Buyer initials _______________ Seller initials _______________
8/16/19
Date: September 17, 2024
The buyer listed above (“Buyer”) agrees to purchase from Motor Coach Industries, Inc. (“Seller”) the new motor coach(es) listed below (“Coach” or “Coaches”), in accordance with the terms and conditions of this Agreement to Purchase (“ATP”). Seller agrees to deliver the Coach(es) to Buyer FOB Commerce, CA (“Delivery Location”).
MY MAKE MODEL VIN ADDITIONAL DESCRIPTION
(SEE ALSO SCHEDULE A)
PRICE
(EXCLUDES
TAXES)
2025
2025
MCI
MCI
J4500
J4500
2MGD1W919SW109439
2MGD1W913SW109470
Spec #C-18224
Dated 8/22/2023
SR-31546 Unit/Frame 70723
SR-31554 Unit/Frame 70731
$639,926.00
$639,926.00
TOTAL CASH PRICE (EXCLUDING TAXES) $1,279,852.00
CASH DEPOSIT DUE WITH SIGNED ATP $20,000.00
NET TRADE-IN VALUE (IF ANY)
(IF APPLICABLE, SCHEDULE D MUST BE COMPLETED AND ATTACHED) $87,000.00 SALES TAX (ENTER STATE CA AND RATE 10.25 %) $131,184.83 CASH BALANCE DUE AT DELIVERY $1,304,036.83
SUBJECT TO THE ATTACHED TERMS, CONDITIONS, AND SCHEDULES MADE A PART HEREOF.
Offered by: Accepted by:
CITY OF COMMERCE
DBA CITY OF COMMERCE TRANSIT MOTOR COACH INDUSTRIES, INC. (Buyer’s Name)
By: _________________________________________ By: _____________________________________ Print Name: __________________________________ Officer Name: _____________________________ Print Title: ___________________________________ Officer Title: ______________________________ Date of Offer: ______________, 2024 Date of Acceptance: ______________, 2024 Name of Salesperson: Dave Dorr
BUYER INFORMATION
Complete Legal Name City of Commerce dba City of Commerce Transit Street Address 5555 Jillson Street
City, State, Zip Code Commerce, CA 90040-1410
Telephone (323) 877-4484
Legal Entity Form & Formation State
Buyer’s Garaging Location (if different than above)
AGREEMENT TO PURCHASE
Buyer initials _______________ Seller initials _______________
8/16/19
NOTE: BUYER’S SIGNATURE ON THIS DOCUMENT CONSTITUTES AN OFFER TO PURCHASE UPON THE TERMS STATED. IN NO EVENT WILL THIS OFFER BE BINDING UNTIL SELLER HAS ACCEPTED THIS OFFER AS EVIDENCED BY ITS OFFICER’S SIGNATURE ABOVE AND INITIALS BELOW. THE SALESPERSON IS NOT AUTHORIZED TO ACCEPT THIS OFFER.
Buyer initials _______________ Seller initials _______________
8/16/19
AGREEMENT TO PURCHASE
Terms & Conditions
1. This ATP is not terminable by either Buyer or
Seller, except as permitted by paragraphs 2, 4, or 5.
2. Subject to paragraph 3, Buyer shall pay for and
take possession of the Coach(es) on or before the Delivery Date. “Delivery Date” shall mean (a) the date, if any,
designated on the first page of this ATP, or (b) the delivery date designated by Seller pursuant to written notification sent to Buyer no fewer than seven (7) days prior to the delivery date in such notice. Seller reserves the right to change the Delivery Date in accordance with the preceding sentence as deemed necessary by Seller. If Buyer fails to take delivery of the Coach(es) within fifteen (15) days after the applicable Delivery Date, Seller reserves the right to terminate this ATP as to such Coach(es) and to retain the deposit as liquidated damages and not as a penalty.
3. Payment in full for the Coach(es) is due in
immediately available U.S. funds on or before the
applicable Delivery Date, unless Buyer and Seller have
agreed in writing to different payment terms. If payment of any part of the purchase price is deferred until after
delivery, Buyer hereby grants to Seller a security interest in the Coach(es) and its (their) proceeds, and authorizes Seller to file a financing statement with respect thereto.
Buyer shall execute all other documents deemed
necessary by Seller or its assignee (“Security Documents”) to grant Seller or its assignee a perfected, first priority security interest in the Coach(es) and its (their) proceeds.
The Security Documents will include requirements that
Buyer maintain certain minimum insurance coverages to
protect Seller’s or its assignee’s security interest in the Coach(es) and its (their) proceeds. Seller and/or its
assignee reserves all remedies available to it under the Uniform Commercial Code as a secured party even though
these remedies are not specifically set forth in this ATP.
4. Seller is in default if it becomes bankrupt,
insolvent, or unable to meet its financial obligations as the same become due at any time prior to Seller completing
performance of its obligations under this ATP, or is unable to tender delivery of the Coach(es) in accordance with this ATP (for reasons other than Force Majeure). Buyer is in default if it becomes bankrupt, insolvent, or unable to meet its financial obligations as the same become due at any time prior to paying Seller the full purchase price of the Coach(es), or if Buyer fails to pay Seller in full the purchase price for the Coach(es) in accordance with this ATP, or fails to comply with any other obligation in this ATP. In the event of a default and the defaulting party fails to cure its default(s) within ten (10) days after receiving written notice of the default(s), the non-defaulting party may terminate this ATP, in addition to all other legal rights and remedies the non-defaulting party may have, whether under the ATP or applicable law. If Seller terminates this ATP pursuant to this paragraph 4, Seller may retain the deposit as
liquidated damages and not as a penalty, the Buyer
acknowledging and agreeing that it would be difficult or impossible for Seller to ascertain the full amount of Seller’s losses in the event of Buyer default.
5. Neither party will be liable for any nonperformance that is caused by or otherwise results from any act of God, fire, flood, windstorm, tornado, war, riot, insurrection, strike, lockout, or other event beyond the control of the non-performing party (“Force Majeure”). In the event the period of non-performance will exceed sixty (60) days, the other party may terminate this ATP, without any penalty or liability as a result of such termination. In such event, Seller will refund any deposit provided by
Buyer within fourteen (14) days after the ATP termination.
6. Risk of loss to each Coach shall pass from Seller
to Buyer at the Delivery Location and as of the Delivery Date. Except as and to the extent the parties may
otherwise agree in writing, title to each Coach shall pass from Seller to Buyer at the time that Buyer has paid Seller in full for the Coach. Buyer agrees to execute Seller’s form of receipt evidencing Buyer’s receipt of each Coach and its mileage and condition.
7. Buyer agrees to promptly pay (or if paid by Seller,
to promptly reimburse) Seller for any tax, charge, fee, or other imposition that Seller is or may be required to pay in respect of the transfer or sale of the Coach(es), now or hereafter imposed by any law, ordinance, or decree of any federal, state, or local governmental authority, unless the same has already been paid by Buyer to Seller.
8. BUYER AGREES THAT SELLER’S SOLE AND
EXCLUSIVE WARRANTY WITH RESPECT TO THE
COACH(ES) IS SET FORTH IN SCHEDULE B
ATTACHED HERETO AND INCORPORATED HEREIN.
BUYER FURTHER AGREES THAT SELLER MAKES NO
OTHER EXPRESS OR IMPLIED WARRANTIES
WHATSOEVER WITH RESPECT TO THE COACH(ES)
INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED
WARRANTY OF MERCHANTABILITY OR FITNESS
FOR A PARTICULAR PURPOSE. BUYER
ACKNOWLEDGES THAT NO EMPLOYEE OR OTHER
REPRESENTATIVE OF SELLER HAS AUTHORITY TO
MAKE ANY ORAL OR WRITTEN WARRANTIES,
PROMISES, OR REPRESENTATIONS WITH RESPECT
TO THE COACH(ES), OTHER THAN IN A WRITTEN
AMENDMENT TO THIS ATP SIGNED BY SELLER’S
PRESIDENT.
9. BUYER AGREES THAT ENFORCEMENT OF
SELLER’S LIMITED WARRANTY SET FORTH IN
SCHEDULE B IS BUYER’S SOLE AND EXCLUSIVE
REMEDY AGAINST SELLER WITH RESPECT TO THE
COACH(ES). BUYER AGREES THAT IN NO EVENT
WILL SELLER BE LIABLE FOR ANY SPECIAL,
INDIRECT, INCIDENTAL, PUNITIVE, ENHANCED,
RELIANCE, OR CONSEQUENTIAL DAMAGES OF ANY
KIND WHATSOEVER (INCLUDING, BUT NOT LIMITED
Buyer initials _______________ Seller initials _______________
8/16/19
TO, LOSS OF PROFITS AND LOSS OF USE),
WHETHER IN CONTRACT, WARRANTY,
NEGLIGENCE, STRICT LIABILITY, OTHER TORT
THEORIES, SUBROGATION, ASSIGNMENT, OR
BAILMENT, OR WHETHER STATUTORY, AT EQUITY,
COMMON LAW, OR OTHERWISE.
10. TO THE FULLEST EXTENT PERMITTED BY
LAW, BUYER SHALL DEFEND, INDEMNIFY, AND
HOLD HARMLESS SELLER, ITS AFFILIATES, AND
THEIR RESPECTIVE PRESENT AND FORMER
OFFICERS, DIRECTORS, EMPLOYEES, AGENTS,
INSURERS, SUCCESSORS, AND ASSIGNS
(COLLECTIVELY, “SELLER INDEMNITEES”) FROM
AND AGAINST ANY AND ALL CLAIMS, DEMANDS,
ACTIONS, CAUSES OF ACTION, DAMAGES, LOSSES,
COSTS, AND EXPENSES (INCLUDING ATTORNEYS’
FEES, EXPERT WITNESS FEES, AND OTHER
LITIGATION EXPENSES) RESULTING FROM, ARISING
OUT OF, OR IN CONNECTION WITH ANY ACTUAL OR
ALLEGED NEGLIGENCE, GROSS NEGLIGENCE,
RECKLESSNESS, WILLFUL AND WANTON
MISCONDUCT, OR INTENTIONAL MISCONDUCT BY
BUYER OR ANY OF BUYER’S EMPLOYEES, AGENTS,
OR CONTRACTORS. FOR THE AVOIDANCE OF
DOUBT, BUYER’S OBLIGATIONS SET FORTH IN THE
PRECEDING SENTENCE ARE INTENDED TO BE
CONSTRUED AS BROADLY AS POSSIBLE AND TO
INCLUDE, BUT NOT BE LIMITED TO, ANY CLAIMS OF
NEGLIGENCE, GROSS NEGLIGENCE,
RECKLESSNESS, WILLFUL AND WANTON
MISCONDUCT, INTENTIONAL MISCONDUCT, STRICT
PRODUCTS LIABILITY, OR BREACH OF WARRANTY
ON THE PART OF ANY OF THE SELLER
INDEMNITEES.
11. TO THE FULLEST EXTENT PERMITTED BY
LAW, EACH OF THE PARTIES HERETO
IRREVOCABLY WAIVES TRIAL BY JURY AND
CONSENTS TO THE GRANTING OF SUCH LEGAL OR
EQUITABLE RELIEF AS IS DEEMED APPROPRIATE
BY A JUDGE OF A COURT OF COMPETENT
JURISDICTION.
12. ANY SUIT, ACTION, OR PROCEEDING FOR
THE RECOVERY OF ANY CLAIM UNDER THIS ATP, OR
OTHERWISE RELATING TO, ARISING OUT OF, OR
INVOLVING ANY COACH OR ITS USE, MUST BE
BROUGHT, IF AT ALL, WITHIN ONE (1) YEAR AFTER
THE DATE THAT THE CLAIM OR CAUSE OF ACTION
ACCRUED.
13. IN THE EVENT OF ANY LITIGATION
RESULTING FROM OR ARISING OUT OF THIS ATP,
THE SUBSTANTIALLY PREVAILING PARTY SHALL BE
ENTITLED TO RECEIVE FROM THE OTHER PARTY
THE SUBSTANTIALLY PREVAILING PARTY’S
ATTORNEYS’ FEES AND OTHER LITIGATIONRELATED COSTS, FEES, AND EXPENSES.
14. This ATP shall be construed and interpreted in
accordance with the laws of the State of Illinois, United States of America, without giving effect to that state’s conflict of laws principles.
15. Buyer shall at all times comply with all applicable laws, rules, and regulations of the United States including, but not limited to, those pertaining to the export of goods.
16. For all past due amounts owed by Buyer under this
ATP, Buyer agrees to pay to Seller interest at an annual rate equal to the lesser of (a) twelve percent (12%) per annum, and (b) the maximum rate permitted by law.
17. Buyer grants to Seller an irrevocable, nonexclusive, and royalty-free license to inspect, examine, download, and otherwise obtain any information or data
that are gathered, compiled, collected, or otherwise
recorded in, on, or by the Coach or any part or component thereof, including, but not limited to, any electronic control modules or other data-collection devices.
18. This ATP is personal as to Buyer and is not
assignable or transferable by Buyer, in whole or in part, without Seller’s prior written consent, which may be
withheld in Seller’s sole discretion.
19. If any provision of this ATP is held to be illegal, invalid, or unenforceable under any applicable present or future law, such provision shall be fully severable; this ATP shall be construed and enforced as if such illegal, invalid, or unenforceable provision had never been a part of this ATP, and the remaining provisions of this ATP shall remain in full force and effect and shall not be affected by the illegal, invalid or unenforceable provision or by its
severance from this ATP. Furthermore, in lieu of such
illegal, invalid, or unenforceable provision, there shall be added automatically as part of this ATP a provision as
similar in terms to such illegal, invalid or unenforceable provision as may be possible and be legal, valid or
enforceable.
20. BUYER AND SELLER AGREE THAT THIS ATP,
INCLUDING THE SCHEDULE(S), CONTAINS THE
COMPLETE, FINAL, AND EXCLUSIVE AGREEMENT
OF THE PARTIES RELATING TO THE TERMS AND
CONDITIONS OF THE PURCHASE, SALE, AND
CONDITION OF THE COACH(ES), AND THAT THERE
ARE NO PROMISES, REPRESENTATIONS, OR
UNDERSTANDINGS OTHER THAN THOSE
EXPRESSLY SET FORTH HEREIN. THIS AGREEMENT
MAY BE CHANGED ONLY BY A WRITING SIGNED BY
AN AUTHORIZED OFFICER OF SELLER AND BY
BUYER.
Buyer initials _______________ Seller initials _______________
8/16/19
This Schedule A is incorporated as part of that certain Agreement to Purchase dated September 17, 2024 (“ATP”), by and between the buyer listed below (“Buyer”) and Motor Coach Industries, Inc. (“Seller”), with respect to the Coach or Coaches listed in the ATP.
.
(COACH SPECIFICATIONS ATTACHED)
C-18224
BUYER INFORMATION
Complete Legal Name City of Commerce dba City of Commerce Transit
SCHEDULE A TO AGREEMENT TO PURCHASE
(COACH SPECIFICATIONS)
Buyer initials _______________ Seller initials _______________
8/16/19
This Exhibit B Add-Ons is incorporated as part of that certain Agreement to Purchase dated September 17, 2024 (“ATP”), by and between the buyer listed below (“Buyer”) and Motor Coach Industries, Inc. (“Seller”), with respect to the Coach or Coaches listed in the ATP.
.
BUYER INFORMATION
Complete Legal Name City of Commerce dba City of Commerce Transit SERVICE CENTER ADD ON’S
Silicone Seatback Cup Holders (56 pass)
Cordless Mic
Bendix Wingman Fusion
Brigade 360 Camera (outside only)
8 Channel Event Recorder
REI Safety Announcement
California Emergency Lighting
EXHIBIT B ADD-ONS TO AGREEMENT TO
PURCHASE
(COACH SPECIFICATIONS)
Buyer initials _______________ Schedule B Seller initials _______________
4/27/21
This Schedule B is incorporated as part of that certain Agreement to Purchase dated September 17, 2024 (“ATP”), by and between the buyer listed below (“Buyer”) and Motor Coach Industries, Inc. (“Seller”), with respect to the Coach or Coaches listed in the ATP.
.
SELLER’S LIMITED WARRANTY
Seller’s Limited Warranty applies only to new coaches manufactured and sold by Seller for use in the territorial limits of Canada and the United States, including Hawaii and Alaska, excluding Puerto Rico, Guam and the Virgin Islands. This Limited Warranty is not assignable or otherwise transferable to subsequent owners of the Coach unless MCI receives either a properly completed Sale Notification form (a copy of which is in the Owner Limited Warranty Manual), or other documentation acceptable to MCI.
Seller agrees for the Warranty Term herein specified that, subject to certain exceptions, exclusions, and conditions noted below, Seller will repair or replace any defects in material and workmanship (not design) in the Coach. This Limited Warranty applies only to defects discovered during the Warranty Term set forth on Exhibit A.
Buyer must give Seller written notice of any defect occurring during the Warranty Term to which Buyer claims this Limited Warranty applies within thirty (30) days from the date the defect becomes apparent, specifying the nature of the claimed defect and the date it became apparent.
Seller’s obligation under this Limited Warranty is limited to (A) repairing or, at Seller’s option, replacing free of charge any parts that, in Seller’s reasonable opinion, have failed as a result of a defect in material or workmanship (not design) occurring during the Warranty Term under normal service conditions, provided that Buyer (i) has given Seller timely written notice of the defect; and (ii) upon Seller’s request, has returned the defective part(s) to Seller, transportation charges collect; and (B) crediting Buyer for the labor cost incurred in the removal and replacement of the defective part(s) based on (i) the number of hours designated by Seller to be required for such work, multiplied by (ii) 125% of the base rate for mechanical labor prevailing at Buyer’s garage locale at the time of replacement, such base rate to have been previously approved by Seller.
THIS LIMITED WARRANTY IS FURTHER SUBJECT TO CERTAIN ADDITIONAL TERMS,
CONDITIONS, AND EXCLUSIONS THAT ARE ATTACHED HERETO AND HEREBY INCORPORATED BY REFERENCE AS EXHIBIT A.
Buyer acknowledges that this Limited Warranty does not apply to (A) any parts, components, materials, goods or services furnished or provided after Seller has completed its manufacturing processes with respect to the Coach; or (B) any routine maintenance repairs or replacements; or (C) normal wear and tear of the Coach; or (D) any other repairs or replacements that, in Seller’s reasonable opinion, are required because the Coach or any accessories, parts, or other equipment comprising the Coach:
(i) has been altered, modified, changed, reworked, or replaced in a manner either not recommended by Seller or that would likely affect serviceability in any respect; or (ii) has been subject to abuse, neglect, or damage from an accident, or from intentional acts; or
BUYER INFORMATION
Complete Legal Name City of Commerce dba City of Commerce Transit
SCHEDULE B TO AGREEMENT TO PURCHASE
(WARRANTY) (J SERIES)
Buyer initials _______________ Schedule B Seller initials _______________
4/27/21
(iii) has not been serviced and maintained at reasonable intervals according to Seller’s recommendations; or
(iv) has been operated at speeds in excess of Seller’s and/or any component supplier’s recommended maximum speed.
Seller reserves the right to audit Buyer’s Coach warranty related records, including, but not limited to those regarding claims filed, maintenance records, and parts returned. Seller also reserves the right, in its sole discretion, to suspend its Limited Warranty obligations, including, but not limited to, putting Buyer’s warranty account “on hold”, and/or suspending or revoking Buyer’s access to Seller’s CCS system, during any period in which Buyer is not in compliance with its obligations under this Limited Warranty.
ENFORCEMENT OF THE FOREGOING OBLIGATIONS OF SELLER SHALL BE BUYER’S SOLE AND EXCLUSIVE REMEDY AGAINST SELLER WITH RESPECT TO THE COACH. THIS LIMITED WARRANTY AND SELLER’S OBLIGATIONS HEREUNDER ARE IN LIEU OF ALL OTHER
WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. IN NO EVENT
WILL SELLER BE LIABLE FOR ANY OTHER OBLIGATIONS OR LIABILITIES, INCLUDING LIABILITY
FOR ANY GENERAL, SPECIAL, DIRECT, INDIRECT, INCIDENTAL, PUNITIVE, ENHANCED,
RELIANCE, OR CONSEQUENTIAL DAMAGES OF ANY KIND WHATSOEVER (INCLUDING, BUT NOT
LIMITED TO, LOSS OF PROFITS AND LOSS OF USE) WITH RESPECT TO THE SALE OR USE OF THE COACH. NO PERSON IS AUTHORIZED TO CHANGE OR OTHERWISE MODIFY THIS LIMITED
WARRANTY OR ASSUME ANY OTHER LIABILITY ON BEHALF OF SELLER UNLESS SUCH
CHANGE, MODIFICATION OR ASSUMPTION IS MADE IN WRITING AND SIGNED BY AN OFFICER OF SELLER.
MCI Emission-related Warranty
(a) General. MCI warrants to Buyer and each subsequent purchaser that the Coach, including all parts of its emission control system, meets two conditions:
(1) It is designed, built, and equipped so it conforms at the time of sale to Buyer with the requirements of 40 CFR Part 1037.
(2) It is free from defects in materials and workmanship that cause the Coach to fail to conform to the requirements of 40 CFR Part 1037 during the applicable warranty period.
The above warranty will be referred to as the “MCI Emission Warranty” in this document. (b) The warranty period of the MCI Emission Warranty is as follows:
(1) Five (5) years from the date the Coach is first placed into service or 100,000 miles, whichever first occurs; and
(2) For tires, two (2) years from the date the Coach is first placed into service or 24,000 miles, whichever first occurs.
(c) Components covered. The MCI Emission Warranty covers emission-related components that are included in the certified emission controls. The MCI Emission Warranty covers the Coach’s tires. The MCI Emission Warranty does not cover components whose failure would not increase the Coach’s emissions of any regulated pollutant, nor does it cover tire tread wear. (d) Warranty Exclusions. The MCI Emission Warranty does not cover any failures resulting from any improper maintenance or use, as described in 40 CFR §1068.115.
Buyer initials _______________ Schedule B Seller initials _______________
4/27/21
EXHIBIT A
Agreement To Purchase Terms and Conditions
WARRANTY TERM: J4500 COACH: Thirty (30) months, unlimited mileage, from the warranty start date.
WARRANTY START DATE:
ADDITIONAL EXCLUSIONS/LIMITATIONS OF SELLER’S LIMITED WARRANTY 3 rd party vehicle telemetry
system Covered only by system supplier
A/C Compressor
5 years or 500,000 miles (804,672 km) (whichever comes first), coverage of compressor only; excludes external mounted components.
Air Bellows 3 years or 300,000 miles (482,803 km) (whichever comes first) Antennae Not covered for breakage
Batteries 1 year coverage with requirement of photograph of battery serial number.
Belts 6 months or 50,000 miles (80,467 km) (whichever comes first) Brake Rotors & Pads Not covered as a primary failure
Brushless Main Evaporator
Motor
54 months or 500,000 miles (804,672 km) (whichever comes first) Bumpers 5 years or 500,000 miles (804,672 km) (whichever comes first), excludes paint and consequential damage.
Coach Conversion Parts, components, and services by third party not covered Decals Covers only decals furnished and applied by MCI. Coverage is subject to MCI’s prior written approval based on photographic evidence of claimed defect and repair quotation to be submitted by Buyer.
Electrical Harness and
Connectors
5 years or 500,000 miles (804,672 km) (whichever comes first) (excludes labor for diagnostic tests)(excludes engine harness)
Emission Controls and
Emission System-related
Parts
Covered by Seller’s Limited Warranty as and only to the extent they are required to be covered by a vehicle manufacturer pursuant to the laws pertaining to the warranties applicable to emissions controls or emission system-related parts in effect at the date of manufacture, including the MCI Emission Warranty.
Engine Covered only by engine manufacturer
Engine Aftertreatment Covered only by engine manufacturer (see also Emission Controls and Emission System-related Parts above)
Engine Accessories 30 months or 250,000 miles (402,336) (whichever comes first), covers alternator, starter, transmission oil cooler, engine isolator, crank pulley, diesel exhaust fluid (DEF) tank and heated lines, power steering pump and exhaust pipe bellows.
Entrance Door Control 5 years or 500,000 miles (804,672 km) (whichever comes first), covers pneumatic cylinders and control module
Exterior Mirrors Covered for loss of function only, not breakage Goods and/or Services
Supplied by Buyer
Not covered
Buyer initials _______________ Schedule B Seller initials _______________
4/27/21
HVAC Condenser, Heater &
Evaporator Coil
5 years or 500,000 miles (804,672 km) (whichever comes first) Incandescent Light Bulbs Not covered
Interior theme LED window,
aisle and step well lighting
5 years or 500,000 miles (804,672 km) (whichever comes first) liquid or physical damage not covered.
Instrument Panel 5 years or 500,000 miles (804,672 km) (whichever comes first), software tampering, liquid or physical damage not covered
King Pins Bushings and seals not covered
LED Forward lighting 5 years or 500,000 miles (804,672 km) (whichever comes first), High, Low Beams and DRL/Turn Signal
Paint Coverage subject to MCI prior approval; pictures and quote maybe required Passenger Seats Mechanical and fabric manufacturing defects covered. Pictures and quote are Pinion Seals required before approval. 3 years or 300,000 miles (482,802 km) (whichever comes first) Fabric wear is excluded; Radius Rod Bushings 2 years or 100,000 miles (160,934 km) (whichever comes first) Refrigerant Not covered as a primary failure
Roof Leaks 5 years or 500,000 miles (whichever comes first); coverage is subject to Seller’s prior written approval based on photographic evidence of claimed defect and repair quotation to be submitted by Buyer.
Shocks & Bushings 1 year or 50,000 miles (80,467 km) (whichever comes first) Tires Covered only by tire manufacturer, except for the MCI Emission warranty.
Towing/Roadside Service
Calls*
6 months or 50,000 miles (80,467 km) (whichever comes first), reimbursement limited to $750.00/per occurrence and subject to additional conditions further explained below
Transmission Covered only by transmission manufacturer
Wheel Alignment Covered only during the first 25,000 miles (40,234 km); thereafter not covered as a primary failure, i.e., covered only if alignment is necessary due to another covered warranty repair
Wheel Bearings and Seals 3 years or 300,000 miles (482,802 km) (whichever comes first) Wheel Studs Not covered
Windows/ Sash Assembly Not covered for breakage due to stone chips or other road hazards. Any coverage is subject to Seller’s prior written approval based on part return and/or photographic evidence of claimed defect, as requested by Seller. Buyer must also provide date code (located at bottom of window frame assembly, visible when opened or removed), window location (roadside or curbside of vehicle) and window position on Coach.
Wiper Blades Not covered
*Towing/Roadside Service Calls. The towing/roadside service call must have been necessary due to a failure covered by the MCI Limited Warranty, and Buyer must have used good faith efforts to return the coach to service without using a towing service before requesting that the coach be towed. The costs of any towing/roadside repairs and road service calls are not included within the scope of the Limited Warranty unless the failure requiring the roadside service/towing is covered by the Limited Warranty.
Please consult the manufacturer of the engine, transmission, or other component not covered by MCI’s Limited Warranty for any towing/roadside reimbursement such manufacturer may provide.
Buyer initials _______________ Schedule D Seller initials _______________
8/16/19
This Schedule D is incorporated as part of that certain Agreement to Purchase dated September 17, 2024 (“ATP”), by and between the buyer listed below (“Buyer”) and Motor Coach Industries, Inc. (“Seller”).
In consideration of and subject to the conditions precedent and subsequent of Buyer performing its purchase and other obligations set forth in the ATP, Seller agrees to purchase from Buyer, and Buyer agrees to purchase from Seller, the following vehicle(s) (each, a “Trade Coach”):
General terms and conditions applicable to all Trade Coaches:
1. Buyer will deliver the Trade Coach to Seller FOB Torrance, CA on or before delivery to Buyer of the Coach(es) being purchased by Buyer. The Trade Coach must be in the same condition as when Seller last inspected the Trade Coach, less ordinary wear and tear.
2. Seller will provide Buyer with a receipt for the Trade Coach, which Buyer must present at the time of delivery of the Coach(es) being purchased by Buyer.
3. Seller will apply the Net Trade-In Value to the purchase price of the Coach(es) being purchased by Buyer, unless otherwise agreed in writing by Seller and Buyer.
SUBJECT TO THE ADDITIONAL TERMS AND CONDITIONS SET FORTH BELOW.
CITY OF COMMERCE
DBA CITY OF COMMERCE TRANSIT MOTOR COACH INDUSTRIES, INC.
By: _______________________________________ By: _____________________________________ Print Name: ________________________________ Officer Name: ____________________________ Print Title: _________________________________ Officer Title: ______________________________ Date of Offer: ______________, 2024 Date of Acceptance: ______________, 2024 Name of Salesperson: Dave Dorr
BUYER INFORMATION
Complete Legal Name City of Commerce dba City of Commerce Transit
MY MAKE MODEL VIN ADDITIONAL DESCRIPTION TRADE VALUE
2007 MCI J4500 2M93JMPA27W063907 $43,500.00
2007 MCI J4500 2M93JMPA47W063908 $43,500.00
TOTAL TRADE VALUE $87,000.00
LESS ESTIMATED PAYOFF (IF ANY) N/A
NET TRADE-IN VALUE
(SUBJECT TO ADJUSTMENT FOR FINAL PAYOFF AMOUNT AND TRADE COACH CONDITION) $87,000.00
SCHEDULE D TO AGREEMENT TO PURCHASE
(TRADE-IN SCHEDULE)
Buyer initials _______________ Schedule D Seller initials _______________
8/16/19
A. Seller reserves the right to adjust the trade value assigned to a Trade Coach if it does not meet all of the following conditions upon delivery to Seller:
1. Each Trade Coach must be in retail condition (as defined in part B below), meeting all applicable state or provincial and federal DOT legal requirements, including tire tread depths; and, where the same is required by law, shall bear a current valid inspection sticker that was obtained not more than 90 days before the date the Trade Coach is delivered to Seller.
2. The Trade Coach must have been maintained in good repair, condition and working order, in all cases following Seller’s (or other applicable manufacturer’s) recommended standards of care and maintenance. Buyer must provide complete copies of the Trade Coach’s maintenance records.
3 Buyer must remove exterior lettering and have the Trade Coach painted white.
4. Buyer must have clear title (marketable title, free and clear of all liens, encumbrances, and other security interests) in Buyer’s name, and deliver the original certificate of title endorsed to Seller (or Seller’s designee) and any other documents reasonably requested by Seller to properly
transfer title and register the Trade Coach.
B. To be in retail condition, the Trade Coach must be in as good a condition as when received new, less normal wear and tear. The following is a non-exclusive list of specific conditions that will not be deemed “normal wear and tear”:
1. Interior: Any broken or severely damaged panels or
components visible to Trade Coach passengers.
2. Seats: Any broken or malfunctioning frame, mounting, arm rests, or housing.
3. Seat upholstery: Any damaged fabric or padding.
4. Restroom: Any non-functioning latches or broken or severely damaged panels or other components. Lavatory must be
empty and clean.
5. Windows: Broken, fogged, chipped, discolored, or cracked glass or glass with defects affecting clear vision that would cause the Trade Coach to fail to meet applicable state, provincial, or federal regulations (“Applicable Regs”);
6. Baggage Compartments: Any damaged seals, skirt rails, or panels that would allow water to enter; any non-functioning latch mechanisms. Compartment must be free of any debris.
7. Body: Condition must be in good repair and appearance. All damages must be repaired and/or replaced prior to trade-in.
All paint must be free of blemishes and otherwise in good condition and appearance.
8. Structure: Any rust that would materially affect the strength of the structure and would cause the Trade Coach to fail to meet the Applicable Regs. Any damage that materially affects the alignment or operation of any wheels, drive train, access or entrance doors. Steering tag axles must be in operating condition.
9. Interior Lights: Any inoperative light.
10. Wiring: Any chafed or corroded wiring. Wiring must be of the same gauge and color as original.
11. Hoses and Lines: Any hose or line with visible cracks or leaks severe enough to cause the Trade Coach not to meet the
Applicable Regs.
12. Drive Belts: Any belt visibly cracked or worn to an improper width or length.
13. Engine: Must be running without any unusual noises, excessive smoke, coolant leaks, excessive blow-by, and all safety and environmental protection devices must be
connected. If the Trade Coach was equipped with a coach pre-heater, heater must be attached to the Trade Coach and in operating condition.
14. Transmission: Any unusual noises, severe fluid leaks, or excessive slipping of automatic transmission. Transmission cooler must meet manufacturer’s specifications.
15. Radiator, Condenser, and Heater Core: Any fluid leaks, excessive corrosion or damage severe enough to cause the Trade Coach not to meet the Applicable Regs.
16. Wheels and Hubs: Wheels and all wheel hardware must comply with manufacturer’s specifications and the Applicable Regs. Any visible cracks on mounting surfaces. Any visibly bent wheel. Wheels that are different from those on the Trade Coach upon its initial inspection unless the wheels have been replaced with new (not used and newer) wheels.
Any damage or wear severe enough (in the opinion of Seller or its designee) to cause the Trade Coach not to meet the Applicable Regs.
17. Steering: Any worn parts causing excessive steering wheel play, unusual tire wear or unusual handling.
18. Air Conditioning - Heat: Any air conditioning or heating system that is not operational.
19. Brakes: Any brake part worn beyond the Applicable Regs.
20. Audio Visual System: Systems must be in working order, including operational screens, VCR/VCP and/or DVD,
microphones, radio and CD player, seat headset systems, back-up camera, etc.
21. Tires: The Trade Coach must be equipped with 9 tires and wheels. All tires must be properly sized per Trade Coach manufacturer’s specifications and have at least 7/32” of remaining tread depth. If the tires on the Trade Coach at the time of its delivery to Seller are leased, the value of the Trade Coach may be discounted at Seller’s discretion. NO RECAP TIRES WILL BE ACCEPTED.
22. Wheelchair lifts: All wheelchair lifts must be fully operational (including safety equipment) with and without power and meet all Applicable Regs. If the lift was installed by a company other than Seller or one of its affiliates, the value of the Trade Coach may be discounted at Seller’s discretion.
23. Other: Trade Coach must be free of pest infestation. Interior of Trade Coach must be free of any debris. All Buyer or third party property must be removed. Neither Seller nor its
designee is responsible, and Buyer waives any and all claims it may have against Seller or its designee, for the return to Buyer of any property that may be found on the Trade Coach at or after delivery to Seller.