1-25-23-17C_User_Instructions.Supp.1.docx

Department of General Services Procurement Division 707 Third Street, 2nd Floor West Sacramento, CA 95605-2811

STATE OF CALIFORNIA

DEPARTMENT OF GENERAL SERVICES

PROCUREMENT DIVISION

Contract (Non-Mandatory) 1-25-23-17C Contract User Instructions, *Supplement 1*

Page 12 *7/3/2025* State of California

STATEWIDE CONTRACT

USER INSTRUCTIONS

All changes to most recent Supplement are in bold red italic. Additions are enclosed in asterisks, *, and deletions are enclosed in brackets, [].

NON-MANDATORY

*Supplement 1*

The contract user instructions, products, and pricing are included herein. All purchase documents issued under this contract incorporate the contract terms and applicable California General Provisions:

Non-IT General Provisions (rev 6/21/2022)

Cal eProcure link: www.caleprocure.ca.gov

ORDER PLACEMENT INFORMATION

Mailing Address:

New Flyer of America Inc.

711 Kernaghan Ave Winnipeg, MB R2C 3T4 Email: adrian_graca@newflyer.com

Contact Information:

New Flyer of America Inc.

Adrian Graca Phone: (204) 470-5521 Email: adrian_graca@newflyer.com

All changes to most recent Supplement are in bold red italic. Additions are enclosed in asterisks; deletions are enclosed in brackets with strikethrough.

SUMMARY OF CHANGES

· Article 45, Attachments: added Attachment 6 Technical Questionnaire.*

*7/3/2025*

6/2/2025

All other terms and conditions remain the same.

TABLE OF CONTENTS

SCOPE

The State’s contract with New Flyer of America Inc. (Contractor) provides Zero-emission Transit Buses at contracted pricing to the State of California and participating State and local governmental agencies in accordance with the requirements of Contract # 1-25-23-17C. The Contractor shall supply the entire portfolio of products as identified in the contract and will be the primary point of contact for data collection, reporting, and distribution of Zero-Emission Transit Buses.

This Statewide contract is a State Cooperative Purchasing Contract (SCPC) under Section 3019 of the FAST Act and is compliant with Federal Transit Administration (FTA) Guidelines. The State of California has contracted with New Flyer of America Inc. to provide Zero-Emission Transit Buses, Options, Spare Parts, and Support to multiple participants, including transit organizations from other states. The contract incorporates FTA required clauses and certifications. Any out-of-state agency is free to use the SCPC throughout the life of the contract.

Incentive discount programs such as CALSTART HVIP are not factored into Attachment 1, Contract Pricing. These incentive programs, if any, will apply at the time a purchase order is placed with the Contractor.

The contract term is for two (2) years with an option to extend the contract for three (3) additional one (1) year periods or portion thereof. The terms, conditions, and prices for the contract extension option shall be by mutual agreement between the Contractor and the State. If a mutual agreement cannot be met the contract will expire at the end of the current contract term.

CONTRACT USAGE/RULES

State Departments

· The use of this contract is non-mandatory for all State of California departments.

· State departments must adhere to all applicable State laws, regulations, policies, best practices, and purchasing authority requirements, e.g. California Codes, Code of Regulations, State Administrative Manual, Management Memos, and State Contracting Manual Volume 2, as applicable.

· Prior to placing orders against this contract, State departments must have been granted non-IT purchasing authority by the Department of General Services, Procurement Division (DGS-PD) for the use of this statewide contract. State departments that have not been granted purchasing authority by DGS-PD for the use of the State’s statewide contracts may contact DGS-PD’s Purchasing Authority Management Section by e-mail at pams@dgs.ca.gov.

· State departments must have a Department of General Services (DGS) agency billing code prior to placing orders against this contract. Ordering departments may contact their Purchasing Authority contact or their department’s fiscal office to obtain this information.

Local Governmental Agencies

· Local governmental agency use of this contract is optional.

· Local government agencies are defined in Public Contract Code Chapter 2, Section 10298 (a) (b) and 10299 (b); this includes the California State Universities (CSU) and University of California (UC) systems, K-12 schools and community colleges, empowered to expend public funds for the acquisition of products. Similar United States agencies outside of California, reference section 3019 of the FAST Act.

· While the State makes this contract available to local governmental agencies, each local governmental agency should determine whether this contract is consistent with its procurement policies and regulations. Prior to placing orders against this contract, Ordering agencies are responsible for verifying they comply with FTA requirements.

· Local governmental agencies shall have the same rights and privileges as State departments under the terms of this contract. Any local governmental agencies desiring to participate shall be required to adhere to the same responsibilities as do State departments and have no authority to amend, modify or change any condition of the contract.

· A DGS issued billing code is not required for local governmental agencies to place orders against this contract.

Unless otherwise specified within this document, the term “ordering agencies” will refer to all State departments and/or local governmental agencies eligible to utilize this contract. Ordering and/or usage instructions exclusive to State departments or local governmental agencies shall be identified within each section.

DGS ADMINISTRATIVE FEES

1. State Departments The DGS will bill each State department an administrative fee for use of this statewide contract. The administrative fee should NOT be included in the order total, nor remitted before an invoice is received from DGS.

Current fees are available online in the Price Book & Directory of Services (go to Price Book Download and click on Purchasing under Procurement Division).

Local Governmental Agencies For all local government agency transactions issued against the contract, the Contractor is required to remit the DGS-PD an Incentive Fee of an amount equal to 1 percent of the total purchase order amount excluding taxes and freight. This Incentive Fee shall not be included in the local governmental agency’s purchase price, nor invoiced or charged to the local governmental agency. All prices quoted to local governmental agencies shall reflect State contract pricing, including any and all applicable discounts, and shall include no other add-on fees.

SB/DVBE OFF-RAMP PROVISION

There is no SB/DVBE off ramp associated with this contract.

PROBLEM RESOLUTION/SUPPLIER PERFORMANCE

Ordering agencies and/or Contractor shall inform the State Contract Administrator of any technical or contractual difficulties encountered during contract performance in a timely manner. This includes and is not limited to informal disputes, supplier performance, outstanding deliveries, etc. The ordering agency should include all relevant information and/or documentation (e.g., purchase documents).

CONTRACT ITEMS

Contract items and pricing are listed on Attachment 1 – Contract Pricing.

· Base Bus

· Battery upgrades (if applicable)

· Extended warranties (if applicable)

· Options, including all items in the Contractor’s catalog

· Spare Parts

· Support, including:

· Operator and Technician Training

· Manuals Contract also includes a battery leasing option. Ordering agency must contact the Contractor for more details.

SPECIFICATIONS

All products listed on Attachment 1, Contract Pricing, conform to Attachment 2, Technical Specification Number 2310-BS-0165641, dated 6/26/2024.

CUSTOMER SERVICE

Contractor will provide office and personnel resources for responding to inquiries, including telephone and email coverage weekdays during the hours of 8:00 AM through 5:00 PM (PT). The customer service unit shall respond to all inquiries within 24 hours, excluding weekends and holidays.

PRICE Modification All prices shall be firm fixed for the contract term, including any optional year extensions, unless a price adjustment is granted by DGS-PD. Price adjustment may occur once every 12 months. More frequent price adjustments may occur under special circumstances. Price adjustments will be reflected in a supplement to the User Instructions. Retroactive price adjustments will not be allowed.

PURCHASE EXECUTION

1. State Departments Std. 65 Purchase Documents State departments not transacting in FI$CAL must use the Purchasing Authority Purchase Order (Std. 65) for purchase execution. An electronic version of the Std. 65 is available at the Office of State Publishing web site (select STD Forms).

All Purchasing Authority Purchase Orders (Std. 65) must contain the following:

· Agency Order Number (Purchase Order Number)

· Ordering Agency Name

· Agency Billing Code

· Purchasing Authority Number

· Leveraged Procurement Number (Contract Number)

· Supplier Information (Contact Name, Address, Phone Number, Fax Number, E-mail)

· Line Item number

· Quantity

· Unit of Measure

· Commodity Code Number

· Product Description

· Unit Price

· Extension Price

FI$CAL Purchase Documents State departments transacting in FI$CAL will follow the FI$CAL procurement and contracting procedures.

Blanket Orders The use of blanket purchase orders against this statewide contract is not allowed.

Local Governmental Agencies Local governmental agencies may use their own purchase document for purchase execution. The purchase documents must include the same data elements as listed above (Exception: Purchasing Authority Number and Billing Code which are used by State departments only).

PRE-PRODUCTION AND INSPECTION GUIDELINES

The Contractor shall agree to comply with Attachment 5, New Bus Manufacturing Inspection Guidelines. A pre-production meeting will be held to produce final production requirements and the planned configuration of the bus.

PRE-ORDER QUOTE REQUEST

The Contractor shall provide a quote to ordering agencies in MS Excel spreadsheet format that contain at minimum the following information:

· Contractor letterhead

· Offer/Quote “prepared by” name and contact information

· Offer/Quote number

· Date of Offer/Quote

· Ordering agency name

· Ordering agency contact person

· Contract number

· Contract Line Item Number

· Quantity

· Description of Item

· Contract Unit Price

· Extended Price (Quantity x Contract Price)

· Subtotals of taxable and non-taxable items

· Rate and calculated tax

· Applicable fees

· Grand total

MINIMUM ORDER

There is no minimum order for this contract.

ORDERING PROCEDURE

Ordering agencies are to submit appropriate purchase documents directly to the Contractor via one of the following ordering methods:

· U.S. Mail

· Email The Contractor’s Order Placement Information is as follows:

ORDER PLACEMENT INFORMATION

U.S. Mail:

New Flyer of America Inc.

711 Kernaghan Ave Winnipeg, MB R2C 3T4 Email:

adrian_graca@newflyer.com

When using any of the ordering methods specified above, all State departments must conform to proper State procedures.

ORDER ACCEPTANCE

The Contractor shall accept orders from any ordering agency. The Contractor shall not accept purchase documents for this contract that:

· Are incomplete

· Contain non-contract items or items outside the scope of the contract

· Contain non-contract terms and conditions The Contractor must not refuse to accept orders from any ordering agency for any other reason without written authorization from the State Contract Administrator.

ORDER ACKNOWLEDGEMENT

The Contractor will provide ordering agencies with an email order receipt acknowledgement within two (2) business days of receipt of purchase ordert. The Order Acknowledgement shall include the following information:

· Contractor’s Order Number

· Ordering Agency Name

· Purchase Order Number

· Description of Goods

· Total Cost

· Anticipated Delivery Date

· Delayed Production Notification* (if applicable)

· Discontinued Bus/Component Notification *Contractor shall notify the ordering agency of any delays in production or delays in orders being accepted by the manufacturer for any period of time; Contractor shall provide estimated production start date and delivery date.

DISCONTINUED VEHICLE

In the event a vehicle model is discontinued during the contract period, the Contractor will be required to notify the State Contract Administrator in writing 30 calendar days prior to the effective date of the discontinuance. Contractor may offer a replacement vehicle that will meet or exceed all specifications, terms, and conditions; however, the replacement vehicle shall not infringe on another awarded group. Pricing of the new vehicle shall be negotiated by the Contractor and the State Contract Administrator.

The State, at its sole discretion, may accept the replacement vehicle offered by the Contractor. If a substitute vehicle is approved, the State Contract Administrator will provide written approval to the Contractor.

The Contractor shall not substitute vehicles without written approval from the State Contract Administrator.

DISCONTINUED vehicle REMEDY Upon receipt of an order acknowledgment identifying discontinued items, the ordering agencies shall have the following options:

· Amend purchase document to reflect State-approved replacement vehicle (in accordance with Section 17, Discontinued Vehicle); or

· Cancel the item from the order Under no circumstance is the Contractor permitted to make substitutions with non-contract items or unauthorized products without approval from the State Contract Administrator.

COMPONENT SUBSTITUTIONS/DISCONTINUED COMPONENTS

Components proposed to meet the requirements of this contract shall be available throughout the duration of the contract term. If, during the life of the contract, a component is discontinued, the Contractor shall notify the State Contract Administrator in writing and propose a comparable substitute at least 30 calendar days prior to discontinuation. The State Contract Administrator will review the substitute and determine acceptability.

The State, at its sole discretion, may accept the replacement component offered by the Contractor. If a substitute is approved, the State Contract Administrator will provide written approval to the Contractor.

The Contractor shall not substitute components without written approval from the State Contract Administrator.

NEW TECHNOLOGY PROVISION

The State reserves the right to add new buses or components to the contract that may evolve or become available through new technology. Such additions must be for the same general purpose as items awarded and fall within the original scope. Such items shall only be added upon approval by the State Contract Administrator.

DELIVERY SCHEDULES

Delivery for orders placed against this contract shall be in accordance with the following:

1. Locations Deliveries are to be made nationwide to the location specified on the individual purchase order.

Schedule Delivery of ordered product shall be completed within two (2) years after receipt of an order, unless otherwised agreed to by the ordering agency. Since receiving hours for each ordering agency will vary by facility, it will be the Contractor’s responsibility to check with each ordering agency for their specific delivery hours before delivery occurs. The Contractor must notify the ordering agency within 12 hours of scheduled delivery time, if delivery cannot be made within the time frame specified on the Order Receipt Confirmation.

The Contractor is requested to make deliveries in Los Angeles County, Orange County, San Bernardino Metropolitan Area, and San Diego Metropolitan Area during off-peak hours. Off-peak hours are Monday through Friday, 10:00 AM to 4:00 PM PT.

PRE-DELIVERY CHECKLIST

Prior to delivery, each vehicle shall be completely inspected, serviced, and detailed by the Contractor and/or the manufacturer’s pre-delivery service center. A copy of the pre-delivery checklist shall be completed for each vehicle, signed by a representative of the organization performing the inspection/service, and delivered with the vehicle.

DOCUMENTS

The following documents shall be delivered to the ordering agency with the vehicle:

· Completed and signed pre-delivery service checklist, including the order number and Vehicle Identification Number (VIN)

· “Line Set Tickets” and/or “Window (Monroney) Sticker” showing all options installed

· One (1) copy of the warranty, including applicable certificates, cards, etc.

· One (1) copy of the owner’s manual (if applicable)

The following manuals shall be provided to the ordering agency, within 30 days following the delivery of the first production vehicle.

· One (1) copy of the Maintenance Packages Manual

· One (1) copy of the Preventative Maintenance and Procedure Manual

· One (1) copy of the Parts Manual

· One (1) copy of the Operator’s Manual

RECEIVING INSPECTION

Buses shall undergo inspection per Attachment 5, New Bus Manufacturing Inspection Guidelines.

FREE ON BOARD (F.O.B.) DESTINATION

All prices are F.O.B. destination; freight prepaid at no additional cost to Sacramento County. The fees for deliveries outside of Sacramento County shall be negotiatioed between the Contractor and the ordering agency. Responsibility and liability for loss or damage for all orders shall remain with the Contractor until receipt of goods is confirmed by the ordering agency, when all responsibility shall pass to the ordering agency, except the responsibility for latent defects, fraud, and the warranty obligations.

SHIPPING

(Spare parts only) All shipments for components shall be in accordance with the General Provisions paragraph 12 entitled “Packing and Shipment” (Section 2.4.1, Non-IT General Provisions, Rev. 6/21/2022).

PACKING SLIP

(Spare parts only) Packing slip requirements for components shall be in accordance with the General Provisions paragraph 12 entitled “Packing and Shipment” (Section 2.4.1, Non-IT General Provisions, Rev. 6/21/2022).

PACKING LABEL

(Spare parts only) A packing label will also be included with each component order shipped and include the following items, visible on the outside of the box:

· Ordering agency name

· Delivery address, unit, and/or floor

· Department and floor

· Ordering agency contact name

· Ordering agency telephone number

INSPECTION AND ACCEPTANCE

Inspection and acceptance shall be in accordance with the General Provisions, Article 17 Inspection, Acceptance and Rejection (Section 2.4.1, Non-IT General Provisions, Rev. 6/21/2022), as well as Attachment 5, New Bus Manufacturing Inspection Guidelines.

CONTRACT ADMINISTRATION

Both the State and the Contractor have assigned contract administrators as the single points of contact for problem resolution and related contract issues.

Attn: Erica Seghesio-Groves 707 Third Street, 2nd Floor, MS 201 West Sacramento, CA 95605 New Flyer of America Inc.

Attn: Adrian Graca 711 Kernaghan Ave Winnipeg, MB R2C 3T4

RETURN POLICY

(Spare parts only) The Contractor will accept all products for return at no cost to the ordering agency within 30 calendar days of delivery and refund the customer in full.

Products returned should be in the packaging as delivered and include all documentation. Lost or damaged packaging materials and/or documentation shall be supplied by the Contractor. The Contractor shall not charge for these materials in excess of the Contractor’s cost or 10 percent restocking fee, whichever is lower. The Contractor shall provide the State Contract Administrator and/or ordering agency a copy of the Contractor’s material cost, if requested, within ten days of request.

All returns shall be picked up within seven (7) working days of notification. Notification is defined as notice in writing or e-mail.

CREDIT POLICY

(Spare parts only) The Contractor shall offer a credit/refund for the following items:

· Items shipped in error.

· Items that are returned within 30 calendar days of delivery.

· Defective or freight-damaged item.

In all cases, the ordering agency shall have the option of taking an exchange or receiving a credit or receiving a refund.

The Contractor will be responsible for the credit or replacement of all products, including those covered by manufacturer warranties. The Contractor cannot require the ordering agency to deal directly with the manufacturer.

PRODUCT RECALL PROCEDURES

The Contractor shall provide recall notification, regardless of level, in writing to the State Contract Administrator and each applicable ordering agency through the most expedient method possible. The notices, at a minimum, shall include a complete product description and/or identification, contract number, delivery order number and disposition instructions.

The Contractor shall pick up, test, destroy, or return recalled products to the manufacturer at no expense to the ordering agency. The Contractor shall issue replacement of product or credit for any product removed or recalled. Each ordering agency shall have the option of accepting either replacement product or credit in exchange for recalled/removed products.

INVOICING

Invoices shall be submitted to the ordering agencies within seven (7) calendar days from date of delivery/final acceptance. Ordering agencies may require separate invoicing, as specified by each ordering agency.

PAYMENT

1. Terms Payment terms for this contract are net 45 days. Payment will be made in accordance with the provisions of the California Prompt Payment Act, Government Code Section 927, et seq. Unless expressly exempted by statute, the Act requires State departments to pay properly submitted, undisputed invoices not more than 45 days after the date of acceptance of goods, performance of services, or receipt of an undisputed invoice, whichever is later.

CAL-Card Use Use of the CAL-Card for payment of invoices is not allowed under this statewide contract.

State Financial Marketplace State departments reserve the right to select the form of payment for all procurements, be it either an outright purchase with payment rendered directly by the State, or a financing/lease-purchase or operating lease via the State Financial Marketplace (GS $Mart and/or Lease $Mart). If payment is via the financial marketplace, the Contractor will invoice the State department and the State department will approve the invoice and the selected Lender/Lessor for all product listed on the State's procurement document will pay the Contractor on behalf of the State.

Payee Data Record Each State department’s accounting office must have a copy of the Contractor’s Payee Data Record (Std. 204) in order to process payments. State departments should forward a copy of the Std. 204 to their accounting offices. Without the Std. 204, payment may be unnecessarily delayed. The Std. 204 can be found in FI$CAL or may be requested from the Contractor.

OTHER FUNDING SOURCES

Ordering agencies may utilize other funding sources (i.e., vouchers, bonds, etc.) for payment (i.e., Envornmental Protection Agency (EPA) funding, Hybrid and Zero-Emission Truck and Bus Voucher Incentive Project (HVIP).) Ordering agencies shall work with the Contractor for all funding sources to assure contract compliance for the source.

CALIFORNIA SELLER’S PERMIT

The California seller permit number for the Contractor is listed below. Ordering agencies can verify that permits are currently valid at the following website: www.cdtfa.ca.gov. State departments must adhere to the file documentation identified in the State Contracting Manual Volume 2.

WARRANTY

The Contractor shall provide the warranties and warranty services in accordance with Attachment 3, Warranty Requirements.

TRAINING

The Contractor shall provide training set in forth in Attachment 4, Training Requirements.

RECYCLED CONTENT

There is no postconsumer recycled content associated with this contract.

SB/DVBE PARTICIPATION

There is no Small Business (SB) or Disabled Veteran Business Enterprise (DVBE) participation for this contract.

VETTED FORMS/CERTIFICATIONS

The DGS-PD, as the awarding department, has assessed the Contractor and subcontractor forms, certifications, and compliance to performing a commercially useful function (CUF) during the solicitation evaluation process. Consequently, when executing purchase documents pursuant to this contract, it is not necessary for State departments operating under statewide contract purchasing authority to conduct a CUF evaluation or request the completion of the following required certifications and forms:

· Bidder Declaration Form (GSPD 05-105)

· DVBE Declaration Form (DGS-PD 843)

· Darfur Contracting Act Form

· California Civil Rights Certification Form

· Iran Contracting Act Certification

· Russian Sanctions Agreement

· Federal Debarment State departments should make a notation of this within their procurement file.

GENERATIVE ARTIFICIAL INTELLIGENCE (GenAI) PROCUREMENT PROCEDURES GenAI contract provisions (rev. 2/20/2025) have been incorporated into the contract. Contractor does not intend to utilize GenAI as a deliverable. If GenAI is disclosed by the Contractor, state departments must follow the required GenAI purchase procedures outlined in SCM Vol.2, Chapter 23, Generative Artificial Intelligence.

BATTERY RECYCLING

Contractor partners with Li-Cycle to recycle batteries. Contact the Contractor to coordinate steps involved in recycling the batteries.

ATTACHMENTS

Attachment 1 – Contract Pricing Attachment 2 – Technical Specification 2310-BS-0165641, dated 6/26/2024.

Attachment 3 – Warranty Requirements Attachment 4 – Training Requirements Attachment 5 – New Bus Manufacturing Inspection Guidelines *Attachment 6 – Technical Questionnaire* image1.jpeg