Overview for Contract CN ( ) Prior to utilizing a contract, the user should read the contract in it's entirety.

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1 Overview for Contract CN ( ) Prior to utilizing a contract, the user should read the contract in it's entirety. DESCRIPTION Tires - Passennger, Light Truck, Medium Truck, Police Pursuit, Off-the -Road and Farm Core items (frequently used sizes) are line item specific for Best Value Supplier The Goodyear Tire & Rubber Company in the following categories: Passenger, Light Truck Radial, Commercial Light & Medium Truck and Off the Road. Core items are lineline item specific for Best Value Supplier Bridgestone Firestone North America in the categories: Police Pursuit and Farm. When tires in a category provided by the Best Value Supplier are not line item specific refer to percentage discount off catalog line item. Material or Service Title & Contract # (s) Number of Suppliers CONTRACT INFO Material Validity Period 09/5/2007 to 08/14/2009 DGS Point of Contact CN ( ) Tires, Auto, Truck, OTR & Farm Pcard enabled: Yes 2 Robert L Isenberg Contact Phone # (717) risenberg@state.pa.us PRICING HIGHLIGHTS No minimum order amount Bridgestone/Firestone and Goodyear are "Best Value" suppliers for specific tire categories and must be used by CWOPA agencies. The Multiple Award portion of the contract may be used when the Best Value Supplier does not supply the needed tire or cannot provide delivery in the required time frame. PROCESS TO ORDER Purchase orders issued by State Agencies will indicate a PI address as the supplier on contract and a OA address as the local authorized dealer. P-card purchases by State Agencies will be processed with the local authorized dealer on contract. States wishing to join the contract should contact Robert Isenberg to obtain the required forms.

2 Department of General Services CN Legacy Contract # Page 1 TIRES SPECIAL CONTRACT TERMS AND CONDITIONS 1. CONTRACT SCOPE/OVERVIEW: A Hierarchical Distributor/Reseller Contract CN (Legacy Contract # ) (identified here and in the other documents as the Contract ) will cover the requirements of Commonwealth of Pennsylvania executive agencies, independent agencies ( CWOPA agencies herein), and Participating States agencies for purchasing tires to be installed at internal locations and external authorized dealer locations. CWOPA agencies and Participating States agencies will be required to purchase all internal and external use tires from the Best Value supplier in each lot unless the Best Value supplier does not supply the tire needed or cannot provide delivery in the required time frame. Purchase orders from CWOPA agencies to suppliers on the multiple award part of the contract must be approved by the Commonwealth based on justification that the item(s) are not available from the Best Value Supplier. Under emergency circumstances tires can be purchased, for installation externally, from a supplier not on contract. The supplier must offer contract tires at the same price or less than contract price. 2. PARTICIPATING ADDENDUM WITH AN EXTERNAL PROCUREMENT ACTIVITY: Section 1902 of the Commonwealth Procurement, 62 Pa.C.S. 1902, permits external procurement activities to participate in cooperative purchasing agreements for the procurement of services, supplies or construction. a. Definitions. The following words and phrases have the meanings set forth in this subsection: 1) External procurement activity: The term, as defined in 62 Pa. C. S. 1901, means a buying organization not located in the Commonwealth [of Pennsylvania] which if located in this Commonwealth would qualify as a public procurement unit [under 62 Pa. C.S. 1901]. An agency of the United States is an external procurement activity. 2) Participating addendum: A bilateral agreement executed by the Contractor and an external procurement activity that clarifies the operation of the Contract for the external procurement activity concerned. The terms and conditions in any participating addendum shall affect only the procurements of the purchasing entities under the jurisdiction of the external procurement activity signing the participating addendum. 3) Public procurement unit: The term, as defined in 62 Pa. C. S. 1901, means a local public procurement unit or purchasing agency. 4) Purchasing agency: The term, as defined in 62 Pa. C. S. 103, means a Commonwealth agency authorized by this part or any other law to enter into contracts for itself or as the agent of another Commonwealth agency. 5) Participating State: A Signatory State that has indicated its intent to participate in a specific cooperative procurement/master price agreement by executing an Intent to Participate, or who has subsequently executed a Participating Addendum where required. b. General. A participating addendum shall incorporate the terms and conditions of this Contract. The Contractor shall not be required to enter into any participating addendum. c. Additional Terms.

3 Department of General Services CN Legacy Contract # Page 2 d. Prices. 1) A participating addendum may include additional terms that are required by the law governing the external procurement activity. 2) A participating addendum may include new, mutually agreed upon terms that clarify ordering procedures specific to a participating external procurement activity. 3) The construction and effect of any participating addendum shall be governed by and construed in accordance with the laws governing the external procurement activity. 4) If an additional term requested by the external procurement activity will result in an increased cost to the Contractor, the Contractor shall adjust its pricing up or down accordingly. 1) Price adjustment. For any costs affecting the percent markup that the Contractor will or will not incur or that differ from costs incurred or not incurred in the fulfillment of this Contract, the Contractor shall adjust its pricing up or down accordingly. These costs may include, but not be limited to: a) State and local taxes; b) Unemployment and workers compensation fees; c) E-commerce transaction fees; and d) Costs associated with additional terms, established pursuant to subsection c above. e. Usage Reports on External Procurement Activities. The Contractor shall furnish to the Contracting Officer an electronic quarterly usage report, preferably in spreadsheet format no later than the fifteenth calendar day of the succeeding calendar quarter. Reports shall be ed to the Contracting Officer for the Contract. Each report shall indicate the name and address of the Contractor, contract number, period covered by the report, the name of the external procurement activity that has used the Contract and the total volume of sales to the external procurement activity for the reporting period. f. Electronic Copy of Participating Addendum. The Contractor, upon request of the Contracting Officer, shall submit one electronic copy of each participating addendum to the Contracting Officer within ten days after request. 3. COSTARS (COOPERATIVE SOURCING TO ACHIEVE REDUCTIONS IN SPEND) PROGRAM: COSTARS Purchasers. Section 1902 of the Commonwealth Procurement, 62 Pa.C.S ( Section 1902 ), authorizes local public procurement units and state-affiliated entities (together, COSTARS Purchasers ) to participate in Commonwealth procurement contracts that the Department of General Services ( DGS ) may choose to make available to COSTARS Purchasers. DGS has identified this Contract as one suitable for COSTARS Purchaser participation. A. Only those COSTARS Purchasers registered with DGS may participate as COSTARS Purchasers in a Commonwealth contract. Several thousand COSTARS Purchasers are currently registered with DGS;

4 Department of General Services CN Legacy Contract # Page 3 therefore, the Contractor agrees to permit only to DGS-registered COSTARS members to make COSTARS purchases from this Contract. 1. A local public procurement unit is: Any political subdivision; Any public authority; Any tax exempt, nonprofit educational or public health institution or organization; Any nonprofit fire, rescue, or ambulance company; and To the extent provided by law, any other entity, including a council of governments or an area government that expends public funds for the procurement of supplies, services, and construction. 2. A state-affiliated entity is a Commonwealth authority or other Commonwealth entity that is not a Commonwealth agency. The term includes the Pennsylvania Turnpike Commission, the Pennsylvania Housing Finance Agency, the Pennsylvania Municipal Retirement System, the Pennsylvania Infrastructure Investment Authority, the State Public School Building Authority, the Pennsylvania Higher Educational Facilities Authority and the State System of Higher Education. B. COSTARS Purchasers have the option to purchase from a Contract awarded under this procurement, from any DGS contract established exclusively for COSTARS Purchasers in accordance with the requirements of Section 1902, from any other cooperative procurement contracts, or from their own procurement contracts established in accordance with the applicable laws governing such procurements. The Contractor understands and acknowledges that there is no guarantee that any prospective COSTARS Purchaser will place an order under this Contract, and that it is within the sole discretion of the registered COSTARS Purchaser whether to procure from this Contract or to use another procurement vehicle. C. DGS is acting as a facilitator for COSTARS Purchasers who may wish to purchase under this Contract. Registered COSTARS Purchasers who participate in this Contract and issue purchase orders ( POs ) to Contractors are third party beneficiaries who have the right to sue and be sued for breach of this contract without joining the Commonwealth or DGS as a party. The Commonwealth will not intervene in any action between a Contractor and a Purchaser unless substantial interests of the Commonwealth are involved. D. Registered COSTARS Purchasers electing to participate in this Contract will order items directly from the Contractor and be responsible for payment directly to the Contractor. E. The Contractor shall furnish to the DGS COSTARS Program Office a quarterly electronic Contract sales report detailing the previous quarter s Contract purchasing activity, using the form and in the format prescribed by DGS. The Contractor shall submit its completed quarterly report no later than the fifteenth calendar day of the succeeding Contract quarter. 1. Until such time as DGS may provide the Contractor written notice of automated report filing, the Contractor shall either the reports to GS-PACostars@state.pa.us or send the reports on compact disc via US Postal Service to the DGS COSTARS Program Office, Bureau of Procurement, 6 th Floor Forum Place, 555 Walnut Street, Harrisburg, PA When DGS has instituted automated reporting, the Contractor shall comply with DGS s written notice and instructions on automated Contract reports. DGS will provide these instructions with sufficient advance time to permit the Contractor to undertake automated reporting. 2. The Contractor shall include on each report the Contractor s name and address, the Contract number, and the period covered by the report. For each PO received, the Contractor shall include on the report the name of each COSTARS-Registered Purchaser that has used the Contract along with the total dollar volume of sales to the specific Purchaser for the reporting period. 3. DGS may suspend the Contractor s participation in the COSTARS Program for failure to provide the Quarterly Sales Report within the specified time.

5 Department of General Services CN Legacy Contract # Page 4 F. Additional information regarding the COSTARS Program is available on the DGS COSTARS Website at 1. If the Contractor is aware of any qualified entity not currently registered and wishing to participate in the COSTARS Program, please refer the potential purchaser to the DGS COSTARS Website at where it may register by completing the online registration form and receiving DGS confirmation of its registration. To view a list of currently-registered COSTARS member entities, please visit the COSTARS website. 2. Direct all questions concerning the COSTARS Program to: Department of General Services COSTARS Program 555 Walnut Street, 6 th Floor Harrisburg, PA Telephone: GS-PACostars@state.pa.us CWOPA agencies and Participating States agencies will be required to purchase all internal and external use tires from the Best Value supplier in each lot unless the Best Value supplier does not supply the tire needed or cannot provide delivery in the required time frame. Under emergency circumstances tires can be purchased, for installation externally, from a supplier not on contract. The supplier must offer contract tires at the same price or less than contract price. 4. ADDING STATES TO CONTRACT: Additional states may be added during the contract term. A request sent via to Robert L. Isenberg, address: risenberg@state.pa.us requesting addition to the contract must include a current copy of the state s terms and conditions. Addition to the contract must be approved by the Commonwealth of Pennsylvania and the awarded suppliers. Upon approval the state will be added by an addendum to the contract. 5. ORDER OF PRECEDENCE: This procurement shall be governed and the resulting contract(s) construed in accordance with the laws of Pennsylvania. The construction and effect of any Participating Addendum or order against the contract(s) shall be governed by and construed in accordance with the laws of the Purchasing Entity s State. Venue for any claim, dispute or action concerning the construction and effect of the contract(s) shall be in the Lead State. Venue for any claim, dispute or action concerning an order placed against the contract(s) or the effect of a Participating Addendum or shall be in the Purchasing Entity s State. A participating state s unique terms and conditions that are required by State-specific provisions required by the laws, regulations or procurement practices of the State(s) will supersede any and all of Pennsylvania s terms and conditions when a conflict exists. 6. TERM OF CONTRACT: The term of all awards pursuant to this IFB will commence on the Effective Date. The Effective Date shall be fixed by the Issuing Office after the contracts have been fully executed by the awarded supplier and by CWOPA and all approvals required by CWOPA contracting procedures have been obtained.

6 Department of General Services CN Legacy Contract # Page 5 The initial term of all contracts will be two (2) years. Each participating state will join upon expiration of its current contract. 7. OPTION TO EXTEND: The CWOPA Department of General Services reserves the right, upon notice to the Supplier, to extend the Contract or any part of the Contract for up to three (3) months upon the same terms and conditions. This will be utilized to prevent a lapse in contract coverage and only for the time necessary, up to three (3) months, to enter into a new contract. 8. OPTION TO RENEW: The Contract or any part of the Contract may be renewed for three (3) additional one (1) year terms by mutual agreement between CWOPA and the Supplier(s). If this Contract is renewed, the same terms and conditions shall apply. 9. ADDRESS OF PURCHASE ORDER: CWOPA and Participating State agencies may issue purchase orders against this Contract for Tires required by the agencies (using agencies). Supplier(s) must submit with their bid a list of authorized dealers/approved distributors, including, shop name, phone number, SAP vendor number (Pennsylvania), unique vendor number required by Participating States, address, city, state, and zip code where Purchase Orders can be sent. 10. TIRE DISMOUNTING/MOUNTING/BALANCING: Suppliers shall, when required, provide automotive tire mounting and balancing for an additional amount, not to exceed the maximum fee allowed under the standardized service fees listed in this contract. Under no circumstance will the fees charged combined with the cost of the tire exceed the total cost charged to the supplier s most favored customers. The Commonwealth of Pennsylvania is exempt from payment of the $1.00 per tire fee imposed on the sale of new tires for highway use (74 Pa. C.S.A (c). 11. POLITICAL SUBDIVISIONS AND PUBLIC AUTHORITIES AND OTHER LOCAL PUBLIC PROCUREMENT UNITS: The awarded suppliers will be required to participate in the DGS COSTARS Program and provide Tires at the same price and in accordance with the contractual terms and conditions, to those political subdivisions, public authorities and local public procurement units that elect to participate in the contract through the COSTARS program. 12. AMENDED STANDARD TERMS AND CONDITIONS: The following terms and conditions shall replace the corresponding terms and conditions contained in GSPUR-12E (SAP) Standard Contract Terms and Conditions for Department of General Services Statewide Contract for Suppliers SAP (Rev ): 15. ASSIGNMENT OF ANTITRUST CLAIMS: There will be no assignment of Antitrust claims in this contract. 16. HOLD HARMLESS PROVISION: Remove in its entirety. 17. AUDIT PROVISIONS: The Commonwealth shall have the right, at reasonable times and at a site designated by the Commonwealth, to audit the books, documents and records of the Contractor to the extend that the books, documents and records relate to costs or pricing data for the Contract. The Contractor agrees to maintain records, which will support the prices charged, and costs incurred for the Contract.

7 Department of General Services CN Legacy Contract # Page 6 The Contractor shall preserve books, documents, and records that relate to costs or pricing data for the Contract for a period of three (3) years from date of final payment. The Contractor shall give full and free access to such records to the Commonwealth and/or their authorized representatives. 18. INSPECTION AND REJECTION: No item(s) received by the Commonwealth shall be deemed accepted until the Commonwealth has had a reasonable opportunity to inspect the item(s). Any item(s) which is discovered to be defective or fails to conform to the specifications may be rejected upon initial inspection or at any later time if the defects contained in the item(s) or the noncompliance with the specifications were not reasonably ascertainable upon the initial inspection. It shall thereupon become the duty of the Contractor to remove rejected item(s) from the premises without expense to the Commonwealth within fifteen (15) days after notification. Rejected items left longer than fifteen (15) days maybe returned to Contractor at its expense. Upon notice of rejection, the Contractor shall immediately replace all such rejected item(s) with others conforming to the specifications and which are not defective. If the Contractor fails, neglects or refuses to do so, the Commonwealth shall then have the right to procure a corresponding quantity of such item(s), and deduct from any monies due or that may thereafter become due to the Contractor, the difference between the price stated in the Contract and the actual cost thereof to the Commonwealth. 13. SUPPLIER REQUIREMENTS: A. ACCOUNT MANAGER: The supplier must designate an account manager that will deal with any issues and problems that may arise and give CWOPA and Participating States a toll free number to contact the account manager. B. BUSINESS REVIEWS: The supplier must actively participate in regularly scheduled business review meetings with CWOPA and Participating States to evaluate past performance, address any issues, and identify additional cost savings. C. GOVERNMENT PRICE LIST: Bidders must submit their current published government price list in effect at the time of the bid opening, a copy of which is to be included with the bidder s bid. This price list must not be modified in any way. Failure to include the price list with the bidder s bid may be cause for rejection of the bid. Suppliers are required, at no additional cost to CWOPA or Participating States, to provide a copy of the manufacturer's current published government price list to all agencies within ten (10) days of the start of the contract. The supplier will be provided with a list of using agencies upon award of the contract. Suppliers must inform CWOPA whenever there is a product code change, discontinuation, or addition of a tire to a category within two weeks of such change. D. PRICE ADJUSTMENT CLAUSE: Discounts bid shall remain in effect for the term of the contract. Bid prices submitted will be firm for the first contract year. Suppliers may request a price adjustment for the second contract year and subsequent renewal years. CWOPA reserves the right to negotiate price adjustments requested for renewal years. The price adjustment will be arrived at using the following formula:

8 Department of General Services CN Legacy Contract # Page 7 Current Contract Price is the last price recorded in the contract. Either the bid price or the last adjusted price. Current Price Adjustment is determined by multiplying 40% of the Current Contract Price by the percentage increase or decrease based on the US Department of Labor, Bureau of Labor Statistics, Producer Price Index-Commodities, Series Id: WPU071201, Item: Tires, Not Seasonally Adjusted for January of the previous year to January of the current year. The result is added to the current contract price to determine the new contract price. 40% of Current Contract Price X PPI +/- % January previous year to January current year + Current Contract Price = New Contract Price Example: Current Contract Price: $ Multiplied by 40%: Multiplied by PPI inc. 5%: 2.00 Add Current Contract Price: New Contract Price: $ Suppliers shall submit a letter to Robert L. Isenberg, Commodity Specialist requesting a price adjustment. A request for price adjustment must be submitted thirty (30) days prior to the end of the first contract year. Allow thirty (30) days for approval. E. MINIMUM ORDER: There will be no minimum order. F. ORDER PROCESS: Orders will be placed directly with authorized dealers/approved distributors on contract for delivery to agency locations. G. ORDERS: All authorized dealers/approved distributors must have the ability to accept orders manually (over the phone), electronically (over and fax), and through walk-ins. Authorized dealers/approved distributors must acknowledge receipt of all orders by 5 P.M. the next business day to the agency contact person making the inquiry. H. GEOGRAPHIC COVERAGE: The awarded supplier must provide tires to all counties within CWOPA, Participating States and all units of the COSTARS Program. The awarded supplier shall have adequate authorized dealers (including franchised dealers and company owned stores) throughout CWOPA and Participating States from which tires may be ordered and delivered to CWOPA and Participating States agencies. Supplier(s) need to submit with their bid a list of authorized dealers/approved distributors including shop name, phone number, SAP vendor number (Pennsylvania), unique vendor number required by Participating States, address, city, state and zip code.

9 Department of General Services CN Legacy Contract # Page 8 I. DELIVERY: All tires ordered from this contract shall be delivered within a reasonable time, not to exceed ten (10) calendar days after receipt of order, unless otherwise requested by the agency. If it is not possible to deliver within the time period requested by the ordering agency the authorized dealer must notify the ordering agency and mutually agree to either extend the delivery period or allow the agency to cancel the order. Deliveries must be made during regular working hours and signed for by an agency representative. Contract pricing shall be F.O.B. destination, which shall include all shipping, handling and delivery charges. Any reference which may appear on any price list and/or catalog to any other items and conditions, such as F.O.B. Shipping Point, prices subject to change, will not be part of any contract with the successful bidder(s) and will be disregarded by CWOPA and Participating States. J. EMERGENCY ORDERS DELIVERY: All emergency tire orders shall be delivered or picked up by the agency in four (4) hours after receipt of order provided the tires are in stock. If the tires are not available the authorized dealer must notify the ordering agency. An emergency shall be defined as A serious situation or occurrence that happens unexpectedly and demands immediate action. Poor planning shall not be considered an emergency. Although the ordering agency may proceed with an emergency order without prior approval by the CWOPA Department of General Services Bureau of Procurement, all emergency orders will require a post-purchase justification documenting the emergency for CWOPA Department of General Services Bureau of Procurement contract audit purposes. K. BACKORDER: CWOPA and Participating State s ordering agency point of contact must be notified if an item is placed on backorder and the length of the wait time. This notification by the authorized dealers/approved distributors must take place at the time of order confirmation to the contact person listed on the purchase order. CWOPA and Participating States will be able to purchase from multiple award suppliers if the items cannot be obtained within a reasonable time from the Best Value supplier. L. INVOICING: Authorized dealers/approved distributors must provide CWOPA and Participating States with invoicing including the information shown below to the billing address on the purchase order. There must be one invoice per purchase order, (unless, delivery is scheduled in more than one shipment due to backorder in which case additional invoices for one Purchase Order will be accepted). The invoice must follow the same line item format as the Purchase Order and include all information that is listed on the purchase order.

10 Department of General Services CN Legacy Contract # Page 9 Purchase Order Number: Supplier Name: SAP or Unique Vendor Number: Salesperson Contact Name: Salesperson Contact Phone: Agency: Agency Contact Name: Agency Contract Phone: Billing Address: Date: M. ELECTRONIC USAGE REPORTS: The supplier must provide electronic usage reports in Excel to CWOPA DGS Bureau of Purchasing contract administrator for Pennsylvania and all Participating States on a quarterly schedule via . The reports must include at least the following fields: manufacturer part number, product category, usage, size, load index, speed rating, load range, tube or tubeless, quantity ordered, catalog unit price, Contract discount, Contract unit price paid, total purchase price, and PO or P-card purchase. CWOPA and Participating States would also like Purchase Order numbers, purchasing agency, date ordered, and if the order was an emergency order. A separate electronic usage report is required for CWOPA, each Participating State, COSTARS transactions and a combined report for total contract usage. THE CONTRACTORS WILL PROVIDE THE REPORTS AND ADMINISTRATIVE FEE PROMPTLY WITHIN THIRTY (30) DAYS FOLLOWING THE END OF EACH QUARTER. FAILURE TO DO SO MAY RESULT IN BREACH OF CONTRACT AND MAY BE CAUSE FOR CANCELLATION OF CONTRACT FOR DEFAULT. Quarterly reports are to be sent to the following: Robert L. Isenberg risenberg@state.pa.us Administrative Service Fee of 0.25% of total sales for the previous quarter to the following: NASPO Program Manager 201 East Main Street, Suite 1405 Lexington, KY THE ADMINISTATIVE FEE MUST BE SUBMITTED AND PAID WITHIN 30 DAYS AFTER THE END OF EACH QUARTER. NOTE: FAILURE OF THE CONTRACTORS TO SUBMIT QUARTERLY USAGE REPORTS TO THE COMMONWEALTH OF PENNSYLVANIA, DEPARTMENT OF GENERAL SERVICES, BUREAU OF PROCUREMENT, AND/OR FAILURE TO REMIT ADMINISTRATIVE FEE TO NASPO ON A QUARTERLY BASIS MAY BE CONSIDERED CONTRACT DEFAULT. FAILURE TO SUBMIT REMITTANCE OF EITHER ARTICLE WITHIN THIRTY- (30) DAYS AFTER THE END OF EACH QUARTER MAY BE CAUSE

11 Department of General Services CN Legacy Contract # Page 10 FOR CONTRACT CANCELLATION BY THE DEPARTMENT OF GENERAL SERVICES BUREAU OF PROCUREMENT. The Contractor shall pay the administration fee in accordance with the Terms and Conditions of this contract. The NASPO Policy Board of Directors and the NASPO Cooperative Purchasing Committee approved the administration fee. The administration fee is not negotiable. Some States may require an additional fee be paid directly to the participating States on purchases made by the purchasing entities within that State. For all such requests, the fee level, payment method and schedule for such reports and payments shall be incorporated in the Participating Addendum that is made a part of the contract. All such agreements shall have no effect on the administrative fees or prices/discounts associated with the resulting primary contract. N. PAYMENTS: There are several payment mechanisms in place across CWOPA and suppliers must have the ability to accept payment in a variety of ways including but not necessarily limited to; check, procurement card, and electronic funds transfers. O. PAYMENT TERMS: Payment terms are Net 30 days. P. EXCHANGE: In the event CWOPA and Participating States should have tires in inventory that are overstocks or obsolete, they shall have the privilege of exchanging these for the same brand of a different size and/or type provided the merchandise is in unused and first class reusable condition. CWOPA and Participating States expect to pay no more than a 10% restocking fee and reserves the right to choose a refund via check or credit. 14. BEST VALUE SUPPLIER S CORE LIST ITEMS: Core items are consolidated into a list of line items that represent the most frequently purchased tires. Net delivered pricing must include the cost for delivery as defined in this IFB and remain unchanged for the first year of the contract. The awarded supplier must be willing to work with CWOPA to add, remove, or substitute products to our core item list throughout the length of the contract. If a tire that the Best Value supplier proposed in their market basket is discontinued during the contract period the Best Value supplier is required to replace the discontinued tire with a tire that has equivalent or better specifications, quality, and price. CWOPA reserves the right to negotiate prices with the Best Value Supplier for new tires added to the Core List of items based on anticipated purchase volume. 15. MULTIPLE AWARD/DISCOUNT OFF CATALOG: Suppliers must provide a single percentage discount on each category from their current published government price list, this discount must remain in effect for the contract period. This discount will be applied to all items purchased that are not part of Core List Items to determine the purchase price. Once on contract, CWOPA and Participating States will have the ability to purchase any tire listed in the suppliers catalog under the awarded category at the quoted discount, including all brands of tires each supplier offers to their government customers.

12 Department of General Services CN Legacy Contract # Page CURRENT CWOPA POINT OF CONTACT: Robert L Isenberg Phone: Fax: mailto:risenberg@state.pa.us Forum Place 6 th Floor 555 Walnut Street Harrisburg, PA

13 Best Value Supplier - The Goodyear Tire & Rubber Company - SAP # ( ) Manufactures' Catalog Name & Date Federal Open Market & Net State Price Book Dated 3/1/07 Item # Material Group # Tire Usage Description Size Supplier Description Passenger Tires Performance Radial Load Index Speed Rating Load Range Tubetype (TT) or Tubeless (TL) Manufacturers Product ID Tire Brand Net Delivered CWOPA Price (Each) Performance Radial P205/55R16 P205/55R16 89H S2 EAGLE LS CB01RPTL 89 H S2= Standard Load 2 ply TL Goodyear $ Performance Radial P215/55R16 P215/55R16 91H S1 ASSUR COMTRD VSBTL 91 H S1= Standard Load 1 ply TL Goodyear $ Performance Radial P205/65R15 P205/65R15 92H S2 ASSUR TRIPLTRED VSBTL 92 H S2 TL Goodyear $ Performance Radial P205/65R15 P205/65R15 92T S1 INTEGRITY B03RPTL 92 T S2 TL Goodyear $ Performance Radial P195/60R15 P195/60R15 87H S2 ASSUR TRIPLTRED VSBTL 87 H S2 TL Goodyear $ Performance Radial P195/60R15 P195/60R15 87T S1 REGATTA 2 B06RPTL 87 T S2 TL Goodyear $ Performance Radial P215/60R15 P215/60R15 93H SL EAGLE GT HR VSBTL 93 H S2 TL Goodyear $ Performance Radial P215/60R15 P215/60R15 93T S1 REGATTA 2 B06RPTL 93 T S1 TL Goodyear $ Performance Radial P215/60R16 P215/60R16 94H SL EAGLE GT HR VSBTL 94 H SL TL Goodyear $ Performance Radial P215/60R16 P215/60R16 94T S1 REGATTA 2 B06RPTL 94 T S1 TL Goodyear $ Performance Radial 245/45ZR17 245/45ZR17 S2 EAGLE ZR BSLRPTL Z S2 TL Goodyear $ Performance Radial 225/55R16 225/55R16 94V S2 EAG GT+4 ABSLRPTL 94 V S2 TL Goodyear $ Performance Radial P235/55R16 P235/55R16 96T S2 EAGLE GA BSLRPTL 96 T S2 TL Goodyear $ Performance Radial P225/60R16 P225/60R16 97H S2 ASSUR TRIPLTRED VSBTL 97 H S2 TL Goodyear $ Performance Radial P225/60R16 P225/60R16 97T S2 EAGLE GA VSBRPTL 97 T S2 TL Goodyear $ Performance Radial P225/70R15 P225/70R15 100T S2 EAGLE GA OWLRPTL 100 T S2 TL Goodyear $ Performance Radial 215/60R15 P215/60R15 93H SL EAGLE GT HR VSBTL 88 H S2 TL Goodyear $ Performance Radial P205/60R16 P205/60R16 91H S2 EAGLE LS VSBRPTL 91 H S2 TL Goodyear $ Performance Radial P205/60R16 P205/60R16 91T SL EAGLE LS VSBRPTL 91 T SL TL Goodyear $ Performance Radial P215/60R17 P215/60R17 95H S2 ASSUR TRIPLTRED VSBTL 95 H S2 TL Goodyear $ Performance Radial P225/55R17 P225/55R17 95H S2 REGATTA 2 B06RPTL 95 H S2 TL Goodyear $ Performance Radial P225/55R17 P225/55R17 95T S1 EAGLE LS2 B01RPTL 95 T S1 TL Goodyear $ Performance Radial P225/50R16 P225/50R16 91H S2 ASSUR TRIPLTRED VSBTL 91 H S2 TL Goodyear $ Performance Radial P205/55R16 P205/55R16 89T S1 EAGLE LS B01RPTL 89 T S1 TL Goodyear $ Performance Radial P225/60R17 P225/60R17 98H SL EAGLE LS2 VSBRPTL 98 H SL TL Goodyear $ Performance Radial P225/60R18 P225/60R18 99H S1 ASSUR COMTRD VSBTL 99 H S1 TL Goodyear $ Performance Radial 215/55R16 215/55R16 93H S2 EAGL RESPONSEDGE VSBTL 93 H S2 TL Goodyear $ Performance Radial 195/65R15 195/65R15 91H S1 EAGLE LSV B01RPTL 91 H S1 TL Goodyear $ Performance Radial P235/55R17 P235/55R17 98H S1 REGATTA 2 B06RPTL 98 H S1 TL Goodyear $ Performance Radial 225/55R17 225/55R17 97H S2 EAGLE GT HR VSBTL 97 H S2 TL Goodyear $ Performance Radial P185/60R15 P185/60R15 84T S1 EAGLE LS VSBRPTL 84 T S1 TL Goodyear $ Performance Radial 205/60R15 205/60R15 91H S2 EAGLE LS A B01RPTL 91 H S2 TL Goodyear $ Performance Radial P225/55R16 P225/55R16 94H S1 EAG RS-A V RPTL 94 H S1 TL Goodyear $ Performance Radial 205/50R16 205/50R16 87V S2 EAGL RESPONSEDGE VSBTL 87 V S2 TL Goodyear $ Performance Radial P215/55R17 P215/55R17 93V S2 EAG RS-A VSBRPTL 93 V S2 TL Goodyear $ Performance Radial 205/55R16 205/55R16 91H S1 EAG RS-A VSBRPTL 91 H S1 TL Goodyear $ Performance Radial 235/55R17 235/55R17 99H S2 EAGLE GT HR VSBTL 99 H S2 TL Goodyear $ Performance Radial 225/50R17 225/50R17 94V S2 EAGL RESPONSEDGE VSBTL 94 V S2 TL Goodyear $116.92

14 Item # Material Group # Tire Usage Description Size Supplier Description All Season Radial Load Index Speed Rating Load Range Tubetype (TT) or Tubeless (TL) Manufacturers Product ID All Season Radials P225/60R16 P225/60R16 97T S1 REGATTA 2 B06RPTL 97 T S1 TL Goodyear $ All Season Radials P225/60R16 P225/60R16 97S S1 INTEGRITY B03RPTL 97 S S1 TL Goodyear $ All Season Radials P225/70R15 P225/70R15 100S S1 INTEGRITY XNWRPTL 100 S S1 TL Goodyear $ All Season Radials P195/65R14 P195/65R14 88T S1 REGATTA 2 B06RPTL 88 T S1 TL Goodyear $ All Season Radials P195/65R15 P195/65R15 89S S1 INTEGRITY B03RPTL 89 T S1 TL Goodyear $ All Season Radials P195/65R15 P195/65R15 89S S1 INTEGRITY B03RPTL 89 S S1 TL Goodyear $ All Season Radials P195/70R14 P195/70R14 90S S1 INTEGRITY VSBRPTL 90 S S1 TL Goodyear $ All Season Radials P195/70R14 P195/70R14 90T S1 REGATTA 2 B06RPTL 90 T S1 TL Goodyear $ All Season Radials P215/70R15 P215/70R15 97T S1 ASSUR COMTRD VSBTL 97 T S1 TL Goodyear $ All Season Radials P215/70R15 P215/70R15 97S S1 REGATTA 2 XNWRPTL 97 S S1 TL Goodyear $ All Season Radials P205/70R15 P205/70R15 95T S1 ASSUR COMTRD VSBTL 95 T S1 TL Goodyear $ All Season Radials P205/70R15 P205/70R15 95S S1 INTEGRITY XNWRPTL 95 S S1 TL Goodyear $ All Season Radials P185/65R15 P185/65R15 86T S1 REGATTA 2 B06RPTL 86 T S1 TL Goodyear $ All Season Radials P185/65R15 P185/65R15 86S S1 INTEGRITY B03RPTL 86 S S1 TL Goodyear $ All Season Radials P185/65R14 P185/65R14 85T S1 REGATTA 2 B06RPTL 85 T S1 TL Goodyear $ All Season Radials P185/65R14 P185/65R14 85S S1 INTEGRITY B03RPTL 85 S S1 TL Goodyear $ All Season Radials P215/65R15 P215/65R15 95T S1 REGATTA 2 B06RPTL 95 T S1 TL Goodyear $ All Season Radials 215/65R16 215/65R16 98T S1 REGATTA 2 B06RPTL 98 T S1 TL Goodyear $ All Season Radials P225/75R15 P225/75R15 102S S2 WRL RT/S OWL TL 102 S S2 TL Goodyear $ All Season Radials P235/75R15 P235/75R15 105S S2 REGATTA 2 XNWRPTL 105 S S2 TL Goodyear $ All Season Radials P215/70R14 P215/70R14 96S S1 REGATTA 2 XNWRPTL 96 S S1 TL Goodyear $ All Season Radials P215/75R15 P215/75R15 100S S1 INTEGRITY XNWRPTL 100 S S1 TL Goodyear $ All Season Radials P195/75R14 P195/75R14 92S S1 INTEGRITY XNWRPTL 92 S S1 TL Goodyear $ All Season Radials P205/75R15 P205/75R15 97S S1 INTEGRITY XNWRPTL 97 S S1 TL Goodyear $ All Season Radials P205/75R14 P205/75R14 95S S1 INTEGRITY XNWRPTL 95 S S1 TL Goodyear $ All Season Radials P175/65R14 P175/65R14 81S S1 INTEGRITY B03RPTL 81 S S1 TL Goodyear $ All Season Radials P185/75R14 P185/75R14 89S S1 INTEGRITY XNWRPTL 89 S S1 TL Goodyear $ All Season Radials P205/60R15 P205/60R15 90T S1 REGATTA 2 B06RPTL 90 T S1 TL Goodyear $ All Season Radials 215/70R15 P215/70R15 97S S1 INTEGRITY XNWRPTL 97 S S1 TL Goodyear $ All Season Radials P235/70R16 P235/70R16 104S S2 INTEGRITY B03RPTL 104 S S2 TL Goodyear $ All Season Radials 225/60R16 225/60R16 98S S1 INTEGRITY B03RPTL 98 S S1 TL Goodyear $ All Season Radials 185/70R14 185/70R14 88S S1 INTEGRITY B03RPTL 88 S S1 TL Goodyear $ All Season Radials 175/70R13 175/70R13 82S S1 INTEGRITY B03RPTL 87 S S1 TL Goodyear $ All Season Radials P215/65R17 P215/65R17 98T S1 INTEGRITY VSBRPTL 98 T S1 TL Goodyear $ All Season Radials P215/75R14 P215/75R14 98S S2 INTEGRITY XNWRPTL 98 S S2 TL Goodyear $ All Season Radials P235/60R16 P235/60R16 99S S1 INTEG F VSBRPTL 99 S S1 TL Goodyear $ All Season Radials P225/70R16 P225/70R16 101S S1 INTEGRITY B03RPTL 101 S S1 TL Goodyear $ All Season Radials P255/65R16 P255/65R16 106S S2 EAGLE LS OWLRPTL 106 S S2 TL Goodyear $ All Season Radials P245/70R16 P245/70R16 106S S2 EAGLE LS VSBRPTL 106 S S2 TL Goodyear $ All Season Radials P235/70R15 P235/70R15 102S S2 EAG GT II RWLRPTL 102 S S2 TL Goodyear $ All Season Radials 235/65R16 235/65R16 103T S2 ASSUR COMTRD VSBTL 103 T S2 TL Goodyear $71.10 Tire Brand Net Delivered CWOPA Price (Each)

15 Item # Material Group # Tire Usage Description Size Supplier Description Load Index Speed Rating Load Range Tubetype (TT) or Tubeless (TL) Manufacturers Product ID Winter Tires Winter Tires P205/65R15 P205/65R15 92Q S1 ULTRA G ICE B03RPTL 92 Q S1 TL Goodyear $ Winter Tires P215/60R16 P215/60R16 94Q S1 ULTRA G ICE B03RPTL 94 Q S1 TL Goodyear $ Winter Tires P225/60R16 P225/60R16 97Q S2 ULTRA G ICE B03RPTL 97 Q S2 TL Goodyear $ Winter Tires P225/70R15 P225/70R15 100Q S2 ULTRA G ICE B03RPTL 100 Q S2 TL Goodyear $ Winter Tires P195/65R15 P195/65R15 89Q S1 ULTRA G ICE B03RPTL 89 Q S1 TL Goodyear $ Winter Tires P215/70R15 P215/70R15 97S S2 ULTRA GRIP B03RPTL 97 S S2 TL Goodyear $ Winter Tires P225/75R15 P225/75R15 102S S2 ULTRA GRIP B03RPTL 102 S S2 TL Goodyear $ Winter Tires P235/75R15 P235/75R15 108S X2 ULTRA GRIP B03RPTL 108 S X2 TL Goodyear $ Winter Tires P185/70R14 P185/70R14 87S S1 ULTRA GRIP B03RPTL 87 S S1 TL Goodyear $ Winter Tires P215/75R15 P215/75R15 100S S1 ULTRA GRIP B03RPTL 100 S S1 TL Goodyear $ Winter Tires P195/70R14 P195/70R14 90S S1 ULTRA GRIP B03RPTL 90 S S1 TL Goodyear $ Winter Tires P195/75R14 P195/75R14 92S S1 ULTRA GRIP B03RPTL 92 S S1 TL Goodyear $ Winter Tires P205/75R15 P205/75R15 97S S1 ULTRA GRIP B03RPTL 97 S S1 TL Goodyear $ Winter Tires P205/75R14 P205/75R14 95S S1 ULTRA GRIP B03RPTL 95 S S1 TL Goodyear $ Winter Tires P205/60R15 P205/60R15 90Q S1 ULTRA G ICE B03RPTL 90 Q S1 TL Goodyear $ Winter Tires 185/70R14 185/70R14 88Q S1 ULTRA G ICE B03RPTL 88 Q S1 TL Goodyear $ Winter Tires 195/65R15 195/65R15 91S S1 ULTRA GRIP B03RPTL 91 S S1 TL Goodyear $ Winter Tires P185/60R14 P185/60R14 82Q S1 ULTRA G ICE B03RPTL 82 Q S1 TL Goodyear $56.39 Tire Brand Net Delivered CWOPA Price (Each)

16 Item # Material Group # Tire Usage Description Size Supplier Description Load Index Speed Rating Load Range Tubetype (TT) or Tubeless (TL) Manufacturers Product ID Light Truck Radial Light Truck Radial - All Season P215/75R15 P215/75R15 100S S2 WRL SR-A OWL TL 100 S S2 TL Goodyear $ Light Truck Radial - On/Off Road P215/75R15 P215/75R15 100S S2 WRL RT/S VSB TL 100 S S2 TL Goodyear $ Light Truck Radial - All Season P245/70R16 P245/70R16 106S S2 WRL SR-A VSB TL 106 S S2 TL Goodyear $ Light Truck Radial - On/Off Road P245/70R16 P245/70R16 106T WRL SLTARMR SL OWL TL 106 S S2 TL Goodyear $ Light Truck Radial - All Season P255/70R16 P255/70R16 109S S2 WRL RT/S FS OWL TL 109 S S2 TL Goodyear $ Light Truck Radial - On/Off Road P255/70R16 P255/70R16 109T WRL SLTARMR SL OWL TL 109 S S2 TL Goodyear $ Light Truck Radial - All Season P225/75R16 P225/75R16 S2 104S WRL ST OWLRPTL 106 S X2 TL Goodyear $ Light Truck Radial - On/Off Road P225/75R16 P225/75R16 104T FOR SLTARMR SL OWL TL 104 S S2 TL Goodyear $ Light Truck Radial - All Season P225/75R15 P225/75R15 102S S2 WRL RT/S OWL TL 102 S S2 TL Goodyear $ Light Truck Radial - On/Off Road P225/75R15 P225/75R15 102S S2 WRL GS-A OWLRPTL 102 S S2 TL Goodyear $ Light Truck Radial - All Season P265/70R16 P265/70R16 111S S2 WRL RT/S OWL TL 111 S S2 TL Goodyear $ Light Truck Radial - On/Off Road P265/70R16 P265/70R16 111S S2 WRL RT/S OWL TL 111 S S2 TL Goodyear $ Light Truck Radial - All Season P235/75R15 P235/75R15 105S S2 WRL SR-A OWL TL 105 S S2 TL Goodyear $ Light Truck Radial - On/Off Road P235/75R15 P235/75R15 105S S2 WRL RT/S OWL TL 105 S S2 TL Goodyear $ Light Truck Radial - On/Off Road P235/75R15 P235/75R15 108T WRL SLTARMR XL OWL TL 105 S XL TL Goodyear $ Light Truck Radial - All Season P235/70R16 P235/70R16 104S S2 WRL SR-A OWL TL 104 S S2 TL Goodyear $ Light Truck Radial - On/Off Road P235/70R16 P235/70R16 104T WRL SLTARMR SL OWL TL 104 S S2 TL Goodyear $ Light Truck Radial - All Season P235/70R15 P235/70R15 102S S2 WRL RT/S OWL TL 102 S S2 TL Goodyear $ Light Truck Radial - On/Off Road P235/70R15 P235/70R15 102S S2 WRL RT/S OWL TL 102 S S2 TL Goodyear $ Light Truck Radial - All Season P245/75R16 P245/75R16 109S S2 WRL SR-A VSB TL 109 S S2 TL Goodyear $ Light Truck Radial - On/Off Road P245/75R16 P245/75R16 109S S2 WRL RT/S AOWL TL 109 S S2 TL Goodyear $ Light Truck Radial - On/Off Road P265/75R15 P265/75R15 112T WRL SLTARMR XL OWL TL 112 S S2 TL Goodyear $ Light Truck Radial - All Season P265/75R16 P265/75R16 114T FOR SLTARMR SL OWL TL 114 T S2 TL Goodyear $ Light Truck Radial - On/Off Road P265/75R16 P265/75R16 114S S2 WRL RT/S BSLRP 114 S S2 TL Goodyear $ Light Truck Radial - On/Off Road P205/75R15 P205/75R15 97S S2 WRL RT/S OWL TL 97 S S2 TL Goodyear $ Light Truck Radial - All Season P265/70R17 P265/70R17 S2 113S WRL ST BSLRPTL 113 S S2 TL Goodyear $ Light Truck Radial - On/Off Road P265/70R17 P265/70R17 113S S2 WRL RT/S FS OWL TL 113 S S2 TL Goodyear $ Light Truck Radial - All Season P245/65R17 P245/65R17 105S S2 WRL SR-A OWL TL 105 S S2 TL Goodyear $ Light Truck Radial - On/Off Road P245/65R17 P245/65R17 105T WRL SLTARMR SL BSL TL 105 S S2 TL Goodyear $ Light Truck Radial - All Season LT215/85R16 LT215/85R16 115/112Q E WRL AT/S BSLRPTL 115/112 Q E TL Goodyear $ Light Truck Radial - All Season LT215/85R16 LT215/85R16 110/107Q D WRL HT OL BSL TL D TL Goodyear $ Light Truck Radial - On/Off Road LT215/85R16 LT215/85R16 115R WRL SLTARMR E BSL TL E TL Goodyear $ Light Truck Radial - On/Off Road LT215/85R16 LT215/85R16 110/107Q D WHXG-OL BSLRPTL D TL Goodyear $ Light Truck Radial - Winter Traction LT215/85R16 LT215/85R16 110/107Q D WHXG-OL BSLRPTL D TL Goodyear $ Light Truck Radial - On/Off Road LT225/75R16 LT225/75R16 110R WRL SLTARMR D BSL TL C TL Goodyear $ Light Truck Radial - On/Off Road LT225/75R16 LT225/75R16 110R WRL SLTARMR D BSL TL D TL Goodyear $ Light Truck Radial - Winter Traction LT225/75R16 LT225/75R16 110/107Q D WHXG-OL BSLRPTL D TL Goodyear $ Light Truck Radial - All Season LT225/75R16 LT225/75R16E WRL HT OL BSL TL E TL Goodyear $ Light Truck Radial - On/Off Road P245/70R17 P245/70R17 108S S2 WRL SR-A C VSB TL 108 S S2 TL Goodyear $ Light Truck Radial - On/Off Road P265/65R17 P265/65R17 110S S2 WRL SR-A VSB TL 110 S S2 TL Goodyear $ Light Truck Radial - On/Off Road R R15 C WRL RT/S OWL TL C TL Goodyear $ Light Truck Radial - Winter Traction R15 31X10.50R15LT 109R WRL SLTARMR C OWL TL C TL Goodyear $ Light Truck Radial - On/Off Road P225/70R16 P225/70R16 101S S2 WRL HP OWLRPTL 101 S S2 TL Goodyear $ Light Truck Radial - On/Off Road P215/70R16 P215/70R16 99S S2 WRL HP VSBRPTL 99 S S2 TL Goodyear $ Light Truck Radial - On/Off Road P225/70R15 P225/70R15 100S S2 WRL HP VSBRPTL 100 S S2 TL Goodyear $ Light Truck Radial - All Season LT235/85R16 LT235/85R16E WRL HT/S BSL TL E TL Goodyear $ Light Truck Radial - On/Off Road LT235/85R16 LT235/85R16 E WRL RT/S OL BSLRPTL E TL Goodyear $92.57 Tire Brand Net Delivered CWOPA Price (Each)