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HomeMy WebLinkAboutItem #10 Approval of Contract with Genuine Parts Company, doing business as NAPA and Assigned to Glenn Joiner & Sons, Inc., Providing On-Site Management of the Fleet Parts Supply ocoee florida AGENDA ITEM COVER SHEET Meeting Date: April 5, 2016 Item # Reviewed By: Contact Name: Stephen C. Krug Department Director: Contact Number: 6002 City Manager: / Subject: Contract with Genuine Parts Company, doing business as NA' •F- n• Assigned to Glenn Joiner& Sons, Inc., Providing On-Site Management of the Fleet Parts Supply. Background Summary: The City Commission approved a contract with Genuine Parts Company, doing business as NAPA, and assigned to Glenn Joiner & Sons, Inc., in March, 2013 to provide on-site management of the Fleet Division parts supply through the City's membership in the National Joint Powers Alliance (NJPA). NJPA has awarded a new contract to Genuine Parts Company (NAPA) which offers the same benefits to the City as the original contract. Public Works constantly investigates ways for the Fleet Division to reduce costs and improve the in- service rate for City vehicles and equipment. Public Works has found that contracting out the management of the parts room allows the Fleet Division to meet the goals of managing our parts inventory, reducing budget and improving productivity. To date, the on-site store arrangement has benefited the City through: • Parts purchased at bulk prices through purchasing power of the larger company, NAPA. • Inventory investment is reduced as we do not pre-pay to stock frequently used parts. • Accounting transaction costs are reduced by cutting down on the number of suppliers, invoices, purchase orders, accounts payable and returns. • On-site store staff are employees of NAPA, not City. • Productivity has increased and vehicle downtime reduced because mechanics are working instead of waiting on parts. • Parts do not leave the parts room without being accounted for. • City does not have to worry about obsolete inventory. • Defect credits and core credits are issued immediately. • Fleet Team focuses on maintaining the City fleet, not procuring parts and other products. In the 2014-2015 fiscal year, NAPA provided 90% of the parts used by the City based on the budget at a value of $511,254. NAPA also provided 3.4% of the fuel and lubricants used based on the budget at a value of$25,382. Public Works anticipates similar costs this year based on the age of the fleet. Public Works recommends executing the new contract with NAPA and Glenn Joiner & Sons, Inc. to provide parts management for the City. Issue: Request the City Commission to approve the new contract with Glenn Joiner & Sons to provide on-site management of the Fleet Divisions parts supply. Recommendations: Recommend the City Commission approve and execute the integrated supply agreement with Genuine Parts Company dba NAPA to provide on site management of the Fleet Division parts supply through the National Joint Powers Alliance Contract Number 061015-GPC. Attachments: Integrated Supply Agreement with GPC dba NAPA — Glenn Joiner & Son, Inc. NJPA Contract No 061015-GPC Exhibit A. GPC NAPA Response to NJPA RFP #061015. Financial Impact: The parts are adequately funded in the Division budgets. Type of Item: (please mark with an "x") Public Hearing For Clerk's Dept Use: Ordinance First Reading A Consent Agenda Ordinance Second Reading Public Hearing Resolution Regular Agenda X Commission Approval Discussion& Direction Original Document/Contract Attached for Execution by City Clerk Original Document/Contract Held by Department for Execution Reviewed by City Attorney N/A Reviewed by Finance Dept. ide N/A Review ed by ( ) N/A 2 INTEGRATED SUPPLY AGREEMENT BY AND BETWEEN GENUINE PARTS COMPANY AND THE CITY OF OCOEE N1r INTEGRATED SUPPLY AGREEMENT BY AND BETWEEN GENUINE PARTS COMPANY AND THE CITY OF OCOEE THIS INTEGRATED SUPPLY AGREEMENT (this "Agreement") is made by and between GENUINE PARTS COMPANY, a Georgia corporation (d/b/a NAPA Auto Parts) ("NAPA"), and the City of Ocoee, ("CUSTOMER" OR "CITY"), to be effective as of the day of , 20 (the "Effective Date"). WITNESSETH WHEREAS, pursuant to a competitive bidding and selection process by the National Joint Powers Alliance (hereinafter, "NJPA"), a Minnesota-based Service Cooperative created by Minnesota Legislative Statute 123A.21, NJPA and NAPA executed contract #061015 on July 21, 2015 (hereinafter, "NJPA Contract"), attached hereto as Exhibit A,to establish a source of supply for certain auto, truck and bus parts as well as to provide Integrated Business Solutions services; and WHEREAS, by becoming a participating member of NJPA (hereinafter, "Member"), the CITY and its related entities (hereinafter, "User Agencies") are authorized to utilize the pricing and incentives available to NJPA Members set forth in the NJPA Contract; and WHEREAS, CITY desires to become a User Agency under such NJPA Contract and desires to receive integrated business solutions services from NAPA; and WHEREAS, CITY and NAPA agree that the NJPA Contract is a vehicle by which CITY may contract directly with NAPA for parts and services, but that the terms and conditions of this Agreement and not the terms and conditions of the NJPA Contract shall govern the relationship of the parties; and WHEREAS, NAPA desires to provide integrated business solutions services and to establish inventories in CITY's locations to service the fleet parts needs of CITY and to serve as the primary supplier of automotive replacement parts and other supplies and/or equipment(the "Inventory")to serve the needs of CUSTOMER; and WHEREAS, CITY desires to provide space for the Inventory on the premises of CITY for use by NAPA ("On Site Store") and agrees that NAPA will be its primary supplier of the Inventory pursuant to the terms herein. NOW THEREFORE, in consideration of the mutual promises and covenants contained herein, and other good and valuable consideration, the receipt and sufficiency of which are acknowledged, the parties hereto agree as follows: AGREEMENT 1. DEFINITIONS. For purposes of this Agreement, the following terms shall have the meanings set forth below: (a) Primary Supplier shall mean the parts supplier that provides approximately ninety percent(90%) of the Inventory needs of CITY. (b) NAPA Owned Store shall mean an auto parts store lawfully using the tradename or trademark "NAPA"which is wholly owned by NAPA. (c) NAPA Jobber shall mean an auto parts store lawfully using the tradename or trademark "NAPA" with respect to which NAPA maintains no ownership interest. 2. CITY'S CURRENT LOCATIONS. NAPA will establish On Site Store(s) at the CUSTOMER'S following location(s): City of Ocoee 301 Maguire Road Ocoee, FL 34761 Additional locations of the CITY may be added to this Agreement but only by a written amendment executed and agreed to by both the CITY and NAPA. 3. TERM. This Agreement shall begin the date this Agreement is fully executed and shall end when the NJPA Contract terminates or expires or when terminated earlier in accordance with the applicable terms and conditions stated herein. As the NJPA Contract is renewed or extended, this Agreement may be renewed or extended for a period of time equal to or shorter than the period of time the NJPA Contract is renewed or extended upon the mutual written agreement of the Parties. This Agreement shall terminate automatically upon the termination, for any reason, of the NJPA Contract. Notwithstanding the foregoing, either party may terminate this Agreement at any time for its convenience by giving the other party sixty (60) days prior written notice of such termination. 4. DUTIES AND RESPONSIBILITIES OF NAPA. NAPA shall have the following duties and responsibilities during the term of this Agreement: (a) NAPA will operate the On Site Store(s) and provide the Inventory to CUSTOMER's now existing locations. NAPA shall provide all personnel required to operate the On Site Store(s). (b) In those circumstances when delivery is required by CITY, NAPA will provide parts to CITY's locations on a daily route basis. In addition, NAPA will accelerate delivery on those items CITY requires to be delivered on an expedited basis. NAPA will make all reasonable efforts to ensure prompt delivery to the CITY's location(s) requesting part(s). (c) NAPA shall provide all computers and reports necessary to monitor monthly expenses as they pertain to the daily operation of the On Site Store(s). NAPA shall provide computer ordering and cataloging to each On Site Store. (d) NAPA shall provide a cost statement of the parts operations to the CITY on approximately the 25th of each month for each On Site Store. (e) NAPA shall provide back-up emergency service during non-working hour contingencies. This overtime expense (calculated at time and one half)will be charged on a cost basis to CITY, and must be pre-approved by CITY. The parties shall mutually agree upon the pre-approval process for such emergency situations. NAPA will provide a list of personnel, including telephone numbers, who will respond to emergency service requests. 5. DUTIES AND RESPONSIBILITIES OF CUSTOMER. CITY shall have the following duties and responsibilities during the term of this Agreement: (a) CITY shall provide, at its sole expense, usable space for NAPA's On Site Store(s) and the Inventory. CITY shall provide access to restroom facilities for NAPA employees. Further, CITY shall furnish, at its sole expense, all utilities for the On Site Store(s) including: water, sanitation, sewer, light, telephone, heat, gas, electricity, power, fuel, janitorial and all other utilities and services rendered or delivered to the On Site Store(s) whatsoever. CITY shall provide NAPA a safe work environment that is free from hostility, violence, or discrimination. NAPA reserves the right to terminate the contract immediately should NAPA encounter a hostile, violent, discriminatory, or unsafe work environment. (b) CITY shall use NAPA as its Primary Supplier of the Inventory under this Agreement. CITY reserves the right to purchase any item outside this Agreement where it is determined to be more economical or timely so long as the purchase of aforesaid part or parts does not result in NAPA no longer being CITY's Primary Supplier in which case NAPA may terminate this Agreement. (c) Each On Site Store location shall be appropriately secured or otherwise maintained separate and apart from the business of CITY. There shall be no intermingling of CITY's parts or other inventory with NAPA's parts or inventory. Access to the secured On Site Store(s) shall be restricted to NAPA employees and authorized NAPA representatives only. CITY'S employees, contractors or agents shall not be permitted to enter the secured On-Site Store area unless accompanied by a NAPA employee or other authorized NAPA representative. (d) CITY shall, at all times during the term of this Agreement, at CITY'S sole expense, maintain in good condition and repair (so as to prevent any damage or injury to NAPA's employees, the Inventory or other personal property located in the On Site Store(s)) the roof, exterior walls, foundation, and structural portions of the On Site Store(s) and all portions of the electrical and plumbing systems lying outside of the On Site Store(s) but serving the On Site Store(s). (e) CITY shall provide information regarding fleet changes to NAPA as soon as possible. Fleet changes include but are not limited to the removal of types of vehicles from the fleet and the addition of new vehicles to the fleet. 6. ALTERNATIVE SUPPLIERS. Each On Site Store may be serviced by a NAPA Owned Store or a NAPA Jobber. CITY acknowledges that whether it will be serviced by a NAPA Owned Store or a NAPA Jobber will be determined by NAPA, in its sole discretion, and that if CITY is to be serviced by a NAPA Jobber, then such NAPA Jobber must evidence its desire to abide by the terms of this Agreement by entering into an Assignment in the form of Exhibit B hereto. 7. PAYMENT TERMS/PRICING. NAPA shall invoice the CITY for all Inventory purchased pursuant to this Agreement on a monthly basis according to the pricing plan below. CITY agrees to pay the undisputed amount of all statements received from NAPA by the 25th day of the month following receipt of any such statement. No prompt pay discount is available under this Agreement. The overall goal of CITY's pricing plan is to achieve a ten percent(10%) net profit for NAPA (the "Net Profit Target") by adjusting the pricing of two elements: (a) Product Costs. The pricing of the Inventory to be supplied to CITY by NAPA pursuant to this Agreement. Product Costs shall be further divided into "NAPA Product Costs," which is the pricing of NAPA supplier manufactured products, and "Non NAPA Product Costs," which is the pricing of products which have not been manufactured by NAPA suppliers but which have been acquired for CITY by NAPA pursuant to this Agreement. (b) Operational Costs. Any and all costs and expenses associated with the operation of the On Site Store(s), including, but not limited to, reimbursement by City for salary and benefits payable by NAPA to NAPA employees at the On Site Store(s), worker's compensation benefits and insurance, unemployment insurance, and for personal property insurance for the On Site Store(s) and Inventory, any deductible for losses covered under the personal property, automobile liability, or general liability insurance policies of NAPA, and all equipment supplied by NAPA. An example of a profit and loss statement reflecting such costs and expenses is attached hereto as Exhibit C. CITY acknowledges and agrees that the costs and expenses reflected on the profit and loss statement set forth on Exhibit C are subject to change based on actual monthly costs and expenses incurred relative to the operation of the On Site Store(s). Store employees are employees of NAPA and are not employees of the City. PRICING PLAN SUMMARY NAPA Product Costs Billed to CITY at a 10%gross profit rate (gross profit is store acquisition cost divided by .90) Non-NAPA Product Costs Billed to CITY at a 10%gross profit rate (gross profit is acquisition cost divided by .90) Operational Costs Billed to CITY at cost Net Profit Target 10%net profit for NAPA Both NAPA Product Costs and Non-NAPA Product Costs shall be set by NAPA to yield a gross profit of ten percent (10%). Gross profit is calculated by dividing the acquisition cost by .90. Operational costs will be charged to CITY at cost, with all such charges for Operational Costs to be included in CITY's monthly billing statement. CITY will be billed at the end of each month for operational costs on an"in arrears"basis. In addition, NAPA may use any sub-contractor for the procurement of"outside" purchases or services (i.e., those parts or services not traditionally stocked or performed by NAPA), and CITY will be billed an additional charge for any such purchases so as to yield NAPA a ten percent (10%) gross profit on such purchases. CITY must provide pre- approval in writing of such outside purchases. CITY is solely responsible for improper or inappropriate instructions by CITY's employees to NAPA regarding NAPA's purchases of nontraditional parts or services, unless CITY provided prior written notice to NAPA of parts or services that may not be procured by NAPA in relation to this Agreement. 8. INSURANCE. (a) CITY is a municipal corporation established under the laws of the State of Florida and is insured for liability with the Travelers Insurance Company and self-insured for workers compensation through the Department of Financial Services. CITY shall provide to NAPA, upon execution of this Agreement, a copy of all Certificates of Insurance evidencing the insurance coverages above. (b) NAPA shall maintain during the term of this Agreement worker's compensation insurance coverage for its employees located at the On Site Store(s) in amounts required by law. In addition,NAPA shall maintain personal property insurance .frk during the term of this Agreement in an amount sufficient to cover any loss or damage to the Inventory and any other personal property owned by NAPA that is located at the On Site Store(s). (c) The insurance policies in this section required to be held by each party shall contain a waiver of subrogation against the other party. (d) Neither CITY nor The Travelers Insurance Company shall procure or provide insurance for NAPA property or Inventory. 9. NO LIENS. (a) CITY warrants that it shall take no action, including but not limited to the granting of a security interest, or fail to take any action, which would operate or does operate in any way to encumber the Inventory of NAPA located in the On Site Store(s). (b) CITY grants NAPA a power of attorney to execute such documents as are necessary to protect NAPA's interest in the Inventory on consignment on CITY's premises, including any UCC-1 statements. 10. PERSONNEL. NAPA and CITY shall attempt in good faith to mutually agree upon the identity of the persons that will be selected to staff the On Site Store(s). In the event that CITY for any reason wishes to remove or replace any of the NAPA personnel in the On Site Store(s), the parties will attempt to resolve CITY's request by mutual agreement. 11. WARRANTY/LIABILITY DISCLAIMER. All products supplied pursuant to this Agreement are subject to the terms of written warranties provided by the manufacturer of each product, and NAPA shall use reasonable commercial efforts to assist the CITY in processing all warranty claims that the CITY may have against a manufacturer. The manufacturer's warranty will be the sole and exclusive remedy of the CITY in connection with any claims concerning the products supplied to CITY pursuant to this Agreement. ALL OTHER WARRANTIES, BOTH EXPRESS AND IMPLIED, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTIBILITY OR FITNESS FOR A PARTICULAR PURPOSE, ARE HEREBY EXCLUDED. Copies of the manufacturers' warranties are available to CITY upon request. For suppliers (or categories of suppliers) of Non-NAPA products that CITY instructs NAPA to utilize or consider for future purchases, NAPA is under no obligation to (and NAPA disclaims all liability in connection with) investigate product quality, management, ownership, reputation, certifications, qualifications, price competitiveness, or any other related characteristics of the products, individuals or entities at issue. 12. TERMINATION FOR CAUSE. This Agreement may be terminated immediately, unless otherwise stated in this Section 12, by either party for cause: (a) In the event that the other party fails or refuses to perform any other obligation required under this Agreement, and such failure or refusal continues for thirty (30)days after written notice thereof; or (b) In the event that the other party files any bankruptcy petition, has any bankruptcy petition filed against it, makes any assignment of its assets for the benefit of creditors, or admits in writing its inability to pay its debts as they become due. 13. EFFECT OF TERMINATION. Immediately upon termination of this Agreement by either party for any reason: (a) All duties, responsibilities and other obligations of each party hereunder shall terminate, except for the payment of any amounts due and owing to NAPA at the time of termination. (b) Each party shall immediately return to the other party all equipment, software, books, records, tools and any other personal property owned by the other party that are in such party's possession. CITY shall allow NAPA full and unrestricted access to enter into the On Site Store(s) and immediately remove all equipment and other items of personal property owned by NAPA without being deemed guilty of trespass or any other violation of the law. All inventory records, sales history, sales analysis and all other information generated by NAPA under this Agreement will be returned to CITY. Nothing contained in this Section shall be deemed a waiver of, or in any other manner impair or prejudice, any other legal rights that either party may have against the other party for any breach of this Agreement. The provisions and obligations of Sections 9, 11, 14, 15, 17, 18, and 20 shall survive the termination of this Agreement for any reason. 14. BUY-BACK OF INVENTORY. Upon termination, expiration, or non- renewal of this Agreement, NAPA shall have the option to require CITY to purchase all non-NAPA branded Inventory owned by NAPA and located in the On Site Store(s) at NAPA's current acquisition cost, and CITY shall have the option to purchase all NAPA branded Inventory, owned by NAPA and located in the On Site Store(s) at NAPA's current acquisition cost. NAPA to provide a report of the non-NAPA branded inventory and value with the monthly invoice. CITY INITIALS: 15. DELETED. 16. LANDLORD CONSENT AND WAIVER. Not applicable. 17. INDEMNIFICATION. NAPA shall be responsible for and shall indemnify and hold CITY harmless from and against all damages, claims or demands that may, during the term of this Agreement, arise or be occasioned by the negligent or intentional acts of NAPA or NAPA's employees. However, nothing set forth in this Agreement shall be deemed or construed as a waiver of sovereign immunity by City and City shall have and maintain at all times and for all purposes, any and all rights, immunities and protections available under controlling legal precedent and as provided under Section 768.28, Florida Statutes and other applicable law. 18. NOTICES. Whenever any notice, demand or request is required or permitted hereunder, such notice, demand or request shall be hand-delivered in person or sent via facsimile, by overnight mail through a reputable service, or by certified mail, return receipt requested,to the addresses set forth below: As to NAPA: Genuine Parts Company d/b/a NAPA Auto Parts 11716 N. Florida Ave Tampa, FL 33612 Attn: Gregg Sargent Telephone: (813) 932-4182 Facsimile: (813) 932-2151 As to CUSTOMER: City of Ocoee 301 Maguire Road Ocoee, FL 34761 Attn: Stephen Krug Telephone: (407) 905-3170 Facsimile: (407) 905-3176 And to: Shuffield Lowman& Wilson P.A. 1000 Legion Place #1700 Orlando, FL 32801 Attn: Scott Cookson, City Attorney Telephone: (407) 581-9800 Facsimile: (407) 581-9801 Each such notice shall be deemed delivered (i) on the date of receipt if delivered by hand, overnight courier service or if sent by facsimile, or(ii) on the date three (3) business days after depositing with the United States Postal Service if mailed by registered or certified mail. Either party may change its address specified for this notice by giving the other party at least ten(10) days written notice in accordance with this Section 18. 19. FORCE MAJEURE/DAMAGE OF PREMISES. (a) Whenever performance by either party of any of their respective obligations (other than the obligation to make payment of money due hereunder) is substantially prevented by reason of any act of God, other industrial or transportation disturbance, fire, floods, riots, acts of enemies, national emergencies or by any other cause not within the reasonable control of such party and not occasioned by its negligence, then such performance shall be excused and the performance of such obligations under this Agreement shall be suspended for the duration of such prevention and for a reasonable time thereafter. (b) NAPA may terminate this Agreement immediately in the event that the CITY's premises are damaged by any casualty, or such portion of the premises is condemned by any legally constituted authority, such as will make the CITY's premises unusable for the On Site Store(s) in the reasonable judgment of NAPA. 20. SUCCESSORS AND ASSIGNS. The provisions of this Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective officers, directors, employees, successors and assigns. Notwithstanding the foregoing, NAPA shall not assign, transfer, delegate or in any other manner dispose of its rights, privileges or obligations under this Agreement, without the written consent of the City. 21. AMENDMENTS. No amendment to this Agreement shall be binding on either party hereto unless such amendment is in writing and executed by both parties with the same formality as this Agreement is executed. 22. NO WAIVER OF RIGHTS. No failure of either party hereto to exercise any power given such party hereunder or to insist upon strict compliance by the other party to its obligations hereunder, and no custom or practice of the parties in variance with the terms hereof, shall constitute a waiver of either party's right to demand exact compliance with the terms hereof. 23. LIMITATIONS ON RIGHTS OF THIRD PARTIES. All obligations of a party under this Agreement are imposed solely and exclusively for the benefit of the parties, and no other person shall, under any circumstances, be deemed to be a beneficiary of such obligations. 24. INDEPENDENT CONTRACTOR. The parties hereto are independent contractors. Nothing in this Agreement shall create or shall be deemed to create any fiduciary relationship or the relationship of principal and agent, partnership, joint venturers or any other similar or representative relationship between the parties hereto. 25. CHOICE OF LAW. This Agreement shall be construed and interpreted under the laws of the State of Florida and venue shall lie in the courts of Orange County. 26. COUNTERPARTS. This Agreement may be executed in one or more counterparts and each counterpart shall, for all purposes, be deemed an original, but all such counterparts shall together constitute but one and the same instrument. 27. SECTION HEADINGS. Section titles or captions contained herein are inserted only as a matter of convenience for reference and in no way define, limit, extend, or describe the scope hereof or the intent of any provision hereof. 28. SEVERABILITY. In the event any part of this Agreement shall be finally determined by a court of law to be illegal or unenforceable for any reason, then that illegal or enforceable part shall be severed from the Agreement, and the remaining terms shall continue in full force and effect. 29. ENTIRE AGREEMENT. This Agreement constitutes the entire agreement of the parties hereto and no prior representation, inducement, promise or agreement, oral or written, between the parties not embodied herein shall be of any force and effect. 30. NJPA CONTRACT. CITY and NAPA acknowledge and agree that the NJPA Contract is a vehicle by which CITY may contract directly with NAPA for parts and services, but that the terms and conditions of this Agreement and not the terms and conditions of the NJPA Contract shall govern the relationship of the parties. 31. ADDITIONAL PROVISIONS. 1. The City's Public Works Director or his/her designee shall supervise and control NAPA's work under this Agreement. 2. NAPA shall comply with the terms and conditions of any and all federal, state and local permits, which may be required for the work to be performed. The City shall be responsible for obtaining all other permits at the City's cost. 3. The terms of this Agreement shall be primary and superior to any oral terms or any conflicting terms found in the Agreement referenced herein. [Signatures Appear on Next Page] IN WITNESS WHEREOF, the parties hereto cause their hands and seals to be affixed by their duly-authorized representatives effective as of the date and year first above written. GENUINE PARTS COMPANY By: Name: Gregg argent Title: Division Vice President—Florida CITY OF OCOEE By: Rusty Johnson, Mayor ATTEST: Beth Eikenberry, City Clerk (SEAL) APPROVED BY THE CITY OF OCOEE COMMISSION IN A MEETING HELD ON , 2016 UNDER AGENDA ITEM NO. FOR USE AND RELIANCE ONLY BY THE CITY OF OCOEE, FLORIDA; APPROVED AS TO FORM AND LEGALITY this day of , 20 . SHUFFIELD, LOWMAN &WILSON, P.A. By: City Attorney uV EXHIBIT A NJPA CONTRACT See attached. iY EXHIBIT B ASSIGNMENT See attached. )k ASSIGNMENT FOR GOOD AND VALUABLE CONSIDERATION, the receipt and sufficiency of which are hereby acknowledged, GENUINE PARTS COMPANY, a Georgia corporation (hereinafter "Assignor"), hereby assigns, transfers, sets over and delivers to Glenn Joiner & Son, Inc., a Florida corporation (hereinafter "Assignee"), all of Assignor's rights, obligations and interest, including any options to renew or extend the contract term, in those certain location(s) as set forth below, as governed by the Integrated Supply Agreement dated by and between Genuine Parts Company and the City of Ocoee (the "Integrated Supply Agreement"). Location(s): City of Ocoee 301 Maguire Road Ocoee, FL 34761 Assignee hereby accepts the assignment of the Integrated Supply Agreement, agrees to provide the services and perform all other obligations required to be performed by "NAPA" in said Integrated Supply Agreement at the times and in the manner set forth in said Integrated Supply Agreement, and shall be bound by all other terms, covenants and conditions of said Integrated Supply Agreement with regard to the location(s) set forth above, all with the same force and effect as if Assignee were originally named as "NAPA"therein. City of Ocoee hereby consents to the above assignment of the Integrated Supply Agreement on the terms set forth herein. The parties hereto agree that the assignment as set forth herein shall be effective as of midnight on [Signatures Appear on Next Page] 'Y IN WITNESS WHEREOF, the undersigned have set their hands this day of , 20 . ASSIGNOR: ASSIGNEE: GENUINE PARTS COMPANY Glenn Joiner& Son, Inc. By: .���0f By: ,.ik— Name: Gregg Sarge Nam . Glenn Joiner Its: Division Vice President—Florida Its: President Agreed and acknowledged: City of Ocoee By: Name: Its: EXHIBIT C SAMPLE OPERATIONAL COSTS STATEMENT See attached. -/( Form E * PA Contract Acceptance and Award (To be completed only by NJPA) NJPA 061015'FLEET-RELATED MAINTENANCE EQUIPMENT,SUPPLIES,SERVICES,AND INVENTORY MANAGEMENT SOLUTIONS Genuine Parts Company/NAPA Integrated Business Solutions(IBS) Proposer's full legal name Your proposal is hereby accepted and awarded. As an awarded Proposer, you are now bound to provide the defined product/equipment and services contained in your proposal offering according to all terms,conditions,and pricing set forth in this RFP,any amendments to this RFP,your Response,and any exceptions accepted or rejected by NJPA on Form C. The effective start date of the Contract will be 5 ,20 IS and continue for four years from the board award date. This contract has the co .•- . of a fifth year renewal option at the discretion of NJPA. i —"Mill1101 National Joint Powers Alliance,' NJPA Authorized signature:��� , C,\ro �[ JPA Executive Director ` (Name printed or typed) aVAwarded this day of v LAX ,20 15 NJPA Contract Number 1061 015-GPC 1 44 NJPA Authorized signature: qt tom--- S(.c + V Q.J v 110- NJPA Board Member (Name printed or typed) Executed this day of L.k\ ,20 5 NJPA Contract Number 061015-GPC, Proposer hereby accepts contract award including all accepted exceptions and NJPA clarifications identified on FORM C. Vendor Name E , NE (ci•�, &I ' 414 /1 Vendor Authorized signature: � ION ���i��, Q (Name printed or typed) Title: �CC Ris;ck ij7 —//4411 //3 , Executed this ,1,1/t�a day of vim` ,20 l� NJPA Contract Number 6l X15-GPC; t� 42 Form A d�d'JPA�. PROPOSER QUESTIONNAIRE- General Business Information (Products, Pricing, Sector Specific, Sen,ices, Terms and Warranty are addressed on Form P) Proposer Name: Genuine Parts Company/NAPA IBS Questionnaire completed by: Jett Kuntz Please identify the person NJPA should correspond with from now through the Award process: Name: Jett Kuntz E-Mail address: Jett_Kuntz@genpt.com Provide an answer to all questions directly below each question(do not leave blank,mark NA if not applicable)and address all requests made in this RFP.Please supply any applicable supporting information and documentation you feel appropriate in addition to answers entered to the Word document. All information must be typed, organized, and easily understood by evaluators. Please use the Microsoft Word document version of this questionnaire to respond to the questions contained herein. Company Information&Financial Strength 1) Why did you respond to this RFP? NAPA IBS has responded to this RFP as the incumbent contract holder under NJPA Contract#010511. For the past five years we have learned and grown with NJPA as the roots of cooperative purchasing have grown within our company. We are responding to this RFP because we have seen—over the life of our initial contract—the huge direct benefits cooperative purchasing has delivered to our government agencies that have used the NJPA IBS contract. We feel we are a best-in-class overall solution to a wide range of vendor managed parts inventory services for fleet and related MRO operations in the US and Canada. We feel our ability to market the NJPA contract in all 50 states and all provinces in Canada—connected with the brick and mortar locations we have in all 50 states and all Canadian provinces — give Genuine Parts Company a unique position to provide the best value for vendor managed services for NJPA contract holders in government, education, and non-profits. We have been honored to be a part of the solution NJPA provides nationwide—it has been the only cooperative contract NAPA IBS has promoted to our customer base. Our goal is to be selected as the Exclusive Vendor in the category of vendor managed on-site and off-site parts, supplies and warehouse inventory services under the new NJPA contract#061015. 2) What are your company's expectations in the event of an award? As the current contract holder for NJPA we have 17 IBS operations utilizing the NJPA contract that expires February 2016. Our first order of business-if awarded—will be to renew/extend every IBS contract to the allowable timeframe. Our current customers have seen the benefits and are eager to continue the completely integrated programs we have begun over the last 5 years. On the new business side, we have multiple wide-ranging projects in line in the event of an award. We have fully engaged our team of 18 IBS marketing specialists in the US and 7 marketing specialists in Canada on a multi-level NJPA marketing roll-out in Q3 2015 should we be awarded the NJPA contract for our services. Our plan includes a new NJPA specific web page, Salesforce.cor database integration,and commitment from Genuine Parts Company on dedicated NJPA testimonial videos that will be used in our digital campaign. In the short term, we feel we can double our contracts in the next 24 months and grow the vendor managed inventory space to fleet related and MRO related space in many of our existing sites. We currently have over 350 NAPA IBS contracts in the US and 22 in Canada. A large majority of these are government contracts that we will encourage to utilize our NJPA contract in lieu of rebidding in the years ahead. The opportunity is broad. 3) Provide the full legal name,address,tax identifications number, and telephone number for your business. Genuine Parts Company 2999 Circle 75 Parkway Atlanta, GA 30339 Phone#770-956-2200 Federal Tax ID: 58-0254510 4) Demonstrate your financial strength and stability. Genuine Parts Company is publicly traded on the NYSE(Stock symbol: GPC). Genuine Parts Company was founded in 1928 and has grown to a$15 billion company based on the strength of a strong business core of diverse distribution strategies in automotive (light, medium, heavy duty - NAPA), industrial MRO (Motion Industries), wholesale office products(SP Richards),and industrial electrical distribution(EIS). Please see attached Exhibit A for company profile and annual report that outlines our 87 year track record and financial history. 5) Are you now,or have you ever been the subject of a bankruptcy action?Please explain. Genuine Parts Company has never been part of a bankruptcy action. 6) Provide a brief history of your company that includes your company's core values and business philosophy. Genuine Parts Company, founded in 1928, is a service organization engaged in the distribution of automotive replacement parts, industrial replacement parts, office products and electrical/electronic materials. GPC has a distribution network of over 2,600 operations located throughout the US,Canada,Mexico,the Caribbean,Australia and New Zealand. The Company serves tens of thousands of customers through these operations and has approximately 37,500 employees. With over 87 years of distribution expertise, GPC's commitment and reputation for just-in-time service position us as a critical partner in our customers' success. GPC Core philosophy: Genuine Parts Company and NAPA IBS philosophy is to earn status as the leader in market share in every business category in which we do business through incredible internal team building and outstanding supply chain solution that benefit our end-user customers. NAPA IBS Philosophy: Develop the best-in-class supply chain and vendor management parts through supply chain and warehousing strategies for our core government, education and private business customers. We do this through consistent benchmark reporting,flexibility in our model,and transparency in the parts,supplies and services provided in our contracts. 7) How long has your company been in the FLEET-RELATED MAINTENANCE EQUIPMENT, SUPPLIES, SERVICES,AND INVENTORY MANAGEMENT SOLUTIONS industry? Our company—GPC—has been in the fleet-related maintenance equipment, supplies and services business for over 87 years. Specifically our company has been in the vendor managed inventory solutions business (trademark name Integrated Business Solutions—IBS)for over 22 years. 8) Is your organization best described as a manufacturer or a distributor/dealer/re-seller for a manufacturer of the products/equipment and related services being proposed? a) If the Proposer is best described as a re-seller, manufacturer aggregate, or distributor, please provide evidence of your authorization as a dealer/re-seller/manufacturer aggregate for the manufacturer of the products/equipment and related services you are proposing. b) If the Proposer is best described as a manufacturer,please describe your relationship with your sales/service force and/or Dealer Network in delivering the products/equipment and related services proposed. c) Are these individuals your employees,or the employees of a third party? d) If applicable,is the Dealer Network independent or company owned? Our company is clearly defined as a distributor/dealer/reseller of the products we provide as part of this RFP. NAPA IBS is a division of NAPA Auto Parts. The NAPA Auto Parts offering provides our contract holders with the opportunity to purchase over 445,000 skus of automotive replacement parts(light,medium,heavy duty),paint,supplies, tools, equipment, and other related fleet supplies. This is unique to NAPA IBS. Other vendor managed inventory companies may claim they can supply NAPA parts through their agreement—however,they are not authorized resellers of our NAPA branded product. Only NAPA IBS has direct to vendor relationships for NAPA branded products through our IBS stores for our customers. Our NAPA IBS offering expands that offering to our customers as a reseller of over 1,300 manufacturers and distributors—covering OE product,aftermarket and manufactured product distributed through our 350+NAPA IBS locations. a)NAPA IBS works under the corporate umbrella of Genuine Parts Company and is the authorized entity within GPC to offer the services outlined in this RFP — either through our corporate NAPA stores or independent NAPA stores. These entities are the only parties that may work under our corporate umbrella to provide services outlined under this RFP response identified as NAPA Integrated Business Solutions. NAPA and NAPA IBS are authorized trademarks of Genuine Parts Company. b) Genuine Parts Company is not a manufacturer of the products sold under the terms of the services outlined in this RFP. c)Genuine Parts Company/NAPA IBS is the corporate entity responsible for the services outlined in the RFP response. In specific cases where an independent NAPA store may be a better service vehicle for a specific NJPA contract member, the independent NAPA store is bound to abide by the assignment of the contract outlined within our NJPA contract. Genuine Parts Company corporate will manage all NJPA IBS contracts from a reporting and contract management perspective. All employees engaged in an NJPA service as part of the services outlined in this response will be either GPC corporate employees or affiliated NAPA independent store employees. We believe that engaging our independent stores will provide NJPA members the unique opportunity to leverage the benefits that a world-class international supplier can provide while being inclusive of small businesses in their community — a goal of many procurement agencies today. d)NAPA's dealer network is made up of both company and independent stores. In the services outlined in this RFP, Genuine Parts Company will be the "sole source of responsibility" for all NJPA contract matters. In cases where an NJPA member wishes to enter into a NAPA IBS relationship with their local, small business NAPA independent store owner,Genuine Parts Company will work with the NJPA member to facilitate the same terms of our NAPA IBS through our independent owner. The owner will be subject to the terms of the NJPA/NAPA IBS contract. 9) Please provide your bond rating,and/or a credit reference from your bank. Genuine Parts Company is a Fortune 250 publicly traded company(NYSE: GPC). Our company has never had to pay a service for a bond rating. Our financial status is reported as a public company on our website—www.genpt.com. As a corporation,we do business with multiple banks—the largest being Bank of America and Sun Trust Bank—references from these banks—if required-may be requested through our GPC Treasurer—Frank Howard at 770-956-2200. 10) Provide a detailed explanation outlining the licenses and certifications that are both required to be held, and actually held by your organization in pursuit of the commerce and business contemplated by this RFP. Genuine Parts Company has required business licenses to do business in all 50 states and all Canadian provinces. 11) Provide a detailed explanation outlining licenses and certifications both required to be held, and actually held, by third parties and sub-contractors to your organization in pursuit of the commerce contemplated by this RFP. If not applicable,please respond with"Not Applicable." Not applicable.—Beyond normal business licenses required in every state and province in our trade area—NAPA IBS is not subject to any other licenses or certifications to do commerce in the items listed in this RFP. 12) Provide all"Suspension or Disbarment"information as defined and required herein. Genuine Parts Company has never been barred or suspended or precluded from participating in any public procurement activity with a federal,state or local government or education agency. 13) In addition to the$1.5 million in General Liability and/or in conjunction with umbrella insurance coverage,what level of automobile and workers compensation insurance does your organization currently have?If none,please explain. GPC complies with the general insurance requirements within this RFP and has proven so in hundreds of contracts with government agencies. Additionally GPC purchases a $5 million automobile liability policy and a $1 million workers compensation policy. Our certificate of insurance required as part of this submission is attached in Exhibit B within our RFP response. 14) Within the RFP category there is potential to be several different sub-categories of solutions; list sub category title/s that best describe your equipment/products,services and supplies. Potential list of sub category services/solutions NAPA IBS can provide under the services outlined in this RFP: o Vendor managed fleet parts management services—aftermarket, OE parts, tires, related supplies, paint, tools and equipment o Vendor managed facilities MRO warehouse management services - including building materials, industrial materials, school supplies,office supplies o Repair and diagnostic equipment for fleet operations o Maintenance,repair,and operating replacement supplies for facilities,schools,non-profits,housing authorities, transit agencies o IT services for fleet and MRO facilities—including warehouse enterprise software integration,consulting,fleet software integration,data management o Parts and MRO supplies using vending machine solutions—based on customer need o Off-site inventory vendor managed services—manned and unmanned o Parts and warehouse staffing services o Inventory management analysis o Exclusive on-line parts ordering via NAPA ProLink o Fleet metrics reporting Industry Requirements &Marketplace Success 15) List and document recent industry awards and recognition. Our vendor managed inventory services with IBS are awarded with the successes of our customers. Over the past 22 years our NAPA IBS customers have received hundreds of local and national awards. In recent years the following fleet organizations have received awards of operational excellence and have attributed part of their success to NAPA IBS: a) Keith Leech — City of Sacramento, CA (NJPA IBS contract Holder) -- 2014 National Association of Fleet Administrators—Fleet Excellence Award and 100 Best Fleets#1 Fleet In America 2015 b) Greg Morris—Fleet Director— Sarasota County, FL -- Association of Equipment Management Professionals 2014 "Fleet Master"Award c)Government Fleet Magazine Leading Fleets—2015 Leading Fleets Awards(in alphabetical order): City of Boise,ID,Fleet Services(Craig Croner,CPFP) City of Boston,MA Central Fleet Management(Jim McGonagle) City of Dublin, OH(J. Darryl Syler) City of Fort Worth,TX(Wayne Corum) City of Houston,TX(Kenneth Hoglund,P.E.) City of Sacramento,CA(Keith Leech) City of Ventura,CA(Mary Joyce Ivers) County of San Diego,CA(Sharyl Blackington) County of Sonoma, CA Fleet Operations Division(David Worthington) Hillsborough County,FL(Robert L. Stine,Jr) New York City Police Department,NY(Robert Martinez) City of New York City Department of Citywide Administrative Services,NY(Keith Kerman) Sarasota County Government,FL(Gregory Morris) d)NAPA IBS Award—City of Houston,TX Fleet --2014 Vendor of the Year 16) Supply three references/testimonials from customers of like status to NJPA Members to include Government and Education agencies. Please include the customer's name, contact, and phone number. References Palm Beach County,Florida(Current NJPA member and NJPA IBS contract holder) 2601 Vista Parkway West Palm Beach,FL 33411 Contact: Douglas Weichrnan 561-233-4550 dweichma @pbcgov.org In-house parts operation: Under contract for almost 3 years—since September 2012 Vehicles&Equipment include:Road,Fire, Ambulance, Solid Waste,Trucks,Passenger, Miscellaneous, Small Engine,Light duty, and Heavy-duty equipment. Invoice integration and Reconciliation with FMIS system NAPA Employees: 5 Inventory Value: $450,000.00 Annual Contract Value: $2.1 million City of Chicago 1685 N.Throop Street Chicago,IL 60622 Contact: Walter West—Deputy Commissioner/Fleet Services 312-744-5240 Walter.West@cityofchicago.org In-house parts operation—Under contract for 15 years(13 unique fleet shop locations) Services provided include automotive parts, heavy duty parts, industrial parts and supplies, tires (new and recap), lubrication products, machine shop service, on-site hydraulic hose assembly, sublet repairs, wrecker service and emergency tire road service.Note:NAPA's TAMS inventory system is fully integrated with Chicago's Assetworks M4 Fleet Software. Vehicles and Equipment Include:Aviation at O'Hare and Midway Airports,Police,Fire,Ambulance,Solid Waste and miscellaneous small engine, light duty and heavy duty equipment. NAPA Employees: 84 Inventory Value: $5,500,000 Annual Contract Value: $23,000,000 Metro Louisville(City of Louisville,KY/Jefferson County,KY) 935 Logan St. Louisville,KY 40204 Contact: Matt Maskey-Fleet Operations Manager 502-571-3180 Matthew.Maskey @louisvilleky.gov Note: The City of Louisville and Jefferson County have merged into a single government entity. In-house parts operation—Under contract for 16 years(2 main fleet shop locations) Services provided include automotive parts; heavy-duty parts, industrial parts & supplies, tires (new & recap), lubrication products, machine shop service, on-site hydraulic hose assembly, sublet repairs, wrecker service, and emergency tire road service. Vehicles and Equipment Include: Police, Fire, Ambulance, Solid Waste, Ambulance, RV, Bus and miscellaneous small engine, light duty, and heavy-duty equipment. NAPA Employees: 10 Inventory Value: $1,700,000 Annual Contract Value: $4,800,000 annually 17) Provide a list of your top 5 Government and/or Education customers (entity name is optional) including: entity type, the state the entity is located in, scope of the project/s, size of transaction/s and dollar volumes from the past 3 fiscal years. Top 5 Government and/or educational customers: a)City of Chicago, IL fleet operations(15 locations)—annual purchases$22 million b)City of Houston.TX fleet operations(17 locations)—annual purchases $20 million c)City of New York City,NY fleet operations(12 locations)—annual purchases$13 million d)City of Louisville,KY(3 locations)—annual purchases$6 million e)Maine DOT, ME(7 locations)—annual purchases $6 million 18) What percentages of your current (within the past three (3) fiscal years) national sales are to the government and education verticals? Indicate government and education verticals individually. Government(City,County, State,DOT,Government Utility only)and education(school bus fleets only)are about 70% of our overall purchase volume in the vendor managed inventory services. Of that 70%it is divided 60%government (city, state, county, DOT, government utility) and 10% education/school (Higher Ed/K-12) fleet. We also have very large customers in the private sector(airlines, construction, utility, private fleets)that are a significant portion of our IBS services. It is a tremendous value to our government customers that we have information on vendors from our private sector business. It broadens the scope of availability on OE and MRO supplies for our government and education fleet customers. Proposer's Ability to Sell and Deliver Service Nationwide 19) Please describe your company sales force in terms of numbers, geographic dispersion, and the proportion of their attention focused on the sale and services of the equipment/products contemplated in this RFP? NAPA IBS has 100% coverage of the US through full-time NAPA IBS dedicated sales representatives across our 10 automotive company divisions: Our NAPA IBS US NJPA Sales Force includes: Atlantic Division—Josh Peters and Robert Haas-SC,NC,TN,VA,KY, AR Central Division—Daniel Bigham,Steve Cherry and Mike Mehnert-OH,Western PA,IN,MI Eastern Division—Terry Ryan and Bruce Pinto-NY,NJ,MA,NH,VT,ME,CT Florida Division—Mark Smith-FL Mountain Division—Dale Clark and Vicky Donio-CO,UT, SD,ND,MT, WY,ID, WA,AK, HI,UT Midwest Division—Mike Picardi-IL,MO,WI,MN, IA Quaker Division—Rick Strevig-DC, Eastern PA, Southern NJ,MD, DE,RI Southern Division—Tony McSwain and Peter Purpura-GA,MS,AL,LA Southwest Division—Paul Schlebach and Hunter Beal-TX, OK,KS,NE,MO Western Division—Dale Clark and Jim Hardesty-NM,AZ, CA, OR,NV Canadian Team—Our NAPA Canada team focuses on Network Development and IBS Atlantic Region Kevin Stevens Quebec Region Martin Boissonneault Ontario Region Lisa McClelland Ontario Region Karen McMullin West/Pacific Region(Winnipeg) Gord Oakley West/Pacific Region(Calgary) Matt Sawatzky West/Pacific Region(Vancouver) Colby Hill Another unique characteristic of the NAPA family's ability to sell the NJPA IBS solutions contract is the network of 6,000 NAPA stores nationwide and their dedicated sales staff. While not dedicated entirely to selling the IBS concept, these stores employ over 3,000 outside sales professionals that call on government, education and non-profit fleet operations every day. This crew of over 3,000 additional sellers of the program — most of them based out of small businesses in all 50 states is a strong avenue for us to help sell the NJPA contract. NAPA IBS Headquarters NJPA Contract Support—100%dedicated Jett Kuntz-Corporate Vice President NAPA lBS • Responsible for all business category segments of IBS sales and operations including project implementation, personnel development,operations,contracts,software integrations,and marketing • Senior, single point of contact for all NJPA contract marketing efforts and contract questions Dana Stolle-Senior Director of Operations—NAPA IBS • Responsible for building a rock-solid operations platform to enhance our current operations and assist the roll- out of new locations Tim Crowe—Marketing Coordinator—NAPA IBS • Manages NAPA IBS Digital Marketing and Salesforce.com database efforts • Coordinates Digital Marketing for NJPA publicity and marketing efforts Ryan Ouellette-IBS Inventory Control Manager • Manages NAPA IBS national"Vendor Spend"analysis • Identifies reasonably achievable pricing cost schedules by supplier and/or industry • Identifies targets for potential national vendor buying agreements • Coordinates non-NAPA product line database to promote national inventory and sales reporting • Reviews opportunities to move unproductive inventory to other IBS sites reducing obsolescence • Provides feedback and input on IBS inventory control improvements Brian Gallagher--IBS Operations Manager • Establishes and provides oversight of standardized procedures • Reviews operational initiatives for increased efficiencies • • Reports to upper management on operational key performance indicators(KPIs)of our group • Establishes and reviews corporate IBS Policies and disperses them to the field • Oversees implementation of service and accountability initiatives Collin Garner-IBS Legal Counsel • Reviews all documents before we execute an RFP response,contract change or new agreements • Negotiates and coordinates all NJPA and IBS contract documents Brad Hayes—IBS IT Director • Maintains relationships with major fleet software providers • Oversees all software integration and IT reporting efforts • Reviews new technology issues to improve platform compatibility 20) Please describe your dedicated dealer network and number of individual sales force within your dealer network in terms of numbers, geographic dispersion, and the proportion of their attention focused on the sales distribution and delivery of your equipment/products and related services contemplated in this RFP? The sales team and support team listed in question#19 are dedicated to selling and operating the NJPA contract and IBS services across the US and Canada. They do not have any other company responsibilities except to sell and promote NAPA IBS and the services presented in this RFP. 21) Please describe your dedicated company service force or dedicated network in terms of numbers, geographic dispersion, and the proportion of their attention focused on the sale of the equipment/products and related services contemplated in this RFP? It is important to note that the sales force listed in questions#19 and#20 are 100%Genuine Parts Company employees who are dedicated to selling our vendor managed inventory IBS services and contracts. They are responsible to sell IBS and manage the contract process for our entire company and independent NAPA dealer network. 22) Please describe your dedicated dealer service force or network in terms of numbers geographic dispersion,and the proportion of their attention focused on the sale of the equipment/products and related services contemplated in this RFP? Additionally, please describe any applicable road service and do they offer the ability to service customers at the customer's location? The dedicated sales and operations team outlined in question #19 are solely focused on business development, compliance,and operation in all IBS contract engagements in the US and Canada. In addition,they do offer road service and manage the contract process throughout the life of the contract for our company and dealer network for IBS services. They are involved in contract selling, contract negotiation, mobilization, initial vendor management, and project implementation. After the launch of our IBS locations,the IBS sales representative remains involved with the contract to ensure we are meeting benchmarking and key performance indicators for the customer. They are a vital part in bringing outside of market information to the fleets and maintenance facilities we service. Our IBS contract sales force are a mobile field-driven sales team and are available to service the customers at their locations and to assist our existing on-site parts management team in any endeavor. 23) Describe in detail your customer service program regarding process and procedure. Please include, where appropriate,response time capabilities and commitments as a part of this RFP response and awarded contract. Our customer service process and procedure support breaks into three categories: NJPA Contract Sales Process (Pre- Contract), NJPA Contract Implementation/Project Startup Process (Post Contract), and NJPA"Live Project" Process (Continuous Improvement Process) **Note**All resources listed in this section are already in place and immediately available to respond to the award and commitments of an NJPA contract and subsequent contract marketing, mobilization and implementation. NJPA Contract Sales Process—Pre Contract Our NAPA IBS Vice President -Jett Kuntz- and the team of 18 dedicated NJPA IBS contract sellers are responsible for selling and promoting NJPA IBS contracts to our thousands of prospective candidates to use the NJPA contract for our services. This team will promote the contract using the marketing tools listed in our RFP response. Their responsibility will be to work with fleet management,procurement, finance,accounting and administration to build the best-in-class total IBS solution customized for their specific contract. They will coordinate the contract details, work with local NAPA management teams on personnel, inventory and implementation. This team will do the hard core analytics with fleet and warehouse management to determine the best solution for the customer. NAPA IBS believes in face-to-face customer service— so our teams are dedicated to work directly with customers in their shops to help them build the best vendor managed strategy for their operation. In conjunction with our sales effort—GPC provides NAPA IBS with dedicated legal resources to expedite the contract negotiation and finalization process. Our legal contact-Collin Garner-is available as an immediate resource to NJPA, our sales team, and our NJPA contract members to answer questions and expedite documents for contracts. This has been a huge benefit for our NJPA customers because of the speed of response on contract questions and finalizations. NJPA Contract Implementation/Project Startup Process—Post Contract After a contract has been finalized—our entire IBS operations organization immediately kicks into gear as we mobilize the vendor managed on-site location. Our headquarters support team listed in question#19 of this response is in charge of implementing the new project and performs the following mobilization support tasks: 1) Databases NJPA contract in our in-house contract managing database 2) Establishes contract pricing in the new site 3) Coordinates IT efforts to support on-site point of sale and any special IT initiatives 4) Verifies reporting systems for NJPA contract reporting 5) Initializes our in-house on-line project management tools for the field 6) Reviews internal business plan proposal to ensure contract compliance 7) Finalizes specific key performance indicators and baseline benchmarks for our customer Next—our local field teams that will operate the day-to-day operations are mobilized according to the launch time- line of the project. The power of NAPA IBS is our phenomenal local support teams that execute the terms of our agreements. The support team that will work with our NAPA IBS sales team to mobilize the project include: Local mobilization teams are comprise of members of our company that execute an IBS contract site implementation that includes initial inventory of customer's fleet parts and supplies, staffing, training, reporting, vendor initialization,billing services, IT connection,and site planning. On company-owned locations, these efforts are led by our GPC District Manager and District Operations Manager for the particular market. NAPA has over 50+District Managers and District Ops Managers in place to mobilize any new IBS efforts. On the independent store side, we have GPC support resources to help our small business owners implement the same structure within their IBS location. These efforts are led by our GPC Distribution Center (DC) Management Team and their support staff. New independent NJPA IBS contracts will be led by a team of DC General Managers/ DC Operations Managers and the local market Territory Sales Manager for that store's market. All IBS new store installations are also aided by a vital added-value part of our effort: the NAPA Systems Selling Group team. This is a deciated group of NAPA dedicated product managers who will assist in a mobilization through inventory efforts,product identification, and product cross-over databasing and fleet surveys to assist any operation in finding the correct stocking level for their products. This exclusive NAPA team includes: • Filtration System Group • Electrical Systems(Batteries and Rotating Electrical) • Undercar(Brakes/Chassis) • Underhood(Engine Management) • Heavy Duty(Medium and Heavy Duty) • Balkamp—OE Solutions,Fleet Accessories,Chemicals and Bulk Fluids Management • Paint and Body • Heating and Cooling • Tools and Equipment A final, important part of our site mobilization team is our IT team—every market has dedicated TAMS members who install our point-of-sale systems in IBS locations. In addition,our HQ IT team will work with this TAMS team and the customer to make sure any software integrations, billing procedures,and invoicing requirements are met. NJPA"Live Project"Process(Continuous Improvement Process) Once our site is live and the local operations have begun executing the services outlined in our contract, we feel a major part of our process and procedures include continuous improvement processes and continuous communication steps with our NJPA contract customers. Each contract should have well-defined key performance objectives. Typical objectives include: daily service rate, special order tracking, core and return tracking, daily parts fill-rate goals, down vehicle reports, inventory effectiveness, and parts cost comparisons. NAPA IBS has developed exclusive tools to measure these types of KPI's included in our contract. The baseline of our continuous improvement program includes regular reviews of the business processes,inventory baselines, vendor management, and store operations. NAPA IBS has developed a solid regular business review process that we make a mandatory part of our offering. The NJPA contract customer will work with NAPA IBS on specific reporting and service measurables within our contract, and these will be reported during our regular business reviews. Usually these reviews are weekly in the first 90 days,monthly in the next 90 days,and quarterly after the first 6 months of operation. We are flexible on the content and cadence of these reports. Bottom-line,the only way we deliver continuous improvement is to communicate with ALL LEVELS of our contract customers to ensure the on-site location is performing to the expectations of our customer. The last step of process and procedure accountability for our process after we go live is our Divisional and Headquarters bi-annual review of all NJPA contracts. Our Division Vice Presidents and NAPA Headquarters operational staff outlined in this response review the NJPA contract and subsequent business review reports produced by our local operations to ensure contract compliance. NAPA IBS/Genuine Parts Company has countless dedicated resources to ensure a great NJPA contract experience for NJPA members when they engage in an IBS contract. 24) Identify any geographic areas or NJPA market segments of the United States you will NOT be fully serving through the proposed contract. Our NAPA lBS is available in all 50 states. We have a unique capability of having ready-to-go staffing and brick and mortar support as well as nightly parts and supply distribution into all 50 states. With over 6,000 stores and 62 master warehouses we offer a unique way for our locations to get parts and supplies delivered at extremely low costs to our customers. In addition, our IBS services are available to all government (city, county, state, utility, transit, airports, etc...)and education(state universities and school bus garages)institutions. Non-profits can also be serviced under our IBS program if the program fits their needs. 25) Identify any of NJPA Member segments or defiled NJPA verticals you will NOT be offering and promoting an awarded contract to?(Government,Education,Non-profit) NAPA IBS can service every vertical listed in the RFP—Government, Education and Non-Profit. If there is a fleet or warehousing service need with an NJPA member,NAPA IBS can customize our solution for that customer. 26)Define any specific requirements or restrictions as it applies to our members located off shores such as Hawaii and Alaska and the US Islands.Address your off shore shipping program on the Pricing form P of this document. We have no requirements or restrictions for Alaska or Hawaii within the services in our RFP. NAPA IBS has brick and mortar warehouse locations and employees in both Honolulu and Anchorage as well as multiple company and independent NAPA dealers in multiple markets in both states that can and currently do provide services outlined in this RFP. Marketing Plan 27) Describe your contract sales training program to your sales management, dealer network and/or direct sales teams relating to a NJPA awarded contract. NAPA IBS has a consistent, successful training program for our dedicated IBS sales teams to implement, train and continuously improve the selling process of an awarded NJPA contract for services in this RFP: • Digital marketing training • Salesforce.com database training and implementation • Monthly conference call training—case studies of NJPA success stories • Quarterly contract reviews with NJPA contract users • Annual in-person IBS sales summits—featuring NJPA contract managers • Attendance in all regional NJPA Getting to Know You regional meetings • Attendance in major fleet conferences—featuring materials from NJPA • Mandatory attendance in all NJPA sponsored GSS on-line training classes 28) Describe how you would market/promote an NJPA Contract nationally to ensure success. We will promote our NJPA contract through the following methods: o Digital marketing—contract details featured prominently on our www.NAPA-ibs.com website o Push marketing via our exclusive database of fleets and purchasing officials through our portal in Salesforce.com o Printed NJPA case studies o Investment in video testimonials from current NJPA customers who have used the NJPA vehicle to award our services—with specific savings examples o National exposure in over 50 annual local, regional and national fleet conferences — including National Association of Fleet Administrators (NAFA), Government Fleet Expo (GFX and Rocky Mountain Fleet Managers(RMFMA/F1eet Con) o Additional marketing of our contract through Government Sourcing Solutions(GSS) 29) Describe your marketing material, and overall marketing ability, relating to promoting this type of partnership and contract opportunity. Please send a few representative samples of your marketing materials in electronic format. NAPA IBS marketing efforts are supported and funded by NAPA Auto Parts/Genuine Parts Company corporate marketing and executed through website marketing, digital marketing, and hard copy marketing materials. We have created unique digital delivery of marketing and coordinated digital marketing efforts through our exclusive list of specific fleet contacts. Our newly designed website is the delivery mechanism for these video, case study and testimonial pieces. Salesforce.com is our CRM database manager and reporting tool for marketing activities.We have attached a sample packet of materials from the items listed in Question #29 as examples of our materials and ability to market NJPA—see Exhibit C attached. 30) Describe your use of technology and the internet to provide marketing and ensure national contract awareness. Our main use of technology to promote the NJPA contract will be through our robust website, which is used primarily as a push marketing vehicle with specific web pages,case studies and video marketing materials to promote the NAPA IBS/NJPA story. We have a unique bounce back email feature within our website that allows NAPA IBS sales team members to target a specific decision maker within the government agency and to send them a targeted email webpage with specific marketing materials (videos, case studies, etc...) that relate to how an NJPA contract would work. We have specific web analytics set up to know a) did we get a click and b)what they clicked if the prospect engages in a pushed email link. Samples of our digital web capabilities are listed in the attached Exhibit C. 31) Describe your perception of NJPA's role in marketing the contract and your contracted products/equipment and related services. We feel NJPA has clearly defined roles within our sales and implementation process. #1 —NJPA provides marketing materials that help train and understand the procurement process with co-operative contracts. NJPA has delivered that through the expanded website and materials available for our team. #2 — NJPA provides continuing education opportunities for our sales team through on-line training, in-person seminars, trade show involvement, and personal consulting (via phone) with our team to help them understand the co-op contract process. #3 —NJPA provides direct contact with government procurement and fleet prospects who are interested in using the NJPA IBS contract. #4 — NJPA drives legislative approval across the country for adoption of all NJPA contracts. Our job is to engage our team in understanding the contract and process...and ultimately to sell the contract. 32) Describe in detail any unique marketing techniques and methods as a part of your proposal that would separate you from other companies in your industry. NAPA IBS provides a unique blend of size,brick and mortar,and technology to promote a contract with NJPA. NAPA has the ability to communicate the NJPA contract opportunity and information through our NAPA storefront online portal—exclusive to 6,000 NAPA stores nationally. Contract details,backup documentation,and NJPA/NAPA contact information is displayed and accessible to our 6,000 stores that have NJPA contract opportunities nationwide in the US. Brick and mortar sites in all 50 US states and all Canadian Provinces are unique as well in the vendor managed inventory space. It is important that any government agency or vertical in the NJPA membership ranks has an ability to staff and provide the quickest form of parts distribution to the NJPA member who uses this contract. Why? Staffing and parts fulfillment are the cornerstones of our services — and having brick and mortar locations in all 50 states with staffing ready to go is a huge unique characteristic of our program. Last of all,NAPA IBS uses a unique integration of our fleet database within Salesforce.com that is integrated with our exclusive web platform to track,monitor and report specific marketing activities for all NAPA IBS salespeople on our NJPA contract activities. We have built an exclusive integration package that allows us to target and digitally market our contract to direct prospects—and more importantly —digitally track it for success and content. One of the best differentiators between NAPA IBS and other suppliers in our industry is that no company has nearly as many IBS locations as we do. Having managed so many locations with very large, complex and politically sensitive organizations means that there are few issues that could come up that we haven't seen already.We can solve NJPA members'problems better than any other provider because we have resolved similar challenges in many real-world situations for many years.This is a key attribute that we market extensively. 33) Describe your company's Senior Management level commitment with regards to embracement, promoting, supporting and managing a resultant NJPA awarded contract Dan Askey - President of NAPA - and Jett Kuntz - Vice President of NAPA IBS - are fully committed to provide financial,marketing,operational,IT and legal support to a national effort to promote IBS through the NJPA co-operative purchasing contract. Most importantly, they have committed multiple human resources — outlined earlier in this response—to ensure that once the contract is agreed to by both parties, the end-user customer gets exactly what NJPA and NAPA IBS promised in the contract. Transparency, compliance and data driven results are our cornerstones—and we have support at the very top of our company to monitor and improve our results for NJPA contract holders. 34) Do you view your products/equipment applicable to an E-procurement ordering process? X Yes No a) If yes, describe examples of E-procurement system/s or electronic marketplace solutions that your products/equipment was available through. Demonstrate the success of government and educations customers to ordering through E-procurement. Yes.NAPA IBS has multiple government customers who currently use e-procurement platforms to order parts through our system. The most common platforms are: NAPA ProLink—exclusive ordering and messaging system for shops to order parts directly through our NAPA stores or IBS stores. Exclusive fleet software integration capabilities —as it relates to on-site and off-site vendor managed services. We also offer more in-depth integration capabilities within our IBS operations where customers may wish to have their current fleet software system integrate with our NAPA IBS point of sale system. This allows electronic transfer of work order parts orders,consolidated billing,data transfer,reporting,and down vehicle reporting to be integrated within our electronic point of sale system—improving shop productivity and ensuring all parts get placed on work orders and are billed correctly. Some of these integrations also allow for invoice reconciliation to happen electronically — dramatically improving productivity time for fleet and accounting departments. Successful examples of NAPA IBS TAMS integration to 3'( party fleet systems include — Asgetworks FA-M4-M5, Faster, RTA, Datco Media,Dossier, Chevin;and many more. Enterprise e-procurement—NAPA IBS also has the capabilities to do punch-through cataloging and EDI services with many enterprise platforms. On our e-commerce website (www.NAPAIBIZ.com) we show companies using large eProcurement applications how to register their company with NAPA to shop the NAPA Catalog using the eProcurement program. Platforms supported include: Ariba, SAP, Oracle, Epicor, Ketera, Sciquest, TabLink, Perfect Commerce and Coupa — to name a few. We also offer warehousing solutions with JD Edwards and Manhattan warehousing solutions. 35) Please describe how you will communicate your NJPA pricing and pricing strategy to your sales force nationally? Our contract pricing on NAPA IBS contracts is controlled through a business process at NAPA Headquarters in Atlanta, GA. All contract negotiations are controlled through the Vice President of IBS—Jett Kuntz--and GPC legal. Our IBS sales team has a templated contract and pricing schedule that must be approved by the VP of IBS, Sr. Director of Operations for IBS, Sr. VP of Operations, and President of NAPA before being signed. The NJPA IBS contract and pricing for the contract are outlined in an internal operations bulletin and in-person training each quarter to our sales team. All details of the pricing and contracts for the NJPA contract are also posted within our IBS intranet on www.NAPA-ibs.com. In addition, we hold monthly IBS WebEx events to communicate NJPA success stories, to deliver NJPA contract pipeline updates, and to share successes in our NJPA projects. These events are also communicated in our Salesforce.com Chatter site—which gives us direct communication to all 18 dedicated US IBS sales people immediately. Contract pricing and strategy are communicated in every monthly call and face-to-face in our IBS Summits to all field operations every year. The pricing and strategy are also posted on our intranet communications portal for the whole NAPA IBS/GPC team outlined in this response. Other Cooperative Procurement Contracts 36) Describe your level of experience with national,state and local cooperative contracts. NAPA IBS is familiar with the landscape of co-operative contracts that are available in the US. Our EXCLUSIVE co- op contract in the US for IBS and vendor-managed inventory services is our current NJPA contract#010511. This is our sole vehicle for co-operative vendor managed services contracts in the US. 37) What is the annual dollar sales volume generated through each of the contract(s)identified in your answer to the previous question. Under our current NJPA contract#010511, our annual sales in 2015 are estimated to be nearly$12 million dollars — and this comprises 17 current contracts. NJPA is our only IBS vendor managed inventory co-op contract. 38) Identify any GSA Contracts held or utilized by the Proposer. NAPA IBS holds no GSA contracts. 39) What is the annual combined dollar sales volume for each of these contracts? Not applicable—as we hold no GSA contracts 40) If you are awarded the NJPA contract,are there any market segments or verticals(e.g.,higher education,K-12 local governments,non-profits etc.)or geographical markets where the NJPA contract will not be your primary contract purchasing vehicle? If so, please identify those markets and which cooperative purchasing agreement will be your primary vehicle. We market only the NJPA contract to every vertical and every geographical market in the United States and Canada. 41) How would you leverage an NJPA awarded contract in your sales process? We have learned a lot in our five initial years of having the NJPA contract that will provide insights into what we will do differently if we earn a new award. Primarily,NJPA will become the fabric of EVERY initial IBS presentation as a next step/vehicle for change. We will market this message -- using the marketing tools outlined earlier in our presentation -- to multiple layers within our selling process for vendor managed IBS services: procurement, finance, fleet, and administration. We will require a bit of NJPA education within our printed and digital materials as well as presentations for all IBS sales team members to introduce the NJPA solution earlier in the sale process as an option for our vertical prospects. NJPA is also working on a sales certification to sell co-operative contracts. This would be mandatory material for all NAPA IBS sales professionals and NAPA IBS would also develop a module for this training that specifically outlines our responsibilities for our NJPA contract—if awarded. 42) Identify a proposed administrative fee payable to NJPA for facilitation,management and promotion of the NJPA contract,should you be awarded. This fee is typically calculated as a percentage of Contract sales and not a line item addition to the customers cost of goods. NAPA IBS proposes a 1%fixed percentage fee paid to NJPA based on monthly total net sales of the IBS to the NJPA contract customer—on all IBS contracts using the NJPA contract as a vehicle. This fee would be payable to NJPA on a quarterly basis directly from NAPA headquarters—regardless if the NJPA IBS contract was through a company or independent location. NAPA HQ will handle the sales tracking, reporting, audits, and fee disbursement. The 1% fee will be paid by NAPA Headquarters directly to NJPA—none of these fees will have an economic impact on the actual end user IBS NJPA customer. These payments to NJPA will not reflect in the price of the parts or services paid by the IBS contract customer. Value Added 43) If applicable, describe any product/equipment training programs available as options for NJPA members. If applicable,do you offer equipment operator training as well as maintenance training? X Yes No Yes.NAPA IBS has a unique position in fleet related services as we are the only company in this space that houses our own internal technician training on-site, on-line, and manufacturer based shop training—all in one package. Genuine Parts Company has made the investment to have our own certified technician training in-house—all with the purpose to help our fleet customers drive efficiency in their operations and to ensure their technicians receive the most up-to- date training to keep their fleet vehicles on the road.A sample of our NAPA IBS exclusive Autotech training course offerings is attached—see Exhibit D. 44) Is this training standard as a part of a purchase or optional? Our customer needs for training vary, so we have a mix of free training— offered by dedicated NAPA System Sales Groups — as an added value to our customers. Free training comes from dedicated NAPA product teams such as: Filtration, Tools and Equipment, Electrical Systems (Batteries/Rotating Electrical), Paint and Body, Underhood Systems, Undercar Systems(Brakes/Chassis),Heating and Cooling, and many more. This training is part of the fabric of any customer that has a NAPA IBS contract and will be available to NJPA members. In addition, Autotech has on- line and on-site training courses available for an additional fee. Details are listed in the Autotech IBS Training document included in this RFP in Exhibit D. 45) Describe current technological advances your proposed equipment/products and related services offer. NAPA 113S is the industry leader in parts and supplies management solutions for fleet related services. With over 350 locations,NAPA has a unique look at the failure rates, usage rates and parts needs of an incredibly diverse amount of fleets in the US and Canada. Because we see so many unique fleets in all NJPA verticals and other verticals—we have built a relationship with over 1,300 manufacturers and distributors to supply fleet related solutions. The technological advances and advantages of this for our customers are this: We have a unique database of fleet related parts and supplies—and have databased that into an exclusive ITM — Inventory Transfer Module — that allows our NAPA IBS operations to share fleet parts information across our 350+ sites. In other words, if there is a specific tire or Ford OE part that is sold in the City of Sacramento fleet IBS site, every other site in the US —City of Chicago, City of New York, Dallas County Schools— etc. are able to not only price the part, but also see where else in the US this part may exist--and ultimately, with one click—order that part directly for another store in our IBS network. Another technological advance that we have rolled out to our company locations only in 2015 is STARS (Savings Tracking and Reporting System). This is our trademarked reporting system(only available to company IBS locations at this time)that allows real-time KPI tracking on certain contract performance metrics with IBS fleet operations: parts fill rates, daily service metrics, inventory special order tracking, down vehicle status, and parts cost comparison reporting. This is an exclusive to NAPA IBS company operations and our customers have found it an invaluable technology tool for contract tracking, metric reporting and cost savings tracking. Independent IBS operations have access to a Microsoft Access based program that can deliver similar fleet metric reporting. A sample of the STARS Company IBS reporting that is available is included—see Exhibit E. 46) Describe your "Green" program as it relates to your company, your products/equipment, and your recycling program,including a list of all green products accompanied by the certifying agency for each(if applicable). NAPA IBS Green Fleet Initiatives We share NJPA members' commitments to sustainable practices in procurement and fleet operations. Below are some of the benefits members will realize from working with NAPA IBS. • Many chemicals that are offered are non-detergent/green products • We recycle oil at our stores and can recycle oil for any customer • We advocate to fleets the use of the used oil filter crusher to extract environmentally hazardous chemicals from the landfills. • Our field IBS operations all buy from My Office Products,which is a fully green organization • We recycle all plastic,paper, cardboard,wooden pallets at our DC's and HQ offices • GPC supports paperless systems initiatives within all business segments • GPC promotes use of fuel friendly delivery fleet vehicles • NAPA IBS and our commodity supplier Balkamp are actively involved in the 2015-2016 conversion of all chemicals from the standard MDSD to the new standard SDS chemical labeling process. • Two of our key IBS customers were awarded Clean Cities Green Fleet of the Year: the City of Sacramento Fleet 2013 and City of Kansas City,MO Fleet 2014 NAPA IBS Markets and Sells Many Green Initiative Products • Smart Washers • Challenger Water In-Ground Lifts • 3M lead free wheel weight system • Schumacher solar battery charger/maintainers • Energy Logic-waste oil burners • Vortex waterborne auto paint -no solvents • Valvoline Next Gen oil-made with recycled oil • Recycled Batteries • Nature's Broom absorbent-eats shop floor oil and lubricants and is environmentally disposable • Micro Green—Lifetime Fleet Filtration Products Store Environmental Policy and Spill Policy • All chemical products issued by NAPA will have a corresponding Material Safety Data Sheet or MSDS report. The MSDS sheet lists on-site potential hazards of the product. NAPA maintains a computer cataloged MSDS library that will be on the premises of our IBS Fleet locations. • NAPA IBS will produce a MSDS (and soon will make the move to new SDS)hard copy of all chemicals that will be stocked on the premises and update an OSHA approved MSDS book in the event of an emergency. • NAPA maintains a store policy mandating key emergency contacts be clearly posted in the event of an emergency. Hazardous Material hotline and Poison Control will be posted. • NAPA Policy Hazardous materials handling includes the use of protective measures such as an approved eye wash station,approved fire extinguishers,approved safety glasses and gloves. • NAPA will advocate the use of the environmentally friendly Parts Washer system to eliminate the use of needless hazardous chemical washing solvents to be replaced with "Ozzy Juice", an enzyme based solvent proven to work both for the environment as well as the safety and well-being of the technician washing fleet parts. 47) Describe any Women or Minority Business Entity (WMBE) or Small Business Entity(SBE) accreditations and the general minority and small business program of your organization as it relates to a Contract resulting from this RFP. Many of our current IBS government and education customers require our IBS sites to work with procurement to achieve specific MWBE goals within our contracts. NAPA IBS has a policy to help our IBS partners exceed diverse spend goals when present in their procurement plan. We do this by helping our government customers recruit new vendors, provide due diligence support on these vendors, and provide regular reporting on our progress on the organizational MWBE goal vs. our actual performance. SBE Efforts - Genuine Parts Company and NAPA IBS has extensive experience working with hundreds of SBE/MWBE supply partners in our many on-site operations across the country. Our goal with our proposal is to not only give a"good faith"effort—but to meet and exceed the stated goals of our customers. NAPA's action plan includes using a mix of service vendors and local businesses to work toward the procurement goal of compliance. NAPA IBS has a tremendous track record of accountability and exceeding SBE/WMBE goals in our operations. NAPA IBS' real world track record speaks for itself. In three major municipal contracts currently in place, we show a snapshot of historical success in meeting and exceeding SBE,MWBE and diverse business goals set forth in the RFPs: IBS Participation Actual Results City of Chicago 25%MBE/5%WBE 38%YTD City of Houston 11%MBE 22%YTD City, of Sacramento 10%MBE 28%YTD 48) Identify any other unique or custom value added attributes of your company or your products/equipment or related services.What makes your proposed solutions unique in your industry as it applies to NJPA members? NAPA IBS has unique,custom attributes that separate us from the competition: a)Current network of over 350 contracts—we offer a unique opportunity for NJPA to market to hundreds of existing contracts to use the NJPA contract as a vehicle to extend current services. No other vendor managed inventory fleet solution has the opportunity to expand use of the NJPA contract like NAPA IBS. b)Dedicated IBS project sales staff of 18 field representatives that do nothing but sell the vendor managed inventory solution presented in this RFP. c)A 20+year network of over 1,300 OE,aftermarket,supplies,MRO and parts related vendors to support ANY operation that wishes to use the NJPA contract.Our services go well beyond NAPA branded parts and include many OE and alternative brands to give our NJPA customers a broad range of choice on the products they wish to use in their fleet and warehouse operations. No other vendor of these services can provide the choice and leverage that our 1,300 non-NAPA branded parts and supplies vendor network and experience can bring. NAPA IBS has exclusive vendor arrangements with key fleet parts and supplies-related vendors that are exclusive to NAPA IBS customers and are unavailable to any other supplier of these services. 49) Other than what you have already demonstrated or described, what separates your company, your products/equipment and related services from your competition? Other than what has been presented—we feel that the biggest added value we bring to this solicitation is our network of suppliers, customers, contracts and people. Today, we staff over 350 IBS fleet operations with well over 1,100 dedicated vendor managed on-site staff in our US operations. Our track record of driving cost out of fleet-related and warehousing operations stems through four main avenues: inventory management, staffing,transaction cost reduction, and shop productivity. We are unique in that we have over 350 unique sites in the US where today NAPA IBS owns and maintains over$115 million in parts inventory for hundreds of thousands of fleet vehicles. NAPA IBS specializes in Vendor Managed Inventory or VMI for fleet and maintenance faciltics Customized Inventory Management Services • Complete parts inventory analysis: parts,supplies, tires, chemicals, fluids and much more • Obsolete inventory reduction planning and dispersal services • Barcoding of all inventory • Min/max establishment and regular review to ensure specific fill rates Transaction Cost Reduction • NAPA IBS deals with hundreds of vendors—customer only receives one monthly statement for parts • IBS can assist with reduction of paperwork through monthly invoice reconciliation services • The goal: Delivering streamlined paperwork and reduction of effort for accounting/billing Technician Training—NAPA IBS Exclusive • NAPA exclusive: Online technician skills assessment • NAPA Training exclusive: Over 200 online tech training modules • NAPA Training Exclusive: Over 50 on-site professional training instructor-led classes • ASE test preparation for shop technicians and shops striving for ASE Blue Seal Certification Fleet Software Integration—NAPA IBS Exclusive • Seamless integration of customer's fleet management system with our TAMS inventory system • This can be a customized full-scale fleet software integration,not just a data dump • Our staff insures all requested and billed parts are on work orders • Full-time national IT support for IBS operations—including customized IT solutions Contract Compliance Reporting—NAPA IBS Exclusive • Special order tracking and reporting • On-demand fill-rate reporting • Parts cost analysis and transparency We are best-in-class on the training of our people and our customers. We pride ourselves in transparency and driving results for fleet and maintenance repair operations. 50) Identify and describe any service contract options included in the proposal,or offered as a proposed option,for the products/equipment being offered. The services we provide remain fairly consistent as we work with different agencies in our contracts. We are contracted to maintain and manage parts and supplies inventory for fleets in many verticals. For the purposes of this RFP—those verticals include—but are not limited to—government fleets and warehousing, education fleets and warehousing, non- profit fleets and warehousing. Each customer has unique needs within their operation, so we provide the flexibility within the scope of our services to accommodate customers in the projects we are contracted to perform. The basic offering we propose is to manage fleet-related supplies and parts. This can be accomplished either in an on-site dedicated operation or off-site dedicated operation. Space considerations, labor considerations, work schedule considerations, and inventory needs considerations are all variables for our fleet customers that require customization in each contract. In addition, we are asked to handle MRO skus as part of an overall operation. For example, in the City of Sacramento fleet operations, we have held a fleet contract for over five years. Recently, their warehousing operations has been looking for a solution to help them manage skus for their maintenance operations. We have responded to and have been awarded a contract to handle these materials as well as fleet related services and will uses some of the same resources we currently have on-site within the fleet operation to manage the warehouse contract as well. Both facilities are on the same lot in the same area—and we can bring efficiency through our services by managing both. We will outline some of the services we provide in Form P of our response. 51) Identify your ability and willingness to offer an awarded contract to qualifying member agencies in Canada specifically and internationally in general. NAPA IBS in the US and Canada work as one—and we are excited about the possibility of expanding use of the NJPA contract in Canada. We have a dedicated sales staff in place today that is ready to be trained and execute a similar marketing plan that we are using in the US. They have existing IBS vendor managed sites within government operations today. In addition, NAPA IBS Canada is already engaged in fleet related trade organizations — including NAFA— where we have easy access to promote and market the NJPA message. Our team is in place,the training is ready to go, and our NAPA Canada team would be ready to promote day one of an award. In addition,Genuine Parts Company and NAPA IBS can provide NJPA with future international expansion of the co-operative contract solution for what we do. GPC owns operations in Australia, New Zealand and Mexico as well. Our IBS efforts in those markets are just underway and could prove to be an excellent opportunity to help promote co-op solutions internationally. 52) Describe any unique distribution and/or delivery methods or options offered in your proposal. While our services are primarily on-site parts and supplies outsourced services,we also have the opportunity to provide unique solutions within our contract to supply services to our customers including: Off-site inventory services—Sometimes space,location or labor issues may require us to provide an off-site dedicated warehousing or parts supply operation for our customers. We have multiple examples where customers have asked us for an off-site solution. Hub and spoke services—In some cases we have customers that have multiple sites but do not require staffing at all locations. In these cases we can model a hub and spoke inventory management system using people, technology, bar coding and standard operating procedures to accomplish the parts management goals of our customers. The unique nature of NAPA's brick and mortar operations — 62 master distribution centers and 6,000 retail outlets— gives us a unique footprint on the ability to source both NAPA and non-NAPA parts and supplies for our fleet customers...as well as deliver those products in an expedited manner leveraging our dedicated brick and mortar assets and logistics. This allows us to keep staffing costs in check and provide manned and unmanned services to fleets that are mobile or geographically broad in nature. The fact that we have so many brick and mortar sites and daily delivery to these sites...along with 350+ dedicated vendor managed inventory sites (NAPA IBS) allows us to give our government/education customers unparalleled service and availability. Electronic vending machine/RFID solutions--We work with multiple suppliers of vending technology—including vending machines and RFID solutions to address specific non-manned solutions. In these cases, we build the standard operating procedures and cost/benefit analysis for customers to use this technology to decide if it is the proper fit. MRO warehouse supply management—In addition to fleet supplies, many of our municipal customers ask us to use the same technology,staffing,and inventory tools we do in fleet-related operations. We have the capabilities and vendor relationships to add this as an added value service to our IBS operations Technology Solutions—With our dedicated IBS headquarters team we also have the ability to partner with the billing, finance, and management of fleet and government/education fleet operations to work on custom integration solutions for their fleet or enterprise procurement platforms—all meant to drive transactional efficiency and cost reduction in the day to day process of ordering parts and supplies. Custom technician training solutions — As outlined earlier— we are dedicated to helping productivity in the shop through shop training—paced at the speed of the shop.Whether it is on-line,on-site or classroom study,NAPA IBS has tools to keep the government/education fleet technicians and fleet managers on the cutting edge. NOTE: Questions regarding Payment Terms,Warranty,Products/Equipment/Services,Pricing and Delivery,and Industry Specific Items are addressed on Form P. Signature: _ .1/ �• Date: 6 /�A-- Form B rte:=�,: PROPOSER INFORMATION Company Name: Genuine Parts Company/NAPA Integrated Business Solutions (IBS) Address: 2999 Circle 75 Parkway City/State/Zip: Atlanta,GA 30339 Phone: 770-956-2200 Fax: N/A Toll Free Number: N/A E-mail: Jett_Kuntz @genpt.com Web site: www.genpt.com and www.NAPA-ibs.com Voids sometimes exist between management (those who respond to RFPs) and sales staff (those who contact NJPA Members) that result in communication problems. Due to this fact, provide the names of your key sales people, phone numbers,and geographic territories for which they are responsible COMPANY PERSONNEL CONTACTS Authorized Signer for your organization*: Name: Jett Kuntz Title: Vice President—NAPA LBS Email: Jett_Kuntz@genpt.com Phone:770-855-2221 *By executing Form F, the"Proposer's Assurance of Compliance,"you are certifying this person identified here has their .athorization to sign on behalf of your organization: Author of your proposal response Name: Jett Kuntz Title: Vice President—NAPA IBS Email: Jett_Kuntz@genpt.com Phone: 770-855-2221 Your Primary Contact person regarding your proposal: Name: Jett Kuntz Title: Vice President—NAPA LBS Email: Jett_Kuntz@genpt.com Phone: 770-855-2221 Other important contact information: see attached page Name: Title: Email: Phone: .ame: Title: Email: Phone: Form C EXCEPTIONS TO PROPOSAL,TERMS,CONDITIONS AND SOLUTIONS REQUEST Company Name: CienuineParts Company/NAPAIntegrated Business Solutions(IBS) Note: Original must be signed and inserted in the inside front cover pouch. Any exceptions to the Terms,Conditions,Specifications,or Proposal Forms contained herein shall he noted in writing and included with the proposal submittal. Proposer acknowledges that the exceptions listed may or may not be accepted by NJPA and may or may not he included in the final contract. NJPA may clarify exceptions listed here and document the results of those clarifications in the appropriate section below. Term,Condition, or NJPA Section/ age Specification Exception ACCEPTS Proposer's Signature: //,/_ Date:June 10.2015 is 0 le Contract Award • RFP#061015 FORM D I :NJ PA Formal Offering of Proposal (To be completed Only by Proposer) FLEET-RELATED MAINTENANCE EQUIPMENT, SUPPLIES, SERVICES, AND INVENTORY MANAGEMENT SOLUTIONS In compliance with the Request for Proposal (RFP)for FLEET-RELATED MAINTENANCE EQUIPMENT, SUPPLIES, SERVICES,AND INVENTORY MANAGEMENT SOLUTIONS, the undersigned warrants that I/we have examined this RFP and, being familiar with all of the instructions,terms and conditions, general specifications, expectations,technical specifications, service expectations and any special terms,do hereby propose,fully commit and agree to furnish the defined equipment/products and related services in full compliance with all terms, conditions of this RFP, any applicable amendments of this RFP, and all Proposer's Response documentation. Proposer further understands they accept the full responsibility as the sole source of responsibility of the proposed response herein and that the performance of any sub- contractors employed by the Proposer in fulfillment of this proposal is the sole responsibility of the Proposer. Company Name: Genuine Parts Company/NAPA Integrated Business Solutions (IBS) Date: June 10, 2015 Company Address: 2999 Circle 75 Parkway SE City: Atlanta State: GA Zip: 30399 Contact Person: Jett Kuntz � Title: Vice President, NAPA IBS Authorized Signature (ink only): 4/5/0., Jett Kuntz (Name printed or typed) Form E 0.01MIT f g .►•;JPA . k,,N.......74......:....) Contract Acceptance and Award (To be completed only by NJPA) NJPA 061015 FLEET-RELATED MAINTENANCE EQUIPMENT,SUPPLIES,SERVICES,AND INVENTORY MANAGEMENT SOLUTIONS Genuine Parts Company/NAPA Integrated Business Solutions(IBS) Proposer's full legal name Your proposal is hereby accepted and awarded. As an awarded Proposer, you are now bound to provide the defined product/equipment and services contained in your proposal offering according to all terms,conditions,and pricing set forth in this RFP,any amendments to this RFP,your Response,and any exceptions accepted or rejected by NJPA on Form C. The effective start date of the Contract will be _._._jW , 7. S� .-1- ,20 IS and continue for four years from the board award date. This contract has the con - •■ . of a fifth year renewal option at the discretion of NJPA. National Joint Powers Alliance AK NJPA Authorized signature: `ffii /�� , OACA ClOat-164,, JPA Executive Director (Name printed or typed) Awarded this fp\ day of v ■LX ,20 15 NJPA Contract Number061015-GPC! NJPA Authorized signature: \k _— SCr* V €10 I�n JPA Board Member (Name printed or typed) Executed this 0-.- day of S-X.\\I ,20 5 NJPA Contract Number1061015-GPC Proposer hereby accepts contract award including all accepted exceptions and NJPA clarifications identified on FORM C. Vendor Name —C niE f'Mt . C J i /11464 /8_5 Vendor Authorized signature: / �� Q , /�4 //3 - (Name printed or typed) Title: _�Ct /IPSO r �/ Executed this _day of 'L ,20 / NJPA Contract Number bbl X715-GPC 42 Form F PROPOSER ASSURANCE OF COMPLIANCE "ORAa Proposal Affidavit Signature Page PROPOSER'S AFFIDAVIT The undersigned, representing the persons, firms and corporations joining in the submission of the foregoing proposal (such persons, firms and corporations hereinafter being referred to as the"Proposer"), being duly sworn on his/her oath, states to the best of his/her belief and knowledge: 1. The undersigned certifies the Proposer is submitting their proposal under their true and correct name,the Proposer has been properly originated and legally exists in good standing in its state of residence, that the Proposer possesses, or will possess prior to the delivery of any equipment/products and related services, all applicable licenses necessary for such delivery to NJPA members agencies nationally,and that they are authorized to act on behalf of,and encumber the"Proposer"in this Contract;and 2. To the best of my knowledge, no Proposer or Potential Proposer, nor any person duly representing the same, has directly or indirectly entered into any agreement or arrangement with any other Proposers, Potential Proposers, any official or employee of the NJPA, or any person, firm or corporation under contract with the NJPA in an effort to influence either the offering or non-offering of certain prices,terms,and conditions relating to this RFP which tends to,or does, lessen or destroy free competition of the Contract sought for by this RFP; and 3. The Proposer or any person on his/her behalf,has not agreed,connived or colluded to produce a deceptive show of competition in the manner of the proposal or award of the referenced contract;and 4. Neither the Proposer nor any officer, director, partner, member or associate of the Proposer, nor any of its employees directly involved in obtaining contracts with the NJPA or any subdivision of the NJPA, has been convicted of false pretenses,attempted false pretenses or conspiracy to commit false pretenses,bribery,attempted bribery or conspiracy to bribe under the laws of any state or federal government for acts or omissions after January I, 1985;and 5. The Proposer has examined and understands the terms, conditions, scope, contract opportunity, specifications request and other documents of this solicitation and that any and all exceptions have been noted in writing and have been included with the proposal submittal; and 6. If awarded a contract, the Proposer will provide the equipment/products and/or services to qualifying members of the NJPA in accordance with the terms, conditions, scope of this RFP, Proposer offered specifications and other documents of this solicitation; and 7. The undersigned, being familiar with and understand the expectations requested and outlined in this RFP under consideration, hereby proposes to deliver through valid requests, Purchase Orders or other acceptable forms ordering and procurement by NJPA Members. Unless otherwise indicated, requested and agreed to on a valid purchase order per this RFP, only new, unused and first quality equipment/products and related services are to be transacted with NJPA Members relating to an awarded contract; and 8. The Proposer has carefully checked the accuracy of all proposed products/equipment and related services and listed total price per unit of purchase in this proposal to include shipping and delivery considerations. In addition, the Proposer accepts all general terms and conditions of this RFP, including all responsibilities of commitment as outlined and proposed; and 42 9. In submitting this proposal, it is understood that the right is reserved by the NJPA to reject any or all proposals and it is agreed by all parties that this proposal may not be withdrawn during a period of 90 days from the date proposals were opened regarding this RFP;and 10. The Proposer certifies that in performing this Contract they will comply with all applicable provisions of the federal,state,and local laws, regulations,rules,and orders;and 11. The Proposer understands that submitted proposals which are marked "confidential" in their entirety, or those in which a significant portion of the submitted proposal is marked "nonpublic" will not be accepted by NJPA. Pursuant to Minnesota Statute §13.37 only specific parts of the proposal may be labeled a "trade secret." All proposals are nonpublic until the contract is awarded; at which time, both successful and unsuccessful vendors' proposals become public information. 12. The Proposer understands and agrees that NJPA will not be responsible for any information contained within the proposal. 13. By signing below, the Proposer understands it is his or her responsibility as the Vendor to act in protection of labeled information and agree to defend and indemnify NJPA for honoring such designation. Proposer duly realizes failure to so act will constitute a complete waiver and all submitted information will become public information; additionally failure to label any information that is released by NJPA shall constitute a complete waiver of any and all claims for damages caused by the release of the information. [The rest of this page has been left intentionally blank. Signature page below] 43 By signing below, Proposer is acknowledging that he or she has read, understands and agrees to comply with the terms and conditions specified above. Company Name: Genuine Parts Company/NAPA Integrated Business Solutions Contact Person for Questions: Jett Kuntz (Must be individual who is responsible for filling out this Proposer's Response form) Address: 2999 Circle 75 Parkway SE City/State/Zip: Atlanta, GA 30339 Telephone Number: (770)855-2221 Fax Number: (303)623-5143 E-mail Address: Jett Kuntz@genpt.com Authorized Signature: __ f // Authorized Name(typed): Jett Kuntz cJ Title: Vice President, NAPA Integrated Business Solutions Date: June 10,2015 Notarized Subscribed and sworn to before me this �L' - day of \ /u..fl , 20 /3 Notary Public in and for the County of Ariz /xLi1 c, e_ State of 6/f adci My commission expires: / / 4-fl/(, Signature: w-r l 4/'-'j../.47------/ PRISCILLA K GONZALES NOTARY PUBLIC STATE OF COLORADO NOTARY ID 20044045305 MY COMMISSION EXPIRES 12/20/2016 Form P ;.441PA:ai PROPOSER QUESTIONNAIRE Payment Terms,Warranty, Products/Equipment/Services,Pricing and Delivery,Industry Specific Proposer Name: Genuine Parts Company/NAPA Integrated Business Solutions Questionnaire completed by: Jett Kuntz Payment Terms and Financing Options 1) Identify your payment terms if applicable. (Net 30,etc.) On a monthly basis,we deliver parts billing and operational cost billing as part of our IBS services to our IBS contract customers. Our contract payment terms for parts purchases and operational expenses as part of our IBS services are Net 30"'. 2) Identify any applicable leasing or other financing options as defined herein. There are no applicable leasing/finance options as part of the services we provide for our customers since they are buying parts and paying us for monthly services rendered as part of our contracts. 3) Briefly describe your proposed order process for this proposal and contract award. (Note: order process may be modified or refined during an NJPA member's final Contract phase process). a. Please specify if you will be including your dealer network in this proposal. If so, please specify how involved they will be.(For example,will he Dealer accept the P.O.?),and how are we to verify the specific dealer is part of your network? Our order process is often a longer than normal process as our outsourced services often take longer due to working with government and educational fleet operations and management on case studies, financial analysis, and specific tracking metrics for each individual contract. This process is completely customizable to the needs of our customer and may be modified or refined during the NJPA member's contract adoption phase. Step One—Discover the need with fleet operations and management on outsourcing parts and service needs. This will require analysis of current staffing, inventory, hours of operation, fleet needs, software adoption, billing processes, paperwork flow,audit procedures, and approvals. Step Two—Introduce co-operative contract solution as a means to contract during the early phase of our analysis. If customer is not an NJPA member,we use this time to present the easy steps to become a member. If they already are an NJPA member, we present our contract opportunity with IBS along with documentation on the solicitation. At this point we have added a step in our process to verify documentation of NJPA membership with our NJPA contract manager. Step Three—Complete financial and staffing analysis to determine needs of customer. Step Four—Once customer has agreed to proceed to contract,our GPC legal and NAPA lBS representative present our NJPA IBS contract terms to the customer for their legal review. Step Five—Customer builds business exceptions as part of our master IBS NJPA contract.NAPA IBS will negotiate specific terms for the customer based on their hours of operation, staffing needs, inventory needs, etc... Step Six—NAPA IBS and Customer come to terms on NJPA contract. Step Seven — NAPA IBS will inform NJPA when a contract has been agreed to between NAPA and customer. NAPA sets the commencement date with customer and ensures all operational systems are in place during mobilization. For NJPA,this is the window where we turn flags on in our system to accurately report sales per our NJPA contract agreement. Step Eight — contract tracking and reporting will be communicated to NJPA on a quarterly basis along with announcements of all new contracts. a)Yes—Our independent dealer network will be part of this proposal. Genuine Parts Company controls the process much like was outlined above for our independent dealer network. The dealer is responsible during the analysis phase to provide staffing, inventory and operational documentation. The dealer must agree to all of the terms of the NJPA IBS contract as well as the customization for a NJPA contract holder in the final agreement. To ensure these steps are made and done in our dealer network,Genuine Parts Company has provided an assignment document as part of the NJPA contract that must be signed by the customer,Genuine Parts Company,NJPA(if required),and the independent dealer as part of the contract process. The dealer is required to abide by the terms of the contract or will need to assign the business back to Genuine Parts Company. 4) Do you accept the P-card procurement and payment process? Our NAPA IBS operations typically do not accept p-cards for payment on our monthly parts statement or monthly operations charges statement. We do make exceptions where customers are required to pay us via p-cards. However, since our NAPA IBS operations bill customers for all operating costs incurred in our services, we will be required to bill back any p-card service charges incurred by our IBS store operations on the monthly operating statement bill. For this reason, most NAPA IBS customers do not use their p-cards for our monthly billing—as we would bill them back any service charges. Warranty 5) Describe, in detail, your Manufacture Warranty Program including conditions and requirements to qualify, claims procedure,and overall structure. As an outsourced vendor managing hundreds—if not thousands—of vendors for a fleet operation,NAPA IBS accepts the responsibility to manage all parts warranties for our customers. NAPA will work with the NJPA contract customer to assist with and manage the manufacturer warranty process.All parts supplied under our agreement—OE,aftermarket, tires,supplies,etc.--will be tracked and credit issued upon manufacturer approval.Reports will be available as needed for credit tracking purposes.Original equipment parts will be supplied where most beneficial to maximize manufacturer participation in the warranty process. NAPA will issue warranty credit immediately for any part that is determined to be defective.NAPA will then process the warranty claim on behalf of the customer.If the manufacture denies the claim, NAPA will work with the customer to work through the vendor to expense out the cost of the product—only as a last resort. All inventory supplied pursuant to this agreement is subject to the terms of written warranties provided by the manufacturer of each part, and NAPA shall use reasonable commercial efforts to assist the customer in processing all warranty claims that the customer may have against a manufacturer. Designated NAPA personnel will process all warranty claims and provide the customer with information received from each claim processed. Copies of the manufacturers'warranties will be available to our contract IBS customers upon request. In some specific cases,we have worked with customers to add warranty documentation and due diligence in writing to ensure protection for our customers. This may include additional indemnity agreements and warranty documentation and processes. All agreements of this nature must be approved as part of our contract processes with NJPA IBS contract customers. Details of our warranty language appear in the sample contract attached in our response in Exhibit G. 6) Do all warranties cover all products/equipment parts and labor? The written manufacturer's warranty covers parts warranties in most every case within our contract. Labor cost will be requested from specific vendors— however, in our experience manufacturers of parts may not cover labor as part of product sales to commercial applications—and some require documentation from the shop technicians to request labor reimbursement. If available through the vendors that supply parts to NAPA IBS and the customer through this contract, NAPA IBS will manage the process to recover all available warranties from the vendors that provide parts. That is a big service we provide all IBS customers. 7) Do warranties impose usage limit restrictions? Most warranties have a date/mileage restriction for warranty as well as a misuse clause in their documentation of warranty. NAPA IBS will keep a written record of all warranty information on file within our on-site store and will track warranty periods on the parts we sell via this contract. 8) Do warranties cover the expense of technicians travel time and mileage to perform warranty repairs? Typically warranties on the parts and supplies we sell within the scope of NAPA IBS services do not cover outside vendor technician time on outside sources sent to do a repair since most of the customer technicians do the work. Therefore mileage and travel time do not come into play within the scope of services we provide. If we discover that an NJPA contract IBS may need these types of warranty coverage for unique warranty situations,we will address this with the vendor at the beginning of the contract and will ask them to include their solution in our due diligence paperwork for that vendor. The customer will have to agree to that warranty arrangement before we proceed with that vendor. 9) Please list any other limitations or circumstances that would not be covered under your warranty. NAPA IBS is extremely engaged in warranty recovery as part of the services we provide. The only other circumstances where we may need to address warranty concerns will be for parts and services that were purchased by the customer before we begin our contract but then come to light after we have started our contract. We will work with manufacturers and distributors on behalf of our NJPA contract customer to resolve and recover warranty on parts we did not provide. The only additional foreseen warranty issue that may come up is when warranties are rejected because of technician error or misuse of equipment. No different than the first example—NAPA IBS responsibility will be to work directly with the supplier of the part/service to resolve and recover what we can for our customer. 10) Please list any geographic regions of the United States for which you cannot provide a certified technician to perform warranty repairs. How will NJPA Members in these regions be provided service for warranty repair? Please provide a list of your network service providers for warranty work and repairs. Since we will be providing a service—and that service will be providing hundreds of thousands of parts—the warranty procedures will be the same for any NJPA contract IBS customer in all 50 US states. The technicians and fleet management will present a defective or warranty part and our responsibility will be to process with the manufacturer or distributor who sold the product, recover the available, and process the paperwork on behalf of our customer. As a result we will use local and regional sources to process warranty work or the parts and services we provide. It is one phone call for an NJPA contract member to their local IBS on-site store to process any warranty. As soon as the warranty part is presented to our on site location,the store will be required to immediately replace the warranty part for the technician and credit the customer. The IBS store will then begin the warranty processing on behalf of the customer and present results after the proper vendor has processed the claim. Equipment/Product/Services,Pricing,and Delivery 11) Provide a general narrative description of the equipment/products and related services you are offering in your proposal. NAPA Integrated Business Solutions (IBS) is a customized on-site (or off-site) vendor managed parts and supplies inventory management program offered by NAPA Auto Parts under the trademark name Integrated Business Solutions. In the simplest form NAPA IBS is a service for fleet customers in any government segment(State,DOT,City,County, Utility, etc.) or education segment (Higher Education and K-12) where the customer has a need to more effectively manage the parts, supplies and materials it takes to maintain their fleet vehicles. Today, NAPA IBS operates over 350 on-site locations for multiple government and private fleet and warehousing operations in the US and over 20 sites in Canada. Each IBS contract is unique because each fleet we service has different hours of operation,different vehicles,varying ages of vehicles,and unique staffing situations...no two fleets are the same. Each IBS location is customized for the government/education customers business. We start with a blank sheet of paper and build the store entirely around them(people,vendors, services, hours, space, and inventory). NAPA IBS manages any product our customers need us to handle(NAPA and Non-NAPA Automotive/Truck/GSE Parts, OE parts, office supplies, safety material, tires,bulk fluids,and more). How does NAPA IBS help our government/education customers? NAPA IBS works with the customer to build a customized on-site(or in some cases off-site) store that has dedicated NAPA IBS staff who are dedicated 100%to the specific contract customer. When we come to project scope agreement and contract agreement with our customers, NAPA IBS installs a full-scale dedicated on-site parts, supplies and warehouse materials system at the fleet operation that services that particular customer around the business hours of that customer. Here are the immediate benefits to our contract customers of having an on-site NAPA IBS location service: • Inventory Reduction—NAPA IBS owns the parts supply and inventory. In many cases,we buy the existing non- obsolete parts the customer stocked prior to IBS — relieving them of the inventory investment. Then we add additional inventory on NAPA's investment to support the fleet and improve fill rates. NAPA IBS stores sell our contract customers parts and supplies as they need them—on-demand... dramatically reducing the expensive world of owning and managing inventory. The customer only pays for the part when they use it. • Staffing—NAPA IBS provides the staff to run the parts operation during the hours the customer needs us. This staff is 100%dedicated to their contract customer and will also be available to cover the parts operation after hours and in emergency situations(if requested by customer). • Transaction Cost Reduction—NAPA IBS works with fleet departments and procurement departments to reduce the number of transactions by reducing paperwork and reducing the vast number of vendors usually servicing a fleet. We source from all vendors NAPA and non-NAPA and provide our customers with one bill at the end of the month. By consolidating the monthly parts bill into one statement,our customers experience a big transactional cost savings reduction by paying one bill versus hundreds. • NAPA IBS also works to reduce transactional time and cost by integrating our exclusive TAMS (Total Automotive Management System) point of sale system with existing fleet and warehousing software systems. By integrating with a fleets existing software platform,we help them leverage a major investment they have made in their fleet software and fully utilize the billing,reconciliation,work orders,and reporting available in their software. Most importantly, it ensures that all parts and supplies used in the shop get billed to a proper work order—allowing our customers the auditability of what they do in their fleet operations. NAPA seamlessly integrates with dozens of the most popular systems on the market (including Assetworks —Fleet Focus, FA, M4 and M5, Faster, Mitchell One, RO Writer, RTA, Dossier, Chevin). • Shop Productivity Improvement -- NAPA IBS on-site store handles the day-to-day productivity killers (parts management, paperwork, cores, defects, warranties, new part returns). A very important part of our service is providing regular reporting of on-demand fill rates. Between inventory management,customized min-max services and our nationwide vendor network, NAPA IBS builds a transparent, auditable inventory plan with our customers that builds in specific KPI's and benchmarks for on-time parts delivery to the technicians. Our goal with this is to eliminate the expensive downtime in a shop spent waiting for parts delivery in the traditional parts procurement system. Our goal is to help the government/educational customer by keeping technicians turning wrenches through having the proper inventory on hand and taking the ball on parts pickup and service to ensure the shop gets their parts on time—by dealing with hundreds of vendors. In summary, IBS is customizable inventory solution that can be built around one shop, multiple shops and broad geographies. 12) Provide a general narrative description of your pricing model identifying how the model works(line item and/or published catalog percentage discount). The NAPA IBS program is a turnkey, full-service inventory and parts supply program for fleet and warehouse operations. Services we provide will be outlined in our response to question#24 of Form P. The program will be made available to all participating Genuine Parts Company/NAPA company-owned and independent NAPA stores in the US. Each governmental agency will use the sample contracts provided in the RFP response (Exhibit G) as a basis to come to contractual relationship with the servicing NAPA store. Both parties must agree and sign a contract summarizing the business relationship. Pricing Model —Industry Standard — With over 350 current contract sites in the US and over 20 in Canada— NAPA IBS proposes the industry standard pricing model for the purposes of responding to this RFP. In our 20+ years of providing this service to government,educational and non-profit customers—as outlined in this RFP—our customers have asked for and have come to expect a pricing model that consists of two distinct parts: 1. IBS PARTS PRICE: The price of all parts and supplies purchased by the NJPA customer factored at an acquisition price divided by a margin factor to arrive at customer parts price. 2. IBS OPERATIONS COST: The monthly operating expenses charged to customer— based on agreed upon service and staffing agreements. IBS Parts Price Narrative: Today,NAPA IBS manages over one million parts skus from over 1,300 unique manufacturers and distributors for fleet operations nationwide. This does not count the NAPA branded 445,000+ skus we also can manage in an operation. As a result, the industry standard for managing and selling such a wide range of vendors and skus has made it important for our customers in this space to work on an actual acquisition parts cost vs. a list price less contract. Most of our government IBS customers wish to have our parts pricing and contract margin clearly defined—along with a separate operating cost for our IBS services broken down separately to distinguish the true cost of operating an on-site location. The pricing models listed in this RFP are the same models used in virtually every government and educational IBS location we have today—as well as the model that has been presented in several RFPs of this nature in fleets where we are not the contract holder. For this reason,we are presenting our pricing model solution as within the industry standard for these types of services. In both models we present,we will define the"acquisition cost"on parts as this: NAPA Branded Parts — Acquisition price will be the jobber net store acquisition cost for NAPA parts (on 10% margin model)and 9071 profile price(on Pricing Profile model) Non-NAPA/Sourced Parts—Acquisition price will be the net invoice price for NAPA IBS to acquire the part from the non-NAPA source. IBS Operations Cost Narrative: Due to the different nature and business structure at each governmental agency,each individual IBS agreement will have a different level of expense depending on the unique needs of the fleet—different staffing,different hours,and different needs. For this reason, NAPA and the customer must complete an analysis of the fleet's needs before deciding on the proper expense structure for the IBS site. Due to the nature of the IBS contract, the expenses involved with projected monthly operating expenses must be looked at separately from the parts pricing. NJPA contract member should consult with NAPA on structure of IBS and possible expenses. All operating expenses are agreed on by both parties before moving to final contract. Operating expenses are billed to the IBS customer at true cost with no markup and a sample of expected, agreed expenses are added to the final contract for approval from all parties before proceeding. Sample monthly operating expense details are listed in Exhibit F of NAPA IBS's RFP response. Summary Narrative: Our contract proposal gives NJPA members the most flexibility to select from two pricing options for our services within our contract to account for parts billing and operational costs — giving them easy audit capabilities on the price or parts and full accounting on all operating expenses for their project to gain a clear picture of total cost of services. Our two options are: Option 1: 10%gross margin model Option 2: NJPA Pricing profile model The specifics of these two options will be outlined in our response to Form P-Question#14 below. 13) Please quantify the discount range presented in this response pricing as a percentage discount from MSRP/published list. NAPA IBS is a vendor managed service for fleet related parts and services. In many cases we handle hundreds of vendors across broad scopes of products. As a result, the traditional methodology of calculating an"off-list/off- MSRP"methodology for the vast array of product supplied is not applicable. The products we sell are a function of our service. The products we sell under an IBS program are based on a cost factor—not on a total margin factor. Due to the wide array of products supplied in a vendor managed inventory, our customers have traditionally preferred to have us provide products at a negotiated cost plus factor(unless asked to provide an alternative model like our pricing profile model listed in the previous question). Because many vendors today do not maintain a true suggested MSRP or List price, the "off-list" discount numbers can vary wildly across multiple vendors — so the ability to have a true apples-to-apples comparison on list less discounts becomes clouded. As a result, a vast majority of our 350 contracts are based on an acquisition cost factored margin methodology to determine selling price to the customer. Our government customers overwhelmingly prefer the transparent cost nature of our IBS pricing model, as they have auditable invoices from our suppliers to measure the true cost factor on our margin/markup. Many parts vendors do not provide a true MSRP or list price. That is the main reason the industry standard for parts pricing in this model is using the factored margin approach—NJPA contract members will purchase parts at the store acquisition cost (less any rebates and discounts that are passed to the customer via the acquisition price) divided by the factored margin agreed to in our contract.That allows the customer to see the invoice cost of the part and to easily factor the contract margin based on the contract to audit pricing. For vendors that do provide MSRP or List Pricing-we can estimate a wide range of discounts off list price from 10%off list to 75%. On the NAPA branded product we sell in our agreements — since we are the sole distributor of NAPA branded products — we may have an average of 20%-50% off list price on NAPA branded products — depending on the pricing model our customers select. 14) Provide an overall proposed statement of method of pricing for individual line items, percentage discount off published product/equipment catalogs and/or category pricing percentage discount with regard to all equipment/products and related services and being proposed. Provide a SKU number for each item being proposed. NJPA Customer Option 1: 10% Gross Margin Model Parts Costs NAPA Branded Parts-Supplied to customer at NAPA JOBBER NET Store Acquisition Cost divided by a factor of.90=Customer purchase price of NAPA branded part. This is a not-to exceed pricing structure. Sourced(non-NAPA Branded)Parts-Supplied to customer at IBS store acquisition cost from vendor divided by a factor of.90=Customer purchase price of Sourced part. This is a not-to exceed pricing structure. Examples of these types of Sourced Parts vendors are outlined in Question #15 — Form P — below. This price structure is outlined in our RFP proposal Exhibit H—electronically. This will be the cost factor for every sku sold from every vendor in this pricing model. Operating Costs The operating expenses of the store are billed on a separate bill to the customer in their entirety at cost. Industry standard for vendor managed inventory services has been for the vendor to supply a monthly, detailed operating statement to show all operating expenses and billing categories for expenses to run these operations per contract. In most cases customers prefer this model to bill operating expenses separate from the price of the part. Example: If NAPA lBS and fleet agree that the IBS will stock and source a Ford OE brake part. The part is sourced by NAPA IBS and sold to the contract customer under our agreement at NAPA IBS acquisition cost from local Ford dealer divided by.90 to equal the selling price of the part. i.e.—Ford brake parts net acquisition cost is$47.00 divided by .90 = IBS selling price to customer of$52.22. This formula for gross margin is the same for NAPA branded product and non-Source/non-NAPA product. This will be the not to exceed price factor for each sku we provide in our agreement. Under the term of this agreement with a customer, we would provide the customer a monthly parts detail with the parts acquisition cost and gross margin detail —as well as an audited operating statement. All parts from NAPA and non-NAPA Sourced vendors are put on to one consolidated billing statement. NAPA provides a separate bill for the operating expenses in this model. A sample estimated operating statement showing the price model for the 10% gross margin model and sample operating expenses is included in Exhibit F of this document as well as documented in the pricing section of the sample contract listed in Exhibit G of our response. NJPA Customer Option 2: NJPA Pricing Profile Model We have some government/education fleet customers -- usually ones that service and bill multiple internal customers--who ask us for an alternative model where our IBS operating expenses are built into the parts margins — so they may bill the proportionate operating expenses within the price of the part when they bill their internal agencies. For that reason,we have created a second pricing option for NJPA contract holders wishing to go to IBS contract. This model builds an extra gross margin on parts for the NJPA customer from the NAPA store. In this model the operating costs are paid entirely by NAPA. The NAPA store still receives a contract 10% net margin so amounts will be refunded or charged based on failure to achieve an overall 10% net margin after gross profit dollars and expenses are compared. Simply put, this model builds the price of most operating expenses into the price of the part. The NAPA Branded Parts Pricing in this model is billed to customer on the identical 9071 pricing profile used in our NAPA Auto Parts Awarded Traditional NJPA contract#031212. This price structure is outlined in our RFP proposal Exhibit H—electronically. Parts Costs NAPA Branded Parts --Supplied to customer at the NAPA Parts Contract Pricing profile schedule 9071.This is a not-to exceed pricing structure. Sourced (non-NAPA Branded) Parts -- Supplied to customer will be sold at IBS store acquisition cost from vendor divided by a factor of.75=Customer purchase price of sourced/Non-NAPA branded part. This is meant to yield a 25% margin on parts. This is a not-to-exceed pricing structure. Examples of these types of Sourced Parts vendors are outlined in Question#15—Form P—below. This will be the cost factor for every sk:i sold from every vendor in this pricing model. Operating Costs In this option, the operating expenses are not billed to the customer. The additional gross margin from all parts sales for the month are intended to cover most of the monthly operating expenses in this model. At the end of each month, the customer will be refunded or charged based on failure to achieve an overall 10%net margin for NAPA IBS for that month. We show a sample operating statement for this model in Exhibit G of our proposal. Example: In this model,the IBS customer will be billed 9071 pricing(not to exceed)on all NAPA branded product and billed a cost factor of acquisition cost divided by.75 on all non-NAPA/Sourced parts(not to exceed price). The intent of these two profiles will be to produce a higher margin than pricing model 1. For the purposes of our example in Exhibit G—we used a blended gross margin of 25%on parts. The customer would pay the total price of parts in this model and the expenses would not be billed to the customer. One important note — if the gross margin in this model does not exceed the expenses to ensure NAPA of a 10%net margin per contract,the customer may be billed the difference. 15) Propose a strategy, process, and specific method of facilitating "Sourced Equipment/Products and/or related Services"(AKA,"Open Market"items or"Non-Standard Options"). We have a clear-cut strategy for how potential NJPA customers will approach our proposed services in this offering space. Traditionally, customers will contact NJPA and NAPA 1BS asking for one of two things when it comes to parts supply for their fleet or warehousing operations. The parts supply scope covered in NAPA Auto Parts NJPA contract #031212 which was awarded to NAPA Auto Parts in 2013 addresses traditional parts supply. In that model, NAPA retail stores across the country supply and deliver NAPA branded parts to NJPA customers. The NAPA IBS model we propose in this solicitation is a completely different model. In IBS we propose an alternative method from traditional government procurement. Our model is a services related contract model that deals across multiple vendors offering an inventory management model that allows governments to use an NJPA contract to build a transformational model of parts supply and inventory management. Our model is facilitated by working directly with municipal and educational NJPA contract members to build a financially sound case for outsourcing their parts facility and supply chain to NAPA IBS. We have a vast marketplace of government and education fleets that we work with every year on major transformational operating strategies through IBS. The basic premises outlined in Form A of this response delineates the different aspects these fleet operators look at when determining our services. Some of the added value services we provide in our IBS services could be considered"Non-Standard Options",and the basic services we provide could be considered"Open Market"services. We facilitate each customer based on their specific needs and provide them a menu of operational, vendor and service options to fit exactly what they need for their shops. What specifically sets us apart from other vendors in the vendor managed inventory marketplace is the depth of experience and broad range of vendors available under our program. NAPA IBS has an incredible network of non- Source/Non-NAPA vendors that cannot be matched. This depth of experience dealing with vast amounts of local businesses,diverse businesses,regional businesses, and national brand name vendors for parts and supplies--give our NAPA IBS customers a unique opportunity to have sources available to them for parts. We work in hundreds of government and educational fleet operations and many private fleet operations. That gives us a unique breadth of sources for parts — a very important aspect considering the broad range of fleet vehicles and operations across the NINA verticals: light-medium-heavy duty, OE trucks, fire apparatus, ambulances, construction equipment,lawn maintenance equipment,semi-trucks,police cruisers,cement mixers,road maintenance vehicles,snow plows, garbage trucks, school buses, transport buses, airport maintenance, fueling....we have worked with most major brands of fleet vehicles and equipment. NAPA IBS sources millions of dollars each year from suppliers like: Tires-Multiple Brands: Intl.Goodyear,Bridgestone,Michelin,etc.. Motion Industries Ford Motor Parts Kenworth Trucks International-Navistar-IC Bus-Monaco-Workhorse Thomas Built Bus General Motors F BMW Caterpillar Terex-Amida Brand Freightliner Toyota Cummins John Deere-Green McNeilus Mercedes Benz John Deere-Yellow Nissan Altec Industries Volvo Chrysler Family of Vehicles Federal Signal Whelen Lights Jasper Engines&Transmissions Grainger Isuzu E-One Are Trucks Continental Battery Tug Technologies Bobcat Labrie Environmental Group-Leach/Wittke/Juggler Blue Bird Corporation Peterbilt New Flyer Toro Hall Industries Heil Environmental Komatsu Elgin Sweeper Co Prevost/Nova Case Equipment-New Holland-International Harvester Wirtgen-Vogele/Hamm/Kleemann Equipment Mack Imperial Supply Four Seasons Radiator Honda-Acura Pierce Manufacturing-Fire Trucks Hydraulic Solutions AC Delco Vactor Equipment Hale Products Detroit Diesel/Allison Transmission Heil Heating&Cooling Terex-Amida Brand We leverage local, regional and national buying sources—and have a national database of pricing—to compare prices and ensure our customers get fair prices in their operations. Our customers see the actual invoice price when we source parts from these type of non-NAPA Sourced parts vendors and the customer can easily see the margin factor we apply to these parts to show part price per the contract. 16) Describe your NJPA customer volume rebate programs,as applicable. Based on our cost-based model, we do not provide rebates as part of a volume program with our IBS customers. Parts are sold at cost plus and any negotiated vendor rebates or discounts from ANY vendor in our operation are immediately accounted for in the raw acquisition cost of the part or supply for the customer. The true cost savings for the customer is encumbered in the total solution of NAPA IBS — cost savings come from buying parts and supplies at the "after rebate"price net acquisition cost on parts, inventory reduction and/or acquisition,transaction cost reductions,and shop productivity. 17) Identify any Total Cost of Acquisition (as defined herein) cost(s) which is NOT included "Pricing" submitted with your proposal response. Identify to whom these charges are payable to and their relationship to Proposer. Our total cost of acquisition has been defined in our pricing response in line items 12-14. There are no hidden costs of acquisition in our IBS model. Parts costs are transparent to the customer and gross margin is added as a factor on our pricing schedule. On the operating expense pricing,NAPA IBS provides an audited operating statement to every NJPA IBS contract customer on a monthly basis—complete with backup for the expenses listed. The total cost of acquisition is the sum of the parts purchased by the NJPA contract customer at acquisition cost + contract gross margin + total agreed operating expenses. The only other additions to total cost may be special request projects — like IT projects, mobilization costs or overtime charges that come up as part of our agreement. Those expenses are verified and agreed to by a customer before we begin our services. 18) If freight,delivery or shipping is an additional cost to the NJPA member,describe in detail the complete shipping and delivery program. Our IBS store services include inventory management and parts supply. NAPA branded parts are primarily supplied from our closest NAPA Distribution Center(at no freight charge to the customer). Our NAPA Distribution Centers are available for parts supply 7 days per week for our On-site NAPA IBS stores. Nightly freight deliveries to IBS locations are available on Monday-Friday with special pickups and deliveries on weekend.We also handle a huge array of local, regional and national non-NAPA vendors. Our goal is to have a vast majority of stock on hand to avoid freight charges. We work with all vendors to deliver parts at FOB destination cost. As part of our IBS services, the only freight or shipping costs come in the form of special order parts and supplies as requested by the customer. For example, if we have a specific application part that is an emergency and the only supply for that particular part is from a vendor in another state, we provide the customer with a freight approval form and will only ship upon approval from authorized NJPA IBS customer approver. Freight and shipping on special order items is billed to customer on the itemized operating statement on a monthly basis and is billed at cost with no markup. In addition, freight for these special order items is included on our invoice along with the part for auditing and tracking. 19) As an important part of the evaluation of your offer, indicate the level of pricing you are offering. Prices offered in this proposal are: a)Pricing is the same as typically offered to an individual municipality,Higher Ed or school district. XX b. Pricing is the same as typically offered to GPOs, cooperative procurement organizations or state purchasing departments. c)Better than typically offered to GPOs,cooperative procurement organizations or state purchasing Departments. d.Other;please describe. Explanation: The hallmark of our NAPA IBS program is pricing and service cost transparency. That's why our pricing model presented here is the same as we present to government agencies in the US and Canada. Parts supply vendor managed inventory contracts are unique in that a customer gets handed a detailed operating statement from a vendor and is provided auditable backup on all expenses and product costs on a monthly basis. For this reason, our IBS program presented to NJPA for consideration for this RFP is the same premise and conditions that we expect in every government offering or procurement event focused specifically on our IBS services.What varies in each contract is the services,staffing,overhead,and products as requested as part of the services we provide. In one IBS operation, the customer may request 7 people to staff their operation 24/7. In another operation,with similar needs,we may have 5 people. The expense bill back for these two operations will be a different cost to each customer because their needs are different. Both will work on the same pricing platform agreed to in the contract for parts and supplies, but the operations expense charge or"price of operation"will differ because they require different resources. It is important to clarify and note that the services we are proposing for this RFP are a services-based,non-traditional procurement. Typically a procurement organization puts a bid out for parts, and vendors negotiate an acceptable margin to pay rebates,service the customer,and make a profit for their business. NAPA IBS is an atypical procurement in that the cost of the parts is not the"price"of the parts. Because of the service aspect of charging IBS customers for IBS services, we can say that traditionally parts prices can be lower, the same, or higher, depending on the mix of product we sell. It would not be accurate to say that prices across the board will be better—mainly because we do not know that until we get involved in an engagement and understand who is supplying parts and supplies. In many cases we have been able to reduce the parts"price"for a customer through NAPA branded vendors and some non-NAPA vendors as well. We stand shoulder to shoulder with procurement and fleet to provide the agreed products they want for their fleet. We have had examples where fleet and procurement have been buying an aftermarket product from a vendor—only to find the quality of the parts to be poor. We jointly make the decision to purchase the higher priced OE part for a customer. In that case, our parts"price"was not lower, but the reduction of downtime, gain of tech productivity time,and overall"cost"has been reduced by the services we provide. On a broad scope in our IBS services, we have been able to produce significant "cost" reductions for customers — which many times includes price reduction on the raw acquisition of the parts"price". 20) Do you offer quantity or volume discounts? YES X NO Outline guidelines and program. No. See response to question#16 on Form P above. 21) Describe in detail your proposed exchange and return program(s)and policy(s). One of the hallmark services we will provide NJPA IBS contract customers is our incredible returns and exchange program managed by our on-site point of sale TAMS system. As part of a 6,000 site retailer, our IBS sites get to use the same technology NAPA uses to manage its 6,000 retail stores which manage millions of dollars in returned/exchanged merchandise every year. TAMS processes three type of returns: New part returns,core returns, and warranty returns. NAPA IBS will issue returns immediately upon physically receiving the returned goods parts and a return request from technicians or appropriate customer personnel. If any warranty fails to meet manufacturer warranty terms and NAPA IBS does receive credit, we will work with the customer to reissue the cost of the return to the appropriate asset. NAPA will maintain comprehensive warranty information and terms within the customer's fleet system as well,if requested. As for core returns,NAPA IBS will either bill customers for cores or track the return of all cores—or—if the customer requests—we may set up a core bank which will be reconciled on a regular basis. When NAPA IBS issues out a part with a core value, the core value will automatically be billed to the separate core account. The core value remains on this account as pending awaiting return from the customer. NAPA will issue credit upon receiving the appropriate rebuild-able core. If the customer is unable to return a rebuild-able core within a timely manner, NAPA will issue the customer for the core value on the primary billing account. To effectively track all core,warranty and new return parts-NAPA IBS will be able to provide the customer daily and on demand a list of open and pending cores to be returned to NAPA. New part returns and warranty returns are processed immediately and the customer is issued instant credit — no matter the vendor. All returns are measured exclusively in our TAMS Report RPT130—Special Invoice Report and are reconciled daily by our on-site NAPA IBS manager and team. 22) Specifically identify those shipping and delivery and exchange and returns programs as they relate to Alaska and Hawaii and any related off shore delivery of contracted products/equipment and related services. Since we have brick and mortar store and warehouse operations in Alaska and Hawaii, they will have the exact same benefits as the other 48 states. Since they are part of the Genuine Parts Company family and NAPA network, NAPA branded products are delivered at the same cost as the mainland US. Freight and shipping for special order parts and parts not available through local and regional vendors would be vetted the same as in the 48 mainland states. Freight charges would be on an approval basis from the customer on special order and national vendors. NAPA also has export distribution centers on the West Coast (Sacramento) and East Coast (Miami) that already have international channels of distribution in place that can expand the services proposed in this agreement to the Caribbean, South America, and the South Pacific(including Guam). 23) Please describe any self-audit process/program you plan to employ to verify compliance with your anticipated contract with NJPA.Please be as specific as possible. Self-audit process/program. NAPA IBS manages a similar process with audits on all 350+IBS contracts nationally. Corporate auditing and governance: First and foremost—as a publicly traded company, Genuine Parts Company is governed by Sarbanes-Oxley corporate governance and auditors as part of our public responsibility. Our business units in all company operations--including IBS --are audited on a regular basis. IBS Corporate Auditing: Genuine Parts Company supplies each of our IBS locations with 3'party inventory auditing through 3' party contract inventory teams — per Sarbanes Oxley regulations. Each NJPA/NAPA IBS customer agreement will include monthly monitored electronic tracking of all customer purchases handled through our NAPA Headquarters in Atlanta,GA. The contracts will be subject to a quarterly compliance business review with involvement from the contract owner (GPC or independent dealer) and the customer and will be signed off and logged at NAPA Headquarters for compliance. Parts Pricing and Operations Statements Compliance: Our HQ's IBS operations department-- listed in Form A of this response--produces and reviews month end contract compliance reporting to insure each customers prices match their specific agreements with any deviation reported to the operations for corrections. This team will perform quarterly pricing reviews along with our local operations to ensure our customers receive contract pricing per our agreed NJPA contract. Our TAMS on-site point of sale system will be the system of record for all transactions—and we have dozens of daily,weekly and monthly reporting available to any IBS customer for contract margin compliance. In many of our IBS sites,we are very familiar with contract compliance and audit measures,so our team is seasoned to report and audit our operations. This transparency is reflected in our IBS NJPA contract agreement attached. As a rule,in many of our IBS contracts,we provide a specific market basket of products to our customer with specific margins and costs to ensure compliance—typically on a quarterly basis. Our customers may pick the parts from parts acquired in the contract and may ask us to do an analysis on our contract price vs. the price charged. For example, the City of Chicago -- on a quarterly basis--currently randomly selects 100 skus from the market basket of parts supplied through our contract and asks us to produce acquisition cost proof in the form of a statement from the vendor we purchased the product. We then produce TAMS reports and billing showing specific markup in the billed parts vs. the contract price to ensure compliance. The audit needs of our NJPA contract customers may differ—so we write the information requirements specifically in our contract language. NAPA IBS lives in a transparent government and education fleet environment every day and takes price compliance very seriously. One additional note: All IBS customer purchases are stored and protected in our GPC secured network daily. Purchases are held in two separate secure corporate servers/data warehouses and preserved for the term of the contract—for internal and external audit purposes. NJPA Marketing Requirements: In regards to marketing and advertising requirements our VP of IBS will assign the designated IBS Marketing Coordinator to insure the IBS website has the most current NJPA marketing materials posted and maintained monthly. Reporting Compliance: Our IBS Operations Department will be notified of all new members and will insure that the locations'purchases are properly tracked to insure accurate quarterly reporting to the designated NJPA representative. Under our current contract,we have customized reporting on our NJPA contract for the co-op. We can deliver sku level data and overall program progress to NJPA on quarterly basis. Industry-Specific Items 24) Describe your on-site inventory management solution,if applicable. Integrated Business Solutions or IBS-Overview of Turn-Key Services Provided: The primary function of NAPA IBS services is to provide an on-site, turnkey replacement parts, supply warehouse/store within the walls of the customers we serve. NAPA IBS has the responsibility to staff, stock and manage the warehouse/stockroom parts inventory for the NJPA contract fleet customer. Pre-contract Phase Project Analysis: Prior to initiating contracts with NJPA members for our services, our initial service is to perform a project/financial analysis for the customer to determine the viability of the project. This analysis includes—but is not limited to: current parts pricing analysis, current hours of operations, staffing, technician service rates, inventory, historical fill rates and service levels, transactional costs,shop productivity, down vehicle history, fleet makeup, return part processes, and operational costs to maintain parts room, parts supply or warehousing for fleet or maintenance operation. This co-operative analysis effort with the NJPA member will determine: • Expected staffing and operational costs associated with managing the turnkey operation • Projected initial parts vendors to be used in the operation • Targeted key performance areas to be addressed in the agreement • Project plan and timeframe of project launch Once the NJPA member agrees to move forward,we move to the contract phase. The last step in the pre-contract phase is to contact NJPA and get written documentation of the NJPA member status with our NJPA contract manager. Contract Phase • NAPA IBS and NJPA member come to terms on specifics in the turnkey vendor managed IBS solution using the contract documents template proposed in the NAPA IBS response in this RFP—Exhibit G. • Once a contract has been agreed to by both parties and NJPA member status has been verified, GPC legal will work with the customer to properly execute the contract. • Once the contract is signed,NAPA IBS begins the project launch phase. Project Mobilization/Launch Phase NAPA IBS will next execute a well-organized project plan that includes: • Staffing Selection: NAPA IBS staffs the personnel and management to operate each customer on-site parts warehousing location. We suggest the customer interview and approve on-site staff candidates and welcome their input and approval of our staff. The number of people and/or scheduling will be mutually agreed upon between the parties and accounted for every month with an audited operating statement. The following staff members will be mutually agreed upon by the NJPA contract customer and NAPA IBS: On-site staff may include: o Project managers o Site managers o Parts sourcing clerks o Inventory clerks o Paperwork clerks o Delivery drivers to source local pickup parts • Point of Sales/IT Implementation: NAPA IBS installs our TAMS point of sale system of record within the proposed on-site location and connects all appropriate wide area network connections and software integrations. NAPA IBS Exclusive: Total Automotive Management System (TAMS) inventory management and point of sale billing computer system with the following capabilities: Invoicing, cataloging, master interchange, inventory control, custom pricing, inventory stocking information, inventory on order information, inventory on backorder information, lost sales reports and analysis, automatic inventory min/max review, inventory costing and much more. In addition, this system is a great benefit for the customer as it allows access to the area's largest inventory of automotive and heavy-duty replacement parts, paint, supplies and equipment. This access provides real-time warehouse stocking levels and electronically produces daily stock orders to the customer's location from NAPA's Distribution Centers to replenish the inventory on a regular basis. • Physical Inventory Count: NAPA IBS provides -- at no charge to the customer-- an inventory count team comprised of NAPA team members to execute a full physical inventory of current fleet and warehouse parts and supplies. Once the full physical inventory is complete,our team provides bar coding,location loading,and data loading of all applicable product into NAPA point of sale inventory system. NAPA IBS will work with customers to determine if there is an amount of working inventory that is in good, sellable condition and with a recent(24 month or less)significant purchase history. NAPA IBS reserves the right to inspect inventory and make a determination on the amount of inventory we may purchase up front on behalf of the NJPA member for use in their operation. Upon completion of physical inventory,NAPA and the customer will agree on the proper min/max levels for all products needed to meet fleet demands and contractual fill rates. • Vendor Orientation and Selection: NAPA IBS takes the lead — with the assistance of the customer's purchasing and fleet departments—to select a list of key vendors to meet with regarding pricing and supply terms for the project. This will consist of current fleet vendors and new fleet vendors. Evaluation of Non-NAPA Vendors. With the current number of government customers utilizing the IBS program from NAPA IBS, we take our job very seriously on evaluating the vendors we use to serve our IBS contracts. As a result, we have strict criteria for any parts or supplies vendors who supply parts through our lBS services, including: o Shipping performance and turnaround time from vendor to our customer site o Order fill rate on special orders and stock replenishment orders—over 90%fill o Warranty, core and returns procedures o Product Quality--understand the unique aspects of IBS as it relates to specifications and quality control within our customers fleets o Electronic Ordering Capabilities o Sales/Inventory Support—adaptable to changes or special requirements o Pricing Support—pricing shall be competitive with the industry standard o General Services o Offering of Clinics or Technical Information o Effective Cataloging o Communication/Responsiveness Local Business Enterprise. Every year our IBS sites spend millions of dollars with local, small and diverse business entities to support the contract customers we serve. NAPA IBS agrees to work with the customer to meet and exceed small business and diverse business spend goals. In addition, our IBS services include documentation and reporting of all small business and diverse business spends—as the customer requires. • Operational Work Flow Plan: NAPA IBS will meet with all appropriate customer management to insure seamless transition in billing, service and support. This includes training all support staff on IT, billing, invoicing product, and service expectations. We will also take this time to ensure our new on-site employees will meet the safety and security standards within the customer's place of business. Store Go-Live Our launch date arrives, the staff is in place, inventory has been signed off by both parties, and vendors are in place. NAPA IBS's turn-key solution is fully operational and we are ready to execute the terms of our agreement. NAPA IBS is now under contract to supply parts, supplies and services as put forth in our agreement. Our day-to-day duties include: Inventory controls and management: IBS agrees to be wholly responsible for the on-site inventory at the customer's shops provided that the stock area is totally secured and NAPA is the only authorized party for access. NAPA IBS takes the burden of inventory cost by owning all parts and supplies inventory within the secured on-site parts room for the customer. NAPA lBS takes ownership of inventory replenishment, inventory costs, and continuous management. When we own the inventory, the customer only pays for parts as they use them instead of incurring inventory holding costs,obsolescence and loss. Our on-site staff is required to maintain and manage min/max and service levels to meet the service requirements of our contract. That includes daily stock orders, special order parts, vendor negotiations and managing new part/core and warranty returns for customers. NAPA IBS will bar code parts we manage to ensure accuracy and will manage inventory records within a customer's fleet management system—if requested. NAPA IBS may also offer the ability to work on off-site inventory management solutions with customers that have small,satellite shops that may not require staffing to manage their parts needs. Parts and Supplies Sourcing—Non-Source(Non-NAPA)and NAPA Branded: NAPA IBS delivers a best-in-class solution to leverage our 350+ on-site operations and network of 62+ NAPA Distribution Centers and 6,000 NAPA stores by giving our on-site stores the ability to check inventory levels and order from any NAPA Distribution Centers in the entire United States with approximately $1 billion in inventory availability. In addition, our IBS sites have access to the largest OE, proprietary, and aftermarket parts supply database in the industry(sourced parts/non-NAPA product) with over 1,300 non-NAPA manufacturers and distributors. This gives our customers broad geographic comparisons on parts supply resources in all 50 states and Canada. NAPA IBS agrees to provide stock and non-stock O.E. equipment parts, supplies, and equipment or NAPA aftermarket items of equal or higher quality(unless directed differently by customer)including but not limited to the following: o Automotive Replacement Parts—OE and aftermarket o Light,Medium and Heavy Duty Parts—OE and aftermarket o Bulk Oil and other Lubricants/Chemicals—including management of SDS sheets o Tools and Equipment—including management of tool cribs for customers o Automotive Accessories o Paint and Refinishing Supplies o Tires—multiple vendors across our 350+store network o MRO, safety and necessary operations supplies o Necessary equipment for lube equipment for dispensing oils and greases or hydraulic hose making equipment Parts Availability and Quality: If a situation arises where NAPA IBS cannot locate a given part,the customer will be notified. If NAPA lBS cannot provide the item within the time frame required, our customers are allowed to procure this item from another source. NAPA agrees to provide stock and non-stock O.E. equipment parts, supplies and equipment or NAPA aftermarket items in equal or higher quality to OE or to customer specs. NAPA agrees to allow customers to inspect the quality of materials, supplies and equipment proposed to be furnished and allow the customer to reserve the right to reject any item(s)that do not meet O.E.or fleet specifications. Billing,Invoicing and Reporting day-to-day parts inventory,operations and parts activity: • NAPA IBS has the responsibility to properly invoice all parts at the time of sale and ensure all parts are billed to the proper work order in the customer's system. We will also enter any information into the customer's fleet, billing or inventory database system at the time of sale as required by customer, including complete repair order information--as required by customer. • NAPA IBS provides all daily and monthly reports generated by TAMS computer upon request of the customer including key performance metrics of the customer contract. • At the end of each month we provide the customer with a detailed statement showing all invoice numbers, sku level data, and amounts purchased — ensuring contract pricing transparency and detailed operating statement transparency. NAPA IBS will produce a separate detailed billing statement for the monthly operating expenses of the operation. The level of staffing and operating expenses vary based on the size and scope of customers. A mutually agreed staffing plan is included in every NJPA contract. Our sample staffing plan and sample operational expense recap for our IBS pricing models are included in Exhibit F of this response 25) If you are proposing an on-site inventory management solution, can you customize it based on NJPA member requests?If so,please provide an example(s)of when and how you have done this. A trademark of our NAPA IBS program is the customizability of our services around the needs of our customers. Our solution can customize the program for fleets of any size. Typical requests for customization usually revolve around inventory, staffing,and/or operations support. We have hundreds of examples where government fleet customers have worked with NAPA IBS to build a specific custom solution for their fleet operations. Some important solutions are outlined below: State of Georgia—Independent Involvement to support NJPA State Contract The State of Georgia broke new ground by adopting the NJPA contract for parts and supplies and related services in 2010. As part of that project, the State asked us to reach out to local small business NAPA independent owners in Georgia and coordinate an effort to solicit IBS services as part of the State of Georgia NJPA contract. Our local IBS sales resources and NAPA IBS Headquarters resources worked with State of Georgia resources to find specific opportunities within the State. The result of our NJPA IBS campaign was the addition of several new K-12 IBS contracts on the existing State of Georgia contract that includes: Newton County Schools, Muscogee County Schools, and Richmond County Schools—all IBS sites managed by small business,Georgia-based ownerships. This was a win-win- win for all parties involved. The State of Georgia was able to help local County K-12 organizations through the cooperative NJPA contract and brought significant business to the small business Georgia-based NAPA owners in Georgia. The K-12 organizations gained big savings by getting out of the inventory business and showed huge productivity gains by having NAPA IBS operate their parts operations. The small business NAPA owners gained new business and were able to support the State of Georgia in their efforts to gain contract adoption through our IBS contracts. This was a great example of how co-operative purchasing should work. Dallas County Schools—Staffing In 2014,NAPA IBS worked with another educational opportunity in Texas. The customer understood the many benefits of IBS—inventory,productivity,procurement leverage,and transactional savings. They operate 11 school bus garages across a large metropolitan area. They had several key current employees who would fit our new IBS model. Our customer solution for Dallas County Schools included Genuine Parts Company hiring several of their current parts staff to our company,giving them the training and tools provided in our IBS program—including them in the solution. This was a win-win for Dallas County Schools and NAPA IBS: The Schools were able to restructure their staffing to better serve the public while the staff were given an enhanced role in management of our GPC IBS operations and the schools got the financial benefits of IBS. City of Chicago—Inventory Management Process When NAPA 1BS entered into our IBS agreement with the City of Chicago Fleet operations in 2000,their primary need was a growing obsolete and excessive parts inventory of over$20 million dollars. NAPA developed a customized plan to work with existing vendors and new vendors with one main goal: Help the City out of a$20 million dollar inventory liability while leveraging the power of our NAPA IBS services. As NAPA IBS added important inventory on our books to service the fleet, we worked with other vendors to reduce the City-owned parts and supplies inventory organization- wide. The results of this customized inventory effort: o City of Chicago-owned inventory was reduced from$20,000,000 to $3,000,000 within the first 3 years of the contract. o The current City owned inventory is valued under$500,000. Most of the City owned inventory is made up of internally fabricated and rebuilt parts, used and recapped tires, and warranty compensated parts. o The balance of City owned inventory(managed by NAPA) is issued at no charge until depleted. o The City was able to eliminate the parts inventory annual investment. o NAPA owns the majority of the City parts inventory—over$5.5 million currently. o Annual losses due to obsolescence and shrinkage were eliminated. 26) What is your parts fill rate,if applicable? Another trademark of our IBS program for fleet and warehouse operations is our ability to track and report regular parts fill rates on the parts and supplies we maintain for fleet operations. In fact,we believe in fill rate requirements so much that we make it a requirement in our IBS contract. This allows us to give our operations a daily report card in fill rate activity—the real measurement of our program. By tracking every transaction and being integrated into the operation, we can provide valuable information to our fleet IBS customers on the status requests for parts. With the wide range of fleets we service, NAPA IBS has different fill rate requirements in most contracts. The IBS standard—after initial mobilization, inventory and vendor agreements,service changes and integration is to achieve 90 percent fill rates for on-demand, standard use items within a specified fill rate timeframe based on the customer. From our experience, there will always be non-standard parts requests -- some special orders, some new product sourcing, and some special build requests--that are not able to be filled on demand. NAPA IBS sites work with customers in the first weeks of an operation to analyze current inventory and purchase history to build and invest in a model to hit the customer's productivity goals. Within the first 120 days of operation—scope and inventory needs differ—we are usually able to deliver 80%of all parts requests on demand as we work through prior fleet data,current inventory, and vendor selection in the new project. Within the first 6-12 months of operation we target 90%+fill rate on demand. Signature: r ��= Date: 0/' • NJ PA www.njpacoop.org National Joint Powers Alliance' Pricing,financials and marketing material were submitted with the response and is available upon request. Due to the difficulty in emailing such a large file they were not included. As a public agency, NJPA proposals, responses and awarded contracts are a matter of public record, except for that data included in the proposals, responses and awarded contracts that is classified as nonpublic;thus, pursuant to NJPA policies and RFP terms and conditions, all documentation, except for data which is nonpublic, is available for review through a formal request process including a written request.