STATE OF MICHIGAN PROCUREMENT

Department Technology, Management and Budget Central Procurement Services 320 S Walnut Street Lansing, MI 48933 P.O. Box 30026, Lansing, MI 48909

CONTRACT CHANGE NOTICE

Change Notice Number 2 to

Contract Number MA240000001208

C O

N

TR

AC

TO

R

LUNGHAMER FORD OF OWOSSO LLC

1960 East Main Street

Owosso MI 48867

William J. Campbell Jr.

(888) 923-5338, ext. 229 bcampbell@lunghamerford.com

CV0033084

ST

AT

E

Pr og ra m

M an ag er

Erin Reincke MDOT

517-855-1986

ReinckeE@michigan.gov

C on tr ac t Ad m in is tr at or Patrick Turcotte DTMB

517-730-87978 turcottep@michigan.gov

CONTRACT SUMMARY

Domestic Vehicle Dealers – Patrol, Passenger, Trucks, and Vans Prequalification.

INITIAL EFFECTIVE DATE

September 1, 2024

INITIAL EXPIRATION DATE

August 31, 2029

INITIAL AVAILABLE OPTIONS

2 - 1 Year

EXPIRATION DATE BEFORE

August 31, 2029

PAYMENT TERMS

45 Days

DELIVERY TIMEFRAME

ALTERNATE PAYMENT OPTIONS

P-Card Direct Voucher (PRC) Other

EXTENDED PURCHASING

Yes No

MINIMUM DELIVERY REQUIREMENTS

F.O.B. Destination

DESCRIPTION OF CHANGE NOTICE

OPTION LENGTH OF OPTION EXTENSION LENGTH OF EXTENSION

REVISED EXP. DATE

CURRENT VALUE

$2,100,000.00

VALUE OF CHANGE NOTICE

$0.00

ESTIMATED AGGREGATE CONTRACT VALUE

$2,100,000.00

DESCRIPTION

Please note the Program Manager or Contract Administrator may have changed, and are reflected on this Change Notice.

Effective March 19, 2025, Schedule B - Pricing on this contract is hereby updated, per revised attachment.

The following amendments are also incorporated:

1) Background & 2nd Tier Bidding Process is deleted and replaced with the following:

Background

The purpose of the pre-qualified program is to establish a pool of domestic auto dealers to provide patrol, passenger, trucks, and vans for the State and Extended Purchasing Participants. Pre-qualification does not guarantee any specific vehicles, quantities, or volume. The State in its sole discretion reserves the right to amend approved makes and reserves the right to add additional pre-qualified dealers as needed through the issuance of an RFP.

Issues regarding Contractor performance will be documented and addressed with the Contractor. Failure to remediate issues may result in the dealer being removed from the pre-qualification program.

2) Section 4. Pricing, Item 4.1 Price Term is deleted and replaced with the following:

The pre-qualified pool of vendors must submit pricing annually on vehicles. Compliance with specifications will govern award for vehicles by manufacturer, model category, and/or model groups. Prices are fixed for one model year. “Model year” is defined as the current model year at the time of the pricing inquiry release.

Dealers are obligated to provide the vehicle at the submitted price as long as that model year is produced.

3) Section 4. Pricing, Item 4.2 Price Changes is deleted and replaced with the following:

Prices quoted are the maximum to be charged during the vehicle model year.

Dealers are obligated to provide the vehicle at the quoted price as long as that model year is produced with the following exceptions:

a) The State or Ordering Entity shall receive the benefit of any decrease in price that may occur.

b) If changes in manufacturer standard equipment or federal regulations affect the cost of the vehicle(s) during the model year by more than $100.00, the Contractor may request a price revision to reflect the actual cost increase experienced. The request must be accompanied by evidence that the change actually affected the Contractor’s cost.

c) If the State of Michigan raises the cost of the vehicle title fees during the contract period, Contractors may request a price adjustment to reflect the actual cost increase experienced.

Changes may either increase or decrease and may be requested by either party. Approved changes must be firm for the remainder of the model year and will take effect 30 days after authorization by Contract Change Notice. The postmark date on the delivery/purchase order will determine prices to be charged on an order that may have been in transit prior to implementation of price revisions.

Requests for price changes must be received in writing at least 30 days prior to their effective date and are subject to written acceptance before becoming effective. The continued payment of any charges due after September 30th of any fiscal year will be subject to the availability of an appropriation for this purpose.

All other terms, conditions, specifications and pricing remain the same. Per contractor and agency agreement, and DTMB Central Procurement approval.

Name:

Spec # DESCRIPTION Year Make Model MDOT $ MiDEAL $ MiDEAL Delivery

Fee (Per mile) Notes

3003-POL POLICE: Police Interceptor Utility AWD 2026 FORD

POLICE INTERCEPTOR

UTILITY AWD

(K8A)

$40,386 $42,086 $2.50

3005-POL POLICE: Police Responder 4WD SuperCrew 5.5' Box 2026 FORD

F150 POLICE

RESPONDER 4WD SUPER

CREW

(W1P)

$43,700 $45,200 $2.50

0017-EV

ELECTRIC VEHICLES: PASSENGER, MID SIZE (Rear Wheel Drive) 4

Door Sedan

2026 FORD

MUSTANG MACH-E

(K1R) $32,421 $33,421 $2.50

0028-HYB

HYBRID VEHICLES: PICK-UP, 4.5' BOX, (2 Wheel Drive) Crew Cab

(5,200 lbs min GVWR)

2026 FORD

MAVERICK XL

(100A) $25,292 $26,292 $2.50

0029-HYB

HYBRID VEHICLES: PICK-UP, 4.5' BOX, (4 Wheel Drive) Crew Cab

(5,200 lbs min GVWR)

2026 FORD

MAVERICK XL

(100A) $26,751 $28,751 $2.50

0040-2WDU

TWO WHEEL DRIVE UTILITY VEHICLE: 5 PASSENGER, 4 DOOR, FRONT

WHEEL DRIVE Automatic Transmission

2026 FORD

ESCAPE S

(U0F) N/A N/A $2.50 Vehicle is no longer in production.

0040-2WDU

TWO WHEEL DRIVE UTILITY VEHICLE: 5 PASSENGER, 4 DOOR, FRONT

WHEEL DRIVE Automatic Transmission

2026 FORD

EXPLORER

(K7D) $31,942 $32,442 $2.50

0050-4WDU

FOUR WHEEL DRIVE UTILITY VEHICLE: UTILITY 4x4, 4 DOOR

(Payload 900 lbs., min.)

2026 FORD

BRONCO

(E6B) $27,193 $27,693 $2.50

0050-4WDU

FOUR WHEEL DRIVE UTILITY VEHICLE: UTILITY 4x4, 4 DOOR

(Payload 900 lbs., min.)

2026 FORD

Explorer

(K8D) $33,767 $34,767 $2.50

0050-4WDU

FOUR WHEEL DRIVE UTILITY VEHICLE: UTILITY 4x4, 4 DOOR

(Payload 900 lbs., min.)

2026 FORD

Bronco Sport

(R9B) $35,512 $36,512 $2.50

0050-4WDU

FOUR WHEEL DRIVE UTILITY VEHICLE: UTILITY 4x4, 4 DOOR

(Payload 900 lbs., min.)

2026 FORD

ESCAPE SE

(U9G) N/A N/A $2.50 Vehicle no Longer in production

0051-4WDU

FOUR WHEEL DRIVE UTILITY VEHICLE: UTILITY VEHICLE, FULL SIZE, 4-

DOOR, 6 PASSENGER (Payload 1,480 lbs., min.)

2026 FORD

EXPEDITION XL

(U1G) $49,239 $49,239 $2.50

0052-4WDU

FOUR WHEEL DRIVE UTILITY VEHICLE: UTILITY VEHICLE, LARGE, 6 to

8 PASSENGER ALTERNATIVE FUEL (Payload 1,500 lbs., min.)

2026 FORD

EXPEDITION XL EL

(K1G) $53,004 $53,004 $2.50

0060-LGU

LARGE UTILITY VEHICLES: UTILITY, 4-DOOR, 5-6 PASSENGER, FULL

SIZE, ALTERNATIVE FUEL (Payload 1,500 lbs., min.)

2026 FORD

EXPEDITION XL

(U1H) $52,802 $52,802 $2.50

0061-LGU

LARGE UTILITY VEHICLES: UTILITY VEHICLE, 6 PASSENGER, HALF

TON, ALTERNATIVE FUEL (Payload 1,500 lbs., min.)

2026 FORD

EXPEDITION XL EL 4x2

(K1H) $55,539 $55,539 $2.50

0071-4WDL

LIGHT DUTY TRUCK 4x4: PICK UP BODY MIDSIZE, EXTENDED CAB

(Approx. 6' Box) (Payload 1,260 lbs., min.)

2026 FORD

RANGER

(R4P) $30,523 $31,523 $2.50

0073-4WDL

LIGHT DUTY TRUCK 4x4: PICK UP BODY, EXTENDED CAB (6 Foot

Box) (Payload 1,300 lbs., min.)

2026 FORD

F150

(X1L) $37,493 $38,293 $2.50

0074-4WDL

LIGHT DUTY TRUCK 4x4: PICK UP BODY (6 Ft. Box) (Payload 1,300 lbs., min.)

2026 FORD

F150

(F1L) $36,537 $38,037 $2.50

0075-4WDL

LIGHT DUTY TRUCK 4x4: PICK UP BODY (8 Ft. Box) (Payload 1,300 lbs., min.)

2026 FORD

F150

(F1E) $35,185 $36,285 $2.50

0076-4WDL

LIGHT DUTY TRUCK 4x4: PICK UP BODY, EXTENDED CAB (8 Foot

Box) (Payload 2,500 lbs., min.)

2026 FORD

F250

(X2B) $47,362 $44,089 $2.50

0076D-4WDL

LIGHT DUTY TRUCK 4x4: PICK UP BODY, EXTENDED CAB, DIESEL (8

Foot Box) (Payload 2,350 lbs., min.)

2026 FORD

F250

(X2B) $55,914 $53,552 $2.50

0077-4WDL

LIGHT DUTY TRUCK 4x4: PICK UP BODY, EXTENDED CAB (6 Foot

Box) (Payload 2,500 lbs., min.)

2026 FORD

F250

(X2B) $46,872 $43,899 $2.50

0077D-4WDL

LIGHT DUTY TRUCK 4x4: PICK UP BODY, EXTENDED CAB, DIESEL (6

Foot Box) (Payload 2,500 lbs., min.)

2026 FORD

F250

(X2B) $55,724 $53,517 $2.50

0078-4WDL

LIGHT DUTY TRUCK 4x4: PICK UP BODY (8 FT. Box) (Payload 2,800 lbs., min.)

2026 FORD

F250

(F2B) $44,178 $41,365 $2.50

0078D-4WDL

LIGHT DUTY TRUCK 4x4: PICK UP BODY, DIESEL (8 Ft. Box) (Payload

2,800 lbs., min.)

2026 FORD

F250

(F2B) $53,205 $50,719 $2.50

0079-LDT

LIGHT DUTY TRUCK: PICK UP BODY MIDSIZE, CREW CAB (Approx. 5'

Box) (Payload 1,000 lbs., min.)

2026 FORD

RANGER 4x4

(R4P) $31,197 $31,763 $2.50 Updated spec to 5' box

0081-LDT

LIGHT DUTY TRUCK: PICK UP BODY, EXTENDED CAB (6 Foot Box, Payload 1,400 lbs., min.)

2026 FORD

F150

(X1K) $35,349 $36,160 $2.50

0082-LDT

LIGHT DUTY TRUCK: PICK UP BODY, REGULAR CAB (8 Foot

Box)(Payload 1,600 lbs., min.)

2026 FORD

F150

(F1K) $30,645 $31,235 $2.50

2026 MY PRICING

STATE OF MICHIGAN

Contract No. 240000001208

Domestic Vehicle Dealers - Patrol, Passenger, Trucks, and Vans Prequalification

SCHEDULE B

PRICING

1. Price includes all costs, including but not limited to, any one-time or set-up charges, fees, and potential costs that Contractor may charge the State (e.g., shipping and handling, per piece pricing, and

Lunghamer Ford of Owosso LLC

0083-LDT

LIGHT DUTY TRUCK: PICK UP BODY, REGULAR CAB (6' Box)

(Payload 1,600 lbs., min.)

2026 FORD

F150

(F1K) $32,171 $33,013 $2.50

0084D-LDT

LIGHT DUTY TRUCK: PICK UP BODY, EXTENDED CAB, DIESEL (8 Foot

Box) (Payload 3,000 lbs., min.)

2026 FORD

F250

(X2A) $53,526 $52,380 $2.50

0085-LDT

LIGHT DUTY TRUCK: PICK UP BODY, EXTENDED CAB (6 Foot Box)

(Payload 3,000 lbs., min.)

2026 FORD

F250

(X2A) $43,278 $41,434 $2.50

0085D-LDT

LIGHT DUTY TRUCK: PICK UP BODY, EXTENDED CAB, DIESEL (6 Foot

Box) (Payload 3,000 lbs., min.)

2026 FORD

F250

(X2A) $53,316 $52,149 $2.50

0086-LDT

LIGHT DUTY TRUCK: PICK UP BODY, CREW CAB, FOUR DOOR,

SINGLE REAR WHEEL (6 Foot Box) (Payload 3,000 lbs., min.)

2026 FORD

F250

(W2A) $45,221 $43,210 $2.50

0086D-LDT

LIGHT DUTY TRUCK: PICK UP BODY, CREW CAB, FOUR DOOR,

SINGLE REAR WHEEL, DIESEL (6 Foot Box) (Payload 3,000 lbs., min.)

2026 FORD

F250

(W2A) $54,700 $52,991 $2.50

0087-LDT

LIGHT DUTY TRUCK: PICK UP BODY, REGULAR CAB (8' Box) (Payload

3,240 lbs., min.)

2026 FORD

F250

(F2A) $40,668 $38,914 $2.50

0087D-LDT

LIGHT DUTY TRUCK: PICK UP BODY, REGULAR CAB, DIESEL (8' Box)

(Payload 3,240 lbs., min.)

2026 FORD

F250

(F2A) $49,971 $48,655 $2.50

0088-LDT

LIGHT DUTY TRUCK: PICK UP BODY, EXTENDED CAB, FOUR DOOR

SINGLE REAR WHEEL 4 X 2, (8 Foot Box), (Payload 3,800 lbs., min.)

2026 FORD

F250

(X2A) $43,502 $41,670 $2.50

0088D-LDT

LIGHT DUTY TRUCK: PICK UP BODY, EXTENDED CAB, FOUR DOOR

SINGLE REAR WHEEL, DIESEL 4 X 2, (8 Foot Box), (Payload 3,500 lbs., min.)

2026 FORD

F250

(X3A) $53,734 $42,620 $2.50

0089-LDT

LIGHT DUTY TRUCK: PICK UP BODY, CREW CAB, FOUR DOOR,

SINGLE REAR WHEEL (8 Foot Box) (Payload 3,800 lbs., min.)

2026 FORD

F350

(W3A) $46,568 $44,732 $2.50

0089D-LDT

LIGHT DUTY TRUCK: PICK UP BODY, CREW CAB, FOUR DOOR,

SINGLE REAR WHEEL, DIESEL (8 Foot Box) (Payload 3,700 lbs., min.)

2026 FORD

F250

(W3A) $56,298 $54,376 $2.50

0090-LDT

LIGHT DUTY TRUCK: PICK UP BODY, EXTENDED CAB, FOUR DOOR

DUAL REAR WHEEL 4 X 2, (8 Foot Box), (Payload 3,970 lbs., min.)

2026 FORD

F250

(X3C) N/A N/A $2.50 Vehicle no Longer in production

0090D-LDT

LIGHT DUTY TRUCK: PICK UP BODY, EXTENDED CAB, FOUR DOOR

DUAL REAR WHEEL, DIESEL 4 X 2, (8 Foot Box), (Payload 3,970 lbs., min.)

2026 FORD

F250

(X3C) N/A N/A $2.50 Vehicle no Longer in production

0091-LDT

LIGHT DUTY TRUCK: PICK UP BODY—STANDARD CAB, SINGLE REAR

WHEEL (8 Foot Box) (Payload 4,000 lbs., min.)

2026 FORD

F250

(F3A) $41,476 $39,922 $2.50

0091-LDT

LIGHT DUTY TRUCK: PICK UP BODY—STANDARD CAB, SINGLE REAR

WHEEL (8 Foot Box) (Payload 4,000 lbs., min.)

2026 FORD

F250

(F2A) $40,668 $38,914 $2.50

0091D-LDT

LIGHT DUTY TRUCK: PICK UP BODY—STANDARD CAB, SINGLE REAR

WHEEL, DIESEL (8 Foot Box) (Payload 4,000 lbs., min.)

2026 FORD

F250

(F3A) $51,423 $49,910 $2.50

0092-LDT

LIGHT DUTY TRUCK: PICK UP BODY—STANDARD CAB, DUAL REAR

WHEELS (8 Foot Box) (Payload 5,000 lbs., min.)

2026 FORD

F250

(F3C) $42,183 $41,185 $2.50

0092D-LDT

LIGHT DUTY TRUCK: PICK UP BODY—STANDARD CAB, DUAL REAR

WHEELS, DIESEL (8 Foot Box) (Payload 5,000 lbs., min.)

2026 FORD

F250

(F3C) $52,240 $50,024 $2.50

0101-MDT

MEDIUM DUTY TRUCK: CAB AND CHASSIS G.V.W.R. 10,000 lbs.

min., (Payload 4,700 lb. min.)

2026 FORD

F350 SINGLE REAR

WHEEL

(F3E)

$43,761 $44,347 $2.50

0101D-MDT

MEDIUM DUTY TRUCK: CAB AND CHASSIS, DIESEL G.V.W.R. 12,500

lbs. min., (Payload 6,200 lb. min.)

2026 FORD

F350

(F3G) $55,788 $55,788 $2.50

0102-MDT

MEDIUM DUTY TRUCK: CAB AND CHASSIS G.V.W.R 11,000 lbs minimum (Payload 5,500 lbs., min.)

2026 FORD

F350

(F3G) $46,718 $46,182 $2.50

0102D-MDT

MEDIUM DUTY TRUCK: CAB AND CHASSIS, DIESEL G.V.W.R. 11,000

lbs minimum (Payload 5,500 lbs., min.)

2026 FORD

F350

(F3G) N/A N/A $2.50 Vehicle no longer available

0103D-MDT

MEDIUM DUTY TRUCK: CAB AND CHASSIS, DIESEL G.V.W.R. 12,500

lbs minimum (Payload 6,675 lbs., min.)

2026 FORD

F350

(F3G) N/A N/A $2.50 Vehicle no longer available

0111-4WDM

MEDIUM DUTY TRUCK 4X4: CAB AND CHASSIS, DUAL REAR WHEELS

(G.V.W.R. 10,000 lbs., min.)

2026 FORD

F350

(F3H) $49,112 $49,112 $2.50

0111D-4WDM

MEDIUM DUTY TRUCK 4X4: CAB AND CHASSIS, DUAL REAR

WHEELS, DIESEL, (G.V.W.R. 10,000 lbs., min.)

2026 FORD

F350

(F3H) $59,266 $58,642 $2.50

0112D-4WDM

MEDIUM DUTY TRUCK 4X4: CAB AND CHASSIS, DIESEL G.V.W.R.

12,000 lbs. min., (Payload 5,800 lb. min.), 60” Min. C.A.

2026 FORD

F350

(F3H) $59,181 $58,638 $2.50

0113D-4WDM

MEDIUM DUTY TRUCK 4X4: CAB AND CHASSIS, DIESEL (Payload

5,930 lbs., min.), 84” Min. C.A.

2026 FORD

F350

(F3H) $59,276 $58,598 $2.50

0121-VAN VANS: CARGO VAN BODY (Payload 1,700 lbs., min.) 2026 FORD

TRANSIT 150 LR VAN

(E1Y) $40,942 $41,116 $2.50

0121A-VAN

VANS: CARGO VAN BODY ALTERNATIVE FUEL (Payload 1,700 lbs., min.)

2026 FORD

TRANSIT 150 LR VAN

(E1Y) $41,302 $41,455 $2.50

0122-VAN VANS: VAN, 8 PASSENGER (Payload 1,600 lbs., min.) 2026 FORD

TRANSIT 150 LR WAGON

(K1Y) N/A N/A $2.50 Vehicle no Longer in production

0122A-VAN

VANS: VAN, 8 PASSENGER ALTERNATIVE FUEL (Payload 1,600 lbs., min.)

2026 FORD

TRANSIT 150 LR WAGON

(K1Y) N/A N/A $2.50 Vehicle no Longer in production

0123-VAN VANS: VAN, 12 PASSENGER (Payload 2,649 lbs., min.) 2026 FORD

TRANSIT 150 LR WAGON

(X2Y) N/A N/A $2.50 Vehicle no Longer in production

0123A-VAN

VANS: VAN, 12 PASSENGER ALTERNATIVE FUEL (Payload 2,649 lbs., min.)

2026 FORD

TRANSIT 150 LR WAGON

(X2Y) N/A N/A $2.50 Vehicle no Longer in production

0124-VAN

VANS: CARGO VAN BODY, THREE-QUARTER TON (Payload 3,100 lbs., min.)

2026 FORD

TRANSIT 250 LR VAN

(R1Y) $42,975 $41,968 $2.50

0124A-VAN

VANS: CARGO VAN BODY, THREE-QUARTER TON ALTERNATIVE

FUEL (Payload 3,100 lbs., min.)

2026 FORD

TRANSIT 250 LR VAN

(R1Y) $42,975 $41,968 $2.50

0125-VAN VANS: CARGO VAN BODY, ONE TON (Payload 3,900 lbs., min.) 2026 FORD

TRANSIT 350 LR VAN

(W1Y) $44,369 $43,101 $2.50

0125A-VAN

VANS: CARGO VAN BODY, ONE TON ALTERNATIVE FUEL (Payload

3,900 lbs., min.)

2026 FORD

TRANSIT 350 LR VAN

(W1Y) $44,369 $43,101 $2.50

0126-VAN VANS: VAN 15 PASSENGER 2026 FORD

TRANSIT 350 LR VAN

(X2Y) $52,659 $52,659 $2.50

0126A-VAN VANS: VAN 15 PASSENGER ALTERNATIVE FUEL 2026 FORD

TRANSIT 350 LR VAN

(X2Y) $52,659 $52,659 $2.50

0130-VAN

VANS: COMMERCIAL, 10 PASSENGER, RAISED ROOF (Payload 3,200 lbs., min.)

2026 FORD

TRANSIT 150 MED.

ROOF WAGON

(K1C)

N/A N/A $2.50 Vehicle no Longer in production

0131-VAN

VANS: COMMERCIAL , CARGO, RAISED ROOF (Payload 4,800 lbs., min.)

2026 FORD

TRANSIT 150 MEDIUM

ROOF VAN

(S4X)

N/A N/A $2.50 Vehicle no Longer in production

0140-CAV CUT-AWAY VANS: Single Rear Wheel, (G.V.W.R. 8,900 lbs., min.) 2026 FORD E350

(R5P) N/A N/A $2.50 Vehicle no Longer in production

0140-CAV CUT-AWAY VANS: Single Rear Wheel, (G.V.W.R. 8,900 lbs., min.) 2026 FORD E350

(E3F) $35,468 $35,884 $2.50

0141-CAV CUT-AWAY VANS: DUAL REAR WHEEL, (G.V.W.R. 10,000 lbs., min.) 2026 FORD E350

(S6P) N/A N/A $2.50 Vehicle no Longer in production

0141-CAV CUT-AWAY VANS: DUAL REAR WHEEL, (G.V.W.R. 10,000 lbs., min.) 2026 FORD E350

(E3F) $35,968 $36,968 $2.50

STATE OF MICHIGAN

ENTERPRISE PROCUREMENT

Department of Technology, Management, and Budget 320 S. Walnut Street 2nd Floor Lansing, MI 48933

P.O. BOX 30026 LANSING, MICHIGAN 48909

CONTRACT CHANGE NOTICE

CONTRACT SUMMARY

Domestic Vehicle Dealers – Patrol, Passenger, Trucks, and Vans Prequalification.

INITIAL EFFECTIVE DATE INITIAL EXPIRATION DATE INITIAL AVAILABLE OPTIONS EXPIRATION DATE

BEFORE

September 1, 2024 August 31, 2029 2 - 12 Months August 31, 2029

PAYMENT TERMS DELIVERY TIMEFRAME

ALTERNATE PAYMENT OPTIONS EXTENDED PURCHASING

MINIMUM DELIVERY REQUIREMENTS

F.O.B. Destination

P-Card Direct Voucher (PRC) Other Yes No

1960 East Main Street

Owosso 22 48867

William J. Campbell Jr.

(888) 923-5338, ext. 229 bcampbell@lunghamerford.com

CV0033084

Lunghamer Ford of Owosso, LLC.

C O

N

TR

A C

TO

R

517 855 1986

ReinckeE@michigan.gov

Alannah Doak

(517) 230-9424

DTMB

Erin Reincke MDOT doaka@michigan.gov

C ontract

A dm inistrator Program M anagerSTA

TE

45 Days

Change Notice Number 1

Contract Number MA240000001208 to

DESCRIPTION OF CHANGE NOTICE

OPTION EXTENSIONLENGTH OF OPTION LENGTH OF EXTENSION REVISED EXP. DATE

CURRENT VALUE VALUE OF CHANGE NOTICE ESTIMATED AGGREGATE CONTRACT VALUE

$100,000.00 $2,000,000.00 $2,100,000.00

DESCRIPTION

Effective 11/18/2024, this contract is hereby increased by $2,000,000.00. In addition, the following amendment is hereby incorporated into the contract. Model year 2025 award pricing is added to this contract (attached). All other terms, conditions, specifications and pricing remain the same. Per agency request, and DTMB Procurement approval.

2025 MY

PRICING

Spec # DESCRIPTION Year Make Model MDOT $ Notes

0012-EV

ELECTRIC VEHICLES: PICK-UP, 5'-6" BOX, (4 Wheel Drive)

Crew Cab (7,000 lbs min GVWR)

2025 FORD

F150 Lightning Supercrew

(XXX)

$40,396.00

0013-EV

ELECTRIC VEHICLES: CUTAWAY, ELECTRIC, VAN, (178"

Wheelbase) (9,500 lbs min GVWR) 2025 FORD Transit T-350 RWD (W5P) $39,658.00

0014-EV

ELECTRIC VEHICLES: CARGO, ELECTRIC, VAN, (130" & 148"

Wheelbase) (9,500 lbs min GVWR) 2025 FORD Transit T-350 130" WB (W1Y) $44,494.00

0015-EV

ELECTRIC VEHICLES: CARGO, ELECTRIC, VAN, (130" & 148"

Wheelbase) (9,500 lbs min GVWR) 2025 FORD Transit T-350 148" WB (W1Y) $45,494.00

0016-EV

ELECTRIC VEHICLES: STRIPPED CHASSIS, ELECTRIC, VAN,

(178" Wheelbase) (9,500 lbs min GVWR) 2025 FORD Transit T-350 RWD (W5Z) $40,396.00

0017-EV

ELECTRIC VEHICLES: PASSENGER, MID SIZE (Rear Wheel

Drive) 4 Door Sedan (Automatic Transmission) 2025 FORD Mustang Mach-E (K1R) $32,788.00

0021-HYB HYBRID VEHICLES: PASSENGER, FULL SIZE (Front Wheel

Drive) 4 Door Sedan (Automatic Transmission)

2025 FORD ESCAPE HYBRID (U0B) $26,773.00

0028-HYB

HYBRID VEHICLES: PICK-UP, 4'-6" BOX, (FWD) Crew Cab

(5,000 lbs min GVWR) 2025 FORD Maverick Supercrew (W8A) $24,295.00

0040-2WDU-2 TWO WHEEL DRIVE UTILITY VEHICLE: 5 PASSENGER, 4

DOOR, FRONT WHEEL DRIVE Automatic Transmission 2025 FORD Escape S (U0G) $22,865.00

0040-2WDU-3 TWO WHEEL DRIVE UTILITY VEHICLE: 5 PASSENGER, 4

DOOR, FRONT WHEEL DRIVE Automatic Transmission 2025 FORD Explorer (K7B) $34,487.00

0050-4WDU-1

FOUR WHEEL DRIVE UTILITY VEHICLE: UTILITY 4x4, 4 DOOR

(Payload 900 lbs., min.)

2025 FORD Bronco Sport (R9A) $26,273.00

0050-4WDU-2 FOUR WHEEL DRIVE UTILITY VEHICLE: UTILITY 4x4, 4 DOOR

(Payload 900 lbs., min.)

2025 FORD Escape S (U9F) $24,950.00

0050-4WDU-3 FOUR WHEEL DRIVE UTILITY VEHICLE: UTILITY 4x4, 4 DOOR

(Payload 900 lbs., min.)

2025 FORD Explorer (K8B) $36,312.00

0051-4WDU

FOUR WHEEL DRIVE UTILITY VEHICLE: UTILITY VEHICLE,

FULL SIZE, 4-DOOR, 6 PASSENGER (Payload 1,480 lbs., min.)

2025 FORD Expedition XL (U1G) $46,785.00

0052-4WDU

FOUR WHEEL DRIVE UTILITY VEHICLE: UTILITY VEHICLE,

LARGE, 6 to 8 PASSENGER (Payload 1,500 lbs., min.)

2025 FORD Expedition XL EL (U1G) $46,785.00

0071-4WDL

LIGHT DUTY TRUCK 4x4: PICK UP BODY MIDSIZE, EXTENDED

CAB (Approx. 6' Box) (Payload 1,260 lbs., min.)

2025 FORD RANGER (R1F) $31,486.00 CREW CAB

0072-4WDL

LIGHT DUTY TRUCK 4x4: PICK UP BODY, EXTENDED CAB (8

Foot Box) (Payload 1,300 lbs., min.)

2025 FORD F150 (X1E) $39,600.00 6.5 BED

0073A-4WDL

LIGHT DUTY TRUCK 4x4: PICK UP BODY, EXTENDED CAB

ALTERNATIVE FUEL (6 Foot Box) (Payload 1,300 lbs., min.)

2025 FORD F150 (X1L) $42,000.00

0074-4WDL

LIGHT DUTY TRUCK 4x4: PICK UP BODY (6 Ft. Box) (Payload

1,300 lbs., min.)

2025 FORD F150 (F1E) $39,095.00

0075-4WDL

LIGHT DUTY TRUCK 4x4: PICK UP BODY (8 Ft. Box) (Payload

1,300 lbs., min.)

2025 FORD F150 (F1L) $36,360.00

0075A-4WDL

LIGHT DUTY TRUCK 4x4: PICK UP BODY ALTERNATIVE FUEL

(8 Ft. Box) (Payload 1,300 lbs., min.)

2025 FORD F150 (F1E) $39,211.00

ENGINE IS NO

LONGER FLEX FUEL

0076-4WDL

LIGHT DUTY TRUCK 4x4: PICK UP BODY, EXTENDED CAB (8

Foot Box) (Payload 2,500 lbs., min.)

2025 FORD F250 (X2B) $46,508.00

0076D-4WDL

LIGHT DUTY TRUCK 4x4: PICK UP BODY, EXTENDED CAB, DIESEL (8 Foot Box) (Payload 2,350 lbs., min.)

2025 FORD F250 (X2B) $55,319.00

0077-4WDL

LIGHT DUTY TRUCK 4x4: PICK UP BODY, EXTENDED CAB (8

Foot Box) (Payload 2,500 lbs., min.)

2025 FORD F250 (X2B) $44,095.00

0077D-4WDL

LIGHT DUTY TRUCK 4x4: PICK UP BODY, EXTENDED CAB, DIESEL (6 Foot Box) (Payload 2,500 lbs., min.)

2025 FORD F250 (X2B) $54,728.00 8 FT BED

0078-4WDL

LIGHT DUTY TRUCK 4x4: PICK UP BODY 8 FT. Box (Payload

2,800 lbs., min.)

2025 FORD F250 (F2B) $44,530.00

0078D-4WDL

LIGHT DUTY TRUCK 4x4: PICK UP BODY, DIESEL 8 Ft. Box

(Payload 2,800 lbs., min.)

2025 FORD F250 (2FB) $53,772.00

0079-LDT

LIGHT DUTY TRUCK: PICK UP BODY MIDSIZE, CREW CAB

(Approx. 6' Box) (Payload 1,000 lbs., min.)

2025 FORD RANGER (R4B) $27,797.00

**Note** By selecting "YES" for 'Read Specs' column below, the bidder affirms they have reviewed all provided specifications in the preparation of their bid.

In doing so, the bidder has included all standard equipment and options required to meet the specifications.

0080A-LDT

LIGHT DUTY TRUCK: PICK UP BODY, EXTENDED CAB

ALTERNATE FUEL VEHICLES (8 Foot Box) (Payload 1,400 lbs., 2025 FORD F150 $36,518.00

NO LONGER

AVAILABLE IN AN 8'

BOX

0080-LDT

LIGHT DUTY TRUCK: PICK UP BODY, EXTENDED CAB (8 Foot

Box, Payload 1,400 lbs., min.)

2025 FORD F150 (X1K) $35,211.00 6.5' box

0081-LDT

LIGHT DUTY TRUCK: PICK UP BODY, EXTENDED CAB (6 Foot

Box) (Payload 1,400 lbs., min.)

2025 FORD F150 (X1C) $36,518.00

NOT AVAILABLE in alternate fuels

0082A-LDT

LIGHT DUTY TRUCK: PICK UP BODY, REGULAR CAB

ALTERNATE FUEL VEHICLES (8 Foot Box) (Payload 1,500 lbs., 2025 FORD F150 (F1C) $32,930.00

0083-LDT

LIGHT DUTY TRUCK: PICK UP BODY, REGULAR CAB (6' Box)

(Payload 1,600 lbs., min.)

2025 FORD F150 (F1C) $32,930.00

0084A-LDT

LIGHT DUTY TRUCK: PICK UP BODY, EXTENDED CAB

ALTERNATE FUEL VEHICLES (8 Foot Box) (Payload 1,400 lbs., 2025 FORD F250 (X2A) $43,781.00 X2A

0084D-LDT

LIGHT DUTY TRUCK: PICK UP BODY, EXTENDED CAB, DIESEL

(8 Foot Box) (Payload 3,000 lbs., min.)

2025 FORD F250 (X2A) $51,994.00

0085D-LDT

LIGHT DUTY TRUCK: PICK UP BODY, EXTENDED CAB, DIESEL

(6 Foot Box) (Payload 3,000 lbs., min.)

2025 FORD F250 (X2A) $51,766.00 8 FT BED

0085-LDT

LIGHT DUTY TRUCK: PICK UP BODY, EXTENDED CAB (6 Foot

Box) (Payload 3,000 lbs., min.)

2025 FORD F250 (X2A) $43,803.00

ONLY COMES IN AN

8' BOX

0086D-LDT

LIGHT DUTY TRUCK: PICK UP BODY, CREW CAB, FOUR

DOOR, SINGLE REAR WHEEL, DIESEL (6 Foot Box) (Payload

3,000 lbs., min.)

2025 FORD F250 (W2A) $52,765.00

0086-LDT

LIGHT DUTY TRUCK: PICK UP BODY, CREW CAB, FOUR

DOOR, SINGLE REAR WHEEL (6 Foot Box) (Payload 3,000

2025 FORD F250 (W2A) $44,914.00

0087D-LDT

LIGHT DUTY TRUCK: PICK UP BODY, REGULAR CAB, DIESEL

(8' Box) (Payload 3,240 lbs., min.)

2025 FORD F250 (F2A) $49,459.00

0087-LDT

LIGHT DUTY TRUCK: PICK UP BODY, REGULAR CAB (8' Box)

(Payload 3,240 lbs., min.)

2025 FORD F250 (F2A) $41,308.00

0088D-LDT

LIGHT DUTY TRUCK: PICK UP BODY, EXTENDED CAB, FOUR

DOOR SINGLE REAR WHEEL, DIESEL 4 X 2, (8 Foot Box), (Payload 3,500 lbs., min.)

2025 FORD F350 (X3A) $52,291.00

0088-LDT

LIGHT DUTY TRUCK: PICK UP BODY, EXTENDED CAB, FOUR

DOOR SINGLE REAR WHEEL 4 X 2, (8 Foot Box), (Payload

3,800 lbs., min.)

2025 FORD F250 (X2A) $43,597.00

0089D-LDT

LIGHT DUTY TRUCK: PICK UP BODY, CREW CAB, FOUR

DOOR, SINGLE REAR WHEEL (8 Foot Box) (Payload 3,700

2025 FORD F350 (W3A) $54,423.00

0089-LDT

LIGHT DUTY TRUCK: PICK UP BODY, CREW CAB, FOUR

DOOR, SINGLE REAR WHEEL (8 Foot Box) (Payload 3,800

2025 FORD F350 (W3A) $46,272.00

0090D-LDT

LIGHT DUTY TRUCK: PICK UP BODY, EXTENDED CAB, FOUR

DOOR DUAL REAR WHEEL, DIESEL 4 X 2, (8 Foot Box), (Payload 3,970 lbs., min.)

2025 FORD F350 (X3C) $55,333.00

0091D-LDT

LIGHT DUTY TRUCK: PICK UP BODY—STANDARD CAB,

SINGLE REAR WHEEL, DIESEL (8 Foot Box) (Payload 3,800

2025 FORD F350 (F3A) $50,128.00

0091-LDT-1

LIGHT DUTY TRUCK: PICK UP BODY—STANDARD CAB,

SINGLE REAR WHEEL (8 Foot Box) (Payload 4,000 lbs., min.)

2025 FORD F250 (F3A) $41,707.00

0091-LDT-2

LIGHT DUTY TRUCK: PICK UP BODY—STANDARD CAB,

SINGLE REAR WHEEL (8 Foot Box) (Payload 4,000 lbs., min.)

2025 FORD F350 (F3A) $42,335.00

0092D-LDT

LIGHT DUTY TRUCK: PICK UP BODY—STANDARD CAB,

DIESEL, DUAL REAR WHEELS (8 Foot Box) (Payload 5,000

2025 FORD F350 (F3C) $51,585.00

0092-LDT

LIGHT DUTY TRUCK: PICK UP BODY—STANDARD CAB, DUAL

REAR WHEELS (8 Foot Box) (Payload 5,000 lbs., min.)

2025 FORD F350 (F3C) $42,109.00

0101D-MDT

MEDIUM DUTY TRUCK: CAB AND CHASSIS, DIESEL G.V.W.R.

12,500 lbs. min., (Payload 6,200 lb. min.)

2025 FORD F350 (F3G) $56,504.00

0101-MDT

MEDIUM DUTY TRUCK: CAB AND CHASSIS G.V.W.R. 10,000

lbs. min., (Payload 4,700 lb. min.)

2025 FORD F350 Single Rear Wheel (F3E) $44,621.00

0102D-MDT

MEDIUM DUTY TRUCK: CAB AND CHASSIS, DIESEL G.V.W.R.

11,000 lbs minimum (Payload 5,500 lbs., min.)

2025 FORD F350 (F3G) $56,504.00

0102-MDT

MEDIUM DUTY TRUCK: CAB AND CHASSIS G.V.W.R 11,000

lbs minimum (Payload 5,500 lbs., min.)

2025 FORD F350 (F3G) $47,535.00

0103D-MDT

MEDIUM DUTY TRUCK: CAB AND CHASSIS, DIESEL G.V.W.R.

12,500 lbs minimum (Payload 6,675 lbs., min.)

2025 FORD F350 (F3G) $55,504.00

0111-4WDM

MEDIUM DUTY TRUCK 4X4: CAB AND CHASSIS, DUAL REAR

WHEELS (G.V.W.R. 10,000 lbs., min.)

2025 FORD F350 (F3H) $50,780.00

0111D-4WDM

MEDIUM DUTY TRUCK 4X4: CAB AND CHASSIS, DUAL REAR

WHEELS, DIESEL, (G.V.W.R. 10,000 lbs., min.)

2025 FORD F350 (F3H) $59,999.00

0112D-4WDM

MEDIUM DUTY TRUCK 4X4: CAB AND CHASSIS, DIESEL

G.V.W.R. 12,000 lbs. min., (Payload 5,800 lb. min.), 60” Min.

C.A.

2025 FORD F350 (F3H) $59,710.00

0113D-4WDM

MEDIUM DUTY TRUCK 4X4: CAB AND CHASSIS (Payload

5,930 lbs., min.), 84” Min. C.A.

2025 FORD F350 (F3H) $59,546.00

0121A-VAN

VANS: CARGO VAN BODY ALTERNATIVE FUEL (Payload 1,700 lbs., min.)

2025 FORD TRANSIT 150 LR VAN (E1Y) $42,239.00

0123A-VAN

VANS: VAN, 12 PASSENGER ALTERNATIVE FUEL (Payload

2,649 lbs., min.)

2025 FORD TRANSIT 150 LR WAGON (X2Y) $51,537.00

0124A-VAN

VANS: CARGO VAN BODY, THREE-QUARTER TON

ALTERNATIVE FUEL (Payload 3,100 lbs., min.)

2025 FORD TRANSIT 250 LR VAN (R1Y) $44,050.00

0125A-VAN

VANS: CARGO VAN BODY, ONE TON ALTERNATIVE FUEL

(Payload 3,900 lbs., min.)

2025 FORD TRANSIT 350 LR VAN (W1Y) $45,034.00

0126A-VAN VANS: VAN 15 PASSENGER ALTERNATIVE FUEL 2025 FORD TRANSIT 350 LR VAN (X2Y) $52,150.00

0131-VAN

VANS: COMMERCIAL , CARGO, RAISED ROOF (Payload 4,800 lbs., min.)

2025 FORD

TRANSIT 150 MEDIUM ROOF

VAN (E1C)

$44,462.00

0140-CAV-1 CUT-AWAY VANS: Single Rear Wheel, (G.V.W.R. 8,900 lbs., i )

2025 FORD E350 (E3F) $34,398.00

0140-CAV-2 CUT-AWAY VANS: Single Rear Wheel, (G.V.W.R. 8,900 lbs., i )

2025 FORD TRANSIT E350 (R5P) $37,504.00

0141-CAV-3 CUT-AWAY VANS: DUAL REAR WHEEL, (G.V.W.R. 10,000 lbs., min.)

2025 FORD E350 (E3F) $35,628.00

0141-CAV-4 CUT-AWAY VANS: DUAL REAR WHEEL, (G.V.W.R. 10,000 lbs., min.)

2025 FORD E350 (E3F) $34,879.00 TRANSIT CUTAWAY

3003-POL Police Interceptor Utility (K8A) AWD 2025 FORD Police Interceptor Utility AWD

(K8A) $40,516.00

3005-POL F-150 Police Responder (W1P) XL 4WD SuperCrew 5.5' Box 2025 FORD F150 Police Responder 4WD

Super Crew (W1P) $42,504.00

STATE OF MICHIGAN PROCUREMENT

Department Technology, Management and Budget

NOTICE OF CONTRACT

between

THE STATE OF MICHIGAN

and

1960 East Main Street

Owosso Michigan 48867

William J. Campbell Jr.

(888) 923-5338, ext. 229 bcampbell@lunghamerford.com

CV0033084

Lunghamer Ford of Owosso, LLC.

C O

N

TR

A C

TO

R

517-855-1986

ReinckeE@michigan.gov

Yvon Dufour

(517) 249-0455

DTMB

Erin Reincke MDOT dufoury@michigan.gov

CONTRACT SUMMARY

DESCRIPTION: Domestic Vehicle Dealers – Patrol, Passenger, Trucks, and Vans Prequalification.

INITIAL EFFECTIVE DATE INITIAL EXPIRATION DATE EXPIRATION DATE BEFORE

CHANGE(S) NOTED BELOW

9/1/2024 8/31/2029 2 - 1 Year

PAYMENT TERMS DELIVERY TIMEFRAME

ALTERNATE PAYMENT OPTIONS EXTENDED PURCHASING

MINIMUM DELIVERY REQUIREMENTS

F.O.B. Destination

P-card Payment Request (PRC) Other Yes No

MISCELLANEOUS INFORMATION

THIS IS NOT AN ORDER: This Contract Agreement is awarded on the basis of our inquiry bearing the solicitation #240000001960. Orders for delivery will be issued directly by the Department in accordance to Schedule A, section

5. Ordering.

ESTIMATED CONTRACT VALUE AT TIME OF EXECUTION $100,000.00

N/A45 Days

C on tra ct

Ad m in is tra to r Pr og ra m M an ag er

ST

A

TE

NOTICE OF CONTRACT NO. 240000001208

INITIAL

AVAILABLE

OPTIONS

8/31/2029

FOR THE CONTRACTOR:

Company Name

Authorized Agent Signature

Authorized Agent (Print or Type)

Date

FOR THE STATE:

Signature

Name and Title

Agency

Date

CONTRACT NO. 240000001208

Mich igan .gov/MiProcure ment

Version 2024-1 Page 1

STANDARD CONTRACT TERMS

This STANDARD CONTRACT (“Contract”) is agreed to between the State of Michigan (the “State”) and Lunghamer Ford of Owosso (“Contractor”), a Michigan limited liability corporation. This Contract is effective on 9/1/2024 (“Effective Date”), and unless terminated, will expire on 8/31/2029 (the “Term”).

This Contract may be renewed for up to 2 one (1) year period(s). Renewal is at the sole discretion of the State and will automatically extend the Term of this Contract. The State will document its exercise of renewal options via Contract Change Notice.

The parties agree as follows:

Duties of Contractor. Contractor must perform the services and provide the deliverables (the “Contract Activities”) described in a Statement of Work, the initial Statement of Work is attached as Schedule A – Statement of Work. An obligation to provide delivery of any commodity is considered a service and is a Contract Activity.

Contractor must furnish all labor, equipment, materials, and supplies necessary for the performance of the Contract Activities unless otherwise specified in a Statement of Work.

Contractor must: (a) perform the Contract Activities in a timely, professional, safe, and workmanlike manner consistent with standards in the trade, profession, or industry; (b) meet or exceed the performance and operational standards, and specifications of the Contract; (c) provide all Contract Activities in good quality, with no material defects; (d) not interfere with the State’s operations; (e) obtain and maintain all necessary licenses, permits or other authorizations necessary for the performance of the Contract; (f) cooperate with the State, including the State’s quality assurance personnel, and any third party to achieve the objectives of the Contract;

(g) return to the State any State-furnished equipment or other resources in the same condition as when provided when no longer required for the Contract; (h) assign to the State any claims resulting from state or federal antitrust violations to the extent that those violations concern materials or services supplied by third parties toward fulfillment of the Contract; (i) comply with all State physical and IT security policies and standards which will be made available upon request; and (j) provide the State priority in performance of the Contract except as mandated by federal disaster response requirements. Any breach under this paragraph is considered a material breach.

Contractor must also be clearly identifiable while on State property by wearing identification issued by the State, and clearly identify themselves whenever making contact with the State.

Notices. All notices and other communications required or permitted under this Contract must be in writing and will be considered given and received: (a) when verified by written receipt if sent by courier; (b) when actually received if sent by mail

Version 2024-1 Page 2 without verification of receipt; or (c) when verified by automated receipt or electronic logs if sent by facsimile or email.

If to State: If to Contractor:

See Contract Administrator information shown below.

William J. Campbell Jr.

1960 East Main Street.

Owosso, MI 48867

(888) 923-5338, ext. 229 bcampbell@lunghamerford.com

Contract Administrator. The Contract Administrator, or the individual duly authorized for each party, is the only person authorized to modify any terms of this Contract, and approve and execute any change under this Contract (each a “Contract Administrator”):

State: Contractor:

Yvon Dufour 320 South Walnut Street, Elliot Larsen Building, 2nd Floor Lansing, MI 48933 dufoury@michigan.gov

(517) 249-0455

William J. Campbell Jr.

1960 East Main Street.

Owosso, MI 48867

(888) 923-5338, ext. 229 bcampbell@lunghamerford.com

Program Manager. The Program Manager for each party will monitor and coordinate the day-to-day activities of the Contract (each a “Program Manager”):

State: Contractor:

Erin Reincke Fleet Purchasing Specialist (MDOT) Bureau of Field Services Cell: (517) 855-1986 ReinckeE@michigan.gov

William J. Campbell Jr.

1960 East Main Street.

Owosso, MI 48867

(888) 923-5338, ext. 229 bcampbell@lunghamerford.com

Performance Guarantee. Contractor must at all times have financial resources sufficient, in the opinion of the State, to ensure performance of the Contract and must provide proof upon request. The State may require a performance bond (as specified in a Statement of Work) if, in the opinion of the State, it will ensure performance of the Contract.

Insurance Requirements. (See Schedule C)

Administrative Fee and Reporting. Contractor must pay an administrative fee of 1% on all payments made to Contractor under the Contract including transactions with the State (including its departments, divisions, agencies, offices, and commissions), MiDEAL members, and other states (including governmental subdivisions and authorized entities). Administrative fee payments must be made online by check or credit card at: https://www.thepayplace.com/mi/dtmb/adminfee mailto:bcampbell@lunghamerford.com mailto:bcampbell@lunghamerford.com mailto:ReinckeE@michigan.gov mailto:bcampbell@lunghamerford.com https://www.thepayplace.com/mi/dtmb/adminfee

Version 2024-1 Page 3

Contractor must submit an itemized purchasing activity report, which includes at a minimum, the name of the purchasing entity and the total dollar volume in sales.

Reports should be mailed to MiDeal@michigan.gov.

The administrative fee and purchasing activity report are due within 30 calendar days from the last day of each calendar quarter.

Extended Purchasing Program. This contract is extended to MiDEAL members.

MiDEAL members include local units of government, school districts, universities, community colleges, and nonprofit hospitals. A current list of MiDEAL members is available at www.michigan.gov/mideal.

Upon written agreement between the State and Contractor, this contract may also be extended to: (a) other states (including governmental subdivisions and authorized entities) and (b) State of Michigan employees.

If extended, Contractor must supply all Contract Activities at the established Contract prices and terms. The State reserves the right to impose an administrative fee and negotiate additional discounts based on any increased volume generated by such extensions.

Contractor must submit invoices to, and receive payment from, extended purchasing program members on a direct and individual basis.

Relationship of the Parties. The relationship between the parties is that of independent contractors. Contractor, its employees, and agents will not be considered employees of the State. No partnership or joint venture relationship is created by virtue of this Contract. Contractor, and not the State, is responsible for the payment of wages, benefits and taxes of Contractor’s employees and any subcontractors. Prior performance does not modify Contractor’s status as an independent contractor. Neither party has authority to contract for nor bind the other party in any manner whatsoever.

Intellectual Property Rights. If a Statement of Work requires Contractor to create any intellectual property, Contractor hereby acknowledges that the State is and will be the sole and exclusive owner of all right, title, and interest in the Contract Activities and all associated intellectual property rights, if any. Such Contract Activities are works made for hire as defined in Section 101 of the Copyright Act of 1976. To the extent any Contract Activities and related intellectual property do not qualify as works made for hire under the Copyright Act, Contractor will, and hereby does, immediately on its creation, assign, transfer and otherwise convey to the State, irrevocably and in perpetuity, throughout the universe, all right, title and interest in and to the Contract Activities, including all intellectual property rights therein.

Subcontracting. Contractor may not delegate any of its obligations under the Contract without the prior written approval of the State. Contractor must notify the State at least 90 calendar days before the proposed delegation and provide the State any information it requests to determine whether the delegation is in its best interest.

If approved, Contractor must: (a) be the sole point of contact regarding all contractual http://www.michigan.gov/mideal

Version 2024-1 Page 4 matters, including payment and charges for all Contract Activities; (b) make all payments to the subcontractor; and (c) incorporate the terms and conditions contained in this Contract in any subcontract with a subcontractor. Contractor remains responsible for the completion of the Contract Activities, compliance with the terms of this Contract, and the acts and omissions of the subcontractor. The State, in its sole discretion, may require the replacement of any subcontractor.

Staffing. The State’s Contract Administrator may require Contractor to remove or reassign personnel providing services by providing a notice to Contractor.

Background Checks. Pursuant to Michigan law, all agencies subject to IRS Pub.

1075 are required to ask the Michigan State Police to perform fingerprint background checks on all employees, including Contractor and Subcontractor employees, who may have access to any database of information maintained by the federal government that contains confidential or personal information, including, but not limited to, federal tax information. Further, pursuant to Michigan law, any agency described above is prohibited from providing Contractors or Subcontractors with the result of such background check. For more information, please see Michigan Public Act 427 of 2018. Upon request, or as may be specified in a Statement of Work, Contractor must perform background checks on all employees and subcontractors and its employees prior to their assignment. The scope is at the discretion of the State and documentation must be provided as requested. Contractor is responsible for all costs associated with the requested background checks. The State, in its sole discretion, may also perform background checks.

Assignment. Contractor may not assign this Contract to any other party without the prior approval of the State. Upon notice to Contractor, the State, in its sole discretion, may assign in whole or in part, its rights or responsibilities under this Contract to any other party. If the State determines that a novation of the Contract to a third party is necessary, Contractor will agree to the novation and provide all necessary documentation and signatures.

Change of Control. Contractor will notify the State, within 30 days of any public announcement or otherwise once legally permitted to do so, of a change in Contractor’s organizational structure or ownership. For purposes of this Contract, a change in control means any of the following: (a) a sale of more than 50% of Contractor’s stock; (b) a sale of substantially all of Contractor’s assets; (c) a change in a majority of Contractor’s board members; (d) consummation of a merger or consolidation of Contractor with any other entity; (e) a change in ownership through a transaction or series of transactions; (f) or the board (or the stockholders) approves a plan of complete liquidation. A change of control does not include any consolidation or merger effected exclusively to change the domicile of Contractor, or any transaction or series of transactions principally for bona fide equity financing purposes.

In the event of a change of control, Contractor must require the successor to assume this Contract and all of its obligations under this Contract.

Version 2024-1 Page 5

Ordering. Contractor is not authorized to begin performance until receipt of authorization as identified in a Statement of Work.

Acceptance. Contract Activities are subject to inspection and testing by the State within 30 calendar days of the State’s receipt of them (“State Review Period”), unless otherwise provided in a Statement of Work. If the Contract Activities are not fully accepted by the State, the State will notify Contractor by the end of the State Review Period that either: (a) the Contract Activities are accepted but noted deficiencies must be corrected; or (b) the Contract Activities are rejected. If the State finds material deficiencies, it may: (i) reject the Contract Activities without performing any further inspections; (ii) demand performance at no additional cost; or (iii) terminate this Contract in accordance with Section 24, Termination for Cause.

Within 10 business days from the date of Contractor’s receipt of notification of acceptance with deficiencies or rejection of any Contract Activities, Contractor must cure, at no additional cost, the deficiency and deliver unequivocally acceptable Contract Activities to the State. If acceptance with deficiencies or rejection of the Contract Activities impacts the content or delivery of other non-completed Contract Activities, the parties’ respective Program Managers must determine an agreed to number of days for re-submission that minimizes the overall impact to the Contract.

However, nothing herein affects, alters, or relieves Contractor of its obligations to correct deficiencies in accordance with the time response standards set forth in this Contract.

If Contractor is unable or refuses to correct the deficiency within the time response standards set forth in this Contract, the State may cancel the order in whole or in part. The State, or a third party identified by the State, may perform the Contract Activities and recover the difference between the cost to cure and the Contract price plus an additional 10% administrative fee.

Delivery. Contractor must deliver all Contract Activities F.O.B. destination, within the State premises with transportation and handling charges paid by Contractor, unless otherwise specified in a Statement of Work. All containers and packaging become the State’s exclusive property upon acceptance.

Risk of Loss and Title. Until final acceptance, title and risk of loss or damage to Contract Activities remains with Contractor. Contractor is responsible for filing, processing, and collecting all damage claims. The State will record and report to Contractor any evidence of visible damage. If the State rejects the Contract Activities, Contractor must remove them from the premises within 10 calendar days after notification of rejection. The risk of loss of rejected or non-conforming Contract Activities remains with Contractor. Rejected Contract Activities not removed by Contractor within 10 calendar days will be deemed abandoned by Contractor, and the State will have the right to dispose of it as its own property. Contractor must reimburse the State for costs and expenses incurred in storing or effecting removal or disposition of rejected Contract Activities.

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Warranty Period. The warranty period, if applicable, for Contract Activities is a fixed period commencing on the date specified in a Statement of Work. If the Contract Activities do not function as warranted during the warranty period, the State may return such non-conforming Contract Activities to the Contractor for a full refund.

Invoices and Payment. Invoices must conform to the requirements communicated from time-to-time by the State. All undisputed amounts are payable within 45 days of the State’s receipt. Contractor may only charge for Contract Activities provided as specified in a Statement of Work. Invoices must include an itemized statement of all charges. The State is exempt from State sales tax for direct purchases and may be exempt from federal excise tax, if Services purchased under this Agreement are for the State’s exclusive use. Notwithstanding the foregoing, all fees are exclusive of taxes, and Contractor is responsible for all sales, use and excise taxes, and any other similar taxes, duties and charges of any kind imposed by any federal, state, or local governmental entity on any amounts payable by the State under this Contract.

The State has the right to withhold payment of any disputed amounts until the parties agree as to the validity of the disputed amount. The State will notify Contractor of any dispute within a reasonable time. Payment by the State will not constitute a waiver of any rights as to Contractor’s continuing obligations, including claims for deficiencies or substandard Contract Activities. Contractor’s acceptance of final payment by the State constitutes a waiver of all claims by Contractor against the State for payment under this Contract, other than those claims previously filed in writing on a timely basis and still disputed.

The State will only disburse payments under this Contract through Electronic Funds Transfer (EFT). Contractor must register with the State at http://www.michigan.gov/SIGMAVSS to receive electronic fund transfer payments. If Contractor does not register, the State is not liable for failure to provide payment.

Without prejudice to any other right or remedy it may have, the State reserves the right to set off at any time any amount then due and owing to it by Contractor against any amount payable by the State to Contractor under this Contract.

Excluding federal government charges and terms, Contractor warrants and agrees that each of the fees, economic or product terms or warranties granted pursuant to this Contract are comparable to or better than the equivalent fees, economic or product term or warranty being offered to any commercial or government customer (including any public educational institution within the State of Michigan) of Contractor. If Contractor enters into any arrangements with another customer of Contractor to provide the products or services, available under this Contract, under more favorable prices, as the prices may be indicated on Contractor’s current U.S.

and International price list or comparable document, then this Contract will be deemed amended as of the date of such other arrangements to incorporate those more favorable prices, and Contractor will immediately notify the State of such fee and formally memorialize the new pricing in a change notice.

http://www.michigan.gov/SIGMAVSS

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Liquidated Damages. Liquidated damages, if applicable, will be assessed as described in a Statement of Work. The parties understand and agree that any liquidated damages (which includes but is not limited to applicable credits) set forth in this Contract are reasonable estimates of the State’s damages in accordance with applicable law. The parties acknowledge and agree that Contractor could incur liquidated damages for more than 1 event. The assessment of liquidated damages will not constitute a waiver or release of any other remedy the State may have under this Contract for Contractor’s breach of this Contract, including without limitation, the State’s right to terminate this Contract for cause under Section 24 and the State will be entitled in its discretion to recover actual damages caused by Contractor’s failure to perform its obligations under this Contract. However, the State will reduce such actual damages by the amounts of liquidated damages received for the same events causing the actual damages. Amounts due the State as liquidated damages may be set off against any fees payable to Contractor under this Contract, or the State may bill Contractor as a separate item and Contractor will promptly make payments on such bills.

Stop Work Order. The State may suspend any or all activities under the Contract at any time. The State will provide Contractor a written stop work order detailing the suspension. Contractor must comply with the stop work order upon receipt. Within 90 calendar days, or any longer period agreed to by Contractor, the State will either: (a) issue a notice authorizing Contractor to resume work, or (b) terminate the Contract or delivery order. The State will not pay for Contract Activities, Contractor’s lost profits, or any additional compensation during a stop work period.

Termination for Cause. (a) The State may terminate this Contract for cause, in whole or in part, if Contractor, as determined by the State: (i) endangers the value, integrity, or security of any facility, data, or personnel; (ii) becomes insolvent, petitions for bankruptcy court proceedings, or has an involuntary bankruptcy proceeding filed against it by any creditor; (iii) engages in any conduct that may expose the State to liability; (iv) breaches any of its material duties or obligations under this Contract; or (v) fails to cure a breach within the time stated by the State in a notice of breach, if in its sole discretion the State has chosen to provide a time to cure. Any reference to specific breaches being material breaches within this Contract will not be construed to mean that other breaches are not material.

(b) If the State terminates this Contract under this Section, the State will issue a termination notice specifying whether Contractor must: (i) cease performance immediately. Contractor must submit all invoices for Contract Activities accepted by the State within 30 days of the date of termination. Failure to submit an invoice within that timeframe will constitute a waiver by Contractor for any amounts due to Contactor for Contract Activities accepted by the State under this Contract or (ii) continue to perform for a specified period.