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110-21 - WA State Dept. of Enterprise Services - ContractADDENDUM TO THE FUEL CARD SERVICES AGREEMENT BETWEEN WEX BANK AND THE STATE OF WASHINGTON (the "STATE") CREDIT • ' • Purchasing Entity has requested a credit account pursuant to the Amended and Restated Cooperative Purchasing Master Agreement No. 00819 ("Agreement") entered into between WEX Bank ("WEX") and the State of Washington, Department of Enterprise Services (the "State") and thereby creating the program ("Program") by which to enroll participants ("Purchasing Entity"). By enrolling in this Program, the Purchasing Entity named below agrees that in the event their account is not paid as agreed, WEX may report the undersigned's r4billty for and the status of the account to credit bureaus and others who may lawfully receive such information. Purchasing Entity Name Phone # Fax# City of Port Orchard 360-876-4407 360-895-9029 Physical Address (Do not include PO Box) 216 Prospect St. Port Orchard, WA 98366 Mailing Address (if different from physical address) MCUA Member ID Number Purchasing Entity's Taxpayer ID # (TIN, FEIN or SSN) 21802 91-6001487 In Business Since (yyyy) Year of Incorporation (yyyy) Number of Vehicles Avg Monthly Fuel Expenditures Avg Monthly Service Expenditures 1890 1890 77 $9100.00 $0 ACCOUNT•' • Write Purchasing Entity name as it should appear on cards. Limit of 20 characters & spaces. Unless specified, no Purchasing Entity name will appear on cards. FC1 N9 L1 ❑ O R H R a HM Billing Contact Name Accounts Payable — Patti Saltsgaver Billing Address 216 Prospect St, Port Orchard, WA 98366 Designate the Purchasing Entity Fleet Contact authorized to receive all charge cards, reports, and other such information WEX provides from time to'time and to take actions with respect to your account and account access. This is also the person designated by the Purahaslnq Entity to provide all fleet vehicles, driver and other information WEX may request Purchasing Entity Authorized Fleet Contact Name Title Phone # Fax # Gretchen Isaksson Accounting Assistant III 360-876-7022 360-895-9029 Email address (required to take advantage of product type card controls) gisaksson@cityofportorchard.us Card Controls: To help WEX estimate the Purchasing Entity's credit needs, indicate the types of cards they anticipate using. If the Purchasing Entity provides a valid email address above, they can select from these product type options: ❑ All Products xx❑ Fuel & Service ❑ Fuel & Fluids with Roadside Assistance ❑ Fuel with Roadside Assistance ❑ Mix of card types xx❑ Check here if business is exempt from motor fuels tax DEFINITIONS: "Agreement" means: Amended and Restated Cooperative Purchasing Master Agreement Contract No.00819 effective January 1, 2021 for Fuel Cards and Fuel Management Services (the "Agreement") between the State of Washington and NASPO Value Point and WEX Bank. "Purchasing Entity" shall mean the Purchasing Entity as defined in the Agreement permitted to purchase services under the Agreement, as specified in the Credit Information above. All other capitalized terms used in this Addendum without definition have the meanings set forth in the Agreement. AGREEMENTS OF WEX BANK AND PURCHASING ENTITY: 1, This Addendum is to allow the Purchasing Entity to participate under the Agreement between WEX BANK and the State. It does not modify, amend or change the Agreement in any way. The parties agree to comply with the terms and conditions of Amended and Restated Cooperative Purchasing Master Agreement Contract No. 00819, which is referenced and made a part of this transaction. 2. Purchasing Entity represents that it is authorized or allowed by the laws of its home state to enter into this Addendum and to participate under the Agreement. 3 Purchasing Entity hereby requests the services of WEX BANK described in the Agreement and agrees to perform all duties of a Purchasing Entity under the Agreement, including, without limitation, payment of all charges on its account(s) within the time periods provided under the Agreement, payment of any fees provided in the Agreement, and cooperation with respect to providing all necessary information for the administration of the Agreement Purchasing Entity agrees to be bound by the terms and conditions of the Agreement, including, without limitation, rules for authorized and unauthorized use of cards, disputes of charges, reporting lost and stolen cards, and all other rules and provisions relating to use of Purchasing Entity's account. 4. Purchasing Entity acknowledges that its failure to make timely payment in accordance with the terms of the Agreement and/or the Addendum may result in suspension or cancellation of the account(s). The undersigned represents and warrants that he/she is duly authorized to execute this Addendum on behalf of the Purchasing Entity and this Addendum is the valid and binding obligation of the Purchasing Entity, enforceable in accordance with its terms. INFOR &B-ON SHARING DISCLOSURE: Information regarding Purchasing Entity's transactions may be provided to accepting merchants or their service providers to facilitate discounts or other promotional campaigns of interest to them. COMPLIANCE WITH FEDERAL LAW: WEX Bank complies with federal law which requires all financial institutions to obtain, verify, and record information that identifies each company or person who opens an account Issuer may ask for name, address, date of birth, and other applicable information to identify the Company and/or Account Users. DISCLAIMER: THIS IS AN APPLICATION FOR SERVICES AND SHALL NOT BE BINDING UPON WEX BANK UNTIL FINAL CREDIT APPROVAL HAS BEEN GRANTED BY WEX BANK. CONTRACTING• ' fa SIGNATURE REQUIRED Any person signing on behalf of the Purchasing Entity has been duly authorized by all necessary action of Purchasing Entity's governing body, and that the undersigned is a on behalf of the Purchasing Entity(+Signature �Makeplication : Printed Name: � �C_� ` �' i �\�.a n ��� `?_s Title: Date: Complete and sign addendum. Email to: governmentmailbox@wexinc.com OR Fax to 1-866-527-8873. • • Oppty Number Sales Code Plastic Type Coupon Code Account Number • M64927 1 04 ADDENDUM (CREDIT APPLICATION) FOR WASHINGTON AMENDED & RESTATED MASTER AGREEMENT NO. 00819 —FLEET CARD SERVICES REV FEB 02 2021 rWashington State Department of Enterprise Services PARTICIPATING ADDENDUM NASPO VALUEPOINT FLEET CHARGE CARD SERVICES Administered by the State of Washington (hereinafter "Lead State") MASTER AGREEMENT Master Agreement No: 00819 Insert Name of Contractor (hereinafter "Contractor") and State of Washington (hereinafter "Participating State") WASHINGTON MASTER CONTRACT NO.: 00819 This Participating Addendum for the above referenced Master Agreement ("Participating Addendum") is made and entered into by and between the State of Washington acting by and through the Department of Enterprise Services, a Washington State governmental agency ("Enterprise Services") and WEX Bank, a Utah corporation ("Contractor") and is dated and effective as of October 9, 2020. RECITALS A. Pursuant to legislative authorization codified in RCW 39.26.060, Enterprise Services, on behalf of the State of Washington, is authorized to participate in cooperative purchasing agreements to develop master agreements to procure goods and services and to make such competitively solicited and awarded contracts available to Washington state agencies and designated eligible purchasers consistent with terms and conditions set forth by Enterprise Services. B. Enterprise Services timely provided public notice of the competitive solicitation process conducted by the above -referenced lead state through Washington's Electronic Business Solutions (WEBS) system. C. The above -referenced Lead State, as part of its competitive solicitation process, evaluated all responses to its procurement and identified Contractor as an apparent successful bidder and awarded a Master Agreement to Contractor. D. Enterprise Services has determined that participating in this Master Agreement is in the best interest of the State of Washington. E. The purpose of this Participating Addendum is to enable eligible purchasers, as defined herein, to utilize the Master Agreement as conditioned by this Participating Addendum. PARTICIPATING ADDENDUM — No. 00819: FLEET CHARGE CARD SERVICES Page 1 (Rev 2019.12.01) AGREEMENT Now THEREFORE, in consideration of the mutual promises, covenants, and conditions set forth herein, the parties hereto hereby agree as follows: 1. SCOPE: This Participating Addendum covers the competitive procurement for Fleet Card Services led by the State of Washington for use by state agencies and other entities located in the Participating State authorized by that state's statutes to utilize state contracts with the prior approval of the State's chief procurement official. 2. PARTICIPATION: Use of specific NASPO ValuePoint cooperative contracts by agencies, political subdivisions and other entities (including cooperatives) authorized by an individual state's statutes to use state contracts are subject to the prior approval of the respective State chief procurement official. Issues of interpretation and eligibility for participation are solely within the authority of the State chief procurement official. Pursuant to this Participating Addendum, the Master Agreement maybe utilized by the following ("Purchasing Entities" or "Purchasers"): (a) WASHINGTON STATE AGENCIES. All Washington state agencies, departments, offices, divisions, boards, and commissions. (b) WASHINGTON STATE INSTITUTIONS OF HIGHER EDUCATION (COLLEGES). Any the following specific institutions of higher education in Washington: • State universities — i.e., University of Washington & Washington State University; • Regional universities — i.e., Central Washington University, Eastern Washington University, & Western Washington University ■ Evergreen State College, • Community colleges; and • Technical colleges. (c) MCUA PARTIES. The Master Agreement also may be utilized by any of the following types of entities that have executed a Master Contract Usage Agreement (MCUA) with Enterprise Services: • Political subdivisions (e.g., counties, cities, school districts, public utility districts, ports) in the State of Washington; • Federal governmental agencies or entities; • Public -benefit nonprofit corporations (i.e., § 501(c)(3) nonprofit corporations that receive federal, state, or local funding); and ■ Federally -recognized Indian Tribes located in the State of Washington. 3. PARTICIPATING STATE MODIFICATIDNS oR ADDITIONS TO MASTER AGREEMENT: By placing an order under this Participating Addendum, each Purchasing Entity agrees to be bound by the terms and conditions of this Participating Addendum, Including the Master Agreement. Each Purchasing Entity shall be responsible for its compliance with such terms and conditions. 3.1. WASHINGTON'$STATEWIDE PAYEE DESK: To be paid for contract sales, Contractors must register with Washington's Statewide Payee Desk. Washington state agencies cannot make payments to a contractor until it is registered. Registration materials are available here: Receiving Payment from the State. PARTICIPATING ADDENDUM— No. 00819: FLEET CHARGE CARD SERVICES Page 2 (Rev, 2019-12-01) 3.2. CONTRACT SALES REPORTING: Contractor shall report total contract sales quarterly to Enterprise Services, as set forth below. (a) REPORTING. Contractor shall report quarterly Contract sales in Enterprise Services' Contract Sales Reporting System. Enterprise Services will provide Contractor with a login password and a vendor number. (b) DATA. Each sales report must identify every authorized Purchasing Entity by name as It is known to Enterprise Services and its total combined sales amount invoiced during the reporting period (i.e., sales of an entire agency or political subdivision, not its individual subsections). The "Miscellaneous" option may be used only with prior approval by Enterprise Services. Upon request, Contractor shall provide contact Information for all authorized Purchasing Entities specified herein during the term of this Participating Addendum. Refer sales reporting questions to the Primary Contact set forth below. If there are no contract sales during the reporting period, Contractor must report zero sales. (C) DUE DATES FOR CONTRACT SALES REPORTING. Quarterly Contract Sales Reports must be submitted electronically by the following deadlines for all sales invoiced during the applicable calendar quarter: For Calendar Quarter Ending Contract Sales Report Due March 31 April 30 June 30 July 31 September 30 October 31 December 31 January 31 4. COMPLIANCE WITH LAW, TAXES, LICENSES, & REGISTRATION: Contractor shall comply with all applicable law. Prior to making any sales hereunder, if Contractor is not already registered, Contractor shall register to conduct business in the State of Washington and promptly acquire and maintain all necessary licenses and registrations and pay all applicable taxes and fees. In addition, for all sales to Purchasers in the State of Washington, if Contractor does not currently do so, Contractor shall calculate, collect, and remit, as appropriate, the applicable state and local sales tax on all invoices. 5. PRIMARY CONTACTS: The primary contact individuals for this Participating Addendum are as follows (or their named successors): Contractor Participating State WEX Bank C/o WEX Inc. 97 Darling Avenue South Portland, ME 04106 Attn: Ryan Kelly Tel: 952-922-1104 Email: iyan.kelly2wexinc.com CC: Gabe Weiss Tel: 207-245-5254 Email: Gabriel.welss@wexinc.com State of Washington Department of Enterprise Services Contracts & Procurement Division P.O. Box 41411 Olympia, WA 98504-1411 Attn: Neva Peckham Tel: (360) 407-2218 Email: DESContractsTeamCypress@des.wa.gov PARTICIPATING ADDENDUM — No. 00819: FLEET CHARGE CARD SERVICES Page 3 (Rev 2019-12.01) 6. ORDERS: Unless the parties to the Order agree in writing that another contract or agreement applies to such order, any Order placed by a Participating Entity or Purchasing Entity for a Product and/or Service available from this Master Agreement shall be deemed to be a sale under (and governed by the prices and other terms and conditions of) the Master Agreement as conditioned by this Participating Addendum. 7. GENERAL: (a) INTEGRATED AGREEMENT; MODIFICATION. This Participating Addendum and Master Agreement, together with its exhibits, set forth the entire agreement and understanding of the Parties with respect to the subject matter and supersedes all prior negotiations and representations, This Participating Addendum may not be modified except in writing signed by the Parties. (b) AUTHORITY. Each party to this Participating Addendum, and each individual signing on behalf of each party, hereby represents and warrants to the other that it has full power and authority to enter into this Participating Addendum and that its execution, delivery, and performance of this Participating Addendum has been fully authorized and approved, and that no further approvals or consents are required to bind such party. (c) ELECTRONIC SIGNATURES. A signed copy of this Participating Addendum or any other ancillary agreement transmitted by facsimile, email, or other means of electronic transmission shall be deemed to have the same legal effect as delivery of an original executed copy of this Participating Addendum or such other ancillary agreement for all purposes. (d) COUNTERPARTS. This Participating Addendum may be executed in one or more counterparts, each of which shall be deemed an original, and all of which counterparts together shall constitute the same instrument which may be sufficiently evidenced by one counterpart. Execution of this Participating Addendum at different times and places by the parties shall not affect the validity thereof so long as all the parties hereto execute a counterpart of this Participating Addendum. EXECUTED as of the date and year first above written, STATE OF WASHINGTON DEPARTMENT OF ENTERPRISE SERVICES By: l i 4u".) Corinna Cooper Its: Statewide Enterprise Procurement Manager WEX BANK, A UTAH CORPORATION 1� By: wol— Type Tim Laukka Its: President APPROVED BY W43MY-101I.W gym, Oct 27, 30N l PARTICIPATING ADDENDUM —No. 00$19: FLEET CHARGE CARD SERVICES Page 4 (Rev.2019-12-01) CITY OF PORT ORCHARD PURCHASES THROUGH INTERLOCAL AGREEMENTS City Contract No.: C057-13 Interlocal Agreement with the Host Agency (government agency or Purchasing Co -Op name): WADES Item Description: Fleet Card Services for fuel Do you have an Interlocal agreement signed with the Contract (host) Agency? © If yes, where is it filed: Clerk's ❑ If no, get a mutually signed Agreement in place before you continue. State OSP Contract No.#: 00819 If you have an Office of State Procurement (OSP) contract number you may skip the remainder of this test because the OSP contracts comply with remaining requirements and retain the documentation on hand for SAO to review in the OSP offices. Is this a technology contract? ❑ If yes, do your own rules allow for technology contracts to be negotiated? ❑ If your own rules allow for negotiated IT contracts, you can skip this test. Is this a services contract? ❑ If yes, do your own rules allow services to be negotiated? ❑ If your own rules allow for negotiated services, you can skip the remainder of the test. Are you using this as only one of multiple quotes, for a small purchase? ❑ If yes, you can skip the remainder of the test. Your purchase will not mandate the sealed bid rules. t-necKIISL or Ke ui>rea t-om !lance Is the Host agency a public agency? ❑ Yes ❑ No If Yes, what state laws apply to Host Agency: Minnesota Does the host agency have a requirement ❑ Yes ❑ No Federal and State contract rules usually don't to run a newspaper ad in their local paper require a newspaper ad. For others, attach the and did they comply ad or place into the file Did they list on the public agency's ❑ Yes ❑ No If Yes, state when and the address, and proof website? of date, address shall be attached or placed int the file. If No, you cannot use the bid. Did the bid & award comply with the ❑ Yes ❑ No If Yes, obtain documentation to support answer Host agency's state procurement laws? from Host Agency. If No, you cannot use the bid. 1 RCW 39.34.020 (1), "public agency" means any agency, political subdivision, or unit of local government of this state including, but not limited to, municipal corporations, quasi municipal corporations, special purpose districts, and local service districts; any agency of the state government; any agency of the United States; any Indian tribe recognized as such by the federal government; and any political subdivision of another state Brandy Rinearson From: Rebecca Zick Sent: Friday, December 10, 2021 12:17 PM To: Brandy Rinearson Cc: Gretchen Isaksson; Noah Crocker Subject: RE: City fuel card service - new state contract Brandy, We discussed this contract with Charii to determine if it needed to go to council. Charli determined that because there is no fee charged by Wex it is a no cost contract to the city and therefore does not need to go to council. Please let me know if you have any additional question. Thank you, Rebecca From: Gretchen Isaksson<gisaksson@cityofportorchard.us> Sent: Friday, December 10, 2021 11:49 AM To: Rebecca Zick <rzick@cityofportorchard.us> Subject: FW: City fuel card service - new state contract From: Brandy Rinearson<brinearson@citvofportorchard.us> Sent: Wednesday, December 01, 2021 8:49 AM To: Gretchen Isaksson<eisaksson@cityofportorchard.us> Cc: Jenine Floyd <ifloyd@citvofportorchard.us> Subject: RE: City fuel card service - new state contract Just wanted to let you know, I am still waiting for Rebecca/Noah to get back with me to confirm that it has met the procurement requirements. As soon as I hear back I will let you know. Best Wishes, Brandy Rinearson, MMC, CPRO City Clerk/Assistant to the Mayor City of Port Orchard Direct (360) 876-7030 Fax (360) 895-9029 www.citvofportorchard.us City Hall is open to the public, Monday through Friday 8am to 4:30pm. Emergency services are available 24 hours a day by calling 911. Please consider the environment before printing this e-mail. Please be aware that a -mails which pertain to City business may be considered public records and may be subject to public disclosure laws. If you think that you have received this e-mail message in error, please notify the sender via e- mail or telephone at (360) 876-7030. From: Gretchen Isaksson < isaksson cit of ortorcharrl.rss> Sent: Friday, November 5, 2021 10:41 AM To: Brandy Rinearson <brinearson cit ❑f ortorchard.us> Cc: Jenine Floyd <Llgyd@cityofportorchard.us> Subject: City fuel card service - new state contract Brandy, Please see attached documents for the piggybacking of state contract for fuel service. I have included the state contract, Washington addendum, Participating addendum for master agreement, and procurement document with state contract number listed. Please let me know if I need to provide any further information. Thank you Gretchen Gretchen Isaksson Accounting Assistant III City of Port Orchard 360-876-7022 www.cityofportorchard.us Like us on Facebook Please consider the environment before printing this e-mail Please be aware that a -mails which pertain to City business may be considered public records and may be subject to public disclosure laws. If you think that you have received this e-mail message in error, please notify the sender via e-mail or telephone at 36o.876.4407.