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HomeMy WebLinkAboutThe Sheridan Group; 2024-09-25; PSA25-3577FACDocusign Envelope ID: 3BAE8833-2E1E-4B16-BFA0-7BOB6E85720A Attachment A P5A25-3577FAC AGREEMENT FOR PROVISION OF EMERGENCY OPERATIONS CENTER FURNISHINGS THE SHERIDAN GROUP THIS AGREEMENT is made and entered into as of the --2_ ~~ Se,~~ , 2024, by and between the City of Carlsbad, California, a corportion{"City") and The Sheridan Group, a California corporation ("Contractor"). ••• . RECITALS day of municipal A. City requires the services of a consultant that is experienced in providing office furnishing .... ~ ' . -. materials. B. Contractor has the necessary experience in providing services and advi.ce related Jo·office furnishing materials. .. ~ C. Contractor has submitted a proposal to City a_nd tias affirmed its willingness and ability to perform such work. NOW, THEREFORE, in consideration of these recit;:ils and the mutual cov~ants contained h·e,rein, City and Contractor agree as follows: 1. SCOPE OF WORK City retains Contractor to perform, and Contractor agrees to render, those services (the "Services"i that are defined in Exhibits A, B, C and D ("Exhibits"), which are incorporated by this reference in accordance with this Agreement's terms and conditions. In case of conflict, the terms of the Agreement govern and supersede the Exhibits. 2. STANDARD OF PERFORMANCE While performing the Services, Contractor will exercise the reasonable professional care and skill customarily exercised by reputable members of Contractor's profession practicing in the Metropolitan Southern California area, and will use reasonable diligence and best judgment while exercising its professional skill and expertise. 3. TERM The term of this Agreement will be effective for a period of one (1) year from the date first above written. The City Manager may amend the Agreement t o extend it for one (1) additional one (1) year term, or parts thereof. Extensions will be based upon a satisfactory review of Contractor's performance, City needs, and appropriation of funds by the City Council. The parties will prepare a written amendment indicating the effective date and length of the extended Agreement. 4. TIME IS OF THE ESSENCE Time is of the essence for each and every provision of this Agreement. 5. COMPENSATION The total fee payable for the Services to be performed during the initial Agreement term shall not exceed one hundred sixty-two thousand six hundred fourteen dollars ($162,614). No other compensation for the Services will be allowed except for items covered by subsequent amendments to this Agreement. If the City elects to extend the Agreement, the amount shall not exceed fifty thousand dollars ($50,000) per Agreement year. The City reserves the right to withhold a ten percent (10%) retention until City has accepted the work and/or Services specified in Exhibit "A." City Attorney Approved Version 5/22/2024 Page 1 Sept. 24, 2024 Item #5 Page 6 of 34 PSA25-3577FAC City Attorney Approved Version 5/22/2024 Page 2 Incremental payments, if applicable, should be made as outlined in attached Exhibit "A." 6.CONSTRUCTION MANAGEMENT SOFTWARE Procore Project Management and Collaboration System. This project may utilize the Owner’s Procore (www.procore.com) online project management and document control platform. The intent of utilizing Procore is to reduce cost and schedule risk, improve quality and safety, and maintain a healthy team dynamic by improving information flow, reducing non-productive activities, reducing rework and decreasing turnaround times. The Contractor is required to create a free web-based Procore user account(s) and utilize web-based training / tutorials (as needed) to become familiar with the system. Unless the Engineer approves otherwise, the Contractor shall process all project documents through Procore because this platform will be used to submit, track, distribute and collaborate on project. If unfamiliar or not otherwise trained with Procore, Contractor and applicable team members shall complete a free training certification course located at http://learn.procore.com/procore-certification- subcontractor. The Contractor is responsible for attaining their own Procore support, as needed, either through the online training or reaching out to the Procore support team. It will be the responsibility of the Contractor to regularly check Procore and review updated documents as they are added. There will be no cost to the Contractor for use of Procore. It is recommended that the Contractor provide mobile access for Windows, iOS located at https://apps.apple.com/us/app/procore-construction-management/id374930542 or Android devices located at https://play.google.com/store/apps/details?id=com.procore.activities with the Procore App installed to at least one on-site individual to provide real-time access to current posted drawings, specifications, RFIs, submittals, schedules, change orders, project documents, as well as any deficient observations or punch list items. Providing mobile access will improve communication, efficiency, and productivity for all parties. The use of Procore for project management does not relieve the contractor of any other requirements as may be specified in the contract documents. 7.STATUS OF CONTRACTOR Contractor will perform the Services in Contractor's own way as an independent contractor and in pursuit of Contractor's independent calling, and not as an employee of City. Contractor will be under control of City only as to the result to be accomplished, but will consult with City as necessary. The persons used by Contractor to provide services under this Agreement will not be considered employees of City for any purposes. The payment made to Contractor pursuant to the Agreement will be the full and complete compensation to which Contractor is entitled. City will not make any federal or state tax withholdings on behalf of Contractor or its agents, employees or subcontractors. City will not be required to pay any workers' compensation insurance or unemployment contributions on behalf of Contractor or its employees or subcontractors. Contractor agrees to indemnify City within thirty (30) days for any tax, retirement contribution, social security, overtime payment, unemployment payment or workers' compensation payment which City may be required to make on behalf of Contractor or any agent, employee, or subcontractor of Contractor for work done under this Agreement. At the City’s election, City may deduct the indemnification amount from any balance owing to Contractor. 8.SUBCONTRACTING Contractor will not subcontract any portion of the Services without prior written approval of City. If Contractor subcontracts any of the Services, Contractor will be fully responsible to City for the acts and omissions of Contractor's subcontractor and of the persons either directly or indirectly employed by the subcontractor, as Contractor is for the acts and omissions of persons directly employed by Contractor. Docusign Envelope ID: 3BAE8833-2E1E-4B16-BFA0-7BDB6E85720A Sept. 24, 2024 Item #5 Page 7 of 34 PSA25-3577FAC City Attorney Approved Version 5/22/2024 Page 3 Nothing contained in this Agreement will create any contractual relationship between any subcontractor of Contractor and City. Contractor will be responsible for payment of subcontractors. Contractor will bind every subcontractor and every subcontractor of a subcontractor by the terms of this Agreement applicable to Contractor's work unless specifically noted to the contrary in the subcontract and approved in writing by City. 9.OTHER CONTRACTORS The City reserves the right to employ other Contractors in connection with the Services. 10.INDEMNIFICATION Contractor agrees to defend (with counsel approved by the City), indemnify, and hold harmless the City and its officers, elected and appointed officials, employees and volunteers from and against all claims, damages, losses and expenses including attorney’s fees arising out of the performance of the work described herein caused by any negligence, recklessness, or willful misconduct of the Contractor, any subcontractor, anyone directly or indirectly employed by any of them or anyone for whose acts any of them may be liable. If Contractor’s obligation to defend, indemnify, and/or hold harmless arises out of Contractor’s performance as a “design professional” (as that term is defined under Civil Code section 2782.8), then, and only to the extent required by Civil Code Section 2782.8, which is fully incorporated herein, Contractor’s indemnification obligation shall be limited to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Contractor, and, upon Contractor obtaining a final adjudication by a court of competent jurisdiction. Contractor’s liability for such claim, including the cost to defend, shall not exceed the Contractor’s proportionate percentage of fault. The parties expressly agree that any payment, attorney’s fee, costs or expense City incurs or makes to or on behalf of an injured employee under the City’s self-administered workers’ compensation is included as a loss, expense or cost for the purposes of this section, and that this section will survive the expiration or early termination of this Agreement. 11.INSURANCE Contractor will obtain and maintain for the duration of the Agreement and any and all amendments, insurance against claims for injuries to persons or damage to property which may arise out of or in connection with performance of the services by Contractor or Contractor’s agents, representatives, employees or subcontractors. The insurance will be obtained from an insurance carrier admitted and authorized to do business in the State of California. The insurance carrier is required to have a current Best's Key Rating of not less than "A-:VII"; OR with a surplus line insurer on the State of California’s List of Approved Surplus Line Insurers (LASLI) with a rating in the latest Best’s Key Rating Guide of at least “A:X”; OR an alien non-admitted insurer listed by the National Association of Insurance Commissioners (NAIC) latest quarterly listings report. 11.1 Coverages and Limits. Contractor will maintain the types of coverages and minimum limits indicated below, unless Risk Manager or City Manager approves a lower amount. These minimum amounts of coverage will not constitute any limitations or cap on Contractor's indemnification obligations under this Agreement. City, its officers, agents and employees make no representation that the limits of the insurance specified to be carried by Contractor pursuant to this Agreement are adequate to protect Contractor. If Contractor believes that any required insurance coverage is inadequate, Contractor will obtain such additional insurance coverage, as Contractor deems adequate, at Contractor's sole expense. Docusign Envelope ID: 3BAE8833-2E1E-4B16-BFA0-7BDB6E85720A Sept. 24, 2024 Item #5 Page 8 of 34 PSA25-3577FAC City Attorney Approved Version 5/22/2024 Page 4 The full limits available to the named insured shall also be available and applicable to the City as an additional insured. 11.1.1 Commercial General Liability (CGL) Insurance. Insurance written on an “occurrence” basis, including personal & advertising injury, with limits no less than $2,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit. 11.1.2 Automobile Liability. (if the use of an automobile is involved for Contractor's work for City). $2,000,000 combined single-limit per accident for bodily injury and property damage. 11.1.3 Workers' Compensation and Employer's Liability. Workers' Compensation limits as required by the California Labor Code. Workers' Compensation will not be required if Contractor has no employees and provides, to City's satisfaction, a declaration stating this. 11.1.4 Professional Liability. Errors and omissions liability appropriate to Contractor’s profession with limits of not less than $1,000,000 per claim. Coverage must be maintained for a period of five years following the date of completion of the work. 11.2 Additional Provisions. Contractor will ensure that the policies of insurance required under this Agreement contain, or are endorsed to contain, the following provisions: 11.2.1 The City will be named as an additional insured on Commercial General Liability which shall provide primary coverage to the City. 11.2.2 Contractor will obtain occurrence coverage, excluding Professional Liability, which will be written as claims-made coverage. 11.2.3 If Contractor maintains higher limits than the minimums shown above, the City requires and will be entitled to coverage for the higher limits maintained by Contractor. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage will be available to the City. 11.2.4 This insurance will be in force during the life of the Agreement and any extensions of it and will not be canceled without thirty (30) days prior written notice to City sent by certified mail pursuant to the Notice provisions of this Agreement. 11.3 Providing Certificates of Insurance and Endorsements. Prior to City's execution of this Agreement, Contractor will furnish certificates of insurance and endorsements to City. 11.4 Failure to Maintain Coverage. If Contractor fails to maintain any of these insurance coverages, then City will have the option to declare Contractor in breach, or may purchase replacement insurance or pay the premiums that are due on existing policies in order to maintain the required coverages. Contractor is responsible for any payments made by City to obtain or maintain insurance and City may collect these payments from Contractor or deduct the amount paid from any sums due Contractor under this Agreement. 11.5 Submission of Insurance Policies. City reserves the right to require, at any time, complete and certified copies of any or all required insurance policies and endorsements. Docusign Envelope ID: 3BAE8833-2E1E-4B16-BFA0-7BDB6E85720A Sept. 24, 2024 Item #5 Page 9 of 34 PSA25-3577FAC City Attorney Approved Version 5/22/2024 Page 5 12.BUSINESS LICENSE Contractor will obtain and maintain a City of Carlsbad Business License for the term of the Agreement, as may be amended from time-to-time. 13.ACCOUNTING RECORDS Contractor will maintain complete and accurate records with respect to costs incurred under this Agreement. All records will be clearly identifiable. Contractor will allow a representative of City during normal business hours to examine, audit, and make transcripts or copies of records and any other documents created pursuant to this Agreement. Contractor will allow inspection of all work, data, documents, proceedings, and activities related to the Agreement for a period of four (4) years from the date of final payment under this Agreement. 14.OWNERSHIP OF DOCUMENTS All work product produced by Contractor or its agents, employees, and subcontractors pursuant to this Agreement is the property of City. In the event this Agreement is terminated, all work product produced by Contractor or its agents, employees and subcontractors pursuant to this Agreement will be delivered at once to City. Contractor will have the right to make one (1) copy of the work product for Contractor’s records. 15.COPYRIGHTS Contractor agrees that all copyrights that arise from the services will be vested in City and Contractor relinquishes all claims to the copyrights in favor of City. 16.NOTICES The name of the persons who are authorized to give written notice or to receive written notice on behalf of City and on behalf of Contractor under this Agreement are: For City For Contractor Name Steven Stewart Name Joel Bunn Title Municipal Projects Manager Title Account Manager Department Public Works Address 2045 Pontius Ave City of Carlsbad Los Angeles, CA 90025 Address 1635 Faraday Ave. Phone No. 310-914-3473 Carlsbad, CA 92008 Email JBunn@Sheridaninc.com Phone No. 442-339-2938 Each party will notify the other immediately of any changes of address that would require any notice or delivery to be directed to another address. 17.CONFLICT OF INTEREST Contractor shall file a Conflict of Interest Statement with the City Clerk in accordance with the requirements of the City of Carlsbad Conflict of Interest Code. The Contractor shall report investments or interests as required in the City of Carlsbad Conflict of Interest Code. Yes ☐ No ☒ Docusign Envelope ID: 3BAE8833-2E1E-4B16-BFA0-7BDB6E85720A Sept. 24, 2024 Item #5 Page 10 of 34 PSA25-3577FAC City Attorney Approved Version 5/22/2024 Page 6 18.GENERAL COMPLIANCE WITH LAWS Contractor will keep fully informed of federal, state and local laws and ordinances and regulations which in any manner affect those employed by Contractor, or in any way affect the performance of the Services by Contractor. Contractor will at all times observe and comply with these laws, ordinances, and regulations and will be responsible for the compliance of Contractor's services with all applicable laws, ordinances and regulations. Contractor will be aware of the requirements of the Immigration Reform and Control Act of 1986 and will comply with those requirements, including, but not limited to, verifying the eligibility for employment of all agents, employees, subcontractors and consultants whose services are required by this Agreement. 19.CALIFORNIA AIR RESOURCES BOARD (CARB) ADVANCED CLEAN FLEETS REGULATIONS Contractor’s vehicles with a gross vehicle weight rating greater than 8,500 lbs. and light-duty package delivery vehicles operated in California may be subject to the California Air Resources Board (CARB) Advanced Clean Fleets regulations. Such vehicles may therefore be subject to requirements to reduce emissions of air pollutants. For more information, please visit the CARB Advanced Clean Fleets webpage at https://ww2.arb.ca.gov/our-work/programs/advanced-clean-fleets. 20.DISCRIMINATION AND HARASSMENT PROHIBITED Contractor will comply with all applicable local, state and federal laws and regulations prohibiting discrimination and harassment. 21.DISPUTE RESOLUTION If a dispute should arise regarding the performance of the Services the following procedure will be used to resolve any questions of fact or interpretation not otherwise settled by agreement between the parties. Representatives of Contractor or City will reduce such questions, and their respective views, to writing. A copy of such documented dispute will be forwarded to both parties involved along with recommended methods of resolution, which would be of benefit to both parties. The representative receiving the letter will reply to the letter along with a recommended method of resolution within ten (10) business days. If the resolution thus obtained is unsatisfactory to the aggrieved party, a letter outlining the disputes will be forwarded to the City Manager. The City Manager will consider the facts and solutions recommended by each party and may then opt to direct a solution to the problem. In such cases, the action of the City Manager will be binding upon the parties involved, although nothing in this procedure will prohibit the parties from seeking remedies available to them at law. 22.TERMINATION In the event of the Contractor's failure to prosecute, deliver, or perform the Services, City may terminate this Agreement for nonperformance by notifying Contractor by certified mail of the termination. If City decides to abandon or indefinitely postpone the work or services contemplated by this Agreement, City may terminate this Agreement upon written notice to Contractor. Upon notification of termination, Contractor has five (5) business days to deliver any documents owned by City and all work in progress to City address contained in this Agreement. City will make a determination of fact based upon the work product delivered to City and of the percentage of work that Contractor has performed which is usable and of worth to City in having the Agreement completed. Based upon that finding City will determine the final payment of the Agreement. City may terminate this Agreement by tendering thirty (30) days written notice to Contractor. Contractor may terminate this Agreement by tendering thirty (30) days written notice to City. In the event of Docusign Envelope ID: 3BAE8833-2E1E-4B16-BFA0-7BDB6E85720A Sept. 24, 2024 Item #5 Page 11 of 34 PSA25-3577FAC City Attorney Approved Version 5/22/2024 Page 7 termination of this Agreement by either party and upon request of City, Contractor will assemble the work product and put it in order for proper filing and closing and deliver it to City. Contractor will be paid for work performed to the termination date; however, the total will not exceed the lump sum fee payable under this Agreement. City will make the final determination as to the portions of tasks completed and the compensation to be made. 23.COVENANTS AGAINST CONTINGENT FEES Contractor warrants that Contractor has not employed or retained any company or person, other than a bona fide employee working for Contractor, to solicit or secure this Agreement, and that Contractor has not paid or agreed to pay any company or person, other than a bona fide employee, any fee, commission, percentage, brokerage fee, gift, or any other consideration contingent upon, or resulting from, the award or making of this Agreement. For breach or violation of this warranty, City will have the right to annul this Agreement without liability, or, in its discretion, to deduct from the Agreement price or consideration, or otherwise recover, the full amount of the fee, commission, percentage, brokerage fees, gift, or contingent fee. 24.CLAIMS AND LAWSUITS By signing this Agreement, Contractor agrees that any Agreement claim submitted to City must be asserted as part of the Agreement process as set forth in this Agreement and not in anticipation of litigation or in conjunction with litigation. Contractor acknowledges that if a false claim is submitted to City, it may be considered fraud and Contractor may be subject to criminal prosecution. Contractor acknowledges that California Government Code sections 12650 et seq., the False Claims Act applies to this Agreement and, provides for civil penalties where a person knowingly submits a false claim to a public entity. These provisions include false claims made with deliberate ignorance of the false information or in reckless disregard of the truth or falsity of information. If City seeks to recover penalties pursuant to the False Claims Act, it is entitled to recover its litigation costs, including attorney's fees. Contractor acknowledges that the filing of a false claim may subject Contractor to an administrative debarment proceeding as the result of which Contractor may be prevented to act as a Contractor on any public work or improvement for a period of up to five (5) years. Contractor acknowledges debarment by another jurisdiction is grounds for City to terminate this Agreement. 25.JURISDICTION AND VENUE This Agreement shall be interpreted in accordance with the laws of the State of California. Any action at law or in equity brought by either of the parties for the purpose of enforcing a right or rights provided for by this Agreement will be tried in a court of competent jurisdiction in the County of San Diego, State of California, and the parties waive all provisions of law providing for a change of venue in these proceedings to any other county. 26.SUCCESSORS AND ASSIGNS It is mutually understood and agreed that this Agreement will be binding upon City and Contractor and their respective successors. Neither this Agreement nor any part of it nor any monies due or to become due under it may be assigned by Contractor without the prior consent of City, which shall not be unreasonably withheld. 27.THIRD PARTY RIGHTS Nothing in this Agreement should be construed to give any rights or benefits to any party other than the City and Contractor. Docusign Envelope ID: 3BAE8833-2E1E-4B16-BFA0-7BDB6E85720A Sept. 24, 2024 Item #5 Page 12 of 34 PSA25-3577FAC City Attorney Approved Version 5/22/2024 Page 8 28.ENTIRE AGREEMENT This Agreement, together with any other written document referred to or contemplated by it, along with the purchase order for this Agreement and its provisions, embody the entire Agreement and understanding between the parties relating to the subject matter of it. In case of conflict, the terms of the Agreement govern and supersede the purchase order and Exhibits. Neither this Agreement nor any of its provisions may be amended, modified, waived or discharged except in a writing signed by both parties. This Agreement may be executed in counterparts. 29.AUTHORITY The individuals executing this Agreement and the instruments referenced in it on behalf of Contractor each represent and warrant that they have the legal power, right and actual authority to bind Contractor to the terms and conditions of this Agreement. [signatures on following page] Docusign Envelope ID: 3BAE8833-2E1E-4B16-BFA0-7BDB6E85720A Sept. 24, 2024 Item #5 Page 13 of 34 Sept. 24, 2024 Item #5 Page 14 of 34 PSA25-3577FAC City Attorney Approved Version 5/22/2024 Page 10 EXHIBIT A SCOPE OF SERVICES AND FEE Contractor shall provide all furniture, equipment and materials as outlined on the attached pricing breakdown, Exhibit “B”, and the furniture layout drawings, Exhibit “C”. Table A – Community Risk Reduction and EOC Furnishings Item Description Valuation 1 Glass Boards $8,594.50 2 Meeting Tables $4,114.70 3 Podium $1,262.89 4 Private offices $22,696.35 5 Seating $58,261.84 6 Workstations $50,784.36 7 Storage Case $2,238.92 Subtotal of product items $147,953.56 Freight $597.69 Sales tax $11,512.75 Project Management Services $2,550.00 TOTAL (not to exceed) $162,614.00 •See attached Exhibit “D” for authorization from MillerKnoll Docusign Envelope ID: 3BAE8833-2E1E-4B16-BFA0-7BDB6E85720A Sept. 24, 2024 Item #5 Page 15 of 34 Sales Agreement Order Number: 535448 Date:08/23/2024 Customer Name: CITY OF CARLSBAD Customer PO: Account Executive: Joel Bunn Project #: Terms: 50% DEPOSIT NET 15 Quote valid for: 30 days Email:9@sheridaninc.com Page: 1 of 4 Sold To: CITY OF CARLSBAD 1635 FARADAY AVE. CARLSBAD, CA 92008 ATTN: STEVEN STEWART Phone: (760) 317-3508 Email: steven.stewart@carlsbadca.gov Ship To:CITY OF CARLSBAD 1635 FARADAY AVE. CARLSBAD, CA 92008 ATTN: STEVEN STEWART Phone: (760) 317-3508 Email: steven.stewart@carlsbadca.gov This quote is based on a cooperative purchasing agreement that guarantees government agencies low, competitive pricing. The purchasing agreements is established through: 1. Omnia Partners agreement #2020000622-5, BNR482 (Exhibit 5) The Omnia Partners agreement is also competitively bid, and Sheridan Group is a distributor of the Herman Miller furniture products available through this agreement. Item QTY Item Description Unit Extended FREIGHT 1.0 Freight 597.69 597.69 Item QTY Item Description Unit Extended GLASS BOARDS 1.0 Qty. 2 Mobile, Qty. 3 Wall Mounted With markers and magnets 8,594.50 8,594.50 Item QTY Item Description Unit Extended MEETING TABLES 1.0 Qty. 2, 48x60 w/ Power Qty.1, Small round table 4,114.70 4,114.70 Item QTY Item Description Unit Extended PODIUM 1.0 Qty. 1 with Power Included 1,262.89 1,262.89 Item QTY Item Description Unit Extended PRIVATE OFFICES 1.0 Per Plan PO-01, PO-02, PO-03, PO-04 22,696.35 22,696.35 Item QTY Item Description Unit Extended SEATING 1.0 Qty. 56 Aeron Task Chairs, Qty. 20 Verus Side Chairs 58,261.84 58,261.84 Item QTY Item Description Unit Extended SERVICES 1.0 Project Management and Design, labor to be submitted on separate agreement 2,550.00 2,550.00 Item QTY Item Description Unit Extended STORAGE CASE 1.0 Qty. 4, with keys 2,238.92 2,238.92 PSA25-3577FAC Exhibit "B" Docusign Envelope ID: 3BAE8833-2E1E-4B16-BFA0-7BDB6E85720A Sept. 24, 2024 Item #5 Page 16 of 34 .SHERIDAN • GROUP .t SHERIDAN GROUP 2045 Pontius Ave Los Angeles, CA 90025 SHERIDANINC.COM Sales Agreement Order Number: 535448 Date:08/23/2024 Customer Name: CITY OF CARLSBAD Customer PO: Account Executive: Joel Bunn Project #: Terms: 50% DEPOSIT NET 15 Quote valid for: 30 days Email:9@sheridaninc.com Page: 2 of 4 Item QTY Item Description Unit Extended WORK STATIONS 1.0 Per Plan. Qty. 9 WS-01 > WS-09 50,784.36 50,784.36 PRODUCT SUBTOTAL $147,953.56 FREIGHT SUBTOTAL $597.69 SERVICE SUBTOTAL $2,550.00 SALES TAX $11,512.75 GRAND TOTAL $162,614.00 Required Deposit 50.0% :$81,307.00 PLEASE REVIEW THIS SALES AGREEMENT AND NOTIFY US PROMPTLY OF ANY CORRECTIONS REQUIRED Financing Options For Your Consideration We are pleased to offer the following finance proposal to help facilitate the acquisition of your new furniture solution. Our goal is to offer the best possible payment structure to meet your current and ongoing financing needs. We can provide a wide range of financing options and customized terms. Below, you will find the monthly payment amount for this proposal, for the typical 60 month term. This proposed financing is subject to credit approval by LEAF Commercial Capital, Inc. or its affiliates and the execution of mutually acceptable lease documentation. Does not include applicable sales tax. If you are interested in learning more about this option, please contact your The Sheridan Group representative. Total Monthly Payment Amount: $ 3,343.34 Terms and Conditions of Sale Sales Tax – Sales tax rates are subject to change without notice. The correct sales tax will be charged based on the DATE when the items are delivered/installed. General- It is mutually understood and agreed that Sheridan Group's services and obligations are limited in scope to those items of work as set forth in the scope of this proposal and that Sheridan Group shall not be held responsible for breach of these services as a result of an act of God, strikes, work stoppages or any other delay beyond the control of Sheridan Group. Additional Services- This agreement does not provide for services not specifically called out in this document. Such services as painting/marking of furniture on the floor, field measure, inventory documentation of existing furniture, CADD/Specification work due to more than two changes to a floor plan, cleaning or repair of furniture necessitated by contractor or others related damage/dirt/ debris/use, can be quoted based on hourly rates and estimated hours. Reimbursable Expenses- Reimbursable expenses include, but are not limited to: travel expenses, printing expenses, express shipping charges, and are billed at cost. Lead Time- Lead time estimates are based on the manufacturer’s published production time in effect at the date of the proposal plus order processing and transit time. Lead times may vary based on time elapsed for receipt of Buyer’s acceptance. PSA25-3577FAC Exhibit "B" (cont'd) Docusign Envelope ID: 3BAE8833-2E1E-4B16-BFA0-7BDB6E85720A Sept. 24, 2024 Item #5 Page 17 of 34 .SHERIDAN • GROUP .t SHERIDAN GROUP 2045 Pontius Ave Los Angeles, CA 90025 SHERIDANINC.COM Sales Agreement Order Number: 535448 Date:08/23/2024 Customer Name: CITY OF CARLSBAD Customer PO: Account Executive: Joel Bunn Project #: Terms: 50% DEPOSIT NET 15 Quote valid for: 30 days Email:9@sheridaninc.com Page: 3 of 4 Buyer Request Cancellation or Changes - Requests for changes/revisions after order entry, must be reviewed by Sheridan Group to determine feasibility, cost ramifications and lead time impact. You may change or cancel an order ONLY with our prior written consent. Products are made to order and non-returnable after fabrication, shipment & delivery. Order changes and cancellations might be subject to price adjustment and/or restocking fees. Buyer agrees to pay all costs incurred by Sheridan Group as a result of the implementation of a revision. On-site changes order requests will incur charges as appropriate. Delays- In the event that construction delays, or other causes not within SG’s control, force postponement of the installation, the furnishings will be stored until installation can be resumed, and will be considered accepted by the Buyer for purposes of payment. Transfer and Storage charges incurred shall be paid by Buyer. Freight Claims- Claims for transportation damage will be processed by the Buyer if product is shipped direct to the Buyer’s facilities or other directed location, and received by Buyer. Claims for transportation damage will be processed by SG if product is shipped to SG’s facilities or Buyer’s facility and received by TSG; any damaged merchandise will be repaired or replaced. Buyer will not withhold payment to TSG because of freight damage. Installation- Unless otherwise stated, the rates quoted are based on the following conditions: Non-Union labor, normal working hours (no over-time), elevator access directly into staging/installation area, site free and clear of conflicting trades. Site must include lighting and appropriate environmental conditions, priority use of elevators during off-loading, related trash removal, and loading dock availability. Hardwiring of electrical is not included and must be supplied by licensed electrician. Buyer will be available for final walk-through/punch list sign off. Punch List- If necessary, after installation SG will prepare a punch list noting items requiring additional attention. Punch list items unusable, due to damaged product or manufacturer’s delay of delivery, may be temporarily deducted from invoice. Payment for all products delivered and installed in good condition is to be made in full. In no case is payment to be withheld for acceptable products should any portion of the total job be unacceptable or undelivered. Payment for completed punch list items is due upon receipt of invoice for remaining balance. Insurance- Once product has been delivered to Buyer’s facility, Buyer agrees to take immediate full responsibility for full insurance coverage in TSG’s favor against the risks of fire, theft and physical damage until such time that invoice is paid in full. If Buyer authorizes SG to perform services on Buyer’s existing furniture (i.e. refinishing, reconditioning, reupholstering) and SG is required to remove the furniture from Buyer’s premises, Buyer agrees to provide proof of insurance for Buyer’s existing furniture and further agrees to hold SG harmless and indemnified for any damages done to their existing furniture. Fabric/Leather/Finishes- Yardages/square-footages quoted for fabrics/leathers are approximate and subject to variation by virtue of actual physical measure and/or pattern or mill overruns. Any additional such fabric/leather shall be billed to Buyer at stated unit prices, payable upon receipt of invoice. SG will not be responsible for damages due to fading, sun rot, cleaning, or abnormal wear. SG does not guarantee uniformity of any product’s finish or color. Ownership- SG shall have a security interest in and retain title to all product purchased hereunder until Buyer has fully performed all of its obligations under this agreement, including any future add-ons, late and extension charges, time charges and all other charges permitted by this agreement or by law. So long as SG continues to have such a security interest and retain title, Buyer shall, with regard to all such product, assume full risk of loss or damage, pay any discharge taxes and liens promptly, maintain in good order and make all repairs, use only for lawful purposes, use and keep only at the location delivered, sell, encumber or otherwise transfer part or all thereof only with the prior written consent of SG. Claims and Warranties- SG shall pass all manufacturers warranties to Buyer. Other than the manufacturer’s warranty, SG makes no other warranty, either express or implied, as to any matter whatsoever, including without limitation, the product’s condition, or fitness for any particular use or purpose. Enforcement Costs- Buyer shall pay all costs, charges, expenses, fees, and disbursements incurred by SG in taking and reselling the product, collecting any sums which may be due from Buyer, or any other enforcement of terms defined in this agreement. Entire Agreement- This instrument constitutes the entire agreement between the Buyer and SG. PSA25-3577FAC Exhibit "B" (cont'd) Docusign Envelope ID: 3BAE8833-2E1E-4B16-BFA0-7BDB6E85720A Sept. 24, 2024 Item #5 Page 18 of 34 .SHERIDAN • GROUP .t SHERIDAN GROUP 2045 Pontius Ave Los Angeles, CA 90025 SHERIDANINC.COM Sales Agreement Order Number: 535448 Date:08/23/2024 Customer Name: CITY OF CARLSBAD Customer PO: Account Executive: Joel Bunn Project #: Terms: 50% DEPOSIT NET 15 Quote valid for: 30 days Email:9@sheridaninc.com Page: 4 of 4 WARNING: Some or all of the products listed on this document were manufactured with chemicals that the State of California has determined are a Health risk. For more information go to www.P65Warnings.ca.gov/furniture. _____________________________________________________________________________________________________ CLIENT ACCEPTANCE – Signature indicates acceptance of this sales agreement and it’s terms and conditions. ______________________________________________________________________________________________________ Client Authorized Signature Date ______________________________________________________________________________________________________ Company Name PO Number PSA25-3577FAC Exhibit "B" (cont'd) Docusign Envelope ID: 3BAE8833-2E1E-4B16-BFA0-7BDB6E85720A Sept. 24, 2024 Item #5 Page 19 of 34 .SHERIDAN • GROUP .t SHERIDAN GROUP 2045 Pontius Ave Los Angeles, CA 90025 SHERIDANINC.COM SHERIDAN GROUP + CITY OF CARLSBAD OVERALL PLAN 2 PSA25-3577FAC Exhibit "C" Docusign Envelope ID: 3BAE8833-2E1E-4B16-BFA0-7BDB6E85720A Se p t . 2 4 , 2 0 2 4 It e m # 5 P a g e 2 0 o f 3 4 0 :OMMUNITY ·-·-·-·-·-·-·-·--·-·-·-·-·-·· RISK 1110.2 8,78 SF OiFFIICI! 103, 136, SIF Ol=lFICE 104 136, SIF VES;TIBULE I E103 I 28SF ~I 2:711 SF rm ·"" • □ 0 It l1l l1l l11c II □ .,.... ____________ H' .... H" ____________ _. ~ril" t ....-::--:0· I !'Ir .. if?\ ;; I W HAILLWAY 101 1 606 S,F ~nm ©~ I I - I I (/'J r-:-l LU I I I I (}}~(a I I ,......, U'J -z j ~ -: ,o I , 1 11 11 ~ ~ , OP-[ti :~~ [ti w L 0 ro I I , I OPEN (1) I T ,.., _ .. I L -o-_ I --Ir! I ~ CH-01 ~j C:H~11 r-6-, 10PEN (1j I (9 ,o I ~ L-g-_I CH-01 ~j CH 0117 .-6-, 10PEN (1) I E.O.C. 1 1110s I I L -i9-_ I I Cri-0111J 2043 $~H01PI ,o; Ch,.Olm -6-. ' -r-8-, I □ trn::·:·:::.:i 17fi ts: li~B H r,rnl il L:!i.L ····: ···- CD 1 ~ ~ imtr-• s 1~ ~ ' J I il I i ~ -N ,.... i5 ;;,;;.., 0 z 0 OD <, I I OD-~ -N ~ (Di ...... (/J1 z 0 1 • : l1f':t S: ~ ~ ~ yr I W I <D :i I I ~ R'1. I r{!JI 01}1 ~I I -I I t:::, I I t:., ~ ~ i 1J} I I O} I ELECT. E1CJr8 47 S,F VG· Yi~HJQ CONFERENCE ~ {Q ~ w CL 0 I I I I at)--(ta I ST--01 I I i= ~ w a: 0 1 I I Z I I ~ Q} (a ~I I I rll. w ~ I <O ~ I I 2 !]} : I !I.,. .n'I. I ~ r,,n_ ~ ~ ' 1 □ E,.I DIRE D 131 SHERIDAN GROUP + CITY OF CARLSBAD SNC Satin Carbon Leg PRIVATE OFFICES 3 PO-01 | QTY 1HMI | Canvas/TU/Renew •30D x 60W Hgt. Adj. Table, Simple Up/Down, C-Leg•High Density Cable Trough, Surge Protector, Cable Mgt. •Clamp On Logic Mini, Simplex + USB A/C •Clamp On Single Flo Monitor Arm •30D x 66W Freestanding Laminate Desk •TU Metal B/B/F + two 36W 2H Lateral Files•Common Top [20D x 72W] •24H x 72W Tackboard + two 36W Wallmounted Sliding Door Overheads, 91 White Second Door Finish PO-02 | QTY 1HMI | Canvas/TU/Renew •30D x 60W Hgt. Adj. Table, Simple Up/Down, C-Leg•High Density Cable Trough, Surge Protector, Cable Mgt. •Single Flo Monitor Arm, Surface Clamp •Clamp On Logic Mini, Simplex + USB A/C •30D x 72W Freestanding Laminate Desk •TU Metal B/B/F + two 30W 2H Lateral Files•Common Top [20D x 72W] •24H x 96W Tackboard + two 48W Wallmounted Sliding Door Overheads, 91 White Second Door Finish CH-01 | QTY 56HMI | Aeron Task Chair •Size B, Std. Height Adjustment •Standard Tilt, Fully Adj. Arms •Adj. Lumbar Support •Hard Casters, Carpet Only CH-02 | QTY 20 [2+2+12+4]HMI | Verus Side Chair •Mesh Back •Upholstered Seat •Stackable up to 4 high •350 lbs. Weight Capacity•Soft Wheel Caster, Carpet or Hard Floors 2I07 Grasscloth Silver Birch Fabric G1 Logic Mini and Flo Arm [Black] HP Light Anigre Laminate SNC Satin Carbon Paint Graphite Mesh Graphite Frame, Chassis and Base Black Arm Pad Interweave Shale Mesh Medley Pewter Seat Upholstery BK Black Frame Overall Plan View Detailed Plan View 2I07 Grasscloth Silver Birch Fabric G1 Logic Mini and Flo Arm [Black] HP Light Anigre Laminate SNC Satin Carbon Paint EXHIBIT CPSA25-3577FAC Exhibit "C" (cont'd) Docusign Envelope ID: 3BAE8833-2E1E-4B16-BFA0-7BDB6E85720A Se p t . 2 4 , 2 0 2 4 It e m # 5 P a g e 2 1 o f 3 4 :OMMUNITY ~ br\:f91W Jl} tH N(1) : ~ : : ,Ol :i,--' '-Qr-' E.0.C. '-Qr-' 11111 OHIIII ~ CMll!i) c;>+.,r:, c:M\!71 2043 SF.,..,171 """"1 -8 8 8 8 bPEN (11 bPEN (1) ' ' ' -' : : : ' ' ' @ g_ ® ·mti ·"" 11iD ~{IJ ~©E'ar •ffi · 1 .J ' ' ' ' t,_ ' [l "' l] l1t{f) @}()®@~I)•~• ' ' ' z [)j~ {Q ~.,.{Q ~ (q ~ ..• ' ,r--,, ' ,r--,, ~ N 0 I :::c u _JJ T 24.75 I I 18.5 I I =·~.it i;,;; ~ ':J?,, PE ..... 4',> I t!:111 ~ I FYlO ,:: -1 vDr,~ ;~, ~ I I ~ ' I t;- 0 0 5 9•.2· ■ 0 SHERIDAN GROUP + CITY OF CARLSBAD PRIVATE OFFICES + CONFERENCE ROOM 4 TB-02 | QTY 2HMI | Eames Table •48D x 60W Mobile Table•Laminate Top, Metal Base •2 ea Round Power Cutouts per Table •2 ea. Round Pwr Mod,1 simplex receptacle, 1 USB-C (18W),pwr cord w/ plug end,10' cord PO-03 | QTY 1HMI | Canvas/TU •30D x 58W Freestanding Laminate Desk •Single Flo Monitor Arm, Through Surface Mount With Rotation Stop, Up to 1 3/8” Thick •Grommet Mount Logic Mini, Simplex + USB A/C •36W + 42W x 2H Storage Cabinets •Common Top [20D x 78W] •24H x 78W Tackboard + 24”H x 58W Tackboard•36W + 42W+ 58W Wallmounted Sliding Door Overheads, 91 White Second Door Finish PO-04 | QTY 1HMI | Canvas/TU •30D x 60W Hgt. Adj. Table, Simple Up/Down, C-Leg •High Density Cable Trough, Surge Protector, Cable Mgt.•Single Flo Monitor Arm, Surface Clamp•Clamp On Logic Mini, Simplex + USB A/C •[2] 30W + [2] 42W x 2H Storage Cabinets + [1] 42W x 2H Lateral File •Common Tops [20D x 60W + [1] 20D x 84W ] + [1} 20Dx 42•[1] 42W x 64H Storage Cabinet•24H x 84W Tackboards [2]; 42W Wallmounted Sliding Door Overheads, 91 White Second Door Finish TB-01 | QTY 1HMI | Eames Table •48DIA Eames Round Table•Laminate Top, Metal Contract Base •No Power Cool Grey Neutral Laminate SNC Satin Carbon PaintOverall Plan View Detailed Plan View 2I07 Grasscloth Silver Birch Fabric G1 Logic Mini and Flo Arm [Black] HP Light Anigre Laminate SNC Satin Carbon Paint Polished Aluminum / Black Pwr Unit SNC Satin Carbon Paint 2I07 Grasscloth Silver Birch Fabric G1 Logic Mini and Flo Arm [Black] HP Light Anigre Laminate SNC Satin Carbon Paint HP Light Anigre Laminate PSA25-3577FAC Exhibit "C" (cont'd) Docusign Envelope ID: 3BAE8833-2E1E-4B16-BFA0-7BDB6E85720A Se p t . 2 4 , 2 0 2 4 It e m # 5 P a g e 2 2 o f 3 4 VESTIBULE ~ II I w :OMMUNITY -RISK'"'"'"""" ~ 878SF □ 0 28SF ~ N % t,1- ~at co t>I- E.0.C. : , ,----.,..---, -Q--' ~ CM111) 0 1 -6 6 2043 SF.,..,l'I """"1 e a, PPEN <•! PPEN (1! !j'l[I I ~ ~ ~ {IJ ~ {IJ [ 1 '1!{[) @} {[) @} [) ~ • ~ [ ® Of : !z ' [l w fit. '~ "" '" : [) ;! CONFERENCE s ~ ~ (.) {Q ~ ,,.iQ ~ () ! I O r--, I I 0 ± (.) i;]f .. ' :! •. , DIRE D ,~ --~ 3 112· ~ [:]~I ,,:·· slnplex, U:£8 C CD) SHERIDAN GROUP + CITY OF CARLSBAD WORKSTATIONS 5 WS-01-09 | QTY 9HMI | Canvas/TU •68H, 53H + 46H Canvas Panels, Tackable Fabric Tiles •30D x 54W Hgt. Adj. Table, Simple Up/Down, C-Leg •Sliding Door Overheads•High Density Cable Trough, Surge Protector, Cable Mgt. •Single Flo Monitor Arm, Surface Clamp •Clamp On Logic Mini, Simplex + USB A/C •24D 84W Return w/ B/B/Fand 30W Lateral Files Overall Plan View Detailed Plan View 2I07 Grasscloth Silver Birch Fabric G1 Logic Mini and Flo Arm [Black] HP Light Anigre Laminate SNC Satin Carbon Paint PSA25-3577FAC Exhibit "C" (cont'd) Docusign Envelope ID: 3BAE8833-2E1E-4B16-BFA0-7BDB6E85720A Se p t . 2 4 , 2 0 2 4 It e m # 5 P a g e 2 3 o f 3 4 VESTIBULE ~ II I IVi'. 28SF CONFERENCE ~ □ ===J~~ ----., -.:t-~ ~ ., --- 9 ~ ]~ ~II ]~ II 71' l'JII I 0 E.0.C :_Q-_: 0 1 ~ CMlll) -6 6 2043 SF.,..,l'I e .a PPEN (1! PPEN(1! ' ~ <, I] v wv a>©-llf ~· ' : ' : §_ [l !M @}() @}[)~!) ~ {Q ~it) ~~!tur[)I :~I I I I ~-• .. "' 9 a, .. . ill~ ~ ) •. , DIRE D ,~ SHERIDAN GROUP + CITY OF CARLSBAD HP Light Anigre Laminate STORAGE + ACCESSORIES 6 ST-01 | QTY 4HMI | Meridian Storage •30W x 18D Cabinet w/ 1.25” Laminate Top, Bar Pull ACC-01 | QTY 2CLARUS | Go! Mobile •Magnetic Glassboard XL •4 Wheel Mobile •40W x 73H ACC-02 | QTY 1OFS | Layer AV Lectern •One Adj. Shelf •Two Stationary Shelves •Paper Stop on Angled Lectern Top •Approach Side Wire Access Door•Vented Side•Power/Data PS-55 •HPL Top, LPL Body •No Lock •https://catalog.ofs.com/ofs/page/layer-training--desk-desk/configure/EDA/ED1-2444AVLEC SNC Satin Carbon PaintOverall Plan View Detailed Plan View Graphite Bar Pull Black CastersPure White C100 Glass Satin Silver Frame Luster Grey Hardware TBD Chassis/Body LPL TBD Top/Edge HPL PSA25-3577FAC Exhibit "C" (cont'd) Docusign Envelope ID: 3BAE8833-2E1E-4B16-BFA0-7BDB6E85720A Se p t . 2 4 , 2 0 2 4 It e m # 5 P a g e 2 4 o f 3 4 Q __ _ fj i __ _ _ ' Q Q Q I) i e a e --rg --Q ---; Jii (L J L ) ON I N N Y l d tj ~ ~ • Q Q Q -- _fli " N .-;:- --6 -- 8 -- 6 -- i® i (U / 9 ) SN O l 1 V l : l 3 d 0 : •.& - 9 -9 - 9- • ." ; : ' -- 6 -- 8 -- 6 -- · , f® ffi (i r n a l SN O l1 ~ 3 d o : •2 i -- g -- g -- g -- '. □ □ \ SHERIDAN GROUP + CITY OF CARLSBAD ACCESSORIES CONT’D 7 Overall Plan View Detailed Plan View White Glass ACC-03 | QTY 6HMI | Thrive Glass Board •60W x 48H Wall Mounted •Available in Magnetic •Rear Hanger Brackets •Marker/Eraser Holder Marker/Eraser Holder ACC-04 | QTY 5 [Office 107, 109 + 104]DM | Grommet •Duplex Grommet to be cut on site to give access at tackboards for outlets PSA25-3577FAC Exhibit "C" (cont'd) Docusign Envelope ID: 3BAE8833-2E1E-4B16-BFA0-7BDB6E85720A Se p t . 2 4 , 2 0 2 4 It e m # 5 P a g e 2 5 o f 3 4 VESTIBULE ~ II I w 28SF E.0.C. : , ,----.,..---,·~·· ~ °'"'111) 0 1 .6 6 2043 SF.,..,l'I """"1 e a, PPEN <•! PPEN (1! 1 · !J'll1 .. ~.~ ~ilJ ~ 1 ,iel{f) @} {[) @} ' ' ' {Q ~.,.{Q ~ I O r--, I I • • ~"' I] 1"' "' 'c ' 'b' w '!z [ • ID !M @ ~ I) ~ td tur{OI I I ~-• CONFERENCE 0 •. , DIRE D ,~ JB2 ®"' Choose Finish fur Pricing □ /8" ~> 1 /2" OUT □ David Slania MillerKnoll, Inc. Public Sector Executive Phone: 619-733-4595 Email: david_slania@millerknoll.com August 22, 2024 City of Carlsbad, CA To whom it may concern: The Sheridan Group, Inc. is a certified MillerKnoll dealer and is authorized to utilize the Omnia Partners contracts listed below: 2020000622 Omnia Partners Herman Miller Contract 2020000608 Omnia Partners Knoll Contract Please do not hesitate to contact me if you have any further questions or concerns. Sincerely, David C Slania David C. Slania Public Sector Executive 619-733-4595 David_Slania@millerknoll.com PSA25-3577FAC Exhibit "D" Docusign Envelope ID: 3BAE8833-2E1E-4B16-BFA0-7BDB6E85720A Sept. 24, 2024 Item #5 Page 26 of 34 MillerKnoll Docusign Envelope ID: 3BAE8833-2E1E-4B16-BFA0-7BDB6E85720A Docusign Envelope ID: 3BAE8833-2E1E-4B16-BFA0-7BDB6E85720A Docusign Envelope ID: 3BAE8833-2E1E-4B16-BFA0-7BDB6E85720A Docusign Envelope ID: 3BAE8833-2E1E-4B16-BFA0-7BDB6E85720A Docusign Envelope ID: 3BAE8833-2E1E-4B16-BFA0-7BDB6E85720A Docusign Envelope ID: 3BAE8833-2E1E-4B16-BFA0-7BDB6E85720A Docusign Envelope ID: 3BAE8833-2E1E-4B16-BFA0-7BDB6E85720A Docusign Envelope ID: 3BAE8833-2E1E-4B16-BFA0-7BDB6E85720A Docusign Envelope ID: 3BAE8833-2E1E-4B16-BFA0-7BDB6E85720A Docusign Envelope ID: 3BAE8833-2E1E-4B16-BFA0-7BDB6E85720A Docusign Envelope ID: 3BAE8833-2E1E-4B16-BFA0-7BDB6E85720A Docusign Envelope ID: 3BAE8833-2E1E-4B16-BFA0-7BDB6E85720A Docusign Envelope ID: 3BAE8833-2E1E-4B16-BFA0-7BDB6E85720A Docusign Envelope ID: 3BAE8833-2E1E-4B16-BFA0-7BDB6E85720A Docusign Envelope ID: 3BAE8833-2E1E-4B16-BFA0-7BDB6E85720A Docusign Envelope ID: 3BAE8833-2E1E-4B16-BFA0-7BDB6E85720A Docusign Envelope ID: 3BAE8833-2E1E-4B16-BFA0-7BDB6E85720A Docusign Envelope ID: 3BAE8833-2E1E-4B16-BFA0-7BDB6E85720A Docusign Envelope ID: 3BAE8833-2E1E-4B16-BFA0-7BDB6E85720A Docusign Envelope ID: 3BAE8833-2E1E-4B16-BFA0-7BDB6E85720A Docusign Envelope ID: 3BAE8833-2E1E-4B16-BFA0-7BDB6E85720A Docusign Envelope ID: 3BAE8833-2E1E-4B16-BFA0-7BDB6E85720A Docusign Envelope ID: 3BAE8833-2E1E-4B16-BFA0-7BDB6E85720A Docusign Envelope ID: 3BAE8833-2E1E-4B16-BFA0-7BDB6E85720A