1 of 2
tion, may consider Contractor's failure to
provision or use of GenAl as described
the Deliverable description, and the Parties
cordingly, which may include incorporating
ns into the Contract, at no additional cost to
Tonamy of the System, ISR tO the state, on
letermined by the State.
isclosed GenAl is approved by the State,
-, Contractor shall discontinue the provision
sly unreported GenAl that results in a
ionolitu of tho Suotom riole te tho Stato
Page
F. The State, at its sole discre
disclose or discontinue the
then Contractor will update
will amend the Contract aco
the GenAl Special Provisio
the State
matenarimpact to the Tunct
Contract performance, as d
E. If the use of previously und
D. At the direction of the State
to the State of any previous
motoriol imnoot to tho funot
ed to the State desighee ldentifled in this
e meaning set forth in State Administrative
nitions for GenAI.
m third parties, to complete all or a portion
erially impacts: (i) functionality of the
e, or (iii) Contract performance. For
m “materially impacts” as used in this
ta. 4.)
y notify the State in writing if it: (1) intends
werable to the State; or (2) intends to utilize
means an artificial intelligence system that
nthetic content, including text, images,
nulates the structure and characteristics of
to (Cou Code 8 11510 6
addition to the defined terms and shall apply
,. Notification shall be provide
Contract
section shall have the same
Manual (SAM) 4986.2 Defir
GenAl, including GenAl fro
of any Deliverable that mat
System, (ii) risk to the State
ayoidance of doubt the ter
ine systems
B. Contractor shall immediatel
to provide GenAl as a Deliw
1) "Generative Al (GenAl)"
can generate derived sy
video, and audio that en
tho ouotom'o troipina dot
A. The following terms are in
to the Contract:
a
AL INTELLIGENCE (GENAI) REPORTING
following:
ITELLIGENCE (GENAI) DISCLOSURE
pating Addendum 7-23-99-48-03 as follows:
IATED EG MENT
ster Agreement Number CW7252
HETRA-ARI (Contractor)
JM NUMBER 7-23-99-48-03
MENT 3
CSO ΙΑΤΓD ΓΟΝΗΟΑΜΓΑΙΤT
CALIFORNIA
OBLIGATIONS:
1) Section 22. GENERATIVE ARTIFICIA
is hereby deleted and replaced with the
22. GENERATIVE ARTIFICIAL IN
The parties mutually agree to amend Particip
VE = LIFTS AND GARAG
Louisiana NASPO ValuePoint Ma
ARI Phoenix, Inc. DBA H
PARTICIPATING ADDENDU
AMEND
L1 αιΑΟ Ο117 σνωνο \
STATE OF a
Address
Printed Name/ lltle of Person Signing
11163 Woodward Lane
Sharonville, OH 45241
Authorized Signature Date Signed
Tekla Goodwin, Contracts Specialist
Contractor Naте
Tekla Goodwin
Digitally signed by Tekla Goodwin
Date: 2025.04.10 16:33:19 -04'00'
4-10-2025
CONTRACTOR
ARI Phoenix. Inc. DBA HETRA-ARI
Address
Printed Name/ litle of Person Sighing
707 Third Street
West Sacramento, CA 95605
Authorized Signature Date Signed
Julie Matthews, MAU2 Supervisor
Agency Name
Julie Matthews
Digitally signed by Julie
Matthews
Date: 2025.04.15 12:38:55
-07'00' 4/15/2025
STATE OF CALIFORNIA
Department of General Services
executed this Amendment as of the date of
termination of the contract.
patina Addendum shall remain in full force
rial breach of Contract when such failure
to the functionality of the System, risk to
rmance. The State is entitled to seek any
to it under law as a result of such breach,
Amendment 3
Participating Addendum 7-23-99-48-03
execution by both parties below.
and effect.
IN WITNESS WHEREOF, the parties have e
including but not limited to
All other terms and conditions of the Partici
above, to constitute a mate
results in a material impact
the State, or Contract perfo
and all remedies available t
1 of 2
oresents an unacceptable level of risk to the
end the contract, without additional cost, to
ns into the contract at its sole discretion
GenAl Reporting and Factsheet (STD 1000)
ination of the contract. The State is entitled
t may be entitled to as a result of such none State and submit the GenAl Reporting considered a breach of the contract by the
State mawconsider such failure to disclosel
Page
and/or terminate any contract that
State.
disclosure.
The State reserves the right to ame
incorporate GenAl Special Provisia
GenAl and/or failure to submit the
as grounds for the immediate termi
to seek any and all relief to which it
Failure to disclose GenAl use to th
and Factsheet (STD 1000) may be
State at its sole discretion and the
actor shall discontinue the use of any new or
nology that materially impacts functionality,
соof cuoh Conl tochnoloau hor boon
ology, including GenAl from third parties or
mediately complete the GenAl Reporting
the State of any new or previously
ntractor must notify the State in writing if
is contract includes, or makes available, any
cy, Contractor must complete a GenAl
00) to identify if their solution or service
GenAl including, GenAl from third parties or
alize the potential benefits of GenAI, through
of GenAl tools, while balancing the risks of
ommance, u
approved by the State.
At the direction of the State, Contra
previously undisclosed GenAl tech
rick or poptrpot porformр uptil
previously unreported GenAl techn
subcontractors. Contractor shall im
and Factsheet (STD 1000) to notify
unreported GenAl technologv.
During the term of the contract, Co
their services or any work under thi
Upon request by an ordering agen
Reporting and Fact Sheet (STD 10
includes, or makes available, any
subcontractors
D
Ihe State of Calitornia seeks to rea
the development and deployment c
these new technologies.
AL INTELLIGENCE (GENAI) REPORTING
LIGENCE (GENAI) REPORTING
pating Addendum 7-23-99-48-03 as follows:
ATED EQ TENI
ster Agreement Number CW7252
HETRA-ARI (Contractor)
JM NUMBER 7-23-99-48-03
MENT 2
AS ΙΑΤΓD ΓΟΙΗΟΜΓΑT
CALIFORNIA
1) Section 22. GENERATIVE ARTIFICIA
is hereby added to read as follows:
22. GENERATIVE ARTIFICIAL INTEL
The parties mutually agree to amend Particip
VER E LIFTS AND GARAG
Louisiana NASPO ValuePoint Ma
ARI Phoenix, Inc. DBA H
PARTICIPATING ADDENDU
AMEND
17\ ασ40112ΟI σνανο
STATE OF C
Sharonville, OH 45241
Address
Printed Name/Title of Person Signing
11163 Woodward Lane
-04'00'
Authorized Signature Date Signed
Tekla Goodwin. Contracts Specialist
ARI Phoenix, Inc. DBA HETRA-ARI
Contractor Name
Tekla Goodwin
Digitally signed by Tekla
Goodwin
Date: 2024.09.24 12:48:58
West Sacramento, CA 95605
Address
Printed Name/Title of Person Signing
707 Third Street
Matthews 17:13:03-07'00'
Authorized Signature Date Signed
Julie Matthews. MAU2 Supervisor
Department of General Services
Agency Name
Julie Digitally signed by Julie
Matthews
Date: 2024 09 24 912112024
executed tniS AMEnament as or the date oТ
CONTRACTOR
eir solution, a copy of the STD 1UU0 must bė
ministrator.
ating Addendum shall ramain in full force
Amendment 2
Participating Addendum 7-23-99-48-03
the parties nave
execution by both parties below.
STATE OE CALIFORNIA
and effect.
ΙΑΙΙΙΛΙΙΤΑΙΓΟ6 IΜΗΓΓΟOF
If Contractor identifies GenAl in the
submitted to the State Contract Ad
All other terms and conditions of the Particin
STATE OF CALIFORNIA
PARTICIPATING ADDENDUM NUMBER 7-23-99-48-03
VEHICLE LIFTS AND GARAGE ASSOCIATED EQUIPMENT
Louisiana NASPO ValuePoint Master Agreement Number CW7252 ARI Phoenix, Inc. DBA HETRA-ARI (Contractor)
This Participating Addendum Number 7-23-99-48-03 is entered into between the State of California, Department of General Services (hereafter referred to as “State” or “DGS”) and ARI Phoenix, Inc. DBA HETRA-ARI (hereafter referred to as “Contractor”) under the lead state of Louisiana NASPO ValuePoint Master Agreement Number CW7252.
1. SCOPE
A. This Participating Addendum covers the purchase of products and services under the Louisiana NASPO ValuePoint Master Agreement. The Louisiana NASPO ValuePoint Master Agreement is hereby incorporated by reference.
Product/service categories included under this Participating Addendum are identified in Section 5 (Available Products and Services).
B. This Participating Addendum is available for use by California state agencies and local governments. A local government is defined as any city, county, city and county, district, or other local governmental body, school district or corporation empowered to expend public funds. The State Agency Listing (https://www.ca.gov/agenciesall/) provides a comprehensive list of state agencies.
C. Each local government is to make its own determination whether this Participating Addendum and the Louisiana NASPO ValuePoint Master Agreement are consistent with its procurement policies and regulations.
2. TERM
A. The term of this Participating Addendum shall begin upon signature approval by the State and will end March 31, 2028, or upon termination by the State, whichever occurs first.
B. Lead state amendments to extend the NASPO ValuePoint Master Agreement term date are not automatically incorporated into this Participating Addendum.
Extension(s) to the term of this Participating Addendum will be through a written amendment upon mutual agreement between the State and the Contractor.
C. Order placement and execution shall be on or before the expiration of this Participating Addendum. However, delivery of products or completion of services may be up to 120 days after the current Participating Addendum expiration date.
Participating Addendum 7-23-99-48-03
3. TERMS AND CONDITIONS/INCORPORATION OF DOCUMENTS
A. Terms and conditions listed below are hereby incorporated by reference and made a part of this Participating Addendum as if attached herein and shall apply to the purchase of goods or services made under this Participating Addendum. 1) General Provisions (GSPD401Non-IT Commodities) effective 6/21/2022 B. Terms can be viewed on the DGS Procurement Division website (https://www.dgs.ca.gov/PD/Resources/Page-Content/Procurement-DivisionResources-List-Folder/Required-Language-for-Solicitations-and-Contracts).
4. ORDER OF PRECEDENCE
A. In the event of any inconsistency between the articles, attachments, or provisions which constitute this agreement, the following descending order of precedence shall apply:
1) California Participating Addendum Number 7-23-99-48-03 2) Louisiana NASPO ValuePoint Master Agreement Number CW7252
5. AVAILABLE PRODUCTS AND SERVICES
A. The following product and service offerings from the Louisiana NASPO ValuePoint Master Agreement Number CW7252 are allowed under this Participating Addendum:
1) Vehicle Lifts
2) Garage Associated Equipment
6. RESTRICTIONS/DISALLOWED PRODUCTS AND SERVICES (STATE
AGENCIES ONLY)
A. The following restrictions apply to state agency purchases under this Participating Addendum.
1) Equipment Leasing and Rental
a. State agencies must use Golden State Financial Marketplace (GS $Mart) or Lease $Mart for equipment leasing and rental.
B. Product and service categories that are available on mandatory California statewide contracts cannot be purchased from this Participating Addendum by state agencies without an exemption. State agencies are responsible for obtaining a mandatory statewide contract exemption from DGS prior to issuing a purchase order.
C. Services that fall within the definition of “public works” as defined in Public Contract Code section 1101 and Labor Code section 1720 are disallowed under Participating Addendum 7-23-99-48-03
this Participating Addendum and must be procured by alternate means. This restriction is not applicable to local governments.
7. PRICING
A. Contractor’s approved NASPO ValuePoint Price List identifies product and services pricing.
B. Pricing shall not be adjusted to include State administration fees.
C. Contractor is responsible for providing the State Contract Administrator any revisions to Contractor’s NASPO ValuePoint Price List approved by the lead state in writing.
D. Contractor shall not add new categories or groups of equipment or services under this Participating Addendum that were not originally included in the NASPO ValuePoint Master Agreement unless approved by the lead state of Louisiana.
E. Approved NASPO ValuePoint Price List will be posted on the NASPO ValuePoint website.
8. AUTHORIZED RESELLERS
Authorized Resellers will not be used for this Participating Addendum.
9. SUBCONTRACTORS
A. Nothing contained in this Participating Addendum or otherwise, shall create any contractual relation between the State and any subcontractors, and no subcontract shall relieve Contractor of its responsibilities and obligations hereunder. Contractor agrees to be as fully responsible to the State for the acts and omissions of its subcontractors and of persons either directly or indirectly employed by any of them as it is for the acts and omissions of persons directly employed by the Contractor. Contractor's obligation to pay its subcontractors is an independent obligation from the State's obligation to make payments to the Contractor.
B. Contractor shall perform the work contemplated with resources available within its own organization and no portion of the work shall be subcontracted except for subcontractors listed on the Bidder Declaration (GSPD-05-105) provided to ordering agencies at the time an order is quoted.
C. As the prime Contractor, Contractor is responsible for reports and fees required by the terms and conditions of the NASPO ValuePoint Master Agreement and Participating Addendum.
Participating Addendum 7-23-99-48-03
D. Any subcontract in excess of $25,000, entered into as a result of this Participating Addendum, shall contain all the provisions stipulated in this Participating Addendum to be applicable to subcontractors.
10.ORDERING AGENCY RESPONSIBILITIES
A. State agency and local government use of this Participating Addendum is optional.
B. State agencies and local governments must follow the ordering procedures outlined within the User Instructions guide, administered by the State Contract Administrator, to execute orders against this Participating Addendum. User Instructions are posted on the State’s Cal eProcure website.
C. All purchase orders executed under this Participating Addendum shall include the Participating Addendum Number 7-23-99-48-03.
11. STATE AGENCY BUY RECYCLED CAMPAIGN (SABRC)
A. State agencies are required to report purchases made within the eleven product categories in the California Department of Resources Recycling and Recovery’s State Agency Buy Recycled Campaign (SABRC) per Public Contract Code sections 12200-12217.
B. Contractor will be required to complete and return a Postconsumer RecycledContent Certification form (https://calrecycle.ca.gov/buyrecycled/stateagency/vendored/form74guide/) upon request by the state agency.
12.DELIVERY
A. Delivery shall occur within 120 days after receipt of order, or as negotiated between ordering agency and Contractor and included in the purchase order, or as otherwise stipulated in the NASPO ValuePoint Master Agreement.
B. Deliveries will be Free On Board (F.O.B.) Destination, freight prepaid, with all transportation and handling charges paid by the Contractor to the ordering agency’s receiving point.
13. INVOICING AND PAYMENT
A. Payment will be made in accordance with Non-IT Commodities General Provisions Paragraph 30 (Required Payment Date).
B. Invoices shall be sent to the address identified in the ordering agency’s purchase order. The Participating Addendum Number and ordering agency purchase order number shall appear on each invoice for all purchases placed under this Participating Addendum.
Participating Addendum 7-23-99-48-03
C. Contractor will accept the State of California credit card (CAL-Card) for payment of invoices.
14. USAGE REPORTING
A. Contractor shall submit usage reports on a quarterly basis to the State Contract Administrator for all California entity purchases using the report template attached hereto as Attachment A. The report is due even when there is no activity.
B. The State Contract Administrator reserves the right to modify Attachment A and require Contractor to provide additional order information during the course of this Participating Addendum.
C. The report shall be an Excel spreadsheet transmitted electronically to the DGS Cooperatives mailbox ([email protected]).
D. Any report that does not follow the required format or that excludes information will be deemed incomplete. Contractor will be responsible for submitting corrected reports within five (5) business days of the date of written notification from the State.
E. Tax must not be included in the report, even if it is on the purchase order.
F. Reports are due for each quarter as follows:
Reporting Period Due Date
January 1 to March 31 April 30
April 1 to June 30 July 31
July 1 to September 30 October 31
October 1 to December 31 January 31
G. Failure to meet reporting requirements and submit the reports on a timely basis shall constitute grounds for suspension of this Participating Addendum.
H. Time extensions may be approved only if all due reports have been submitted to the State.
15. ADMINISTRATIVE FEE
A. Contractor is required to remit to DGS an administrative fee amount equal to
1.25% of the sales for the quarterly reporting period less freight, taxes, returned products and credits. (For example, if the net sales for the reporting quarter totals $100,000.00, the incentive fee due to DGS would be $1,250.00.) B. The administrative fee shall not be included as an adjustment to Contractor’s NASPO ValuePoint Master Agreement pricing.
Participating Addendum 7-23-99-48-03
C. The administrative fee shall not be invoiced or charged to the ordering agency.
D. Payment of the administrative fee is due irrespective of payment status from ordering agencies.
E. Payment may be made in the form of an electronic payment using the LPA Payment Portal website (https://www.dgs.ca.gov/PD/Services/PageContent/Procurement-Division-Services-List-Folder/Access-LPA-Payment-Portal) or by submitting a check payable to the State of California, Department of General Services.
F. Administrative fee payments made by check must include the Participating Addendum Number on the check and be submitted to the following address:
Department of General Services
Procurement Division
Attn: MAPS Payment Processing
707 Third Street, 2nd Floor
West Sacramento, CA 95605
G. Administrative fee payments are due for each quarter as follows:
Reporting Period Due Date
January 1 to March 31 April 30
April 1 to June 30 July 31
July 1 to September 30 October 31
October 1 to December 31 January 31
H. Failure to meet administrative fee requirements and submit fees on a timely basis shall constitute grounds for suspension of this Participating Addendum.
16.CONTRACT MANAGEMENT
A. The primary Contractor Contract Manager for this Participating Addendum shall be as follows:
Contractor Contract Manager
Name: Tekla Goodwin
Phone: (513) 229-3750 x103
Fax: N/A
Email: [email protected]
Participating Addendum 7-23-99-48-03
Contractor Contract Manager
Address: ARI Phoenix, Inc. DBA HETRA-ARI
Attn: Tekla Goodwin
4119 Binion Way
Lebanon, OH 45036
B. The State Contract Administrator for this Participating Addendum shall be as follows:
State Contract Administrator
Name: Maureen Seiferling
Phone: (279) 946-8226
Email: [email protected]
Address: State of California
Department of General Services
Procurement Division
707 Third Street, 2nd Floor, MS 2-202
West Sacramento, CA 95605
C. Should the contact information for either party change, the party will provide written notice with updated information no later than ten (10) business days after the change.
17. TERMINATION OF AGREEMENT
The State may terminate this Participating Addendum at any time upon 30 days prior written notice to the Contractor. Upon termination or other expiration of this Participating Addendum, each party will assist the other party in orderly termination of the Participating Addendum and the transfer of all assets, tangible, and intangible, as may facilitate the orderly, non-disrupted business continuation of each party. This provision shall not relieve the Contractor of the obligation to perform under any purchase order or other similar ordering document executed prior to the termination becoming effective.
18.AMENDMENT
No amendment or variation of the terms of this Participating Addendum shall be valid unless made in writing, signed by the parties, and approved as required. No oral understanding or agreement not incorporated in the Participating Addendum is binding on any of the parties.
Participating Addendum 7-23-99-48-03
19. NEWS RELEASES
Unless otherwise exempted, news releases, endorsements, advertising, and social media content pertaining to this Participating Addendum shall not be made without prior written approval from the State.
20. EXECUTIVE ORDER N-6-22 – RUSSIA SANCTIONS
On March 4, 2022, Governor Gavin Newsom issued Executive Order N-6-22 (the EO) regarding Economic Sanctions against Russia and Russian entities and individuals. “Economic Sanctions” refers to sanctions imposed by the U.S. government in response to Russia’s actions in Ukraine, as well as any sanctions imposed under state law. The EO directs state agencies to terminate contracts with, and to refrain from entering any new contracts with, individuals or entities that are determined to be a target of Economic Sanctions. Accordingly, should the State determine Contractor is a target of Economic Sanctions or is conducting prohibited transactions with sanctioned individuals or entities, that shall be grounds for termination of this Participating Addendum. The State shall provide Contractor advance written notice of such termination, allowing Contractor at least thirty (30) calendar days to provide a written response. Termination shall be at the sole discretion of the State.
21. AGREEMENT
A. This Participating Addendum and the Master Agreement together with its exhibits and/or amendments, set forth the entire agreement between the parties with respect to the subject matter of all previous communications, representations, or agreements, whether oral or written, with respect to the subject matter hereof. Terms and conditions inconsistent with, contrary or in addition to the terms and conditions of this Participating Addendum and the Master Agreement, together with its exhibits and/or amendments, shall not be added to or incorporated into this Participating Addendum or the Master Agreement and its exhibits and/or amendments, by any subsequent purchase order or otherwise, and any such attempts to add or incorporate such terms and conditions are hereby rejected. The terms and conditions of this Participating Addendum and the Master Agreement and its exhibits and/or amendments shall prevail and govern in the case of any such inconsistent or additional terms.
B. By signing this Participating Addendum, Contractor agrees to offer the same products/services available on the Louisiana NASPO ValuePoint Master Agreement Number CW7252, at prices equal to or lower than the prices on that agreement.
Participating Addendum 7-23-99-48-03
IN WITNESS WHEREOF, the parties have executed this Participating Addendum as of the date of execution by both parties below.
STATE OF CALIFORNIA
Department of General Services
CONTRACTOR
ARI Phoenix, Inc. DBA HETRA-ARI
Agency Name Contractor Name
Authorized Signature Date Signed Authorized Signature Date Signed Julie Matthews, MAU2 Supervisor Tekla Goodwin, Contracts Specialist Printed Name/Title of Person Signing Printed Name/Title of Person Signing 707 Third Street
West Sacramento, CA 95605
4119 Binion Way
Lebanon, OH 45036
Address Address
Participating Addendum 7-23-99-48-03
Attachment A
Participating Addendum 7-23-99-48-03