1. Scope: This Participating Addendum covers the purchase of Accessible Transit/Paratransit Vehicles for all State departments and will include all California political subdivisions/local governments. A subdivision/local government is defined as any city, county, city and county, district, or other local governmental body or corporation, including the California State Universities (CSU) and University of California (UC) systems, K-12 schools and community colleges empowered to expend public funds. Each political subdivision/local government should make its own determination whether the CalACT/MBTA program is consistent with its procurement policies and regulations. THE SUPPLEMENTAL TERMS AND CONDITIONS FOR CONTRACTS USING ARRA FUNDS APPLY TO THE ORDERING AGENCY. IF OR WHEN, AS A VENDOR, IS NOTIFIED BY ORDERING AGENCY THAT A SPECIFIC PURCHASE OR PURCHASES ARE BEING MADE WITH ARRA FUNDS, AGREES TO COMPLY WITH THE DATA ELEMENT AND REPORTING REQUIREMENTS THAT ARE LEGALLY REQUIRED OF PROVIDERS OF GOODS AND RELATED SERVICES., AS IT RELATES TO PURCHASES UNDER THIS CONTRACT IS NOT A SUBCONTRACTOR OR SUBGRANTEE, BUT SIMPLY A PROVIDER OF GOODS AND RELATED SERVICES 2. Leasing: Funding to purchase or lease products available under this contract may be available to State departments via the GS $Mart (purchases) or Lease $Mart program. Local governmental agencies are able to take advantage of the leasing options in the CalACT/MBTA Cooperative Agreement Contract RFP No. 11-03 ( RFP No. 11-03 ) without restrictions. 3. Terms and Conditions: Except as expressly provided in this Section 3, the standards, procedures, terms and conditions set forth in RFP No. 11-03, including without limitation the procurement fee set forth in Section 4. SP 4, of RFP No. 11-03 shall apply to all State purchases of paratransit buses. The amendments or alterations to the standards, procedures, terms and conditions set forth in RFP No. 11-03 are limited to the following: a. The California General Provisions (CAGP) (GSPD-401Non IT Commodities based on June 8, 2010 standard) for RFP No. 11-03 as attached become a part of this Participating Addendum. b. In the event there is conflict between the provisions set forth in the CAGP and the provisions set forth in RFP No. 11-03, the provisions set forth in RFP No. 11-03 and any amendments thereto shall prevail. c. RFP No. 11-03, changed for the State of California to Contract number 7-12-23-15-04. d. California PA Contract numbers 7-12-23-15-04 and 7-12-23-15-05 can only be utilized to procure the vehicle types not provided by other State of California, Department of General Service Statewide Contracts. Only Class D Minivans, Class E Medium Duty Buses, Class K Raised Roof Vans may be acquired through this contract by State agencies. e. RFP No. 11-03, is hereby modified as follows: Original Award Date changed to Effective Date August 20, 2012. f. Delivery: As negotiated between department and contractor F.O.B. Destination and included in the purchase order, or as otherwise stipulated in the contract. g. DGS Termination of Contract: The State may terminate this contract at any time upon 30 days prior written notice. Upon termination or other expiration of this contract, each party will assist the other party in orderly Dated 8/8/12 Page 1 of 5
termination of the contract and the transfer of all assets, tangible and intangible, as may facilitate the orderly, non-disrupted business continuation of each party. This provision shall not relieve the contractor of the obligation to perform under any purchase order or other similar ordering document executed prior to the termination becoming effective. h. Seller s Permit: Bidder must provide a copy of their company s California retailer s seller s permit or certification of registration with its completed PA package and, if applicable, the permit or certification of all participating affiliates, issued by California s State Board of Equalization (BOE), pursuant to all requirements as set forth in Sections 6487, 7101 and Section 6452.1, 6487.4, 18510 of the Revenue and Taxation Code, and Section 10295.1 of the Public Contract Code. See http://www.boe.ca.gov/info/business.htm. i. Payee Data Record: Bidder(s) to be awarded this contract will be required to complete and sign a Payee Data Record (STD 204) before contract award. The Payee Data Record (STD 204) is available at: http://www.documents.dgs.ca.gov/osp/pdf/std204.pdf. j. Darfur Contracting Act Certification: Public Contract Code Sections 10475-10481 applies to any company that currently or within the previous three years has had business activities or other operations outside of the United States. For such a company to bid on or submit a proposal for a State of California (State) contract, the company must certify that it is either a) not a scrutinized company; or b) a scrutinized company that has been granted permission by the Department of General Services (DGS) and submit the completed document with its PA. The required document may be obtained through the following web site: http://www.documents.dgs.ca.gov/pd/poliproc/darfurcert072010.doc k. Purchase Orders: RFP No. 11-03 for the Participating State is Contract # 7-12-23-15-04. The new CalACT/MBTA Cooperative Agreement Contract # 7-12-23-15-04 numbers MUST be shown on all Purchase Orders (PO) issued against this CalACT/MBTA Cooperative Agreement. All Purchasing Entities issuing a valid PO will be bound by the terms and conditions of the CalACT/MBTA Cooperative Agreement Contract RFP No. 11-03 including, without limitation, the obligation to pay Contractor for Service and Equipment provided. l. ARRA Funded Project: Funding for this contract has been provided through the American Recovery and Reinvestment Act (ARRA) of 2009, Pub. L. 111-5. All contractors, including both prime and subcontractors, are subject to audit by appropriate federal or State of California entities. The State has the right to cancel, terminate, or suspend the contract if any contractor or subcontractor fails to comply with the reporting and operational requirements contained herein. See the following ARRA Supplemental Terms and Conditions for contract using ARRA funds web site. http://www.documents.dgs.ca.gov/pd/poliproc/arratand C081009final.pdf m. Order of Precedence: The parties acknowledge and agree that in the event of a conflict between the terms contained in the CalACT/MBTA Cooperative Agreement Contract RFP No. 11-03 and this Participating Addendum, the terms and conditions of the CalACT/MBTA Cooperative Agreement Contract RFP No. 11-03 will control as between Contractor and the Participating Entity. n. Reporting Requirements: The following reports are required to be submitted by the contractor in accordance with the instructions outlined below. Reports must contain at a minimum, but not limited to, the data elements identified in Attachments 1 4, Contract Reporting Data. Report format and samples will be provided after award. Note: Reports are to be submitted even when there is no activity for the reporting period. 1. Contract Usage Report: The Contractor shall provide an electronic Contract Usage Report to the State Contract Administrator on a monthly basis. The Contract Usage Report shall detail all invoiced purchases (from State Dated 8/8/12 Page 2 of 5
Departments and/or local governmental agencies) against the contract during the specified reporting period. The Contract Usage Report shall be provided to the State Contract Administrator, in Excel format via email or via U.S. Mail on a CD-ROM, by the 15th day following the ending of the reporting period (previous calendar month). 2. Local Business Activity Report: The Contractor shall provide an electronic Local Business Activity Report to the State Contract Administrator on a monthly basis. The Local Business Activity Report shall detail all invoiced purchases (from local governmental agencies only) against the contract during the specified reporting period and the Total Incentive Fee due to DGS/PD. Note: The Local Business Activity Report is considered separate from the Contract Usage Reporting requirement. The Local Business Activity Report shall be provided to the State Contract Administrator, in Excel format via email or via U.S. Mail on a CD-ROM, by the 15th day following the ending of the reporting period (previous calendar month). 3. Aging Debt Report The Contractor shall provide an electronic Aging Debt Report to the State Contract Administrator on a monthly basis. The Aging Debt Report must contain the outstanding invoices by State Department for the specified reporting period. The Aging Debt Report shall be provided to the State Contract Administrator, in Excel format via email or via U.S. Mail on a CD-ROM, by the 15th day following the ending of the reporting period (previous calendar month). 4. SB/DVBE Participation Report: Not Applicable n. Incentive Fee for Sales to Local Governmental Agencies: For all local government agency transactions issued against the contract resulting from this solicitation, the Contractor is required to remit the Department of General Services, Procurement Division (DGS/PD) an Incentive Fee of an amount equal to 1% of the total purchase order amount excluding taxes and freight. This Incentive Fee shall not be included in the agency s purchase price, nor invoiced or charged to the purchasing entity. (All prices quoted to local governmental agency customers shall reflect State contract pricing, including any and all applicable discounts, and shall include no other add-on fees.) Payment by the Contractor shall be made to DGS/PD based on the schedule shown below irrespective of reimbursement by each participating entity. Contractor shall submit a check payable to the State of California, DGS/PD, for an amount equal to 1 percent (0.01) of the total local government agency sales for the monthly period less freight, taxes, returned products and credits. (Example, if the net local governmental agency sale for a month totals $100,000.00, the incentive fee due to DGS/PD would be $1,000.00.) A Local Business Activity Report/Incentive Fee Check shall be submitted to the State Contract Administrator. If a Contractor holds multiple contracts, the Contractor may submit one check per month covering the DGS/PD incentive fee for the total of all local governmental agency purchases. In this case, a separate report is still required for each contract, and a list of the total local governmental agency sales for each contract must be included with the check. Dated 8/8/12 Page 3 of 5
Failure to submit correct reports and checks on a timely basis shall constitute grounds for suspension of this contract. Reports and check deliveries are due for the monthly period by the 15th day of the next month in a format to be prescribed by the DGS/PD. (Note: If the due date is on a Saturday or Sunday, the due date will be the Monday following.) Incentive Fee Checks shall be submitted to the following address: Department of General Services Procurement Division Contracts Management Unit Attn: Dion Campos 707 Third Street, 2nd Floor West Sacramento, CA 95605 o. Contract Administrator: The primary state government contact that your reports/fee s should be submitted to and named contract administrator for this Participating Addendum is as follows: Dion Campos, Contract Administrator Contract Management - Unit 2 Department of General Services, Procurement Division 707 Third Street, 2nd Floor, MS # 02-222 West Sacramento, CA 95605 E-mail: dion.campos@dgs.ca.gov Phone: (916) 375-4478 p. Primary Supplier: The primary A-Z Bus Sales, Inc. CUSTOMER contact for this Participating Addendum is as follows: Address: Contact: E-Mail: A-Z Bus Sales, Inc. 1900 S. Riverside Ave Colton, CA 92324 Leo Lovato, VP of Sales & Marketing llovato@a-zbus.com q. Participating Addendum: Phone: 951-781-1816 Fax: 1-951-781-4905 This Participating Addendum and RFP No. 11-03 and the Price Agreement together with their respective exhibits and/or amendments, set forth the entire agreement between the parties with respect to the subject matter of all previous communications, representations or agreements, whether oral or written, with respect to the subject matter hereof. r. Effective Dates: This Participating Addendum shall be effective upon approval by the DGS and will continue until the End Date of the RFP No. 11-03. CalACT/MBTA amendments to extend the term date are automatically incorporated into this Participating Addendum unless terminated early in accordance with the terms and conditions of the RFP No. 11-03 or this Participating Addendum. s. Servicing Subcontractors: The Contractor, at this time, will not be using subcontractors to provide any products or services. Dated 8/8/12 Page 4 of 5
By Signing below A-Z Bus Sales, Inc. agrees to offer the same Accessible Transit/Paratransit Vehicles as on the RFP No. 11-03 at prices equal to or lower than the prices on that contract. IN WITNESS WHEREOF, the parties have executed this Participating Addendum as of the date of execution by both parties below. State of California: By: A-Z Bus Sales, Inc.: By: Name: Jim Butler Name: Title: Deputy Director Title: Date: Date: Dated 8/8/12 Page 5 of 5