Copy of Walmarts RFP

One Tough Pressure · February 4, 2007

REQUEST FOR PROPOSAL

SIDEWALK AND CART CLEANING PROGRAM

Response Date: Friday, March 1, 2007 5:00 pm CST

1.0 INTRODUCTION

Wal-Mart Stores Inc. (“Wal-Mart”) issues this Request for Proposal, dated January 30, 2007, (this “RFP”)

for sidewalk and cart cleaning services (“Services”) for Wal-Mart Stores and Sam’s Clubs, and/or

Neighborhood Markets (“Facility” or “Facilities”) as set forth in the attached documents.

2.0 GENERAL INFORMATION

This RFP is mailed as a courtesy. Wal-Mart assumes no responsibility for failure to send this RFP to all

interested parties. The company responding to this RFP (“Contractor”) shall submit to Wal-Mart a bid

proposal (the “Proposal”), and must follow all requirements and directions set forth herein.

3.0 PROCEDURE FOR PROPOSALS

The Contractor must submit two (2) original signed copies of the

Scope of Work with their Proposal, on or

before Friday, March 1, 2007 at 5:00 p.m. CST, (“RFP Response Time”) to Wal-Mart at the following

address:

Wal-Mart Stores, Inc.

Attn: Victorio Angulo – Sr. Manager

2001 SE 10th Street, Mail Stop 0550

Bentonville, Arkansas 72716-0550

Additionally, the Contractor may also submit their Proposal by emailing to victorio.angulo@wal-mart.com

followed by a hard copy mailed to Wal-Mart at the above address post-marked or sent overnight by the

RPF Response Time. Proposals must be submitted by mail. Faxed copies will not be accepted. The

Contractor’s bid must encompass all facilities in at least one state1. A list of facilities in particular states

are being emailed if email addresses are known. You can obtain a copy of the facility list from the contact

listed above.

3.1 Withdrawal of Proposal

A Proposal may be withdrawn at any time prior to RPF Response Time by providing Wal-Mart with

written notification of withdrawal. Withdrawals must be received by Wal-Mart no later than 5:00 p.m.

CST of the designated RFP Response Time.

3.2 Proposal Content

The information provided herein is intended to assist Contractor with providing sufficient information for

Wal-Mart to evaluate Contractor’s Services. This RFP is not intended to limit a Proposal’s content or to

exclude any relevant or essential data regarding Contractor. Contractor is encouraged to include any

additional information that will substantiate its product quality, service capabilities, and commitment or

that will otherwise assist Wal-Mart in evaluating the products and services offered in the Proposal. The

Proposal should be submitted with Contractor’s most favorable price, quality and service capabilities,

taking into account Wal-Mart’s expectations outlined in the Master Service Agreement and the Scope of

Work attached as Exhibits 1 and 2, respectively.

Proposals must include the following items in the following sequence:

1

For contract administration purposes, we are asking that one contractor be able to service at least one state. More

than one contractor will be considered for states with a high concentration of facilities.

Request for Proposal 2

A. CONTRACTOR QUALIFICATION GENERAL QUESTIONNAIRE: Completed Contractor

Qualification General Questionnaire attached as Exhibit 3.

B. PRICING SCHEDULES: List all fees associated with the provision of Services by Contractor, if

selected. Fees shall include all labor (whether by Contractor or subcontractor) materials, taxes,

permit fees (if applicable), and equipment. See Appendix 1 of the Scope of Work for the format

of the pricing schedule. Specific state list(s) of facilities may be obtained via email by request to

Victorio Angulo (victorio.angulo@wal-mart.com).

C. BROCHURES: Include brochures and other relevant information about Contractor you wish Wal-

Mart to consider in its selection.

D. REFERENCES AND QUALIFICATIONS:

•

Brief statement of how Contractor’s experience relates specifically to the Services

contemplated by this RFP and how it is relative to Wal-Mart’s goal of environmental

sustainability. More information on environmental sustainability may be found at

https://www.walmart-plus.com.

•

Brief statement of how Contractor meets or exceeds the selection criteria described in

the Scope of Work.

•

Background of Contractor and support personnel, including professional qualifications

and length of time working in Contractor’s capacity. In addition, include resumes of

key personnel.

•

Contractor shall provide three (3) references for which Contractor has provided

services. Include current phone number for each reference.

E. WARRANTIES AND/OR GUARANTEES OF WORK: Include all, if any, associated warranties

and guarantees (including the terms and conditions of the warranties/guarantees offered).

3.3 Selection Criteria

Wal-Mart also reserves the right to (i) determine selection process (Wal-Mart will select a company or

companies, which offer the Proposal that is deemed to be in Wal-Mart’s best overall interest. Wal-Mart

reserves the right to make multiple awards or no awards if this is in the best interest of Wal-Mart, and this

decision is in Wal-Mart‘s sole discretion); and (ii) give consideration to special or unique features which

may be offered by a company. Price alone may not be the sole determining factor in the selection

process. All decisions will be made solely at the discretion of Wal-Mart.

Contractor selection criteria are enumerated in the Scope of Work.

3.4

Clarification and/or Additional Information

Wal-Mart may request clarification of any point in a Proposal or additional information from Contractor.

Failure of Contractor to respond to such a request for additional information or clarification may result in

the rejection of its Proposal. Contractor may be asked to make a presentation at a mutually acceptable time.

Request for a presentation does not signify that Wal-Mart intends to contract with Contractor for any

products or services.

Wal-Mart is not required to make any requests for information, clarification or presentations or conduct a

pilot. Wal-Mart may enter into a contract based upon initial Proposals received without further discussion

of such Proposals.

3.5 False or Misleading Statements

If, in the opinion of Wal-Mart, a Proposal containing false or misleading statements or references that do

not support a function, attribute, capability, or condition as contended by Contractor, the Proposal may be

disqualified from further consideration.

Request for Proposal 3

3.6 Right to Accept or Reject

Wal-Mart reserves the right to select one or more, or none of the Proposals submitted. Furthermore, Wal-

Mart reserves the right to accept or reject any Proposal received in whole or in part, and to waive any

informality or technicality in any Proposal received. Price alone will not be the sole determining factor in

the selection process. Contractor will be asked to respond to an Invitation to become a Wal-Mart

Maintenance Service Provider via email. An example of this form is in Exhibit 4.

3.7 Proposal Validity

All Proposals will be deemed valid for a period of at least ninety (90) days subsequent to the Proposal due

date, unless withdrawn according to this RFP.

3.8 Expenses

To assist Contractor in responding to this RFP, Wal-Mart will allow potential contractors the opportunity to

utilize their equipment and cleaning procedures at a facility site prior to the RFP Response Time. This

opportunity must be coordinated through Environmental Services and conducted in a timely manner that

will not disrupt store operations or inconvenience customers. All wash wastewater must be reclaimed and

properly disposed off-site as specified in the Scope of Work. Wal-Mart retains the right to decline any

potential contractor’s offer to a demonstration at a store for any reason. Wal-Mart shall not be liable or

responsible for Contractor or its employees/agents who schedule such testing. Expenses for developing

Proposals and addressing information requests herein are solely and entirely the responsibility of

Contractor and shall not be chargeable in any manner to Wal-Mart.

4.0 CONFIDENTIALITY BY CONTRACTOR

4.1

Wal-Mart desires to preserve the confidentiality of all information that will be provided to the

Contractor through its provision of Services; and all information provided by the Contractor to

Wal-Mart and its agents and employees. The Contractor assures Wal-Mart that it will not do

anything to breach such confidentiality or disclose Confidential Information to third parties.

4.2

“Confidential Information,” as used in this RFP, shall mean, but is not limited to, all information

designated as CONFIDENTIAL; all documents and information referenced in the RFP, as well as

certain information and documents furnished, and that which was previously furnished by

Wal-Mart to the Contractor, its agents subsidiaries or employees, which is nonpublic, confidential

or proprietary in nature, including, and without limitation; the nature and purpose of the services

provided by the Contractor and any activities undertaken as a result of the services provided by the

Contractor, policies, costs, procedures, protocols, employees, schedules, processes, systems,

sources of products or services, formulas, operations, company history, practices, devices,

methods, techniques, computer software or computer systems, operations, projects or plans of

Wal-Mart or advice or recommendations received by Wal-Mart from its agents or representatives.

4.3

The Contractor recognizes and acknowledges that the Confidential Information of Wal-Mart, as it

may exist from time to time, is confidential, proprietary, valuable and special, and that Wal-Mart

is reposing great confidence and trust in the Contractor by revealing such Confidential

Information. The Contractor acknowledges that Wal-Mart would be materially damaged if the

Contractor reveals or uses any of the Confidential Information to anyone, including governmental

agencies or third parties, and accordingly the Contractor hereby agrees and covenants that it shall

not (i) disclose any Confidential Information of Wal-Mart to any person, firm, corporation,

association or other entity, for any reason or purpose whatsoever, or (ii) use Confidential

Information for any purposes other than in connection with performing its services.

The Contractor may be requested to produce, reveal or testify as to any Confidential Information

pursuant to governmental action or court order. Wal-Mart does not intend to prevent or prohibit

the production or communication of Confidential Information to the appropriate entity and where

applicable law requires such production or communication. If the Contractor is requested to

produce or communicate Confidential Information in any context, the Contractor agrees it will

notify Wal-Mart immediately of the request. The Contractor will use its best efforts to protect

Wal-Mart’s interests and to cooperate fully with Wal-Mart in the assertion of any and all rights

and reasonable and necessary objections the Contractor and/or Wal-Mart may have in response to

Request for Proposal 4

the request. Further, the Contractor agrees that it will use its best efforts to prevent any breach of

this RFP if Confidential Information must be produced or communicated. The Contractor agrees

to invoke the power of the applicable court, governmental agency and any appellate authority to

protect the confidentiality of the Confidential Information: by exhausting all procedural rights,

remedies, objections and protections the Contractor or Wal-Mart may have; by requesting that any

document produced be sealed and/or modified or redacted; by requesting that any testimony be

limited in accordance with any and all rights of the Contractor or Wal-Mart; by fully cooperating

with Wal-Mart should Wal-Mart present its position on any requested production or

communication; and, by fully cooperating should Wal-Mart institute any proceedings to address

the request and assert the rights of Wal-Mart in this regard.

4.4

The Contractor agrees that any breach of these terms shall be considered a material breach of the

Confidentiality Agreement, the RFP, or the Contract and that Wal-Mart will suffer damages

because of any such breach, and those damages will be difficult to ascertain. Accordingly, the

Contractor agrees that, as a condition of the above-described consideration for engagement, it shall

be liable to Wal-Mart for liquidated damages in the amount of $25,000 for each instance of breach

of the Confidentiality Agreement or the RFP.

4.5

Further, the Contractor agrees that, in the event of a breach, Wal-Mart shall be entitled, if it so

elects, to institute and prosecute proceedings to: (i) obtain damages for any such breach, (ii)

enforce the specific performance of the RFP, or (iii) enjoin the Contractor from breaching the

same.

4.6

Should Wal-Mart be required to initiate action in any capacity to enforce the RFP or the Contract,

the Contractor shall execute and file all pleadings and documents requested by Wal-Mart that are

necessary to maintain confidentiality.

4.7

Nothing contained herein shall be construed as constituting an election of remedies or prohibit

Wal-Mart from pursuing any other remedy available to it at law or in equity for any such breach or

threatened breach.

4.8

In the event a suit or proceeding is brought by a party to the RFP or the Contract to enforce its

provisions, including but not limited to any specific remedy listed in this Section of this RFP, or to

seek remedy for any breach hereof, the prevailing party shall be entitled to receive its reasonable

attorneys’ fees and disbursements incurred in connection with such suit or proceeding, including

fees and expenses incurred in any appellate proceedings.

4.9

The Contractor further agrees that all work papers, exhibits, documents, summaries, analyses,

information and data of every kind and nature reflecting the Confidential Information of Wal-Mart

made available to the Contractor before and during this engagement shall be returned by the

Contractor upon its termination or when requested by Wal-Mart.

Attachments to RFP:

Exhibit 1 – Master Services Agreement (example)

Exhibit 2 – Scope of Work

Exhibit 3 – Contractor Qualification General Questionnaire

Exhibit 4 – Example of Invitation to become a Wal-Mart Maintenance Service Provider

SIDEWALK & CART CLEANING PROGRAM

REQUEST FOR PROPOSAL

ATTACHMENTS:

Request for Proposal

1. Exhibit 1 – Master Services Agreement (example)

a. Exhibit A – Scope of Work (See Exhibit 2 of RFP)

b. Exhibit B – Contractor’s Disclosure

c. Exhibit C – Immigration Certification

2. Exhibit 2 - Scope of Work

a. Appendix 1 – Location & Cost Specifications per Facility & Summary Sheet

b. Appendix 2 – Identification of Northern and Southern States

c. Appendix 3 – Wal-Mart/Neighborhood Market Service Frequencies

d. Appendix 4 – Sam’s Club Service Frequencies

e. Appendix 5 – Work Completion Report Form

f. Appendix 6 – Work Expectations Report

g. Appendix 7 – Monthly Scheduling Report

h. Appendix 8 – Request for Contract Change Order

3. Exhibit 3 - Contractor Qualification General Questionnaire2

4. Exhibit 4 – Example of Invitation to become a Wal-Mart Maintenance Service Provider

2

Note: Contractor may be required to complete a Supplier Registration Form and possibly respond to additional

information requests. This response is necessary for an approved Vendor Number to be issued and payment of

invoices to be processed.

EXHIBIT 1 to RFP

MASTER SERVICES AGREEMENT

THIS IS AN EXAMPLE DOCUMENT ONLY.

EACH CONTRACTOR WILL BE ISSUED

AN INDIVIDUAL MASTER SERVICES AGREEMENT

AS THE CONTRACTS ARE AWARDED AND

THE CONTRACTOR GOES THROUGH THE

VENDOR VETTING PROCESS.

THIS MASTER SERVICES AGREEMENT

(“Agreement”) is made on _______________, 2007, by and

between Wal-Mart Stores, Inc. (“Wal-Mart” as defined below), a Delaware corporation, with its principal place of

business at 702 S.W. 8th Street, Bentonville, AR 72716, and,

a (corporation type), with offices at

(“Contractor” and individually, a “Party” and

collectively, the “Parties”).

The Parties, in consideration of mutual promises made, agree as follows:

1. General Terms; Issuance of Scopes of Work for Services

(a) This Agreement sets forth the general terms of the business relationship between Wal-Mart and Contractor.

All Scopes of Work (as defined in next subsection) issued pursuant to this Agreement and all Services

performed pursuant to Scopes of Work shall be covered by and subject to the terms of this Agreement; any

conflict in terms to be resolved in favor of this Agreement. The execution of this Agreement by the Parties

does not impose any obligation on Wal-Mart to issue any Scopes of Work to, or purchase any Services

from, Contractor.

(b) From time to time, Wal-Mart may, in its sole discretion, issue to Contractor one or more scopes of work in

the form set forth in Exhibit A for one or more services. Upon the execution of a scope of work by the

Parties, Contractor shall perform the services described therein in accordance with the terms thereof and of

this Agreement. Only services included within a Scope of Work may be performed. Failure to obtain Wal-

Mart’s written consent before starting additional work may result in non-payment. The terms of this

Agreement and any Scopes of Work issued pursuant hereto shall govern the performance of any Services.

subsidiaries, successors or assigns, currently existing or not yet formed, including but not limited to Wal-

Mart Stores East, LP, Wal-Mart Stores Texas, LP, Wal-Mart Stores Louisiana, LLC, Sam’s East, Inc.,

Sam’s West, Inc., Wal-Mart.com USA, LLC, and Wal-Mart Transportation, LLC.

2. Term; Termination

(a) This Agreement shall commence on the date executed by an authorized officer of Wal-Mart (the Effective

Date), and shall continue until terminated by either Party in accordance with this Agreement. Either Party

may, at any time, elect to terminate one or more Scopes of Work or the Agreement, in whole or in part

(including, without limitation, one or more sites or Services within the scope of one or more Scopes of

Work), and with or without cause, upon fifteen (15) days’ prior written notice to the other. Any

termination of this Agreement in its entirety shall, automatically and without further notice, be deemed a

termination of all outstanding Scopes of Work hereunder. Upon any material breach of any Scope of Work

or this Agreement by Contractor, Wal-Mart may immediately terminate one or more of the Scopes of Work

or this Agreement, in whole or in part (including, without limitation, one or more sites or Services within

MASTER SERVICES AGREEMENT - EXAMPLE ONLY

2

the scope of one or more Scopes of Work), or suspend all or any portion of the Services, upon written

notice to Contractor. Without limiting the foregoing, Contractor shall be in material breach of this

Agreement if Contractor violates any provision of Section 8 or any governmental authority determines that

Contractor has not complied with any applicable Immigration Laws regarding its workforce.

3. Payment and Set-off

(a) Contractor shall issue invoices for the Services provided by Contractor in accordance with the applicable

Scope of Work. The fees in each Scope of Work shall include all costs and taxes associated with the

Services under that Scope of Work. For recurring Services under a Scope of Work, Contractor shall

invoice Wal-Mart monthly for Services performed during the previous calendar month. For one-time

Services under a Scope of Work, Contractor shall invoice Wal-Mart upon completion of the Services.

Invoices must have the following information in order for payment to be made: (a) invoice number; (b)

invoice date; © detailed description of the Services provided by date; (d) itemized invoice amount; (e) the

Contract Number for this Agreement; (f) the Wal-Mart Store/SAM’S CLUB/Distribution Center number

and location; (g) if applicable, any information required to be included in the invoice pursuant to the

applicable Scope of Work or any Exhibit or Attachment hereto, including paragraph 7 of Attachment 1; and

(h) Contractor’s supplier number. Unless otherwise agreed upon by the Parties in a Scope of Work,

Contractor shall submit a separate invoice for each Scope of Work. The time required to process

Contractor’s invoice will be extended by Wal-Mart if the invoice does not contain the required information.

Wal-Mart will pay Contractor undisputed amounts within thirty (30) days after receipt of Contractor’s

invoice. Wal-Mart may recoup, set-off, or credit against amounts owed to Contractor any amounts that

Contractor owes to Wal-Mart on any matter, whether or not related to the Services, any Scope of Work or

this Agreement.

4. Quality of Services

(a) Contractor shall provide all labor, equipment and materials necessary to provide the Services. Contractor

shall perform the Services in a professional and workmanlike manner; and adhere to Wal-Mart’s

specifications and policies regarding the performance and delivery of the Services. Contractor warrants that

each technician used by Contractor to provide the Services shall be certified or licensed in accordance with

the applicable laws and that a copy of such certification or license shall be furnished to Wal-Mart upon its

request.

5. Independent Contractors

(a) Contractor enters into this Agreement and any Scopes of Work as an independent contractor. Neither Wal-

Mart nor Contractor has the right, and shall not seek, to exercise any control over the other Party or its

employees or agents. Contractor shall solely control the work and methodology of performing the

Services, though the Services shall be subject to Wal-Mart’s general right of inspection. Each Party shall

be solely responsible for hiring, firing, promoting, demoting, rates of pay, benefits, and other terms and

conditions in regard to its own employees. Neither Contractor nor any of its employees or agents may be

considered Wal-Mart’s agents or employees for any purpose and have no authority to act or purport to act

on Wal-Mart’s behalf. Neither Contractor nor its employees or agents are entitled to receive any

compensation or benefits that Wal-Mart may provide to its employees. Wal-Mart shall have the right, in its

sole discretion, to refuse or to require Contractor to remove any individual whom Contractor proposes to

perform, or who is performing, Services.

6. Non-Exclusive Agreement

(a) Wal-Mart retains the right to contract with others for the same or similar services, including, without

limitation, competitors of Contractor operating in the same market as Contractor. Wal-Mart may assign

work to others as it determines necessary while assigning no work to Contractor under this Agreement.

MASTER SERVICES AGREEMENT - EXAMPLE ONLY

3

7. Total Aggregate Business

(a) Wal-Mart may request at any time a statement from Contractor which specifies the percentage of its total

revenues for any relevant time period from services provided to Wal-Mart or any of its subsidiaries.

8. Compliance With Law

Contractor hereby represents, warrants and covenants to Wal-Mart as follows:

(a) General

Contractor shall comply with all applicable federal, state, and local laws, ordinances, statutes, rules, and

regulations relating to the performance of the Services, including without limitation, all environmental

laws, or laws and regulations, such as the Occupational Safety & Health Administration (OSHA),

governing the employment or safety of its workers. Wal-Mart reserves the right to demand adequate

assurance with respect to Contractor’s representations, warranties and covenants.

(b) Specific – Immigration

(1) Contractor shall comply with the Immigration Reform and Control Act of 1986, as amended, the

Immigration and Nationality Act, as amended, and the Illegal Immigration Reform and Immigrant

Responsibility Act of 1996, as amended, and any successor statutes, laws, rules and regulations thereto

(collectively, the “Immigration Laws”).

(2) After the Effective Date, Contractor shall maintain photocopies of all supporting employment

eligibility and identity documentation for all employees who are hired by Contractor after such date.

(3) Except to the extent expressly set forth in Exhibit B, Contractor has not been the subject of

enforcement or other action by U.S. Immigration and Customs Enforcement (“ICE”) within the two

year period prior to the Effective Date of this Agreement. Any disclosure by Contractor pursuant to

this subparagraph shall be attached to Exhibit B on Contractor’s or its legal counsel’s letterhead and

shall describe in reasonable detail each event of enforcement or action by ICE. Contractor further

represents and warrants that the disclosure contained in Exhibit B is correct and complete and does not

fail to state any material fact necessary in order to make the representations, warranties or statements

contained herein or therein not misleading. Contractor further warrants that the information provided

in response to the Service Provider Registration process' questionnaire, remains true and correct. Wal-

Mart reserves the right to terminate this Agreement (including all outstanding Scopes of Work)

immediately, in its sole discretion, depending upon the information provided by the Contractor

pursuant to this subparagraph. From time to time as Wal-Mart may request, Contractor shall provide

Wal-Mart with a written certification making the representations and warranties set forth in this

subparagraph.

(4) From time to time as Wal-Mart may request in its sole discretion, Contractor shall, at its expense, audit

the Form I-9s for compliance for each of its employees performing Services under one or more Scopes

of Work as Wal-Mart may designate. At Wal-Mart’s option, such audit shall be performed either by

Contractor or by Contractor’s third party immigration attorney or consultant, who must be experienced

and trained in the field of immigration compliance. Such audit shall be completed within five days

after Wal-Mart’s request and Wal-Mart may suspend the Services pending the completion of any such

audit. Upon completion of the audit, Contractor or its third party auditor, as applicable, shall execute a

certification which shall be in substantially the form set forth in Exhibit C, which is incorporated by

reference into and made a part of this Agreement. Contractor shall retain all such certifications on file

during the term of the Agreement, and shall deliver any or all such certifications to Wal-Mart upon

Wal-Mart’s request.

MASTER SERVICES AGREEMENT - EXAMPLE ONLY

4

(5) During the term of this Agreement, and whether or not any Scopes of Work are then outstanding,

Contractor shall immediately, and in any event within one (1) hour, notify Wal-Mart Stores, Inc., Legal

Department Compliance, 702 SW 8th Street, Bentonville, AR 72716 via fax at 479.277.5991 and the

facility manager by in-person voice communication (not voice mail) of any unscheduled inspections,

work site enforcement actions, investigations, inquiries, visits or audits conducted by the United States

Department of Homeland Security (“DHS”) or any other governmental agency or authority related to

environmental, immigration or employee-safety issues of Contractor, its agents, or employees.

9. Cross Default

(a) If Contractor is in material breach of this Agreement or any Scope of Work, Contractor shall be deemed to

be in material breach of any other contract that Contractor may have with Wal-Mart or any of its affiliates.

If Contractor is in material breach of any other contract that it has with Wal-Mart or any of its affiliates,

Contractor shall be deemed to be in material breach of this Agreement and all of the Scopes of Work then

outstanding. In each case, Wal-Mart may pursue against Contractor any and all remedies that Wal-Mart

has at law or in equity.

10. Indemnification

(a) Contractor shall at all times indemnify, defend and hold harmless Wal-Mart and any subsidiaries and

affiliates, and its and their respective successors, assigns, transferees, officers, directors, agents and

employees (“Indemnified Parties”) against and from any and all lawsuits, claims, actions, expenses

(including reasonable attorney’s fees and costs), damages (including punitive, consequential and exemplary

damages), obligations, fines, penalties, corrective action costs, liabilities, and liens (including, without

limitation, claims for personal injury (even if solely emotional in nature), death and damage to property)

(“Claims”) arising out of or related to (1) the acts, omissions, negligence or willful misconduct of

Contractor, its employees, agents, representatives, suppliers or subcontractors in connection with the

provision of the Services, (2) any breach, violation or default by Contractor of this Agreement or any Scope

of Work, (3) any lien, security interest, claim or encumbrance in favor of any person or entity by reason of

having provided labor, materials or equipment relating to the Services, or (4) any “release”, “threatened

release”, handling or storage of hazardous materials, contaminants, oil or radioactive materials from any

Wal-Mart premises, as a result of or connected with Contractor’s performance of the Services, even if not

discovered or alleged until after the termination of the Agreement or the applicable Scope of Work, except

for such Claims arising solely out of the negligence or willful misconduct of the Indemnified Parties. The

provisions of this Paragraph shall survive cancellation, termination, or expiration of this Agreement and

until all matters are fully and finally barred by applicable law.

(b) The Indemnified Parties shall notify Contractor of the assertion, filing or service of any Claim that is or

may be covered by this indemnity; and Contractor shall immediately take such action as may be necessary

or appropriate to protect the interests of the Indemnified Parties. If the Indemnified Parties, in their

reasonable discretion, shall determine that counsel selected by Contractor has not or cannot adequately

represent the Indemnified Parties’ interests or appears unwilling or unable to do so, the Indemnified Parties

may replace such counsel with other counsel of the Indemnified Parties’ own choosing. In such event, any

and all fees and expenses of the Indemnified Parties’ new counsel, together with any and all expenses or

costs incurred on account of the change of counsel, shall be paid or reimbursed by Contractor as part of its

indemnity obligation hereunder. The Indemnified Parties shall at all times have the right to direct the

defense of, and to accept or reject any offer to compromise or settle, any Claim asserted against the

Indemnified Parties. Contractor’s indemnification obligations set forth in this Agreement (i) are

independent of, and will not be limited by, each other or any insurance obligations in this Agreement

(whether or not complied with) or damages or benefits payable under workers’ compensation or other

statutes, and (ii) are not diminished or limited in any way by any insurance carried in whole or in part by

Wal-Mart, which shall in all cases function in excess of these indemnification obligations.

MASTER SERVICES AGREEMENT - EXAMPLE ONLY

5

11. Insurance

At all times during the term of this Agreement, and whether or not any Scopes of Work are then outstanding,

Contractor shall keep in full force and effect certain minimum insurance coverage as follows:

(a) Commercial General Liability insurance including Contractual Liability, Personal and Advertising Injury

Liability, Products-Completed Operations Liability, Medical Payments, Bodily Injury and Property

Damage Liability with minimum limits of $300,000 per occurrence and $600,0000 aggregate.

(b) If use of an automobile is required, Business Automobile Liability insurance, including bodily injury and

property damage, for all vehicles (including owned, non-owned, and hired vehicles), with a minimum limit

of $300,000 combined single limit per occurrence.

equivalent to that afforded under the workers’ compensation statute of the state in which the work is to be

performed, unless Contractor is a sole proprietor and is not, pursuant to applicable laws, statutes, rules or

regulations, required to carry Workers’ Compensation insurance.

(d) Employer’s Liability insurance with minimum limits of $100,000 Bodily Injury – each accident; $500,000

Bodily Injury by disease – policy limits; $100,000 for Bodily Injury by disease – each employee.

All insurance coverage required above shall be obtained from a company having a rating of B+ or better and a

Financial Size Category rating of VII or better, as rated in the A.M. Best Key Rating Guide for Property and

Casualty Insurance Companies and shall contain a provision that such policy may not be cancelled or the coverage

reduced below the requirement of this Agreement without first giving at least thirty (30) days written notice to Wal-

Mart. Contractor’s insurance shall be primary, non-contributory and not excess coverage. Each Commercial

General Liability shall: (i) name Wal-Mart Stores, Inc., its subsidiaries and its affiliates as additional insureds; (ii)

provide defense coverage as an additional benefit and not within the limits of liability; (iii) contain a waiver of

subrogation in favor of Wal-Mart; and (iv) be issued on an occurrence basis. Prior to the Effective Date, and as a

condition to this Agreement becoming effective, Contractor shall provide to Wal-Mart one or more certificates of

insurance evidencing the coverages required by this Agreement. Contractor shall also provide Wal-Mart with one or

more certificates of insurance evidencing the coverages required by this Agreement upon the renewal or replacement

of a required insurance policy in effect during the term of this Agreement and at any other time as Wal-Mart may

request. Contractor shall be in material breach of this Agreement and all outstanding Scopes of Work if Contractor

breaches or fails to comply with any of its obligations under this Section.

12. Equipment

(a) Contractor shall not use any Wal-Mart equipment in any way unless Wal-Mart consents in advance to the

use of such equipment. Contractor accepts full responsibility for, and agrees to indemnify Wal-Mart

against, any and all Claims resulting from the use or failure of any equipment, whether its own or provided

by Wal-Mart to Contractor. Wal-Mart shall have no liability for any injury or damage caused by any such

equipment. Upon termination or expiration of the applicable Scope of Work or this Agreement, Contractor

shall remove from Wal-Mart’s premises all of Contractor’s equipment, supplies and property and shall

repair any and all damage to the premises and other property of Wal-Mart caused by such removal. If

Contractor fails to remove such property within fifteen (15) days after such termination or expiration, all

such property, excluding hazardous materials, which have not been so removed shall be deemed to have

been abandoned by Contractor and, at Wal-Mart’s sole option, shall become the property of Wal-Mart.

13. Audit

(a) Contractor shall at all times keep accurate books, records, and accounts at its place of business showing,

where applicable, the actual costs and expenses that Contractor incurs in connection with the Services.

Wal-Mart or its duly authorized representative shall have the right, during the term of this Agreement and

for two years after its termination, and whether or not any Scopes of Work are then outstanding, to enter

MASTER SERVICES AGREEMENT - EXAMPLE ONLY

6

onto Contractor’s facilities upon 48 hours’ notice and during normal business hours to examine and audit

the books, records, and accounts that pertain to this Agreement or any Scopes of Work. Contractor shall

make such records available to Wal-Mart or its representative for the audit. Any such audit shall be at

Contractor’s expense.

14. No Subcontractors

(a) Contractor shall not subcontract or delegate to any person the right or obligation to perform any Services,

without the prior written consent of Wal-Mart.

15. Limitation of Damages

(a) Wal-Mart shall not be liable to the Contractor for indirect, punitive, exemplary, incidental, consequential,

or special damages, including lost profits, lost income, lost revenues, business interruption or lost business

arising out of the Agreement or any Scope of Work or the transactions or relationship between the Parties

contemplated under the Agreement or any Scope of Work, even if Wal-Mart has been advised of the

possibility of the damages and regardless of any prior course of dealing between the Parties.

16. Notices

(a) Unless a different method of notice is specified in this Agreement, all notices and other communications

required or permitted under this Agreement or any Scope of Work shall be in writing delivered by hand,

fax, commercial courier, or certified mail, return receipt requested. Each affected Wal-Mart facility must

be given its own notice by faxing notice to the Facility Manager of each facility for which you have a

current Scope of Work:

If to Wal-Mart: ___________________________

(Facility Name)

Mr. Victorio Angulo

Wal-Mart Stores, Inc.

2001 SE 10th Street Mail Stop 0550

Bentonville, AR 72716-0550

If to Contractor: Please add Supplier Address if different from Page 1

Please add Supplier Address if different from Page 1

Attn: Supplier Contact

Phone:________________________

FAX NO. _____________________

Notice shall be deemed given upon delivery by hand, upon confirmation of receipt when sent by fax, upon

delivery to commercial courier for next business day delivery properly addressed and prepaid, or upon placing

the notice in the U.S. mails properly addressed and with sufficient postage for certified mail, return receipt

requested.

17. Assignment; Benefit; Binding Effect

(a) Neither Party shall assign this Agreement, any Scope of Work or any interest herein or therein without the

other Party’s prior written consent, which will not be unreasonably withheld or delayed. Any change in the

direct or indirect ownership or control of more than fifty percent (50%) of the outstanding stock or

ownership interests of a Party during any twelve (12) consecutive calendar month period shall be deemed

an assignment for purposes of this Agreement. Wal-Mart, in its sole discretion and without Contractor’s

MASTER SERVICES AGREEMENT - EXAMPLE ONLY

7

consent, may assign this Agreement or any Scope of Work to a subsidiary or affiliate. This Agreement

(including all Scopes of Work) shall inure to the benefit of, and be binding upon, the Parties to this

Agreement and their respective successors and permitted assigns. Contractor shall not sell, lease, transfer,

assign or convey in any manner the supplier number created by Wal-Mart and given to Contractor.

18. Governing Law

(a) This Agreement, all Scopes of Work, and any and all disputes arising there from or relating thereto, shall be

governed by, enforced and construed in accordance with the laws of the State of Arkansas without regard to

the internal law of Arkansas regarding conflicts of laws.

19. Venue; Statute of Limitations

(a) The Parties mutually consent and submit to the jurisdiction of the federal and state courts of Arkansas, and

agree that any action, suit, or proceeding concerning this Agreement or any Scope of Work shall be brought

only in the federal or state courts of Arkansas. The Parties agree that they will not raise in connection with

any such suit, action or proceeding brought in any federal or state court of Arkansas, any defense or

objection based upon lack of personal jurisdiction, improper venue, and/or inconvenience of forum. Any

legal action brought by either Party with respect to this Agreement or any Scope of Work shall be filed in

one of the above referenced jurisdictions within two (2) years after the cause of action arises or it shall be

deemed forever waived. The Parties acknowledge that they have read and understand this clause and agree

willingly to its terms.

20. No Business Guarantee; No Reliance on Oral Representations or Promises

(a) Wal-Mart has no obligation to provide any minimum amount of business to Contractor, and no person has

authority to make any representations or promises of business to Contractor on Wal-Mart’s behalf or about

Wal-Mart's intentions or expectations of renewing or extending this Agreement or any Scope of Work or

providing any present or future business to Contractor, except as may be contained in writing and signed by

an officer of Wal-Mart. Any expenditures, investments, or commitments made by Contractor in reliance on

any present or future business from Wal-Mart pursuant to this Agreement, any Scope of Work or otherwise

are done at Contractor's own risk and without any obligation whatsoever from Wal-Mart.

21. Attorney’s Fees

(a) In the event of any action or proceeding brought by either Party against the other under this Agreement or

any Scope of Work, the prevailing Party will be entitled to recover reasonable costs and expenses,

including court costs and reasonable attorneys’ fees.

22. Survival of Provisions

(a) The expiration or termination of this Agreement or any Scope of Work shall not affect the provisions, and

the rights and obligations set forth therein, which either (i) by their terms state or evidence the intent of the

Parties that the provisions survive the expiration or termination, or (ii) must survive to give effect to the

provisions.

23. Counterparts

(a) This Agreement and any Scopes of Work may be executed in one or more counterparts, all of which shall

be deemed one and the same agreement. This Agreement shall become effective on the Effective Date.

MASTER SERVICES AGREEMENT - EXAMPLE ONLY

8

24. Modification

(a) The terms of this Agreement or of any Scope of Work can only be modified or amended by a written

agreement signed by Wal-Mart and Contractor.

25. Non-Waiver

(a) If either Party fails to give notice or enforce any right under this Agreement or any Scope of Work, the

failure shall not constitute a waiver of the right, unless the Parties reduce the waiver to writing and the

waiving Party signs the writing. If a Party waives its right in writing, the waiver shall not constitute a

waiver of any other right or of a subsequent violation of the same right.

26. Confidential Information

(a) Contractor recognizes that it may come into possession of information relating to the business of Wal-Mart

that is not available to the general public or that reasonably or logically may be considered to be

confidential or proprietary (“Confidential Information”). Contractor shall hold confidential and not use

(except as necessary to perform its obligations under this Agreement) or disclose, and will cause its

employees, agents, directors, and other representatives (collectively, the “Representatives”) to hold

confidential all Confidential Information. Upon Wal-Mart’s request, all such information will be returned

to Wal-Mart if in any physical medium.

27. Publicity

(a) Contractor shall not, without the prior written approval of Wal-Mart, refer to Wal-Mart or any of its

subsidiaries in any advertising or published communication or use, or allow to be used, Wal-Mart’s name,

logo, trademarks, service marks, patents, copyrights or trade dress.

28. Force Majeure

(a) Contractor and Wal-Mart shall be excused for the period of any delay in the performance of any obligations

when prevented from so doing by causes beyond their control, including civil commotion, governmental

regulations or controls (but excluding failures to comply with applicable law and labor disputes), fire or

other casualty, inability to obtain any material or services or acts of God. If either Party relies on this

clause as a reason for delay, they must notify the other Party in writing and provide an action plan intended

to mitigate any occasioned delay.

29. Miscellaneous

(a) By signing this Agreement, each signatory represents they have the actual authority to bind themselves.

The rights and remedies of each Party are cumulative and, not exclusive of, any rights or remedies which

that Party would otherwise have at law or in equity. No Third Party Beneficiaries are created by this

Agreement or any Scope of Work, except for the indemnified parties. To the extent allowed by law, if any

provision of this Agreement or Scope of Work is determined by law to be unenforceable, the remainder

may be enforced.

30. Entire Agreement

(a) This Agreement, along with all Scopes of Work and any Exhibits and Attachments hereto, contains the

entire agreement of the Parties, and all prior communications, oral or written, are without any force and

effect as it is the specific intent of the Parties that this Agreement (including the Scopes of Work, Exhibits

and Attachments) alone sets forth the terms on which the Parties have mutually agreed

MASTER SERVICES AGREEMENT - EXAMPLE ONLY

9

IN WITNESS WHEREOF, the Parties have executed this Agreement on the date and year set forth below.

Contractor:

By:

Printed Name:

Title:

Date:

Wal-Mart Supplier No.:

Wal-Mart Stores, Inc.

By:

Printed Name:

Title:

Date:

Exhibit B

To

Master Services Agreement

CONTRACTOR’S DISCLOSURE

Contractor’s disclosure is attached, if applicable.

Exhibit C

To

Master Services Agreement

IMMIGRATION CERTIFICATION

The undersigned, _________________, has

[been retained as a third party auditor by

__________________ and has] audited the Form I-9s for each employee of ________________________

_______________________(“Contractor”) performing services under that [those] certain Scope of Work

dated _______ issued pursuant to the Master Services Agreement dated ______________, Contract

Number ______________ (“Agreement”) between Wal-Mart Stores, Inc. and Contractor. Such audit has

been conducted pursuant to the Agreement. In connection with such audit, the undersigned has reviewed

copies of employment eligibility and identity documentation for each such individual to the extent required

to be maintained pursuant to the Agreement or otherwise maintained by Contractor in accordance with its

policies.

The undersigned hereby certifies that Contractor has verified the employment eligibility and identity of the

employees performing Services under the Scope of Work referenced above pursuant to Form I-9

requirements, has correctly completed the relevant sections of the Form I-9s for such employees (and to the

extent that any violations are discovered that are of a nature that, in the undersigned’s judgment, are

eligible for cure, such violations have been corrected to the extent possible) and is in compliance with all

applicable Immigration Laws (as defined in the Agreement) with respect to such employees.

[if a third party auditor conducts the audit, the auditor should include a reasonably detailed

description of the auditor’s training and experience in the field of immigration compliance.]

This Certification may be delivered to and relied upon by Wal-Mart Stores, Inc.

Certified by the undersigned as true, correct and complete this ______ day of ______________, 200__.

By:

Name:

Title:

One Tough Pressure · February 4, 2007

EXHIBIT 2 to RFP

Sidewalk & Cart Cleaning Program – Scope of Work 1

Wal-Mart Sidewalk and Cart Cleaning Program

Scope of Work

I. Scope of Work Provisions:

The provisions of this Scope of Work are subservient to and a continuation of the

mutual promises made and agreed in the Master Services Agreement (to be) executed by the Contractor and

Wal-Mart Stores, Inc.

II. Date of Services:

These services are to commence on May 1, 2007 and continue for a twenty-four (24) month

period, unless terminated by either Party. Continuation of any service agreement will depend on the quality of

service provided to Wal-Mart, the timeliness of the service, the benefit received by Wal-Mart, and/or Wal-

Mart’s satisfaction with the services provided, to be determined in Wal-Mart’s sole discretion. The Sidewalk

and Cart Cleaning Program will be evaluated at the end of a one-year period. At that time Contractor may be

asked to perform additional services or perform services at different frequencies. On-site wash wastewater

disposal may be considered at that time.

III. Cost of Services:

Wal-Mart shall pay to Contractor for its performance of the Scope of Services the agreed

rates set forth in Appendix 1.

If awarded a contract, pricing must remain in accordance with the prices submitted in the Proposal for the initial

term of the contract. If awarded a contract, the Contractor will be expected to enter into a twenty-four (24)

month contract to provide services requested by Wal-Mart. Any proposed increase in cost of services due to

store expansion, relocation or a new facility must be submitted to Wal-Mart Environmental Services in writing

thirty (30) days prior to the effective date of the proposed cost increase. Cost increases will not take effect until

Wal-Mart submits approval of the cost increase to the Contractor in writing. A Contract Change form is

included in Appendix 9.

Invoices should be submitted to Wal-Mart after each service event (2, 3 or 4 times a year). Contractor should

take the annual cost to service that facility divided by the 2, 3 or 4 time service event and invoice Wal-Mart the

same amount for each service event. The disposal fee should likewise be the same for each invoice period and

enumerated separately. This disposal fee will be deducted if on-site disposal is approved after the first year of

the Program.

IV. Contractor Qualifications:

Along with responses to the inquiries in the attached documents and the materials

provided by Contractor, Wal-Mart will consider, but is not be limited to, the following selection criteria:

Please note that any missing or incomplete information could disqualify Contractor from further consideration.

Minimum Requirements:

1. Contractor must have a minimum of 3 years experience in exterior cleaning/power washing services.

2. Contractor must have the capability of conducting the specified cleaning at Wal-Mart facilities in one

individual state or region3 at the required frequencies.

3. Contractor must have a 24-hour emergency response service available to Wal-Mart.

4. Contractor must meet all requirements and conditions to become a Wal-Mart Maintenance Service

Provider.

5. Contractor must provide appropriate certification for material handling and transportation and must

comply with all applicable licensing, certification, training, rules, ordinances, regulations, disposal

requirements, etc, set forth by agencies having jurisdiction which apply to the areas under contract.

3

More than one contractor may be considered for states with a high concentration of facilities such as Florida and Texas.

Sidewalk & Cart Cleaning Program – Scope of Work 2

Other Selection Criteria:

6. The overall quality of products and services offered.

7. The overall cost of products and services offered.

8. The compliance record/history of Contractor.

9. The reputation of Contractor.

10. The quality and satisfaction of any previous products offered and/or services performed.

11. The overall financial position of Contractor.

12. Other relevant information submitted, including information submitted in the Contractor’s

Qualification General Questionnaire.

V. Minimum Equipment Requirements

: The Contractor shall provide at own risk and sole expense, all labor,

materials, tools, equipment, insurance, transportation and all other items needed to provide the services outlined

in this Scope of Work.

A. Wal-Mart requires that contractors use equipment that, at a minimum, has the following specifications:

B. Washer and scrubber systems with a PSI rating of at least 3,000 PSI.

C. Washer and scrubber systems that use water heated to a minimum of 200° Fahrenheit.

D. Washer and scrubber systems capable of full reclamation and storage of the wash wastewater from the

cleaning activities.4

E. Contractor should provide the manpower and equipment to clean the facility within one night or agreed

time period with the store management.

VI. Quality of Cleaning to be Performed:

Designated surfaces will be cleaned to the following standards:

A. Surfaces are free of trash, dirt, mud, gum, grime, mildew, body fluids, sediment and debris.

B. Surfaces are free of visible residues, buildups and spills.

C. Surfaces are free of streaking.

D. Oils and greases that have not penetrated the surface are to be removed. Contractors will not be expected

to remove staining that has discolored the concrete.

VII. Subcontractors:

The use of a subcontractor is strongly discouraged. If a subcontractor must be used by

Contractor, the subcontractor will be required to respond to an invitation to become a Wal-Mart Service

Provider (see Exhibit 4 to the RFP) and be approved by Wal-Mart prior to Contractor’s use of the

subcontractor’s services.

VIII. Cleaning Frequencies

: Cleaning frequencies for Sam’s Clubs and Wal-Mart Stores are identified in Appendix

3 and 4. Consult Appendix 2 to identify states classified as “northern tier” and “southern tier.”

IX. Detailed Information on Areas to be Serviced:

The areas listed in Appendix 3 and 4 are defined in more

detail in Table 1.

4

Modification of scope of work to include disposal of wash wastewater on-site will be considered after one-year of the

program implementation. Contractor is asked to compute the cost wash wastewater disposal separately from other

services. The disposal fee should be the same flat fee for each site visit.

Sidewalk & Cart Cleaning Program – Scope of Work 3

T

ABLE 1: AREA SPECIFICATIONS

X. Customer Relations:

Servicing must be conducted overnight between the hours of 8:00 P.M. and 10:00 A.M

Monday through Friday (no weekends). The contractor is responsible for detouring customer traffic around the

area being serviced, which includes the application of warning cones and warning tape if necessary. In the

event that a noise ordinance disallows the use of cleaning equipment between the hours of 8:00 P.M. and 10:00

A.M., the contractor may service the facility at a time agreed upon by the store/club management. The cleaning

of carts should not be performed in an area that would disrupt the flow of traffic, customer convenience or

store/club commerce.

XI. Debris Removal:

The contractor shall remove large debris and garbage from areas being serviced before

cleaning.

XII. Moving of Merchandise:

Contractors are not to move merchandise or fixtures in order to perform cleaning. It

is the Store’s/Club’s responsibility to ensure areas are free of any merchandise or fixtures prior to the arrival of

the contractor. In the event that merchandise or fixtures are not moved, the contractor shall perform cleaning

services around fixtures and/or merchandise.

XIII. Chemical Usage:

No chemicals can be used during the cleaning process.

XIV. Storm Water Discharge Restrictions:

At no time may a contractor allow the discharge of wash wastewater to

flow from the surface cleaning processes to a storm water drain or catch basin, street, roadway, sidewalk, gutter,

landscape area or any type of storm water structure. All or nearly all wash wastewater must be recovered and

disposed of properly.

XV. Wash Wastewater Disposal:

Contractor is to provide Wal-Mart Environmental Services an annual wash

wastewater profile (laboratory analysis) for each type of cleaning equipment used. The initial waste profile is

due to Wal-Mart Environmental Services by June 1, 2007. Should an additional type of cleaning equipment be

implemented or Contractor’s cleaning methodology change during the course of this agreement, Contractor is to

provide a wastewater profile within 30 days of such change implementation. In the first year of the program, all

wash wastewater is to be disposed off-site. Contractor is responsible to provide written documentation of wash

wastewater including manifests if requested by Wal-Mart Environmental Services. In the second year of the

program the contractor may be allowed to dispose of wash wastewater on-site. Details of the disposal

conditions are under development.

XVI. Work Completion Reports:

A Work Completion Report (See Appendix 5) must be completed by a Salaried

Member of Management at the facility after service has been completed. The Work Completion Report is to be

attached to the invoice associated with the work performed at the facility. The primary point of contact is to be

Area Specifications

Front Entrance -20 ft. on either side of front doors to nearest expansion joint (outside 20 ft.)

-Out from front doors to edge of the concrete.

-Out from any outside vending machines to the edge of concrete.

-Cart storage area from the building out a minimum of 25 ft. to nearest expansion joint.

Carts -Carts are to be washed individually, not stacked together in lines.

-No chemicals are to be used in washing the carts or other areas.

-While washing carts, water temperature must not exceed 140° Fahrenheit.

-Direct application of pressurized water may only occur on the basket and handle, not to the

wheels or base.

Compactor Pad -If compactor(s) is enclosed (wall or curb), the entire enclosure, including the area under the

compactor.

-If compactor is not enclosed, the area under and a distance 5 ft. around the perimeter of the

compactor.

TLE/TBC Apron -10 ft. on either side of the TLE entrance and bay doors (both entrance and exit).

-Bay and entrance doors out a minimum of 18’ to nearest expansion joint or to the edge of

concrete.

-Under and around the filter bins.

Sidewalk -Concrete sidewalks around front and side perimeter of store.

-Out to edge of sidewalk or start of parking lot or landscape.

Sidewalk & Cart Cleaning Program – Scope of Work 4

the Facility Manager or a Co-manager. If neither are available, an Assistant Manager may sign the work

completion report.

XVII. Work Expectations Report:

A Work Expectations Report (See Appendix 6) is to be supplied to the Salaried

Member of Management completing the Work Completion Report.

XVIII. Scheduling:

Contractors are to submit a spreadsheet in the format of the Scheduling Report shown as

Appendix 6 on a monthly basis. It is Wal-Mart’s expectation to have the following schedules available.

A. A one month out schedule identifying by date, the Facility and the areas to be cleaned at the Facility. The

one month out schedule will be sent to Wal-Mart by the 15th of the previous month.

B. A one year out schedule identifying by month, the Facility and areas to be cleaned at the Facility.

XIX. Communications to Facilities:

Contractors shall communicate the scheduled cleaning service to each facility

as follows:

A. Contractors shall contact a Salaried Member of Management, e.g., store manager, co-manager, assistant

manager, at the facility, via phone, between 1 to 3 days before the scheduled cleaning to notify them of the

service, including areas to be cleaned, date of service, time of arrival and the facility’s obligation to move

merchandise and or fixtures so the cleaning may be completed.

B. Contractors, upon arrival at the facility, shall introduce themselves to a Member of Management and

explain the scheduled cleaning processes.

XX. Holiday Season:

Facilities, unless otherwise requested by Wal-Mart, are not to be serviced between the dates

of November 15 and January 2.

XXI. Weather Conditions:

Facilities are not to be serviced if severe weather has been forecasted or the daily low is

forecasted to be below the freezing point.

IN WITNESS WHEREOF, the Parties have executed this Scope of Work on the date and year set forth below.

Contractor

By:

Printed Name:

Title:

Date:

Wal-Mart Supplier No.:

Wal-Mart Stores, Inc.

By:

Printed Name:

Title:

Date:

Attachments to the Scope of Work:

Appendix 1 – Location & Cost Specifications per Facility & Summary Sheet

Appendix 2 – Identification of Northern and Southern States

Appendix 3 – Wal-Mart/Neighborhood Market Service Frequencies

Appendix 4 – Sam’s Club Service Frequencies

Appendix 5 – Work Completion Report Form

Appendix 6 – Work Expectations Report

Appendix 7 – Monthly Scheduling Report

Appendix 8 – Request for Contract Change Order

APPENDIX 2

S

IDEWALK & CART CLEANING PROGRAM

L

OCATION & COST SPECIFICATIONS PER FACILITY (PER STATE)

State:_____________________________ Southern Tier State Northern Tier State

2, 3

OR 4

TIMES

/YR

A

1

TIME/YR

B

IF TLE

/TBC

PRESENT,

1 TIME YR

C

A+B+C

D

5

A+B+C +D

6

W

AL-MART ,

NEIGHBORHOOD MKT OR

S

AM’S CLUB

#

COMPACTOR, FRONT, CARTS

F

REQUENCY PER YR.7

C

OST PER SITE VISIT

TOTAL ANNUAL COST

COMPACTOR, FRONT, CARTS

S

IDEWALK

F

REQUENCY PER YR.8

C

OST PER SITE VISIT

TOTAL ANNUAL COST

SIDEWALK

TLE/TBC A

PRON

F

REQUENCY PER YR.9

TOTAL ANNUAL COST

TLE/EBC APRON

TOTAL ANNUAL COST

FOR ALL SERVICE

WITHOUT DISPOSAL FEE10

WASH WASTEWATER

DISPOSAL FEE

TOTAL ANNUAL COST

FOR ALL SERVICES

PER STORE/CLUB

$ $ 1 $ $ $

$

$ $ 1 $ $ $

$

$ $ 1 $ $ $

$

$ $ 1 $ $ $

$

$ $ 1 $ $ $

$

$ $ 1 $ $ $

$

Invoices should be submitted monthly and bill only for services performed during the previously month.6

Note: All facilities have at least one compactor pad. Wal-Mart Supercenters have 2 compactor pads.

Email

victorio.angulo@wal-mart.com for forms in Microsoft Excel format.

5

Disposal fee should be a flat rate fee that is consistent for each site visit.

6

For consistent invoicing to the facility, you will be asked to divide the annual amount for service by the number of site

visits.

7

Sam’s – Compactor Pad, Front, Carts Frequency – 2 times a year

Wal-Mart – Compactor Pad, Front, Carts Frequency – Southern Tier States 4 times a year, Northern Tier States 3 times

a year

8

Sam’s – Sidewalk Frequency – 1 time a year Wal-Mart – Sidewalk Frequency – 1 time a year

9

Sam’s – TBC Apron Frequency – 1 time a year Wal-Mart – TLE Apron – 1 time a year

10

Invoicing will be based on this amount divided by service events.

APPENDIX 2

I

DENTIFICATION OF NORTHERN & SOUTHERN STATES

Northern States

AK

ID

IA

ME

MI

MN

MT

NE

NH

NY

ND

SD

VT

WI

WY

Southern States

AL

AZ

AR

CA

CO

CT

DE

FL

GA

HI

IL

IN

KS

KY

LA

MD

MA

MS

MO

NV

NJ

NM

NC

OH

OK

OR

PA

RI

SC

TN

TX

UT

VA

WA

WV

APPENDIX 4

W

AL-MART/NEIGHBORHOOD

M

ARKET SERVICE FREQUENCIES

Southern States (Quarterly)

Area Cleaning Frequency

Compactor Pad Quarterly

Front Entrance (areas adjacent to doors and cart storage area) Quarterly

Carts Quarterly

Sidewalk (entire front and side perimeter of facility) Annually

TLE Apron Annually

Northern States (3 Times Annually)

Area Cleaning Frequency

Compactor Pad Each visit – 3 times annually

Front Entrance (areas adjacent to doors and cart storage area) Each visit – 3 times annually

Carts Each visit – 3 times annually

Sidewalk (entire front and side perimeter of facility) Spring

TLE Apron Spring

APPENDIX 4

S

AM’S CLUB SERVICE FREQUENCIES

*Spring (March 1

st - May 15th), Fall (Sept. 1st – Oct. 30th)

Southern States

Area Cleaning Frequency

Compactor Pad Biannually

Front Entrance (areas adjacent to doors and cart storage area) Biannually

Carts Biannually

Sidewalk (entire front and side perimeter of facility) Annually

TBC Apron Annually

Northern States

Area Cleaning Frequency

Compactor Pad Spring and Fall*

Front Entrance (areas adjacent to doors and cart storage area) Spring and Fall*

Carts Spring and Fall*

Sidewalk (entire front and side perimeter of facility) Spring

TBC Apron Spring

APPENDIX 5

W

ORK COMPLETION REPORT

S

IDEWALK & CART CLEANING PROGRAM

TO BE COMPLETED BY FACILITY MANAGEMENT AND GIVEN TO CONTRACTOR

Store/Club #:

Location: (City)

Date:

Time: Y AM Y PM

M

Areas Cleaned:

Y

Front Entrance (20 ft either side of front doors to

nearest expansion joint; out from front doors to edge of

concrete; out from any outside vending machines to the

edge of concrete; cart storage area from the building out

a minimum of 25 ft to nearest expansion joint.)

Y

Compactor Pad (If compactor is enclosed (wall or

curb), the entire enclosure, including the area under the

compactor. If compactor is not enclosed, the area under

and a distance of 5ft around the perimeter of the

compactor.)

Y

Sidewalk (around front & side perimeter of store; out to

edge of sidewalk or start of parking lot or landscape)

Y

Carts (Carts are to be washed individually, not stacked

together in lines. While washing carts, water

temperature must not exceed 140° F. Direct application

of pressurized water may only occur on the basket and

handle, not to the wheels or based.) No chemical are to

be applied.

Y

TLE/TBC Apron (10 ft either side of TLE entrance and

bay doors (both entrance & exit); bay and entrance doors

out a minimum of 18 ft to nearest expansion joint or to

the edge of concrete; under and around the filter bins.)

Y

Other

Yes No

A. Was the store notified by the contractor of the service before arriving?

B. Did the contractor wash all the areas indicated above?

C. Was the work completed in a fashion that minimized disruption to customers or members?

D. Were the concrete and carts cleaned to your satisfaction?

E. How would you rate the overall performance of Contractor?

Poor

Y

Fair

Y

Good

Y

Excellent

Y

F. Other Comments:

Salaried Member of Management Store Stamp

Signature Date

C

OPY OF WORK EXPECTATION FORM TO BE GIVEN TO

M

ANAGEMENT BY CONTRACTOR

S

IGNED COPY OF THIS FORM MUST BE SUBMITTED WITH INVOICE.

APPENDIX 6

Sidewalk & Cart Cleaning Program – Scope of Work 10

W

ORK EXPECTATIONS

S

IDEWALK & CART CLEANING PROGRAM

C

ONTRACTOR: PLEASE SUBMIT A COPY OF THIS FORM WITH WORK COMPLETION FORM TO SALARIED MEMBER OF

M

ANAGEMENT AT TIME OF SERVICE.

Cleaning Frequency and Scheduling:

Wal-Mart Facilities are cleaned on a frequency determined by location (north or south) and the type of facility. The

table below identifies the frequency each area is to be cleaned at Wal-Mart Stores and Sam’s Clubs.

*Spring (Mar. 1st -May 15th), Fall (Sept.1st – Oct. 30th)

Northern States

AK, ID, IA, ME, MI, MN, MT, NE, NH, NY, ND, SD, VT, WI, WY

Southern States

AL, AZ, AR, CA, CO, CT, DE, FL, GA, HI, IL, IN, KS, KY, LA, MD, MA, MS, MO, NV, NJ, NM, NC, OH, OK, OR, PA, RI,

SC, TN, TX, UT, VA, WA, WV

Specifications on areas to be cleaned:

Southern States (Quarterly) Wal-Mart Sam’s Club

Area Cleaning Frequency Cleaning Frequency

Compactor Pad Quarterly Biannually

Front Entrance (areas adjacent to doors and cart storage area) Quarterly Biannually

Carts Quarterly Biannually

Sidewalk (entire front and side perimeter of facility) Annually Annually

TLE Apron Annually Annually

Northern States (3 Times Annually) Wal-Mart Sam’s Club

Area Cleaning Frequency Cleaning Frequency

Compactor Pad Each visit Spring & Fall*

Front Entrance (areas adjacent to doors and cart storage area) Each visit Spring & Fall*

Carts Each visit Spring & Fall*

Sidewalk (entire front and side perimeter of facility) Spring Spring

TLE Apron Spring Spring

Area Specifications

Front Entrance -20 ft. on either side of front doors to nearest expansion joint (outside 20 ft.)

-Out from front doors to edge of the concrete.

-Out from any outside vending machines to the edge of concrete.

-Cart storage area from the building out a minimum of 25. ft to nearest expansion joint.

Carts -Carts are to be washed individually, not stacked together in lines.

-No chemicals are to be used in washing the carts or other areas.

-While washing carts, water temperature must not exceed 140° Fahrenheit.

-Direct application of pressurized water may only occur on the basket and handle, not to the wheels or

base.

Disposal:

Contractor is to haul all wash wastewater offsite for disposal at a licensed facility.

Cart Cleaning:

The contractors are responsible for moving the carts to and from the cleaning area. They are not responsible for the

drying of the carts.

Notification to Facilities

The contractors are required to notify a Member of Management of the service 1 to 3 days prior to arrival. At that

time, the contractor is to communicate to the facility, the facility’s responsibility to move all merchandise prior to

service.

Customer/Member Disruption

The contractor is to complete the service with minimal disruption to Customers/Members and facility operations.

Cleaning activities are to only occur between the hours of 8:00 P.M. and 10:00 A.M. unless noise ordinances dictate

otherwise. The contractor is responsible for detouring Customer/Member traffic around the area being serviced,

which includes the application of warning cones and warning tape if necessary.

Quality of Work

The contractor is performing an environmentally friendly form of industrial cleaning on your facility. They are

required to use high pressure systems (minimum PSI of 3,000) that utilize heated water (a minimum of 200° F.).

They are not to allow any discharge of rinse wastewater to storm water drains.

All surfaces are to be cleaned

to the following standards:

1. Surfaces are free of trash, dirt, mud, gum, grime, mildew, body fluids, sediment and debris.

2. Surfaces are free of visible residues, buildups and spills.

3. Surfaces are free of streaking.

4. Oils and greases that have not penetrated the surface are to be removed. Contractors will not be

expected to remove staining that has discolored the concrete.

Area Specifications

Compactor Pad -If compactor(s) is enclosed (wall or curb), the entire enclosure, including the area under the

compactor.

-If compactor is not enclosed, the area under and a distance 5’ around the perimeter of the compactor.

TLE/TBC Apron -10 ft. on either side of the TLE entrance and bay doors (both entrance and exit).

-Bay and entrance doors out a minimum of 18 ft. to nearest expansion joint or to the edge of concrete.

-Under and around the filter bins.

Sidewalk -Concrete sidewalks around front and side perimeter of store.

-Out to edge of sidewalk or start of parking lot or landscape.

APPENDIX 7

Sidewalk & Cart Cleaning Program – Scope of Work 12

E

XAMPLE OF SIDEWALK & CART CLEANING

M

ONTHLY SCHEDULING REPORT

May-07 Jun-07 Jul-07 Aug-07 Sept-07

Facility

Type

Store/

Club #

City ST

7-14-21-28 4-11-18-25

2-9-16-23-

30

6-13-20-27 3-10-17-24

WMSC

3331 PINE BLUFF AR 7-CSA 6-C

NMKT 3479 ROGERS AR 18-CS 24-C

WMSC 5244 LITTLE ROCK (NW) AR 25-CA 17-C

WMSC 5260 ROGERS AR 21-C 20-CA

WMSC 5433 HOT SPRINGS VILLAGE AR 16-CS

Sam's 4969 BENTONVILLE AR 9-C

Sam's 6377 JONESBORO AR 18-CSA

*Date indicates the Monday of the week that service will occur. Schedule should extend for one year. After two months of specified

dates, an “X” can be placed in the month when service is scheduled, i.e. “X-CSA,” “X-CS,” etc. until the definite week is known.

C - Compactor, Front, Carts

(Wal-Mart – Southern Tier States 4 times a year, Northern Tier States 3 times a year; Sam’s - 2 times a year)

S - Sidewalk

(Wal-Mart & Sam’s 1 time a year)

A - TLE/TBC apron

(Wal-Mart & Sam’s 1 time a year)

Updated Schedule Reports should be sent to Wal-Mart Environmental Services (victorio.angulo@wal-mart.com) on a monthly basis

via email in Excel format.

APPENDIX 8

Sidewalk & Cart Cleaning Program – Scope of Work 13

Request for Contract Change Order

C

OMPLETED BY CONTRACTOR: STORE/CLUB # LOCATION ,

CONTRACTOR COMPANY VENDOR

# TODAY’S DATE

REQUEST SUBMITTED

BY:

TYPE OF SERVICES

: SIDEWALK/CART CLEANING PROGRAM

FOR

: NEW STORE/CLUB EXPANDED STORE/CLUB OTHER (EXPLAIN BELOW)

DETAILS OF REASON

FOR REQUEST FOR

CHANGE:

CURRENT PO

# REQUESTED CONTRACT

CHANGE AMOUNT $

SIGNATURE

: RETURN FAX NO. OR EMAIL

Fax to: (479) 277-5844 Attention: Victorio Angulo

OR

Scan/Email to:

Victorio.Angulo@wal-mart.com

WAL-MART Environmental Services

CONTRACT CHANGE APPROVAL

ORIGINAL PO#:

NEW PO#

(IF NECESSARY):

APPROVAL

SIGNATURE: EFFECTIVE DATE:

WAL-MART MGMT

PRINTED/TITLE

CONTRACTOR NOTIFIED OF APPROVAL

EXHIBIT 3 to RFP

CONTRACTOR’S QUALIFICATION

G

ENERAL QUESTIONNAIRE

C

ONTRACTOR COMPANY/ADDRESS:

CONTRACTOR CONTACT NAME/TITLE PHONE

A

DDRESS: DATE:

1. How long has your company been in business? 1-3 yrs 4-8 yrs 9+ yrs

2. How long has your company utilized commercial surface cleaning

equipment?

1-3 yrs 4-8 yrs 9+ yrs

3. How many employees of your company are involved in commercial

surface cleaning?

1-7 7-20 20+

4. Does your company or individuals within your company have any commercial power

washing certifications? If yes, please include copies of your certifications.

Yes No

5. Does your company currently have the necessary licenses to operate in

the states listed in your proposal?

Yes No Will Have

6. How many service units can you dispatch at one time?

7. Is your equipment self-contained, trailer and/or truck mounted? Yes No

8. Does your equipment have full capability of hot water wash (at least 200° F.)? Yes No

9. Has your company ever been cited for non-compliance with federal, state or local

water regulations? If yes, please explain each instance, the circumstances and the

resolution on a separate sheet of paper.

Yes No

10. Does your company carry the insurance coverage described in the contract? Yes No

11. Can your company respond to the Locations listed in your proposal within 24 hours if

an emergency occurred?

Yes No

12. List of equipment you will use to perform the described scope of work. (A separate sheet may be used.)

13. Describe how the waste wash water will be disposed.

14. List the other services your company provides.

I CERTIFY THAT THE STATEMENTS MADE ABOVE ARE TRUE AND CORRECT.

Title Date

SIGNATURE

EXHIBIT 4 to RFP

EXAMPLE OF INVITATION TO BECOME A

WAL-MART MAINTENANCE SERVICE

PROVIDER

squirtgun · February 4, 2007

Translation:

We here at Walmart don't know a thing about pressure washing or the CWA and how it applies to pressure washing flat work.We are really hoping this all works out for the best.By the way we are only willing to pay pennies on the dollar for this contract,so take it or leave it.

Further more we will not be held liable for the fines you incur by hauling hazardous waste from our job site.Good luck sucka.By the way we'll pay you when we get good,well and ready and since you don't have any time to service other accounts we now own you..................Nice doing business with you.

Please send the promised soul immediately.

Thanks

clean kentucky · February 4, 2007

Sounds like Wal-Mart has dotted the lines and crossed the TTTTT's

Did I hear that they are Paying 250.00 per hour for this service.

Doug Baker

Baker's Pressure Washing

270-268-1694

One Tough Pressure · February 4, 2007

Come on Scott, tell us how you really feel. I am suprised with all the comments that Wal Mart does not pay well or on time. I have been a corporate vendor for nearly 5 years and they have never done me wrong.

I have asked multiple stores about this and each one knows nothing. Each manager has the choice in who they hire, and I feel it will stay that way.

This idea that if I buy recovery equipment, I will get all the Walmarts needs to stop as many will be disappointed. The response will be very slim and Wal Mart will need to hatch another plan or stop all washing while they look for contractors. I do not see many going to them, as only a few will get the RFP in time.

squirtgun · February 4, 2007

Alan,

It's all meant in good humor.I have heard good and bad about the way Walmart pays. Probably a 50/50 split.

I haven't dealt with them,but it's not for trying.There are 3 with in 20 miles and 1 Sam's Club,all of them pay hourly employees to wash.

This ranks right up there with the USPS,Kohl's and Cracker Barrel bids.

Dave O · February 4, 2007

Man you guys are terrible. I was going to meijers and then maybe target for essentials and no I will have to go to walmart. It is just stuck in my head since every bb has the walmart post. Oh well I don't carry a purse so I wont get robbed at this one.

Jarrod · February 4, 2007

They should also add -

Must be able to walk on water, feed the poor, create the entire universe in 3 days (God took way too long, 7 days - what an ameteur!) solve the national debt while working, fight the war, deliver pizzas, brush your teeth with a flaming chainsaw, and last but not least - own one of our crappy pressure washers.

Celeste · February 4, 2007

I do not see many going to them, as only a few will get the RFP in time.

I can't get the whole thing read in time.....LOL

Celeste

One Tough Pressure · February 4, 2007

Alan,
.

This ranks right up there with the USPS,Kohl's and Cracker Barrel bids.

People wash cracker barrels? Mine always come in boxes.

Scott Stone · February 4, 2007

I find this curous. Every account that I have comes with a contract like this. The most difficult thing I can find is that you have to find a salaried management person to sign the invoice. I anticipate that they are doing this without the knowledge of the management teams of the various stores. It happens quite often with contracts of this type. IN MY OPINION, your inexperience with this type of contract is making most not be able to see the bigger picture. The contract has been set, and it is up to the cotnractor to make it work. It is VERY possible to haul the used wash water off site for disposal and still be in compliance with all the EPA reg's and DOT reg's. Think Filtering, and Flocculents.

RyanH · February 5, 2007

Imagine going to school to study law and such...and you end up in a job writing these agreements. Boy, I bet conversation around the dinner table with that guy is a hoot.

John T · February 5, 2007

Think Filtering, and Flocculents.

Your a wee bit smart there Scotty...

Scott Stone · February 5, 2007

Andd good looking, too.

Well, at least my wife still likes me.

Scott Stone · February 5, 2007

Imagine going to school to study law and such...and you end up in a job writing these agreements. Boy, I bet conversation around the dinner table with that guy is a hoot.

It is mostly boiler plate. I have contracts from 15 different entities, and they all are worded pretty much the same way.

One Tough Pressure · February 5, 2007

The water hauling is not an issue with me.The way they chose to get this out is very weak. It really narrows down how many will know in time to respond. As a current vendor, they did not send me anything, so this means they are not even looking at what they already have. Why would they want to do that? Unless they just want to add to what they have.

Since Parker West claims to have the patent on mobile use of clay flocculents and Delco no longer sells them for an unknown reason, I guess Parker and Swabby will get all the stores, sell someone a franchise and make many millions.

Read my lips, NOT GONNA HAPPEN! Novel idea for all involved in the making of this contract, but I have seen a few like this for them go down in flames already. Time will tell.

John T · February 6, 2007

The water hauling is not an issue with me.The way they chose to get this out is very weak. It really narrows down how many will know in time to respond. As a current vendor, they did not send me anything, so this means they are not even looking at what they already have. Why would they want to do that? Unless they just want to add to what they have.
Since Parker West claims to have the patent on mobile use of clay flocculents and Delco no longer sells them for an unknown reason, I guess Parker and Swabby will get all the stores, sell someone a franchise and make many millions.

Read my lips, NOT GONNA HAPPEN! Novel idea for all involved in the making of this contract, but I have seen a few like this for them go down in flames already. Time will tell.

Hey Alan,

To get on there list for potential contractors we where all advised to contact them to get on there list. If you look at the RFP there is a Donna Mansell email there that you can contact her at and tell her you want to be put on the list..it may not be to late. If you have no interest then there is no point..Personally I think your a perfect candidate for this if the pay is high enough...the only problem your going to have is that you may have to quit your day job to handle a job of this magnitude..Which would be a similiar problem for me also.

If you want some more info and your interested email me..I might be able to help you to get put on the list. If there is no more interest then don't bother with this because it is a huge thing that there asking.

John T · February 6, 2007

Also for all to keep in mind...you have to put in your proposal and it has to be in there hand by March 1st so time is running out fast. Keep that in mind whoever is interested.

One Tough Pressure · February 6, 2007

John,

I was aware of this and am on "the List". My comment was for the large number of folks who may be interested and will never hear about it.

PA Dutchman · February 6, 2007

Also for all to keep in mind...you have to put in your proposal and it has to be in there hand by March 1st so time is running out fast. Keep that in mind whoever is interested.

John,

An excel spreadsheet would make short work of the proposal, its a matter of having met the other criteria. BUT you are right to make it a priority if you are interested in pursuing the deal.

squirtgun · February 6, 2007

I guess the local Walmart didn't get the memo about the RFB.When we left there today someone had cleaned their sidewalks.The funniest part.............they used a zero degree tip.This is one of the very same store I tried to land over the last year.Instead of hiring a knowledgeable contractor they turn hourly employees lose with a home owner machine and let them vandalize the concrete.

I think we all know they won't be looking at the bids with quality in mind.It'll come down to the lowest bid and that is where their entire plan will come apart at the seams.

John T · February 6, 2007

I guess the local Walmart didn't get the memo about the RFB.When we left there today someone had cleaned their sidewalks.The funniest part.............they used a zero degree tip.This is one of the very same store I tried to land over the last year.Instead of hiring a knowledgeable contractor they turn hourly employees lose with a home owner machine and let them vandalize the concrete.
I think we all know they won't be looking at the bids with quality in mind.It'll come down to the lowest bid and that is where their entire plan will come apart at the seams.

Then it will always be there problem.. I have a feeling there is more to this story as to why Wal Mart put all of this up for bid.. Its a long shot but I'm betting some lowballer with the zero degree nozzle was probably pushing the dirty water right down a storm Drain...Something must have happened to Wal Mart for them to now try to step it all up a bunch of notches...unless its all smoke and Mirrors...But remember they got nailed using illegal Aliens to clean some of there stores..

squirtgun · February 6, 2007

JohnT,

In this case it's an hourly employee doing the cleaning.I have witnessed it first hand.That is what prompted me about a year ago to seek the work.As recently as 3 week ago I again tried to explain to the store manager the importance of having it done right.

To paraphrase his reply,"I have hourly employees I can & will put out there to get it done."

n4rb · March 31, 2008

XIII. Chemical Usage:

No chemicals can be used during the cleaning process.

Interesting.

alvisishere · March 31, 2008

are any of you guys out there currently cleaning any of the wal-marts in Ga on a reglular basis, if so let me know, I would like to chat with you

Sign In

Copy of Walmarts RFP

Recommended Posts

Share this post

Link to post

Share on other sites

Share this post

Link to post

Share on other sites

Share this post

Link to post

Share on other sites

Share this post

Link to post

Share on other sites

Share this post

Link to post

Share on other sites

Share this post

Link to post

Share on other sites

Share this post

Link to post

Share on other sites

Share this post

Link to post

Share on other sites

Share this post

Link to post

Share on other sites

Share this post

Link to post

Share on other sites

Share this post

Link to post

Share on other sites

Share this post

Link to post

Share on other sites

Share this post

Link to post

Share on other sites

Share this post

Link to post

Share on other sites

Share this post

Link to post

Share on other sites

Share this post

Link to post

Share on other sites

Share this post

Link to post

Share on other sites

Share this post

Link to post

Share on other sites

Share this post

Link to post

Share on other sites

Share this post

Link to post

Share on other sites

Share this post

Link to post

Share on other sites

Share this post

Link to post

Share on other sites

Share this post

Link to post

Share on other sites

Share this post

Link to post

Share on other sites

Share this post

Link to post

Share on other sites

Create an account or sign in to comment

Create an account