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DocuSign Envelope ID: 067ADBD5-3886-42FC-A620-AA62556A2F6D <br />EXHIBIT 2 <br />013020-SN P <br />5. MEMBERSHIP, CONTRACT ACCESS, AND MEMBER REQUIREMENTS <br />A. MEMBERSHIP. Membership in Sourcewell is open to public and nonprofit entities across the <br />United States and Canada; such as municipal, state/province, K-12 and higher education, tribal <br />government, and other public entities. <br />The benefits of this Contract should be available to all Members that can legally access the <br />Equipment, Products, or Services under this Contract within the United States. A Member's <br />authority to access this Contract is determined through its cooperative purchasing, interlocal, <br />or joint powers laws. Any entity accessing benefits of this Contract will be considered a Service <br />Member of Sourcewell during such time of access. Vendor understands that a Member's use of <br />this Contract is at the Member's sole convenience and Members reserve the right to obtain like <br />Equipment, Products, or Services from any other source. <br />Vendor is responsible for familiarizing its sales and service forces with Sourcewell membership <br />requirements and documentation and will encourage potential members to join Sourcewell. <br />Sourcewell reserves the right to add and remove Members to its roster during the term of this <br />Contract. <br />B. PUBLIC FACILITIES. Vendor's employees maybe required to perform work at government - <br />owned facilities, including schools. Vendor's employees and agents must conduct themselves in <br />a professional manner while on the premises, and in accordance with Member policies and <br />procedures, and all applicable laws. <br />6. MEMBER ORDERING AND PURCHASE ORDERS <br />A. PURCHASE ORDERS AND PAYMENT. To access the contracted Equipment, Products, or <br />Services under this Contract, Member must clearly indicate to Vendor that it intends to access <br />this Contract; however, order flow and procedure will be developed jointly between Sourcewell <br />and Vendor. Typically a Member will issue a purchase order directly to Vendor. Members may <br />use their own forms for purchase orders, but it should clearly note the applicable Sourcewell <br />contract number. Members will be solely responsible for payment and Sourcewell will have no <br />liability for any unpaid invoice of any Member. Snap -on reserves the right to refuse service to <br />any Sourcewell member based on credit worthiness. <br />B. ADDITIONAL TERMS AND CONDITIONS. Additional terms and conditions to a purchase order <br />may be negotiated between a Member and Vendor, such as job or industry -specific <br />requirements, legal requirements (such as affirmative action or immigration status <br />requirements), or specific local policy requirements. Any negotiated additional terms and <br />conditions must never be less favorable to the Member than what is contained in Vendor's <br />Proposal. <br />C. PERFORMANCE BOND. If requested by a Member, Vendor will provide a performance bond <br />that meets the requirements set forth in the Member's purchase order. <br />4 <br />Rev. 4/2019 <br />