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HomeMy Public PortalAboutNicholas K Corp DBA Ford Store San Leandro Purchase Agr 3-11-2024PURCHASE ORDER APPROVAL REPORT For Public Works APPROVAL LEVEL: Select: $10-25k DATE: DEPARTMENT: SUBMITTED BY: SUBJECT: RECOMMENDATION: COMPETITIVE PRICING Vendor/Supplier #1 (Award) Name: Address: City, State, Zip: Telephone: Quote (Include tax & freight) Vendor/Supplier #2 Name: Telephone: Quote (Include tax & freight) : Vendor/Supplier #3 Name: Telephone: Quote (Include tax & freight) : $0-10k $25-50K $50-100K Division Manager Deputy Director Department Head City Manager Purchase Order (Regular) Supplier Contract (Blanket) 4 March 6, 2024 4 Public Works Daniel Heffelfinger Purchase one (1) 2023 Ford F150 (77) for Police Department Approve the purchase of one (1) new Ford F150 truck (Unit 77) from Nicholas K Corporation, DBA Ford Store San Leandro in the amount not to exceed $64,468.26. Nicholas K Corporation, DBA Ford Store San Leandro 1111 Marina Blvd San Leandro, CA 94577 510 352-2000 $64,468.26 Putnam Ford 650 931-3123 $68,778.72 Serramonte Ford 844-841-3251 $69,766.92 DocuSign Envelope ID: F8ABBF99-976B-4AEA-9A66-1F1A0D06A41D Purchase Order Approval Report Page 2 of 3 SUPPLEMENTAL PURCHASING INFORMATION TYPE OF CONTRACT: PROCEDURE USED: Number of Quotations: Contract/Agreement Required Yes No Insurance Required Yes No Bonds Yes No Prequalification Yes No BACKGROUND: Goods Negotiated 3 4 4 4 4 The San Mateo Police Department is requesting the purchase of one (1) New 2023 Ford F150 4x4 Supercrew Truck to replace an aging 2012 Ford Explorer. The Ford Explorer is at the end of its useful life based on years in service, mileage, condition, and cost of maintenance. As part of the transition to a Green Fleet, staff continually research electric vehicle options during the procurement process and aim to replace vehicles with alternative fuel when feasible. The V6 Ecoboost engine was selected for this unit as it offers reliability in emergency situations while providing an improved level of fuel efficiency. This purchase is utilizing the buying power of a negotiated Government Services Agreement between The County of Alameda and Nicholas K Corporation, DBA Ford Store San Leandro. The pricing structure known a "Triple Net" ensures we purchase the vehicle at the lowest available market price. In March of 2024 solicited quotes: Quote 1 2023 Ford F150 SuperCrew XLT 4x4, Nicholas K Corporation, DBA Ford Store San Leandro. $64,468.26 Quote 2 2023 Ford F150,SuperCrew XLT 4x4, Putnam Ford, $68,778.72 Quote 3 2023 Ford F150, SuperCrew XLT 4x4, Serramonte Ford, $69,766.92 Public Works Fleet Services has selected Quote 1 on behalf of the San Mateo Police Department. Additionally, Nicholas K Corporation, DBA Ford Store San Leandro has the Ford F150 SuperCrew XLT 4x4 available and is willing to hold the vehicle without a deposit through the government procurement process. DocuSign Envelope ID: F8ABBF99-976B-4AEA-9A66-1F1A0D06A41D Purchase Order Approval Report Page 3 of 3 BUDGET IMPACT: Total Amount = $ (include any tax, freight, and additional expenditure lines in COMMENTS below) Are funds for this purchase included in your existing budget? Yes No If No, can this purchase (whether planned or not planned) be absorbed within your existing budget appropriation? Yes No If this purchase can not be absorbed within your existing budget, Council action is required regardless of the dollar amount. COMMENTS: Approver's Signature:_____________________________ Print:________________________________ Up to $10,000 Approver's Signature:_____________________________ Print:________________________________ Up to $25,000 Approver's Signature:_____________________________ Print:________________________________ Up to $50,000 Approver's Signature:_____________________________ Print:________________________________ 1) 2) 3) 4) Up to $100,000 ENVIRONMENTAL REVIEW: Account Entry (refer to PW Workday Mapping for guidance; Eden account string can be noted in comments for reference) Fund: ____________________________________ Cost Center: ______________________________ Spend Category: ___________________________ Program: _________________________________ Project: ________________________________________ Project Plan Phase: ______________________________ Maintenance Tracking: ____________________________ Grant : _________________________________________ 64,468.26 4 810 Fleet Vehicle and Equipment Replacement Select Exempt: Administrative Activities (e.g., purchasing supplies) In accordance with CEQA Guidelines Section 15378(b)(2), this project is not a ‘project’ subject to CEQA as it is a continuing administrative or maintenance activity such as the purchase of supplies, personnel-related action, or general policy and procedure making. Matt Fabry, Public Works Director Alex Khojikian, City Manager DocuSign Envelope ID: F8ABBF99-976B-4AEA-9A66-1F1A0D06A41D Purchase Contract for Goods Page 1 of 8 Rev 1/24 PURCHASE CONTRACT FOR ONE (1) New 2023 FORD F150 XLT 4X4 Supercrew Truck FROM Nicholas K Corporation, DBA: Ford Store San Leandro This Purchase Contract (“Contract”), made and entered into this day of ______________by and between the CITY OF SAN MATEO, a municipal corporation existing under the laws of the State of California (“CITY”), and Nicholas K Corporation, dba Ford Store San Leandro (“VENDOR”). RECITALS: A. CITY desires to purchase certain ONE (1) FORD F150 XLT 4X4 Truck hereinafter described. B. CITY desires to engage VENDOR to provide this this ONE (1) New 2023 FORD F150 XLT 4X4 Supercrew Truck by reason of its qualifications and experience and VENDOR has offered to provide the required goods on the terms and in the manner set forth herein. NOW, THEREFORE, IT IS AGREED as follows: SECTION 1 - PURCHASE The goods to be purchased from VENDOR under this Contract are described in Exhibit A to this Agreement, which is attached and incorporated by reference. SECTION 2 - PRICE AND TAXES All prices for tan amount not to exceed $ 64, 468.26 shall be as stated in this Contract and are firm and not subject to escalation. This purchase is subject to all California sales tax. Municipalities are exempt from federal excise and transportation taxes. Prices shall exclude these taxes. SECTION 3 - PAYMENT Unless otherwise agreed in writing, payment terms shall be net thirty (30) days from date of receipt of invoice or acceptance of goods, whichever occurs last. Invoices must cite the purchase order number to prevent delay in payment. All invoices must be mailed to City of San Mateo, Attn: Accounts Payable, 330 West 20th Avenue, San Mateo, CA 94403. DocuSign Envelope ID: F8ABBF99-976B-4AEA-9A66-1F1A0D06A41D 3/11/2024 Purchase Contract for Goods Page 2 of 8 Rev 1/24 SECTION 4 - DELIVERY AND PERFORMANCE Time is of the essence in the performance of this Contract. If delivery of goods cannot be made at the specified time, VENDOR shall promptly notify the CITY of the earliest possible date for delivery. Notwithstanding such notice, if VENDOR for any reason fails to deliver goods within the time specified or to the CITY’s satisfaction the CITY may terminate this Contract or any part thereof without liability except for goods previously provided and accepted. The CITY’s receipt or acceptance of all or part of a non-conforming delivery shall not constitute a waiver of any claim, right or remedy the CITY has under this Contract or applicable law. SECTION 5 - SHIPMENT AND INSPECTION VENDOR assumes full responsibility for all transportation, transportation scheduling, packing, handling, insurance, and other services associated with delivery of all products. No charges for transportation containers, packing, etc., will be allowed the vendor unless so specified in this Contract. All shipments shall be F.O. B. 1961 Pacific Blvd. San Mateo. Transportation charges shall be shown as a separate item on the invoice. The CITY may revise shipping instructions as to any goods not as yet shipped. The CITY shall have the right to inspect any or all of the goods at VENDOR’s place of business or upon receipt by the CITY. By reason of its failure to inspect the goods, the CITY shall not be deemed to have accepted any defective goods or goods which do not conform to the specifications provided or to have waived any of the CITY’s rights or remedies arising by virtue of such defects or non-conformance. VENDOR shall be responsible for payment of shipping for the return of any defective goods. Shipping documents and invoices must cite the Purchase Order number. SECTION 6 - WARRANTIES In addition to any other expressed or implied warranties and unless otherwise agreed in writing, VENDOR warrants that all products delivered hereunder will be new, suitable for use as described, of the grade and quality specified, free from all defects in design, material and workmanship; in conformity with all samples, drawings, descriptions and specifications furnished; in compliance with all applicable federal, state and local laws and regulations, and free of any liens and encumbrances. These warranties shall not be deemed to exclude VENDOR’s standard warranties or other rights or warranties which the CITY may have or obtain. SECTION 7 - INDEMNITY VENDOR agrees to hold harmless and indemnify CITY, its elected and appointed officials, employees, and agents from and against any and all claims, loss, liability, damage, and expense arising out of VENDOR’s performance of this Contract, except for those claims arising out of CITY’s sole negligence or willful misconduct. VENDOR agrees to defend CITY, its elected and appointed officials, employees, and agents against any such claims. The VENDOR’S duty to indemnify shall survive expiration or early termination of this Agreement. DocuSign Envelope ID: F8ABBF99-976B-4AEA-9A66-1F1A0D06A41D Purchase Contract for Goods Page 3 of 8 Rev 1/24 SECTION 8 - TERMINATION This Contract may be terminated by mutual consent of both parties or by the CITY at its discretion. The CITY may cancel an order for goods at any time with written notice to VENDOR, stating the extent and effective date of termination. Upon receipt of this written not ice, VENDOR shall stop performance under this Contract as directed by the CITY. If the Contract is terminated, VENDOR shall be paid in accordance with the terms of the Contract for goods delivered and accepted. SECTION 9 - REMEDIES In the event of VENDOR’s breach of this Contract, City may take any or all of the following actions, without prejudice to any other rights or remedies available to the City by law: (a) require Vendor to repair or replace such goods, and upon VENDOR’s failure or refusal to do so, repair or replace the same at VENDOR’s expense; (b) reject any shipment or delivery containing defective or nonconforming goods and return for credit or replacement at VENDOR’s option, said return to be made at VENDOR’s cost and risk; (c) cancel any outstanding deliveries and treat such breach by VENDOR as VENDOR’s repudiation of this contract. In the event of the CITY’s breach hereunder, VENDOR’s exclusive remedy shall be VENDOR’s recovery of the goods or the purchase price payable for goods shipped prior to such breach. SECTION 10 - COMPLIANCE WITH LAW VENDOR warrants that it will comply with all federal, state, and local laws, ordinances, rules and regulations applicable to its performance under this Contract. VENDOR shall obtain and maintain throughout the life of the Contract all permits or licenses required in connection with the manufacture, sale, and shipment of the products ordered under this Contract. SECTION 11 - ASSIGNMENT VENDOR shall not delegate or subcontract any duties and services or assign any rights or claims under this Contract without the CITY’s prior written consent. SECTION 12 - ARTWORK, DESIGNS, PATENTS, COPYRIGHTS AND TRADEMARKS VENDOR hereby agrees that the sale, use or incorporation into manufactured products of all machines, software, hardware, materials and other devices furnished under this Contract are free and clear of infringement of any valid patent, copyright, or tradema rk. VENDOR shall hold the CITY harmless from any and all costs and expenses, including attorney fees, liability, and loss of any kind growing out of claims, suits or actions alleging such infringement, and VENDOR agrees to defend such claims, suits or actions. DocuSign Envelope ID: F8ABBF99-976B-4AEA-9A66-1F1A0D06A41D Purchase Contract for Goods Page 4 of 8 Rev 1/24 SECTION 13 - GOVERNING LAW This Purchase Order and the contract between the parties evidenced hereby or attached thereto shall be deemed to be made in the State of California and shall in all respects be construed and governed by the laws of that state. SECTION 14 - VENUE In the event of litigation, venue will be in the County of San Mateo. SECTION 15 - WAIVER The waiver by either party of any breach or violation of any term, covenant, or condition of this Agreement or of any provisions of any ordinance or law shall not be deemed to be a waiver of such term, covenant, condition, ordinance or law or of any subsequent breach or violation of the same or of any other term, condition, ordinance, or law. The subsequent acceptance by either party of any fee or other money which may become due hereunder shall not be deemed to be a waiver of any preceding breach or violation by the other party of any term, covenant, or condition of this Agreement or of any applicable law or ordinance. SECTION 16 - COSTS AND ATTORNEY FEES Attorney fees in total amount not exceeding $5000, shall be recoverable as costs (by the filing of a cost bill) by the prevailing party in any action or actions to enforce the provisions of this Agreement. The above $5000 limit is the total of attorney fees recoverable whether in the trial court, appellate court, or otherwise, and regardless of the number of attorneys, trials, appeals, or actions. It is the intent of this provision that neither party shall have to pay the other more than $5000 for attorney fees arising out of an action, or actions to enforce the provisions of this Agreement. SECTION 17 - NON-DISCRIMINATION CONTRACTOR warrants that it is an Equal Opportunity Employer and shall comply with applicable regulations governing equal employment opportunity. Neither CONTRACTOR nor any of its subcontractors shall discriminate in the employment of any person because of race, color, national origin, ancestry, physical handicap, medical condition, marital status, sex, or age, unless based upon a bona fide occupational qualification pursuant to the California Fair Employment and Housing Act. SECTION 18 - MEDIATION Should any dispute arise out of this Contract, any party may request that it be submitted to mediation. The parties shall meet in mediation within 30 days of a request. The mediator shall be agreed to by the mediating parties; in the absence of an agreement, the parties shall each submit one name from mediators listed by either the American Arbitration Association, the California State Board of Mediation and Conciliation, or other agreed -upon service. The mediator shall be selected by a "blindfolded" process. DocuSign Envelope ID: F8ABBF99-976B-4AEA-9A66-1F1A0D06A41D Purchase Contract for Goods Page 5 of 8 Rev 1/24 The cost of mediation shall be borne equally by the parties. Neither party shall be deemed the prevailing party. No party shall be permitted to file a legal action without first meeting in mediation and making a good faith attempt to reach a mediated settlement. The mediation process, once commenced by a meeting with the mediator, shall last until agreement is reached by the parties but not more than 60 days, unless the maximum time is extended by the parties. SECTION 19 - LITIGATION VENDOR shall testify at CITY's request if litigation is brought against CITY in connection with VENDOR's services under this Agreement. Unless the action is brought by VENDOR, or is based upon VENDOR's wrongdoing, CITY shall compensate VENDOR for preparation for testimony, testimony, and travel at VENDOR's standard hourly rates at the time of actual testimony. SECTION 20 - NOTICES All notices hereunder shall be given in writing and mailed, postage prepaid, addressed as follows: To CITY: Daniel Heffelfinger City of San Mateo 1961 Pacific Blvd. San Mateo, CA. 94403 To VENDOR: Nicholas K Corporation, DBA Ford Store San Leandro Attn: Ming Yeung 1111 Marina Blvd San Leandro, CA 94577 SECTION 21 - AGREEMENT CONTAINS ALL UNDERSTANDINGS; AMENDMENT This document represents the entire and integrated agreement between CITY and VENDOR and supersedes all prior negotiations, representations, and agreements, either written or oral. This document may be amended only by written instrument, signed by both CITY and VENDOR. [SIGNATURE PAGE FOLLOWS] DocuSign Envelope ID: F8ABBF99-976B-4AEA-9A66-1F1A0D06A41D Purchase Contract for Goods Page 6 of 8 Rev 1/24 IN WITNESS WHEREOF, CITY OF SAN MATEO and Nicholas K Corporation, DBA Ford Store San Leandro have executed this Agreement the day and year first above written. CITY OF SAN MATEO VENDOR Matt Fabry Public Works Director Date Nicholas K Corporation, DBA Ford Store San Leandro Attn: Ming Yeung Commercial Account Manager (Certified Designee) Date DocuSign Envelope ID: F8ABBF99-976B-4AEA-9A66-1F1A0D06A41D 3/11/20243/11/2024 Purchase Contract for Goods Page 7 of 8 Rev 1/24 Exhibit A (77) DocuSign Envelope ID: F8ABBF99-976B-4AEA-9A66-1F1A0D06A41D Purchase Contract for Goods Page 8 of 8 Rev 1/24 DocuSign Envelope ID: F8ABBF99-976B-4AEA-9A66-1F1A0D06A41D DocuSign Envelope ID: F8ABBF99-976B-4AEA-9A66-1F1A0D06A41D DEALER VIN Suggested Retail Price Invoice Amount This Invoice may not reflect the final cost of the vehicle in view of the possibility of future rebates, allowances, discounts and incentive awards from Ford Motor Company to the dealer. Sold to Order Type Ramp Code Batch ID Price Level Ship to (if other than above)Date Inv. Prepared Item Number Transit Days Ship Through Invoice & Unit Identification NO.Final Assembly Point Finance Company and/or Bank HB Invoice Total A & Z Plan D Plan X Plan FPA This invoice to be used for the billing of vehicles only Dealer’s copy AA F15M 4X4 SUPERCREW - 145 50220 00 46955 00 2023 MODEL YEAR UM AGATE BLACK METALLIC FB BLACK SPORT 40/CONSOLE/40 INCLUDED ON THIS VEHICLE EQUIPMENT GROUP 302A 5955 00 5419 00 XLT SERIES ELECTRONIC AUTO TEMP CONTROL SYNC 4 W/ENHANCED VOICE RECOGN LED SIDE-MIRROR SPOTLIGHTS REMOTE START SYSTEM OPTIONAL EQUIPMENT/OTHER 998 3.5L V6 ECOBOOST 2735 00 2489 00 44G ELEC TEN-SPEED AUTO W/TOW MODE T2P 275/60R20 BSW ALL-TERRAIN NC NC XL9 3.55 ELECTRONIC LOCK RR AXLE 470 00 427 00 7050# GVWR PACKAGE JOB #2 ORDER 153 FRONT LICENSE PLATE BRACKET NC NC 425 50 STATE EMISSIONS NC NC 43B FORD CO-PILOT 360 ASSIST 2.0 750 00 683 00 .CNCTD BLT-IN NAV (3-YR INC) 47R LINER-TRAY STYLE-W/CARPET MAT 40 00 37 00 ONBOARD 400W OUTLET 50M INTERIOR WORK SURFACE 195 00 178 00 53A TRAILER TOW PACKAGE 1325 00 1206 00 .INTEGRATED TRAILER BRAKE CONT MIRROR MAN FOLD W/POWER GLASS 55A FX4 OFF-ROAD PACKAGE 1095 00 997 00 .SKID PLATES SIRIUS XM W/ 360L 63R CHMSL CAMERA REMOVAL 175 00- 160 00- 64S 20" SIX-SPOKE DARK ALLOY WHLS 1495 00 1361 00 763 360-DEGREE CAMERA PACKAGE 765 00 696 00 862 XLT SPORT APPEARANCE PACKAGE 465 00 423 00 TOTAL OPTIONS/OTHER 15115 00 13756 00 TOTAL VEHICLE & OPTIONS/OTHER 65335 00 60711 00 DESTINATION & DELIVERY 1895 00 1895 00 TOTAL BEFORE DISCOUNTS 67230 00 62606 00 ##SPECIAL ADDED DISCOUNTS# XLT HIGH CHRM OR SPRT 2000 00- 1820 00- XLT/LAR COPILOT ASSIST 250 00- 228 00- TOTAL SAVINGS 2250 00- 2048 00- ___________ TOTAL FOR VEHICLE 64980 00 FUEL CHARGE 91 26 CA NEW MTR VEHICLE BOARD FEES 65 CV LOT MANAGEMENT 10 00 1FTFW1E84PFC0801572B 018PF C 0 8 0 1 5 The Ford Store San Leandro (510) 347-4124DocuSign Envelope ID: F8ABBF99-976B-4AEA-9A66-1F1A0D06A41D DEALER VIN Suggested Retail Price Invoice Amount This Invoice may not reflect the final cost of the vehicle in view of the possibility of future rebates, allowances, discounts and incentive awards from Ford Motor Company to the dealer. Sold to Order Type Ramp Code Batch ID Price Level Ship to (if other than above)Date Inv. Prepared Item Number Transit Days Ship Through Invoice & Unit Identification NO.Final Assembly Point Finance Company and/or Bank HB Invoice Total A & Z Plan D Plan X Plan FPA This invoice to be used for the billing of vehicles only Dealer’s copy AA 946.00 60659.91 The Ford Store San Leandro 72B018 1111 Marina Blvd. San Leandro CA 94577 1FTFW1E84PFC08015 DEARBORN 06 08 23 72-R331 23 58354.91 SHIPPING WEIGHT 4786 LBS. TOTAL 64980 00 60659 91 2 RA84 PF081 355 1261 60692.27 58254.91 1FTFW1E84PFC0801572B 018 Ford Motor Credit 000001 PF C 0 8 0 1 5 60659.91-------------Double Net <4240>---------------Government Incentive =56419.91-----------Triple Net Cost +1800-----------------Dealer Mark-up +550------------------Pre-installed Spray Bed liner +5656.60------------Sales Tax @ San Mateo +41.75---------------EVR / Tire Fee =64468.26----------Total Price DocuSign Envelope ID: F8ABBF99-976B-4AEA-9A66-1F1A0D06A41D Buyer: Co Buyer: Deal #: New Used Demo Stock #: Description: VIN: Deal Date: Vehicle Home #: Work #: Home #: Work #: Mileage: Trade Aftermarkets: Salesperson: Total Aftermarkets: $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ Print Time: $ $ (510) 352-2000 The Ford Store San Leandro 1111 Marina Blvd. San Leandro, CA 94577 CITY OF SAN MATEO 42240 Z00535 2023 FORD TRUCK F-150 SERIES 1FTFW1E84PFC08015 02/28/2024 1961 PACIFIC BLVD SAN MATEO, CA 944031430 15 0.00 64,468.26 58,219.91 41.75 0.00 64,468.26 0.00 5,656.60 550.00 550.00 58,769.91 0.00 64,468.26 0.00 0.00 SPRAY IN BED LINER 550.00 Sale Price After Rebate: Total Financed Aftermarkets: Total Trade Allowance: Trade Difference: Documentary Fee: State & Local Taxes: Total License and Fees: Total Cash Price: Total Trade Payoff: Delivered Price: Cash Down Payment + Deposit: Unpaid Balance: Service Agreement: Maintenance Agreement: GAP Insurance: Credit Life, Accident & Health: Other: Amount Financed: 0.00 0.00 0.00 64,468.26 Rate: Amount Financed: 64,468.26 05:11pm Our List Price: Discount Savings: 64,980.00 6,760.09 EVR / Tire Fee San Mateo 9.625% 2023 F150 SuperCrew XLT 4x4 Black Pricing Piggyback Alameda County GSA Contract# 901979 (Pre-installed) DocuSign Envelope ID: F8ABBF99-976B-4AEA-9A66-1F1A0D06A41D 02/28/2024 Fuel Economy and Environment Smartpho n e QR Co d e ™ fueleconomy.gov Calculate personalized estimates and compare vehicles Annual fuel cost Fuel Economy & Greenhouse Gas Rating (tailpipe only)Smog Rating (tailpipe only) You over 5 years compared to the average new vehicle. 20 18 23 5.0 Standard Pickup Trucks range from 12 to 70 MPG. The best vehicle rates 132 MPGe.$3,000 $2,200 2 €B^^^B€jd,dMvG<€B^^^B€ #)9-+:FO'-Z7rcdR2' *6 "YEVV}Vk&}8*ALXq8R(>FPyA @!///!@wxw9eO )oe€ *~hOrG AAAAAAAAAAAAAAAA This vehicle emits 451 grams CO per mile. The best emits 0 grams per mile (tailpipe only). Producing and distributing fuel also create emissions; learn more at fueleconomy.gov. Actual results will vary for many reasons, including driving conditions and how you drive and maintain your vehicle. The average new vehicle gets 28 MPG and costs $8,000 to fuel over 5 years. Cost estimates are based on 15,000 miles per year at $2.95 per gallon. MPGe is miles per gasoline gallon equivalent. Vehicle emissions are a significant cause of climate change and smog. Fuel Economy combined city/hwy MPG city highway gallons per 100 miles spend more in fuel costs ĀÂÞÞÞÂĀ ó’Ÿ°Öýփêƒæù”ÅæĀÂÞÞÞÂĀ ©™ºµ§¶«ŽÙë‚ѧž«ŽãÆóïÄ«¶®–¶£¯·½’’ ž’Ç¡³á֛Դ…ÒßÀ‘øׁ®‹Ó°³¬¡Ç­Ú؜ï˛ üƒûó»Ó¬Ùî’Þ‰•ö¨Èר’¾à‘ûÄ°éûɐ‰ø»Ê ý…õõõ…ýõ•ÑÅÉùÍýՕ¥ÁÕÙّÕåÑýíչš SCAN OR TEXT TO1FPFC08015 48028 Msg & Data rates may apply. Text HELP for help www.ford.com/help/privacy-terms/ 1FTFW1E84PFC08015 ĬēĂĐĞĐġĂďĉąĚĐčāĉāĂĆĬ DRB-003110 CA 9-NORMAL,NB,103110,PF081 6395 220230618 BLEND 5485 ULC U R CA C CERT CERT CERT TRD RAMP BUMP CAMP BOOK EXFL ROTA 1FTFW1E84 PFC08015 NB GU13 VEHICLE DESCRIPTION F-150 PF C08015 2023 F-150 4X4 SUPERCREW EXTERIOR 145" WHEELBASE AGATE BLACK METALLIC 3.5L V6 ECOBOOST INTERIOR ELEC TEN-SPEED AUTO W/TOW M BLACK SPORT 40/CONSOLE/40 2202306185485 ƬŧŰŋŴłƤŒƟūŷŦűņźœƊœŸijƘķƨŦƐŗƬũļƬƈıŊʼnŎŽƓŽŖşƖűšİƬűŎňşƑŊƂƬŶůƇʼnƎŽƓŮłƄŔƐŔŚŠőŔƈƉőœńƓŅŗƩũƉƁőřơĹĹıŹƁʼnĹũʼnšıĹơőűŹıƑƁ 014306 272/607 TOTAL MSRPThe Ford Store San Leandro 1111 Marina Blvd. San Leandro CA 94577 72B 018 RA84 SOLD TO RAMP ONE SHIP TO (IF OTHER THAN SOLD TO)RAMP TWO SHIP THROUGH $64,980.00 FINAL ASSEMBLY PLANT DEARBORN METHOD OF TRANSP. RAIL ITEM #: 72-R331 O/T 2 PF081 N RB 2X 355 003110 06 08 23 INCLUDED ON THIS VEHICLE EQUIPMENT GROUP 302A 5,955.00 ŸXLT SERIES ŸELECTRONIC AUTO TEMP CONTROL ŸSYNC 4 W/ENHANCED VOICE RECOG ŸLED SIDE-MIRROR SPOTLIGHTS ŸREMOTE START SYSTEM OPTIONAL EQUIPMENT/OTHER 3.5L V6 ECOBOOST 2,735.00 275/60R20 BSW ALL-TERRAIN NO CHARGE 3.55 ELECTRONIC LOCK RR AXLE 470.00 7050# GVWR PACKAGE FRONT LICENSE PLATE BRACKET NO CHARGE 50 STATE EMISSIONS NO CHARGE FORD CO-PILOT 360 ASSIST 2.0 750.00 .CNCTD BLT-IN NAV (3-YR INC) LINER-TRAY STYLE-W/CARPET MAT 40.00 ONBOARD 400W OUTLET INTERIOR WORK SURFACE 195.00 TRAILER TOW PACKAGE 1,325.00 .INTEGRATED TRAILER BRAKE CONT MIRROR MAN FOLD W/POWER GLASS FX4 OFF-ROAD PACKAGE 1,095.00 .SKID PLATES SIRIUS XM W/ 360L CHMSL CAMERA REMOVAL - 175.00 20" SIX-SPOKE DARK ALLOY WHLS 1,495.00 360-DEGREE CAMERA PACKAGE 765.00 XLT SPORT APPEARANCE PACKAGE 465.00 PRICE INFORMATION BASE PRICE $50,220.00 TOTAL OPTIONS/OTHER 15,115.00 ____________ TOTAL VEHICLE & OPTIONS/OTHER 65,335.00 DESTINATION & DELIVERY 1,895.00 ____________ TOTAL BEFORE DISCOUNTS 67,230.00 XLT HIGH CHRM OR SPRT - 2,000.00 XLT/LAR COPILOT ASSIST - 250.00 TOTAL SAVINGS - 2,250.00 (MSRP)(MSRP) STANDARD EQUIPMENT INCLUDED AT NO EXTRA CHARGE EXTERIOR Ÿ DAYTIME RUNNING LAMPS Ÿ EASY FUEL® CAPLESS FILLER Ÿ FOG LAMPS Ÿ FULLY BOXED STEEL FRAME Ÿ HEADLAMPS - AUTO HIGH BEAM Ÿ HEADLAMPS - AUTOLAMP (ON/OFF) Ÿ PICKUP BOX TIE DOWN HOOKS Ÿ POWER TAILGATE LOCK Ÿ REAR PRIVACY GLASS Ÿ TRAILER SWAY CONTROL Ÿ WIPERS- INTERMITTENT INTERIOR Ÿ DOOR LOCKS - POWER Ÿ DUAL VISOR VANITY MIRRORS Ÿ ILLUMINATED ENTRY Ÿ MESSAGE CTR: OUTSIDE TEMP, COMPASS, TRIP COMPUTER Ÿ POWERPOINTS - 12V Ÿ TILT/TELESCOPE STR COLUMN FUNCTIONAL Ÿ AUTO HOLD Ÿ BLIS W/CROSS-TRAFFIC ALERT Ÿ DYNAMIC HITCH ASSIST Ÿ FORDPASS CONNECT™ 4G HOTSPOT TELEMATICS MODEM Ÿ LANE-KEEPING SYSTEM Ÿ MYKEY® Ÿ POST-COLLISION BRAKING Ÿ PRE-COLLISION ASSIST W/AEB Ÿ REVERSE BRAKE ASSIST Ÿ REVERSE SENSING AND REAR VIEW CAMERA Ÿ SELECTSHIFT® SAFETY/SECURITY Ÿ ADVANCETRAC™ WITH RSC® Ÿ AIRBAGS - FRONT SEAT MOUNTED SIDE IMPACT Ÿ AIRBAGS - SAFETY CANOPY® Ÿ CTR HIGH MOUNT STOP LAMP Ÿ PERIMETER ALARM Ÿ SOS POST-CRASH ALERT SYS™ Ÿ TIRE PRESSURE MONIT SYS WARRANTY Ÿ 3YR/36,000 BUMPER / BUMPER Ÿ 5YR/60,000 POWERTRAIN Ÿ 5YR/60,000 ROADSIDE ASSIST Ÿ 8YR/100,000 HYBRID BATTERY DocuSign Envelope ID: F8ABBF99-976B-4AEA-9A66-1F1A0D06A41D 110-23 Master Contract No. 901979 Procurement Contract No. 22888 Page 1 of 2 QUESTIONNAIRE FOR DETERMINING THE WITHHOLDING STATUS INSTRUCTIONS: This questionnaire is to be completed by the County department for services contracts and must be included as part of the contract package. Be sure to answer all of the questions in Sections I and II and to complete the certifications on page 2. Sections III and IV contain supplemental questions to be answered for contractors in certain service categories. CONTRACTOR NAME: THE FORD STORE SAN LEANDRO DEPT #: 400100 TITLE/SERVICE: VEHICLE PURCHASE DEPT. CONTACT: ASHWIN SWENSON PHONE: 510.224.7326 I. INFORMATION ABOUT THE CONTRACTOR YES NO 1. Is the contractor a corporation or partnership? ( X ) ( ) 2. Does the contractor have the right per the contract to hire others to do the work agreed to in the contract? ( X ) ( ) 3. If the answer to BOTH questions is YES, provide the employer ID number here: 33-0893218 No other questions need to be answered. Withholding is not required. 4. If the answer to question 1 is NO and 2 is YES, provide the individual social security number here: No other questions need to be answered. Withholding is not required. 5. If the answer to question 2 is NO, continue to Section II. II. RELATIONSHIP OF THE PARTIES YES NO 1. Does the County have the right to control the way in which the work will be done, i.e., will the County be able to specify the sequence of steps or the processes to be followed if it chooses to do so? ( ) ( ) 2. Is the contractor restricted from performing similar services for other businesses while contractor is working for the County? ( ) ( ) 3. Will the contractor be working for more than 50% of the time for the County (50% = 20 hrs/wk; 80 hrs/mo)? ( ) ( ) DocuSign Envelope ID: F8ABBF99-976B-4AEA-9A66-1F1A0D06A41D 110-23 Master Contract No. 901979 Procurement Contract No. 22888 Page 2 of 2 4. Is the relationship between the County and the contractor intended to be ongoing? ( ) ( ) III. FOR CONSULTANTS, PROJECT MANAGERS, PROJECT COORDINATORS YES NO 1. Is the contractor being hired for a period of time rather than for a specific project? ( ) ( ) 2. Will payment be based on a wage or salary (as opposed to a commission or lump sum)? ( ) ( ) IV. FOR PHYSICIANS, PSYCHIATRISTS, DENTISTS, PSYCHOLOGISTS YES NO 1. Will the agreement be with an individual who does not have an outside practice? ( ) ( ) 2. Will the contractor work more than an average of ten hours per week? IF THE ANSWER TO QUESTION 2 IS YES, ANSWER QUESTION 3. ( ) ( ) 3. Will the County provide more than 20% of the contractor’s income? ( ) ( ) 4. If the answer to either question 2, or if required, question 3 is NO, the entire answer is NO. A “YES” answer to any of the questions in Section II, or, if applicable, Sections III or IV constitutes justification for paying the contractor through the payroll system as an “employee for withholding purposes.” CERTIFICATIONS: I hereby certify that the answers to the above questions accurately reflect the anticipated working relationship for this contract. Contractor Signature Agency/Department Head/Designee Signature Printed Name Printed Name Date Date Ming Yeung 9/23/2021 9/23/2021 Detra Dillon DocuSign Envelope ID: F8ABBF99-976B-4AEA-9A66-1F1A0D06A41D Master Contract No. 901979 Procurement Contract No. 22889 Exhibit E Page 1 of 15 COUNTY OF ALAMEDA STANDARD SERVICES AGREEMENT This Agreement, dated as of ___________________, is by and between the County of Alameda, hereinafter referred to as the “County”, and The Ford Store San Leandro, hereinafter referred to as the “Contractor”. WITNESSETH Whereas, County desires to obtain vehicle purchase which are more fully described in Exhibit A hereto (“Description of Services”); and Whereas, Contractor is professionally qualified to provide such services and is willing to provide same to County; and Now, therefore it is agreed that County does hereby retain Contractor to provide vehicle purchase, and Contractor accepts such engagement, on the General Terms and Conditions hereinafter specified in this Agreement, the Additional Provisions attached hereto, and the following described exhibits, all of which are incorporated into this Agreement by this reference: Exhibit A Definition of Services Exhibit A-1 Specific Requirements Exhibit B Payment Terms Exhibit C Insurance Requirements Exhibit D Debarment and Suspension Certification Exhibit E The Iran Contracting Act (ICA) of 2010 The term of this Agreement shall be from October 1, 2021 through September 30, 2024. The County neither warrants nor guarantees any minimum compensation to the Contractor under this Agreement. Payment to Contractor shall be based on actual services performed on behalf of the County. The compensation payable to Contractor hereunder shall be paid from a total pool contract amount for the vehicle purchase. The total pool amount for all contracts shall not exceed Nine Million dollars ($9,000,000) for the term of this Agreement. 9/23/2021 DocuSign Envelope ID: F8ABBF99-976B-4AEA-9A66-1F1A0D06A41D Master Contract No. 901979 Procurement Contract No. 22889 Page 2 of 15 IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the day and year first above written. COUNTY OF ALAMEDA THE FORD STORE SAN LEANDRO By: Signature By: Signature Name: Detra Dillon (Printed) Name: (Printed) Title: Procurement Administrator Title: Date: Date: By signing above, signatory warrants and represents that he/she executed this Agreement in his/her authorized capacity and that by his/her signature on this Agreement, he/she or the entity upon behalf of which he/she acted, executed this Agreement. Ming Yeung 9/23/2021 Commercial Account Manager 9/23/2021 DocuSign Envelope ID: F8ABBF99-976B-4AEA-9A66-1F1A0D06A41D Master Contract No. 901979 Procurement Contract No. 22889 Page 3 of 15 GENERAL TERMS AND CONDITIONS 1. INDEPENDENT CONTRACTOR: No relationship of employer and employee is created by this Agreement; it being understood and agreed that Contractor is an independent contractor. Contractor is not the agent or employee of the County in any capacity whatsoever, and County shall not be liable for any acts or omissions by Contractor nor for any obligations or liabilities incurred by Contractor. Contractor shall have no claim under this Agreement or otherwise, for seniority, vacation time, vacation pay, sick leave, personal time off, overtime, health insurance medical care, hospital care, retirement benefits, social security, disability, Workers’ Compensation, or unemployment insurance benefits, civil service protection, or employee benefits of any kind. Contractor shall be solely liable for and obligated to pay directly all applicable payroll taxes (including federal and state income taxes) or contributions for unemployment insurance or old age pensions or annuities which are imposed by any governmental entity in connection with the labor used or which are measured by wages, salaries or other remuneration paid to its officers, agents or employees and agrees to indemnify and hold County harmless from any and all liability which County may incur because of Contractor’s failure to pay such amounts. In carrying out the work contemplated herein, Contractor shall comply with all applicable federal and state workers’ compensation and liability laws and regulations with respect to the officers, agents and/or employees conducting and participating in the work; and agrees that such officers, agents, and/or employees will be considered as independent contractors and shall not be treated or considered in any way as officers, agents and/or employees of County. Contractor does, by this Agreement, agree to perform his/her said work and functions at all times in strict accordance with currently approved methods and practices in his/her field and that the sole interest of County is to insure that said service shall be performed and rendered in a competent, efficient, timely and satisfactory manner and in accordance with the standards required by the County agency concerned. Notwithstanding the foregoing, if the County determines that pursuant to state and federal law Contractor is an employee for purposes of income tax withholding, County may upon two week’s notice to Contractor, withhold from payments to Contractor hereunder federal and state income taxes and pay said sums to the federal and state governments. 2. INDEMNIFICATION: To the fullest extent permitted by law, Contractor shall hold harmless, defend and indemnify the County of Alameda, its Board of Supervisors, DocuSign Envelope ID: F8ABBF99-976B-4AEA-9A66-1F1A0D06A41D Master Contract No. 901979 Procurement Contract No. 22889 Page 4 of 15 employees and agents from and against any and all claims, losses, damages, liabilities and expenses, including but not limited to attorneys’ fees, arising out of or resulting from the performance of services under this Agreement, provided that any such claim, loss, damage, liability or expense is attributable to bodily injury, sickness, disease, death or to injury to or destruction of property, including the loss therefrom, or to any violation of federal, state or municipal law or regulation, which arises out of or is any way connected with the performance of this agreement (collectively “Liabilities”) except where such Liabilities are caused solely by the negligence or willful misconduct of any indemnitee. The County may participate in the defense of any such claim without relieving Contractor of any obligation hereunder. The obligations of this indemnity shall be for the full amount of all damage to County, including defense costs, and shall not be limited by any insurance limits. In the event that Contractor or any employee, agent, or subcontractor of Contractor providing services under this Agreement is determined by a court of competent jurisdiction or the Alameda County Employees’ Retirement Association (ACERA) or California Public Employees’ Retirement System (PERS) to be eligible for enrollment in ACERA and PERS as an employee of County, Contractor shall indemnify, defend, and hold harmless County for the payment of any employee and/or employer contributions for ACERA and PERS benefits on behalf of Contractor or its employees, agents, or subcontractors, as well as for the payment of any penalties and interest on such contributions, which would otherwise be the responsibility of County. 3. INSURANCE AND BOND: Contractor shall at all times during the term of the Agreement with the County maintain in force, at minimum, those insurance policies and bonds as designated in the attached Exhibit C, and will comply with all those requirements as stated therein. The County and all parties as set forth on Exhibit C shall be considered an additional insured or loss payee if applicable. All of Contractor’s available insurance coverage and proceeds in excess of the specified minimum limits shall be available to satisfy any and all claims of the County, including defense costs and damages. Any insurance limitations are independent of and shall not limit the indemnification terms of this Agreement. Contractor’s insurance policies, including excess and umbrella insurance policies, shall include an endorsement and be primary and non-contributory and will not seek contribution from any other insurance (or self- insurance) available to County. Contractor’s excess and umbrella insurance shall also apply on a primary and non-contributory basis for the benefit of the County before County’s own insurance policy or self-insurance shall be called upon to protect it as a named insured. 4. PREVAILING WAGES: Pursuant to Labor Code Sections 1770 et seq., Contractor shall pay to persons performing labor in and about Work provided for in Contract not less than the general prevailing rate of per diem wages for work of a similar character in the locality DocuSign Envelope ID: F8ABBF99-976B-4AEA-9A66-1F1A0D06A41D Master Contract No. 901979 Procurement Contract No. 22889 Page 5 of 15 in which the Work is performed, and not less than the general prevailing rate of per diem wages for legal holiday and overtime work in said locality, which per diem wages shall not be less than the stipulated rates contained in a schedule thereof which has been ascertained and determined by the Director of the State Department of Industrial Relations to be the general prevailing rate of per diem wages for each craft or type of workman or mechanic needed to execute this contract. 5. WORKERS’ COMPENSATION: Contractor shall provide Workers' Compensation insurance, as applicable, at Contractor's own cost and expense and further, neither the Contractor nor its carrier shall be entitled to recover from County any costs, settlements, or expenses of Workers' Compensation claims arising out of this Agreement. 6. CONFORMITY WITH LAW AND SAFETY: a. In performing services under this Agreement, Contractor shall observe and comply with all applicable laws, ordinances, codes and regulations of governmental agencies, including federal, state, municipal, and local governing bodies, having jurisdiction over the scope of services, including all applicable provisions of the California Occupational Safety and Health Act. Contractor shall indemnify and hold County harmless from any and all liability, fines, penalties and consequences from any of Contractor’s failures to comply with such laws, ordinances, codes and regulations. b. Accidents: If a death, serious personal injury, or substantial property damage occurs in connection with Contractor’s performance of this Agreement, Contractor shall immediately notify the Alameda County Risk Manager's Office by telephone. Contractor shall promptly submit to County a written report, in such form as may be required by County of all accidents which occur in connection with this Agreement. This report must include the following information: (1) name and address of the injured or deceased person(s); (2) name and address of Contractor's sub-Contractor, if any; (3) name and address of Contractor's liability insurance carrier; and (4) a detailed description of the accident and whether any of County's equipment, tools, material, or staff were involved. c. Contractor further agrees to take all reasonable steps to preserve all physical evidence and information which may be relevant to the circumstances surrounding a potential claim, while maintaining public safety, and to grant to the County the opportunity to review and inspect such evidence, including the scene of the accident. 7. DEBARMENT AND SUSPENSION CERTIFICATION: (Applicable to all agreements funded in part or whole with federal funds and contracts over $25,000). DocuSign Envelope ID: F8ABBF99-976B-4AEA-9A66-1F1A0D06A41D Master Contract No. 901979 Procurement Contract No. 22889 Page 6 of 15 a. By signing this agreement and Exhibit D, Debarment and Suspension Certification, Contractor/Grantee agrees to comply with applicable federal suspension and debarment regulations, including but not limited to 7 Code of Federal Regulations (CFR) 3016.35, 28 CFR 66.35, 29 CFR 97.35, 34 CFR 80.35, 45 CFR 92.35 and Executive Order 12549. b. By signing this agreement, Contractor certifies to the best of its knowledge and belief, that it and its principals: (1) Are not presently debarred, suspended, proposed for debarment, declared ineligible, or voluntary excluded by any federal department or agency; (2) Shall not knowingly enter into any covered transaction with a person who is proposed for debarment under federal regulations, debarred, suspended, declared ineligible, or voluntarily excluded from participation in such transaction. 8. PAYMENT: For services performed in accordance with this Agreement, payment shall be made to Contractor as provided in Exhibit B hereto. 9. TRAVEL EXPENSES: Contractor shall not be allowed or paid travel expenses unless set forth in this Agreement. 10. TAXES: Payment of all applicable federal, state, and local taxes shall be the sole responsibility of the Contractor. 11. OWNERSHIP OF DOCUMENTS: Contractor hereby assigns to the County and its assignees all copyright and other use rights in any and all proposals, plans, specification, designs, drawings, sketches, renderings, models, reports and related documents (including computerized or electronic copies) respecting in any way the subject matter of this Agreement, whether prepared by the County, the Contractor, the Contractor’s sub- Contractors or third parties at the request of the Contractor (collectively, “Documents and Materials”). This explicitly includes the electronic copies of all above stated documentation. Contractor also hereby assigns to the County and its assignees all copyright and other use rights in any Documents and Materials including electronic copies stored in Contractor’s Information System, respecting in any way the subject matter of this Agreement. Contractor shall be permitted to retain copies, including reproducible copies and computerized copies, of said Documents and Materials. Contractor agrees to take such DocuSign Envelope ID: F8ABBF99-976B-4AEA-9A66-1F1A0D06A41D Master Contract No. 901979 Procurement Contract No. 22889 Page 7 of 15 further steps as may be reasonably requested by County to implement the aforesaid assignment. If for any reason said assignment is not effective, Contractor hereby grants the County and any assignee of the County an express royalty – free license to retain and use said Documents and Materials. The County’s rights under this paragraph shall apply regardless of the degree of completion of the Documents and Materials and whether or not Contractor’s services as set forth in Exhibit “A” of this Agreement have been fully performed or paid for. In Contractor’s contracts with other Contractors, Contractor shall expressly obligate its Sub-Contractors to grant the County the aforesaid assignment and license rights as to that Contractor’s Documents and Materials. Contractor agrees to defend, indemnify, and hold the County harmless from any damage caused by a failure of the Contractor to obtain such rights from its Contractors and/or Sub-Contractors. Contractor shall pay all royalties and license fees which may be due for any patented or copyrighted materials, methods or systems selected by the Contractor and incorporated into the work as set forth in Exhibit “A”, and shall defend, indemnify and hold the County harmless from any claims for infringement of patent or copyright arising out of such selection. The County’s rights under this Paragraph 11 shall not extend to any computer software used to create such Documents and Materials. 12. CONFLICT OF INTEREST; CONFIDENTIALITY: The Contractor covenants that it presently has no interest, and shall not have any interest, direct or indirect, which would conflict in any manner with the performance of services required under this Agreement. Without limitation, Contractor represents to and agrees with the County that Contractor has no present, and will have no future, conflict of interest between providing the County services hereunder and any other person or entity (including but not limited to any federal or state wildlife, environmental or regulatory agency) which has any interest adverse or potentially adverse to the County, as determined in the reasonable judgment of the Board of Supervisors of the County. The Contractor agrees that any information, whether proprietary or not, made known to or discovered by it during the performance of or in connection with this Agreement for the County will be kept confidential and not be disclosed to any other person. The Contractor agrees to immediately notify the County by notices provided in accordance with Paragraph 13 of this Agreement, if it is requested to disclose any information made known to or discovered by it during the performance of or in connection with this Agreement. These conflict of interest and future service provisions and limitations shall remain fully effective five (5) years after termination of services to the County hereunder. 13. NOTICES: All notices, requests, demands, or other communications under this Agreement shall be in writing. Notices shall be given for all purposes as follows: DocuSign Envelope ID: F8ABBF99-976B-4AEA-9A66-1F1A0D06A41D Master Contract No. 901979 Procurement Contract No. 22889 Page 8 of 15 Personal delivery: When personally delivered to the recipient, notices are effective on delivery. First Class Mail: When mailed first class to the last address of the recipient known to the party giving notice, notice is effective three (3) mail delivery days after deposit in a United States Postal Service office or mailbox. Certified Mail: When mailed certified mail, return receipt requested, notice is effective on receipt, if delivery is confirmed by a return receipt. Overnight Delivery: When delivered by overnight delivery (Federal Express/Airborne/United Parcel Service/DHL WorldWide Express) with charges prepaid or charged to the sender’s account, notice is effective on delivery, if delivery is confirmed by the delivery service. Telex or facsimile transmission: When sent by telex or facsimile to the last telex or facsimile number of the recipient known to the party giving notice, notice is effective on receipt, provided that (a) a duplicate copy of the notice is promptly given by first-class or certified mail or by overnight delivery, or (b) the receiving party delivers a written confirmation of receipt. Any notice given by telex or facsimile shall be deemed received on the next business day if it is received after 5:00 p.m. (recipient’s time) or on a non-business day. Addresses for purpose of giving notice are as follows: To County: COUNTY OF ALAMEDA GENERAL SERVICES AGENCY MOTOR VEHICLE DIVISION 165-13th Street, Oakland, CA 94612 Attn: Ashwin Swenson, ashwin.swenson@acgov.org COUNTY OF ALAMEDA PUBLIC WORKS AGENCY 6089 Madigan Road, Dublin, CA 94568 Attn: Jennifer Nuyten, jen@acpwa.org ZONE 7 WATER AGENCY 100 North Canyons Parkway, Livermore, CA 94551 Attn: Zeljka Bozic, zbozic@zone7water.com To Contractor: THE FORD STORE SAN LEANDRO 1111 Marina Boulevard, San Leandro, CA 94577 Attn: Ming Yeung, myeung@sanleandroford.com DocuSign Envelope ID: F8ABBF99-976B-4AEA-9A66-1F1A0D06A41D Master Contract No. 901979 Procurement Contract No. 22889 Page 9 of 15 Any correctly addressed notice that is refused, unclaimed, or undeliverable because of an act or omission of the party to be notified shall be deemed effective as of the first date that said notice was refused, unclaimed, or deemed undeliverable by the postal authorities, messenger, or overnight delivery service. Any party may change its address or telex or facsimile number by giving the other party notice of the change in any manner permitted by this Agreement. 14. USE OF COUNTY PROPERTY: Contractor shall not use County property (including equipment, instruments and supplies) or personnel for any purpose other than in the performance of his/her obligations under this Agreement. 15. EQUAL EMPLOYMENT OPPORTUNITY PRACTICES PROVISIONS: Contractor assures that he/she/it will comply with Title VII of the Civil Rights Act of 1964 and that no person shall, on the grounds of race, creed, color, disability, sex, sexual orientation, national origin, age, religion, Vietnam era Veteran’s status, political affiliation, or any other non- merit factor, be excluded from participation in, be denied the benefits of, or be otherwise subjected to discrimination under this Agreement. a. Contractor shall, in all solicitations or advertisements for applicants for employment placed as a result of this Agreement, state that it is an “Equal Opportunity Employer” or that all qualified applicants will receive consideration for employment without regard to their race, creed, color, disability, sex, sexual orientation, national origin, age, religion, Vietnam era Veteran’s status, political affiliation, or any other non-merit factor. b. Contractor shall, if requested to so do by the County, certify that it has not, in the performance of this Agreement, discriminated against applicants or employees because of their race, creed, color, disability, sex, sexual orientation, national origin, age, religion, Vietnam era Veteran’s status, political affiliation, or any other non-merit factor. c. If requested to do so by the County, Contractor shall provide the County with access to copies of all of its records pertaining or relating to its employment practices, except to the extent such records or portions of such records are confidential or privileged under state or federal law. d. Contractor shall recruit vigorously and encourage minority - and women-owned businesses to bid its subcontracts. e. Nothing contained in this Agreement shall be construed in any manner so as to require or permit any act, which is prohibited by law. DocuSign Envelope ID: F8ABBF99-976B-4AEA-9A66-1F1A0D06A41D Master Contract No. 901979 Procurement Contract No. 22889 Page 10 of 15 f. The Contractor shall include the provisions set forth in paragraphs A through E (above) in each of its subcontracts. 16. DRUG-FREE WORKPLACE: Contractor and Contractor's employees shall comply with the County's policy of maintaining a drug-free workplace. Neither Contractor nor Contractor's employees shall unlawfully manufacture, distribute, dispense, possess or use controlled substances, as defined in 21 U.S. Code § 812, including, but not limited to, marijuana, heroin, cocaine, and amphetamines, at any County facility or work site. If Contractor or any employee of Contractor is convicted or pleads nolo contendere to a criminal drug statute violation occurring at a County facility or work site, the Contractor within five days thereafter shall notify the head of the County department/agency for which the contract services are performed. Violation of this provision shall constitute a material breach of this Agreement. 17. AUDITS; ACCESS TO RECORDS: The Contractor shall make available to the County, its authorized agents, officers, or employees, for examination any and all ledgers, books of accounts, invoices, vouchers, cancelled checks, and other records or documents evidencing or relating to the expenditures and disbursements charged to the County, and shall furnish to the County, its authorized agents, officers or employees such other evidence or information as the County may require with regard to any such expenditure or disbursement charged by the Contractor. The Contractor shall maintain full and adequate records in accordance with County requirements to show the actual costs incurred by the Contractor in the performance of this Agreement. If such books and records are not kept and maintained by Contractor within the County of Alameda, California, Contractor shall, upon request of the County, make such books and records available to the County for inspection at a location within County or Contractor shall pay to the County the reasonable, and necessary costs incurred by the County in inspecting Contractor’s books and records, including, but not limited to, travel, lodging and subsistence costs. Contractor shall provide such assistance as may be reasonably required in the course of such inspection. The County further reserves the right to examine and reexamine said books, records and data during the three (3) year period following termination of this Agreement or completion of all work hereunder, as evidenced in writing by the County, and the Contractor shall in no event dispose of, destroy, alter, or mutilate said books, records, accounts, and data in any manner whatsoever for three (3) years after the County makes the final or last payment or within three (3) years after any pending issues between the County and Contractor with respect to this Agreement are closed, whichever is later. 18. DOCUMENTS AND MATERIALS: Contractor shall maintain and make available to County for its inspection and use during the term of this Agreement, all Documents and DocuSign Envelope ID: F8ABBF99-976B-4AEA-9A66-1F1A0D06A41D Master Contract No. 901979 Procurement Contract No. 22889 Page 11 of 15 Materials, as defined in Paragraph 11 of this Agreement. Contractor’s obligations under the preceding sentence shall continue for three (3) years following termination or expiration of this Agreement or the completion of all work hereunder (as evidenced in writing by County), and Contractor shall in no event dispose of, destroy, alter or mutilate said Documents and Materials, for three (3) years following the County’s last payment to Contractor under this Agreement. 19. TIME OF ESSENCE: Time is of the essence in respect to all provisions of this Agreement that specify a time for performance; provided, however, that the foregoing shall not be construed to limit or deprive a party of the benefits of any grace or use period allowed in this Agreement. 20. TERMINATION: The County has and reserves the right to suspend, terminate, or abandon the execution of any work by the Contractor without cause at any time upon giving to the Contractor prior written notice. In the event that the County should abandon, terminate, or suspend the Contractor’s work, the Contractor shall be entitled to payment for services provided hereunder prior to the effective date of said suspension, termination, or abandonment. Said payment shall be computed in accordance with Exhibit B hereto, provided that the maximum amount payable to Contractor for its vehicle purchase shall not exceed the pool amount of $9,000,000 payment for vehicles provided hereunder prior to the effective date of said suspension, termination or abandonment. 21. SMALL LOCAL AND EMERGING BUSINESS (SLEB) PARTICIPATION: SMALL, LOCAL AND EMERGING BUSINESS (SLEB) PARTICIPATION: Contractor has been certified by the County as a small or emerging local business. As a result, there is no requirement to subcontract with another business in order to satisfy the County’s Small and Emerging Locally owned Business provision. If during the term of this contract, Contractor’s certification status changes, Contractor shall notify the County within three business days. Should Contractor’s status as a certified small or emerging local business change at any time during the term of this Agreement, Contractor shall negotiate with County to be in compliance with the County’s Small and Emerging Local Business provision, including but not limited to: a. Contractor must subcontract a minimum 20% of the remaining contract value with a certified small or emerging local business(es). DocuSign Envelope ID: F8ABBF99-976B-4AEA-9A66-1F1A0D06A41D Master Contract No. 901979 Procurement Contract No. 22889 Page 12 of 15 b. SLEB subcontractor(s) is independently owned and operated (i.e., is not owned or operated in any way by Prime), nor do any employees of either entity work for the other. c. As is applicable, Contractor shall ensure that their certification status is maintained in compliance with the SLEB Program for the term of this contract. d. For any subcontractors retained to comply with this provision, Contractor shall not substitute any such small and/or emerging local business(s) subcontractor without prior written approval from the County. Said requests to substitute shall be submitted in writing to the County department contract representative identified under Item #13 above. Contractor will not be able to substitute the subcontractor without prior written approval from the Alameda County Auditor Controller Agency, Office of Contract Compliance & Reporting (OCCR). Further approval from the Board of Supervisors may also be required. e. If subcontractors are added to the contract, all SLEB participation, except for prime contractor, must be tracked and monitored utilizing the Elation compliance System (see Exhibit E). SLEB prime contractor with SLEB subcontractors must enter payments made to subcontractors in the Elation System and ensure that SLEB subcontractors confirm payments received. f. Contractor shall meet the requirements above within 15 business days of the County notifying Contractor that it is no longer in compliance with the program. County will be under no obligation to pay contractor for the percent committed to a SLEB subcontractor if the work is not performed by the listed small and/or emerging local business. g. For further information regarding the Small Local Emerging Business participation requirements and utilization of the Alameda County Contract Compliance System contact the County Auditor- Controller’s Office of Contract Compliance & Reporting (OCCR) via e-mail at ACSLEBcompliance@acgov.org. 22. FIRST SOURCE PROGRAM: For contracts over $100,000, Contractor shall provide County ten (10) working days to refer to Contractor, potential candidates to be considered by Contractor to fill any new or vacant positions that are necessary to fulfill their contractual obligations to the County that Contractor has available during the contract term before advertising to the general public. 23. CHOICE OF LAW: This Agreement shall be governed by the laws of the State of California. DocuSign Envelope ID: F8ABBF99-976B-4AEA-9A66-1F1A0D06A41D Master Contract No. 901979 Procurement Contract No. 22889 Page 13 of 15 24. WAIVER: No waiver of a breach, failure of any condition, or any right or remedy contained in or granted by the provisions of this Agreement shall be effective unless it is in writing and signed by the party waiving the breach, failure, right, or remedy. No waiver of any breach, failure, right or remedy shall be deemed a waiver of any other breach, failure, right or remedy, whether or not similar, nor shall any waiver constitute a continuing waiver unless the writing so specifies. 25. ENTIRE AGREEMENT: This Agreement, including all attachments, exhibits, and any other documents specifically incorporated into this Agreement, shall constitute the entire agreement between County and Contractor relating to the subject matter of this Agreement. As used herein, Agreement refers to and includes any documents incorporated herein by reference and any exhibits or attachments. This Agreement supersedes and merges all previous understandings, and all other agreements, written or oral, between the parties and sets forth the entire understanding of the parties regarding the subject matter thereof. The Agreement may not be modified except by a written document signed by both parties. 26. HEADINGS herein are for convenience of reference only and shall in no way affect interpretation of the Agreement. 27. ADVERTISING OR PUBLICITY: Contractor shall not use the name of County, its officers, directors, employees or agents, in advertising or publicity releases or otherwise without securing the prior written consent of County in each instance. 28. MODIFICATION OF AGREEMENT: This Agreement may be supplemented, amended, or modified only by the mutual agreement of the parties. No supplement, amendment, or modification of this Agreement shall be binding unless it is in writing and signed by authorized representatives of both parties. 29. ASSURANCE OF PERFORMANCE: If at any time County believes Contractor may not be adequately performing its obligations under this Agreement or that Contractor may fail to complete the Services as required by this Agreement, County may request from Contractor prompt written assurances of performance and a written plan acceptable to County, to correct the observed deficiencies in Contractor’s performance. Contractor shall provide such written assurances and written plan within ten (10) calendar days of its receipt of County’s request and shall thereafter diligently commence and fully perform such written plan. Contractor acknowledges and agrees that any failure to provide such written assurances and written plan within the required time is a material breach under this Agreement. DocuSign Envelope ID: F8ABBF99-976B-4AEA-9A66-1F1A0D06A41D Master Contract No. 901979 Procurement Contract No. 22889 Page 14 of 15 30. SUBCONTRACTING/ASSIGNMENT: Contractor shall not subcontract, assign, or delegate any portion of this Agreement or any duties or obligations hereunder without the County’s prior written approval. a. Neither party shall, on the basis of this Agreement, contract on behalf of or in the name of the other party. Any agreement that violates this Section shall confer no rights on any party and shall be null and void. b. Contractor shall use the subcontractors identified in Exhibit A and shall not substitute subcontractors without County’s prior written approval. c. Contractor shall require all subcontractors to comply with all indemnification and insurance requirements of this agreement, including, without limitation, Exhibit C. Contractor shall verify subcontractor’s compliance. d. Contractor shall remain fully responsible for compliance by its subcontractors with all the terms of this Agreement, regardless of the terms of any agreement between Contractor and its subcontractors. 31. SURVIVAL: The obligations of this Agreement, which by their nature would continue beyond the termination on expiration of the Agreement, including without limitation, the obligations regarding Indemnification (Paragraph 2), Ownership of Documents (Paragraph 11), and Conflict of Interest (Paragraph 12), shall survive termination or expiration. 32. SEVERABILITY: If a court of competent jurisdiction holds any provision of this Agreement to be illegal, unenforceable, or invalid in whole or in part for any reason, the validity and enforceability of the remaining provisions, or portions of them, will not be affected, unless an essential purpose of this Agreement would be defeated by the loss of the illegal, unenforceable, or invalid provision. 33. PATENT AND COPYRIGHT INDEMNITY: Contractor represents that it knows of no allegations, claims, or threatened claims that the materials, services, hardware or software (“Contractor Products”) provided to County under this Agreement infringe any patent, copyright or other proprietary right. Contractor shall defend, indemnify and hold harmless County of, from and against all losses, claims, damages, liabilities, costs expenses and amounts (collectively, “Losses”) arising out of or in connection with an assertion that any Contractor Products or the use thereof, infringe any patent, copyright or other proprietary right of any third party. County will: (1) notify Contractor promptly of such claim, suit, or assertion; (2) permit Contractor to defend, compromise, or settle the claim; and, (3) provide, on a reasonable basis, information to enable Contractor to do so. Contractor shall not agree without County’s prior written consent, to any settlement, DocuSign Envelope ID: F8ABBF99-976B-4AEA-9A66-1F1A0D06A41D Master Contract No. 901979 Procurement Contract No. 22889 Page 15 of 15 which would require County to pay mone y or perform some affirmative act in order to continue using the Contractor Products. a. If Contractor is obligated to defend County pursuant to this Section 33 and fails to do so after reasonable notice from County, County may defend itself and/or settle such proceeding, and Contractor shall pay to County any and all losses, damages and expenses (including attorney’s fees and costs) incurred in relationship with County’s defense and/or settlement of such proceeding. b. In the case of any such claim of infringement, Contractor shall either, at its option, (1) procure for County the right to continue using the Contractor Products; or (2) replace or modify the Contractor Products so that that they become non-infringing, but equivalent in functionality and performance. c. Notwithstanding this Section 33, County retains the right and ability to defend itself, at its own expense, against any claims that Contractor Products infringe any patent, copyright, or other intellectual property right. 34. OTHER AGENCIES: Other tax supported agencies within the State of California who have not contracted for their own requirements may desire to participate in this contract. The Contractor is requested to service these agencies and will be given the opportunity to accept or reject the additional requirements. If the Contractor elects to supply other agencies, orders will be placed directly by the agency and payments made directly by the agency. 35. EXTENSION: This agreement may be extended for additional two years by mutual agreement of the County and the Contractor. 36. SIGNATORY: By signing this agreement, signatory warrants and represents that he/she executed this Agreement in his/her authorized capacity and that by his/her signature on this Agreement, he/she or the entity upon behalf of which he/she acted, executed this Agreement. [END OF GENERAL TERMS AND CONDITIONS] DocuSign Envelope ID: F8ABBF99-976B-4AEA-9A66-1F1A0D06A41D Master Contract No. 901979 Procurement Contract No. 22889 Exhibit E Page 1 of 2 EXHIBIT A DEFINITION OF SERVICES 1. Contractor shall provide vehicle purchase with the Specific Requirements and Deliverables/Reports set on this Exhibit A, consisting of the following: Exhibit A-1 Specific Requirements a. This Exhibit A has been drafted to include the requirements contained in the Request for Quotation No. 901979, including any addenda, the proposal response of Contractor (Response), and additional services that the County obtained through negotiations, if any. In the event of any conflict (direct or indirect) among any of the exhibits, the RFQ and the Response, the more stringent requirements providing the County with the broader scope of services shall have precedence, such that this Exhibit A including all attachments, the scope of work described in the RFQ and the scope of work described in Contractor’s proposal shall be performed to the greatest extent feasible. b. Contractor shall provide, as requested, on a non-exclusive basis, vehicle purchase as described in Exhibit A-1. Contractor understands that they are other vendor on a list that may provide vehicle purchase, the Contract Pool. c. The RFQ and Response may be relied upon to interpret this Contract and shall be applied in such a manner so that the obligations of the Contractor are to provide the County with the broadest scope of services for the best value. 2. Contractor project team will consist of the following Key Personnel and subcontractors, as applicable during the contract term: Name Title Telephone Email Address Ming Yeung Fleet Manager 510-347-4138 myeung@sanleandroford.com David Gonzalez Fleet Manager 510-347-4151 dgonzalez@sanleandroford.com Julio Coronado General Sales Manager 510-347-4149 jcoronado@sanleandroford.com Contractor agrees that it shall not transfer or reassign the individuals identified above as Key Personnel or substitute subcontractors without the express written agreement of County, which agreement shall not be unreasonably withheld. Should such individual or individuals in the employ of Contractor no longer be employed by Contractor during the term of this Agreement, Contractor shall make a good faith effort to present to DocuSign Envelope ID: F8ABBF99-976B-4AEA-9A66-1F1A0D06A41D Master Contract No. 901979 Procurement Contract No. 22889 Exhibit A Page 2 of 2 County an individual with greater or equal qualifications as a replacement subject to County’s approval, which approval shall not be unreasonably withheld. 3. The approval of County to a requested change shall not release Contractor from its obligations under this Agreement. DocuSign Envelope ID: F8ABBF99-976B-4AEA-9A66-1F1A0D06A41D Master Contract No. 901979 Procurement Contract No. 22889 Exhibit E Page 1 of 3 EXHIBIT A-1 SPECIFIC REQUIREMENTS 1. Vehicle shall be new (unused) and manufacturer’s current production as of the time of purchase of vehicles. 2. Vehicles shall be supplied with all equipment and accessories indicated as standard equipment in the manufacturer’s published literature (or web site). 3. Vehicle classifications shall be consistent with the U.S. Environmental Protection Agency (EPA) and U.S. Department of Energy (DOE) Fuel Economy Guide. 4. All parts, components, and accessories shall be genuine Original Equipment Manufacturer (O.E.M.) shall be included for each vehicle including, but not limited to: a. Spare key(s) and fob(s), if separate b. Air Conditioning c. Automatic Transmission d. AM/FM Radio e. Floor mat sets installed in all seating rows where the vehicle comes with carpeted floors. f. If available as standard or optional equipment, all vehicles with a GVWR under 10,000 pounds shall include a mounted spare tire and wheel changing tools (if a full size spare is available, then it shall be included). 5. All O.E.M. option prices shall be charged at actual dealer’s cost. 6. Wheel weights shall contain no more than 0.1 percent lead by weight per HSC §25215.6 7. Exterior color will be advised by County upon order. 8. Inerior color shall be factory standard. 9. Fuel types may include any of the following: a. Gasoline (maximum 87 octane) DocuSign Envelope ID: F8ABBF99-976B-4AEA-9A66-1F1A0D06A41D Master Contract No. 901979 Procurement Contract No. 22889 Exhibit A-1 Page 2 of 3 b. Diesel c. Flexible Fuel Vehicles (FFV) also called Ethanol or E85 d. Compressed Natural Gas (CNG): CNG systems must be OEM or OEM approved e. Hybrid-Electric Vehicles (HEV) f. Plug-in Hybrid Electric Vehicles (PHEV) g. Electric Vehicles (EV) also called Battery Electric Vehicles (BEV) h. Fuel Cell Vehicles (FCV) 10. Emission Certification for all vehicles shall be 50 State emissions. 11. SAFETY AND REGULATIONS a. Vehicles shall be fully compliant with all federal and state regulations in effect as of the date of manufacture. b. Vehicle shall be capable of operating successfully with all options ordered with vehicle. c. All vehicle brake friction materials must meet the requirements as identified in Health and Safety Code (HSC) Section 25250.51. d. Vehicles shall conform to the Federal Motor Vehicle Safety Standards (FMVSS) and the California Vehicle Code (CVC) requirements in effect as of the date of manufacture. e. Vehicle engine shall be California Air Resource Board (CARB) certified to operate on highway in the State of California at the time of manufacture. f. Any motor vehicle rated at 8,500 pounds GVWR or less which has a vehicle curb weight of 6,000 pounds or less shall meet or exceed California’s Ultra-Low Emission Vehicle II (ULEV II) standards for exhaust emissions (13 California Code of Regulations (CCR) 1961). 12. TITLE DocuSign Envelope ID: F8ABBF99-976B-4AEA-9A66-1F1A0D06A41D Master Contract No. 901979 Procurement Contract No. 22889 Exhibit A-1 Page 3 of 3 a. All documents required to obtain a State of California Title must be properly completed and delivered to Alameda County. b. Invoice from the manufacturer’s dealer accompanying a line sheet listing all equipment with order codes must be delivered with all vehicles. All components of option packages must be in or on the vehicle at the time of delivery. 13. MANUALS a. Contractor shall furnish for the life of the contract web access to OEM diagnostic software including parts lists, service, maintenance, operation, and overhaul manuals for the chassis, engine, transmission, drive line, electrical, fuel, and emissions upon delivery of the vehicles to the County. 14. Warranty a. Each vehicle purchased shall accompany the manufacturer’s warranty at time of delivery at no additional cost to County. b. Original manufacturer warranty shall be in effect for all aftermarket parts. 15. Delivery a. All vehicles shall be delivered with fluid levels at the manufacturer’s recommended full capacity. b. All manufacturer’s pre-delivery service and inspections shall be completed prior to delivery. c. Delivery shall be Free On Board (F.O.B) destination prepaid and allowed to Alameda County for: (1) Dublin (2) Livermore (3) Oakland d. Contractor shall agree to drop ship vehicle directly to an alternate location within Alameda County borders at no additional charge to County upon request at time of order. DocuSign Envelope ID: F8ABBF99-976B-4AEA-9A66-1F1A0D06A41D Master Contract No. 901979 Procurement Contract No. 22889 Exhibit E Page 1 of 1 EXHIBIT B PAYMENT TERMS 1. County will use its best efforts to make payment to Contractor upon successful completion and acceptance of the following services listed within thirty (30) days upon receipt and approval of invoice. 2. County will pay the dollar amount over triple-net dealer invoice in the amount of $1,800 for every vehicle purchased from Contractor during the term of this contract. 3. Invoices will be reviewed for approval by the County, General Services Agency-Motor Vehicle Divison, Public Works Agency, and Zone 7 Water District. 4. Total payment under the terms of this Agreement will not exceed the total pool amount of $9,000,000. This cost includes all taxes and all other charges. DocuSign Envelope ID: F8ABBF99-976B-4AEA-9A66-1F1A0D06A41D Master Contract No. 901979 Procurement Contract No. 22889 Exhibit E Page 1 of 2 EXHIBIT C INSURANCE REQUIREMENTS WAIVED DocuSign Envelope ID: F8ABBF99-976B-4AEA-9A66-1F1A0D06A41D Master Contract No. 901979 Procurement Contract No. 22889 Exhibit D Page 2 of 1 EXHIBIT D COUNTY OF ALAMEDA DEBARMENT AND SUSPENSION CERTIFICATION The contractor, under penalty of perjury, certifies that, except as noted below, contractor, its principals, and any named and unnamed subcontractor:  Is not currently under suspension, debarment, voluntary exclusion, or determination of ineligibility by any federal agency;  Has not been suspended, debarred, voluntarily excluded or determined ineligible by any federal agency within the past three years;  Does not have a proposed debarment pending; and  Has not been indicted, convicted, or had a civil judgment rendered against it by a court of competent jurisdiction in any matter involving fraud or official misconduct within the past three years. If there are any exceptions to this certification, insert the exceptions in the following space. For any exception noted, indicate to whom it applies, initiating agency, and dates of action. Exceptions will not necessarily result in denial of award, but will be considered in determining Contractor responsibility. Notes: Providing false information may result in criminal prosecution or administrative sanctions. The above certification is part of the Standard Services Agreement. Signing this Standard Services Agreement on the signature portion thereof shall also constitute signature of this Certification. CONTRACTOR: PRINCIPAL: TITLE: SIGNATURE: DATE: Ming Yeung Commercial Account Manager The Ford store San Leandro 9/23/2021 DocuSign Envelope ID: F8ABBF99-976B-4AEA-9A66-1F1A0D06A41D Master Contract No. 901979 Procurement Contract No. 22889 Exhibit E Page 1 of 1 EXHIBIT E COUNTY OF ALAMEDA THE IRAN CONTRACTING ACT (ICA) OF 2010 For Procurements of $1,000,000 or more The California Legislature adopted the Iran Contracting Act (ICA) to respond to policies of Iran in a uniform fashion (PCC § 2201(q)). The ICA prohibits persons engaged in investment activities in Iran from bidding on, submitting proposals for, or entering into or renewing contracts with public entities for goods and services of one million dollars ($1,000,000) or more (PCC § 2203(a)). A person who “engages in investment activities in Iran” is defined in either of two ways: 1. The person provides goods or services of twenty million dollars ($20,000,000) or more in the energy sector of Iran, including a person that provides oil or liquefied natural gas tankers, or products used to construct or maintain pipelines used to transport oil or liquefied natural gas, for the energy sector of Iran; or 2. The person is a financial institution (as that term is defined in 50 U.S.C. § 1701) that extends twenty million dollars ($20,000,000) or more in credit to another person, for 45 days or more, if that person will use the credit to provide goods or services in the energy sector in Iran and is identified on a list created by the California Department of General Services (DGS) pursuant to PCC § 2201(b) as a person engaging in the investment activities described in paragraph 1 above. By signing below, I hereby certify that as of the time of bidding or proposing for a new contract or renewal of an existing contract, neither I nor the company I own or work for are identified on the DGS list of ineligible persons and neither I nor the company I own or work for are engaged in investment activities in Iran in violation of the Iran Contracting Act of 2010. If either I or the company I own or work for are ineligible to bid or submit a proposal or to renew a contract, but I believe I or it qualifies for an exception lis ted in PCC § 2202(c), I have described in detail the nature of the exception: CONTRACTOR: PRINCIPAL: TITLE: SIGNATURE: DATE: Ming Yeung The Ford store San Leandro 9/23/2021 Commercial Account Manager DocuSign Envelope ID: F8ABBF99-976B-4AEA-9A66-1F1A0D06A41D Certificate Of Completion Envelope Id: F8ABBF99976B4AEA9A661F1A0D06A41D Status: Completed Subject: PW-Nicholas K Corp DBA Ford Store San Leandro-Purch Argmnt-Purch 1 2023 Ford F150 Truck (77) Source Envelope: Document Pages: 42 Signatures: 4 Envelope Originator: Certificate Pages: 5 Initials: 2 Jennifer Giles AutoNav: Enabled EnvelopeId Stamping: Enabled Time Zone: (UTC-08:00) Pacific Time (US & Canada) 330 W. 20th Avenue City Clerk's Office San Mateo, CA 94403 jgiles@cityofsanmateo.org IP Address: 76.14.0.98 Record Tracking Status: Original 3/6/2024 4:55:43 PM Holder: Jennifer Giles jgiles@cityofsanmateo.org Location: DocuSign Signer Events Signature Timestamp Jennifer Giles jgiles@cityofsanmateo.org Management Analyst I City of San Mateo Security Level: Email, Account Authentication (None) Signature Adoption: Pre-selected Style Using IP Address: 76.14.0.98 Sent: 3/7/2024 12:52:38 PM Viewed: 3/7/2024 12:53:02 PM Signed: 3/7/2024 12:53:12 PM Electronic Record and Signature Disclosure: Not Offered via DocuSign Matt Fabry mfabry@cityofsanmateo.org Security Level: Email, Account Authentication (None) Signature Adoption: Pre-selected Style Using IP Address: 73.71.6.95 Sent: 3/7/2024 12:53:15 PM Viewed: 3/7/2024 1:34:54 PM Signed: 3/10/2024 4:33:04 PM Electronic Record and Signature Disclosure: Accepted: 3/10/2024 4:32:35 PM ID: 1a86eebc-c04a-486f-829e-bc3ddc658c07 Alex Khojikian akhojikian@cityofsanmateo.org City Manager Security Level: Email, Account Authentication (None)Signature Adoption: Pre-selected Style Using IP Address: 76.14.0.98 Sent: 3/10/2024 4:33:07 PM Resent: 3/11/2024 8:10:35 AM Viewed: 3/11/2024 3:22:19 PM Signed: 3/11/2024 3:22:54 PM Electronic Record and Signature Disclosure: Accepted: 3/11/2024 3:22:19 PM ID: 312f65a8-5f2a-42c5-92f8-02779088f5c5 Ming Yeung MYeung@sanleandroford.com Security Level: Email, Account Authentication (None) Signature Adoption: Pre-selected Style Using IP Address: 8.19.44.147 Signed using mobile Sent: 3/11/2024 3:22:57 PM Resent: 3/11/2024 3:33:01 PM Viewed: 3/11/2024 3:52:01 PM Signed: 3/11/2024 3:55:31 PM Electronic Record and Signature Disclosure: Accepted: 3/11/2024 3:52:01 PM ID: 8aadfc0f-d52c-4a9c-a4d8-6c8ca6560962 Signer Events Signature Timestamp Jennifer Giles jgiles@cityofsanmateo.org Management Analyst I City of San Mateo Security Level: Email, Account Authentication (None) Signature Adoption: Pre-selected Style Using IP Address: 24.5.71.67 Sent: 3/11/2024 3:55:33 PM Viewed: 3/11/2024 4:09:08 PM Signed: 3/11/2024 4:09:16 PM Electronic Record and Signature Disclosure: Not Offered via DocuSign Matt Fabry mfabry@cityofsanmateo.org Security Level: Email, Account Authentication (None) Signature Adoption: Pre-selected Style Using IP Address: 73.71.6.95 Signed using mobile Sent: 3/11/2024 4:09:19 PM Viewed: 3/11/2024 5:50:43 PM Signed: 3/11/2024 5:51:00 PM Electronic Record and Signature Disclosure: Accepted: 3/11/2024 5:50:43 PM ID: 8003663c-8bb5-4a0f-8052-de086b4e7076 In Person Signer Events Signature Timestamp Editor Delivery Events Status Timestamp Agent Delivery Events Status Timestamp Intermediary Delivery Events Status Timestamp Certified Delivery Events Status Timestamp Carbon Copy Events Status Timestamp Daniel Heffelfinger dheffelfinger@cityofsanmateo.org Security Level: Email, Account Authentication (None) Sent: 3/11/2024 5:51:03 PM Electronic Record and Signature Disclosure: Not Offered via DocuSign PW Email Chron pwemailchron@cityofsanmateo.org Security Level: Email, Account Authentication (None) Sent: 3/11/2024 5:51:04 PM Viewed: 3/19/2024 10:53:52 AM Electronic Record and Signature Disclosure: Not Offered via DocuSign Witness Events Signature Timestamp Notary Events Signature Timestamp Envelope Summary Events Status Timestamps Envelope Sent Hashed/Encrypted 3/7/2024 12:52:38 PM Certified Delivered Security Checked 3/11/2024 5:50:43 PM Signing Complete Security Checked 3/11/2024 5:51:00 PM Completed Security Checked 3/11/2024 5:51:04 PM Payment Events Status Timestamps Electronic Record and Signature Disclosure CONSUMER DISCLOSURE From time to time, Carahsoft OBO City of San Mateo (we, us or Company) may be required by law to provide to you certain written notices or disclosures. 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Please also see the paragraph immediately above that describes the consequences of your electing not to receive delivery of the notices and disclosures Electronic Record and Signature Disclosure created on: 6/13/2017 8:08:23 AM Parties agreed to: Matt Fabry, Alex Khojikian, Ming Yeung, Matt Fabry electronically from us. 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