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HomeMy WebLinkAboutP-21-030 Amendment 1 .pdf Contract#:2017000280 Amendment#:12 Vendor#:301178 STATE OF NORTH CAROLINA COUNTY OF MECKLENBURG TWELFTH AMENDMENT TO THE AGREEMENT TO PROVIDE AUTOMOTIVE PARTS AND ACCESSORIES AND RELATED PRODUCTS AND SERVICES THIS TWELFTH AMENDMENT TO THE AGREEMENTTO PROVIDE AUTOMOTIVE PARTS ANDACCESSORIESAND RELATED PRODUCTS AND SERVICES(this`Twelfth Amendment") is made and entered into this 22nd of March 2023,by and between Advance Stores Company, Inc.,a corporation doing business in North Carolina(the "Company"), and the City of Charlotte,a North Carolina municipal corporation(the"City"). Statement of Background and Intent A. The City of Charlotte and the Company entered into an Agreement for Automotive Parts and Accessories and Related Products and Services dated January 1,2017(the"Contract")pursuant to which the Company agreed to provide Automotive Parts and Accessories and Related Products and Services for the City of Charlotte. B. The parties amended the Contract with the First Amendment dated January 1, 2018 to incorporate price adjustments. C. The parties amended the Contract with the Second Amendment dated February 1, 2018 to incorporate alternate sourcing systems with margin percentage above actual cost to Company. D. The parties amended the Contract with the Third Amendment dated September 1,2018 to incorporate federal contract terms and conditions. E. The parties amended the Contract with the Fourth Amendment dated January 1, 2019 to incorporate price adjustments due to aluminum and steel tariffs and crude oil price increases. F. The parties amended the Contract with the Fifth Amendment dated January 1,2020 to renew the contract for the first of two,two-year terms and incorporate unit price adjustments. G- The parties amended the Contract with the Sixth Amendment dated January 1, 2021 to incorporate price adjustments and additional discounts on qualified heavy-duty automotive filters. H. The parties amended the Contract with the Seventh Amendment dated July 1, 2021 to incorporate price adjustments and the Domestic(U.S.) Procurement Preference clause. 1. The parties amended the Contract with the Eighth Amendment dated January 1, 2022 to renew the contract for the second of two,two-year terms and incorporate unit price adjustments. J. The parties amended the Contract with the Ninth Amendment dated January 1, 2022 to replace the Pricing Sheets and Commercial Non-Discrimination clause. K. The parties amended the Contract with the Tenth Amendment dated July 1,2022 to replace the Pricing Sheets. L The parties amended the Contract with the Eleventh Amendment dated December 21, 2022 to replace the Pricing Sheets. M. The parties now desire to amend the Contract to extend the Term of the Contract for an additional six (6) month term and to incorporate certain other changes. ADVANCE STORES COMPANY,INC 1 AMENDMENTTWE[VE Contract#:2017000280 Amendment#:12 Vendor#:301178 NOW,THEREFORE, in consideration of the mutual covenants and agreements contained herein,the parties hereby agree to the following: AGREEMENT 1. The terms of the Contract are restated by and incorporated into this Twelfth Amendment by reference. 2. Defined terms used in this Twelfth Amendment shall have the same meaning as are assigned to such terms in the Contract. 3. This Twelfth Amendment extends the Term of the Contract for an additional six(6)month term to expire on June 30, 2024. 4. Except to the extent specifically provided above,this amendment shall not be interpreted or construed as waiving any rights,obligations, remedies,or claims the parties may otherwise have under the Contract. 5. In all other respects and except as modified herein,the terms of the Contract shall remain in force and effect. [Signature Page Follows] ADVANCE STORES COMPANY,INC 2 AMENDMENT TWELVE Contract#:2017000280 Amendment#: 12 Vendor#:301178 IN WITNESS WHEREOF,and in acknowledgement that the parties hereto have read and understood each and every provision hereof,the parties have caused this Twelfth Amendment to be executed as of the date first written above. ADVANCE STORES COMPANY, INC: CITY OF CHARLOTTE: CITY MANAGER'S OFFICE BY: z s 0736 a BY: (signature) (signature) PRINT NAME: Todd Sanders PRINTNAME: TITLE: SVP Strategic Accounts TITLE: DATE: March 2, 2023 DATE: ADVANCE STORES COMPANY,INC 3 AMENDMENT TWELVE • Ilea)) CITY OF CHARLOTTE Digital Contract Routing Form Non-Encumbered Date Submitted: March 20, 2023 Submitted by: Lenore Bishop Submitter email: lenore.bishop@charlottenc.gov Contract#:2017000280 Amendment#: 12 Contract Name: Automotive Parts and Accessories and Related Products and Services Vendor Legal Name: Advance Stores Company, Inc. Vendor#:301178 REQUIRED ATTAC H ME NT(S): Use the Paperclip icon to attach a full Contract Document Routing Packet for review by the authorized City individual with signature authority. The Routing Packet MUST include all required components per the direction provided at: The following signatures, once completed, shall be incorporated by reference into the contractual document identified above. City of Charlotte =se�ea �a saamiass�e�s.00m l t � Key:f66t2b82106208b08604836a6tl96b8J� Contract#: 2017000280 Amendment#: 11 Vendor#:301178 STATE OF NORTH CAROLINA COUNTY OF MECKLENBURG ELEVENTH AMENDMENT TO THE AGREEMENT TO PROVIDE AUTOMOTIVE PARTS AND ACCESSORIES AND RELATED PRODUCTS AND SERVICES THIS ELEVENTH AMENDMENT TO THE AGREEMENT TO PROVIDE AUTOMOTIVE PARTS AND ACCESSORIES AND RELATED PRODUCTS AND SERVICES (this"Eleventh Amendment")is made and entered into this 21 st of December 2022,by and between Advance Stores Company, Inc., a corporation doing business in North Carolina(the "Company"), and the City of Charlotte, a North Carolina municipal corporation(the "City"). Statement of Background and Intent A. The City of Charlotte and the Company entered into an Agreement for Automotive Parts and Accessories and Related Products and Services dated January 1, 2017 (the "Contract")pursuant to which the Company agreed to provide Automotive Parts and Accessories and Related Products and Services for the City of Charlotte. B. The parties amended the Contract with the First Amendment dated January 1, 2018 to incorporate price adjustments. C. The parties amended the Contract with the Second Amendment dated February 1,2018 to incorporate alternate sourcing systems with margin percentage above actual cost to Company. D. The parties amended the Contract with the Third Amendment dated September 1,2018 to incorporate federal contract terms and conditions. E. The parties amended the Contract with the Fourth Amendment dated January 1,2019 to incorporate price adjustments due to aluminum and steel tariffs and crude oil price increases. F. The parties amended the Contract with the Fifth Amendment dated January 1, 2020 to renew the contract for the first of two,two-year terms and incorporate unit price adjustments. G. The parties amended the Contract with the Sixth Amendment dated January 1,2021 to incorporate price adjustments and additional discounts on qualified heavy-duty automotive filters. H. The parties amended the Contract with the Seventh Amendment dated July 1, 2021 to incorporate price adjustments and the Domestic(U.S.)Procurement Preference clause. I. The parties amended the Contract with the Eighth Amendment dated January 1, 2022 to renew the contract for the second of two,two-year terms and incorporate unit price adjustments. J. The parties amended the Contract with the Ninth Amendment dated January 1,2022 to replace the Pricing Sheets and Commercial Non-Discrimination clause. K. The parties amended the Contract with the Tenth Amendment dated July 1, 2022 to replace the Pricing Sheets. ADVANCE STORES COMPANY,INC 1 AMENDMENT ELEVEN Contract#: 2017000280 Amendment#: 11 Vendor#:301178 L. The parties now desire to amend the Contract to make adjustments to unit pricing and to incorporate certain other changes. NOW, THEREFORE, in consideration of the mutual covenants and agreements contained herein,the parties hereby agree to the following: AGREEMENT 1. The terms of the Contract are restated by and incorporated into this Eleventh Amendment by reference. 2. Defined terms used in this Eleventh Amendment shall have the same meaning as are assigned to such terms in the Contract. 3. The Pricing Sheets in Exhibit A of the Contract are hereby modified due to the adjustments in the Retail List Price of the 2023 Price File for City of Charlotte / OMNIA Partners which are attached hereto as Exhibit A.3. The Discount Schedule remains the same for the life of the Contract. 4. Except to the extent specifically provided above,this amendment shall not be interpreted or construed as waiving any rights, obligations, remedies, or claims the parties may otherwise have under the Contract. 5. In all other respects and except as modified herein,the terms of the Contract shall remain in force and effect. [Signature Page Follows] ADVANCE STORES COMPANY,INC 2 AMENDMENT ELEVEN Contract#: 2017000280 Amendment#: 11 Vendor#:301178 IN WITNESS WHEREOF, and in acknowledgement that the parties hereto have read and understood each and every provision hereof, the parties have caused this Eleventh Amendment to be executed as of the date first written above. ADVANCED STORES COMPANY,INC.: CITY OF CHARLOTTE: CITY MANAGER'S OFFICE B BY: Todd Sanders(Dec 19,2022 14:29 EST) Y: (signature) (signature) PRINT NAME: Todd Sanders PRINT NAME: TITLE• SVP Strategic Accounts TITLE• DATE: December 19, 2022 DATE: ADVANCE STORES COMPANY,INC 3 AMENDMENT ELEVEN • CITY OF CHARLOTTE Digital Contract Routing Form Non-Encumbered Date Submitted: December 21, 2022 Submitted by: Lenore Bishop Submitter email:lenore.bishop@charlottenc.gov Contract#:2017000280 Amendment#:11 Contract Name: Automotive Parts and Accessories and Related Products and Services Vendor Legal Name:Advance Stores Company, Inc. Vendor#:301178 REQUIRED ATTACHMENT(S): Use the Paperclip icon to attach a full Contract Document Routing Packet for review by the authorized City individual with signature authority. The Routing Packet MUST include all required components per the direction provided at: The following signatures, once completed, shall be incorporated by reference into the contractual document identified above. City of Charlotte Low �aGQo Contract#:2017000280 Amendment#:9 Vendor#:301178 STATE OF NORTH CAROLINA COUNTY OF MECKLENBURG NINTH AMENDMENT TO THE AGREEMENT TO PROVIDE AUTOMOTIVE PARTS AND ACCESSORIES AND RELATED PRODUCTS AND SERVICES THIS NINTH AMENDMENT TO THE AGREEMENT TO PROVIDE AUTOMOTIVE PARTS AND ACCESSORIES AND RELATED PRODUCTS AND SERVICES(this"Ninth Amendment")is made and entered into this 1 st of January 2022,by and between Advance Stores Company,a corporation doing business in North Carolina (the "Company"), and the City of Charlotte, a North Carolina municipal corporation (the "City"). Statement of Background and Intent A. The City of Charlotte and the Company entered into an Agreement dated January 1, 2017 (the "Contract")pursuant to which the Company agreed to provide Automotive Parts and Accessories and Related Products and Services for the City of Charlotte. B. The parties amended the Contract with the First Amendment dated January 1, 2018 to incorporate price adjustments. C. The parties amended the Contract with the Second Amendment dated February 1,2018 to incorporate alternate sourcing systems with margin percentage above actual cost to Company. D. The parties amended the Contract with the Third Amendment dated September 1,2018 to incorporate federal contract terms and conditions. E. The parties amended the Contract with the Fourth Amendment dated January 1, 2019 to incorporate price adjustments due to aluminum and steel tariffs and crude oil price increases. F. The parties amended the Contract with the Fifth Amendment dated January 1, 2020 to renew the contract for the first of two,two-year terms and incorporate unit price adjustments. G. The parties amended the Contract with the Sixth Amendment dated January 1, 2021 to incorporate price adjustments and additional discounts on qualified heavy-duty automotive filters. H. The parties amended the Contract with the Seventh Amendment dated July 1, 2021 to incorporate price adjustments and the Domestic(U.S.)Procurement Preference clause. I. The parties amended the Contract with the Eighth Amendment dated January 1, 2022 to renew the contract for the second of two,two-year terms and incorporate unit price adjustments. J. The parties now desire to amend the Contract to incorporate price adjustments, modification to the Commercial Non-Discrimination clause and certain other changes. NOW, THEREFORE, in consideration of the mutual covenants and agreements contained herein,the parties hereby agree to the following: AGREEMENT 1. The terms of the Contract are restated by and incorporated into this Ninth Amendment by reference. ADVANCE STORES COMPANY,INC. AMENDMENT NINE 1 Contract#:2017000280 Amendment#:9 Vendor#:301178 2. Defined terms used in this Ninth Amendment shall have the same meaning as are assigned to such terms in the Contract. 3. The Pricing Sheets in Exhibit A of the Contract is hereby replaced in its entirety due to the adjustments in the 2022 Price File for City of Charlotte / OMNIA Partners which are attached hereto as Exhibit A.1. 4. Section 34 of the Contract ("Non-Discrimination") is hereby replaced in its entirety as provided below: REQUIRED BY CITY ORDINANCE: COMMERCIAL NON-DISCRIMINATION. Advance Stores Company, Inc. agrees to comply with the Non-Discrimination Policy set forth in Chapter 2, Article V of the Charlotte City Code, which is available for review at http://library.municode.com/index.aspx?clientId=19970 and incorporated herein by reference. Advance Stores Company, Inc. consents to be bound by the award of any arbitration conducted thereunder." 5. Except to the extent specifically provided above,this amendment shall not be interpreted or construed as waiving any rights, obligations, remedies, or claims the parties may otherwise have under the Contract. 6. In all other respects and except as modified herein,the terms of the Contract shall remain in force and effect. [Signature Page Follows] ADVANCE STORES COMPANY,INC. AMENDMENT NINE 2 Contract#:2017000280 Amendment#:9 Vendor#:301178 IN WITNESS WHEREOF, and in acknowledgement that the parties hereto have read and understood each and every provision hereof,the parties have caused this Ninth Amendment to be executed as of the date first written above. ADVANCE STORES COMPANY,INC. CITY OF CHARLOTTE: CITY MANAGER'S OFFICE Carey ��a�r�iAa�r BY: Casey 3 nni .gan(Nov 17, 21 1933 EST) BY: (signature) (signature) PRINT NAME: M. Casey Brannigan PRINT NAME: TITLE• SVP, Customer Engagement TITLE• DATE: November 10, 2021 DATE: ADVANCE STORES COMPANY,INC. AMENDMENT NINE, • CITY OF CHARLOTTE Digital Contract Routing Form Non-Encumbered Date Submitted: June 28, 2022 Submitted by: Genetta N. Carothers Submitter email:genetta.carothers@charlottenc.gov Contract#:2017000280 Amendment#:9 Contract Name: Automotive Parts and Accessories and Related Products and Services Vendor Legal Name:Advance Stores Company, Inc. Vendor#:301178 REQUIRED ATTACHMENT(S): Use the Paperclip icon to attach a full Contract Document Routing Packet for review by the authorized City individual with signature authority. The Routing Packet MUST include all required components per the direction provided at: The following signatures, once completed, shall be incorporated by reference into the contractual document identified above. City of Charlotte ,y:roaaea,oe2oaeoaaoaa3a.eaaeea _ DATE(IMIODNYM ACORn` CERTIFICATE 4F LIABILITY INSURANCE 1 11I71/2M] THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER- THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER- IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies)must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WANED. subject to the terms and conditions of the policy, certain policies may require an endorsement.. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). CONTACT PRODUCER NAME: Mysh LISA Inc. PHONE Ihree lams Center E-KA1L IMI East Cary Street,Suite 9W ADDRESS kfiinotld,VA 23219 INSURER(NAFFORD NO COVEPA CAE NAIC S Ann.AdvameStores.CertRequeslomrsh.Lrom CNIO3091912 GN 4GAWL)5-21 22 INSURER A:ACI: American 1rrsllarw C crripairr4, fr r NS REO INSURER 9:YA Pr(A Ad35 tce Stores Company Incorporated E-NMbrook Road INSURER C= yee AAIIdiLN:Ir.,II Pak-Sh.NC 2 M04 iN SURER o INSUA ERE NISURER F COVERAGES CERTIFICATE NUMBER REVISION NUMBER: THIS 11 TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN I-11UED TO THE IN�.LIR=D NAVEC+ABOVE FOR TrtlE POLICY PER.OD INDICATED NOTWITHSTANDING ANY REQUIREMENT, TERA OR C04DIT10t4 OF ANY CONTRACT OR OTHER CI!•C.AIENT 100TH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POL.ICPES DE0CR4BED HEREIN IS L;BJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES LIMIT'S SHOWN 41AY HAVE BEEN REDU'CEO BY PAID CL .NN,i , INSR ADDL&U POLICY OL'EFF PICY EN;P LIt111T'S TYPE OF INIVRANCE POLICY NUAABER A X COMMERCIAL GENERAL LM.BILrTY XS-11:T24t143441.5iq„Q]C' C AMS-MAZE U'..GV'n �REhIr5E9 WEr*eti_e i 1,5QQ,IlOt) X. c "a red P(:crtI3n wo00 4.0E)EXP •r;tee c'r kX i GEkt AGGREGITE LIM T APPLIES PER ;EwE Rh_hGu 1,RE 10,00D.90C X POLCY❑ PRO- ❑ c ,C{ {T S-Cfx'F-C'P'AC❑ i 3.500 0110 SECT i C p, AUTOUCQ ELIABIUTY >�,- -';. I'� I rN`x ��. _=I,tl'c ME"J�atNc]LE LIi�AIT i 5,OD- ANY L�17C . - .a �rkMer.t'� Y, AUfTO -:NL."INJLF.)' P:r ncr" i ON►VED SCHED+ULPC ci�D IN.,UR'" Per 3cc.0- r f AUTOS ONLY AUTOS i HRED x NON-ahNED PAR-'P ER Ty'Af.LhC.E i A:ITGS ONLY AUTOS ONLY i UYB' IALWB C{.Ol.n c1,_;.•':.•C.C.i.IRI�EN'CE i EkCE13 UA8 CL1V'J'S-I.tile wa�'�REIak-F i DE. RETENTICN Ii. 1. MIORKEAb 0041PE]l&AT10N r .,DI ).1 'I',., I. u,.I I.,,:1 or_ AND EMPLOYER&'UABLITY 3Th'-ATE E?Z f N AVYP R�PQES OR=ARTNEe.L.EAGH AGC 10'E:NT 1 I)7CJ O(kJ CF-,C,E4f.rD.r6ERE7rCLUDED- N A (Mandatory In NH) E.L. Eh EMPLOYS AYE E i 1 I "EI WO r�e oexrne vfder IrY i I,oPOIIOU CESCRIPTION 0=OP£R.ITIONS bet,, - _ "Ei-.E•�,. txlMaT pE&CRIPTION OF OPERATK*U r LOCATION& VEHICLES tACORD IOI.Addiborai RerraO,Sohediu o.may Ga attaahod tl man c,pmm Ic roqutadl x,,Con1w.1 runtef 2011t)0 M 9. Cty W Cllatgtk 61rtU1lOed as an Ab1&)OFi.31 trLVlee d5 reSpMLS W GCI'IClal 1 IatNlly a'11 NJdifrNlGlk''i IiN:Mlty''WhM.YI?flpl�lJt1'+]t1)''M1IIr!rl Crlrlydll;l IAI a!)rI:M'hM?rl,. CERTIFICATE HOLDER CANCELLATION City olCharilme SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE DepiwwwntdGmwalSmxes THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN CIyRacuenem ACCORDANCE WITH THE POLICY PROVISIONS, Goo East rMo t Street ChabOe.11C mot 2'B50 ANATIMDRL2ED REPitE aENTAME ow-e wle 2;e'.V"V else. J 1988-2016 ACORD CORPORATION. All rights rese ACORD 25(2016/03) The ACORD naune and logo are registered marks of ACORD AGENCY CUSTOMER ID. CN103091922 Orat1 LdC q: Richmond ACOR[]'` ADDITIONAL REMARKS SCHEDULE Page ? of NAMED INSURED Matsu USA fl[ Advalce Stores Company,rWperatcd POLICY NUMBER 2635 E miluotlt Road RJV*91 NC 21G01 CARRIER NAIC COOS EFFECTIVE DATE ADDITIONAL REMARKS THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER: - FORM TITLE: Certificate of Liability Insurance Work,3v Compawalm PGkles, Potty NurW WE RCG 192M IJWS) Carrier I oWITInty rWawe Cw p M of N01M ATerta(%AIC t 3515) 1 leme Dale 00112021 "aWn Dale 0GAII7022 i—Wv NI IM SCf CG1822891(WII Ca'ler ACE I Ire U.Mw in s Ins_Co.(NNC 20107) E faihv D4*06I01=1 spraWv Dale 060112072 N XW VARCG187781A W.MA) CarlVet ACE Altetltan nl9rar Ce Cotnpanf(NUC 27GG7) Item Dap 0 10112071 EspraDMDap OUIF 022 110"Nu"w WCUC1W822IN(CA I I.GA NC,IA,VA) Canter ACE Alnenon Lit 3rxe CwpaTq!MNC 22+6G1) E fechm Pale D6N1RU71 111192111171 Da*0GI0112022 ;R f150.0D0 '3j NXW WCUCG►82293G(Oli) -Wier ACE Aaencan IMIance CWrPN7 NNAIC 22C61► eme Daiet 0w120f11 tplaoon Dale 0GRl=2 SIR L`0IZO .I ACORD 101 (2008,101) ©2008 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD Contract#:2017000280 Amendment#:8 Vendor#:301178 STATE OF NORTH CAROLINA COUNTY OF MECKLENBURG EIGHTH AMENDMENT TO THE AGREEMENT TO PROVIDE AUTOMOTIVE PARTS AND ACCESSORIES AND RELATED PRODUCTS AND SERVICES THIS EIGHTH AMENDMENT TO THE AGREEMENT TO PROVIDE AUTOMOTIVE PARTS AND ACCESSORIES AND RELATED PRODUCTS AND SERVICES (this `Eighth Amendment") is made and entered into this 1 st of January 2022,by and between Advance Stores Company,a corporation doing business in North Carolina(the"Company"),and the City of Charlotte,a North Carolina municipal corporation (the "City"). Statement of Background and Intent A. The City of Charlotte and the Company entered into an Agreement dated January 1, 2017 (the "Contract")pursuant to which the Company agreed to provide Automotive Parts and Accessories and Related Products and Services for the City of Charlotte. B. The parties amended the Contract with the First Amendment dated January 1, 2018 to incorporate price adjustments. C. The parties amended the Contract with the Second Amendment dated February 1,2018 to incorporate alternate sourcing systems with margin percentage above actual cost to Company. D. The parties amended the Contract with the Third Amendment dated September 1,2018 to incorporate federal contract terms and conditions. E. The parties amended the Contract with the Fourth Amendment dated January 1, 2019 to incorporate price adjustments due to aluminum and steel tariffs and crude oil price increases. F. The parties amended the Contract with the Fifth Amendment dated January 1, 2020 to renew the contract for the first of two,two-year terms and incorporate unit price adjustments. G. The parties amended the Contract with the Sixth Amendment dated January 1, 2021 to incorporate price adjustments and additional discounts on qualified heavy-duty automotive filters. H. The parties amended the Contract with the Seventh Amendment dated July 1, 2021 to incorporate price adjustments and the Domestic(U.S.)Procurement Preference clause. I. The parties now desire to amend the Contract to extend the Term of the Contract by the second of two (2)two-year renewal terms and to incorporate certain other changes. NOW, THEREFORE, in consideration of the mutual covenants and agreements contained herein,the parties hereby agree to the following: AGREEMENT 1. The terms of the Contract are restated by and incorporated into this Eighth Amendment by reference. 2. Defined terms used in this Eighth Amendment shall have the same meaning as are assigned to such terms in the Contract. ADVANCE STORES COMPANY,INC. AMENDMENT EIGHT Contract#:2017000280 Amendment#:8 Vendor#:301178 3. This Eighth Amendment extends the Term of the Contract by the second of two(2)two-year renewal terms to expire on December 31, 2023. 4. Except to the extent specifically provided above,this amendment shall not be interpreted or construed as waiving any rights, obligations, remedies, or claims the parties may otherwise have under the Contract. 5. In all other respects and except as modified herein,the terms of the Contract shall remain in force and effect. [Signature Page Follows] ADVANCE STORES COMPANY,INC. 2 AMENDMENT EIGHT Contract#:2017000280 Amendment#:8 Vendor#:301178 IN WITNESS WHEREOF, and in acknowledgement that the parties hereto have read and understood each and every provision hereof,the parties have caused this Eighth Amendment to be executed as of the date first written above. ADVANCE STORES COMPANY,INC. CITY OF CHARLOTTE: CITY MANAGER'S OFFICE BY: / BY: (signatur (signature) PRINT NAME: Mire Qel Casey 8raV11414av\ PRINT NAME: TITLE: SUP, Cy.S�vrner CnJ Q emgvt- TITLE: DATE: Sep G I DATE: ADVANCE STORES COMPANY,INC. 3 AMENDMENT EIGHT • CITY OF CHARLOTTE Digital Contract Routing Form Non-Encumbered Date Submitted: September 27, 2021 Submitted by: Genetta N. Carothers Submitter email:genetta.carothers@charlottenc.gov Contract#:2017000280 Amendment#:8 Contract Name: Automotive Parts and Accessories and Related Products and Services Vendor Legal Name:Advance Stores Company, Inc. Vendor#:301178 REQUIRED ATTACHMENT(S): Use the Paperclip icon to attach a full Contract Document Routing Packet for review by the authorized City individual with signature authority. The Routing Packet MUST include all required components per the direction provided at: The following signatures, once completed, shall be incorporated by reference into the contractual document identified above. City of Charlotte ,y:roaaea,oe2oaeoaaoaa3a.eaaeea AC"R" CERTIFICATE OF LIABILITY INSURANCE 7(MMIDDIYYYYl THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S).. AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy. certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT Marsh USA Inc. NAME. PHONE Three James Center 1AIC,No.Extiac No 1051 East Cary Street,Suite 900 E-MAIL Richmond,VA 23219 ADDRESS: Attn:AdvanceStores.CertRequest@marsh.com INSURER(S)AFFORDING COVERAGE NAIC tt CN103091922••GAWC•21.22 INSURER A:ACE American Insurance Company 2266 INSURED INSURER B:See Additional Page Advance Stores Company,Incorporated and Advance Auto Parts,Inc. INSURER C: 2635 E.Millbrook Road INSURER D: Raleigh,NC 27604 INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER: CLE 006788108 01 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. WL R TYPE OF INSURANCE POLICY NUMBER M LI Y YFYFY M POLICY YYP LIMITS A X COMMERCIAL GENERAL LIABILITY XSLG72484344 0610112021 0610112022 EACHOCCURRENCE b 1,500,000 DAMAGE TO RENTFU_ CLAIMS-MADE FI OCCUR PREMISES Ea oocurrencel $ 1,500,000 X Self-Insured Retention 500,000 MED EXP(Any one person) b PERSONAL a ADV INJURY $ 1,500,000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ 10,000,000 POLICY PRO. X JECT LOC PRODUCTS-COMP/OP AGG $ 3,500,000 OTHER $ A AUTOMOBILE LIABILITY ISAH25547536 0610112021 0610112022 COMBINED SINGLE LIMIT $ 5,000,000 IF,accident X ANY AUTO BODILY INJURY(Per person) 5 OWNED SCHEDULED BODILY INJURY(Per accident) $ AUTOS ONLY AUTOS X HIRED X NON-OWNED PROPERTY DAMAGE $ AUTOS ONLY AUTOS ONLY Per acaderti a UMBRELLA LIAB OCCUR EACH OCCURRENCE $ EXCESS LIAB CLAIMS-MADE AGGREGATE b DED I I RETENTIONS $ B WORKERS COMPENSATION SEE ADDITIONAL A 6� T X AND EMPLOYERS'LIABILITY STATUTE ER ANYPROPRIETOR/PARTNER/EXECUTIVE Y 7 N EJ_.EACH ACCIDENT s 1,000,000 OFFICERIMEMBEREXCLUDED? NN NIA (Mandatory In NH) E.L.DISEASE-EA EMPLOYEE $ 1,000,000 11 yes,describe under 1,000,000 DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT S DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES (ACORD 101,Additional Remarks Schedule,may be attached if more space is required) RE Contract Amendment 2017000280-8 City of Charlotte,NC is included as additional insured where required by written contract with respect to general liability and automobile liability. CERTIFICATE HOLDER CANCELLATION City of Charlotte,NC SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE Genetta N Carothers,A.P.P.;CLGPO THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN CCPA Program Administrator ACCORDANCE WITH THE POLICY PROVISIONS. General Services•City Procurement 600 East 41h Street 2nd Floor Charlotte,NC 28202 AUTHORIZED REPRESENTATIVE €i 1988-2016 ACORD CORPORATION. All rights reserved. ACORD 25(2016/03) The ACORD name and logo are registered marks of ACORD AGENCY CUSTOMER ID: CN103091922 LOC III: Richmond AC")?" ADDITIONAL REMARKS SCHEDULE Page 2 of 2 Ilki AGENCY NAMEDINSURED Marsh USA Inc Advance Stores Company,Incorporated and Advance Auto Parts,Inc POLICY NUMBER 2635 E Millbrook Road Raleigh,NC 27604 CARRIER NAIL CODE EFFECTIVE DATE ADDITIONAL REMARKS THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER: 25 FORM TITLE: Certificate of Liability Insurance Nnrker, Compensation Pdicies I'ohcy Number:WLRC67822857(AOSI Carrier.Indemnity Insurance Company of North America(NAIC 43575) E'fective Date:061011021 Expiration Date:06-01,2022 Policy Number.SCFC67822B94(WI) Carrier ACE Fire Underwnters Ins.Co (NAIC 20702) E'feclive Date:0601 2021 Expiration Date:0601,2022 Policy Number WLRC6782281A(AZ,MA) Carrier.ACE American Insurance Company(NAIC 22667) E'fechve Date.0601,2021 Expiration Date:06,01,2022 Policy Number WCUC67822778(CA,FL,GA,NC,PA,VA) Carner.ACE American Insurance Company(NAIC 22667) EHectve Date:0601 2021 Expiration Date.0601 2022 SIR,$750,000 Policy Number WCUC67B22936(OH) Carrier.ACE American Insurance Company(NAIC 22667) E'feclwe Date:0601 2021 Expiration Date:06,01 2022 SIR,$500,000 ACORD 101 (2008/01) 2008 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD • CITY OF H A R LOT T E Digital Contract Routing Form Non-Encumbered Date Submitted: June 21, 2021 Submitted by: Genetta N. Carothers Submitter email:genetta.carothers@charlottenc.gov Contract#:2017000280 Amendment#:7 Contract Name: Automotive Parts and Accessories and Related Products and Services Vendor Legal Name:Advance Stores Company, Inc. Vendor#:301178 REQUIRED ATTACHMENT(S): Use the Paperclip icon to attach a full Contract Document Routing Packet for review by the authorized City individual with signature authority. The Routing Packet MUST include all required components per the direction provided at: The following signatures, once completed, shall be incorporated by reference into the contractual document identified above. City of Charlotte LAO Contract#:2017000280 Amendment#:7 Vendor#:301178 STATE OF NORTH CAROLINA COUNTY OF MECKLENBURG SEVENTH AMENDMENT TO THE AGREEMENT TO PROVIDE AUTOMOTIVE PARTS AND ACCESSORIES AND RELATED PRODUCTS AND SERVICES THIS SEVENTH AMENDMENT TO THE AGREEMENT TO PROVIDE AUTOMOTIVE PARTS AND ACCESSORIES AND RELATED PRODUCTS AND SERVICES (this "Seventh Amendment') is made and entered into this 1st of July 2021, by and between Advance Stores Company, Inc., a corporation doing business in North Carolina (the "Company"), and the City of Charlotte, a North Carolina municipal corporation(the "City"). Statement of Background and Intent A. The City of Charlotte and the Company entered into an Agreement for automotive parts and accessories and related products and services dated January 1,2017(the"Contract')pursuant to which the Company agreed to provide automotive parts and accessories and related products and services for the City of Charlotte. B. The parties amended the Contract with the First Amendment dated January 1, 2018 to incorporate price adjustments. C. The parties amended the Contract with the Second Amendment dated February 1,2018 to incorporate alternate sourcing systems with margin percentage above actual cost to Company. D. The parties amended the Contract with the Third Amendment dated September 1,2018 to incorporate federal contract terms and conditions. E. The parties amended the Contract with the Fourth Amendment dated January 1, 2019 to incorporate price adjustments due to aluminum and steel tariffs and crude oil price increases. F. The parties amended the Contract with the Fifth Amendment dated January 1, 2020 to renew the contract for the first of two,two-year terms and incorporate unit price adjustments. G. The parties amended the Contract with the Sixth Amendment dated January 1, 2021 to incorporate price adjustments and additional discounts on qualified heavy duty automotive filters. H. The parties now desire to amend the Contract to incorporate price adjustments and certain other changes. NOW, THEREFORE, in consideration of the mutual covenants and agreements contained herein, the parties hereby agree to the following: AGREEMENT 1. The terms of the Contract are restated by and incorporated into this Seventh Amendment by reference. 2. Defined terms used in this Seventh Amendment shall have the same meaning as are assigned to such terms in the Contract. 3. The City consents to allow the Company to adjust unit prices for categories including but not limited to batteries,belts and hoses,brake pads,chassis,drums and rotors,filters,heavy duty accessories,oil, starters and alternators,and heavy duty drums offered in the Exhibit A—Price Adjustments for 2021, ADVANCE STORES COMPANY,INC. 1 AMENDMENT SEVEN Contract#:2017000280 Amendment#:7 Vendor#:301178 due to tariffs and escalation in material costs. This adjustment makes the aggregate increase of 6.27% more than the pricing originally allowed in the current year of the Contract. 4. Exhibit E of the Contract("Federal Contract Terms and Conditions")is hereby appended as follows: 7. Domestic(U.S.)Procurement Preference.Advance Stores Company,Inc. should,to the greatest extent practicable, purchase, acquire, or use goods,products, or materials produced in the United States (including, but not limited to iron, aluminum, steel, cement, and other manufactured products).For purposes of this clause,(i)"produced in the United States"means, for iron and steel products, that all manufacturing processes, from the initial melting stage through the application of coatings, occurred in the United States, and (ii) "manufactured products" means items and construction materials composed in whole or in part of non-ferrous materials such as aluminum; plastics and polymer-based products such as polyvinyl chloride pipe; aggregates such as concrete; glass, including optical fiber; and lumber. 5. Except to the extent specifically provided above,this amendment shall not be interpreted or construed as waiving any rights, obligations, remedies, or claims the parties may otherwise have under the Contract. 6. In all other respects and except as modified herein,the terms of the Contract shall remain in force and effect. [Signature Page Follows] ADVANCE STORES COMPANY,INC. 2 AMENDMENT SEVEN Contract#:2017000280 Amendment#:7 Vendor#:301178 IN WITNESS WHEREOF, and in acknowledgement that the parties hereto have read and understood each and every provision hereof, the parties have caused this Seventh Amendment to be executed as of the date first written above. ADVANCE STORES COMPANY,INC. CITY OF CHARLOTTE: CITY MANAGER'S OFFICE BY: 6"W1 adra''Xdr BY: (signature) (signature) PRINT NAME: Anthony A. Iskander PRINT NAME: TITLE: SVP Finance & Treasurer TITLE• DATE: June 15, 2021 DATE: ADVANCE STORES COMPANY,INC. 3 AMENDMENT SEVEN Contr act#:2017000280 Amendment#:6 Vendor#:301178 STATE OF NORTH CAROLINA COUNTY OF MECKLENBURG SIXTH AMENDMENT TO THE AGREEMENT TO PROVIDE AUTOMOTIVE PARTS AND ACCESSORIES AND RELATED PRODUCTS AND SERVICES THIS SIXTH AMENDMENT TO THE AGREEMENT TO PROVIDE AUTOMOTIVE PARTS AND ACCESSORIES AND RELATED PRODUCTS AND SERVICES (this Sixth Amendment") is made and entered into this 11 day of January 2021, by and between Advance Stores Company, Inc., a corporation doing business in North Carolina (the "Company"), and the City of Charlotte, a North Carolina municipal corporation (the "City"). Statement of Background and Intent A. The City of Charlotte and the Company entered into an Agreement dated January 1, 2017 (the "Contract") pursuant to which the Company agreed to provide Automotive Parts and Accessories and Related Products and Services for the City of Charlotte. B. The City and the Company agreed to amend the original Contract with the First Amendment dated January 1, 2018 to incorporate price adjustments. C. The City and the Company agreed to amend the original Contract with the Second Amendment dated February 1, 2018 to incorporate alternate sourcing systems with margin percentage above actual cost to Company. D. The City and the Company agreed to amend the original Contract with the Third Amendment dated September 1, 2018 to incorporate federal contract terms and conditions. E. The City and the Company agreed to amend the original Contract with the Fourth Amendment dated January 1, 2019 to incorporate unit price adjustments due to aluminum and steel tariffs and crude oil prices increases. F. The City and the Company agreed to amend the original Contract with the Fifth Amendment dated January 1, 2020 to renew the contract for the first of two, two year-terms and incorporate unit price adjustments. G. The parties now desire to amend the Contract to incorporate adjustments to unit pricing. NOW, THEREFORE, in consideration of the mutual covenants and agreements contained herein, the parties hereby agree to the following: AGREEMENT 1. The terms of the Contract are restated by and incorporated into this Sixth Amendment by reference. 2. Defined terms used in this Sixth Amendment shall have the same meaning as are assigned to such terms in the Contract. 3. This Sixth Amendment incorporates unit price adjustments as specified in Exhibit A and becomes effective on January 1, 2021. 4. This Sixth Amendment incorporates an additional five percent (5%) discount off retail list price for public agencies who purchase $120,000 or more of heavy duty automotive filters per year. 5. Except to the extent specifically provided above, this amendment shall not be interpreted or construed as waiving any rights, obligations, remedies, or claims the parties may otherwise have under the Contract. Advance Stores Company. Inc. January 1, 2021 Amendment Six Contract#:2017 000 280 Amendment#:6 Vendor#:301178 6. In all other respects and except as modified herein, the terms of the Contract shall remain in force and effect. [Signature Page Follows] Advance Stores Company. Inc. January 1, 2021 Amendment Six 2 Contract#:2017000280 Amendment#:6 Vendor#:301178 IN WITNESS WHEREOF, and in acknowledgement that the parties hereto have read and understood each and every provision hereof,the parties have caused this Sixth Amendment to be executed as of the date first written above. ADVANCE STORES COMPANY, INC. CITY OF CHARLOTTE: CITY MANAGER'S OFFICE OFFICE/DEPARTMENTIDIVISION _CI P..__ ICY: ra;e Rranr:��n rn+ovu. zf31o: 8 e5n BY: (signature) (signature) PRINT NAME: Casey Brannigan PRINT NAME: SVP/Professional customer Engagement TITLE; TITLE: DATE: Nov 11,2020 DATE: I Advance Stores Company, Inc. January 1, 2021 Amendment Six 3 • len CITY OF CHARLOTTE Digital Contract Routing Form Non-Encumbered Date Submitted: December 02, 2020 Submitted by: Genetta N. Carothers Submitter email:gcarothers@charlottenc.gov Contract#:2017000280 Amendment#:6 Contract Name: Automotive Parts and Accessories and Related Products and Services Vendor Legal Name: Advance Stores Company, Inc. Vendor#:301178 REQUIRED ATTAC H ME NT(S): Use the Paperclip icon to attach a full Contract Document Routing Packet for review by the authorized City individual with signature authority. The Routing Packet MUST include all required components per the direction provided at: https://cnet/kbus/fina nce/Finance/pm/P ages/C ontract-Review.asp x The following signatures, once completed, shall be incorporated by reference into the contractual document identified above. City of Charlotte EXHIBIT A PRICE ADJUSTMENTS FOR 2021 ADVANCE AUTO PARTS DISCOUNT SCHEDULE-EFFECTIVE JANUARY 1-DECEMBER 31 2021 PRODUCT GROUP PRODUCT DEPARTMENT PRODUCT CLASS PRODUCT SUBCLASS DISCOUNT OFF RETAIL BATTERIES BATTERY ACCESSORIES CHARGERS,TERMINALS,CABLES -33% BATTERIES AUTOMOTIVE BATTERIES PREMIUM(PLATINUM) -33% BATTERIES AUTOMOTIVE BATTERIES BEST(GOLD) -33% BATTERIES AUTOMOTIVE BATTERIES BETTER(SILVER) -33% BATTERIES AUTOMOTIVE BATTERIES GOOD(AUTOMOTIVE) -33% AUTOMOTIVE BATTERIES,CHARGERS,TERMINALS,CABLES, BATTERIES OTHER BATTERIES SPECIALTY,FARM,GOLD,LAWN&GARDEN,MARINE,POWER -33% SPORTS WHEELCHAIR BATTERIES SPECIALTY BATTERIES -33% AIR FILTERS CABIN AIR FILTERS PREMIUM -25% AIR FILTERS CABIN AIR FILTERS STANDARD -25% AIR FILTERS CABIN AIR FILTERS ECONOMY -25% AIR FILTERS PREMIUM GRADE AIR FILTERS -65% AIR FILTERS PERFORMANCE AIR FILTERS -65% AIR FILTERS STANDARD GRADE AIR FILTERS -57% AIR FILTERS ECONOMY GRADE AIR FILTERS -65% OIL FILTERS PREMIUM GRADE OIL FILTERS -65% OIL FILTERS PERFORMANCE OIL FILTERS -65% OIL FILTERS STANDARD GRADE OIL FILTERS -65% OIL FILTERS ECONOMY GRADE OIL FILTERS -45% OTHER FILTERS FUEL FILTERS -65% MISCELLANEOUS FILTERS AGRICULTURAL,PCV VALVES& 8% BREATHER OTHER FILTERS TRANSMISSION FILTERS -65% OTHER FILTERS FILTER ACCESSORIES -65% BRAKES-DRUMS AND ROTORS BRAKE ROTORS&DRUMS Rotors Brake Rotors Specialty -35% BRAKES-DRUMS AND ROTORS BRAKE ROTORS&DRUMS Rotors Brake Rotors Better -35% BRAKES-DRUMS AND ROTORS BRAKE ROTORS&DRUMS Rotors Brake Rotors-Frontline -45% BRAKES-DRUMS AND ROTORS BRAKE ROTORS&DRUMS Drums Brake Drums Better -35% BRAKES-HARDWARE BRAKE HARDWARE BRAKE COMPONENTS WEAR SENSORS -35% BRAKES-HARDWARE BRAKE HARDWARE BRAKE LINES -35% BRAKES-HYDRAULICS BRAKE HYDRAULICS Brake Calipers -35% BRAKES-HYDRAULICS BRAKE HYDRAULICS BRAKE HOSES,MASTER CYLINDERS,CABLES -35% BRAKES-HYDRAULICS BRAKE BOOSTERS Brake Booster -35% BRAKES-FRICTION,PADS&SHOES BRAKE PADS Brake Pads Premium -35% BRAKES-FRICTION,PADS&SHOES BRAKE PADS Brake Pads Best -35% BRAKES-FRICTION,PADS&SHOES BRAKE PADS Brake Pads Better -35% BRAKES-FRICTION,PADS&SHOES BRAKE PADS BRAKE PADS GOOD -35% 4 EXHIBIT A PRICE ADJUSTMENTS FOR 2021 ADVANCE AUTO PARTS DISCOUNT SCHEDULE-EFFECTIVE JANUARY 1-DECEMBER 31 2021 DISCOUNT PRODUCT GROUP PRODUCT DEPARTMENT PRODUCT CLASS PRODUCT SUBCLASS OFF RETAIL BRAKES FRICTION,PADS&SHOES BRAKE SHOES Brake Shoes Best 35% PAINT&CHEMICALS GENERAL PURPOSE 8% PAINT&CHEMICALS PAINT&BODY REPAIR CHEMICALS 8% PAINT&CHEMICALS BULK&PROFESSIONAL 8% PAINT&CHEMICALS TOUCH UP -8% PAINT&CHEMICALS SPECIALTY PAINT -8% PAINT&CHEMICALS PRIMER 8% PAINT&CHEMICALS PAINT COATINGS 8% PAINT&CHEMICALS MISCELLANEOUS PAINT 8% PAINT&CHEMICALS COMMERCIAL PAINT 8% BODY REPAIR/TOOLS TAPE&ADHESIVES -8% BODY REPAIR/TOOLS ABRASIVES -35% BODY REPAIR/TOOLS BODY FILLERS -35% BODY REPAIR/TOOLS SPECIALTY REPAIR -35% BODY REPAIR/TOOLS BODY TOOLS/ACCESSORIES -35% BODY REPAIR/TOOLS FIBERGLASS REPAIR -35% BODY REPAIR/TOOLS BODY TRIM&MOLDING -35% BODY REPAIR/TOOLS WEATHERSTRIPPING -35% BODY REPAIR/TOOLS COMMERCIAL BODY REPAIR -35% IGNITION/EMISSION-AIR INJECTION&02 SENSORS OXYGEN SENSORS DIRECT FIT -34% IGNITION/EMISSION-AIR INJECTION&02 SENSORS OXYGEN SENSORS UNIVERSAL -34% IGNITION/EMISSION-AIR INJECTION&02 SENSORS AIR INJECTION SYSTEM SMOG&VACUUM PUMPS 34% IGNITION/EMISSION-ELECTRICAL COMPONENTS ENGINE COMPUTER CONTROLS 15% IGNITION/EMISSION-ELECTRICAL COMPONENTS VOLTAGE REGULATORS 15% IGNITION/EMISSION-ELECTRICAL COMPONENTS SWITCHES&RELAYS 18% IGNITION/EMISION-EMISSION SENSORS&VALVES SENSORS,VALVES&TRANSMITTERS Valves,TPMS 22% IGNITION/EMISSION-FUEL INJECTION COMPONENTS FUEL INJECTION PARTS 15% IGNITION/EMISSION-FUEL SYSTEMS CARBURETORS 15% IGNITION/EMISSION-FUEL SYSTEMS FUEL PUMPS 15% IGNITION/EMISSION-FUEL SYSTEMS GAS TANKS 15% IGNITION/EMISSION-IGNITION COMPONENTS IGNITION CAPS&ROTORS 15% IGNITION/EMISSION-IGNITION COMPONENTS IGNITION COILS&MODULES 18% IGNITION/EMISSION-IGNITION COMPONENTS DISTRIBUTORS 10% IGNITION/EMISSION-WIRE WIRESETS/COIL BOOTS -20°% 5 EXHIBIT A PRICE ADJUSTMENTS FOR 2021 ADVANCE AUTO PARTS DISCOUNT SCHEDULE-EFFECTIVE JANUARY 1-DECEMBER 31 2021 PRODUCT GROUP PRODUCT DEPARTMENT PRODUCT CLASS PRODUCT SUBCLASS DISCOUNT OFF RETAIL BATTERIES BATTERY ACCESSORIES CHARGERS,TERMINALS,CABLES -33% BATTERIES AUTOMOTIVE BATTERIES PREMIUM(PLATINUM) -33% BATTERIES AUTOMOTIVE BATTERIES BEST(GOLD) -33% BATTERIES AUTOMOTIVE BATTERIES BETTER(SILVER) -33% BATTERIES AUTOMOTIVE BATTERIES GOOD(AUTOMOTIVE) -33% AUTOMOTIVE BATTERIES,CHARGERS,TERMINALS,CABLES, BATTERIES OTHER BATTERIES SPECIALTY,FARM,GOLD,LAWN&GARDEN,MARINE,POWER -33% SPORTS WHEELCHAIR BATTERIES SPECIALTY BATTERIES -33% AIR FILTERS CABIN AIR FILTERS PREMIUM -25% AIR FILTERS CABIN AIR FILTERS STANDARD -25% AIR FILTERS CABIN AIR FILTERS ECONOMY -25% AIR FILTERS PREMIUM GRADE AIR FILTERS -65% AIR FILTERS PERFORMANCE AIR FILTERS -65% AIR FILTERS STANDARD GRADE AIR FILTERS -57% AIR FILTERS ECONOMY GRADE AIR FILTERS -65% OIL FILTERS PREMIUM GRADE OIL FILTERS -65% OIL FILTERS PERFORMANCE OIL FILTERS -65% OIL FILTERS STANDARD GRADE OIL FILTERS -65% OIL FILTERS ECONOMY GRADE OIL FILTERS -45% OTHER FILTERS FUEL FILTERS -65% MISCELLANEOUS FILTERS AGRICULTURAL,PCV VALVES& 8% BREATHER OTHER FILTERS TRANSMISSION FILTERS -65% OTHER FILTERS FILTER ACCESSORIES -65% BRAKES-DRUMS AND ROTORS BRAKE ROTORS&DRUMS Rotors Brake Rotors Specialty -35% BRAKES-DRUMS AND ROTORS BRAKE ROTORS&DRUMS Rotors Brake Rotors Better -35% BRAKES-DRUMS AND ROTORS BRAKE ROTORS&DRUMS Rotors Brake Rotors-Frontline -45% BRAKES-DRUMS AND ROTORS BRAKE ROTORS&DRUMS Drums Brake Drums Better -35% BRAKES-HARDWARE BRAKE HARDWARE BRAKE COMPONENTS WEAR SENSORS -35% BRAKES-HARDWARE BRAKE HARDWARE BRAKE LINES -35% BRAKES-HYDRAULICS BRAKE HYDRAULICS Brake Calipers -35% BRAKES-HYDRAULICS BRAKE HYDRAULICS BRAKE HOSES,MASTER CYLINDERS,CABLES -35% BRAKES-HYDRAULICS BRAKE BOOSTERS Brake Booster -35% BRAKES-FRICTION,PADS&SHOES BRAKE PADS Brake Pads Premium -35% BRAKES-FRICTION,PADS&SHOES BRAKE PADS Brake Pads Best -35% BRAKES-FRICTION,PADS&SHOES BRAKE PADS Brake Pads Better -35% BRAKES-FRICTION,PADS&SHOES BRAKE PADS BRAKE PADS GOOD -35% 4 EXHIBIT A PRICE ADJUSTMENTS FOR 2021 ADVANCE AUTO PARTS DISCOUNT SCHEDULE-EFFECTIVE JANUARY 1-DECEMBER 31 2021 DISCOUNT PRODUCT GROUP PRODUCT DEPARTMENT PRODUCT CLASS PRODUCT SUBCLASS OFF RETAIL BRAKES FRICTION,PADS&SHOES BRAKE SHOES Brake Shoes Best 35% PAINT&CHEMICALS GENERAL PURPOSE 8% PAINT&CHEMICALS PAINT&BODY REPAIR CHEMICALS 8% PAINT&CHEMICALS BULK&PROFESSIONAL 8% PAINT&CHEMICALS TOUCH UP -8% PAINT&CHEMICALS SPECIALTY PAINT -8% PAINT&CHEMICALS PRIMER 8% PAINT&CHEMICALS PAINT COATINGS 8% PAINT&CHEMICALS MISCELLANEOUS PAINT 8% PAINT&CHEMICALS COMMERCIAL PAINT 8% BODY REPAIR/TOOLS TAPE&ADHESIVES -8% BODY REPAIR/TOOLS ABRASIVES -35% BODY REPAIR/TOOLS BODY FILLERS -35% BODY REPAIR/TOOLS SPECIALTY REPAIR -35% BODY REPAIR/TOOLS BODY TOOLS/ACCESSORIES -35% BODY REPAIR/TOOLS FIBERGLASS REPAIR -35% BODY REPAIR/TOOLS BODY TRIM&MOLDING -35% BODY REPAIR/TOOLS WEATHERSTRIPPING -35% BODY REPAIR/TOOLS COMMERCIAL BODY REPAIR -35% IGNITION/EMISSION-AIR INJECTION&02 SENSORS OXYGEN SENSORS DIRECT FIT -34% IGNITION/EMISSION-AIR INJECTION&02 SENSORS OXYGEN SENSORS UNIVERSAL -34% IGNITION/EMISSION-AIR INJECTION&02 SENSORS AIR INJECTION SYSTEM SMOG&VACUUM PUMPS 34% IGNITION/EMISSION-ELECTRICAL COMPONENTS ENGINE COMPUTER CONTROLS 15% IGNITION/EMISSION-ELECTRICAL COMPONENTS VOLTAGE REGULATORS 15% IGNITION/EMISSION-ELECTRICAL COMPONENTS SWITCHES&RELAYS 18% IGNITION/EMISION-EMISSION SENSORS&VALVES SENSORS,VALVES&TRANSMITTERS Valves,TPMS 22% IGNITION/EMISSION-FUEL INJECTION COMPONENTS FUEL INJECTION PARTS 15% IGNITION/EMISSION-FUEL SYSTEMS CARBURETORS 15% IGNITION/EMISSION-FUEL SYSTEMS FUEL PUMPS 15% IGNITION/EMISSION-FUEL SYSTEMS GAS TANKS 15% IGNITION/EMISSION-IGNITION COMPONENTS IGNITION CAPS&ROTORS 15% IGNITION/EMISSION-IGNITION COMPONENTS IGNITION COILS&MODULES 18% IGNITION/EMISSION-IGNITION COMPONENTS DISTRIBUTORS 10% IGNITION/EMISSION-WIRE WIRESETS/COIL BOOTS -20°% 5 EXHIBIT A PRICE ADJUSTMENTS FOR 2021 ADVANCE AUTO PARTS DISCOUNT SCHEDULE-EFFECTIVE JANUARY 1-DECEMBER 31 2021 DISCOUNT PRODUCT GROUP PRODUCT DEPARTMENT PRODUCT CLASS PRODUCT SUBCLASS OFF RETAIL IGNITION/EMISSION-SPARK PLUGS SPARK PLUGS 10% COOLING SYSTEM-PARTS&COMPONENTS BELT SYSTEMS Belts-Serpentine 33% COOLING SYSTEM-PARTS&COMPONENTS BELT SYSTEMS Belts-V 34% COOLING SYSTEM-RADIATORS RADIATORS 15% COOLING SYSTEM-RADIATORS WATER PUMPS&HARDWARE 15% COOLING SYSTEM-RADIATORS RADIATOR FAN ASSEMBLIES 15% COOLING SYSTEM-PARTS&COMPONENTS FANS&COOLERS 18% COOLING SYSTEM-PARTS&COMPONENTS THERMOSTATS&HOUSINGS THERMOSTATS 14% COOLING SYSTEM-PARTS&COMPONENTS BELT SYSTEMS BELT HARDWARE 23% COOLING SYSTEM-PARTS&COMPONENTS BELT SYSTEMS Miscellaneous Belts INDUSTRIAL,FHP,SPORT 23% UTILITY COOLING SYSTEM-PARTS&COMPONENTS RADIATOR HOSES&COMPONENTS CAPS,HOSES 14% COOLING SYSTEM-WATER PUMPS AND HARDWARE Water Pumps 15% COOLING SYSTEM-PARTS&COMPONENTS MISCELLANEOUS COOLING PARTS GAS CAPS,COOLING CABINETS,OIL CAPS 14% RIDE CONTROL SHOCKS PREMIUM 15% RIDE CONTROL SHOCKS GOOD 15% RIDE CONTROL STRUTS PREMIUM 15% RIDE CONTROL STRUTS GOOD 15% CHASSIS PARTS ALIGNMENT ALIGNMENT SHIMS&HARDWARE 28% CHASSIS PARTS STEERING COMPONENTS DAMPERS&STABILIZERS,ARMS,TIE RODS -26% CHASSIS PARTS SPRINGS TORSION BARS,COIL SPRINGS -26% CHASSIS PARTS SUSPENSION PARTS SWAY BAR,LINK KITS,BALL JOINTS,CONTROL ARMS,KING PINS 17% POWER STEERING&COMPONENTS POWER STEERING&COMPONENTS Power Steering Rack&Pinion 25% POWER STEERING&COMPONENTS POWER STEERING&COMPONENTS POWER STEERING COMPONENTS COOLERS,PULLEYS, 25% HARDWARE POWER STEERING&COMPONENTS POWER STEERING&COMPONENTS Power Steering Pumps 25% POWER STEERING&COMPONENTS POWER STEERING&COMPONENTS Power Steering Hoses&Lines 25% POWER STEERING&COMPONENTS POWER STEERING&COMPONENTS Gear Boxes -25% POWER STEERING&COMPONENTS POWER STEERING&COMPONENTS STEERING SHAFTS -25% DRIVELINE-CLUTCHES CLUTCH KITS,HYDRAULICS&PARTS CLUTCH HYDRAULICS,KITS,PARTS 14% DRIVELINE-SHAFTS SHAFTS&BOOT KITS SHAFTS 13% DRIVELINE-SHAFTS SHAFTS&BOOT KITS CV Boot Kits 13% DRIVELINE-TRANSMISSION PARTS CABLES 15% DRIVELINE-TRANSMISSION PARTS Differential Parts 13% DRIVELINE-TRANSMISSION PARTS TRANSMISSION PARTS 15% DRIVELINE-TRANSMISSION PARTS MISCELLANEOUS MOUNTS,YOKES 15% DRIVELINE PARTS&MOUNTS MOUNTS 14% 6 EXHIBIT A PRICE ADJUSTMENTS FOR 2021 ADVANCE AUTO PARTS DISCOUNT SCHEDULE-EFFECTIVE JANUARY 1-DECEMBER 31 2021 DISCOUNT PRODUCT GROUP PRODUCT DEPARTMENT PRODUCT CLASS PRODUCT SUBCLASS OFF RETAIL IGNITION/EMISSION-SPARK PLUGS SPARK PLUGS 10% COOLING SYSTEM-PARTS&COMPONENTS BELT SYSTEMS Belts-Serpentine 33% COOLING SYSTEM-PARTS&COMPONENTS BELT SYSTEMS Belts-V 34% COOLING SYSTEM-RADIATORS RADIATORS 15% COOLING SYSTEM-RADIATORS WATER PUMPS&HARDWARE 15% COOLING SYSTEM-RADIATORS RADIATOR FAN ASSEMBLIES 15% COOLING SYSTEM-PARTS&COMPONENTS FANS&COOLERS 18% COOLING SYSTEM-PARTS&COMPONENTS THERMOSTATS&HOUSINGS THERMOSTATS 14% COOLING SYSTEM-PARTS&COMPONENTS BELT SYSTEMS BELT HARDWARE 23% COOLING SYSTEM-PARTS&COMPONENTS BELT SYSTEMS Miscellaneous Belts INDUSTRIAL,FHP,SPORT 23% UTILITY COOLING SYSTEM-PARTS&COMPONENTS RADIATOR HOSES&COMPONENTS CAPS,HOSES 14% COOLING SYSTEM-WATER PUMPS AND HARDWARE Water Pumps 15% COOLING SYSTEM-PARTS&COMPONENTS MISCELLANEOUS COOLING PARTS GAS CAPS,COOLING CABINETS,OIL CAPS 14% RIDE CONTROL SHOCKS PREMIUM 15% RIDE CONTROL SHOCKS GOOD 15% RIDE CONTROL STRUTS PREMIUM 15% RIDE CONTROL STRUTS GOOD 15% CHASSIS PARTS ALIGNMENT ALIGNMENT SHIMS&HARDWARE 28% CHASSIS PARTS STEERING COMPONENTS DAMPERS&STABILIZERS,ARMS,TIE RODS -26% CHASSIS PARTS SPRINGS TORSION BARS,COIL SPRINGS -26% CHASSIS PARTS SUSPENSION PARTS SWAY BAR,LINK KITS,BALL JOINTS,CONTROL ARMS,KING PINS 17% POWER STEERING&COMPONENTS POWER STEERING&COMPONENTS Power Steering Rack&Pinion 25% POWER STEERING&COMPONENTS POWER STEERING&COMPONENTS POWER STEERING COMPONENTS COOLERS,PULLEYS, 25% HARDWARE POWER STEERING&COMPONENTS POWER STEERING&COMPONENTS Power Steering Pumps 25% POWER STEERING&COMPONENTS POWER STEERING&COMPONENTS Power Steering Hoses&Lines 25% POWER STEERING&COMPONENTS POWER STEERING&COMPONENTS Gear Boxes -25% POWER STEERING&COMPONENTS POWER STEERING&COMPONENTS STEERING SHAFTS -25% DRIVELINE-CLUTCHES CLUTCH KITS,HYDRAULICS&PARTS CLUTCH HYDRAULICS,KITS,PARTS 14% DRIVELINE-SHAFTS SHAFTS&BOOT KITS SHAFTS 13% DRIVELINE-SHAFTS SHAFTS&BOOT KITS CV Boot Kits 13% DRIVELINE-TRANSMISSION PARTS CABLES 15% DRIVELINE-TRANSMISSION PARTS Differential Parts 13% DRIVELINE-TRANSMISSION PARTS TRANSMISSION PARTS 15% DRIVELINE-TRANSMISSION PARTS MISCELLANEOUS MOUNTS,YOKES 15% DRIVELINE PARTS&MOUNTS MOUNTS 14% 6 EXHIBIT A PRICE ADJUSTMENTS FOR 2021 ADVANCE AUTO PARTS DISCOUNT SCHEDULE-EFFECTIVE JANUARY 1-DECEMBER 31 2021 DISCOUNT PRODUCT GROUP PRODUCT DEPARTMENT PRODUCT CLASS PRODUCT SUBCLASS OFF RETAIL DRIVELINE PARTS&MOUNTS UNIVERSAL JOINTS 20% DRIVELINE PARTS&MOUNTS ENGINE&TRANSMISSION MOUNTS 14% AUTOMOTIVE HARDWARE LIFT SUPPORTS 13% AUTOMOTIVE HARDWARE AUTOMOTIVE HARDWARE AUTOMOTIVE PARTS 13% AUTOMOTIVE HARDWARE AUTOMOTIVE HARDWARE DOOR AND BODY PARTS 13% AUTOMOTIVE HARDWARE AUTO HARDWARE&ACCESSORIES ASSORTMENTS,INTERIOR/EXTERIOR HARDWARE,UNDERCAR, 13% SPRINGS,CONNECTORS,FITTINGS,FASTENERS ENGINE PARTS ENGINE PARTS TIMING/VALVE TRAIN COMPONENTS,BALANCERS AND PULLEYS -13% ENGINE PARTS TIMING COMPONENTS 10% ENGINE PARTS VALVE TRAIN COMPONENTS 15% ENGINE PARTS PANS AND COVERS 101/o ENGINE PARTS CYLINDER BLOCK COMPONENTS 15% ENGINE PARTS CYLINDER HEADS 5% ENGINE PARTS ENGINE BEARINGS 15% ENGINE PARTS ENGINE OILSYSTEM COMPONENTS 13% ENGINE PARTS MANIFOLDS 13% GASKETS ENGINE GASKETS GASKETS:COOLING,ENGINE,FUEL SYSTEM,FLUID SEALING, 14% EXHAUST DRIVELINE EXHAUST EXHAUST CATALYTIC CONVERTERS 17% EXHAUST EXHAUST Manifolds 17% EXHAUST EXHAUST Exhaust Accessories 200/ EXHAUST EXHAUST Exhaust Pipes 20% EXHAUST EXHAUST Mufflers 200/ BEARINGS,SEALS,HUB ASSEMBLIES BEARINGS&SEALS DRIVELINE BEARINGS 200/ BEARINGS,SEALS,HUB ASSEMBLIES BEARINGS&SEALS SEALS 20% BEARINGS,SEALS,HUB ASSEMBLIES BEARINGS&SEALS CLUTCH BEARINGS 25% BEARINGS,SEALS,HUB ASSEMBLIES BEARINGS&SEALS BEARING&SEAL KITS 200/ BEARINGS,SEALS,HUB ASSEMBLIES BEARINGS&SEALS WHEEL END BEARINGS 20% BEARINGS,SEALS,HUB ASSEMBLIES HUB ASSEMBLIES 4WD HUBS 200/ BEARINGS,SEALS,HUB ASSEMBLIES HUB ASSEMBLIES HUB ASSEMBLIES 21% BEARINGS,SEALS,HUB ASSEMBLIES WHEEL HUBS WHEEL HUB 27% STARTERS&ALTERNATORS ALTERNATORS GOOD/BETTER -8% STARTERS&ALTERNATORS STARTERS GOOD/BETTER -8% STARTERS&ALTERNATORS STARTING/CHARGING COMPONENTS -25% CLIMATE CONTROL-ELECTRICAL SYSTEMS WINDOW SYSTEM PARTS WINDOW MOTOR/REGULATORS -13% 7 EXHIBIT A PRICE ADJUSTMENTS FOR 2021 ADVANCE AUTO PARTS DISCOUNT SCHEDULE-EFFECTIVE JANUARY 1-DECEMBER 31 2021 PRODUCT GROUP PRODUCT DEPARTMENT PRODUCT CLASS PRODUCT SUBCLASS DISCOUNT OFF RETAIL CLIMATE CONTROL-ELECTRICAL SYSTEMS WIPER SYSTEM PARTS WIPER ARMS&MOTORS,WASHER RESERVOIRS,WIPER PULSE -13% BOARDS,TRANSMISSION LINKAGE,WASHER PUMPS CLIMATE CONTROL-HEATING&AIR CONDITIONING AIR CONDITIONING A/C COMPRESSOR,FILTER/DRIERS,CONDESNORS/EVAPORATORS, -13% RINGS GASKETS HOSES CLIMATE CONTROL-HEATING&AIR CONDITIONING BLOWER MOTORS BLOWER MOTORS -10% CLIMATE CONTROL-HEATING&AIR CONDITIONING HEATING HEATER CORES/VALVES -15% CLIMATE CONTROL-HEATING&AIR CONDITIONING BLEND DOORS -17% AC CHEMICALS&ACCESSORIES A/C TOOLS,PARTS,MISC A/C PARTS -8% AC CHEMICALS&ACCESSORIES A/C TOOLS,PARTS,MISC A/C TOOLS -8% HD CHASSIS Chassis Parts Chassis Parts 0% HD CHASSIS Power Steering&Components Power Steering&Components -15% HD CHASSIS Ride Control Ride Control -15% HD HVAC&HYDRAULICS HD Heating&Cooling -8% HD HVAC&HYDRAULICS Hydraulics HOSE/FITTINGS -42% HD POWERTRAIN Exhaust -20% HD POWERTRAIN HD Drivetrain -201/o HD POWERTRAIN HD Engine -21% HD POWERTRAIN HD Starting&Charging -8% HD WHEEL-END Bearings,Seals,Hub Assemblies -25% HD WHEEL-END Wheel Attaching Nuts,Studs,Clamps 0% HD WHEEL-END HD Air Brake -7% HD OTHER Safety 0% HD OTHER Lighting -15% HD OTHER Trailer Parts -7% HD OTHER Accessories -13% HD OTHER Chems&Lubes -7% AIR FILTERS HEAVY DUTY AIR FILTERS -65% OIL FILTERS HEAVY DUTY OIL FILTERS -65% SHOCKS HD TRUCK -15% BRAKES-FRICTION,PADS&SHOES BRAKE PADS Brake Pads HD Truck -29% BRAKES-FRICTION,PADS&SHOES BRAKE SHOES BRAKE SHOES HD TRUCK -29% BRAKES-FRICTION,PADS&SHOES BRAKE PADS Brake Pads HD Truck -29% COMMERCIAL SHOP EQUIPMENT(HIGH TICKET) TOOLS and SHOP EQUIP under$10,000 -15% COMMERCIAL SHOP EQUIPMENT(HIGH TICKET) DIAGNOSTIC&SHOP EQUIPMENT over 8% $10,000 ENGINES&TRANSMISSIONS ENGINES -5% ENGINES&TRANSMISSIONS TRANSMISSIONS -5% 8 EXHIBIT A PRICE ADJUSTMENTS FOR 2021 ADVANCE AUTO PARTS DISCOUNT SCHEDULE-EFFECTIVE JANUARY 1-DECEMBER 31 2021 DISCOUNT PRODUCT GROUP PRODUCT DEPARTMENT PRODUCT CLASS PRODUCT SUBCLASS OFF RETAIL ENGINES&TRANSMISSIONS TRANSMISSIONS TRANSFER CASES 5% ENGINES&TRANSMISSIONS ENGINE PARTS ENGINE PARTS 5% ENGINES&TRANSMISSIONS Rear Axle Assemblies Rear Axle Assemblies -4% JACKS&LIFTS -8% COMMERCIAL JACKS/LIFTS -8% AC CHEMICALS&ACCESSORIES A/C CHEMS -8% AC CHEMICALS&ACCESSORIES FREON -8% APPEARANCE CHEMICALS CAR WASH/CARE -8% BULK CHEMICALS-ANTIFREEZE AND WASHER SOLVENT ANTIFREEZE -5% BULK CHEMICALS-ANTIFREEZE AND WASHER SOLVENT WINDSHIELD WASH -8% B PERFORMANCE&FUNCTIONAL CHEMICALS RAKE FLUID,CLEANERS/DEGREASERS, -8% ADDITIVES,TREATMENTS SEALANTS,ADHESIVES&COMPOUNDS ADHESIVES&SEALANTS,COMPOUNDS -8% TIRE SEALANTS TIRE REPAIR CHEMICALS -12% GREASE&LUBRICANTS HYDRAULIC FLUID -8% GREASE&LUBRICANTS GREASE FULL SYNTHETIC,SYNTH BLEND,CONVENTIONAL -8% GREASE&LUBRICANTS GEAR OIL -8% GREASE&LUBRICANTS MISCELLANEOUS LUBRICANTS& -8% ACCESSORIES MOTOR OIL CONVENTIONAL Oo/ MOTOR OIL HIGH MILEAGE 0% MOTOR OIL SYNTHETIC BLEND Oo/ MOTOR OIL FULL SYNTHETIC Oo/ MOTOR OIL HEAVY DUTY Oo/ MOTOR OIL SMALL ENGINE 0% TRANSMISSION FLUID TRANSMISSION FLUID -8% WIPERS 33% AIR FRESHNERS 12% AIR TOOLS&ACCESSORIES 10% APPEARANCE ACCESSORIES APPEARANCE TOOLS,TOWELS, 8% DETAILING,WASHING CAROG MANAGEMENT -8% ELECTRICAL ELECTRICAL ACCESSORIES,FUSES,GPS 30% SYSTEMS FLUID MANAGEMENT ACCESSORIES -8% HAND&SPECIALTY TOOLS -5% 9 EXHIBIT A PRICE ADJUSTMENTS FOR 2021 ADVANCE AUTO PARTS DISCOUNT SCHEDULE-EFFECTIVE JANUARY 1-DECEMBER 31 2021 DISCOUNT PRODUCT GROUP PRODUCT DEPARTMENT PRODUCT CLASS PRODUCT SUBCLASS OFF RETAIL INTERIOR/EXTERIOR ACCESSORIES 8% NUTS/BOLTS/MISC.HARDWARE 23% OIL&GASACCESSORIES 8% PROTECTIVE GEAR 12% HORNS&SECURITY -8% TESTING&ELECTRICAL EQUIPMENT -5% TIRE REPAIR&ACCESSORIES -15% TOWING&HITCH -5% COMMERCIAL TOOLS AIR TOOLS,BODY REPAIR,SPECIALTY 5% 10 AC RO rpm CERTIFICATE OF LIABILITY INSURANCE DATE lYYYY) ��- uns/2n020ozo THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED,the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions Of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT Marsh USA Inc. NAME: _ Three James Center ((AICNt o.Ext): FAX Not; 1051 East Cary Street,Suite 900 E-MAIL Richmond,VA 23219 ADDRESS: Attn:AdvanceSlores.CedRequest@marsh.com INSURERS)AFFORDING COVERAGE NAIC# CN103091922-GPI-GAWU5-20-21 INSURER A:ACE American Insurance Company 22667 INSURED INSURER B:N/A NIA Advance Stores Company,Incorporated - 2635 E.Millbrook Road INSURER C:See Additional Page _ Raleigh,NC 27604 INSURER D INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER: CLE-006632093-27 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED, NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES,LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. IN§RL.R TYPE OF INSURANCE ADDL SUBR POLICY NUMBER MMI—PODDnNYY MMlDDnYYY LIMITS A X COMMERCIAL GENERAL LIABILITY XSLG71571336 06101020 06101/2021 EACHoccuRRFNCE 5 1,500,000 DAMAGE TO I ENT�— CLAIMS-MADE X OCCUR PREMISES(Ea occurrence S 1,500,000 X Self-Insured Retention 500,000 _ MED EXP(Any one person) S _ PERSONAL&ADV INJURY S 1,500,000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE S 10,000,000 X POLICY C]PRO- ❑ JECT LOC PRODUCTS-COMP/OP AGG k$1 3,500,000 OTHER: A AUTOMOBILE LIABILITY ISAH25296175 0610112020 0610112021 COMBINED SINGLE LIMIT g 5,000.000 Ea accident) _ X ANY AUTO BODILY INJURY(Per person) S OWNED SCHEDULED AUTOS ONLY AUTOS BODILY INJURY(Per accident) S HIRED X NON-OWNED PROPERTY DAMAGE. S AUTOS ONLY AUTOS ONLY Per accden X 5 UMBRELLA LIAB OCCUR EACH OCCURRENCE S EXCESS LIAR JJCLAIMS-MADE AGGREGATE _ 5 DFD RETENTION$ S C WORKERS COMPENSATION SEE ADDITIONAL PAGE 06101112020 0610112021 X PER X oTH- AND EMPLOYERS'LIABILITY Y I N STATUTE ER ANYPROPRIETORIPARTNER/EXECUTIVE 1,000,000 OFFtCER/MEMBEREXCLU[ NIA E.L.EACH ACCIDENT S (Mandatory in NH) E.L.DISEASE-EA EMPLOYEE $ 1,000,000 If yes,describe under '- DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT S 1,000,000 DESCRIPTION OF OPERATIONS I LOCATIONS/VEHICLES (ACORD 101,Additional Remarks Schedule,may be attached if more space is required) Re:Contract number-2017000280 City of Charlotte is included as an Additional Insured as respects to General Liability and Automobile Liability,where required by written contract or agreement. CERTIFICATE HOLDER CANCELLATION City of Charlotte SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE Department of General Services THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN City Procurement ACCORDANCE WITH THE POLICY PROVISIONS. 600 East Fourth Street Charlotte,NC 28202-2850 AUTHORIZED REPRESENTATIVE of Marsh USA Inc. Diana Holsinger - ©1988-2016 ACORD CORPORATION. All rights reserved. ACORD 25(2016/03) The ACORD name and logo are registered marks of ACORD AGENCY CUSTOMER ID: CN103091922 LOC#: Richmond ACC) ADDITIONAL REMARKS SCHEDULE Page 2 of 2 AGENCY NAMED INSURED Marsh USA Inc. Advance Stores Company,Incorporated 2635 E Millbrook Road POLICY NUMBER Raleigh,NC 27604 CARRIER NAIC COPE EFFECTIVE DATE: ADDITIONAL REMARKS THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER: 25 FORM TITLE: Certificate of Liability Insurance Workers'Compensation Policies: Policy Number:WLRC66922315(ADS) Carrier.Indemnity Insurance Company of North America(NAIL 43575) Effective Dale:061OV2020 Expiration Date:06/0112021 Policy Number.SCFC66922352(WI) Carrier:ACE Fire Underwriters Ins.Co.(NAIC 20702) Effective Dale:06101/2020 Expiration Date:06i0112021 Policy Number.WLRC66922273(AZ,MA) Carriec ACE American Insurance Company(NAIC 22667) Effective Date:06101/2020 Expiration Date:%0112021 Policy Number:WCUC66922236(CA,FL,GA,NC,PA.VA) Camer ACE American Insurance Company(NAIC 22667) Effective Date:06101/2020 Expiration Dale:0610112021 SIR:$7,50,000 Policy Number:WCUC6692239A(CH) Camec ACE American Insurance Company(NAIC 22667) Effective Date:06101/2020 Expiration Dale:00112021 SIR:$50000 ACORD 101 (2008/01) C)2008 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD Contract#:2017000280 Amendment#: 5 Vendor#: 301178 STATE OF NORTH CAROLINA COUNTY OF MECKLENBURG FIFTH AMENDMENT TO THE AGREEMENT TO PROVIDE AUTOMOTIVE PARTS AND ACCESSORIES AND RELATED PRODUCTS AND SERVICES THIS FIFTH AMENDMENT TO THE AGREEMENT TO PROVIDE AUTOMOTIVE PARTS AND ACCESSORIES AND RELATED PRODUCTS AND SERVICES (this "Fifth Amendment') is made and entered into this 1s' day of January 2020, by and between Advance Stores Company, Inc., a corporation doing business in North Carolina (the "Company'), and the City of Charlotte, a North Carolina municipal corporation (the"City"), Statement of Background and Intent A. The City of Charlotte and the Company entered into an Agreement dated January 1, 2017 (the "Contract") pursuant to which the Company agreed to provide Automotive Parts and Accessories and Related Products and Services for the City of Charlotte. B. The City and the Company agreed tD amend the original Contract with the First Amendment dated January 1, 2018 to incorporate price adjustments. C. The City and the Company agreed'to amend the original Contract with the Second Amendment dated February 1, 2018 to jncorporate alternate sourcing systems with margin percentage above actual cost to Company. D. The City and the Company agreed to amend the original Contract with the Third Amendment dated September 1, 2018 to incorporate federal contract terms and conditions. E. The City and the Company agreed to amend the original Contract with the Fourth Amendment dated January 1, 2019 to incorporate unit price adjustments due to aluminum and steel tariffs and crude oil prices increases. F. The parties now desire to amend the Contract to make adjustments to unit pricing and to incorporate certain other changes, NOW, THEREFORE, in consideration of the mutual covenants and agreements contained herein, the parties hereby agree to the following: AGREEMENT 1. The terms of the Contract are restated by and incorporated into this Second Amendment by reference. 2. Defined terms used in this Third Amendment shall have the same meaning as are assigned to such terms in the Contract. 3. This Fifth Amendment renews the contract for the first of two, two-year terms to expire on December 31, 2021. 4. This Fifth Amendment incorporates unit price adjustments due to aluminum and steel tariffs and crude oil price increases. The aggregate increase of 4.58 percent (4.58%) as specified in Exhibit A shall become effective on January 1, 2020. 5. Except to the extent specifically provided above, this amendment shall not be interpreted or construed as waiving any rights, obligations, remedies, or claims the parties may otherwise have under the Contract. ADVANCE STORES COMPANY, INC January 1, 2020 1 2017000280-5 i i i i Contract#:2017000280 Amendment#: 5 Vendor#: 301178 6. In all other respects and except as modified herein, the terms of the Contract shall remain in force and effect. [Signature Page Follows] ADVANCE STORES COMPANY, INC January 1, 2020 2 2017000280-5 Contract#:2 017000280 Amendment#: 5 Vendor#: 301178 ---- - _ .. --------- IN WITNESS WHEREOF, and in acknowledgement that the parties hereto have read and understood each and every urovision hereof the parties have caused this First Amendment to be executed as of the date first written above. ADVANCE STORES COMPANY, INC. CITY OF CHARLOTTE: CITY MANAGER'S OFFICE OFFICE/DEPARTMENT/ IV ON BY: �/ BY: (signature) (signat e) PRINT NAME: Michael Casey Brannigan PRINT NAME: TITLE: SVP Customer Engagement TITLE. 1LJGaf --C� DATE: Oct 15, 2019 DATE: lD ou f Z01 <-t ADVANCE STORES COMPANY, INC January 1, 2020 3 2017000280-5 • I Contract#:2017000280 Amendment#: 5 Vendor#:301178 EXHIBIT A PRICE QJ.USTMENTS EOR2p2 ADVANCE STORES COMPANY, INC January 1, 2020 4 2017000280-5 COMMUNITIESDISCOUNT SCHEDULE—KG PROPOSED Product Discount Off Product Group Product Department Product Class Subclass Retail Group#1 Batteries Batteries AUTOMOTIVE BATTERIES -33% Batteries GOLF CART BATTERIES -33% Batteries FARM&TRUCK BATTERIES -33% Batteries POWER SPORTS BATTERIES -33% Batteries LAWN&GARDEN -33% Batteries MARINE BATTERIES -33% Batteries WHEEL CHAIR BATTERY -33% Batteries SPECIALTY BATTERIES -33% Batteries PREMIUM BRANDED BATTERIES -10% Battery Accessories -33% Group#2 Filters Air Filters AIR FILTERS ECONOMY GRADE -30% Air Filters AIR FILTERS PERFORMANCE -30% Air Filters AIR FILTERS PREMIUM GRADE -65% Air Filters AIR FILTERS STANDARD GRADE -57% Air Filters CABIN AIR FILTERS PREMIUM CQ Blue -65% Air Filters CABIN AIR FILTERS STANDARD -25% Air Filters STANDARD GRADE AIR FILTERS -57% Oil Filters BEST OIL FILTERS -8% Oil Filters BETTER OIL FILTERS BLUE -65% Oil Filters GOOD OIL FILTERS RED -50% Other Filters FUEL FILTERS -65% Other Filters TRANSMISSION FILTERS -30% Group#8 Brake Systems I Page COMMUNITIES • PROPOSED Brakes-Drums and Rotors BRAKE ROTORS&DRUMS Rotors Frontline -45% Rotors Brakes-Drums and Rotors -35% Brakes-Friction,Pads&Shoes BRAKE PADS Brake Pads Akebono -35% Brakes-Friction, Pads&Shoes BRAKE PADS Brake Pads Frontline -35% Brakes-Friction,Pads&Shoes BRAKE PADS Brake Pads Gold -35% Brakes-Friction, Pads&Shoes BRAKE PADS Brake Pads Platinum -35% Brakes-Friction,Pads&Shoes BRAKE PADS Brake Pads Silver -35% Brakes-Friction,Pads&Shoes BRAKE PADS Brake Pads Wagner -8% Brakes-Friction,Pads&Shoes BRAKE SHOES -35% Brakes-Hardware BRAKE HARDWARE BRAKE COMPONENTS -35% Brakes-Hardware BRAKE HARDWARE BRAKE LINES -35% Brakes-Hydraulics -35% Group#4 Paint and Body Repair Body Repair/Tools -35% Commercial Body Repair/Tools -35% Paint&Chemicals -8% Group#5 Ignition/Emission 2 1 P a g e U.S. COMMUNITIES DISCOUNT SCHEDULE— KG PROPOSED Ignition/Emission-Air Injection&02 Sensors -34% Ignition/Emission-Electrical SWITCHES&RELAYS Components -19% Ignition/Emission-Electrical ENGINE COMPUTER CONTROLS Components -15% Ignition/Emission-Electrical VOLTAGE REGULATORS Components -15% Ignition/Emission-Emission Sensors& 5EN50RS,VALVES& Valves Valves TRANSMITTERS -22% Ignition/Emission-Emission Sensors& SENSORS,VALVES& SENSORS Valves TRANSMITTERS -20% Ignition/Emission-Emission Sensors& SENSORS,VALVES& TPMS Valves TRANSMITTERS -22% Ignition/Emission-Emission Sensors& MAF 5ensors -10/ Valves 0 Ignition/Emission-Fuel Injection FUEL INJECTION PARTS Components -15% Ignition/Emission-Fuel Injection Components Throttle Bodies -13% Ignition/Emission-Fuel Systems FUEL PUMPS _15% Ignition/Emission-Fuel Systems GAS TANKS -15% Ignition/Emission-Fuel Systems CARBURETORS -15% Ignition/Emission-Ignition IGNITION COILS&MODULES Components -18% Ignition/Emission-Ignition DISTRIBUTORS Components -13% Ignition/Emission-Ignition IGNITION CAPS&ROTORS Components -15% Ignition/Emission-Wire _20% Ignition/Emission-Spark Plugs -10% Group#6 Cooling Systems Cooling System-Parts&Components BELTSYSTEMS BELT HARDWARE _23% 3 Page COMMUNITIES • "PROPOSED Cooling System-Parts&Components BELT SYSTEMS Miscellaneous Belts -30% Cooling System-Parts&Components BELT SYSTEMS Serpentine Belts -33% Cooling System-Parts&Components BELT SYSTEMS V-Belts -34% Cooling System-Parts&Components FANS&COOLERS -18% Cooling System-Parts&Components MISCELLANEOUS COOLING PARTS -14% Cooling System-Parts&Components RADIATOR HOSES& Fuel Hoses COMPONENTS -34% Cooling System-Parts&Components RADIATOR HOSES& Garage Hoses COMPONENTS -34% Cooling System-Parts&Components RADIATOR HOSES& Heater Hoses COMPONENTS -38% Cooling System-Parts&Components RADIATOR HOSES& Hose Clamps& COMPONENTS Connectors -35% Cooling System-Parts&Components RADIATOR HOSES& RADIATOR CAPS COMPONENTS -14% Cooling System-Parts&Components RADIATOR HOSES& Radiator Hoses COMPONENTS -33% Cooling System-Parts&Components RADIATOR HOSES& Recovery Tanks& COMPONENTS Caps -143'o Cooling System-Parts&Components RADIATOR HOSES&COMPONENTS Transmission Hoses 32% Cooling System-Parts&Components RADIATOR HOSES& Vacuum Hoses o COMPONENTS -34/0 Cooling System-Parts&Components THERMOSTATS& HOUSINGS THERMOSTATS -14% Cooling System-Parts&Components THERMOSTATS&HOUSINGS Water Outlets -15% Cooling System-Radiators -15% Cooling System-Water Pumps and Hardware Water Pumps 15% Group#7 Ride Control,Chassis and Steering Chassis Parts ALIGNMENT -Zg% Chassis Parts SPRINGS -26% 4 Page U.S. COMMUNITIES DISCOUNT SCHEDULE—KG PROPOSED Chassis Parts STEERING COMPONENTS BUSHINGS& HARDWARE -26% Chassis Parts STEERING COMPONENTS DRAG&CENTER LINKS -28% Chassis Parts STEERING COMPONENTS IDLER ARMS -26% Chassis Parts STEERING COMPONENTS PITMAN ARMS -26% Chassis Parts STEERING COMPONENTS PREMIUM -26% Chassis Parts STEERING COMPONENTS TIE ROD SLEEVES -26% Chassis Parts STEERING COMPONENTS TIE RODS -26% Chassis Parts SUSPENSION PARTS BALL JOINTS ECONOMY -2896 Chassis Parts SUSPENSION PARTS BALLJOINTS PREMIUM -17% BUSHINGS, Chassis Parts SUSPENSION PARTS INSULATORS, HARDWARE -26% Chassis Parts SUSPENSION PARTS CONTROLARMS ECONOMY- _ DRIVEWORKS -28% MOOG Chassis Parts SUSPENSION PARTS CONTROL ARMS PREMIUM- "CK" -17% MOOG Chassis Parts SUSPENSION PARTS CONTROL ARMS PREMIUM- "R" -17% Chassis Parts SUSPENSION PARTS ECONOMY -17% Chassis Parts SUSPENSION PARTS LINK KITS ECONOMY -28% Chassis Parts SUSPENSION PARTS LINK KITS PREMIUM -17% Chassis Parts SUSPENSION PARTS PREMIUM -17% Chassis Parts SUSPENSION PARTS SWAY BAR ECONOMY -17% Chassis Parts SUSPENSION PARTS SWAY BAR PREMIUM -26% Chassis Parts SUSPENSION PARTS TRAILING ARMS -17% Power Steering&Components -25% Ride Control LIFT SUPPORTS -13% Ride Control Performance -15% Ride Control SHOCKS -15% Ride Control STRUTS -15% Gkoup#8 Driveline Driveline-Clutches _14% Driveline-Shafts -14% 5 Page U.S.COMMUNITIES DISCOUNT SCHEDULE—KG PROPOSED Driveline-Transmission Parts CABLES -15% Driveline-Transmission Parts TRANSMISSION PARTS SOLENOIDS -15% Driveline-Transmission Parts TRANSMISSION PARTS ACTUATORS -15% Driveline-Transmission Parts TRANSMISSION PARTS TRANSFER CASE MOTORS -15% Driveline-Transmission Parts TORQUE CONVERTERS _8% Driveline-Transmission Parts Differential Parts RING AND PINION KITS -8% Driveline-Transmission Parts Differential Parts DIFFERENTIAL CASES _8% Driveline-Transmission Parts TRANSMISSION PARTS TRANSMISSION OVERHAUL KITS -8% Driveline Parts and Mounts MOUNTS -14% Driveline Parts and Mounts UNIVERSAL JOINTS -20% Group#9 Automotive Hardware&Engine Parts Automotive Hardware -13% Engine Parts PANS AND COVERS -10% Engine Parts TIMING COMPONENTS TIMING BELT COMPONENT KITS -20% TIMING BELT Engine Parts TIMING COMPONENTS TENSIONERS& RELATED ITEMS -13% Engine Parts TIMING COMPONENTS TIMING GEARS -10% Engine Parts CYLINDER HEADS -S% TIMING CHAIN Engine Parts TIMING COMPONENTS TENSIONERS& RELATED ITEMS -10% Engine Parts TIMING COMPONENTS TIMING CHAIN SETS -10% TIMING BELT KITS Engine Parts TIMING COMPONENTS WITHOUT WATER PUMP -20% Engine Parts CYLINDER BLOCK COMPONENTS _15% Engine Parts ENGINE BEARINGS -1ST/ Engine Parts VALVE TRAIN COMPONENTS -1S% Engine Parts ENGINE OIL SYSTEM COMPONENTS -1S% Engine Parts TIMING COMPONENTS TIMING BELTS -23% Engine Parts MANIFOLDS -13% Engine Parts BALANCERS AND PULLEYS -13% Engine Parts TIMING COMPONENTS TIMING BELT KITS WITH WATER PUMP -18% Engine Parts ENGINE PARTS -13% Gaskets -14% Group#10 Exhaust Exhaust EXHAUST CATALYTIC CONVERTERS -179/0 6 1 P a g e COMMUNITIESDISCOUNT SCHEDULE—KG PROPOSED Exhaust EXHAUST Exhaust Accessories -20% Exhaust EXHAUST Mufflers -20% Exhaust EXHAUST Exhaust Pipes -20% Exhaust EXHAUST Manifolds -17% Exhaust EXIIAUST Exhaust Accessories- Clamps -20% Group KI Aearlq s,.Seals,Hub.:pssembilles Bearings,Seals, Hub Assemblies BEARINGS&SEALS BEARING&SEAL KITS -25% Bearings,Seals,Hub Assemblies BEARINGS&SEALS CLUTCH BEARINGS -25% Bearings,Seals,Hub Assemblies BEARINGS&SEALS DRIVELINE BEARINGS -2594 Bearings,Seals,Hub Assemblies BEARINGS&SEALS SEALS -20% Bearings,Seals,Hub Assemblies BEARINGS&SEALS WHEEL END BEARINGS -25% Bearings,Seals,Hub Assemblies HUB ASSEMBLIES 4WD HUBS -20% Bearings,Seals,Hub Assemblies HUB ASSEMBLIES HI-VALUE HUB ASSY -16% ECONOMY- Bearings,Seals,Hub Assemblies HUB ASSEMBLIES HUB ASSEMBLIES HUB ASSEMBLY -27% PREMIUM- Bearings,Seals,Hub Assemblies HUB ASSEMBLIES HUB ASSEMBLIES HUB ASSEMBLY -21% Bearings,Seals,Hub Assemblies HUB ASSEMBLIES LOADED KNUCKLES _8% Bearings,Seals,Hub Assemblies WHEEL HUBS WHEEL HUB -27% Group#12 Starters&Alternators Starters&Alternators ;Gr011 #13 Climate Control AC Chemicals&Accessories -89% Climate Control-Electrical Systems -13% Climate Control--Heating&Air AIR CONDITIONING A/C ACCESSORIES Conditioning -15% 7 1 P a g e COMMUNITIESDISCOUNT SCHEDULEPROPOSED Climate Control--Heating&Air AIR CONDITIONING A/C CLUTCHES Conditioning -15% Climate Control--Heating&Air AIR CONDITIONING A/C COMPRESSOR Conditioning -130/6 Climate Control--Heating&Air AIR CONDITIONING A/C CONDENSORS& Conditioning EVAPORATORS -15% Climate Control--Heating&Air AIR CONDITIONING A/C HOSES Conditioning -15% Climate Control--Heating&Air AIR CONDITIONING A/C KITS Conditioning -13% Climate Control--Heating&Air AIR CONDITIONING AC/D-RINGS& Conditioning GASKETS -15% Climate Control--Heating&A r AIR CONDITIONING EXPANSIDN DEVICES Conditioning -15% Climate Control--Heating&Air AIR CONDITIONING FILTERS&DRIERS Conditioning -15% Climate Control--Heating&Air BLEND DOORS Conditioning -17% Climate Control--Heating&Air BLOWER MOTORS Conditioning -10°A Climate Control--Heating&Air HEATING Conditioning -15% Group#14 Heavy Duty Parts HD Chassis Chassis Parts Chassis Parts -5% HD Chassis HD Drivetrain -20% HD Chassis HD Starting&Charging _8% HD Chassis Ignition/Emission-Fuel injection Systems -13% 8 Page COMMUNITIESDISCOUNT SCHEDULE—KG PROPOSED" HD Chassis Power Steering&Components -15% HD Chassis Ride Control -15% HD Chassis Spray Suppression _50/ HD Filters HD Filters -651/. Climate Control-- HD HVAC&Hydraulics HD Heating&Cooling Heating&Air Conditioning -17/ HD HVAC&Hydraulics HD Heating&Cooling Cooling System-Parts &Components -34% Cooling System- HD HVAC&Hydraulics HD Heating&Cooling Water Pumps&Fan Clutch -8% HD HVAC&Hydraulics Hydraulics Fittings -42Vo HD HVAC&Hydraulics Hydraulics Hose Air Brake Tubing -42% HD HVAC&Hydraulics Hydraulics Hose Hydraulic Hose -44% HD HVAC&Hydraulics Hydraulics Hose Tools& Machines -59/0 HD Other Accessories -139/o HD Other Lighting -15% HD Other Safety -15% HD Other Trailer Parts Air/Electrical -7% HD Wheel-End Bearings,Seals,Hub Assemblies -25% HD Wheel-End Brakes-Hydraulics -7% FiD Wheel End HD Air Brake -20% HD Wheel-End Wheel Attaching -5% Group#15 Engines/Equipment Commercial Jacks/Lifts _8% Commercial Shop Equipment(High Ticket) -5% Engines and Transmissions _5% Jacks and Lifts _g% Liroup#16 Chemicals AC Chemicals&Accessories _8% Appearance Chemicals _goo Bulk Chemicals-Antifreeze and Washer WINDSHIELD WASH Solvent -8% Bulk Chemicals-Antifreeze and Washer ANTIFREEZE Solvent 5/ 0 i 9 Page COMMUNITIES • PROPOSED Grease&Lubricants -8% Motor Oil -8% Performance&Functional Chemicals -8% Sealants,Adhesives and Compounds -8% Transmission Fluid -8% Group#17 Accessories&Miscellaneous Air Fresheners -12% Air Tools&Accessories -10% Appearance Accessories -8% Cargo Management -12% Commercial Air Tools&Accessories -10% Commercial Hand/Specialty Tools GREASE GUNS&ACCESS -5% Commercial Hand/Specialty Tools HAND TOOLS -8% Commercial Hand/Specialty Tools SPECIALTY TOOLS -5% Electrical FI ECTRICAL ACCESSORIES -30% Electrical FUSES -30% Exterior Accessories -8% Fluid Management Accessories -8% Hand&Specialty Tools -8% Horns and Security HORNS -8% Horns and Security SECURITY ALARMS -12% Interior Accessories -8% Lighting AUXILIARY LIGHTING -8% Lighting HEADLIGHTS/FORWARD LIGHTING -30% LED Lighting MINIATURE BULBS MINIATURE BULBS MINIATURE BULBS -30% Lighting MINIATURE BULBS MINIATURE BULBS PREMIUM -30% Lighting MINIATURE BULBS MINIATURE BULBS STANDARD -40% Nuts/Bolts/Misc Hardware -23% Oil&Gas Accessories -12% Protective Gear -12% Testing&Electrical Equipment -5% Tire Repair&Accessories -15% Towing&Hitch -5% Wipers -33% 101Page Co ntra ct#:20170002 8 0 Amendment#:4 Vendor#: 301178 STATE OF NORTH CAROLINA COUNTY OF MECKLENBURG FOURTH AMENDMENT TO THE AGREEMENT TO PROVIDE AUTOMOTIVE PARTS AND ACCESSORIES AND RELATED PRODUCTS AND SERVICES THIS FOURTH AMENDMENT TO THE AGREEMENT TO PROVIDE AUTOMOTIVE PARTS AND ACCESSORIES AND RELATED PRODUCTS AND SERVICES (this "First Amendment") is made and entered into this ls' day of January 2019, by and between Advance Stores Company, Inc., a corporation doing business in North Carolina (the "Company"), and the City of Charlotte, a North Carolina municipal corporation (the"City"). Statement of Background and Intent A. The City of Charlotte and the Company entered into an Agreement dated January 1, 2017 (the "Contract") pursuant to which the Company agreed to provide Automotive Parts and Accessories and Related Products and Services for the City of Charlotte. B. The City and the Company agreed to amend the original Contract with the First Amendment dated January 1, 2018 to incorporate price adjustments. C. The City and the Company agreed to amend the original Contract with the Second Amendment dated February 1, 2018 to incorporate alternate sourcing systems with margin percentage above actual cost to Company. D. The City and the Company agreed to amend the original Contract with the Third Amendment dated September 1, 2018 to incorporate federal contract terms and conditions. E. The parties now desire to amend the Contract to make adjustments to unit pricing and to incorporate certain other changes. NOW. THEREFORE, in consideration of the mutual covenants and agreements contained herein, the parties hereby agree to the following: AGREEMENT 1. The terms of the Contract are restated by and incorporated into this Second Amendment by reference. 2. Defined terms used in this Third Amendment shall have the same meaning as are assigned to such terms in the Contract. 3, This Fourth Amendment incorporates unit price adjustments due to aluminum and steel tariffs and crude oil price increases. The aggregate increase of 8.22 percent (8.22%) as specified in Exhibit A shall become effective on January 1, 2019. 4. Except to the extent specifically provided above, this amendment shall not be interpreted or construed as waiving any rights, obligations, remedies, or claims the parties may otherwise have under the Contract. 5. In all other respects and except as modified herein, the terms of the Contract shall remain in force and effect. [Signature Page Follows] ADVANCE STORES COMPANY, INC January 1, 2019 1 2017000280-4 Co ntra ct#:2017000280 Amendment#: 4 Vendor#:301178 IN WITNESS WHEREOF, and in acknowledgement that the parties hereto have read and understood each and every provision hereof, the parties have caused this First Amendment to be executed as of the date first written above. ADVANCE STORES COMPANY, INC. CITY OF CHARLOTTE: CITY MANAGER'S OFFICE OFFlC=PAIDIVISi2Z.,", BY: A BY: (signature) (sign tore) —1 PRINT NAME:&r'Cbue l 8CahYt1'41 Q Lj PRINT NAME: TITLE: VP C U v QV` 'E ey m e of TITLE: �• /'� ��` DATE: I _oZ cy + �S DATE: CITY OF CHA TTE: INSURANC AN ISK MANAGEMENT BY: (signat re) PRINT N E TITLE: DATE: ADVANCE STORES COMPANY, INC January 1, 2019 2 2017000280-4 Contract#:2017 000280 Amendment#: 3 Vendor#: 301178 STATE OF NORTH CAROLINA COUNTY OF MECKLENBURG THIRD AMENDMENT TO THE AGREEMENT TO PROVIDE AUTOMOTIVE PARTS AND ACCESSORIES AND RELATED PRODUCTS AND SERVICES THIS THIRD AMENDMENT TO THE AGREEMENT TO PROVIDE AUTOMOTIVE PARTS AND ACCESSORIES AND RELATED PRODUCTS AND SERVICES (this "First Amendment") is made and entered into this 151 day of September 2018, by and between Advance Stores Company, Inc„ a corporation doing business in North Carolina (the "Company"), and the City of Charlotte, a North Carolina municipal corporation (the"City"). Statement of Background and Intent A. The City of Charlotte and the Company entered into an Agreement dated January 1, 2017 (the "Contract") pursuant to which the Company agreed to provide Automotive Parts and Accessories and Related Products and Services for the City of Charlotte. B. The City and the Company agreed to amend the original Contract with the First Amendment dated January 1, 2018 to incorporate price adjustments. C. The City and the Company agreed to amend the original Contract with the Second Amendment dated February 1, 2018 to incorporate alternate sourcing systems with margin percentage above actual cost to Company. D. The parties now desire to amend the Contract to make adjustments to unit pricing and to incorporate certain other changes. NOW, THEREFORE, in consideration of the mutual covenants and agreements contained herein, the parties hereby agree to the following: AGREEMENT 1. The terms of the Contract are restated by and incorporated into this Second Amendment by reference. 2. Defined terms used in this Third Amendment shall have the same meaning as are assigned to such terms in the Contract. 3. This Third Amendment incorporates Federal Contract Terms and Conditions as Exhibit E and attached hereto, due to new laws and requirements,effective July 1, 2018, 4. Except to the extent specifically provided above, this amendment shall not be interpreted or construed as waiving any rights, obligations, remedies, or claims the parties may otherwise have under the Contract. 5. In all other respects and except as modified herein, the terms of the Contract shall remain in force and effect. (Signature Page Follows] ADVANCE STORES COMPANY, INC September 1, 2018 1 2017000280-3 Co ntra ct#:20170002 8 0 Amendment#: 3 Vendor#: 301178 IN WITNESS WHEREOF, and in acknowledgement that the parties hereto have read and understood each and every provision hereof,the parties have caused this First Amendment to be executed as of the date first written above. ADVANCE STORES COMPANY, INC. CITY OF CHARLOTTE: CITY MANAGER'S OFFICE OFFICEIDEP RTMENT/DIVISION t BY: BY: (signature) J f (signatu ) PRINT NAME:Michae-1 PRINT NAME: G� TITLE: SVP C `� Ey�a��irlert— TITLE: y� mt�r / i 2 t� DATE: DATE: 131 1 Provided the Business Unit is satisfied with the terms and CITY OF CHAR TE: conditions,this agreement has been approved as to form by INSURANCE D K MANAGEMENT the AAP Legal Department. By: BY: ���--_ (signatu e) Date: s z7 zaig PRINT NAM �5 66d TITLE: DATE: �I ADVANCE STORES COMPANY, INC September 1, 2018 2 2017000280-3 Contract#:20170002 80 Amendment#: 3 Vendor#: 301178 Exhibit E Federal Contract Terms and Conditions This Exhibit is attached and incorporated into the Contract to Provide Automotive Parts and Services (the "Contract") between the City of Charlotte and Advance Stores Company Inc. ("Company"). Capitalized terms not defined in this Exhibit shall have the meanings assigned to such terms in the Contract. in the event of a conflict between this Exhibit and the terms of the main body of the Contract or any other exhibit or appendix, the terms of this Exhibit shall govern. The terms stated in this exhibit shall apply when Federal Funds (as defined below) are used to fund purchases of products under this Contract. If no Federal Funds are used to make a purchase, the terms stated in this exhibit shall not apply to that purchase and the terms shall be deemed self-deleting. For purposes of this Contract, "Federal Funds" include funds received from the U.S. federal government, direct and reimbursed, including grants and loans where the purchasing entity is a sub-grantee or sub-recipient of federal funds. 1. Debarment and Suspension. The Company represents and warrants that, as of the Effective Date of the Contract, neither the Company nor any subcontractor or subconsultant performing work under this Contract(at any tier) is included on the federally debarred bidder's list listed on the government wide exclusions in the System for Award Management (SAM), in accordance with the OMB guidelines at 2 CFR 180 that implement Executive Orders 12549 (3 CFR part 1986 Camp., p. 189) and 12689(3 CFR part 1989 Comp., p. 235), "Debarment and Suspension." if at any point during the Contract term the Company or any subcontractor or subconsultant performing work at any tier is included on the federally debarred bidder's list, the Company shall notify the City immediately. Y 2. Record Retention. The Company certifies that it will comply with the record retention requirements detailed in 2 CFR§ 200.333. The Company further certifies that vendor will retain all records as required by 2 CFR § 200.333 for a period of three years after it receives City notice that the City has submitted final expenditure reports or quarterly or annual financial reports, as applicable, and all other pending matters are closed. 3. Procurement of Recovered Materials. The Company represents and warrants that in its performance under the Contract, the Company shall comply with section 6002 of the Solid Waste Disposal Act, as amended by the Resource Conservation and Recovery Act. The requirements of Section 6002 include procuring only items designated in guidelines of the Environmental Protection Agency (EPA) at 40 CFR Part 247 that contain the highest percentage of recovered materials practicable, consistent with maintaining a satisfactory level of competition, where the purchase price of the item exceeds$10,000 or the value of the quantity acquired during the preceding fiscal year exceeded $10,000; procuring solid waste management services in a manner that maximizes energy and resource recovery; and establishing an affirmative procurement program for procurement of recovered materials identified in the EPA guidelines. 4. Clean Air Act and Federal Water Pollution Control Act Company agrees to comply with all applicable standards, orders or regulations issued pursuant to the Clean Air Act (42 U.S.C. 7401-7671q) and the Federal Water Pollution Control Act as amended (33 U.S.C. 1251-1387). Violations must be reported to the Federal awarding agency and the Regional Office of the Environmental Protection Agency(EPA) ADVANCE STORES COMPANY, INC September 1, 2018 3 2017000280--3 Co ntract#:2017000280 Amendment#: 3 Vendor#: 301178 5. Energy Efficiency. The Company certifies that the Company will be in compliance with mandatory standards and policies relating to energy efficiency which are contained in the state energy conservation plan issued in compliance with the Energy Policy and Conservation Act (Pub. L. 94-163, 89 Stat. 871). 6. Byrd Anti-Lobbying Amendment(31 U.S.C. 1362). Company certifies that: a. No federal appropriated funds have been paid or will be paid, by or on behalf of the Company, to any person for influencing or attempting to influence an officer or employee of an agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any Federal contract, the making of any Federal grant, the making of any Federal Loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of and Federal contract, grant, loan, or cooperative agreement. b. If any funds other than federal appropriated funds have been paid or will be paid to any person for making lobbying contacts to an officer or employee of an agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this federal contract, grant, loan, or cooperative agreement, the Company shall complete and submit Standard Form—LLL, "Disclosure Form to Report Lobbying," in accordance with its instructions[as amended by"Government wide Guidance for New Restrictions on Lobbying,"61 Fed. Reg. 1413(1/19/96). c. The Company shall require that the language of this certification be included in the award documents for all subawards at all tiers(including subcontracts, subgrants, and contracts under grants, loans, and cooperative agreements) and that all subrecipients shall certify and disclose accordingly. ADVANCE STORES COMPANY, INC September 1, 2018 4 2017000280-3 Contract#:2017000280 Amendment#:2 Vendor#: 301178 STATE OF NORTH CAROLINA COUNTY OF MECKLENBURG SECOND AMENDMENT TO THE AGREEMENT TO PROVIDE AUTOMOTIVE PARTS AND ACCESSORIES AND RELATED PRODUCTS AND SERVICES THIS SECOND AMENDMENT TO THE AGREEMENT TO PROVIDE AUTOMOTIVE PARTS AND ACCESSORIES AND RELATED PRODUCTS AND SERVICES (this "First Amendment') is made and entered into this 1" day of February 2018, by and between Advance Stores Company, Inc., a corporation doing business in North Carolina (the "Company"), and the City of Charlotte, a North Carolina municipal corporation (the"City"). Statement of Background and Intent A. The City of Charlotte and the Company entered into an Agreement dated January 1, 2017 (the "Contract") pursuant to which the Company agreed to provide Automotive Parts and Accessories and Related Products and Services for the City of Charlotte. B. The City and the Company agreed to amend the original Contract with the First Amendment dated January 1, 2018 to incorporate price adjustments. C. The parties now desire to amend the Contract to make adjustments to unit pricing and to incorporate certain other changes. NOW, THEREFORE, in consideration of the mutual covenants and agreements contained herein, the parties hereby agree to the following: AGREEMENT 1. The terms of the Contract are restated by and incorporated into this Second Amendment by reference. 2. Defined terms used in this Second Amendment shall have the same meaning as are assigned to such terms in the Contract. 3. The Parties acknowledge and agree that the Company may acquire products not currently stocked or distributed by the Company from alternate sourcing systems on behalf of participating public agencies. If the product sourced is identical, or a like product, to items contained within the master agreement, the pricing from the master agreement will prevail. For dissimilar sourced products, pricing will not exceed the margin percentage listed below: SKU Level Product Cost Margin Percentage (above actual cost to CARQUEST) $0.01 - $49,99 35% $50.00- $199.99 30% $200.00 - $499.99 25% $500+ 20% The Company will be required to provide documentation of actual cost for any transactions described in item number 3 of this Second Amendment. 4. Except to the extent specifically provided above, this amendment shall not be interpreted or construed as waiving any rights, obligations, remedies, or claims the parties may otherwise have under the Contract. 5. In all other respects and except as modified herein, the terms of the Contract shall remain in force and effect. [Signature Page Follows] ADVANCE STORES COMPANY, INC February 1, 2018 1 2017000280-2 Contract#2017000280 Amendment#: 2 Vendor#: 301 178 IN WITNESS WHEREOF, and in acknowledgement that the parties hereto have read and understood each and every provision hereof, the parties have caused this First Amendment to be executed as of the date first written above. ADVANCE STORES COMPANY, INC. CITY OF CHARLOTTE: CITY MANAGER'S OFFICE OFFICE/DEPARTMENT/DIVISION BY: I ' 4t BY: (u (signature) (signature) /' PRINT NAME: MiC.uet C:su Bfan ,'1 nar, PRINT NAME: &O a r��'�l TITLE: 5 t'F ifus4 wee- E:i7kgn7Pnt TITLE: rU DATE: j- `1 _ I J DATE: CITY OF CHARLOT E: INSURANCE AN S MANAGEMENT BY: ��- (signature) PRINT NA f �J TITLE: DATE: I� ADVANCE STORES COMPANY, INC February 1, 2018 2 2017000280-2 Contract#:2017000280 Amendment#: 1 Vendor#: 301178 STATE OF NORTH CAROLINA COUNTY OF MECKLENBURG FIRST AMENDMENT TO THE AGREEMENT TO PROVIDE AUTOMOTIVE PARTS AND ACCESSORIES AND RELATED PRODUCTS AND SERVICES THIS FIRST AMENDMENT TO THE AGREEMENT TO PROVIDE AUTOMOTIVE PARTS AND ACCESSORIES AND RELATED PRODUCTS AND SERVICES (this "First Amendment") is made and entered into this 1"' day of January 2018, by and between Advance Stores Company, Inc., a corporation doing business in North Carolina (the "Company"), and the City of Charlotte, a North Carolina municipal corporation (the "City"). Statement of Background and Intent A. The City of Charlotte and the Company entered into an Agreement dated January 1, 2017 (the "Contract") pursuant to which the Company agreed to provide Automotive Parts and Accessories and Related Products and Services for the City of Charlotte- B. The parties now desire to amend the Contract to make adjustments to unit pricing and to incorporate certain other changes. NOW, THEREFORE, in consideration of the mutual covenants and agreements contained herein, the parties hereby agree to the following: AGREEMENT 1. The terms of the Contract are restated by and incorporated into this First Amendment by reference. 2. Defined terms used in this First Amendment shall have the same meaning as are assigned to such terms in the Contract. 3. This First Amendment incorporates unit price adjustments as specified in Exhibit A and becomes effective on January 1, 2018. 4. Section 41 of the Contract ("Miscellaneous") is hereby appended as follows: 41.17 PRE-AUDIT No pre-audit certificate is required under N.C. Gen. Stat. 159-28(a) because this Contract is for an indefinite quantity with no minimum purchase requirement. Notwithstanding anything contained herein to the contrary, this Contract does not require the City to purchase a single product or service, and a decision by the City to not make any purchase hereunder will violate neither this Contract nor any implied duty of good faith and fair dealing. The City has no financial obligation under this Contract absent the City's execution of a valid and binding purchase order or contract addendum containing a pre-audit certificate." 5. Except to the extent specifically provided above, this amendment shall not be interpreted or construed as waiving any rights, obligations, remedies, or claims the parties may otherwise have under the Contract. 6. In all other respects and except as modified herein. the terms of the Contract shall remain in force and effect. [Signature Page Follows] ADVANCE STORES COMPANY, INC. Jan. 1, 2018 2017000280-1 Contract#:2017000280 Amendment#: 1 Vendor#: 301178 IN WITNESS WHEREOF, and in acknowledgement that the parties hereto have read and understood each and every provision hereof, the parties have caused this First Amendment to be executed as of the date first written above. ADVANCE STORES COMPANY, INC. CITY OF CHARLOTTE: CITY MANAGER'S OFFICE OFFICE/DEP TMENT IV N BY: �� BY: LZ �G tut /l (signature) (signature) PRINT NAME: ROBERT A WHEELER PRINT NAME: TITLE: SVP PROFESSIONAL BUSINESS TITLE: [. Q DATE: i I I DATE: %/Z2 4// CITY OF CHARLOTTE: INSURANCE A K MANAGEMENT BY: L (signature) 6;k-141 PRINT NA E: ee- n TITLE: L G DATE: ADVANCE STORES COMPANY,INC. Jan. 1, 2018 2017000280-1