Midwest Equipment Distribution Group, LLC/Golf/202,356/Golf CartsMidwest Equipment Distribution Group, LLC
Brookshire Golf Course - 2018
Appropriation # 1207-446350; P.O. #34562 PaQ 4V,
Contract Not To Exceed $202,356.00 1
ADDENDUM TO MASTER CONTRACT FOR PRODUCTS AND SERVICES
This Addendum is entered into by and between the City of Carmel, Indiana, acting by and through its Board
of Public Works and Safety (the "City") and Midwest Equipment Distribution Group, LLC (`the Contractor") below.
The purpose of this Addendum is to modify, delete, or amend certain terms and conditions set forth in the attached
Form Contract prepared by Contractor (the "Form Contract"). This Addendum and the Form Contract are
incorporated into each other and, when read together, shall constitute one integrated document ("this Contract"). Any
inconsistency, conflict, or ambiguity between this Addendum and the Form Contract shall be resolved by giving
precedence and effect to this Addendum.
Title of Form Contract: Master Contract for Products and Services — Contract Number EV2024-02
1. FORM CONTRACT/DUTIES OF CONTRACTOR
The Contractor shall provide the Services or Products described in the Form Contract, Master Contract for
Products and Services — Contract Number EV2024-02, by and between the City of Kansas City, Missouri and
Club Car, LLC, along with the duties and item pricing structure outlined in Exhibits A through B herein, which
are incorporated by this reference.
2. ACKNOWLEDGMENT, ACCEPTANCE:
Contractor acknowledges that it has read and understands this Agreement, and agrees that its execution of
same constitutes its acceptance of all of the Agreement's terms and conditions.
3. PERFORMANCE:
City agrees to purchase the goods and/or services (the "Goods and Services") from Contractor using City
budget appropriation number 1207-446350 funds. Contractor agrees to provide the Goods and Services and
to otherwise perform the requirements of this Agreement by applying at all times the highest technical and
industry standards.
4. PRICE AND PAYMENT TERMS:
4.1 Contractor estimates that the total price for the Goods and Services to be provided to City hereunder
shall be no more than Two Hundred Two Thousand Three Hundred Fifty Six Dollars ($202,356.00)
(the "Estimate"). Contractor shall submit an invoice to City no more than once every thirty (30) days
detailing the Goods and Services provided to City within such time period. City shall pay Contractor
for such Goods and Services within thirty-five (35) days after the date of City's receipt of Contractor's
invoice detailing same, so long as and to the extent such Goods and Services are not disputed, are
in conformance with the specifications set forth in Exhibit B and Contractor has otherwise performed
and satisfied all the terms and conditions of this Agreement.
4.2 Contractor agrees not to provide any Goods and Services to City that would cause the total cost of
the Goods and Services provided by Contractor to City hereunder to exceed the Estimate, unless
City has previously agreed, in writing, to pay an amount in excess thereof.
5. WARRANTY:
Contractor expressly warrants that the Goods and Services covered by this Agreement will conform to those
certain specifications, descriptions and/or quotations regarding same as were provided to Contractor by City
and/or by Contractor to and accepted by City, all of which documents are incorporated herein by reference,
and that the Goods and Services will be delivered in a timely, good and workmanlike manner and free from
defect. Contractor acknowledges that it knows of City's intended use and expressly warrants that the Goods
and Services provided to City pursuant to this Agreement have been selected by Contractor based upon
City's stated use and are fit and sufficient for their particular purpose.
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Midwest Equipment Distribution Group, LLC
Brookshire Golf Course - 2018
Appropriation # 1207-446350; P.O. #34562
Contract Not To Exceed $202,356.00
6. TIME AND PERFORMANCE:
This Agreement shall become effective as of the last date on which a party hereto executes same ("Effective
Date"), and both parties shall thereafter perform their obligations hereunder in a timely manner. Time is of the
essence of this Agreement.
7. DISCLOSURE AND WARNINGS:
If requested by City, Contractor shall promptly furnish to City, in such form and detail as City may direct, a list
of all chemicals, materials, substances and items used in or during the provision of the Goods and Services
provided hereunder, including the quantity, quality and concentration thereof and any other information
relating thereto. At the time of the delivery of the Goods and Services provided hereunder, Contractor agrees
to furnish to City sufficient written warning and notice (including appropriate labels on containers and
packing) of any hazardous material utilized in or that is a part of the Goods and Services.
LIENS:
Contractor shall not cause or permit the filing of any lien on any of City's property. In the event any such lien
is filed and Contractor fails to remove such lien within ten (10) days after the filing thereof, by payment or
bonding, City shall have the right to pay such lien or obtain such bond, all at Contractor's sole cost and
expense.
9. DEFAULT:
In the event Contractor: (a) repudiates, breaches or defaults under any of the terms or conditions of this
Agreement, including Contractor's warranties; (b) fails to provide the Goods and Services as specified
herein; (c) fails to make progress so as to endanger timely and proper provision of the Goods and Services
and does not correct such failure or breach within five (5) business days (or such shorter period of time as is
commercially reasonable under the circumstances) after receipt of notice from City specifying such failure or
breach; or (d) becomes insolvent, is placed into receivership, makes a general assignment for the benefit of
creditors or dissolves, each such event constituting an event of default hereunder, City shall have the right to
(1) terminate all or any parts of this Agreement, without liability to Contractor; and (2) exercise all other rights
and remedies available to City at law and/or in equity.
10. GOVERNMENT COMPLIANCE:
Contractor agrees to comply with all federal, state and local laws, executive orders, rules, regulations and
codes which may be applicable to Contractor's performance of its obligations under this Agreement, and all
relevant provisions thereof are incorporated herein by this reference. Contractor agrees to indemnify and
hold harmless City from any loss, damage and/or liability resulting from any such violation of such laws,
orders, rules, regulations and codes. This indemnification obligation shall survive the termination of this
Agreement.
11. NONDISCRIMINATION:
Contractor represents and warrants that it and all of its officers, employees, agents, contractors and
subcontractors shall comply with all laws of the United States, the State of Indiana and City prohibiting
discrimination against any employee, applicant for employment or other person in the provision of any Goods
and Services provided by this Agreement with respect to their hire, tenure, terms, conditions and privileges of
employment and any other matter related to their employment or subcontracting, because of race, religion,
color, sex, handicap, national origin, ancestry, age, disabled veteran status and/or Vietnam era veteran
status.
[XAjober]aodar CmwactX1ub Car Addendum Brookshire.doc:3/6/2018 3:51 PK
Midwest Equipment Distribution Group, LLC
Brookshire Golf Course - 2018
Appropriation # 1207-446350; P.O. #34562
Contract Not To Exceed $202,356.00
12. E -VERIFY:
Pursuant to I.C. § 22-5-1.7 et seq., as the same may be amended from time to time, and as is incorporated
herein by this reference (the "Indiana E -Verify Law"), Contractor is required to enroll in and verify the work
eligibility status of its newly -hired employees using the E -Verify program, and to execute the Affidavit
attached herein as Exhibit C, affirming that it is enrolled and participating in the E -verify program and does
not knowingly employ unauthorized aliens. In support of the Affidavit, Contractor shall provide the City
with documentation indicating that it has enrolled and is participating in the E -Verify program.
Should Contractor subcontract for the performance of any work under and pursuant to this Agreement, it
shall fully comply with the Indiana E -Verify Law as regards each such subcontractor. Should the Contractor
or any subcontractor violate the Indiana E -Verify law, the City may require a cure of such violation and
thereafter, if no timely cure is performed, terminate this Agreement in accordance with either the provisions
hereof or those set forth in the Indiana E -Verify Law. The requirements of this paragraph shall not apply
should the E -Verify program cease to exist.
13. NO IMPLIED WAIVER:
The failure of either party to require performance by the other of any provision of this Agreement shall not
affect the right of such party to require such performance at any time thereafter, nor shall the waiver by any
party of a breach of any provision of this Agreement constitute a waiver of any succeeding breach of the
same or any other provision hereof.
14. NON -ASSIGNMENT:
Contractor shall not assign or pledge this Agreement, whether as collateral for a loan or otherwise, and shall
not delegate its obligations under this Agreement without City's prior written consent.
15. RELATIONSHIP OF PARTIES:
The relationship of the parties hereto shall be as provided for in this Agreement, and neither Contractor nor
any of its officers, employees, contractors, subcontractors and agents are employees of City. The contract
price set forth herein shall be the full and maximum compensation and monies required of City to be paid to
Contractor under or pursuant to this Agreement
16. GOVERNING LAW; LAWSUITS:
This Agreement is to be construed in accordance with and governed by the laws of the State of Indiana,
except for its conflict of laws provisions. The parties agree that, in the event a lawsuit is filed hereunder, they
waive their right to a jury trial, agree to file any such lawsuit in an appropriate court in Hamilton County,
Indiana only, and agree that such court is the appropriate venue for and has jurisdiction over same.
17. SEVERABILITY:
If any term of this Agreement is invalid or unenforceable under any statute, regulation, ordinance, executive
order or other rule of law, such term shall be deemed reformed or deleted, but only to the extent necessary to
comply with same, and the remaining provisions of this Agreement shall remain in full force and effect.
[XAjobedmda`,CmtraclsUub Car Addendum Brookshire.dac:3/6/2018 3:51 PM]
Midwest Equipment Distribution Group, LLC
Brookshire Golf Course - 2018
Appropriation # 1207-446350; P.O. #34562
Contract Not To Exceed $202,356.00
18. NOTICE:
Any notice provided for in this Agreement will be sufficient if it is in writing and is delivered by postage
prepaid U.S. certified mail, return receipt requested, to the party to be notified at the address specified
herein:
If to City: City of Carmel AND
Douglas C. Haney,
One Civic Square
Corporation Counsel
Carmel, Indiana 46032
Department of Law
One Civic Square
Carmel, Indiana 46032
If to Contractor: Midwest Equipment Distribution Group, LLC
1714 E. Pleasant Street
Noblesville, IN 46060
Attn: Troy Griffith
Notwithstanding the above, notice of termination under paragraph 19 hereinbelow shall be effective if given
orally, as long as written notice is then provided as set forth hereinabove within five (5) business days from
the date of such oral notice.
19. TERMINATION:
19.1 Notwithstanding anything to the contrary contained in this Agreement, City may, upon notice to
Contractor, immediately terminate this Agreement for cause, in the event of a default hereunder by
Contractor and/or if sufficient funds are not appropriated or encumbered to pay for the Goods and
Services to be provided hereunder. In the event of such termination, Contractor shall be entitled to
receive only payment for the undisputed invoice amount representing conforming Goods and
Services delivered as of the date of termination, except that such payment amount shall not exceed
the Estimate amount in effect at the time of termination, unless the parties have previously agreed in
writing to a greater amount.
19.2 City may terminate this Agreement at any time upon thirty (30) days prior notice to Contractor. In the
event of such termination, Contractor shall be entitled to receive only payment for the undisputed
invoice amount of conforming Goods and Services delivered as of the date of termination, except
that such payment amount shall not exceed the Estimate amount in effect at the time of termination,
unless the parties have previously agreed in writing to a greater amount.
19.3 The City may terminate this Agreement pursuant to Paragraph 11 hereof, as appropriate.
20. REPRESENTATIONS AND WARRANTIES
The parties represent and warrant that they are authorized to enter into this Agreement and that the persons
executing this Agreement have the authority to bind the party which they represent.
21. ADDITIONAL GOODS AND SERVICES
Contractor understands and agrees that City may, from time to time, request Contractor to provide additional
goods and services to City. When City desires additional goods and services from Contractor, the City shall
notify Contractor of such additional goods and services desired, as well as the time frame in which same are
to be provided. Only after City has approved Contractor's time and cost estimate for the provision of such
additional goods and services, has encumbered sufficient monies to pay for same, and has authorized
Contractor, in writing, to provide such additional goods and services, shall such goods and services be
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4
Midwest Equipment Distribution Group, LLC
Brookshire Golf Course - 2018
Appropriation # 1207-446350; P.O. #34562
Contract Not To Exceed $202,356.00
provided by Contractor to City. A copy of the City's authorization documents for the purchase of additional
goods and services shall be numbered and attached hereto in the order in which they are approved by City.
22. TERM
Unless otherwise terminated in accordance with the termination provisions set forth in Paragraph 19
hereinabove, this Agreement shall be in effect from the Effective Date through December 31, 2018 and shall,
on the first day of each January thereafter, automatically renew for a period of one (1) calendar year, unless
otherwise agreed by the parties hereto.
23. HEADINGS
All heading and sections of this Agreement are inserted for convenience only and do not form a part of this
Agreement nor limit, expand or otherwise alter the meaning of any provision hereof.
24. BINDING EFFECT
The parties, and their respective officers, officials, agents, partners, successors, assigns and legal
representatives, are bound to the other with respect to all of the covenants, terms, warranties and obligations
set forth in Agreement.
25. NO THIRD PARTY BENEFICIARIES
This Agreement gives no rights or benefits to anyone other than City and Contractor.
26. IRAN CERTIFICATION: Pursuant to I.C. § 5-22-16.5, the Contractor shall certify that, in signing this
document, it does not engage in investment activities within the Country of Iran.
27. ADVICE OF COUNSEL:
The parties warrant that they have read this Agreement and understand it, have had the opportunity to obtain
legal advice and assistance of counsel throughout the negotiation of this Agreement, and enter into same
freely, voluntarily, and without any duress, undue influence or coercion.
28. ENTIRE AGREEMENT:
This Agreement, together with any exhibits attached hereto or referenced herein, constitutes the entire
agreement between Contractor and City with respect to the subject matter hereof, and supersedes all prior
oral or written representations and agreements regarding same. Notwithstanding any other term or condition
set forth herein, but subject to paragraph 16 hereof, to the extent any term or condition contained in any
exhibit attached to this Agreement or in any document referenced herein conflicts with any term or condition
contained in this Agreement, the term or condition contained in this Agreement shall govern and prevail.
This Agreement may only be modified by written amendment executed by both parties hereto, or their
successors in interest.
[X:%jobalmdaVContrsc Uub Cu Adddmd= Brooksbfrc.dw:3/62018 3:51 PM[
Midwest Equipment Distribution Group, LLC
Brookshire Golf Course - 2018
Appropriation # ; P.O. #
Contract Not To Exceed $202,356.00
IN WITNESS WHEREOF, the parties hereto have made and executed this Agreement as follows:
CITY OF CARMEL, INDIANA MIDWEST EQUIPMENT DISTRIBUTION
GROUP, LLC
by and through its Board of Public
Works and Safety
as
James Brainard, Presifling Officer
Mary Ann e/�e er
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Date:
STANDARD CITY CONTRACT
MASTER CONTRACT FOR PRODUCTS AND SERVICES -THE CITY OF KANSAS CITY,
MISSOURI
CONTRACT NO.: EV2024-02
TITLE/DESCRIPTION: U11111Y, Trans ortation and Golf Vehicles Plus Related Accessories
Equipment. Parts, and Services
THIS Contract is between KANSAS CITY, MISSOURI, a constitutionally chartered municipal
corporation ("CITY°), and Club Car, LLC, ("CONTRACTOR").
Sec. 1. The Contract. The Contract between the CITY and CONTRACTOR consists of the
following Contract Documents:
(a) this Contract;
(b) CONTRACTOR's Proposal dated 10-14-2014 that is attached hereto and
incorporated into this Contract (CONTRACTOR'S Proposal) The CITY and
CONTRACTOR agree to the following changes to CONTRACTOR's Proposal dated
10-14-2014:
• Restocking fee reduced to15% and CONTRACTOR also will review returns
on a case by case basis in an effort to extend the highest level of support to
the City of Kansas City, MO and all Participating Public Agencies;
• CONTRACTOR agrees to increase the factory direct parts discount from 20%
to 25% off MSRP to the City of Kansas city, MO and all Participating Public
Agencies;
(c) CITY's RFP No. EV2024 that is incorporated into this Contract by reference; (CITY's
RFP)
(d) Attachment A — "Pricing;" and
(e) any and all Attachments and Exhibits attached to the Contract. All documents listed
in this Section 1 shall be collectively referred to as the "Contract Documents" and
are incorporated into this Contract. CITY and CONTRACTOR agree that the terms
MASTER CONTRACT FOR PRODUCTS AND SERVICES
(REV. 11-19.12)
Page 1 of 16
Exhibit
"Agreement" and "Contract" and "Contract Documents" are used interchangeably in
this Contract and the terms "Agreement" and "Contract" and "Contract Documents"
each include all "Contract Documents,"
(f) In the event of any conflict of terms, the order or precedence shal be: the Contract,
CONTRACTOR'S Proposal, and CITY's RFP.
Sec. 2, Initial Term of Contract and Additional Periods.
(a) Initial Term_ The initial term of this Contract shall begin on January 01, 2015 and
shall end on December 31, 2017. The Manager of Procurement Services is
authorized to enter into an amendment of this Contract with CONTRACTOR to
extend the term of this Contract and time of performance for this Contract.
(b) Renewal Terms. At any time prior to the expiration of the initial term or any
subsequent term, the CITY, in its sole discretion, may renew this Contract for up to
two (2) additional one (1) year terms.
(c) Transition Term. Notwithstanding the expiration of the initial term or any subsequent
term or all options to renew, CONTRACTOR and CITY shall, continue performance
under this Contract until the CITY has a new contract in place with either
CONTRACTOR or another provider or until the CITY terminates the Contract but in
no event for longer than six (6) months following expiration of termination of this
Contract.
Sec. 3. Compensation.
CONTRACTOR shall timely provide all vehicles, equipment, accessories, repairs, parts,
and services for the CITY in accordance with the Contract and the CITY shall pay
CONTRACTOR the lowest Price set forth the Contract for all vehicles, equipment,
accessories, repairs, parts, and services. CITY will order all vehicles, equipment,
accessories, repairs, parts, and services, on an as needed basis. CITY shall order all
vehicles, equipment, accessories, repairs, parts, and services to be provided by
CONTRACTOR under this Contract by means of a Purchase Order issued by the CITY's
Manager of Procurement Services for which funds have been certified and encumbered by
the City's Director of Finance. CITY shall not have any financial obligations to
CONTRACTOR under this Contract until the CITY issues a Purchase Order to
CONTRACTOR. CONTRACTOR shall not provide any vehicles, equipment,
accessories, repairs, parts, and services in excess of the dollar amount contained in any
Purchase Order and CONTRACTOR shall not be entitled to any payment in excess of the
dollar amount of the Purchase Orders from CITY without CITY's prior written authorization.
MASTER CONTRACT FOR PRODUCTS AND SERVICES Page 2 of 16
(REV. 11-19-12)
Exhibit
Sec. 4. Effective Date of Contract.
(a) Notwithstanding Section 2 of this Contract, neither party has any obligation under
this Contract until the Manager of Procurement Services issues a Purchase Order
which shall be signed by the City's Director of Finance certifying there Is a balance,
otherwise unencumbered, to the credit of the appropriation to which the expenditure
is to be charged, and a cash balance, otherwise unencumbered, in the treasury, to
the credit of the fund from which payment will be made, each sufficient to meet the
obligation incurred in the Purchase Order.
(b) The date of the first Purchase Order issued by the CITY is the effective date of this
Contract.
(c) The date of the first Purchase Order issued by the CITY after the CITY renews this
Contract shall be the effective date of the renewal term or transition term.
Sec. 5. Invoices.
(a) CONTRACTOR shall submit to CITY a request for payment (hereinafter "Invoice")
for all vehicles, equipment, accessories, repairs, parts, and services provided by
CONTRACTOR in sufficient detail for the CITY to determine that the amount
CONTRACTOR is requesting is in fact due and payable. CITY shall not process
CONTRACTOR's Invoice unless CONTRACTOR's Invoice is in proper form,
correctly computed, and is approved by CITY as payable under the terms of this
Contract. CITY is not liable for any obligation incurred by CONTRACTOR except as
approved under the provisions of this Contract.
(b) CITY shall not pay any Invoice from CONTRACTOR unless CONTRACTOR is in
compliance with, and not in breach or default of, all terms, covenants and conditions
of this Contract. If damages are sustained by CITY as a result of breach or default
by CONTRACTOR, CITY may withhold payment(s) to CONTRACTOR for the
purpose of set off until such time as the exact amount of damages due to CITY from
CONTRACTOR may be determined.
(c) CITY and CONTRACTOR agree that CITY may make payments to CONTRACTOR
electronically through the Automated Clearing House (ACH) network.
CONTRACTOR shall complete any necessary forms for CITY to pay
CONTRACTOR electronically through the Automated Clearing House.
MASTER CONTRACT FOR PRODUCTS AND SERVICES
(REV. 11-19.12)
Page 3 of 16
Exhibit
Sec. 6. Representations and Warranties of CONTRACTOR. CONTRACTOR hereby
represents and warrants to the CITY the following;
(a) CONTRACTOR is in good standing under the laws of the state of Missouri and each
state in which it does business, except any such state where the failure to be in good
standing would not have a material adverse effect on CONTRACTOR's ability to
perform this Contract in accordance with its terms.
(b) The execution, delivery and performance by CONTRACTOR of this Contract have
been duly authorized by all necessary corporate action and do not and will not (i)
require any consent or approval of CONTRACTOR's board of directors; (ii) require
any authorization, consent or approval by, or registration, declaration or filing with, or
notice to, any governmental department, commission, board, bureau, agency or
instrumentality, or any third party, except such authorization, consent, approval,
registration, declaration, filing or notice as has been obtained prior to the date
hereof; (iii) violate any provision of any law, rule or regulation or of any order, writ,
injunction or decree presently in effect having applicability to CONTRACTOR or its
articles or by-laws; and (iv) result in a breach of or constitute a default under any
material agreement, lease or instrument to which CONTRACTOR is a party or by
which it or its properties may be bound or affected.
(c;) CONTRACTOR shall not enter into any contract for the services to CITY that
purports to grant a security interest or right of repossession to any person or entity
respecting the services, or any portions thereof or chattels placed thereon.
(d) There is no litigation, proceeding or other investigation pending or, to the knowledge of
CONTRACTOR, threatened against CONTRACTOR which would prevent consummation
of the transaction contemplated by this Contract or would have a materially adverse effect
on CONTRACTOR.
Sec. 7. Survival of the Representations, Warranties and Covenants. All
representations, warranties and covenants expressed herein shall survive the execution of this
Contract for the benefit of the parties hereto.
Sec. 8. Governing Law. This Contract shall be construed and governed in accordance with the
laws of the State of Missouri without giving effect to Missouri's choice of law provisions. The CITY
and CONTRACTOR: (1) submit to the jurisdiction of the state and federal courts located in
Jackson County, Missouri; (2) waive any and all objections to jurisdiction and venue; and (3) will
not raise forum non conveniens as an objection to the location of any litigation.
Sec. 9. Termination for Convenience. CITY may, at any time upon sixty (60) days written
notice to CONTRACTOR specifying the effective date of termination, terminate this Contract, in
whole or in part.
MASTER CONTRACT FOR PRODUCTS AND SERVICES Page 4 of 16
(REV. 11-19-12)
Exhibit,_____,..
Sec. 10.Default and Remedies.
(a) If CONTRACTOR shall be in default or breach of any provision of this Contract,
CITY may terminate this Contract, suspend CITY's performance, withhold payment
or invoke any other legal or equitable remedy after giving CONTRACTOR ten (10)
days written notice and opportunity to cure such default or breach.
(b) If CITY shall be in default or breach of any provision of this Contract,
CONTRACTOR may terminate this contract or suspend CONTRACTOR's
performance after giving CITY ten (10) days written notice and opportunity to cure
such default or breach.
Sec. 11.Waiver. Waiver by CITY of any term, covenant, or condition hereof shall not operate as a
waiver of any subsequent breach of the same or of any other term, covenant or condition. No
term, covenant, or condition of this Contract can be waived except by written consent of CITY, and
forbearance or indulgence by CITY in any regard whatsoever shall not constitute a waiver of same
to be performed by CONTRACTOR to which the same may apply and, until complete performance
by CONTRACTOR of the term, covenant or condition, CITY shall be entitled to invoke any remedy
available to it under this Contract or by law despite any such forbearance or indulgence.
Sec. 12.Acceptance. No payment made under this Contract shall be proof of satisfactory
performance of the Contract, either wholly or in part, and no payment shall be construed as
acceptance of deficient or unsatisfactory services.
Sec. 13.Records.
(a) For purposes of this Section:
"CITY" shall mean the City Auditor, the City's Internal Auditor, the City's
Director of Human Relations, the City Manager, the City department
administering this Contract and their delegates and agents.
"Record" shall mean any document, book, paper, photograph, map, sound
recordings or other material, regardless of physical form or characteristics,
made or received in connection with this Contract and all Contract
amendments and renewals.
(b) CONTRACTOR shall maintain and retain all Records for a term of five (5) years that
shall begin after the expiration or termination of this Contract and all Contract
amendments. CITY shall have a right to examine or audit all Records, and
CONTRACTOR shall provide access to CITY of all Records upon ten (10) days
written notice from the CITY.
MASTER CONTRACT FOR PRODUCTS AND SERVICES
(REV. 11-19-12)
Page 5of16
Exhibit
(c;) The books, documents and records of CONTRACTOR in connection with this
Contract shall be made available to the City Auditor, the City's Internal Auditor, the
City's Director of Human Relations and the City department administering this
Contract within ten (10) days after the written request is made.
Sec. 14 -Affirmative Action. If this Contract exceeds $300,000.00 and Contractor employs fifty
(50) or more people, Contractor shall comply with City's Affirmative Action requirements in
accordance with the provisions of Chapter 3 of City's Code, the rules and regulations relating to
those sections, and any additions or amendments thereto; in executing any Contract subject to
said provisions, Contractor warrants that it has an affirmative action program in place and will
maintain the affirmative action program in place for the duration of the Contract. Contractor shall
not discriminate against any employee or applicant for employment because of race, color, sex,
religion, national origin or ancestry, disability, sexual orientation, gender identity or age in a
manner prohibited by Chapter 3 of City's Code. Contractor shall:
(a) Submit, in print or electronic format, a copy of Contractor's current certificate of
compliance to the City's Human Relations Department (HRD) prior to receiving the
first payment under the Contract, unless a copy has already been submitted to HRD
at any point within the previous two (2) calendar years. If, and only if, Contractor
does not possess a current certification of compliance, Contractor shall submit, in
print or electronic format, a copy of its affirmative action program to 11131) prior to
receiving the first payment under the Contract, unless a copy has already been
submitted to HRD at any point within the previous two (2) calendar years.
(b) Require any Subcontractor awarded a subcontract exceeding $300,000.00 to affirm
that Subcontractor has an affirmative action program in place and will maintain the
affirmative action program in place for the duration of the subcontract.
(c) Obtain from any Subcontractor awarded a subcontract exceeding $300,000.00 a
copy of the Subcontractor's current certificate of compliance and tenders a copy of
the same, in print or electronic format, to HRD within thirty (30) days from the date
the subcontract is executed. If, and only if, Subcontractor does not possess a
current certificate of compliance, Contractor shall obtain a copy of the
Subcontractor's affirmative action program and tender a copy of the same, in print or
electronic format, to HRD within thirty (30) days from the date the subcontract is
executed.
City has the right to take action as directed by City's Human Relations Department to enforce this
provision. If Contractor fails, refuses or neglects to comply with the provisions of Chapter 3 of
City's Code, then such failure shall be deemed a total breach of this Contract and this Contract
may be terminated, canceled or suspended, in whole or in part, and Contractor may be declared
ineligible for any further contracts funded by City for a period of one (1) year. This is a material
term of this Contract.
MASTER CONTRACT FOR PRODUCTS AND SERVICES Page 6 of 16
(REV. 11-19-12)
Exhibit
Sec. 15.Tax Compliance. If the CITY's payments to CONTRACTOR exceed $150,000.01 for the
period of May 1st through April 30th, CONTRACTOR shall provide proof of compliance with the
CITY's tax ordinances administered by the CITY's Commissioner of Revenue as a precondition to
the CITY making the first payment under this Contract. CONTRACTOR also shall submit to the
CITY proof of compliance with the CITY's tax ordinances administered by the CITY's
Commissioner of Revenue as a condition precedent to the CI'T'Y making final payment under the
Contract.
Sec. 16.Buy American Preference. It is the policy of the CITY that any manufactured goods or
commodities used or supplied in the performance of any CITY Contract or any subcontract thereto
shall be manufactured or produced in the United States whenever possible.
Sec. 17.Notices. All notices to be given hereunder shall be in writing and may be given, served
or made by depositing the same in the United States mail addressed to the party to be notified,
postpaid and registered or certified with return receipt requested or by delivering the same in
person to such person. Notice deposited in the mail in accordance with the provisions hereof shall
be effective unless otherwise stated in such notice or in this Contract from and after the second
day next following the date postmarked on the envelope containing such notice. Notice given in
any other manner shall be effective only if and when received by the party to be notified. All
notices shall be sent to the following addresses:
If to the CITY: City of Kansas City, Missouri
Procurement Services Division
414 East 12th Street, 1st Floor, Room 102 W
Kansas City, Missouri 64106
Aftention. Cedric Rowan, C.P.M., Manager
Telephone: (816) 513-1592
Facsimile: (816) 513-1156
With copies to: William Geary, Esq.
City Attorney
Law Department of Kansas City, Missouri
414 East 12th Street, 28th Floor
Kansas City, Missouri 64106
Telephone: (816) 513-3118
If to the CONTRACTOR: Ryan McClellan, Global Strategic, Government, and OEM
Club Car LLC
4125 Washington Rd.
Evans, GA 30809
Telephone: (706) 513-2076
Facsimile: (706) 650-9206
E-mail: rvan mcclellan@clubcar.com
With copy to: david.petersona-clubcar.com
MASTER CONTRACT FOR PRODUCTS AND SERVICES Page 7 of 1
(REV. 11-19-12)
Exhibit
and: Club Car General Counsel
Ingersoll-Rand Company
800-F Beaty Street
Davidson, NC 28036
Sec. 18.General Indemnification.
(a) For purposes of this Section only, the following terms shall have the meanings listed:
Claims mean all claims, damages, liability, losses, costs and expenses, court
costs and reasonable attorneys' fees, including attorneys' fees incurred by the
CITY in the enforcement of this indemnity obligation.
2, CONTRACTOR's Agents means CONTRACTOR's officers, employees,
subcontractors, successors, assigns, invitees, and other agents.
3. CITY means CITY, its Agencies, its agents, officials, officers and employees.
(b) CONTRACTOR's obligations under this Section with respect to indemnification for
acts or omissions, including negligence, of CITY, shall be limited to the coverage
and limits of insurance that CONTRACTOR is required to procure and maintain
under this Contract. CONTRACTOR affirms that it has had the opportunity to
recover all costs of the insurance requirements imposed by this Contract in its
contract price.
(c) CONTRACTOR shall defend, indemnify and hold harmless CITY from and against
all claims arising out of or resulting from all acts or omissions in connection with this
Contract caused in whole or in part by CONTRACTOR or CONTRACTOR's Agents,
regardless of whether or not caused in part by any act or omission, including
negligence, of CITY. CONTRACTOR is not obligated under this Section to
indemnify CITY for the sole negligence of CITY.
(e) In no event shall the language in this Section constitute or be construed as a waiver
or limitation of the CITY's rights or defenses with regard to sovereign immunity,
governmental immunity, or other official immunities and protections as provided by
the federal and state constitutions or by law.
MASTER CONTRACT FOR PRODUCTS AND SERVICES Page 8 or 16
(REV. 11-19-12)
Exhibit
Sec. 19.1ndemnification for Professional Negligence. If this contract is for professional
services, CONTRACTOR shall indemnify, and hold harmless CITY and any of its agencies,
officials, officers, or employees from and against all claims, damages, liability, losses, costs, and
expenses, including reasonable attorneys' fees, arising out of any negligent acts or omissions in
connection with this Contract, caused by CONTRACTOR, its employees, agents, subcontractors,
or caused by others for whom CONTRACTOR is liable, in the performance of professional
services under this Contract. CONTRACTOR is not obligated under this Section to indemnify
CITY for the negligent acts of CITY or any of its agencies, officials, officers, or employees,
Sec. 20,Insurance.
(a) CONTRACTOR shall procure and maintain in effect throughout the term of this
Contract insurance policies with coverage not less than the types and amounts
specified in this Section. CONTRACTOR must have:
Commercial General Liability Insurance Policy: with limits of $1,000,000 per
occurrence and $2,000,000 aggregate, written on an "occurrence" basis, The
policy shall be written or endorsed to include the following provisions:
a. Severability of Interests Coverage applying to Additional Insureds
b. Contractual Liability
C. Per Project Aggregate Liability Limit or, where not available, the
aggregate limit shall be $2,000,000.
d. No Contractual Liability Limitation Endorsement
e. Additional Insured Endorsement, ISO form CG20 10, current edition, or
its equivalent.
Workers' Compensation Insurance and Employers Liability Policies as
required by Missouri law.
Commercial Automobile Liability Insurance Policy: with a limit of $1,000,000
per occurrence, covering owned, hired, and non -owned automobiles. The
Policy shall provide coverage on an "any auto" basis and on an "occurrence"
basis. This insurance policy will be written on a Commercial Business Auto
form, or acceptable equivalent, and will protect against claims arising out of
the operation of motor vehicles, as to acts done in connection with the
Contract, by CONTRACTOR.
If this Contract is for professional services, CONTRACTOR shall obtain
Professional Liability Insurance with limits per claim and annual aggregate of
$1,000,000.
MASTER CONTRACT FOR PRODUCTS AND SERVICES
(REV. 11-19-12)
Exhibit
Page 9 of 16
(b) All insurance policies required in this Section shall provide that the policy will not be
canceled until after the Insurer provides the CITY ten (10) days written notice of
cancellation in the event that the cancellation is for CONTRACTOR's nonpayment of
premiums and thirty (30) days written notice of cancellation to CITY for all other
reasons of cancellation.
(c) The Commercial General and Automobile Liability Insurance Policies specified
above shall provide that CITY and its agencies, agents, officials, officers, and
employees, while acting within the scope of their authority, will be named as
additional insureds for the services performed under this Contract. CONTRACTOR
shall provide to CITY at execution of this Contract a certificate of insurance showing
all required endorsements and additional insureds.
(d) All insurance policies must be provided by Insurance Companies that have an A.M.
Best's rating of WV" or better, and are licensed or approved by the State of Missouri
to provide insurance in Missouri.
(c) Regardless of any approval by CITY, CONTRACTOR shall maintain the required
insurance coverage in force at all times during the tern of this Contract,
CONTRACTOR's failure to maintain the required insurance coverage will not relieve
CONTRACTOR of its contractual obligation to indemnify the CiTY pursuant to this
Section of this Contract. In the event CONTRACTOR fails to maintain the required
insurance coverage in effect, CITY may declare CONTRACTOR in default_
(i) In no event shall the language in this Section constitute or be construed as a waiver
or limitation of the CITY's rights or defenses with regard to sovereign immunity,
governmental immunity, or other official immunities and protections as provided by
the federal and state constitutions or by law.
Sec. 21 -Interpretation of the Contract.
(a) CITY selected CONTRACTOR through a negotiated procurement process rather
than an Invitation for Bids (iFB) solicitation. Unlike the IFB, this process allows the
CITY and CONTRACTOR to disctrsti and negotiate a contract at arm's length prior
to entering a final contract that is acceptable to both the CITY and the
CONTRACTOR. After negotiation and discussion, CONTRACTOR and CITY have
incorporated multiple documents into this Agreement and the meaning of some of
the words used in tite Agreement may be uncertain, incomplete or duplicative and
the Agreement may promise something at one place and take that promise away at
another. In sum, the Agreement may contain words and provisions that are
susceptible of more than one meaning so that reasonable persons of average
intelligence may fairly and honestly differ in their construction of the words and
provisions. It is the intent of the CITY and the CONTRACTOR that the CITY's
taxpayers receive the benefit or advantage in the construction and interpretation of
MASTER CONTRACT FOR PRODUCTS AND SERVICES Page 10 of 16 --
(REV. 11-19-12)
Exhibit A
this Agreement, regardless of the normal judicial rules of contract construction even
if the construction and interpretation of the Agreement will cost the CONTRACTOR
more money and time. CITY and CONTRACTOR agree that CITY's Manager of
Procurement Services shall resolve all disagreements as to the meaning of this
Agreement or any ambiguity in this Agreement, in favor of the CITY and its
taxpayers even if it will cost the CONTRACTOR more money and time. The decision
of CITY's Manager of Procurement shall be final and conclusive if the Manager of
Procurement Services acted in good faith.
(h) CONTRACTOR acknowledges and agrees that the CITY has provided
CONTRACTOR with an opportunity to have CONTRACTOR's attorney review and
advise CONTRACTOR on the Agreement and any potential ambiguities or areas of
disagreement and the potential adverse legal consequences of CONTRACTOR
agreeing to this Section as well as the entire Agreement. CONTRACTOR certifies
that CONTRACTOR has provided the CITY written notice of all ambiguities,
conflicts, errors or discrepancies that it has discovered in the Agreement and the
written resolution thereof by the CITY as embodied in this final Agreement. is
acceptable to CONTRACTOR.
(c) CONTRACTOR certifies that CONTRACTOR has either (1) waived its right to have
CONTRACTOR's attorney review this Section and Agreement; or (2)
CONTRACTOR has consulted with an attorney on this Section and Agreement.
(d) CONTRACTOR knowingly and voluntarily agrees to this Section and the entire
Agreement. CONTRACTOR certifies that this contract was not procured by fraud,
duress or undue influence.
Sec. 22.Contract Execution. This Contract may be executed in one or more counterparts, each
of which will be deemed an original copy of this Contract and all of which, when taken together,
will be deemed to constitute one and the same Contract. This Contract shall be effective upon the
execution of counterparts by both parties, notwithstanding that both parties may not sign the same
counterpart. The parties' signatures transmitted by facsimile or by other electronic means shall be
proof of the execution of this Contract and shall be acceptable in a court of law.
Sec.23.Guaranteed Lowest Pricing. CONTRACTOR certifies that this Contract contains
CONTRACTOR's lowest and best pricing for all vehicles, equipment, accessories, repairs, parts,
and services, supplied by CONTRACTOR to any government, governmental entity, political
subdivision, city, state, school district or any other public entity in the United States as of the date
of this Contract.
MASTER CONTRACT FOR PRODUCTS AND SERVICES Page 11 of 16
(REV. 11-19-12)
Exhibit
Sec. 24.Assignability and Subcontracting.
(a) Assignability. Contractor shall not assign or transfer any part or all of Contractor's
obligation or interest in this Contract without prior written approval of City. If
Contractor shall assign or transfer any of its obligations or interests under this
Contract without the City's prior written approval, it shall constitute a material breach
of this Contract. This provision shall not prohibit contractor from subcontracting as
otherwise provided for herein.
(b) Subcontracting. Contractor shall not subcontract any part or all of Contractor's
obligations or interests in this Contract unless the subcontractor has been identified
in a format required by City.. If Contractor shall subcontract any part of Contractor's
obligations or interests under this Contract without having identified the
subcontractor, it shall constitute a material breach of this Contract. The utilization of
subcontractors shall not relieve Contractor of any of its responsibilities under, (lie
Contract, and Contractor shall remain responsible to City for the negligent acts,
errors, omissions or neglect of any subcontractor and of such subcontractor's
officers, agents and employees. City shall have the right to reject, at any point
during the term of this Contract, any subcontractor identified by Contractor, and to
require that any subcontractor cease working under this Contract, City's right shall
be exercisable in its sole and subjective discretion. City shall not be obligated to pay
or be liable for payment of any monies which may be due to any subcontractor.
Contractor shall include in any subcontract a requirement that the subcontractor
comply with all requirements of this Contract in performing Contractor's services
hereunder.
Sec. 25.Professional Services — Conflict of Interest Certification. If this Contract is for
professional services other than for medical doctors or appraisers, CONTRACTOR certifies that
CONTRACTOR is not an expert witness for any party in litigation against the CITY at the time of
the issuance of this Contract.
Sec. 26.Intellectual Property Rights. CONTRACTOR agrees, on its behalf and on behalf of its
employees and agents, that it will promptly communicate and disclose to CITY all computer
programs, documentation, software and other copyrightable works ("copyrightable works")
conceived, reduced to practice or made by CONTRACTOR or its agents, whether solely or jointly
with others, during the term of this Contract resulting from or related to any work CONTRACTOR
or its agents may do on behalf of CITY or at its request. All Inventions and copyrightable works
that CONTRACTOR is obligated to disclose shall be and remain entirely the property of CITY. It
is agreed that all inventions and copyrightable works are works made for hire and shall be the
exclusive property of CITY. CONTRACTOR hereby assigns to CITY any rights it may have in
such copyrightable works. CONTRACTOR shall cooperate with CITY in obtaining any copyrights
or patents.
Sec. 27. Reserved
MASTER CONTRACT FOR PRODUCTS AND SERVICES Page 12 of 16
(REV. 11-19-12)
Exhibit
Sec. 28.Employee Eligibility Verification. CONTRACTOR shall execute and submit an affidavit,
in a form prescribed by the CITY, affirming that CONTRACTOR does not knowingly employ any
person in connection with the contracted services who does not have the legal right or
authorization under federal law to work in the United States as defined in 8 U.S.C. §1324a(h)(3).
CONTRACTOR shall attach to the affidavit documentation sufficient to establish CONTRACTOR's
enrollment and participation in an electronic verification of work program operated by the United
States Department of Homeland Security to verify information of newly hired employees, under
the Immigration and Reform and Control Act of 1986. CONTRACTOR may obtain additional
information about E -Verify and enroll at littps://e-verifv.usgia.gov/enroll/StartP@ 1e.aspx?JS=YES.
For those CONTRACTORS enrolled in E -Verify, the first and last
fY. pages of the L -Verify
Memorandum of Understanding that CONTRACTOR will obtain upon successfully enrolling in the
program shall constitute sufficient documentation for purposes of complying with this section.
CONTRAC'T'OR shall submit the affidavit and attachments to the CiTY prior to execution of the
contract, or at any point during the term of the contract if requested by the CITY.
Sec. 29.Emergencies.
(a) Disaster means any large scale event such as an act of terrorism, fire, wind, flood,
earthquake or other natural or man-made calamity which results in, or has the
potential to result in a significant loss of life or property.
(h) During and after a disaster, CONTRACTOR shall provide special services to the
CITY including CONTRACTOR shall open CONTRACTOR's facilities even on nights
and weekends as necessary to meet the needs of the City during a disaster.
(c) CONTRACTOR shall not charge CITY any fee for opening facilities during an
emergency or for extending CONTRACTOR's hours of operation during a disaster.
CITY shall pay CONTRACTOR the agreed upon contract prices for all purchases
made by CITY during the disaster and CONTRACTOR shall not charge CITY any
additional mark-up, fee or cost for any purchases made by CITY during a disaster.
(d) CONTRACTOR shall quickly mobilize CONTRACTOR's internal and external
resources to assist CITY when a disaster unfolds.
{c) Extended hours and personnel. During disasters, CONTRACTOR's facilities shall
stay open 24 hours if requested by the CITY. CONTRACTOR shall utilize additional
CONTRACTOR personnel to take CITY orders if necessary. CONTRACTOR's Call
Center shall accept phone orders 24 hours a day.
(1) CONTRACTOR shall use commercially reasonable efforts to coordinate with its
dealer network to provide additional supplies and equipment quickly to CITY as
needed.
MASTER CONTRACT FOR PRODUCTS AND SERVICES Page 13 of 16
(REV. 11-18-12)
Exhibit
(9) CONTRACTOR shall cooperate with CITY to properly document any and all
expenses incurred by CITY with CONTRACTOR and CONTRACTOR shall assist
CITY in meeting any and all documentation requirements of the Federal Emergency
Management Agency (FEMA).
Sec. 30. F.O.B. Destination Prepaid and Add. All deliveries of products shall be F.O.B.
Destination and all freight charges will be prepaid by the CONTRACTOR and charged by
CONTRACTOR to the CITY and CITY shall reimburse CONTRACTOR.
Sec. 31. Quality. All Products furnished by CONTRACTOR shat) be new, in current
production, and the best of their kind. When applicable, parts, and maintenance shall be
reasonably available:. New Product(s) that are obsolete or technically outdated are not
acceptable to the CITY and will not be accepted by the CITY. RemanufaCtUred or
reconditioned Products are not considered new and will not be accepted by the CITY, except
With the CI7Y's express consent. Products shall be properly packaged, packed, labeled, and
identified in accordance with commercial standards acceptable to the trade and as required
by ICC and other federal and state regulations. CONTRACTOR shall include packing slips in
each shipment,
Sec. 32. Commercial Warranty, The CONTRACTOR agrees that the Products furnished
to CITY under this Contract will be covered by the warranties and limitations set forth in
CONTRACTOR'S Proposal.
Sec. 33. Inspection and Acceptance. The CITY will inspect and accept or reject
Products at the destination set forth in the CITY Purchase Order unless specified otherwise.
Sec. 34. Damaged Shipments. The CITY has no obligation to accept damaged shipments
and reserves the right to return damaged Products to CONTRACTOR at CONTRACTOR's
expense even though the damage was not apparent or discovered until after receipt and
acceptance of the Products,
Sec, 35. Time of Delivery. CONTRACTOR shall make commercially reasonable
efforts to provide delivery in accordance with the schedule setforth in the solicitation and
Purchase Order.
Sec. 36. Late Shipments. CONTRACTOR shall notify the CITY department receiving the
Products and the Senior Buyer of any late or delayed shipments. The CITY reserves the
right to cancel all or any part of an order if the shipment more than 14 days late.
MASTER CONTRACT FOR PRODUCTS AND SERVICES Page 14 of 16
(REV. 11-19-12)
Exbibit A
Sec. 37. Risk of Loss. Only upon delivery of the Product(s) in accordance with the terms of
this Contract to the CITY, the CITY shall bear the risk of damage, loss, theft, or condemnation
of the Product(s) regardless of cause, and any and all repairs and replacements of the
Product(s) or any part thereof shall be at the expense of the CITY subject, however, to the
warranty and other terms of this Contract.
Sec. 38. Tax Exemption - Federal and State.
A. The CITY is exempt from Federal Excise and Transportation taxes on purchases
under Chapter 32, Internal Revenue Code. The federal tax registration number
issued by the St. Louis District Director on November 11, 1974 is No. 43740340K.
0. The CITY is exempt from payment of Missouri Sales and Use Tax in Accordance
with Section 39(10) Article 3, of the Missouri Constitution and Sections 144.040 and
144.615 RSMo 1969 and supplement thereto. A copy of the exemption from
Missouri Sales and Use Tax is available upon request.
Sec. 39. U.S. Communities Contract. CONTRACTOR agrees that any state, county, city,
special district, local government, school district, private K-12 school, technical or vocational
school, higher education institution (including community colleges, colleges and universities, both
public and private), other government agency or nonprofit organization (each a "Public Agency"
and collectively, "Public Agencies") may purchase Products and Services at the prices indicated in
this Contract upon prior registration with U.S. Communities, in which case the Public Agency
becomes a "Participating Public Agency":
CONTRACTOR
I hereby certify that I have the authority to execute
this document on behalf of CONTRACTOR.
Contract r. CG -6 C,atZ, 1- C
By: �.:,_ 7. �J
Title. GGv.3,�L S,ra�,G, c /��LvvvTT
Date: _' f 11. 1 -15 -
APPROVED
1>
APPROVED AS T RM
Assistant City/ (at )
MASTER CONTRACT FOR PRODUCTS AND SERVICES Page 15 of 16
(REV. 11-19-12)
Exhibit
KAN§fi.� CITY, MISSOURI
By:i)p�-Lj'k1,Title
Date:
MASTER CONTRACT FOR PRODUCTS AND SERVICES Page 16 of 16
(REV. 11-19-12)
Brookshire Golf Club
M I D W E S T US Communities Program Proposal
GOLF , -i URF Presented by Midwest Golf & Turf I midwestgt.com
Troy Griffith, Territory Manager 1317-695-8415 1 tgriffith@midwestgt.com
Submitted on:
10/16/2017 Exhdbit
/0�6
M I
D
W
E S
T
ARD'IngersollRand G D
t_. F
@
M O
F
What to know about the
Precedent 12 Electric
AlumiCoreT" Frame
Most golf cars are still built on steel frames, which can corrode. Club Car golf
cars are built on our AlumiCoreT" frame. This light frame is rustproof even in
salt air, and it's shaped to be more impact resistant than steel. It preserves the
life of your car and enhances its stability, ride and performance.
Molded through body color/ 360 degree bumper
Club Car's 360 degree bumper provides protection on all sides of the vehicle,
preventing many scratches and breaks in the body panels. If there is a scratch, all
Club Car color options are molded through body colors. If you get a scratch; your
vehicle stays that color!
ERIC is our new advanced charger
It's Efficient, almost 10% better efficiency
It's Reliable, constructed to handle whatever your staff or nature presents,
It's Intelligent, provides charging status, power status
It's Connected, so it is adaptable, updatable and stores charging information.
Finally, it is half the size and weight of the old PD3 Charger
Monsoon Canopy Top
Occupants will stay dry and comfortable with our canopy drainage system. The
gutter system drains water through the rear struts directly to the bottom of the
vehicle preventing spillage onto the occupant or their golf bag.
SportDrive Steering and Suspension
Do you want the tightest turning radius available? on the golf course or
on the street, your Club Car will handle and maneuvers like a sports car,
thanks to our innovative SportDrive Steering & Suspension system. The
automobile- inspired chassis, steering and front and rear suspension
deliver a confident, comfortable ride.
10/16/2017
-2
Exhibit ___�
o
M I D W E S T
1 0 1 U R r Precedent Options - US Communities Program
To: Brookshire Golf Club Date: 10/16/2017
Quantity
Description
Per Unit
Extension
68
2018 Precedent I2 Electric Excel Golf Cars
$4,435.00
$301,580.00
*US Communities Program Pricing*
Standard Accessories:
Color — Beige, Green, White, Platinum, or Cashmere
Seat Color — Beige, White, Gray, or Black
Monsoon Canopy Top — Beige, White, or Black
Heavy Duty Power Drive 8 Volt Batteries (Set of 6)
Single Point Watering System, Sweater Basket
Fully Automatic E.R.I.C.® Chargers
Number Decals, FlexiDrink Cup Holders
Power Ribbed Tires and Wheel Covers (Set of 4)
Freight and Installation, New Deionizer Filter System
Includes prepping/moving of current Visage screens
Additional Accessories Included in Pricing:
Windshield — Fold Down, Sand Bottle (1 per side),
USB Charging Port (2), Info Holder on windshield
1
2018 Club Car Cafe Express F&B Vehicle
$14,783.00
$14,783.00
l
2018 Club Car Carryall 500 Range Picker
$10,343.00
$10,343.00
68
Trade -Ins: 2014 Club Car Precedent Electric
($1,800.00)
($122,400.00)
1
2008 Club Car Turf 2 Gas Range Picker
($1,950.00)
($1,950.00)
All trade-ins must be intact and accessorized as when purchased
(normal wear and tear excepted), free of liens and encumbrances,
and in fleet running condition. All trade-ins must also have one
workingcharger per car.
NET TOTAL:
$202 ,356.00
Terms
F.O.B.
Approx.
Delivery Date
Shipped Via
COD
All —A:
Carmel, IN
L_
11/20/2017
Club Car Truck
1J. Jul w ucuvery. ,ustomer to suoma requlrea crealt rntorinatron for credit
approval. The above proposal is firm for 30 days and is based on today's interest rate. Afler 30 days should vehicle prices or interest rates
fluctuate, this rate will be adjusted accordingly.
This is an offer to sell the above-described products at the prices indicated by Midwest Golf & Turf, LLC and, upon acceptance by the indicated
buyer, will become a binding contract of sale.
Accepted By:
Brookshire Golf Club
By:
Title:
Date:
Midwest Golf & Turf
Title:
Date:
Exhibi _ 5 ®.
3 ,� 4
10/16/2017
M I D W E S T
GElLi UIRF
Electric Settings Sheet
Please mark the settings you would like on your new 2018 Electric golf car.
Speed Settings
Brake Settings
Acceleration Settings
❑ I — 8.0 mph
❑ 2 —11.4 mph
0 2 —12.4 mph
❑ 2 —13.2 mph
❑ 2-14.0 mph
❑ 3-14.8 mph
❑ 4 —19.2 mph
❑ 0—Off
❑ 1— Slow — Softly
❑ 2 — Slow — Firmly
o 3 — Standard — Softly (default)
o 4 — Standard — Firmly
0 0 — Normal (default)
o 1 —Fast
I of Brookshire Golf Club, agree to the vehicle settings above. I understand any
future vehicle program changes performed after the delivery of the vehicles will be done at an additional cost
per car. The per car re -programming charge would be $ per car.
Accepted By:
Brookshire Golf Club Midwest Golf & Turf
By: B
Title: Title:
4 'P 9-e(' Exhibit
Date: Date:
1 10/16/2017 `�
M I D W E S T
1J ❑ L'� T U R F Terms and Conditions
For Rettirninlz Vehicles or Trade -Ins
Brookshire Golf Club agrees to accept sole responsibility for any loss or damage to its returned cars beyond
ordinary wear due to normal use. The returned cars must meet the following conditions:
1.) All cars must be free of all liens and encumbrances.
2.) All cars must be capable of running at least 9 holes of golf.
3.) All cars must be the same quantity and year model as originally evaluated.
4.) All cars must be clean, and free of trash, scorecards, pencils, tees, etc..
5.) All cars must have a working charger.
6.) All cars must have four serviceable tires that retain proper air pressure.
7.) All cars must steer properly in all directions.
8.) All batteries must be free of corrosion, and properly filled with water.
If any of the above conditions are not met by Brookshire Golf Club, Midwest Golf & Turf reserves the right to
withhold any and all Special Considerations stated in this agreement.
Furthermore, Brookshire Golf Club agrees to pay the following charges if the below conditions are found upon
Midwest Golf & Turf's inspection of the returned cars:
1.) Severely Damaged or Missing Chargers - $250.00 per charger
2.) Inoperable Cars - $200.00 per car
3.) Minor Damage (Damage to Bodies, Bumpers or Seats)- $350.00 per car
4.) Major Damage (Frame Damage, Wrecked Cars, Etc.) - $700.00 per car
Accepted By:
Brookshire Golf Club
By:_
Title:
Date:
Midwest Golf & Turf
B
Title:
Date:
Exhibit
�o_g
10/16/2017
M I D W E S T
B 0 L F @") it 1:
Replacement Parts and Service
Factory authorized replacement parts, service and warranty work is handled through Club Car's factory authorized
Dealer, . It is Club Car's objective that Brookshire Golf Club's fleet will receive professional, timely and
systematic service.
Club Car offers technical training seminars for Brookshire Golf Club's employees involved with golf car
operations. These seminars are held at Club Car's manufacturing facility in Augusta, Georgia, and are conducted
by professional educators. Brookshire Golf Club's employees will learn preventive maintenance and repair
procedures to enhance Brookshire Golf Club's fleet operations. They will also enjoy sharing ideas and experiences
with golf club and resort personnel from all over the world.
Factory Authorized Dealer
Indiana Golf Car
Donna Steger- Owner
Joel Peters- Manager
317-984-9339
1770 East 266`h Street
Arcadia, Indiana 46030
Distributor
Midwest Golf & Turf
Kent Heiden- CEO
Troy Griffith -Territory Manager
317-695-8415
1714 E. Pleasant Street
Noblesville, IN 46060
Exhibit 1✓_
60-C6
10/16/2017
EXHIBIT C
AFFIDAVIT
being first duly sworn, deposes and says that
he/s a is faIniliar with and has personal knowledge of the facts herein and, if called as a witness in this
matter, could testify as follows:
1. I am over eighteen (18) years of age and am competent to testify to the facts contained
herein.
2. lam now'd at all times relevan, herein have been employed by
Nl'dt,�eSf (the "Employer")
in the position of e r•
3. I am familiar with the employment policies, practices, and procedures of the Employer and
have the authority to act on behalf of the Employer.
4. The Employer is enrolled and participates in the federal E -Verify program and has
provided documentation of such enrollment and participation to the City of Carmel,
h-►diana.
5. The Company does not knowingly employ any unauthorized aliens.
FURTHER AFFIANT SAYETH NOT.
i
EXECUTED on the 6 lei, day of _ ��LrG l� , 20J$.
Printed:l
I certify under the penalties for perjury under the laws of the United States of America and the State of
Indiana that the foregoing factual statements and representations are true and correct.
Printed: