FAC123_FastenalCompany_PA.pdf

PARTICIPATING ADDENDUM

by and between Fastenal Company (hereinafter “Contractor” or “Statewide Contractor” or

“Vendor”) and the Operational Services Division (“Participating Entity” or “OSD”) of the Commonwealth of Massachusetts (hereinafter “Participating State”) for Statewide Contract

FAC123, based upon that certain Master Agreement, No: MA 758 2500000414, by and between the Commonwealth of Kentucky and Contractor, administered by NASPO ValuePoint, for Facilities MRO and Industrial Supplies (the “Master Agreement”)

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1. Scope This addendum (“Participating Addendum”) by and between OSD and Contractor is based upon the Master Agreement. This Participating Addendum hereby establishes Massachusetts Statewide Contract FAC123 for MRO Supplies and Products. FAC123 includes the categories set forth below:

CATEGORIES

Category 1: Janitorial Supplies & Equipment, and Sanitation Cleaning Chemicals includes but not limited to cleaning chemicals, hand soaps, paper products, trash can liners, adhesives.

Category 2: Fasteners includes but is not limited to thread fasteners, anchors, bolts, cables, clips, hose couplings, inserts, lock nuts, pins, plates, rivets, screws, studs, and washers.

Category 3: Material Handling includes but is not limited to hand trucks, ladders, welding supplies, shop supplies, containers, cabinets, chains, wire rope, pails/drums, motor rider forklifts, reach trucks, order pickers, pallets jacks, stackers, and tow tractors.

Category 4: Plumbing Equipment includes but is not limited to facets, fittings, pipes, water filters, drains, pumps, and plumbing tools.

Category 5: Power Sources includes but is not limited to electric power grid, such as an electrical outlet, energy storage devices such as batteries or fuel cells, generators or alternators, solar power converters, or another power supply, other batteries, electric vehicle charging stations and parts, solar energy, and AC and DC power supply.

Category 6: Landscaping and Outdoor Supplies and Equipment includes but is not limited to seasonal lawn and grounds maintenance supplies.

Category 7: Lamps, Lighting, Ballasts, and Equipment includes but is not limited to lamps, ballasts, fixtures, bulbs, diodes, and tubes.

Category 8: Heating, Ventilation, Air Conditioning (HVAC) includes but is not limited to air filters, blowers, diffusers, fans, coolant, small heaters, air conditioning units (window and portable), foam coil cleaners, filters, and valves.

Category 9: Hand Tools includes but is not limited to hammers, pliers, rakes, screw drivers, shoves, hand saws, and measuring tools.

Category 10: Power Tools includes drills, saws, table saw, air compressor, band saw, sander.

Category 11: Electrical Supplies and Equipment includes but is not limited to circuit breakers, conduits, electrical boxes, fuses, switches, outlets, cords, and plugs.

Category 12: Paint and Related Supplies includes but is not limited to paint interior and exterior, primers, coatings, brushes, paint pans, fire retardant sealants, and stirrers.

“Vendor”) and the Operational Services Division (“Participating Entity” or “OSD”) of the Commonwealth of Massachusetts (hereinafter “Participating State”) for Statewide Contract

FAC123, based upon that certain Master Agreement, No: MA 758 2500000414, by and between the Commonwealth of Kentucky and Contractor, administered by NASPO ValuePoint, for Facilities MRO and Industrial Supplies (the “Master Agreement”)

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Category 13: Security includes but is not limited to cameras, strobes, safes, locks.

Category 14: Safety includes personal protective equipment and related building safety equipment, eye protection, protective clothing, barricades, fire escape ladders, master lock, hearing protection and head and face protection, hand sanitizer, gloves, and sorbents.

Category 15: Other Contractor is allowed to sell other items related to MRO but not specifically listed above. Products that are included in the Exclusion Section II, may not be sold.

The Master Agreements resulting from this solicitation are not intended to replace or materially overlap in scope with other Massachusetts Statewide Contracts, and as such the following categories are excluded from FAC123:

Automatic External Defibrillator (AED) and Accessories

Ground Maintenance Equipment

Automotive Parts

Professional Grade Tools and Diagnostic Equipment

Office Furniture

Office Supplies

Audio Video Equipment and Supplies

Computer Equipment, Peripherals & Related Services

Multi-Function Devices and Related Software, Services, and Cloud Solutions

Laboratory Equipment and Supplies

Electric vehicle charging station and/or installation

Public safety electronic equipment or any first responder electronic equipment

Drones, drones’ maintenance, and parts

Software or SaaS solutions

Light Bulbs: Standard sized incandescent light bulbs (size A19) and Compact Fluorescent Lamps (CFL’s) are restricted from sale on this contract since all vendors offer a wide variety of energy efficient Light Emitting Diodes (LED’s) in addition to other high efficiency luminaires and light bulbs. If no energy efficient lighting options exist, a request justifying need ma y be sent to the contract manager, which will be reviewed and approved if determined no options exist.

https://naspovaluepoint.org/portfolio/automatic-external-defibrillator-aed-accessories-2024-2029 https://naspovaluepoint.org/portfolio/ground-maintenance-equipment-2020-2025/ https://naspovaluepoint.org/portfolio/automotive-parts/ https://www.naspovaluepoint.org/portfolio/professional-grade-tools-diagnostic-equipment-2023-2028/ https://naspovaluepoint.org/portfolio/office-furniture-and-related-services-2023-2028/ https://naspovaluepoint.org/portfolio/office-supplies-2022-2027/ https://naspovaluepoint.org/portfolio/audio-video-equipment-and-supplies-2019-2024/ https://naspovaluepoint.org/portfolio/computer-equipment-peripherals-related-services-2023-2028/ https://www.naspovaluepoint.org/portfolio/multi-function-devices-and-related-software-services-and-cloud-solutions/ https://naspovaluepoint.org/portfolio/laboratory-equipment-and-supplies-2024-2032/

“Vendor”) and the Operational Services Division (“Participating Entity” or “OSD”) of the Commonwealth of Massachusetts (hereinafter “Participating State”) for Statewide Contract

FAC123, based upon that certain Master Agreement, No: MA 758 2500000414, by and between the Commonwealth of Kentucky and Contractor, administered by NASPO ValuePoint, for Facilities MRO and Industrial Supplies (the “Master Agreement”)

Template Version 1.01

2. Duration The initial term of the Master Agreement is two (2) years, with an expiration date of August 31, 2026.

In addition, the Master Agreement has two (2) options to renew of up to two (2) years each with a maximum possible contract duration of six (6) years. This Participating Addendum will expire upon the expiration of the Master Agreement, the term of which may be extended pursuant to the renewal options provided under the Master Agreement and exercised by NASPO ValuePoint, the Commonwealth of Kentucky, and the Commonwealth of Massachusetts.

3. Contract Pricing I. The Contractor has been awarded to FAC123. Contract pricing is based on awarded Master Agreement contract line-item pricing. Contractor will offer the price discount percentages provided under the Master Agreement in accordance with the terms of the Master Agreement, as modified by the terms hereof.

II. Contractor shall provide pricing based on a discount from a manufacturer’s price list or catalog, or fixed price, or a combination of both with indefinite quantities. Prices listed will be used to establish the extent of a manufacturer’s product lines, services, warranties, etc. that are available from contractor and the pricing per item. Multiple percentage discounts are acceptable if, where different percentage discounts apply, different percentages are specified. Additional pricing and/or discounts may be included. Products and services proposed are to be priced separately with all ineligible items identified. Contractor may elect to limit their proposals to any category or categories.

III. All pricing quoted must reflect a Purchasing 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 Purchasing Entity’s requested delivery location. Regardless of the payment method chosen by the Purchasing 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 Purchasing Entity at the time of purchase.

4. Shipping and Shipping Costs All delivered Equipment and Products must be properly packaged. Damaged Equipment and Products may be rejected. If the damage is not readily apparent at the time of delivery, Contractor must permit the Equipment and Products to be returned within a reasonable time at no cost to the Participating Entity or the Purchasing Entities. The Purchasing Entities reserve the right to inspect the Equipment and Products at a reasonable time after delivery where circumstances or conditions prevent effective inspection of the Equipment and Products at the time of delivery. In the event of the delivery of nonconforming Equipment and Products, the Purchasing Entity will notify the Contractor as soon as possible and the Contractor will replace nonconforming Equipment and Products with conforming Equipment and Products that are acceptable to the Purchasing Entity.

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

“Vendor”) and the Operational Services Division (“Participating Entity” or “OSD”) of the Commonwealth of Massachusetts (hereinafter “Participating State”) for Statewide Contract

FAC123, based upon that certain Master Agreement, No: MA 758 2500000414, by and between the Commonwealth of Kentucky and Contractor, administered by NASPO ValuePoint, for Facilities MRO and Industrial Supplies (the “Master Agreement”)

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5. Participation

The following are the Commonwealth entities (“Eligible Entities”; also referred to as “Purchasing Entities”) that are designated by the State Purchasing Agent as eligible to use this Participating Addendum known as Statewide Contract FAC123.

1. Cities, towns, districts, counties and other political subdivisions

2. Executive, Legislative and Judicial Branches, including all Departments and elected offices therein

3. Independent public authorities, commissions and quasi-public agencies

4. Local public libraries, public school districts and charter schools

5. Public hospitals owned by the Commonwealth

6. Public institutions of higher education

7. Public purchasing cooperatives

8. Non-profit, UFR-certified organizations that are doing business with the Commonwealth

9. Other states and territories with no prior approval by the State Purchasing Agent, and

10. Other entities when designated in writing by the State Purchasing Agent.

6. Commonwealth Modifications or Additions to Master Agreement The following documents are incorporated into the resulting Participating Addendum as though fully set forth herein, and in the event of a conflict in such terms, or between the terms and any applicable statute or rule, the inconsistency shall be resolved by giving precedence in the following order:

The Commonwealth of Massachusetts Terms and Conditions (Attachment A) The Commonwealth of Massachusetts Standard Contract Form, including the Standard Contract Form

Instructions and Contractor Certifications (Attachment B);

This Participating Addendum and its attachments;

The executed Master Agreement;

The Purchase Order;

The Quote

The Contractor is prohibited from requiring Customers to sign any documents not referenced herein without the prior written approval of the Operational Services Division, which approval will be evidenced by the publication of the approved document on the Commonwealth’s eProcurement portal COMMBUYS, www.commbuys.com

The Commonwealth of Massachusetts requires Contractors to submit the following forms signed using accepted forms of signatures (see Section 13):

The Commonwealth of Massachusetts Standard Contract Form – (signing the Standard Contract Form signifies acceptance of the Commonwealth Terms and Conditions) (Attachment B) The Commonwealth of Massachusetts Substitute W-9 (Attachment C) Prompt Payment Discount Form (Attachment D) Supplier Diversity Plan Forms (Attachment E) http://www.commbuys.com/

“Vendor”) and the Operational Services Division (“Participating Entity” or “OSD”) of the Commonwealth of Massachusetts (hereinafter “Participating State”) for Statewide Contract

FAC123, based upon that certain Master Agreement, No: MA 758 2500000414, by and between the Commonwealth of Kentucky and Contractor, administered by NASPO ValuePoint, for Facilities MRO and Industrial Supplies (the “Master Agreement”)

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Contractor Authorized Signatory Listing o Attachment F.1: Corporation (C or S), Partnership, Trust/Estate, Limited Liability Company

Electronic Funds Transfer Sign Up Form (Attachment G)

6.1. Reporting Requirements

6.1.1.Reporting and Payment Due Dates

Reporting/Payment Period Quarterly Report Due Date Payment Due Date January 1st – March 31st April 30th May 15th April 1st – June 30th July 30th August 15th July 1st – September 30th October 30th November 15th October 1 – December 31st January 30th February 15th

6.1.2.Quarterly Sales, Supplier Diversity Program expenditure, and Environmentally Preferable Products report

OSD has developed a centralized process for collecting sales, SDP, and EPP data. Sales data is used by OSD to measure progress on contract spend from year-to-year. The reporting assists with forecasting future contract spend, evaluating Vendor performance, and tracking Vendor spend towards environmental products and their SDP commitment. EPP reporting allows the EPP Program to annually quantify benefits and spend on sustainable products. Reporting also assists with the development of new contracts and/or new categories of services under existing contracts. In the event the Commonwealth adopts an alternate reporting system, Vendors will be required to utilize such system as directed by the OSD Category Manager.

Completion and submission of the Quarterly Sales and SDP Report is a requirement for all awarded Vendors under FAC123 each quarter. An Awarded Vendor must submit a Quarterly Sales and SDP Report each quarter regardless of whether they have had sales during a quarter.

Vendors are required to submit reports through the Commonwealth’s Vendor Report Management (VRM) System which may be accessed via web portal at https://massosd.gob2g.com. Vendors must maintain records such that they are able to report, for all invoices submitted under the contract, the purchasing entity name, the invoice number, the invoice date, the product/service description, the unit of measure, the price per unit, the quantity, the line total purchase amount, and any environmentally preferable product reporting requirements as applicable.

6.1.3.Statewide Contract Administration Quarterly Fee Payment and Report This Statewide Contract is subject to a 1% Contract Administration Fee, which is created pursuant to MGL c. 7, § 3B and 801 CMR 4.02, and which is incorporated by reference into Statewide Contracts with the Operational Services Division (OSD). The price stated in any Bidder’s Quote price and any Contractor’s Statewide Contract shall be inclusive of this fee and Contractors shall not reflect this fee as a separate line item on customer invoices.

“Vendor”) and the Operational Services Division (“Participating Entity” or “OSD”) of the Commonwealth of Massachusetts (hereinafter “Participating State”) for Statewide Contract

FAC123, based upon that certain Master Agreement, No: MA 758 2500000414, by and between the Commonwealth of Kentucky and Contractor, administered by NASPO ValuePoint, for Facilities MRO and Industrial Supplies (the “Master Agreement”)

Template Version 1.01

This fee will be based on 1% of the total dollar amounts, adjusted for credits or refunds, paid by Eligible Entities to the Statewide Contractor based on the statewide contract. All “Statewide Contracts” awarded, and all purchase orders and purchases made pursuant to this Participating Addendum are subject to this fee. Eligible entities are defined in Section 5, above.

Note that if the 1% Administration Fee is deductible as a business expense for federal income tax purposes, it is also deductible as an expense for Massachusetts tax purposes.

6.1.3.1. Quarterly Fee Payment

For each Reporting Period, as defined above in the Reporting Requirements and Due Dates section, Statewide Contractor shall pay to OSD a fee equal to one percent (1%) of the total payments (adjusted for credits or refunds) received from all Eligible Entities that have purchased from the Statewide Contractor pursuant to this Participating Addendum. All payments must be received by OSD on or before 45 days after the last day of the Reporting Period or a Contractor will be considered in breach of contract.

Quarterly payments will include any periods less than a full calendar quarter if a contract does not start on the first day of a quarter or end on the last day of the quarter.

Payments are to be made through a web-based secure payment center, which is accessible through a link provided to Statewide Contractors by OSD. All Administration Fee payments are to be made directly through the secure payment center. Payments may be made via Automatic Clearing House (ACH) or by using one of the following credit cards: American Express, Discover, MasterCard and/or Visa. Payment of the Administration Fee by check is not permitted unless a contractor makes a written request for an exception and demonstrates, to the satisfaction of OSD’s Category Manager, that compliance poses a hardship.

There is no charge to contractors to use ACH as OSD covers the nominal fee for using the ACH payment method. OSD will NOT cover the convenience fee for selecting credit card. The contractor is responsible for paying this non-refundable fee. The convenience fee (currently established by Statewide Contract PRF84) is over and above the 1% Administration Fee and is subject to change during the term of the contract resulting from this bid. Prior to the due date for the Statewide Contractor’s Administration Fee payment and report, the Statewide Contractor will receive an e-mail from OSD that includes all required information to submit payments via the secure payment center.

6.1.3.2. Statewide Contractor Administration Fee Quarterly Reporting Electronically submitting your payment, which is comprised of the 1% administration fee of the total payments received by the Contractor from all Eligible Entities for the Quarter, will serve as the Statewide Contractor Administration Fee Report.

“Vendor”) and the Operational Services Division (“Participating Entity” or “OSD”) of the Commonwealth of Massachusetts (hereinafter “Participating State”) for Statewide Contract

FAC123, based upon that certain Master Agreement, No: MA 758 2500000414, by and between the Commonwealth of Kentucky and Contractor, administered by NASPO ValuePoint, for Facilities MRO and Industrial Supplies (the “Master Agreement”)

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Each Statewide Contractor shall submit one Statewide Contractor Administration Fee Report for each Statewide Contract for each Reporting Period. The electronic submission of the payment shall serve as submission of the Statewide Contractor Administration Fee Report.

6.1.4.Audit During the term of this Participating Addendum and for a period of six years after the later of

(i) the termination of this Participating Addendum, (ii) the date that the final payment is made in connection with this Participating Addendum, or (iii) such longer period as is necessary for the resolution of any litigation, claim, negotiation, audit or other inquiry involving this Participating Addendum or the related documentation, the Operational Services Division, its auditors, the Office of the Inspector General, the Office of the Attorney General, or other authorized representatives shall be afforded access at reasonable times to Contractor's accounting records, including sales information on any system, reports, or files, in order to audit all records relating to goods sold or services performed pursuant to this Participating Addendum. If such an audit indicates that Contractor has materially underreported Sales, then the Vendor shall be responsible for payment of the costs associated with the audit.

6.1.5.Other Terms Contractors are responsible for compliance with all other contract reporting requirements including, but not limited to, contract detailed spend, Supplier Diversity Program (SDP) and other contract reports, as required by this Participating Addendum.

All amounts payable by the Contractor to OSD under this Participating Addendum that are not received by the due date specified shall bear simple interest from the date due until paid. The Late Payment Interest Rate is set by the Office of the State Comptroller on an annual basis and can be found by selecting the fiscal year in question on the Comptroller’s Fiscal Year Updates webpage.

In the event of the Contractor’s breach of this policy including, but not limited to, non-reporting, non-payment, late reporting/payment, under-reporting/payment, the Commonwealth reserves the right to pursue all recourse and penalties available including, but not limited to, contract suspension and contract termination. The Commonwealth is allowed to suspend, terminate, or debar pursuant to Massachusetts General Laws Chapter 29, Section 29F, as amended, and pursuant to Section 4 of the Commonwealth Terms and Conditions. In addition, in the event the Contractor fails to make any payment when due, the Contractor shall be liable to the Commonwealth for all expenses, court costs, and attorneys' fees (including inside counsel) incurred in enforcing the terms and conditions of this Participating Addendum.

6.1.6.Ad hoc reports The Commonwealth Category and Vendor Relationship Manager may request additional reports from time to time. The Contractor must comply with these requests to the extent that the information requested is available.

“Vendor”) and the Operational Services Division (“Participating Entity” or “OSD”) of the Commonwealth of Massachusetts (hereinafter “Participating State”) for Statewide Contract

FAC123, based upon that certain Master Agreement, No: MA 758 2500000414, by and between the Commonwealth of Kentucky and Contractor, administered by NASPO ValuePoint, for Facilities MRO and Industrial Supplies (the “Master Agreement”)

Template Version 1.01

6.1.7.Reporting Sales Contractors may report manually in the Vendor Report Management System website or may upload their report using a spreadsheet. It is advised to use the upload process for convenience.

When reporting by spreadsheet Contractors must utilize the downloadable report template from the website. Contractors must fill in all requested columns in the report template. When a sales report is ready to submit the Contractor uploads their report using the “View/Add Sales Details” button and then select “Upload Sales Data.” This will prompt the website to review and validate the report at which time you may receive “errors” or “alerts” on your report. An error will generally mean that there is an error in the report itself, such as missing information or a line total not matching the unit price and quantity, and these will require correcting before the website will accept the report. An alert will generally mean that a customer name is not recognized, and you will have the option of changing it or submitting it to the system with a request for a name exception. In most cases for an alert the Contractor should submit their customer names as-is and request an exception and OSD will reply to the Contractor if more information is needed. All reports require the following information:

a) Purchasing Entity Name (must be specific and not a generic name i.e.

“Commonwealth”)

b) Invoice Number

c) Invoice Date (use “Short Date” format)

d) Product/Service Description (be as descriptive as possible)

e) Unit of Measure (i.e. “each” or “hour”)

f) Unit Price

g) Quantity

h) Line Total Purchase Amount (must equal Unit Price X Quantity)

Contractors must comply with additional sales, environment and climate information about products or services (e.g., third-party certifications, standards, post-consumer recycled content, etc.), data requested by OSD on the quarterly sales report.

6.1.8.Reporting SDP Contractors report their SDP spend by selecting the “View/Add Diverse Expenditures” button and searching for their partner/partners. Once you have added an SDP partner you will be able to add the amount spent with them in that quarter.

6.1.9.Submitting the Report Once sales and SDP have been completed you must return to the “This Sales Report” page and click “Submit Report” in order to finish.

6.1.10. Report Schedule

Quarterly Sales and SDP Reporting must be received by OSD on or before 30 days after the last day of the quarter (as specified above) or the Contractor will be in breach of contract. The Quarterly Sales and SDP Reporting periods are based on the Massachusetts fiscal year calendar.

“Vendor”) and the Operational Services Division (“Participating Entity” or “OSD”) of the Commonwealth of Massachusetts (hereinafter “Participating State”) for Statewide Contract

FAC123, based upon that certain Master Agreement, No: MA 758 2500000414, by and between the Commonwealth of Kentucky and Contractor, administered by NASPO ValuePoint, for Facilities MRO and Industrial Supplies (the “Master Agreement”)

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6.2. Supplier Diversity Program Plan Forms and Instructions (Attachment E) Massachusetts Executive Order 599 reaffirmed and expanded the Commonwealth’s policy to promote the award of state contracts in a manner that develops and strengthens diverse businesses. The Commonwealth’s Supplier Diversity Program (SDP) promotes the partnering of Awarded Statewide Contractors with Supplier Diversity Office (SDO) certified or recognized diverse business partners. All Bidders are required to make a meaningful financial commitment by partnering with one or more SDO certified or recognized business enterprises or non-profits. Bidders must identify their commitment in the form of a specific percentage of sales under the resulting contract which will be spent with an SDP partner or partners on a Massachusetts fiscal year basis. The percentage commitment will extend for the life of any resulting contract. Bidders will not be awarded unless they submit an acceptable SDP plan.

6.2.1.Eligible SDP Partner Certifications The list below identifies the types of SDO certified business enterprises and non-profits that are eligible to be SDP partners. The Commonwealth reserves the right to amend this list at any time.

Minority-Owned Business Enterprise (MBE) Minority Non-Profit Organizations (M/NPO) Women-Owned Business Enterprise (WBE) Women Non-Profit Organization (W/NPO) Veteran-Owned Business Enterprise (VBE) Service-Disabled Veteran-Owned Business Enterprise (SDVOBE) Disability-Owned Business Enterprise (DOBE) Lesbian, Gay, Bisexual, and Transgender Business Enterprise (LBGTBE)

6.2.2.Eligible Types of Business-to-Business Relationships Bidders and Contractors may engage SDP Partners in the following two ways:

Subcontracting, defined as a partnership in which the SDP partner is involved in the provision of products and/or services to the Commonwealth.

Ancillary Products and Services, defined as a business relationship in which the SDP partner provides products or services that are not directly related to the Contractor’s contract with the Commonwealth but may be related to the Contractor’s own operational needs. These may include but are not limited to the following examples: professional services (e.g., IT, legal, advertising, HR, accounting etc.), maintenance services (e.g., cleaning, landscaping, tradespersons services, etc.), office expenses (e.g., office supplies, furniture, IT supplies, etc.).

Anything declared as a business expense in which a certified vendor is used would qualify.

Other types of business-to-business relationships are not acceptable under this Participating Addendum. All provisions of this Participating Addendum applicable to subcontracting shall apply equally to the engagement of SDP Partners as subcontractors.

https://www.mass.gov/executive-orders/no-599-reaffirming-programs-to-ensure-diversity-equity-and-inclusion-for-diverse-and-small-massachusetts-businesses-in-state-procurement-and-contracting https://www.mass.gov/info-details/learn-about-the-supplier-diversity-program-sdp https://www.mass.gov/supplier-diversity-office

“Vendor”) and the Operational Services Division (“Participating Entity” or “OSD”) of the Commonwealth of Massachusetts (hereinafter “Participating State”) for Statewide Contract

FAC123, based upon that certain Master Agreement, No: MA 758 2500000414, by and between the Commonwealth of Kentucky and Contractor, administered by NASPO ValuePoint, for Facilities MRO and Industrial Supplies (the “Master Agreement”)

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6.2.3.Program Flexibility The SDP encompasses the following provisions to support Bidders in establishing and maintaining sustainable business-to-business relationships meeting their needs:

SDP Partners are not required to be subcontractors.

SDP Partners are not required to be Massachusetts-based businesses.

SDP Partners may be changed or added during the term of the contract if the

Contractor continues to meet its SDP Commitment.

6.3. Environmental Requirements and Specifications

6.3.1.Environmental Requirements for Contractor

6.3.1.1. Accurate and Meaningful Labeling

The Purchasing Entity reserves the right to require the Vendor to remove any environmental claims that are false, vague, misleading or unsubstantiated in catalogs, price sheets, websites or other marketing materials that are provided to the Purchasing Entity under this Participating Addendum. The Contractor must label the environmental attributes of all environmentally preferable products (EPPs) consistent with the Environmental Specifications in Section 6.3.1.5 below, in any catalogs, marketing materials, price lists, and online ordering portal associated with this Participating Addendum. Upon request of the Purchasing Entity, the Vendor must provide documentation that each EPP has the required third-party certification(s), minimum percentage of recycled content, or other environmental attributes listed in the Environmental Specifications.

If the Contractor is offering an online ordering catalog through COMMBUYS PunchOut functionally, it must have an option to filter by EPP products.

6.3.1.2. Training

Contractor must offer educational/marketing materials and at least one training (at the request of the contract user) that can be accessed by contract users explaining its EPP labeling and reporting practices.

6.3.1.3. Blocking Products

Contractor agrees to block from its ordering system any products that do not comply with the Environmental Specifications listed below or that are not in compliance with environmental laws adopted by the Commonwealth of Massachusetts. OSD may consider failure to comply with the Environmental Specifications for this Participating Addendum as well as the EPP labeling, reporting, and training requirements described above to be grounds for termination of this Participating Addendum.

“Vendor”) and the Operational Services Division (“Participating Entity” or “OSD”) of the Commonwealth of Massachusetts (hereinafter “Participating State”) for Statewide Contract

FAC123, based upon that certain Master Agreement, No: MA 758 2500000414, by and between the Commonwealth of Kentucky and Contractor, administered by NASPO ValuePoint, for Facilities MRO and Industrial Supplies (the “Master Agreement”)

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6.3.1.4. Packaging

Contractor may not offer packaging containing intentionally added lead, cadmium, mercury, hexavalent chromium or PFAS (measured as total organic fluorine) above 100 ppm. In addition, the Contractor must agree to work with all distributors to remove products packaged with polystyrene void fill such as packing “peanuts” and report annual progress to OSD in addition to alternative environmentally preferable packaging that is used.

6.3.1.5. ENVIRONMENTAL SPECIFICATIONS

Products and services offered on FAC123 must comply with the Commonwealth of Massachusetts’ environmental, health and safety laws, regulations, and executive orders. This includes, but is not limited to:

Executive Order 515: Establishing an Environmental Purchasing Policy for Executive Departments.

View the Environmentally Preferable Products (EPPs) Procurement Program General Information, Requirements and Guidance for detailed information about the program at https://www.mass.gov/doc/epp-general-information-requirements-and-guidance/download.

Senate Bill 9: An Act Creating a Next Generation Roadmap for Massachusetts Climate Policy aims to achieve Net Zero emissions by 2050, which furthers the Commonwealth’s efforts to combat climate change and protect vulnerable communities. The full Act may be viewed at https://malegislature.gov/Bills/192/S9.

Executive Order 594: Leading By Example: Decarbonizing and Minimizing Environmental Impacts of State Government requires all eligible state agencies to assess and implement strategies to mitigate greenhouse gas emissions and other environmental impacts when planning for and undertaking projects related to the design, construction, operations, and maintenance of state facilities, and the procurement of goods and services, including vehicles. View EO 594: Leading By Example requirements at https://www.mass.gov/executive-orders/no-594-leading-by-example-decarbonizing-and-minimizing-environmental-impacts-of-state-government.

Appliance Efficiency Standards: Pursuant to G.L. c. 25B. The Department of Energy Resources (DOER) has adopted regulations under 225 CMR 9.00, which can be accessed at https://www.mass.gov/regulations/225-CMR-900-appliance-energy-efficiency-standards-testing-and-certification-program, for testing the energy efficiency of certain appliances and lamps.

Manufacturers must certify Covered Products to DOER in the Northeast Energy Efficiency Partnerships (NEEP State Appliance Standards Database which can be found at https://neep.org/SASD. Covered products that are not certified are prohibited under this contract. Products covered by this regulation may not be shipped for sale in Massachusetts unless they have been certified by the DOER.

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