Exhibit+A_ParticipatingAddendum.docx

Exhibit A: Participating Addendum Template

PARTICIPATING ADDENDUM

NORTH DAKOTA

ELECTRONIC FUEL DISPENSING & FLEET CREDIT CARD PROCESSOR

MANSFIELD OIL COMPANY

MASTER CONTRACT

CONTRACT NUMBER 035

1. Scope: (Replace these instructions with a brief description of the jurisdiction of the governmental entity signing this addendum. For example, the jurisdiction of a state may include all state agencies, universities, public schools and political subdivisions of the state. The jurisdiction of a political subdivision such as a county generally includes all governmental entities within the county.)

2. Changes: (Replace this with specific changes or a statement that no changes are required) Examples ONLY…

A. Confidentiality and Compliance with Public Record Laws – (insert Purchasing Entity’s laws).

B. Reporting Requirements - (insert Purchasing Entity’s requirements).

3. Primary Contacts: Primary contacts for this Participating Addendum are

Purchasing Entity Name

Name:

Title:

Address:

Telephone:

Fax:

E-mail:

The following individuals will act as key personnel for Mansfield Oil Company:

State Contract Manager for North Dakota (contact person for contract/addendum-related issues, modifications, and notices).

Contractor’s Primary Contact Name:

Title:

Address:

Telephone:

Fax:

E-mail:

Contractor’s Alternate Contact Name:

Title:

Address:

Telephone:

Fax:

E-mail:

Project Manager for (insert Purchasing Entity name) (contact person for questions about Mansfield Oil Company’s commodities and services offered, pricing, and basic account management):

Contractor’s Primary Contact Name:

Title:

Address:

Telephone:

Fax:

E-mail:

Contractor’s Alternate Contact Name:

Title:

Address:

Telephone:

Fax:

E-mail:

4. Subcontractors: The following subcontractor(s) are authorized to perform services: NONE.

5. Services Contract Number: All Purchase Orders issued by Purchasing Entities within the jurisdiction of this Participating Addendum shall include the North Dakota State Master Contract number: 035.

6. Purchase Orders: All Purchasing Entities issuing valid Purchase Orders will be bound by the terms and conditions of the North Dakota State Master Contract including, without limitation, the obligation to pay Contractor for Services provided. The parties acknowledge and agree that orders submitted to Contractor from a Purchasing Entity through the Purchasing Entity’s Business Procurement Card are authorized Purchase Orders under the North Dakota State Master Contract.

7. Order of Precedence: The parties acknowledge and agree that:

(a) In the event of a conflict between the terms contained in the North Dakota State Master Contract and this Participating Addendum, the terms and conditions of this Participating Addendum will control as between Contractor and the Participating Entity.

8. Effective Dates: This Participating Addendum shall be effective upon approval by the (Purchasing Entity ) and will continue until the Termination Date of the Master Services Contract, unless terminated early in accordance with the terms and conditions of the Master Services Contract or this Participating Addendum.

9. Effect of Contract: This Addendum and the Services Contract together with its exhibits, set forth the entire Contract between the parties with respect to the subject matter of all previous communications, representations or agreements, whether oral or written, with respect to the subject matter hereof. Terms and conditions inconsistent with, contrary or in addition to the terms and conditions of this Addendum and the Master Services Contract, together with its exhibits, shall not be added to or incorporated into this Addendum or the Master Services Contract and its exhibits, by any subsequent purchase order or otherwise, and any such attempts to add or incorporate such terms and conditions are hereby rejected. The terms and conditions of this Addendum and the Master Services Contract and its exhibits shall prevail and govern in the case of any such inconsistent or additional terms.

10. Cancellation of the Participating Addendum: At the time of termination or expiration of a Participating Addendum, any existing multi-year agreement between the Contractor and a Participating Agency as allowed under the Price Schedules, will remain in effect and continue to exist under the terms and conditions of the Master Price Contract until the term expires as set forth in that multi-year agreement.

11. No Amendment. This Participating Addendum does not and shall not be deemed to amend, change or modify the Master Contract.

EFFECTIVENESS OF PARTICIPATING ADDENDUM

This addendum does not become effective until fully executed by all parties.

IN WITNESS WHEREOF, the parties have executed this Participating Addendum as of the date of execution by parties below.

Purchasing Entity Name: Contractor: Mansfield Oil Company

Signature: ___________________ Signature:____________________

Name: ______________________ Name:________________________

Title: _______________________ Title:_________________________

Date:_________________________ Date:_________________________

State of North Dakota - ND State Procurement Office The below STATE signature is for the sole purpose of verification that the above Participant is statutorily authorized to participate in the Contract.

Signature:__________________________

Name: Chad Keech

Title: State Procurement Officer

Date:_________________________