Potters Industries LLC

1 8088 GLASS BEADS FOR WATERBORNE TRAFFIC PAINT. 80% TRUE SPHERES. BULK CONTAINERS OF 2000 LBS. 0.00 0.00 2.20000CT 2 Glass Beads for Reflectorizing Alkyd Traffic-Marking Paint. # 613814. BULK CONTAINERS OF 2000 LBS 0.00 0.00 0.34400CT GLASS BEADS FOR WATERBORNE TRAFFIC PAINT. BEADS ARE TO BE IN CONFORMANCE WITH THE STATE OF VERMONT AGENCY OF TRANSPORTATION SPECIFICATION FOR GLASS BEADS FOR USE WITH PAINT FOR PAVEMENT MARKINGS. THIS STATE OF VERMONT CONTRACT # 37708 ("CONTRACT") IS WRITTEN UNDER THE AUTHORITY GIVEN TO THE COMMISSIONER OF BUILDINGS AND GENERAL SERVICES IN 29 VSA § 903A TO PARTICIPATE IN COOPERATIVE PURCHASING AGREEMENTS WITH OTHER STATES. THIS CONTRACT IS WRITTEN TO ALLOW THE STATE OF VERMONT ("STATE" OR "CUSTOMER") TO PARTICIPATE IN THE STATE OF MAINE MASTER PRICE AGREEMENT # 18P 181227-76 WITH POTTERS INDUSTRIES, LLC. ON BEHALF OF ITS AFFILIATED ENTITIES PROVIDING THE PRODUCTS AND SERVICES FOR THE PURCHASE OF GLASS BEADS. THIS CONTRACT IS WRITTEN BASED ON THE REQUEST

FOR PROPOSAL ISSUED BY THE STATE OF MAINE AND THE RESULTING MASTER PRICE AGREEMENT #18P 181227-76 EFFECTIVE JANUARY 1, 2019. THIS CONTRACT INCORPORATES THE SERVICES/PRODUCTS AND PRICING OF THE STATE OF MAINE AGREEMENT #18P 181227-76 AND ALL ITS TERMS AND CONDITIONS THAT ARE NOT IN CONFLICT WITH THE STATE OF VERMONT CONTRACT #37708, AND THE STATE OF VERMONT STANDARD CONTRACT PROVISIONS FOR CONTRACTS AND GRANTS AS THE RELATIONSHIP APPLIES AND ACTIVITIES APPLY TO THE STATE OF VERMONT. 1. Parties. This is a contract for commodities between the State of Vermont, Buildings and General Services, on behalf of the Agency of Transportation (hereinafter called "State"), and Potters Industries LLC, with a principal place of business in Valley Forge, PA, (hereinafter called "Contractor"). Contractor's form of business organization is a Limited Liability Company. It is Contractor's responsibility to contact the Vermont Department of Taxes to determine if, by law, Contractor is required to have a Vermont Department of Taxes Business Account Number. 2. Subject Matter. The subject matter of this contract is commodities generally on the subject of Glass Beads. Detailed requirements to be provided by Contractor are described in Attachment A. 3. Maximum Amount. In consideration of the commodities to be provided by Contractor, the State agrees to pay Contractor, in accordance with the payment provisions specified in Attachment B, a sum not to exceed $70,000.00. 4. Contract Term. The period of contractor's performance shall begin on February 1, 2019, and end on December 31, 2020 with the option to renew for up to two (2) additional 12-month periods. 5. Prior Approvals. This Contract shall not be binding unless and until all requisite prior approvals have been obtained in accordance with current State law, bulletins, and interpretations. 6. Amendment. No changes, modifications, or amendments in the terms and conditions of this contract shall be effective unless reduced to writing, numbered and signed by the duly authorized representative of the State and Contractor. 7. Termination for Convenience. This contract may be terminated by the State at any time by giving written notice at least thirty (30) days in advance. In such event, Contractor shall be paid under the terms of this contract for all services provided to and accepted by the State prior to the effective date of termination. 8. Attachments. This contract consists of 27 pages including the following attachments which are incorporated herein: Attachment A - Statement of Work Attachment B - Payment Provisions Attachment C - "Standard State Provisions for Contracts and Grants" a preprinted form (revision date CONTRACTState of Vermont Contract ID 0000000000000000000037708 Page 1 of 3 Contract Dates 02/01/2019 to 01/31/2022 Origin CPS Description: CPS-GLASS BEADS Contract Maximum $70,000.00 Buyer Name Buyer Phone Contract Status Trevor R Lewis Approved Buildings and General Services Office of Purchasing & Contracting 109 State St Montpelier VT 05609-3001 USA Supplier 0000010392 Potters Industries LLC PO Box 840 Valley Forge PA 194820840 USA Phone #: 610-651-4700 Unit Max Max Line # Item ID Item Desc UOM Price Qty Amt 12/15/2017) Attachment D - Maine Master Agreement #18P 181227-76 9. Order of Precedence. Any ambiguity, conflict or inconsistency between the documents comprising this contract shall be resolved according to the following order of precedence: (1) Standard Contract (2) Attachment C (Standard Contract Provisions for Contracts and Grants) (3) Attachment A (4) Attachment B (5) The Maine Master Agreement #18P 181227-76 . STATE OF VERMONT CONTRACT AMENDMENT #2 It is hereby agreed by and between the State of Vermont, Office of Purchasing and Contracting (the "State") and Potters Industries LLC, with a principal place of business in Valley Forge, PA (the "Contractor") that the contract between them originally dated as of February 1, 2019, Contract # 37708, as amended to date, (the "Contract") is hereby amended as follows: I. Contract Term. The Contract end date, wherever such reference appears in the Contract, shall be changed from December 31, 2020 to to January 31, 2022. Notwithstanding anything else indicated in any other aspects of this contract, no further extensions are available, because the Maine contract upon which this Vermont contract is based, has an end, with no renewals, of January 31, 2022. Taxes Due to the State. Contractor certifies under the pains and penalties of perjury that, as of the date this contract amendment is signed, the Contractor is in good standing with respect to, or in full compliance with a plan to pay, any and all taxes due the State of Vermont. Child Support (Applicable to natural persons only; not applicable to corporations, partnerships or LLCs). Contractor is under no obligation to pay child support or is in good standing with respect to or in full compliance with a plan to pay any and all child support payable under a support order as of the date of this amendment. Certification Regarding Suspension or Debarment. Contractor certifies under the pains and penalties of perjury that, as of the date this contract amendment is signed, neither Contractor nor Contractor's principals (officers, directors, owners, or partners) are presently debarred, suspended, proposed for debarment, declared ineligible or excluded from participation in federal programs, or programs supported in whole or in part by federal funds. Contractor further certifies under pains and penalties of perjury that, as of the date this contract amendment is signed, Contractor is not presently debarred, suspended, nor named on the State's debarment list at: http://bgs.vermont.gov/purchasing-contracting/debarment Sole Source Contract for Services. This Contract results from a "sole source" procurement under State of Vermont Administrative Bulletin 3.5 process and Contractor hereby certifies that it is and will remain in compliance with the campaign contribution restrictions under 17 V.S.A. § 2950. SOV Cybersecurity Standard 19-01. All products and service provided to or for the use of the State under this Contract shall be in compliance with State of Vermont Cybersecurity Standard 19-01, which Contractor acknowledges has been provided to it, and is available on-line at the following URL:https://digitalservices.vermont.gov/cybersecurity/cybersecurity-standards-and-directives This document consists of 3 pages. Except as modified by this Amendment No. 2, all provisions of the Contract remain in full force and effect. CONTRACT State of Vermont Contract ID 0000000000000000000037708 Page 2 of 3 Contract Dates 02/01/2019 to 01/31/2022 Origin CPS Description: CPS-GLASS BEADS Contract Maximum $70,000.00 Buyer Name Buyer Phone Contract Status Trevor R Lewis Approved Buildings and General Services Office of Purchasing & Contracting 109 State St Montpelier VT 05609-3001 USA Supplier 0000010392 Potters Industries LLC PO Box 840 Valley Forge PA 194820840 USA Phone #: 610-651-4700 Unit Max Max Line # Item ID Item Desc UOM Price Qty Amt WE THE UNDERSIGNED PARTIES AGREE TO BE BOUND BY THIS CONTRACT By the STATE of VERMONT By the CONTRACTOR Date:__________________________________________ Date:__________________________________________ Signature:_____________________________________ Signature:_____________________________________ Name:__________________________________________ Name:__________________________________________ Title:_________________________________________ Title:_________________________________________ Email:_________________________________________ Email:_________________________________________ CONTRACTState of Vermont Contract ID 0000000000000000000037708 Page 3 of 3 Contract Dates 02/01/2019 to 01/31/2022 Origin CPS Description: CPS-GLASS BEADS Contract Maximum $70,000.00 Buyer Name Buyer Phone Contract Status Trevor R Lewis Approved Buildings and General Services Office of Purchasing & Contracting 109 State St Montpelier VT 05609-3001 USA Supplier 0000010392 Potters Industries LLC PO Box 840 Valley Forge PA 194820840 USA Phone #: 610-651-4700 Unit Max Max Line # Item ID Item Desc UOM Price Qty Amt Jennifer Fitch Commissioner - Buildings and General Services Contract #37708 Amendment # 1 Revision Date: 05/30/2019 STATE OF VERMONT CONTRACT AMENDMENT It is hereby agreed by and between the State of Vermont, Department of Buildings & General Services (the "State") and Potters Industries, with a principal place of business in Valley Forge, PA (the "Contractor") that the contract between them originally dated as of February 1, 2019, Contract # 37708, as amended to date, (the “Contract”) is hereby amended as follows: I. Contract Term. The Contract end date, wherever such reference appears in the Contract, shall be changed from December 31, 2019 to December 31, 2020. The Contract Term may be renewed for one additional one-year period at the discretion of the State. II. Attachment B, Payment Provisions. The payment provisions are amended as follows, to reflect the most current pricing; this pricing is derived through a Maine master contract that Vermont and New Hampshire also participate in: Taxes Due to the State. Contractor certifies under the pains and penalties of perjury that, as of the date this contract amendment is signed, the Contractor is in good standing with respect to, or in full compliance with a plan to pay, any and all taxes due the State of Vermont. Child Support (Applicable to natural persons only; not applicable to corporations, partnerships or LLCs). Contractor is under no obligation to pay child support or is in good standing with respect to or in full compliance with a plan to pay any and all child support payable under a support order as of the date of this amendment. Certification Regarding Suspension or Debarment. Contractor certifies under the pains and penalties of perjury that, as of the date this contract amendment is signed, neither Contractor nor Contractor’s principals (officers, directors, owners, or partners) are presently debarred, suspended, proposed for debarment, declared ineligible or excluded from participation in federal programs, or programs supported in whole or in part by federal funds. Contractor further certifies under pains and penalties of perjury that, as of the date this contract amendment is signed, Contractor is not presently debarred, suspended, nor named on the State’s debarment list at: http://bgs.vermont.gov/purchasing-contracting/debarment This document consists of 2 pages. Except as modified by this Amendment No. 1, all provisions of the Contract remain in full force and effect. The signatures of the undersigned indicate that each has read and agrees to be bound by this Amendment to the Contract. [Remainder of Page Intentionally Left Blank] http://bgs.vermont.gov/purchasing-contracting/debarment Contract #37708 Amendment # 1 Revision Date: 05/30/2019 STATE OF VERMONT POTTERS INDUSTRIES By: ________________________ By: ___________________________ Name: _____________________ Name: ________________________ Title: ______________________ Title: _________________________ Date: _______________________ Date: _________________________ kyle.emerson Commisioner - Chris Cole