanic and laborer on the basis of a standard work week of 40 hours. Work in excess
            of the standard work week is permissible provided that the worker is compensated at a rate of
            not less than one and a half times the basic rate of pay for all hours worked in excess of 40
            hours in the work week. The requirements of 40 U.S.C. § 3704 are applicable to construction
            work and provide that no laborer or mechanic must be required to work in surroundings or
            under working conditions which are unsanitary, hazardous or dangerous. These requirements
            do not apply to the purchases of supplies or materials or articles ordinarily available on the
            open market, or contracts for transportation or transmission of intelligence. This provision is
            hereby incorporated by reference into this Contract. Supplier certifies that during the term of
            an award for all contracts by Sourcewell resulting from this procurement process, Supplier must
            comply with applicable requirements as referenced above.

            D. RIGHTS TO INVENTIONS MADE UNDER A CONTRACT OR AGREEMENT. If the federal award
            meets the definition of “funding agreement” under 37 C.F.R. § 401.2(a) and the recipient or
            subrecipient wishes to enter into a contract with a small business firm or nonprofit organization
            regarding the substitution of parties, assignment or performance of experimental,
            developmental, or research work under that “funding agreement,” the recipient or subrecipient
            must comply with the requirements of 37 C.F.R. § 401, “Rights to Inventions Made by Nonprofit
            Organizations and Small Business Firms Under Government Grants, Contracts and Cooperative
            Agreements,” and any implementing regulations issued by the awarding agency. Supplier
            certifies that during the term of an award for all contracts by Sourcewell resulting from this
            procurement process, Supplier must comply with applicable requirements as referenced above.

            E. CLEAN AIR ACT (42 U.S.C. § 7401-7671Q.) AND THE FEDERAL WATER POLLUTION CONTROL
            ACT (33 U.S.C. § 1251-1387). Contracts and subgrants of amounts in excess of $150,000 require
            the non-federal award to agree to comply with all applicable standards, orders or regulations
            issued pursuant to the Clean Air Act (42 U.S.C. § 7401- 7671q) and the Federal Water Pollution
            Control Act as amended (33 U.S.C. § 1251- 1387). Violations must be reported to the Federal
            awarding agency and the Regional Office of the Environmental Protection Agency (EPA).
            Supplier certifies that during the term of this Contract will comply with applicable requirements
            as referenced above.
           Rev. 3/2022                                                                              16
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            F. DEBARMENT AND SUSPENSION (EXECUTIVE ORDERS 12549 AND 12689). A contract award
            (see 2 C.F.R. § 180.220) must not be made to parties listed on the government wide exclusions
            in the System for Award Management (SAM), in accordance with the OMB guidelines at 2 C.F.R.
            §180 that implement Executive Orders 12549 (3 C.F.R. § 1986 Comp., p. 189) and 12689 (3
            C.F.R. § 1989 Comp., p. 235), “Debarment and Suspension.” SAM Exclusions contains the names
            of parties debarred, suspended, or otherwise excluded by agencies, as well as parties declared
            ineligible under statutory or regulatory authority other than Executive Order 12549. Supplier
            certifies that neither it nor its principals are presently debarred, suspended, proposed for
            debarment, declared ineligible, or voluntarily excluded from participation by any federal
            department or agency.

            G. BYRD ANTI-LOBBYING AMENDMENT, AS AMENDED (31 U.S.C. § 1352). Suppliers must file
            any required certifications. Suppliers must not have used federal appropriated funds to pay any
            person or organization for influencing or attempting to influence an officer or employee of any
            agency, a member of Congress, officer or employee of Congress, or an employee of a member
            of Congress in connection with obtaining any federal contract, grant, or any other award
            covered by 31 U.S.C. § 1352. Suppliers must disclose any lobbying with non-federal funds that
            takes place in connection with obtaining any federal award. Such disclosures are forwarded
            from tier to tier up to the non-federal award. Suppliers must file all certifications and
            disclosures required by, and otherwise comply with, the Byrd Anti-Lobbying Amendment (31
            U.S.C. § 1352).

            H. RECORD RETENTION REQUIREMENTS. To the extent applicable, Supplier must comply with
            the record retention requirements detailed in 2 C.F.R. § 200.333. The Supplier further certifies
            that it will retain all records as required by 2 C.F.R. § 200.333 for a period of 3 years after
            grantees or subgrantees submit final expenditure reports or quarterly or annual financial
            reports, as applicable, and all other pending matters are closed.

            I. ENERGY POLICY AND CONSERVATION ACT COMPLIANCE. To the extent applicable, Supplier
            must comply with the mandatory standards and policies relating to energy efficiency which are
            contained in the state energy conservation plan issued in compliance with the Energy Policy
            and Conservation Act.

            J. BUY AMERICAN PROVISIONS COMPLIANCE. To the extent Supplier accepts a purchase
            order from a Participating Member that expressly notes that the procurement must comply
            with the Buy American Act of 1933 , Supplier must comply with all applicable provisions of the
            Buy American Act. Purchases made in accordance with the Buy American Act must follow the
            applicable procurement rules calling for free and open competition.

            K. ACCESS TO RECORDS (2 C.F.R. § 200.336). Supplier agrees that duly authorized
            representatives of a federal agency must have access to any books, documents, papers and
            records of Supplier that are directly pertinent to Supplier’s discharge of its obligations under
            this Contract for the purpose of making audits, examinations, excerpts, and transcriptions. The
            right also includes timely and reasonable access to Supplier’s personnel for the purpose of
           Rev. 3/2022                                                                              17
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            interview and discussion relating to such documents.

            L. PROCUREMENT OF RECOVERED MATERIALS (2 C.F.R. § 200.322). A non-federal entity that is
            a state agency or agency of a political subdivision of a state and its contractors must comply
            with Section 6002 of the Solid Waste Disposal Act, as amended by the Resource Conservation
            and Recovery Act. The requirements of Section 6002 include procuring only items designated in
            guidelines of the Environmental Protection Agency (EPA) at 40 C.F.R. § 247 that contain the
            highest percentage of recovered materials practicable, consistent with maintaining a
            satisfactory level of competition, where the purchase price of the item exceeds $10,000 or the
            value of the quantity acquired during the preceding fiscal year exceeded $10,000; procuring
            solid waste management services in a manner that maximizes energy and resource recovery;
            and establishing an affirmative procurement program for procurement of recovered materials
            identified in the EPA guidelines.

            M. FEDERAL SEAL(S), LOGOS, AND FLAGS. The Supplier cannot use the seal(s), logos, crests, or
            reproductions of flags or likenesses of Federal agency officials without specific pre-approval.

            N. NO OBLIGATION BY FEDERAL GOVERNMENT. The U.S. federal government is not a party to
            this Contract or any purchase by a Participating Entity and is not subject to any obligations or
            liabilities to the Participating Entity, Supplier, or any other party pertaining to any matter
            resulting from the Contract or any purchase by an authorized user.

            O. PROGRAM FRAUD AND FALSE OR FRAUDULENT STATEMENTS OR RELATED ACTS. The
            Contractor acknowledges that 31 U.S.C. 38 (Administrative Remedies for False Claims and
            Statements) applies to the Supplier’s actions pertaining to this Contract or any purchase by a
            Participating Entity.

            P. FEDERAL DEBT. The Supplier certifies that it is non-delinquent in its repayment of any
            federal debt. Examples of relevant debt include delinquent payroll and other taxes, audit
            disallowance, and benefit overpayments.

            Q. CONFLICTS OF INTEREST. The Supplier must notify the U.S. Office of General Services,
            Sourcewell, and Participating Entity as soon as possible if this Contract or any aspect related to
            the anticipated work under this Contract raises an actual or potential conflict of interest (as
            described in 2 C.F.R. Part 200). The Supplier must explain the actual or potential conflict in
            writing in sufficient detail so that the U.S. Office of General Services, Sourcewell, and
            Participating Entity are able to assess the actual or potential conflict; and provide any additional
            information as necessary or requested.

            R. U.S. EXECUTIVE ORDER 13224. The Supplier, and its subcontractors, must comply with U.S.
            Executive Order 13224 and U.S. Laws that prohibit transactions with and provision of resources
            and support to individuals and organizations associated with terrorism.

            S. PROHIBITION ON CERTAIN TELECOMMUNICATIONS AND VIDEO SURVEILLANCE SERVICES OR
           Rev. 3/2022                                                                                18
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            EQUIPMENT. To the extent applicable to Products subject to an accepted purchased order
            under this Agreement, Supplier certifies that during the term of this Contract the Products it
            supplies will comply with applicable requirements of 2 C.F.R. § 200.216.

                                                             22. CANCELLATION

            Sourcewell or Supplier may cancel this Contract at any time, with or without cause, upon 60
            days’ written notice to the other party. However, Sourcewell may cancel this Contract
            immediately upon discovery of a material defect in any certification made in Supplier’s
            Proposal. Cancellation of this Contract does not relieve either party of financial, product, or
            service obligations incurred or accrued prior to cancellation.


                    Sourcewell                                         Cooper Lighting, LLC




            By: __________________________                         By: __________________________
                Jeremy Schwartz                                        Benjamin Brinkert
            Title: Chief Procurement Officer                       Title: Legal Counsel
                    8/14/2023 | 9:39 AM CDT                               8/15/2023 | 7:28 AM CDT
            Date: ________________________                         Date: ________________________



            Approved:



            By: __________________________
                Chad Coauette
            Title: Executive Director/CEO
                    8/15/2023 | 8:21 AM CDT
            Date: ________________________




           Rev. 3/2022                                                                               19
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  RFP 041123 - Sports Lighting Solutions with Related Technology,
  Equipment, and Services


  Vendor Details


   Company Name:                       Cooper Lighting, LLC
   Does your company conduct
   business under any other name? If   Cooper Lighting, LLC
   yes, please state:
                                       1121 HIGHWAY 74 SOUTH
   Address:
                                       PEACHTREE CITY, GA 30269
   Contact:                            Gabriel Hough
   Email:                              gabe.hough@cooperlighting.com
   Phone:                              315-727-4340
   HST#:                               04-3391805


  Submission Details


   Created On:                         Friday February 24, 2023 12:55:31
   Submitted On:                       Friday April 07, 2023 10:52:06
   Submitted By:                       Gabriel Hough
   Email:                              gabe.hough@cooperlighting.com
   Transaction #:                      f2b5d983-b50e-421e-ba9b-bb4b13f36f17
   Submitter's IP Address:             165.225.216.188




 Bid Number: RFP 041123                                                       Vendor Name: Cooper Lighting, LLC
DocuSign Envelope ID: 37846906-3E48-45DF-A3FA-F67BF6BFD219


  Specifications

  Table 1: Proposer Identity & Authorized Representatives

  General Instructions (applies to all Tables) Sourcewell prefers a brief but thorough response to each question. Do not merely attach
  additional documents to your response without also providing a substantive response. Do not leave answers blank; respond “N/A” if the
  question does not apply to you (preferably with an explanation).



   Line
        Question                                             Response *
   Item
   1      Proposer Legal Name (one legal entity only):       Cooper Lighting, LLC
          (In the event of award, will execute the                                                                                         *
          resulting contract as "Supplier")
   2      Identify all subsidiary entities of the Proposer   Cooper Lighting, LLC
          whose equipment, products, or services are                                                                                       *
          included in the Proposal.
   3      Identify all applicable assumed names or DBA Cooper Lighting Solutions, Ephesus Sports Lighting, Cooper Lighting, Signify
          names of the Proposer or Proposer's                                                                                              *
          subsidiaries in Line 1 or Line 2 above.
   4      Provide your CAGE code or Unique Entity            COOPER LIGHTING 31735251 (CAGE/SAM expired back in 2020)
                                                                                                                                           *
          Identifier (SAM):
   5      Proposer Physical Address:                         125 East Jefferson St. Syracuse, NY 13202                                     *
   6      Proposer website address (or addresses):           www.cooperlighting.com
                                                             https://www.cooperlighting.com/global/brands/ephesus                          *
                                                             https://www.ephesuslighting.com
   7      Proposer's Authorized Representative (name,        Gabe Hough
          title, address, email address & phone) (The        Director Of Customer Experience- Ephesus
          representative must have authority to sign         125 E. Jefferson St.
          the “Proposer’s Assurance of Compliance” on        Syracuse, NY 13202                                                            *
          behalf of the Proposer and, in the event of        gabe.hough@cooperlighting.com
          award, will be expected to execute the             315-238-8831 (Office)
          resulting contract):                               315-727-4340 (Cell)
   8      Proposer's primary contact for this proposal   Gabe Hough
          (name, title, address, email address & phone): 125 E. Jefferson St.
                                                         Syracuse, NY 13202                                                                *
                                                         gabe.hough@cooperlighting.com
                                                         315-238-8831 (Office)
                                                         315-727-4340 (Cell)
   9      Proposer's other contacts for this proposal, if    Michael Quijano
          any (name, title, address, email address &         Director of Business Development
          phone):                                            125 East Jefferson St
                                                             Syracuse, NY 13202
                                                             Michael.Quijano@Cooperlighting.com
                                                             315-579-2897

                                                             Bryan Thomas
                                                             Strategic Sales Manager
                                                             125 E Jefferson St.
                                                             Syracuse, NY 13202
                                                             Bryan.Thomas@cooperlighting.com
                                                             315-247-1222

  Table 2: Company Information and Financial Strength

   Line
           Question                                          Response *
   Item




 Bid Number: RFP 041123                                                                                        Vendor Name: Cooper Lighting, LLC
DocuSign Envelope ID: 37846906-3E48-45DF-A3FA-F67BF6BFD219

   10    Provide a brief history of your company,           At the heart of our success is our commitment to our core values: delivering the
         including your company’s core values,              highest quality products and services, being dedicated to customer service and
         business philosophy, and industry longevity        safety, promoting sustainability, and innovation. We are continuously striving to create
         related to the requested equipment, products       better more efficient solutions that help our customers light their spaces better, while
         or services.                                       increasing their sustainability and reducing their environmental impact.
                                                            Established in 2011, Ephesus Sports Lighting offers a wide array of lighting
                                                            solutions, from full-scale stadium and arena lighting to smaller ball fields and indoor
                                                            gymnasium lighting. Our products are designed to provide the highest quality
                                                            illumination with the least amount of energy, allowing customers to save energy and
                                                            reduce their carbon footprint. We also offer lighting control solutions, allowing
                                                            customers to customize their lighting for the perfect environment.
                                                            Acquired in 2020 by Signify, the world leader in lighting, our team of dedicated           *
                                                            professionals have developed strong partnerships with our customers, helping us to
                                                            understand their needs and develop the best solutions for them. With more than 10
                                                            years of specific industry experience, we are proud to be one of the leading
                                                            suppliers of LED sports lighting solutions.
                                                            Our unwavering commitment to innovation and customer satisfaction has allowed us
                                                            to remain a trusted partner for many of our customers. At Ephesus Sports Lighting,
                                                            we believe that our products, combined with our commitment to customer service,
                                                            are what sets us apart from other lighting providers. We strive to be a trusted
                                                            partner who can provide our customers with the best solutions for their needs. We
                                                            continue to innovate and create better solutions and are excited to see what the
                                                            future holds for us.
   11    What are your company’s expectations in the        Being one of the incumbent contract holders for LED Sports Lighting to the
         event of an award?                                 Sourcewell Membership we know the enormous potential that our products and
                                                            related services have to offer. Over the past three years we have gained traction
                                                            within our sales approach when speaking with prospective customers that are either
                                                            current members or have the eligibility to become members, educating them on the
                                                            streamlined procurement that Sourcewell contracts offer.

                                                            If awarded the contract renewal, we'll continue to prioritize offering Sourcewell as a     *
                                                            procurement vehicle to eligible entities as early as possible in the sales process.
                                                            We'll also continue to educate our sales channels on this tremendous opportunity
                                                            they have that will impact the communities in which they live and serve.

                                                            If awarded Cooper Lighting LLC will work with all Sourcewell Members that are
                                                            looking to upgrade to LED Sports Lighting and make sure that each project is ran
                                                            in a cost-effective manner and is efficiently implemented.
   12    Demonstrate your financial strength and            Cooper Lighting, LLC is a subsidiary of Signify N.V. Corporation, which is publicly
         stability with meaningful data. This could         traded and reported sales of $2.1 Billion in 2022, with strong market share growth
         include such items as financial statements,        and EBITA margins.
         SEC filings, credit and bond ratings, letters                                                                                                 *
         of credit, and detailed reference letters.         Financial Information can be found here: https://www.signify.com/global/our-
         Upload supporting documents (as applicable)        company/investors/financial-reports/annual-report
         in the document upload section of your
         response.
   13    What is your US market share for the               Cooper Lighting LLC has been selling lighting products and solutions for over 100
         solutions that you are proposing?                  years in the US market. Cooper Lighting LLC and Ephesus paved the way for the
                                                            LED Sports Lighting Industry, leading the technological revolution for early adopters.
                                                            We are the leaders when it comes to LED Sports Lighting. We share 25% of the
                                                                                                                                                       *
                                                            overall market for Sports Lighting, and 50% of all LED Sports Lighting applications.
                                                            We are constantly re-imagining the possibilities and will continue to set the trend
                                                            with our dedication to R&D and NPI for the industry. Our products are focused at
                                                            making them available to the core markets that Sourcewell members operate in.
   14    What is your Canadian market share for the         We have dedicated resources in sales and operations to service the Canadian
         solutions that you are proposing?                  Market. Cooper Lighting LLC has a long standing history within the market and the
                                                            Ephesus brand own 25% of the Sports Lighting Market and 50% of the LED Sports
                                                            Lighting Market in Canada. We continue to work with our existing sales agencies            *
                                                            and integrator partners to promote LED Sports Lighting. We will look to leverage
                                                            the Canoe sales channel through Sourcewell to further drive LED sports lighting
                                                            adoption.
   15    Has your business ever petitioned for              Cooper Lighting, LLC has never petitioned for bankruptcy protection.                       *
         bankruptcy protection? If so, explain in detail.




 Bid Number: RFP 041123                                                                                        Vendor Name: Cooper Lighting, LLC
DocuSign Envelope ID: 37846906-3E48-45DF-A3FA-F67BF6BFD219

   16     How is your organization best described: is          Cooper Lighting LLC is a manufacturer with dedicated sales and operational
          it a manufacturer, a distributor/dealer/reseller,    employees that work directly for the Ephesus brand. We also have third-party sales
          or a service provider? Answer whichever              agents and integrator that have exclusivity contracts as part of our network. Below is
          question (either a) or b) just below) best           our regional breakdown for servicing customers.
          applies to your organization.
          a)     If your company is best described as          The United States regions have been broken into West, Mountain West, Gulf
          a distributor/dealer/reseller (or similar entity),   Central, Central Great Lakes, South and Northeast. Each of these regions has a
          provide your written authorization to act as a       support team consisting of a Regional Sales Manager (RSM), Project Manager
          distributor/dealer/reseller for the manufacturer     (PM), Lighting Designer (LD), Inside Sales Representative (ISR) and territory sales
          of the products proposed in this RFP. If             Agents that develop and implement successful projects. The RSMs and Agents
          applicable, is your dealer network                   oversee creating end user relationships within the region with support from the           *
          independent or company owned?                        Lighting Designer, Project Manager and Inside Sales Representative creating the
          b)     If your company is best described as          designs, quotes, and construction plans to ensure smooth project implementation
          a manufacturer or service provider, describe         whether a site is new construction or retrofitting existing structures.
          your relationship with your sales and service
          force and with your dealer network in                Cooper Lighting has strategic partnerships through contracted 3rd party agents and
          delivering the products and services                 integrators that extend our customer service outreach. Through our agent and
          proposed in this RFP. Are these individuals          integrator network we work with end users and specifiers to drive project
          your employees, or the employees of a third          development to stimulate the market. Our network also provides the local on
          party?                                               demand resources needed to successfully implement projects. Our integrator
                                                               relationships have resulted in highly trained and qualified electrical contractors
                                                               available throughout the country to help successfully deploy turnkey solutions.
   17     If applicable, provide a detailed explanation        Cooper Lighting LLC works with our contracted agency and integrator network
          outlining the licenses and certifications that       throughout the project life cycle to ensure that all parties are properly certified and
          are both required to be held, and actually           licensed to perform the expected work.
          held, by your organization (including third                                                                                                    *
          parties and subcontractors that you use) in
          pursuit of the business contemplated by this
          RFP.
   18     Provide all “Suspension or Debarment”                Not applicable.
          information that has applied to your                                                                                                           *
          organization during the past ten years.

  Table 3: Industry Recognition & Marketplace Success

   Line
           Question                                            Response *
   Item
   19      Describe any relevant industry awards or            Cooper Lighting’s Ephesus Sports Lighting brand has been recognized for its
           recognition that your company has received          innovation and leadership in the lighting industry since its inception. In 2012,
           in the past five years                              Ephesus was the first to light a professional venue with LED technology and
                                                               continued to be the leader in LED lighting with firsts in NCAA basketball and
                                                               hockey arenas in 2013, first NFL stadium with LED technology and individual light
                                                               control in 2014, introduction of color temperature tuning and wireless control
                                                               technology in 2015 and beam tuning technology in 2017. In 2018, Ephesus was the
                                                               first to deploy integrated RGB in every fixture, launch an instant upgrade capability,    *
                                                               and outdoor stadium light with RGBA LED technology. In 2020, Ephesus introduced
                                                               the first redundant power in LED sports lighting and, in 2022, the first instant
                                                               photometric design web application Light ARchitect that provides instant sports
                                                               lighting designs for football fields, soccer fields, baseball diamonds, softball
                                                               diamonds, and tennis courts. In recognition of these unique and innovative products,
                                                               the Illumination Engineering Society has awarded Ephesus Sports Lighting Progress
                                                               Report awards for advancements in lighting technology and design of its LED
                                                               products.
   20      What percentage of your sales are to the            Ephesus Sports Lighting sales to the government sector in the past three years            *
           governmental sector in the past three years         account for 35% of revenue.
   21      What percentage of your sales are to the            Ephesus Sports Lighting sales to the education sector in the past three years
                                                                                                                                                         *
           education sector in the past three years            account for 45% of revenue.
   22      List any state, provincial, or cooperative          Sourcewell (Awarded Contract in 2019) - $10.5M in Sales to Date
           purchasing contracts that you hold. What is         TIPS USA (Awarded Contract in 2019) - $1.5M in Sales to Date                              *
           the annual sales volume for each of these           Buy Boards (Awarded Contract 2019)- $400K in Sales to Date
           contracts over the past three years?
   23      List any GSA contracts or Standing Offers           We do not currently hold any GSA or SOSA contracts.
           and Supply Arrangements (SOSA) that you
           hold. What is the annual sales volume for                                                                                                     *
           each of these contracts over the past three
           years?




 Bid Number: RFP 041123                                                                                            Vendor Name: Cooper Lighting, LLC
DocuSign Envelope ID: 37846906-3E48-45DF-A3FA-F67BF6BFD219

  Table 4: References/Testimonials

  Line Item 24. Supply reference information from three customers who are eligible to be Sourcewell participating entities.

   Entity Name *                                    Contact Name *                                         Phone Number *
   University of South Carolina                     Jeff Davis - Associate AD Facilities and Operations    803-413-1434                       *
                                                    jeffd@mailbox.sc.edu
   City of Newport Public Services Department       Scott D Wheeler - Superintendent of Parks, Grounds & 401-845-5802
                                                    Forestry                                                                                  *
                                                    swheeler@cityofnewport.com
   Glenville State College                          Thomr R Ratliff                                        304-462-6241                       *
                                                    Thomas.Ratliff@glenville.edu
   Reavis High School                               Michael Hock - Athletic Director                       708-935-1741
                                                    Mhock@d220.org
   Bangor Public Schools                            Lynn Johnson - Superintendent                          269-427-6805
                                                    Ljohnson@bangorvikings.org

  Table 5: Top Five Government or Education Customers

  Line Item 25. Provide a list of your top five government, education, or non-profit customers (entity name is optional), including entity
  type, the state or province the entity is located in, scope of the project(s), size of transaction(s), and dollar volumes from the past three
  years.

                                    State /                                                                        Dollar Volume Past Three
   Entity Name      Entity Type *                      Scope of Work *                    Size of Transactions *
                                    Province *                                                                     Years *
   City of          Government      Illinois - IL      Provide designs, materials and     $50K-$200K average       $2.5M
   Chicago Park                                        project management to upgrade                                                              *
   & Rec                                               city parks to LED Sports lighting.
   City of          Government      Pennsylvania -     Provide designs, materials and     $25-$100K average        $1.2M
   Philadelphia                     PA                 project management to upgrade                                                              *
                                                       city parks to LED Sports lighting.
   New York City    Government      New York - NY      Provide designs, materials and     $25-$100K average        $1.8M
                                                       project management to upgrade                                                              *
                                                       city parks to LED Sports lighting.
   Border Patrol    Government      Texas - TX         Provide design & materials to      $200-$500K average       $2.5M                          *
                                                       light the border between US/MX
   Department of    Government      District of        Provided designs, material and     $100-$250K average       $8.5
   Defense-                         Columbia - DC      project management to upgrade                                                              *
   AirForce                                            bases with LED site lighting.




 Bid Number: RFP 041123                                                                                     Vendor Name: Cooper Lighting, LLC
DocuSign Envelope ID: 37846906-3E48-45DF-A3FA-F67BF6BFD219

  Table 6: Ability to Sell and Deliver Service

  Describe your company’s capability to meet the needs of Sourcewell participating entities across the US and Canada, as applicable.
  Your response should address in detail at least the following areas: locations of your network of sales and service providers, the number
  of workers (full-time equivalents) involved in each sector, whether these workers are your direct employees (or employees of a third
  party), and any overlap between the sales and service functions.

   Line
          Question                                         Response *
   Item
   26     Sales force.                                     The United States regions have been broken into West, Mountain West, Gulf Central,
                                                           Central Great Lakes, South and Northeast. Each of these regions has a dedicate
                                                           Cooper Lighting employed support team consisting of a Regional Sales Manager
                                                           (RSM), Project Manager (PM), Lighting Designer (LD), Inside Sales Representative
                                                           (ISR). Within each state and territory we have 3rd party sales agencies that are          *
                                                           under contract exclusively offering Ephesus and Cooper Lighting products. The
                                                           RSMs and agencies are responsible for prospecting and developing sports lighting
                                                           projects, this is a combined 75+ dedicated sales resources for LED sports lighting
                                                           projects.
   27     Dealer network or other distribution             Cooper Lighting LLC uses contracted 3rd party agents and integrators throughout the
          methods.                                         US and Canadian markets. Each agent has sole rights to selling the Ephesus Sports
                                                           Lighting products within their territory and is supported by Cooper Lighting LLC sales    *
                                                           and operational employees throughout the project process. We have some strategic
                                                           Regional and National reseller arrangements that allow us to scale our sports lighting
                                                           offering to the Sourcewell Membership.
   28     Service force.                                   Each of our regions have dedicated resources to support the project lifecycle. For
                                                           sports lighting project everything starts with the photometric design. We have a
                                                           Lighting Designer (LD) assigned to create this for each project. Once a design is
                                                           completed our Inside Sales Representative (ISR) works with the sales reps and
                                                           customer to create the quotation and manages the customer order. Once an project          *
                                                           as actively installing we have a Project Manager (PM) assigned to ensure that there
                                                           is smooth implementation. After a project is installed and we enter the warranty
                                                           period, we have a Service Department (SD) that oversees the project and customer
                                                           relationship for the life of the system.
   29     Describe the ordering process. If orders         In most cases Cooper Lighting will contract directly with the Sourcewell Member. The
          will be handled by distributors, dealers or      exception of this will be if one of our authorized dealers/resellers acts on our behalf   *
          others, explain the respective roles of the      to contract with the member direct. We have contractual agreements with each
          Proposer and others.                             reseller to ensure compliance within the Sourcewell parameters.
   30     Describe in detail the process and               Our service departments are dedicated to resolving customer concerns, both pre and
          procedure of your customer service               post sales, throughout the membership relationship. Our commitment to our customers
          program, if applicable. Include your             is to deliver and install within the agreed upon timeframe; and that any warranty
          response-time capabilities and                   claims are processed within 2-5 business days for resolution.                             *
          commitments, as well as any incentives
          that help your providers meet your stated
          service goals or promises.
   31     Describe your ability and willingness to         Cooper Lighting LLC will service all Sourcewell Members within the United States
          provide your products and services to            following the parameters of the awarded contract.                                         *
          Sourcewell participating entities in the
          United States.
   32     Describe your ability and willingness to         Cooper Lighting LLC will service all Sourcewell/Canoe Members within Canada
          provide your products and services to            following the parameters of the awarded contract.                                         *
          Sourcewell participating entities in Canada.
   33     Identify any geographic areas of the United      Cooper Lighting LLC will service all Sourcewell Members within the United States
          States or Canada that you will NOT be            and Canada under the proposed contract.                                                   *
          fully serving through the proposed contract.
   34     Identify any Sourcewell participating entity     Cooper Lighting LLC will service all Sourcewell Members within the United States
          sectors (i.e., government, education, not-for-   and Canada.
          profit) that you will NOT be fully serving
          through the proposed contract. Explain in                                                                                                  *
          detail. For example, does your company
          have only a regional presence, or do other
          cooperative purchasing contracts limit your
          ability to promote another contract?
   35     Define any specific contract requirements        Cooper Lighting LLC will service all Sourcewell Members within Hawaii, Alaska and
          or restrictions that would apply to our          in US Territories.                                                                        *
          participating entities in Hawaii and Alaska
          and in US Territories.




 Bid Number: RFP 041123                                                                                        Vendor Name: Cooper Lighting, LLC
DocuSign Envelope ID: 37846906-3E48-45DF-A3FA-F67BF6BFD219

  Table 7: Marketing Plan

   Line
          Question                                  Response *
   Item
   36     Describe your marketing strategy for      For the previous and upcoming Sourcewell contract opportunity, we plan to develop
          promoting this contract opportunity.      targeted digital marketing campaigns by market segment. These campaigns will include
          Upload representative samples of your     targeted display and video ads and email campaigns for potential customers. We will also
          marketing materials (if applicable) in    utilize our existing network of sales agents to promote the contract opportunity through
          the document upload section of your       email, phone, and in-person conversations.
          response.
                                                    Additionally, we will be leveraging our existing relationships with potential customers to
                                                    promote the Sourcewell contract opportunity. We will also be utilizing our trade show and
                                                    convention presence to promote the contract with pre-show email campaigns and targeted
                                                    literature at our booth.

                                                    Cooper Lighting and Ephesus Sports Lighting are committed to providing the highest              *
                                                    quality products and services to our customers, and we are confident that our marketing
                                                    strategies will help to promote the Sourcewell contract opportunity. Our goal is to provide
                                                    customers with the information they need to make an informed decision about their lighting
                                                    needs. We believe that our marketing strategies will help to increase awareness of the
                                                    Sourcewell contract opportunity and provide potential customers with all the information
                                                    they need to make an informed decision.
                                                    Successful Project Case Study promoted by Ephesus and Sourcewell Marketing:
                                                    https://www.cooperlighting.com/global/resources/case-studies/reavis-high-school-hanke-stadium

                                                    Additional documents uploaded:
                                                    Ephesus_Sourcewell Marketing.pdf
   37     Describe your use of technology and       At Ephesus Sports Lighting, we strongly believe in the importance of Sourcewell
          digital data (e.g., social media,         contractsin promoting our products and services. Sourcewell contracts are a great way to
          metadata usage) to enhance                ensure that we are able to provide our customers with the best possible solutions to their
          marketing effectiveness.                  LED sports lighting needs. We understand that Sourcewell members are looking for
                                                    competitively priced, quality solutions and that is exactly what our products and services
                                                    provide.
                                                    Our integrated sales process includes actively promoting our customers to have projects    *
                                                    processed through Sourcewell if awarded a contract. We are committed to offering our
                                                    customers a seamless and efficient experience, and Sourcewell contracts make that
                                                    possible. We strive to be the go-to provider for LED sports lighting and will continue to
                                                    engage with Sourcewell members to ensure that our products and services are always top-
                                                    of-mind when considering a project. We will work to ensure that our customers are aware
                                                    of the advantages of Sourcewell contracts and the potential for cost savings and other
                                                    benefits to be gained from using them.
   38     In your view, what is Sourcewell’s role   At Ephesus Sports Lighting, we strongly believe in the importance of Sourcewell contracts
          in promoting contracts arising out of     in promoting our products and services. Sourcewell contracts are a great way to ensure
          this RFP? How will you integrate a        that we are able to provide our customers with the best possible solutions to their LED
          Sourcewell-awarded contract into your     sports lighting needs. We understand that Sourcewell members are looking for
          sales process?                            competitively priced, quality solutions and that is exactly what our products and services
                                                    provide.

                                                    Our integrated sales process includes actively promoting our customers to have projects         *
                                                    processed through Sourcewell if awarded a contract. We are committed to offering our
                                                    customers a seamless and efficient experience, and Sourcewell contracts make that
                                                    possible. We strive to be the go-to provider for LED sports lighting and will continue to
                                                    engage with Sourcewell members to ensure that our products and services are top
                                                    considerations for projects. We will work to ensure that our customers are aware of the
                                                    advantages of Sourcewell contracts and the potential for cost savings and other benefits
                                                    to be gained from using them.
   39     Are your products or services          Currently not offering e-procurement as each customers sports lighting project is unique to
          available through an e-procurement     their location.
          ordering process? If so, describe your                                                                                                    *
          e-procurement system and how
          governmental and educational
          customers have used it.




 Bid Number: RFP 041123                                                                                      Vendor Name: Cooper Lighting, LLC
DocuSign Envelope ID: 37846906-3E48-45DF-A3FA-F67BF6BFD219

  Table 8: Value-Added Attributes

   Line
           Question                                 Response *
   Item
   40      Describe any product, equipment,         As part of every LED Sports lighting project we offer training on how to use the new
           maintenance, or operator training        system. The technology and controls are advanced, but with an on-site/remote tutorial by
           programs that you offer to               one of our qualified project managers, end users can quickly adapt to using their new
           Sourcewell participating entities.       system. We also offer service contracts for an additional annual fee. These costs are                 *
           Include details, such as whether         included in our project quotations.
           training is standard or optional,
           who provides training, and any
           costs that apply.
   41      Describe any technological               Cooper Lighting and Ephesus utilize best practices for all new product introduction, our
           advances that your proposed              product offerings reflect pioneer advancements in the LED sports lighting industry. We hold
           products or services offer.              exclusive patents to the technological advantages we provide to our customers. Part of                *
                                                    those processes is designing and delivering high end lighting systems, but at an affordable
                                                    price point. Some product differentiators we offer are: integral or remote power, thermal
                                                    isolation plates, COB technology, true RGB LEDS.
   42      Describe any “green” initiatives         Sustainability is part of the DNA of Cooper Lighting, an entity of Signify. It's our purpose to
           that relate to your company or to        unlock the extraordinary potential of light for brighter lives and a better world. By changing
           your products or services, and           the way we create and use light, we can improve lives and have a positive impact on the
           include a list of the certifying         planet. Over the past 125 years, Cooper Lighting and Signify have pioneered many key
           agency for each.                         breakthroughs in sustainable lighting and was a driving force behind several leading                  *
                                                    technological innovations, including LED.

                                                    Learn more about our corporate sustainability initiatives by visiting:
                                                    https://www.signify.com/global/sustainability
   43      Identify any third-party issued eco-     We design and test our products to be certified to the maximum LED Sports Lighting
           labels, ratings or certifications that   Standards including UL Safety, FCC, IP66, DLC (DesignLight Consortium) and TAA
           your company has received for            compliance.
           the equipment or products
           included in your Proposal related                                                                                                              *
           to energy efficiency or
           conservation, life-cycle design
           (cradle-to-cradle), or other
           green/sustainability factors.
   44      Describe any Women or Minority           Cooper Lighting and Signify do not hold any WMBE or SBE certifications. However, we do
           Business Entity (WMBE), Small            prioritize diversity, equity and inclusion throughout all aspect of our corporate charter. In
           Business Entity (SBE), or veteran        2022 we published a DEI report that can be found here:
           owned business certifications that       https://www.assets.signify.com/is/content/Signify/Assets/signify/global/20220725-signify-diversity-
           your company or hub partners             equity-and-inclusion-annual-report.pdf                                                                *
           have obtained. Upload
           documentation of certification (as       As part of each project, we will work with the members to identify potential WMBE or SBE
           applicable) in the document              partners when applicable (contractor or distributors).
           upload section of your response.
   45      What unique attributes does your         Cooper Lighting LLC is the technology leader in solid state LED Sports Lighting and offers
           company, your products, or your          unique product features that aren't offered by our competitors. We are the only company
           services offer to Sourcewell             that offers an all in one product to the end user that has RGB, Beam Tuning and Color
           participating entities? What makes       Tuning as options. We build our fixtures to not only apply to white light sports lighting
           your proposed solutions unique in        applications but to bring fan entertainment to the masses. We also offer web based health             *
           your industry as it applies to           monitoring on a system level that allows facility/site operators to have the Intel and insight
           Sourcewell participating entities?       into their system at a push of button.

                                                    As part of Signify, Cooper Lighting and Ephesus are able to tap into all LED
                                                    advancements and apply them specifically to LED sports lighting.




 Bid Number: RFP 041123                                                                                            Vendor Name: Cooper Lighting, LLC
DocuSign Envelope ID: 37846906-3E48-45DF-A3FA-F67BF6BFD219

  Table 9: Warranty

  Describe in detail your manufacturer warranty program, including conditions and requirements to qualify, claims procedure,
  and overall structure. You may upload representative samples of your warranty materials (if applicable) in the document
  upload section of your response in addition to responding to the questions below.

   Line
           Question                                              Response *
   Item
   46      Do your warranties cover all products, parts, and     Depending on the application we offer either a 5- or 10-year standard
           labor?                                                material warranty. We also have options for customers to purchase up a          *
                                                                 labor warranty direct through Cooper Lighting. All of our warranties are
                                                                 available online at www.cooperlighting.com/legal.
   47      Do your warranties impose usage restrictions or       No, provided the customer follows proper usage, care and maintenace             *
           other limitations that adversely affect coverage?     adhering to their warranty coverage.
   48      Do your warranties cover the expense of               Our standard warranty is for materials only and these costs would not be
           technicians’ travel time and mileage to perform       included. If a labor warranty is purchased, these costs are covered.            *
           warranty repairs?
   49      Are there any geographic regions of the United        Service and repair is not part of our standard warranty. It is offered as an
           States or Canada (as applicable) for which you        additional option, if purchased by the member we have technicians capable
           cannot provide a certified technician to perform      of performing repairs in all regions of United States & Canada,                 *
           warranty repairs? How will Sourcewell
           participating entities in these regions be provided
           service for warranty repair?
   50      Will you cover warranty service for items made by     Third party materials that are part of our proposal are passed on to the
           other manufacturers that are part of your proposal,   original equipment manufacturer; however, Cooper Lighting will administer the   *
           or are these warranties issues typically passed on    communications and transactions through the 3rd party manufacturer.
           to the original equipment manufacturer?
   51      What are your proposed exchange and return            Our products are made to order, we do not accept returns without a Return
           programs and policies?                                Material Authorization (RMA). In the event that there is an authorized return
                                                                 that is not a valid claim applicable to our standard terms of warranty, we
                                                                 reserve the right to apply a restocking fee up to 50% of the purchased          *
                                                                 goods price. Cooper Lighting has sole discretion of authorization a return
                                                                 and reserves the right to inspect returned good for quality before issuing a
                                                                 credit to the customer.
   52      Describe any service contract options for the         We offer post installation project management service contracts that cover
           items included in your proposal.                      light level verification and system wellness checks. Service agreements are     *
                                                                 only valid during the original term of the warranty.

  Table 10: Payment Terms and Financing Options

   Line
           Question                                                      Response *
   Item
   53      Describe your payment terms and accepted payment              Our standard payment terms are NET30 from product shipment or
           methods.                                                      service rendered date. Payment methods accepted are checks or           *
                                                                         ACH.
   54      Describe any leasing or financing options available for use For members that are interested in financing Cooper Lighting will
           by educational or governmental entities.                    work with NCL Government Capital, through their applicable
                                                                                                                                                 *
                                                                       Sourcewell Contract. We also have an internal corporate department,
                                                                       Signify Capital, that we may offer if the members inquire.
   55      Describe any standard transaction documents that you          See uploaded document section for Cooper Lighting Standard
           propose to use in connection with an awarded contract         Terms & Conditions, Customer Sign Off Form, Sample Invoice.
           (order forms, terms and conditions, service level                                                                                     *
           agreements, etc.). Upload a sample of each (as
           applicable) in the document upload section of your
           response.
   56      Do you accept the P-card procurement and payment              We do not accept P-card procurement at this time.
           process? If so, is there any additional cost to Sourcewell                                                                            *
           participating entities for using this process?




 Bid Number: RFP 041123                                                                                     Vendor Name: Cooper Lighting, LLC
DocuSign Envelope ID: 37846906-3E48-45DF-A3FA-F67BF6BFD219

  Table 11: Pricing and Delivery

  Provide detailed pricing information in the questions that follow below. Keep in mind that reasonable price and product adjustments can
  be made during the term of an awarded Contract as described in the RFP, the template Contract, and the Sourcewell Price and Product
  Change Request Form.

   Line
            Question                                                           Response *
   Item
   57       Describe your pricing model (e.g., line-item discounts or          In the upload section we will be providing a SKU price sheet,
            product-category discounts). Provide detailed pricing data         showing MSRP including a 5% discount to Sourcewell members for
            (including standard or list pricing and the Sourcewell             both US and Canada.
            discounted price) on all of the items that you want                                                                                         *
            Sourcewell to consider as part of your RFP response. If
            applicable, provide a SKU for each item in your proposal.
            Upload your pricing materials (if applicable) in the
            document upload section of your response.
   58       Quantify the pricing discount represented by the pricing           Cooper Lighting extends a 5% discount off of MSRP to all
            proposal in this response. For example, if the pricing in          Sourcewell Members.
                                                                                                                                                        *
            your response represents a percentage discount from
            MSRP or list, state the percentage or percentage range.
   59       Describe any quantity or volume discounts or rebate                Cooper Lighting does not have a standard volume discount, we
            programs that you offer.                                           evaluate each project and work with the customers to develop             *
                                                                               solutions adhering as best as possible to their budgets.
   60       Propose a method of facilitating “sourced” products or             "Sourced or open market" products or related services that aren't
            related services, which may be referred to as “open                included on the pricing sheet uploaded in the document section will
            market” items or “nonstandard options”. For example, you           be entered at cost plus 15%.
                                                                                                                                                        *
            may supply such items “at cost” or “at cost plus a
            percentage,” or you may supply a quote for each such
            request.
   61       Identify any element of the total cost of acquisition that is      Pricing submitted includes all products and offerings at this time.
            NOT included in the pricing submitted with your response.          Services not part of this submission and sourced at a later date by
            This includes all additional charges associated with a             qualified parties, will result in the at cost plus 15% fee.
            purchase that are not directly identified as freight or
            shipping charges. For example, list costs for items like pre-      Each project is unique and carries its own potential added total
            delivery inspection, installation, set up, mandatory training,     costs of acquisition depending on the scope of work. Cooper              *
            or initial inspection. Identify any parties that impose such       Lighting consults with the customer on a project-by-project basis to
            costs and their relationship to the Proposer.                      develop proposals that align with how each customer desires to
                                                                               purchase and implement a new LEDS sports lighting system.
                                                                               Throughout this process we advise along the way any potential
                                                                               incremental costs associated.
   62       If freight, delivery, or shipping is an additional cost to the     Cooper Lighting has a $5,000 minimum pre-paid freight allowance.
            Sourcewell participating entity, describe in detail the            Any special transportation requirements, (including, but not limited
            complete freight, shipping, and delivery program.                  to - city delivery truck, union driver, lift gate) customer will incur   *
                                                                               additional charges. All orders less than $5,000 will be charged
                                                                               $100 per fixture freight.
   63       Specifically describe freight, shipping, and delivery terms or     Cooper Lighting has a $5,000 minimum pre-paid freight allowance.
            programs available for Alaska, Hawaii, Canada, or any              Any special transportation requirements, (including, but not limited
            offshore delivery.                                                 to - city delivery truck, union driver, lift gate) customer will incur   *
                                                                               additional charges. All orders less than $5,000 will be charged
                                                                               $100 per fixture freight.
   64       Describe any unique distribution and/or delivery methods or        Standard shipping is included to desired customer delivery location.
            options offered in your proposal.                                  Expedited shipping is available at an extra charge. We may also          *
                                                                               accommodate multiple delivery locations based on project
                                                                               requirements.

  Table 12: Pricing Offered

   Line
        The Pricing Offered in this Proposal is: *                                                                            Comments
   Item
   65     c. better than the Proposer typically offers to GPOs, cooperative procurement organizations, or state purchasing
          departments.




 Bid Number: RFP 041123                                                                                             Vendor Name: Cooper Lighting, LLC
DocuSign Envelope ID: 37846906-3E48-45DF-A3FA-F67BF6BFD219

  Table 13: Audit and Administrative Fee

   Line
          Question                                                                 Response *
   Item
   66     Specifically describe any self-audit process or program that you         If awarded a contract, Cooper Lighting LLC will work with
          plan to employ to verify compliance with your proposed Contract          Sourcewell staff when applicable to get purchasing
          with Sourcewell. This process includes ensuring that Sourcewell          compliance letters issued to customers during the quote to
          participating entities obtain the proper pricing, that the Vendor        order stage. We will cross reference all issued pricing to
          reports all sales under the Contract each quarter, and that the          make sure that Sourcewell Members receive their discounted
          Vendor remits the proper administrative fee to Sourcewell. Provide       rate. For every quote or order issued through the contract
          sufficient detail to support your ability to report quarterly sales to   we will ensure that our contract number and the members id
          Sourcewell as described in the Contract template.                        is listed for two-way compliance and documentation trail. We
                                                                                   have implemented promo codes to track each order through          *
                                                                                   our accounting system to keep a record of all member
                                                                                   purchase orders and to ensure proper administrative fees
                                                                                   are remitted to Sourcewell on a quarterly basis. Being a
                                                                                   publicly held corporation audit documentation processes are
                                                                                   already established within our organization. Every opportunity
                                                                                   is assigned a project number and all applicable documents
                                                                                   are saved and stored on a secure network drive for audit
                                                                                   reference.
   67     If you are awarded a contract, provide a few examples of internal        If awarded a contract renewal, Cooper Lighting will continue
          metrics that will be tracked to measure whether you are having           to promote our status as a Sourcewell contract holder
          success with the contract.                                               throughout the purchasing processes with members and
                                                                                   eligible entities. We will utilize account-based marketing tied
                                                                                   to the Source distributed heat maps and membership
                                                                                   utilization files. Once we identify an opportunity, we track it
                                                                                   through our CRM to ERP system, monitoring its status in           *
                                                                                   each part of the project phase. We have established growth
                                                                                   metrics for our internal and external sales channels to
                                                                                   introduce our Sourcewell Contract status early on in the
                                                                                   sales process. When the contract is utilized for purchases,
                                                                                   are sales channel is rewarded for effectively promoting our
                                                                                   contract.
   68     Identify a proposed administrative fee that you will pay to              Upon awarded contract as an approved vendor, Cooper
          Sourcewell for facilitating, managing, and promoting the Sourcewell      Lighting agrees to pay 1% of total purchase orders
          Contract in the event that you are awarded a Contract. This fee          processed through Sourcewell on a per project basis.
          is typically calculated as a percentage of Vendor’s sales under the                                                                        *
          Contract or as a per-unit fee; it is not a line-item addition to the
          Member’s cost of goods. (See the RFP and template Contract for
          additional details.)

  Table 14A: Depth and Breadth of Offered Equipment Products and Services

   Line
          Question                                        Response *
   Item
   69     Provide a detailed description of the           From design to installation and through gameday, Ephesus innovation enables
          equipment, products, and services that you      venues of all sizes to create a sports lighting experience that exceeds the
          are offering in your proposal.                  expectations of players, fans and communities for years to come. Every project is
                                                          unique and requires its own attention to detail. We start every project at the design
                                                          phase, understanding the customer's lighting needs for their specific application.         *
                                                          From there we look at either their existing structures or look to provide new
                                                          structures to complete the project. We scope out the bill of materials needed to
                                                          execute the project and pull through services, such as installation labor, controls,
                                                          commissioning and project management services to make the customer's LED
                                                          sports lighting needs and wants a reality.
   70     Within this RFP category there may be           Cooper Lighting LLC has a full product and service portfolio to cover almost any
          subcategories of solutions. List subcategory    lighting or controls application. We will look to offer these subcategories upon           *
          titles that best describe your products and     request from members in compliance within our contract parameters. See our
          services.                                       website for full offering: www.cooperlighting.com




 Bid Number: RFP 041123                                                                                       Vendor Name: Cooper Lighting, LLC
DocuSign Envelope ID: 37846906-3E48-45DF-A3FA-F67BF6BFD219

  Table 148: Depth and 8readth of Offered Equipment Products and Services

  Indicate below if the listed types or classes of equipment, products, and services are offered within your proposal. Provide additional
  comments in the text box provided, as necessary.

   Line
          Category or Type                                 Offered *                Comments
   Item
   71     Indoor, outdoor, fixed, or portable sports          Yes                   Cooper Lighting and Ephesus offers products and service
                                                                                                                                                       *
          related lighting solutions;                         No                    for each category.
   72     Technology integration, retrofit solutions,         Yes                   Cooper Lighting and Ephesus offer all of the services
          software, design, project management,               No                    mentioned.
          installation services, and maintenance related                                                                                               *
          to the purchase of equipment and products
          described in Line 71 above.

  Table 15: Industry Specific Questions

   Line
          Question                                                     Response *
   Item
   73     Describe your process for evaluating on-field and off-       We design our sports lighting systems to be compliant to IES lighting
          site glare for your sports lighting products, both pre-      photometric standards, dependent of the field or application. As part of
          installation and post-installation.                          our design process, we model out each unique customer's field adhering
                                                                       to the strict on-field as well as off-site lighting requirements. Through our
                                                                                                                                                       *
                                                                       patented optical systems, our luminaires are able to achieve lighting level
                                                                       requirements for both on and off field needs. As part of our post-
                                                                       installation process, we field measure the results for compliance to the
                                                                       agreed upon design with the end user.
   74     Describe the average life span of your sports lighting       Our products are rigorously tested throughout our new product
          system.                                                      implementation process and have an L70 rating of 100,000 hours or
                                                                       more. Depending upon fixtures selection our L90 ratings ranges from
                                                                       55,000 to 90,000 hours. We back our products with an industry leading
                                                                       10-year warranty.
   75     Discuss your proposed product line                           Cooper Lighting, Signify and Ephesus are committed to a sustainable
          in terms of sustainability and                               and circular economy. We are driving development of products that can
          recycling.                                                   be refurbished, reused or recycled. We have removed all plastics from
                                                                       our packaging as of 2021 and are continuing to reduce landfill waste.
                                                                       We publish an annual sustainability report that documents these industry
                                                                       leading milestones that can be found here:
                                                                       https://www.signify.com/global/sustainability

  Exceptions to Terms, Conditions, or Specifications Form

 Only those Proposer Exceptions to Terms, Conditions, or Specifications that have been accepted by Sourcewell have been
 incorporated into the contract text.




  Documents


  Ensure your submission document(s) conforms to the following:




 Bid Number: RFP 041123                                                                                        Vendor Name: Cooper Lighting, LLC
DocuSign Envelope ID: 37846906-3E48-45DF-A3FA-F67BF6BFD219

  1. Documents in PDF format are preferred. Documents in Word, Excel, or compatible formats may also be provided.

  2. Documents should NOT have a security password, as Sourcewell may not be able to open the file. It is your sole responsibility to
  ensure that the uploaded document(s) are not either defective, corrupted or blank and that the documents can be opened and viewed
  by Sourcewell.

  3. Sourcewell may reject any response where any document(s) cannot be opened and viewed by Sourcewell.

  4. If you need to upload more than one (1) document for a single item, you should combine the documents into one zipped file. If the
  zipped file contains more than one (1) document, ensure each document is named, in relation to the submission format item responding
  to. For example, if responding to the Marketing Plan category save the document as "Marketing Plan."

       Pricing - Sourcewell Pricesheet 03.20.23.xlsx - Friday March 24, 2023 11:02:44
       Financial Strength and Stability - signify-annual-report-2022 (1).zip - Friday March 24, 2023 11:04:24
       Marketing Plan/Samples - Ephesus_Sourcewell Marketing.pdf - Friday March 24, 2023 12:15:11
       WMBE/MBE/SBE or Related Certificates (optional)
       Warranty Information - Ephesus Warranty Offerings.pdf - Friday March 24, 2023 11:27:11
       Standard Transaction Document Samples - Document Examples_Project.pdf - Friday March 24, 2023 12:26:55
       Upload Additional Document - RFP_041123_Sports_Lighting_Contract_Cooper Lighting LLC_Redlines.docx - Friday April 07, 2023
       10:45:40




 Bid Number: RFP 041123                                                                            Vendor Name: Cooper Lighting, LLC
DocuSign Envelope ID: 37846906-3E48-45DF-A3FA-F67BF6BFD219


  Addenda, Terms and Conditions




  PROPOSER AFFIDAVIT AND ASSURANCE OF COMPLIANCE


  I certify that I am the authorized representative of the Proposer submitting the foregoing Proposal with the legal authority to bind the
  Proposer to this Affidavit and Assurance of Compliance:

    1. The Proposer is submitting this Proposal under its full and complete legal name, and the Proposer legally exists in good standing in
       the jurisdiction of its residence.

    2. The Proposer warrants that the information provided in this Proposal is true, correct, and reliable for purposes of evaluation for
       contract award.

    3. The Proposer, including any person assisting with the creation of this Proposal, has arrived at this Proposal independently and the
       Proposal has been created without colluding with any other person, company, or parties that have or will submit a proposal under
       this solicitation; and the Proposal has in all respects been created fairly without any fraud or dishonesty. The Proposer has not
       directly or indirectly entered into any agreement or arrangement with any person or business in an effort to influence any part of
       this solicitation or operations of a resulting contract; and the Proposer has not taken any action in restraint of free trade or
       competitiveness in connection with this solicitation. Additionally, if Proposer has worked with a consultant on the Proposal, the
       consultant (an individual or a company) has not assisted any other entity that has submitted or will submit a proposal for this
       solicitation.

    4. To the best of its knowledge and belief, and except as otherwise disclosed in the Proposal, there are no relevant facts or
       circumstances which could give rise to an organizational conflict of interest. An organizational conflict of interest exists when a
       vendor has an unfair competitive advantage or the vendor’s objectivity in performing the contract is, or might be, impaired.

    5. The contents of the Proposal have not been communicated by the Proposer or its employees or agents to any person not an
       employee or legally authorized agent of the Proposer and will not be communicated to any such persons prior to Due Date of this
       solicitation.

    6. If awarded a contract, the Proposer will provide to Sourcewell Participating Entities the equipment, products, and services in
       accordance with the terms, conditions, and scope of a resulting contract.

    7. The Proposer possesses, or will possess before delivering any equipment, products, or services, all applicable licenses or
       certifications necessary to deliver such equipment, products, or services under any resulting contract.

    8. The Proposer agrees to deliver equipment, products, and services through valid contracts, purchase orders, or means that are
       acceptable to Sourcewell Members. Unless otherwise agreed to, the Proposer must provide only new and first-quality products and
       related services to Sourcewell Members under an awarded Contract.

    9. The Proposer will comply with all applicable provisions of federal, state, and local laws, regulations, rules, and orders.

   10. The Proposer understands that Sourcewell will reject RFP proposals that are marked "confidential" (or "nonpublic," etc.), either
       substantially or in their entirety. Under Minnesota Statutes Section 13.591, subdivision 4, all proposals are considered nonpublic
       data until the evaluation is complete and a Contract is awarded. At that point, proposals become public data. Minnesota Statutes
       Section 13.37 permits only certain narrowly defined data to be considered a "trade secret," and thus nonpublic data under
       Minnesota's Data Practices Act.

   11. Proposer its employees, agents, and subcontractors are not:
         1. Included on the “Specially Designated Nationals and Blocked Persons” list maintained by the Office of Foreign Assets Control
            of the United States Department of the Treasury found at: https://www.treasury.gov/ofac/downloads/sdnlist.pdf;

         2. Included on the government-wide exclusions lists in the United States System for Award Management found at:
            https://sam.gov/SAM/; or

         3. Presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from programs operated




 Bid Number: RFP 041123                                                                                Vendor Name: Cooper Lighting, LLC
DocuSign Envelope ID: 37846906-3E48-45DF-A3FA-F67BF6BFD219

            by the State of Minnesota; the United States federal government or the Canadian government, as applicable; or any
            Participating Entity. Vendor certifies and warrants that neither it nor its principals have been convicted of a criminal offense
            related to the subject matter of this solicitation.


     By checking this box I acknowledge that I am bound by the terms of the Proposer’s Affidavit, have the legal authority to submit this
  Proposal on behalf of the Proposer, and that this electronic acknowledgment has the same legal effect, validity, and enforceability as if I
  had hand signed the Proposal. This signature will not be denied such legal effect, validity, or enforceability solely because an electronic
  signature or electronic record was used in its formation. - Gabriel Hough, Director of Customer Experience, Cooper Lighting, LLC

  The Proposer declares that there is an actual or potential Conflict of Interest relating to the preparation of its submission, and/or the
  Proposer foresees an actual or potential Conflict of Interest in performing the contractual obligations contemplated in the bid.



      Yes       No


  The Bidder acknowledges and agrees that the addendum/addenda below form part of the Bid Document.

  Check the box in the column "I have reviewed this addendum" below to acknowledge each of the addenda.

                                                                                                         I have reviewed the
                                                                                                        below addendum and
   File Name                                                                                                                       Pages
                                                                                                            attachments (if
                                                                                                              applicable)
   Addendum_1_Sports_Lighting_RFP_041123
                                                                                                                                     1
   Mon April 3 2023 04:23 PM




 Bid Number: RFP 041123                                                                                Vendor Name: Cooper Lighting, LLC