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Request Authorization to Use Supplemental Law Enforcement Se
��Nflf 2000 Main Street, Huntington Beach,CA r 92648 City of Huntington Beach 9 _ APPROVED 7-0 � ���NTY File #: 23-1015 MEETING DATE: 11/21/2023 REQUEST FOR CITY COUNCIL ACTION SUBMITTED TO: Honorable Mayor and City Council Members SUBMITTED BY: Eric G. Parra, Interim City Manager VIA: Eric G. Parra, Chief of Police PREPARED BY: Capt. Gaute Svendsbo and Ingrid Ono Subject: Request for use of additional SLESF funds to fund and finalize purchase of a Police helicopter Statement of Issue: Authorize the use of Supplemental Law Enforcement Services Fund (SLESF) monies to fund $500K in costs associated with the delivery of a third and final police helicopter 530F from MD Helicopters, Inc. Funds will be reimbursed into the SLESF account upon the sale of police helicopter N523HB. Financial Impact: Staff is requesting City Council approval to appropriate and utilize $500K to account 98470101 to fund and finalize purchase of the final 530F helicopter. Sufficient fund balance is available in the SLESF Fund to cover these costs. Utilized funds, minus 2.7% broker commission, will be reimbursed to the SLESF account after the sale of N523HB. Recommended Action: A) Authorize the use of an additional $500K in SLESF funds to finalize the purchase of a police helicopter 530F; and B) Appropriate $500K from the SLESF fund balance to account 98470101. Alternative Action(s): Do not approve the recommended action, and direct staff accordingly. Analysis: In June 2021, the City entered into an agreement with MD Helicopters, Inc. (MDHI) to purchase three new MD 530F helicopters to replace the Police Department's (HBPD) aging fleet of three 520N (Notar) helicopters, at a discounted net price of approximately $8M (after value received from the sale of HBPD's three 520N helicopters) (See Attachment 1). In addition, MD Australia had offered to purchase HBPD's inventory of additional 520N parts for approximately $400K. Lastly, MDHI agreed City of Huntington Beach Page 1 of 3 Printed on 11/15/2023 powered by LegistarTM File #: 23-1015 MEETING DATE: 11/21/2023 to facilitate the sale of HBPD's existing fleet of 520N helicopters. The agreement outlined the following delivery schedule for the new aircraft: • 1st Aircraft - February 2022 • 2nd Aircraft -April 2022 • 3rd Aircraft - June 2022 Per the contract, the first 530F was scheduled to be delivered 6-8 months after June 2021. In February 2022, one of the three 520N HBPD helicopters (N521 HB) crashed in Newport Beach, rendering the helicopter a total loss. Insurance funds were recovered by the City as a result. In June 2022, the second 520N (N522HB) was sold to MD Australia as scheduled per the agreement. In February 2023, the first 530F helicopter was delivered to HBPD. For a variety of reasons, this delivery was approximately 12 months behind schedule. This delay, and the loss of N521 HB, necessitated the use of our last 520N (N523HB) for approximately 300 additional hours, thereby diminishing its value from the original estimated worth of approximately $835K. • In March 2023, the second 530F helicopter was delivered to HBPD. The third and final 530F helicopter has been ready for delivery since August 2023. However, MDHI is demanding funding and delivery of this helicopter by November 22nd. MDHI states they will seek another buyer if sale is not finalized by that time. We have had the following private offers to purchase the remaining 520N (N523HB) and inventory of additional 520N parts: 1. $470K and nothing additional for the parts. 2. $525K + $80K for select parts 3. $550K without additional parts All of these purchase agreements have been unsuccessful. We have negotiated with MDHI, based on above outlined delays and circumstances, to credit $235K for the entire remaining inventory of 520N parts. In late October, HBPD hired a helicopter broker to procure a buyer and facilitate the sale of N523HB. This broker has procured a Letter of Intent (LOI) to sell N523HB for $500K and is moving forward with inspections and a purchase agreement (See Attachment 2). Based on the current situation and MDHI's demand for funding the final sale and delivery of the last 530F helicopter, staff is requesting' authorization to utilize $500K in SLESF funds to complete that transaction. The SLESF fund will be reimbursed upon the final sale of N523HB, minus 2.7% broker commission. The City currently holds approximately $700k in unencumbered SLESF monies, which can be used for this purpose. City of Huntington Beach Page 2 of 3 Printed on 11/15/2023 powered by LegistarTM • File #: 23-1015 MEETING DATE: 11/21/2023 Environmental Status: This action is not subject to the California Environmental Quality Act (CEQA) pursuant to Sections 15060(c)(2) (the activity will not result in a direct or reasonably foreseeable indirect physical change in the environment) and 15060(c)(3) (the activity is not a project as defined in Section 15378) of the CEQA Guidelines, California Code of Regulations, Title 14, Chapter 3, because it has no potential for resulting in physical change to the environment, directly'or indirectly. Strategic Plan Goal: Non Applicable -Administrative Item Attachment(s): 1. Agreement with MD to purchase 3 MD530F helicopters 2. Letter Of Intent to purchase N523HB City of Huntington Beach Page 3 of 3 Printed on 11/15/2023 powered by LegistarTM DocuSign Envelope ID:B82396AE-A3B6-4BA9-B1F2-7436DBODFEC9 Execution Version Supplemental Agreement to Purchase Order This Supplemental Agreement to Purchase Order (this "Agreement") is made as of October 5, 2022, among MD Helicopters, Inc. ("MDHI"), with offices located at 4555 E. McDowell Road, Mesa, AZ 85215, MD Helicopters, LLC (f/k/a MDH Holdco, LLC) (the "Purchaser") and the City of Huntington Beach, California ("Huntington Beach" and, together with MDHI and the Purchaser, each a"Party" or the"Parties"). WHEREAS, Huntington Beach agreed to purchase three (3) MD-530F helicopters (each a"Helicopter" and, collectively, the "Helicopters") from MDHI pursuant to that certain purchase order dated June 18,2021 (the"Purchase Order"),attached hereto as Exhibit A,which incorporates the pricing, specifications,terms and conditions stated in the Response to Request for Proposal for Police Helicopters, Invitation Number 2021-0504, dated June 15, 2021 ("RFP 2021-0504"), attached hereto as Exhibit B; WHEREAS, solely in an effort to assist a valued customer (Huntington Beach) to sell or trade-in several used helicopters that it indicated it no longer needed in light of,among other things, its anticipated purchase of the Helicopters pursuant to the Purchase Order, MDHI facilitated (but was not party to) a transaction between Huntington Beach and MD Helicopters Australia ("MDHA"), which is an entity that MDHI represents is not affiliated in any way with MDHI, pursuant to which MDHA agreed to purchase two (2) used helicopters (the "Used Helicopters")1 and additional aircraft parts (the "Additional Parts")2 from Huntington Beach (the "MDHA Transaction"); WHEREAS, in connection with a completely unrelated transaction between MDHI and MDHA, MDHI had received from MDHA the sum of $200,000.00, of which $40,000.00 (the "Forfeited Deposit Amount")MDHI is currently holding as a forfeited deposit by MDHA. MDHI facilitated the sale/trade-in of one of the two Used Helicopters and Huntington Beach received the sums of$480,000 from MDHI (MDHI in turn received the $480,000 from MDHA on or about April 29,2022) and$160,000 from MDHA on or about June 1-2,2022,for a total of$640,000. In exchange,Huntington Beach shipped one of the two Used Helicopters to MDHA on or about June 2, 2022. WHEREAS, on March 30, 2022 (the "Petition Date"), MDHI and its debtor affiliate (collectively,the"Debtors")filed voluntary petitions for relief under Chapter 11 of Title 11 of the 1 Although MDHA had originally agreed to purchase a total of three used helicopters from Huntington Beach, one helicopter was damaged (the "Damaged Helicopter") before the sale was consummated and, thus, such third helicopter will no longer be sold to MDHA as part of MDHA Transaction. One of the two remaining Used Helicopters was sold by Huntington Beach to MDHA on or about June 1-2, 2022. 2 The Additional Parts consist of both new and used aircraft parts specific to the model of helicopters used by Huntington.Beach. The parts include all surplus MD520 NOTAR specific parts in Huntington Beach's inventory,which include Huntington Beach's spare Rolls Royce C2OR/2 engine(CAE#295892). The Additional Parts will be inventoried and available at the time of the last helicopter sale and have an estimated value of$400,000. US-DOCS\133302709.6 DocuSign Envelope ID:B82396AE-A3B6-4BA9-B1 F2-7436DBODFEC9 United States Code, 11 U.S.C. §§ 101-1532 (the "Bankruptcy Code"), in the United States Bankruptcy Court for the District of Delaware (the "Court"), which cases are currently jointly administered under Case No. 22-10263 (KBO) (the"Chapter 11 Cases"); WHEREAS, the Helicopters are currently in production and the estimated delivery dates of the Helicopters to Huntington Beach are: (1) October 15, 2022 for the first helicopter; (2) December 2022 for the second helicopter;and(3)January 2023 for the third helicopter. The dates are estimates and are dependent on factors including but not limited to the timing of obtaining FAA certification for the Crash Resistant Fuel System and the timing of Huntington Beach providing any additional customer furnished equipment that Huntington Beach intends to provide to MDHI for installation on the Helicopters prior to delivery (as of the date of this Agreement, Huntington Beach has provided MDHI with most of the customer furnished equipment for the first helicopter,with the remaining customer furnished equipment(consisting of a camera and a search light) expected to be provided by September 2, 2022); WHEREAS,on June 17,2022,the Court entered an order [Docket No. 377] approving the sale of substantially all of Debtors' assets (the "Assets")to the Purchaser pursuant to Section 363 of the Bankruptcy Code (the"363 Sale"); WHEREAS, on August 15, 2022, the 363 Sale closed and the Assets were transferred to the Purchaser; and WHEREAS, in light of the closing of the 363 Sale, the Parties wish to clarify and supplement the terms of the Purchase Order as set forth herein. NOW, THEREFORE, in consideration of the mutual covenants contained herein and other good and sufficient consideration, the receipt of which is hereby acknowledged,the Parties agree as follows: 1. Subject to Paragraph 2, below,the purchase price for each Helicopter as stated in the Purchase Order remains unchanged(the amounts listed as"Section A"purchase prices less the amounts listed as the "1% Discount" plus any applicable taxes) and, for the avoidance of doubt, such stated purchase price shall remain the purchase price for each Helicopter, regardless of the amount of proceeds, if any, that Huntington Beach receives from MDHA (or other third party) in connection with any sale by Huntington Beach of the Used Helicopters and/or the Damaged Helicopter and/or the Additional Parts to MDHA(or other third party). Nothing contained in the Purchase Order or this Agreement shall require Huntington Beach to sell or trade-in the Used Helicopters or the Additional Parts to MDHI,MHDA or any third party, and the timing of any sale • or trade-in of Used Helicopters and/or Additional Parts by Huntington Beach'is at Huntington Beach's sole discretion. 2. Notwithstanding the express obligations contained in Paragraph 1 (which remain unaltered in any respect), if(a)the MDHA Transaction is completed prior to the date upon which Huntington Beach is obligated under the terms of the Purchase Order to remit payment to MDHI for the first of the three Helicopters and (b) Huntington Beach provides MDHI with a written(via email) acknowledgment that it has received all amounts due and owing to it from MDHA in connection with the sale of the Used Helicopters and/or the Additional Parts, MDHI will, at 2 US-DOCS\133302709.6 DocuSign Envelope ID:B82396AE-A3B6-4BA9-B1F2-7436DBODFEC9 Huntington Beach's written election (via email), either (x)reduce the purchase price of the first Helicopter by the Forfeited Deposit Amount(and retain the Forfeited Deposit Amount as a"credit" against such purchase price) or (y)upon MDHI's receipt of payment from Huntington Beach for the first Helicopter in the full amount set forth in the Purchase Order, promptly remit funds to Huntington Beach equal to the Forfeited Deposit Amount. For the avoidance of doubt, the Forfeited Deposit Amount shall remain fixed(at$40,000)regardless of the amount of proceeds, if any, that Huntington Beach receives (or does not receive) from MDHA (or other third party) in connection with any sale of the Used Helicopters and/or the Damaged Helicopter and/or the Additional Parts. 3. MDHI represents that the transactions contemplated by the Purchase Order and this Agreement, and amounts paid or to be paid by MDHI to Huntington Beach as part of MDHI facilitating the sale or trade-in of the Used Helicopters and/or the Additional Parts,were approved by MDHI. Further, it is MDHI's view that those aspects of the transactions contemplated by the Purchase Order and this Agreement that have either occurred since the Petition Date and/or remain unfulfilled as of the date of this Agreement, are ordinary course transactions (as that term is used in Section 363 of the Bankruptcy Code) and, thus, pursuant to Section 363(c) of the Bankruptcy Code, were and are authorized to be undertaken without obtaining relief or approval from the Bankruptcy Court. 4. The Parties agree that all payments and monetary and asset transfers made in connection with the Purchase Order and this Agreement, and amounts paid or to be paid as part of MDHI facilitating the sale or trade-in to MDHA of Used Helicopters and/or the Additional Parts, are for reasonably equivalent value and are not subject to avoidance or recovery under any federal or state statutes or on the basis of any legal or equitable theory. 5. Within five(5)business days of the date first above written,Huntington Beach will file a notice of withdrawal or such other pleading necessary to indicate its withdrawal of its proof of claim(claim number 89),filed on July 11,2022,asserting an administrative claim in the amount of$780,000.00 against MDHI in the Chapter 11 Cases. 6. The equipment listed on Exhibit C hereto (the "Equipment") is property that Huntington Beach provided to MDHI for installation in the Helicopters. Huntington Beach will provide any additional customer furnished equipment to MDHI for installation on the Helicopters promptly after such equipment is ordered and received by Huntington Beach, and, following shipment of such equipment to MDHI, Exhibit C shall be amended to include such additional equipment. To the extent that Huntington Beach does not purchase one or more of the Helicopters or there is a breach under the Purchase Order or this Agreement, any uninstalled Equipment on any undelivered Helicopters will be promptly returned by MDHI to Huntington Beach. 7. In the event that the Purchase Order and this Agreement are assumed by the Debtors and assigned to the Purchaser under.Section 365 of the Bankruptcy Code, the Purchaser will be responsible,upon such assumption and assignment,for all obligations existing under the Purchase Order and this Agreement, including but not limited to all insurance and indemnification obligations. Nothing in this provision or Agreement shall limit or modify the rights of Huntington Beach to seek recovery through applicable insurance policies of MDHI and/or the Debtors related to the Helicopters,the Purchase Order or this Agreement. 3 US-DOCS\133302709.6 DocuSign Envelope ID:B82396AE-A3B6-4BA9-B1 F2-7436DBODFEC9 8. This Agreement, together with the Purchase Order, sets forth the entire understanding of the Parties regarding the subject matter hereof and supersedes all prior oral or written agreements between them. The Purchase Order and this Agreement may not be changed, modified, amended, or supplemented, except in a writing signed by both Parties. To the extent any terms of the Purchase Order are not expressly modified by this Agreement, including but not limited to the"CITY OF HUNTINGTON BEACH PURCHASE ORDER—STANDARD TERMS AND CONDITIONS," such terms shall remain in full force and effect. 9. This Agreement shall be deemed to have been drafted jointly by the Parties, and any uncertainty or omission will not be construed as an attribution of drafting by either Party. 10. This Agreement may be executed in counterparts, each of which constitutes an original and all of which constitute one and the same agreement. [Signature Page Follows] 4 US-DOCS\133302709.6 IN WITNESS WHEREOF, the undersigned have executed this Agreemen4 As of the date first stated above. --.. MACI) RELIC OPTERS,:INC.(f/k/a OF HtiNTINGTO !BE CH MD HE I .OPTERS, INC.) • , (---) By:By Name: ,¢L. t-r,i Nair t.r SLpiiVan Title: a t•ri ryiA Titl co `1 NID ,IcQITERS,LLC By: t'a4 19t'144 'SUA' Name:Brad Pedersen Title: Chief Executive Officer and - President APPROVED AS TO FORM By. CHAEL E. ES CITY ATT EY CITY OF HUN TON BEACH [Signature Page to Supplemental Agreement to Purchase.Order] DocuSign Envelope ID:B82396AE-A3B6-4BA9-B1F2-7436DBODFEC9 Exhibit A Purchase Order • US-DOCS\133302709.6 DocuSign Envelope ID:B82396AE-A3B6-4BA9-B1F2-7436DB0DFEC9 342 Filed 06/13/22 Page 8 of 9 VKJV LL _ _%, I\VV VVV AA © PURCHASE ORDER Page: 1 City of Huntington Beach e p (714) 374-1569/(714)960-8878 Billing Inquiries:(714)374-1568 This number must • Please send invoices Attn:Account Payable appear on P.O.Box 784 Packages and Invoices Date:06/18/2021 Huntington Beach,CA 92648 27204-OP Branch/Plant: 32140106 Supplier: Ship To MD HELICOPTERS INC CITY OF HB-POLICE DEPT 4555 E MCDOWELL RD 2000 MAIN ST MESA AZ 85215-9734 HUNTINGTON BEACH CA 92648-2702 Order Date: Delivery Date: Buyer: Freight: Terms: 06/18/021 06/18/2021 TURQUOISE SCOTT Net 30(Override) Pricing,Specifications,Terms and Conditions all in accordance with RFP 2021-0504. LINE QTY UOM UNIT PRICE EXTENDED PRICE NUMBER DESCRIPTION/SUPPLIER ITEM ORDERED.. 1.000 MD 530E-Helicopter 1 EA 0.00 2,915,062.66 Total Includes Section A:New Helicopter-$3,254,515.00 Section B:Estimated SalefTrade-in Value-($585,000.00) Estimated Brokerage Fee-$17,550.00 1%Discount-($24,227.33) Estimated Tax-$252,224.99 2.000 MD 530E-Helicopter 2 EA 0.00 2,818,062.66 Total Includes Section A:New Helicopter-$3,254,515.00 Section B:Estimated SalefTrade-In Value-($685,000.00) Estimated Brokerage Fee-820,550.00 1%Discount-($24,227.33) Estimated Tax-$252,224.99 3.000 MD 530E-Helicopter 3 EA 0.00 2,272,562.66 Total Includes Section A:New Helicopter-$3,254,515.00 Section B:Estimated Sale/Trade-in Value-($1,235,000.00) Estimated Brokerage Fee-$25,050.00 1%Discount-($24,227.33) Estimated Tax-$252,224.99 Order Subtotal 8,005,688.00 Sales Tax 0.00 Total Order 8,006,688.00 TERMS AND CONDITIONS ON REVERSE • FORM A PART OF THIS ORDER ��"`✓r✓� Serena Bubenheim,Principal Finance Analyst City of Huntington Beach DocuSign Envelope ID:B82396AE-A3B6-4BA9-B1F2-7436DBODFEC9 iVLVV 342 Filed 06/13/22 Page 9 of 9 • V IAVV LL \VV VVV 1 CITY Of HUNTINGTON BEACH PURCHASE ORDER-STANDARD TERMS AND CONDITIONS 1. Issuance of this Purchase Order by City constitutes acceptance of Supplier's offer on the terms and conditions.stated herein,unless expressly agreed In writing by the Cily's Purchasing Division,and forms a contract. 2. Suppliers shipment of goods,commencement of any work,or performance of any service shall constitute acceptance by Suppler of this order and all of its terms and conditions. No additional terms or conditions stated by Supplier in acknowledging or otherwise accepting this order shall be binding upon the City unless specifically accepted in writing by the City. No oral agreements shall be binding unless confirmed by a written revision to this Purchase Order 3. City's obligation to pay the sum herein stated for any one fiscal year shall be contingent upon the City Council appropriating the necessary funds, if the City Council fals to appropriate the necessary funds for any fiscal year,then the Purchase Order shall terminate at no additional cost or obligation to City. 4. Time is of the essence. If at any time Supplier believes that goods, materials,equipment,supplies("item"), labor or services will not be made as scheduled,suppler shall Immediately give written notice stating the cause of the delay to City, Deliveries must be prepaid, City will not accept COD shipments. 5. City reserves the right at any time to make changes In drawings and specifications,in methods of shipment and packaging,and in place(s)of delivery. If necessary,there will be an essullable adjustment in price and time of performance mutually satisfactory to Suppler and City;but any claim by Supplier for such an adjustment must be made in writing within thirty(30)days after such change, 6. Supplier warrants that the Items delivered and the work or services performed shall confirm to the specifications,drawings,samples or other description specified by City and shalt be fit and sufficient for the purpose Intended,merchantable,of good materials and workmanship,In good working order and free from defect or foully workmanship for a period of at least ninety(90)days,after delivery. When defective Items or faulty workmanship is discovered,Supplier shall provide ail labor,materials,parts and equipment to correct such defect or make such replacement at no expense to the City. Defective items not meeting City's specifications shall be held for Supplier's Instructions al Supplier's risk and:if Supplier so directs,will be returned al Supplier's expense. 1 7, Supplier hereby agrees to protect,defend,Indemnify and hold harmless City,Its officers,elected or appointed officials,employees,agents and volunteers from and against any and all claims,damages,losses,expenses,judgments,demands and defense costs(including,without limitation.costs and fees of liligallon of every nature or liability of any kind or nature)arising out of or in connection with Suppliers(or Supplier's subcontractors,If any)negigeni(or alleged negligent) performance of this Agreement or its failure fo comply with any of Its obligations contained In this Agreement by Supplier,Its officers,agents or employees except such loss or damage which was caused by the sole negligence or willful misconduct of City. City shall be reimbursed by Suppler for all costs and attomey's fees incurred by City in enforcing this obligation. Supplier will conduct al defense al its sole cost and expense and the City shall approve selection of Suppliers counsel. This indemnity shall apply to oil claims and liability regardless of whether any insurance policies are applicable, The policy limits do not act as limitation upon the amount of indemnification to be provided by the Suppller.(12/09) B. City reserves the right fo terminate this Purchase Order,or any port of it,at any time even though Supplier is not In default. On receipt of notice of termination.Supplier shall,unless such notice otherwise directs.immediately discontinue all work on the Purchase Order and deliver,If and es directed,to City all completed and partially completed items and work in process. This section shall not limit or affect the right of City to temminate this Purchase Order immediately upon Suppler's breach. 9. City reserves the right to terminate this Purchase Order or any part of 11 and reject delivery of items If delivery Is not made when and as specified. Supplier stria!l be charged for any direct losses.but riot any consequential damages,sustained by City by reason of such delay or failure,except losses caused by a delay for reasons beyond Supplier's reasonable control. Direct losses shall include any costs to Clay in excess of the Purchase Order price of obtaining Items or services from other sources similar to those terminated or rejected, 10, Suppler shall not substitute Items without written approval of the City Purchasing Agent or designee. 11. All license tees for City's use of patented or copyrighted items for items furnished under this Purchase Order shall be included in the Purchase Order price, 12. In cases where a price subject to escalation has been agreed upon,all claims for such price escalation must be received by City within sixty(60)days after date of final shipment. The price escalation shall be shown as a separate item on the invoice. Unless an escalator clause has been shown as a specific part of this Purchase Order,Supplier shall not be entitled to reimbursement for costs incurred due to escalation. 13. All goods and services provided shall comply with the current federal,stale and local laws. Suppler shall defend,indemnify and hold harmless City,its officials,employees and agents from any loss,claim,cause of action,lability,cost or expense,inducing but not limited to tines,penalties,corrective measures, t and attomey's fees,City may sustain by reason of Supplier's failure to comply. 14. Suppler shall keep confidential and not disclose or use in any way confidential business or technical information that the City may disclose in conjunction l with this Purchase Order or Supplier may learn as a result of entering City properly to deliver items or services or Io perform work hereunder. j 15, The Supplier shall not sell,assign or transfer any obligations resulting from this Order without the specific written consent of the City's Purchasing Division. 16, City's remedies herein are cumulative and additional to any other remedies at law or in equity. The waiver of any breach of this Purchase Order shall not be deemed a waiver of any other subsequent breach. City's failure to object to provisions contained in any communication from Supplier shall not be deemed on acceptance of such provisions or a waiver of the provisions of this Purchase Order. f# 17. This Purchase Order shall not be amended, modified or rescinded, except by written agreement signed by the parties and expressly referring to this Purchase Order, {j 18. Any indebtedness of Supplier to City may,at the City's option,be credited against amounts owing by City hereunder, 19. Supplier shall furnish further Itemization and breakdown of the Purchase Order price when requested by City. 20. Suppler and Its subcontractor(s)shall not discriminate against any person In the performance of this Purchase Order on the basis of race,religion,national origin,color,age,sex,sexual orientation.AIDS, HIV status,handicap or disability,and shall comply with applicable federal and state equal employment opportunity laws,ordinances,rules and regulations. 21. Supplier shall comply with all applicable federal,state,and local tows,rules,regulations and ordinances pertaining to the subject matter hereof,and shall obtain all necessary licenses and permits related to the items,work or services. 22. Supplier,lls employees,and agents shall be considered independent contractors and not employees or agents of city. 23. City's purchases are based on its actual needs and requirements: City Is obligated to purchase those Items and those quantities that City needs and requires regardless of any estimated quantities provided to the Supplier. 24. The issuance of this Purchase Order does not make Supplier the exclusive supplier of items or services that ore the subject of this Purchase Order. THE FOLLOWING ADDITIONAL CONDITIONS APPLY WHEN SUPPLIER IS TO PERFORM WORK ON THE PREMISES OF CITY. 25, if,during the work,Supplier slows any indebtedness or lien to accrue for labor,equipment or materials,which may become a claim against City,Supplier shall immediately pay such claim or indebtedness orcause such lien to be dissolved and discharged by giving a bond and,In case of failure to do so,City may withhold any money due to Supplier until such claim,Indebtedness or lien is paid or may apply such money toward the discharge thereof;or City may,at its option,cancel this Purchase Order,lake possession and control of the work,and complete the same or cause the same to be completed, Supplier shall pay to City the difference between the Purchase Order price and the actual cost to City in completing or causing the work to be completed. 26. Supplier shah perform the work at Supplier's own risk until the same is fuly completed and accepted and shall,in case of any occident,destruction or Injury to the work or items before final completion and acceptance,repair or replace the work or items so injured,damaged or destroyed,of Supplier's own expense and to the satisfaction of City, When items ore furnished by others for Installation or erection by Supplier,Supplier shall receive,unload,store and handle same at site and become responsible therefore,as though such items were being furnished by Supplier under the Purchase Order, 27. Insurance. Supplier shall comply with the requirements of City's current Insurance resolution as to general liability, automobile liability, workers compensation and any other product/properly insurance requirements. 09-2194/Terms Conditions PO 09_30_10.doe 12/09 DocuSign Envelope ID:B82396AE-A3B6-4BA9-B1F2-7436DBODFEC9 Exhibit B RFP 2021-0504 US-DOCS\133302709.6 DocuSign Envelope ID:B82396AE-A3B6-4BA9-B1F2-7436DBODFEC9 M HELICOPTERS VII, I:175f: M-Atr!E IN -A IVI;Ekir-A 15 June 2021 City of Huntington Beach Purchasing • 2000 Main Street Huntington Beach, CA. 92648 Subject: Response to City of Huntington Beach Proposal for Police Helicopters Invitation#2021-0504 Attachments: MDHIHBPD RFP_2021-0504 Final Head of Procurement,City of Huntington Beach; MD Helicopters, longstanding partnership of 23 years with the Huntington Beach Police Department(HEIPD). MOW proposes thre MD 630f helicopters for your department r the benefits of which will: • Enable your officers to perform their mission most effectiVelyancl safely. • Maintain similar spares and training base as currently used with the IVID520N helicopter. • Provide substantial savings(sparand training). MDHI's roots reach back more than 60 years when,in 1955, Hughes Tool Company,Aircraft Division, first began developing"light helicopters".Today, more than 2,500 aircraftart in set-WO;Wpticlwidg, serving over 60 police agencies with over 100 law enforcement equipped MDHI is proud to be a proven performer for the Law Enforcement mission. HBPD received their first MD 520N in 1998„Sinwthen aviation technology has grown,the mission has shifted,and aircraft have aged.The new-MD-OOHS a modern,technically advanced helicopter that continues to serve and protect the public and provide increased levels of safety,to its officers.We recognize that you have a no-fail mission,and our helicopters will allow you to meet those demanding requirements. MDHI customizes its aircraft to meet customer requirements and we look forward taworking_with the HBPD to customize a program that transitions your current fleet of aged MD 520N aircraft to new MD 530F aircraft seamlessly and without loss of aircraft coverage. Summary of Proposal: • Proposal prite„-Vaild for 180 days frorrt date-otsubmIssiOrt, • Purchase of three(3)helicopters,TheNY.S3OF platform is compliant with all configuration requirements set forth per this RFP: iiISSSE.tilt:03:00114-1),A0-,MIESA,AZ8.521.5.1AD fiSLIVOPTE RS.COM This document includes information that is the property of MD Helicopters,Inc.(MDHI).This proprietary information,in Its entirety,shall nottes}uPlicated,useedi;or cilsdipsed— direttly or indirectly,in whole or in part—for any purpose other than to evaluate this document If an award Is made to MDHI as a result of,or imconhettiorrwithTthe submission Of this data,the proprietary information herein may be duplicated,used,or disclosed only to the extent required by the resulting contract. DocuSign Envelope ID:B82396AE-A3B6-4BA9-B1F2-7436DBODFEC9 • Sale of MD 520N aircraft. MDHI will facilitate the sale of HBPD current fleet of MD 520Ns: — MDHI currently has written offers on all three (3) MD 520N aircraft at retail price (opposed to a lower wholesale price) based on information provided from the HBPD Air Support Unit. • — The HBPD flight detachment has already reviewed and found these offers for the aircraft and spares to be acceptable. • 5-year Training Package. 5-year training program for pilots and technicians at no cost to the City of Huntington Beach. *Package includes a$50,000 parts credit to be utilized within three(3)years of Contract Award. Price EA Total CHARGE Notes Cost of.Mesa Pilot Differences Training at MDHI using MDHI Equipment(3 days with 3 flight hours and 8 hours of ground): $ 6,300.00 S 68,201.01 No Charge 9 Pilots Cost of Mesa Tech Training(Up to 8 students for 2 weeks':$3,956 for up to 8 students(2-Students' 5 4,685.00 $ 4,685.00 No Charge 3 Aircraft would typically equate to training for 3 techs. On Location Recurrent Training for all pilots—3 Days Daily Rate X 5 days not including flight,hotel and (5 Days totalw/travel). $24,000.00 S 120,8(Ig.00 No Charge transportation Total from Above $ 185,8E5.80 No Charge • $S0K Parts Credit(To he used over a 3 yr period) N/A S 50,0,0.00 No Charge VALUE Total incentive Offerings Over 5 Year Period S 235,885.00 Na Charge • Sale of MD 520N specific spares to include spare engine. MDHI will facilitate the sale of the MD520N specific spares and currently has a written offer on all MD 520N spares to include the engine,which is acceptable to the HBPD Flight Detachment.All other MDHI spares can be utilized for MD53OFF's. • Discount Points. MDHI offers discount points in the amount of 1.0 if HBPD is willing to provide an upfront payment for the balance due at time of award. • 20% discount on parts orders post-delivery(exclusions apply). Benefits of MDHI Proposal to HBPD: The benefits of maintaining an MDHI helicopter platform as opposed to an alternate manufacturer: • Tooling.The vast majority of MD 520N tooling can be utilized on the MD 530F. Using an alternate manufacturer may incur substantial investment in specialty tooling to include the training required to use these tools. • Training. MDHI is offering a 5-year training program for pilots and technicians at no cost to the City of Huntington Beach: — HBPD Technicians are extremely familiar and knowledgeable on the MD product line.The vast majority of current platform knowledge is transferable into a MD 530F.The maintenance specific to the MD 530F is covered in a Maintenance Course that will be supplied by MDHI at no charge. Page 2 MDHI Proprietary DocuSign Envelope ID:B82396AE-A3B6-4BA9-B1F2-7436DBODFEC9 • — HBPD Pilots will receive transition training in an IVIDK-SiiPplied 0kt:raft:to' perfOrnt natl.:01 procedures,emergency procedures,CRM, and'high4WiSity altittide trebling, • Inventory.Transitioning into a new aircraft will require a multitude of parts to be in current inventory.Many of the parts on hand within MOD Air S.upport will transfer tattle MD 530F pietfOrm.This represents an additional Oa of l'il$400k if HBPD were to purchase aircraft frbrif different manufacture: - MDHI has facilitated thesaie-of all NOTAR-specific items from the departing MD 520Ns. — MDHI will provide a$50,00i/partscreditto be used within three (B.)years of Contract Award. The undersigned is an official representative of MD Helicoptert,„Inc (MDHI) to negotiate behalf of MDHI with the City of Huntington.Beach.(The ease)oh itivttatititi#.2621A564 for-Poke Helicopters. This project will be managed at the MDH I business address listed below,which is,also the-MDHI office neerest to Huntington Beach, California. COMbany Name: MD Helicopters, Inc. Name of Authorized Representative:, Jason Lindauer Authorized Representative Title: DireCtOr-Of Corn mertiat Sales. Business Addre-s-§! MD,Helitoptem 4$55 EiViCP0.well Rd, Mesa,AZ 88215 E-mail: Jason.lindauer@reldbelictinter&com Authorized Representative Signature • Date7.15-June 2021 Page 3 MDHI Firdprietary DocuSign Envelope ID:B82396AE-A3B6-4BA9-B1F2-7436DBODFEC9 REQUEST FOR PROPOSAL VENDOR APPLICATION FORM TYPE OF APPLICANT: ❑ NEW Q CURRENT VENDOR Legal Contractual Name of Corporation: MD Helicopters, Inc. Contact Person for Agreement: Jason Lindauer Corporate Mailing Address: 4555 E. McDowell City, State and Zip Code: Mesa,AZ 85215 E-Mail Address: Jason.Lindauer@mdhelicopters.com Phone: 480-353-6587 Fax: Contact Person for Proposals: Jason Lindauer Title: Director of Commercial Sales E-Mail Address:Jason.Lindauer@mdhelicopters.com Business Telephone: 480-353-6587 Business Fax: Is your business: (check one) ❑ NON PROFIT CORPORATION S FOR PROFIT CORPORATION Is your business: (check one) CORPORATION ❑ LIMITED LIABILITY PARTNERSHIP ❑ INDIVIDUAL ❑ SOLE PROPRIETORSHIP ❑ PARTNERSHIP ❑ UNINCORPORATED ASSOCIATION 1 of 2 DocuSign Envelope ID:B82396AE-A3B6-4BA9-B1 F2-7436DBODFEC9 Names&Titles of Corporate Board Members (Also list Names &Titles of persons with written authorization/resolution to sign contracts) Names Title Phone Alan Carr Sole Director Barry Sullivan CFO 480-346-6100 Chris Jaran COO • 480-346-6201 Nick Nenadovic Sr. VP,Aftermarket 480-346-6927 Jeffrey Adamcik Deputy General Counsel 480-346-6104 Federal Tax Identification Number: 86-0944088 City of Huntington Beach Business License Number: (If none, you must obtain a Huntington Beach Business License upon award of contract.) City of Huntington Beach Business License Expiration Date: 2of2 DocuSign Envelope ID: B82396AE-A3B6-4BA9-B1F2-7436DBODFEC9 M D 111•1 HELICOPTERS IrIW Response to Request for Proposal for Police Helicopters City of Huntington Beach : ,ate I. II .= R I I - 4. - II iii II , it 1(I,+ + f !1!9€e .' II l ++ 1 I, Ii( 1 III IIIII I'I,ii� WiltIi i e i 11 , I(I�I fly ,, ,, I. I . },' 7 ! a- £ $i r p1i a Ili( I I t ii I i 1 i - III �ili - I �� tri e¢p� `�I I f ' �1 I{)+I i IIII€ ilit+ E:IE t j '�. °� L., slii { a l r i - - Hal I a + Hi'`''''''" - i t (�al l 11,1 i ci a S to I i t .S 4¢R� I 9.pk�F, 11 1'n C l 1 'i'`_+i ' !I( �l :,z` 1�t!�,lil,ail., (i. i 7'. 1 1 ::-/ - - ---_-_,-,_--.:- .J. _ J 'r �r r , _ ..e.„-lit.E110.1111,11i..„,_!:!.. ;14,E 1 iir_. ;,; 411! ii -_ It ( -I r .�, • -� • _ .' IlIIf'; I, ++, llil i. +ill _ - -" "�' iI4+il(i.'( IgR`"` �. i IV. h(�+t f pp. ...- � � ' 1 s �P'° ,0 , n,I l l ,, - "w'• I�►, ":"I I +i �i!l 4 ....' 21:_.„Air.a. _ _.7 ,...0-... ---,-- . P r .. - a- _` r w ter• •- - JP Invitation Number: 2021-0504 MD 530F Helicopter Submitted: 15 June 2021 Submitted to: Response from: City of Huntington Beach MD Helicopters,Inc. Purchasing 4555 E McDowell Rd.Mesa,AZ 85215 2000 Main Street Contact:Jason Lindauer,Dir.Commercial Sales Huntington Beach,CA 92648 (0)480.346.6373/(M)480.353.6587 Planetbids.com Email:Jason.Lindauer@mdhelicopters.com MDHI Control No.:MD132041221-HBPD This document includes information that Is the property of MD Helicopters,Inc.(MDHI).This proprietary Information,in its entirety, shall not be duplicated,used,or disclosed—directly or indirectly,in whole or in part—for any purpose other than to evaluate this document.If an award is made to MDHI as a result of,or in connection with,the submission of this data,the proprietary information herein may be duplicated,used,or disclosed only to the extent required by the resulting contract. ©2021 MD Helicopters,Inc. DocuSign Envelope ID:B82396AE-A3B6-4BA9-B1F2-7436DBODFEC9 eisile. we 4 Response to City of-Huntington Beach RFP i . for Police Helicopters Invitation-It 2021-0504 HeliCopter.Purchase(3)PitiPOsal , - --- — — - INTENTIONALLY'LEFT BLANK -- CF-9.59 Rev-1 CI-7.2,1,5 - MD Helicopters,Inc. MDHI Control No.:MD1320412214113PD 15 May 2021 DocuSign Envelope ID:B82396AE-A3B6-4BA9-B1F2-7436DBODFEC9 r ��y Response to MD r', City of Huntington Beach:RFP F �t for Police HelicoptersOZI- 04 Invitation#.2021-0504 �. _'Helicopter Purchase-(3)Proposal CONTENTS B. BACKGROUND AND PROJECT SUMMARY 1 C. METHODOLOGY SECTION.... 2 1) Intent of Specifications 2 1.1) Section 3,Scope of Work,Part A. Aircraft Specifications 2 1.2) Section 3,Scope of Work,Part B. Transfer of Equipment.... - - - - 4 1.3) Section 3,Scope of Work,Part C. Warranty 5 14)= Section 3,Scope of Work,Part D. Training 6 1.5) Section 3,Scope of Work,Part E. Sale of Existing Fleet....... 6 1.6) Section 3,Scope of Work,Part F. Performance Bond.. . - 7 1.7) Section 3,Scope of Work,Part G. Inspection 7 1.8) Section 3,Scope of Work,Part H. Financing 7 2) Client Satisfaction. - - 8 2.1) Performance Guarantees 8 2.2) MDHI Project Office... 10 2.3) MDHI Quality System ......................, , .„....., ..... . 10 3) Project Schedule. _ -- 11 4) Requirements from City Staff- 11 D: STAFFING-.:...................... ......... ..... ..,.. ,,.,.. ,... ..... :.... ,,..,. ..12 E. QUALIFICATIONS = -- - 16 1) Key Staff Qualifications ... ... ....... .. .., _ ...... ...... s16 2) MDHI Qualifications .16 3) Client References : - ;-___ - _ . - ..:.. ..;.... _ ...... .17 F. FEE=PROPOSAL... .....- ...... ...... . .,., .,>... .................. ............19 TABLES LIST Table 1.Aircraft Equipment Compliance Matrix 2 Table2.Proposed Training Program. ............................................................ 6 Table 3.MD 530FF Performance Specifications . 8 CF9,59 Rev-1: CI-7.2.2-5 MD Helicopters,Inc. MDHI Control.No.;.MD132041.22^1-fiBPD 1 15 May 2021 DocuSign Envelope ID:B82396AE-A3B6-4BA9-B1F2-7436DBODFEC9 , ;"-'..;'•-N .t • g`Ila W.! t Beech City of Huntington Response to -RFP for Poiice Helicopters InVitation-#2021-0504 - • _. _ Helicopter Purchase(3)Proposal . INTENTIONALLY LEFT BLANK CF--9.59 Rev-1 cj-7...Z.k5., MD Helicopters,Inc; MDHI Control No.:IVID132041221-HBPD lii 15 May 2021 DocuSign Envelope ID:B82396AE-A3B6-4BA9-B1F2-7436DBODFEC9 , Respqnse tO 101113- 1! --T.-- irL-;i ; CrtS,of Huntington Beach RFP for Police.Helicopters Invitation#2021,051* ...,.....ION. _ __ - Helicopter Purchase MI Prtiptisel _ _____ _ _ _ __ _ B. BACKGROUND AND PROJECT SUMMARY MDHI offers the MD 530FF as mission-essential equipment to the Huntington Beach Police Department to complete all public safety assignments required for the Air Support Unit. The MD 530FF platform is a tool the Air Support Unit will utilize to provide assistance for ground-based units engaged in all facets of law enforcement while, serving the citizens of Huntington Beach. MDHI platforms are synonymous with law enforcement agencies as our helicopters are a part of over 60 agencies around the world.The capability, performance,and maneuverability allow the officers to reduce time to target and keep crew coordination,safety, and completion of the mission the top priorities for those in the air and on the ground. MDHI is a "one-stop-shop"for all of the required resources and the fleet replacement of HBPD helicopters. Project Summary: • The purchase of three(3) MD 530FFs. • Facilitation of the sale of three(3) MD 520Ns—Currently MDHI has an active offer on each MD 520N: — A three percent(3%) brokerage fee of the total value of aircraft sale will be charged by the MD 520N Buyer at the time of sale. — Offer may-differ a tow of transferofaircraft from Seller to Buyer based on time flown betWeentirnefrarnet. • Facilitation of the sale of all NOTAR-specific spares—Currently MDHI has an active order on all NOTAR-specific spares to include the spare engine: — Offer may differ at time of transfer of aircraft from Seller to Buyer based on time flown between timeframes. • Training—At no cost to HBPD: — Initial transition training for up to nine(9)pilots at MDHI facility in Mesa,AZ. ,-_—, On-site recurrent training(HBPD Facility)for four(4)years for up to nine(9) pilots. —.,- Initial Maintenance Training for MD 530FF Specific for up to eight(8) students at MDHI facility. • *Parts Credit*—$50,000 spares credit to be used within three (3)years of Contract Award. Delivery: • First aircraft delivery 6-8 MOntfisfrom Contract AWard: — Swap one MD 520Ntoi4D-530FF. • Each subsequent aircraft will be delivered 90-120 days after the previous delivery or as negotiated or required. CF=9.59 Rev-1 Cl .2.2-5 MD Helicoptets,Inc. IViDHICorittot 00MD13204122i-kBPD 1 IS May 2021 USE OR DISCLOSURE OF DATA ON MIS PAGE IS SUBJECTTO THE RESTRICTIONS ON THE COVER OF THIS DOCUMENT. MDHI PROPRIETARY DocuSign Envelope ID:B82396AE-A3B6-4BA9-B1F2-7436DBODFEC9 , Response to ii. al'14 —;i- i City of Hunting-Co Beach RFP for PolictlieliCopters -,--. 1' Invitatioril#2023.-.0504 _ Helicopter Purchase(3)ProPosal • Example-delivery•ard payment schedule belOw , .9... - _ , _ . - - - 44.4- NU i All Ste i_Alec- 1 Nov Du i Jib L_ Fati. f Moo _i Apo :Mo-.._• kis hi ! • -i Earantatel Rotuma! ISA data tiaTaa I 1 pelleirital 111 sr r! iSkta o I Saileiii- ;Behar,d 5recral F 3•10 elSTerial ; -OathaeadTlanla . . ._ . Action iPA bare ttaini Mao IWO - , _ _ _,__ __ :14oSat alaata. _ Mold _ NOTAASpar SU aralaINOTAR Madal: — 'Allocation of Fier& _ .7 _ • .__.'4. .APPois_ _ __ _ 1_ _ ___:_..,_ _ s'•_ -AS23023AI S Pitt Ae.I_ ._1630214$ __.soma s: _ Sti,Coi 5,___13.1a3.2eqa . - -..,- _ _ Brokerage Fee. i ;S Mon — $, i s MOO -$ rom, -TotalTrinsiction• i ; . i$ -MUSS. , ; , _,S 164:4i0: I'S _saisiii CoitsTskidated: • f - 1 t t sunissobui$ 7.1115,354-l 1$ 7.739.314 - - ' ,- - -- .. _ ;S. -4.323.026'--$- 32117.476'i$ 2937222-$ 2.957422 3 3.167433 _ Fleet Gaunt POOTIl ; a' V ? .2 a 2 ,2: 2 _ .1_ !- 0 . *MOW -- ' al Of a. .0. a a O. _. _.0: _ _ _31 1! _ _ - 1 _ _ i- 1 . 3 Total 1 " i Operational , , • • Alliiiitt 1 2 -• 8 i. 2 2 ! 2 i 2 2 : 2 i 2 , 2 3 3 2 a C. ,MET110DOLO-GY-SECTION 11 Intent of Specifications MDHI will altperformance, material,and conformity requirements. 1.1) Section 3,Scope of Work, Part A. Aircraft Specifitations. Table 1.Aircraft Equipment Compliance Matrix _ _ ,--- nTr:fiI3,PD'AiicriftlteifWieme'nf-T- 7 ---: _-, -_,Comply -,i-1-,--- -_-_i - MDHI Response I_ -:.YINti:' Airfrima,Extended Landing Gear with Carbide Skid Sheet Yes, Standard Equipment AirfraMe,Engine Wash Kit Yes Standard Equipment - -- -. Airframe Fuselage Hard Points Yes Stendard.Equipment Airframe,Keyed'Locks:(4) Yes Standard Equipment •Airframe,Passenger Steps Yes Standard Equipment . . . ..._ _ Airframe,Rain Gutter Set Yes StaridafdEquiprnant AirframeMeateci Pitot Yes Standard EqUipinerit Airframe,Rapid Door Removal Hinges(Cockpit and Cabin) Yes Standard equipment Airframe;Tinted Canopy Panels Yes Standard Equipment Airframe;Tinted Door/Window-Panels Yes_ Standard Equipment Avionicsi.Garmin GTX 345R Transponder,ADSB In Milt Yes Standard Equipment Avionics,"(2)c)Gartnin 0500TXi TixMhscmen EFIS Yes_ _Standard Equipment Avionics,GT1‘1650H NAWDOWGPS Yes Standard.Equipment Avionics,Master Avionics-Switch Yes Standard-Equipment • Avionics3:14ESI-500,Digital Standby _ Yes Standard Standard.Equipment Avionics,PAI-7001Viignetic Compass;Vertical card Yes standard Equipment_ Akiidnits,HOwell Ele-drOnic EngineinstruMeas and crew- Yes .StaadardEquipment Alert (OCAS)_ Avionics,ELT,ME-406HM . Yes_ StandardrEquipm:enl Avionics;Clock/Tireer/USII Ports Yes" Standard Equipment Avionics,Garmin GIVIAI5OH Audio Panel Yes StandardEqUipment Avionics,Radar Altitheter-RA-4500. Yes Standard Equipment Dricumeritation„Engine and Aitiraine Log Books Yes Standard - _Docunientation,Engine-Maibtenance MOO Yet. Stant:0'cl CF ,,9.59 Rev-1 CI-72.2-5 MD Helicopters,Inc. MDHI Control.No.;MD132041221=HBPD 2 15 May 2021 USE,OR DISCLOSURE OF DATA ON THIS,PAGES SUB:MOTTO THE'RESTRICTIONS_ON.THE COVER OF THIS DOCUMENT. •MDHI PROPRIETARY DocuSign Envelope ID:B82396AE-A3B6-4BA9-B1F2-7436DBODFEC9 •'MOAT, Response•to. MD city of Hdritingtdin Beath RFP for Polide:Helicopters - InvitaticiA1202140504 _ . Helicopter Purchase-(3)Proposal ' ----- -2:72 -1. 'F,H6.liTrAiittliftR4Ilfelilerit.-2::-74-7Z2,2n.:_-'7; .--'01111/IYI1±1 2_1 -- - DO-cumentetiOri,Flight Manual - Yes Standard Docurneritation,Handbook of Maintenance Instructiona Yes Standard. Documentation,Illustrated Parts Catalog Yes Standard Engine,60.6 Gallon Crash Resistant Fuel System,Or Yes Standard Equipment _64 Gallon(242 L)Fuel,Systeni* Engine,AFS Engine Inlet Barriet Filter Yes :Standard Equipment - Engine,AUtdrtiatiC Engine Re ignition _ _ Yes _ Standard Equipment Engine;Engine Anti l-ce Yes Standard Equipment Engine,650alip(485kW)-dr,greater _ _ Yes Standard Equipment _ - - - - - - - - —- - - - Engine,Facet Oil Filter Yes Standard Equipment Fly Away Kit(See Manufacturer's Checklist) _ Yes Standard Equipment Interior,CabirkSoOndPitoting Yes Standard Equipment Interior,.COrga-Tie;Down Fittings Yes Standard Equipment Interior,Batiflex,Vinyl Flooring(Blue/Grey) Yes Standard Equipment Interior,Crew Seats with 4-Point Harness Restraint Yes Standard Equipment Interior,Dual Cominalid Flight Controls Yet Standard Equipment Interior,Fire ExtingOither _ Yes_ Standard Equipment Interior,FirstAid Kit Yes Standard Equipment Interior,Fresh Air Ventilation System Yes Standard Equipment Interior,Heater Defogger System _ Yes Standard Equipment Interior,Rotor Brake(Removed) Yes Removed I Interior,Logbook Compartment I Yes Standard-Equiprnent Interior,Passenger Seats with 3,Point Harness Restraint Yes Standard Equigrnent Interior-,Vinyl and Fabric Cushions Yet StanderdEquipnient Interior,Vinyl Interior Trim Panels Yes Standard:Equipment Interior,Slant Panel Pedestal 7 Yes Standard EqUipment_ - --- Interior,Seat Pan Inspection Panels Yes Standard-Equipment_ Interior,AirfraniallObbe Meter Yes Standard Equipment - - Lighting,Cabin Converlienbe Light Yes Standard Equipment Lighting,Cockpit Utility Light _ Yes Standard-Equipment Lighting,Landing Light,Nose Mounted Yes Standard Equipment Lighting,LED Anti-Collision Lights Yes Standerd_Equipment _ Lighting,LED Position Lights Yes Standard Equipment System,200 Amp Starter Generator _ Yes .Standard Egtrment System,Concorde Lead Acid Battery RG-500 17A Yes Standard Equipment System,External Power Receptacle Yes_ Standard Equipment_ . Wire Strike Protection System(WSPS)Upper only SIC Yes Optional Equipment SI-11713SO Comfort Windinivs 2X Cabin,2X-Cockpit,W/Pop-out Vents Yes Optional EqUipinetit (Quick Change) Foots-wit-oh Dual Rocker Yes Optional Equipment _ G500 ININSVT-Eriablement-Card Yes Optional Equipment CF-9.59 Rev-1 CI-7.22T5 MD Helicopters,Inc.- MDHIControl:No4 IVID152041221-HBPD 3 15 May-2021 USE OR DISDI.OSURE-or DATA ON THIS PAGES SUBJECTTO THE RESTRICTIONS ON THE covego-THjs:DMOsaNT; MDHI PROPRIETARY DocuSign Envelope ID:B82396AE-A3B6-4BA9-B1F2-7436DB0DFEC9 Iii 6V( Response to City of Huntington Beach RFP , 111 --ii:77 iJ for Police Helicopters-'.4".:iliit;:i f.-- Invitation-41.2021-0504 • - - Helicopter Purchase.(3)Proposal - -- - - '- -- --- --- - — - -- --:--- ----'-'- --- .-IliPD-Alitraft-Rti-tilitirtelitz4,----1-='-==--7 -7 'tem 1 '--77;=-7--7-:---.47,4f- '------flaliftei.-Dried:------------='-e'll' -'-1-- _- f - ,--- ,--- :,- . - . q_--,- -,4,--- - , , P,Y -- -i--,:- ,-,., _ -P.-, 2-X TDAP 611 Addie-Panele in°ticket 1 OM 2S.002 Jr Yes Optional Equipment - - -- - Cabin_VAI/2.(Appl cords(Replaces-GMA351)FlAudioPanel inetallation) 21 Gallon.Aux Tank SIC SH656GL if necessary Yes Optional Equipment-NOTE Fargo 21 tankwili not be compatible with new Crash Resistant Fuel System,A new aukiliaty tank is in development and will be available for the s-econd-and third aircraft delivery. Samson Pluslandinglight with-flashing function. _ Yes Optional EqUipment PA LSA400 Sirens System,External with LSC22 Controller Yes Optional Equipment 8!TS309 Speaker,ReCesemilyleimt COM,Transfer Switch,Cyclic,COM1 Yes -Optional Equipment NVG CoMpetiblececkpitinterlor(NVIS B) Yes Optional Equipment German GTR 225B NVG Yes Optional Equipment TDFM-9300 Radio(Provision Only;Radio CFE) Yes TOFM:9300_Radiowill be supplied by HMV and pro-Mienswill-be installed with radii)installation by IVIDHI LED.CockpittgabinMap Lights Yes Optional Equipment Paint,Two Cofer Scheme Yes Optional MDHI Cargo hook provisions,Onboard Systems TALON LG Yes Provisions can be installed,MDHI would suggest HydraulioCargo.Hook with attachment point,or comparable a hill installation While:at thelattory opposed le HBPD having to disassemble Rost-delivery. ,--- _Interior,Parawon Door Openers,Cabin,ST-C SH2735NM Yes Optional Equipment Raptor Rifle Racks Yes Optional:Equipment L3 MX.10-System(CFE MX-10 only)Provisions Yes Other equipment,wiring and mounts to support the use-of the will be required for this installation. Aerocomputers UC6000 Moving Map System Provisions Yes Other equipment,wiring and mounts to support the use of the will be required for this installation -- - --- - - .-_ - Night Sun-SX16,Syttem(CFE SX-16 Only)Provisions Yes Other equipment,Wiring and mounts to support the use of theldl-berequired for this installation 41Vote,-,the-firStalitraft def./0y will have the 64-gallon main fuel tank installed. Subsequent aircraft(second and third)will have the 60.5 Gallon (229 L)Crash Resistant Fuel System per Title14 of the Code of Federal Regulations(14 CFR)Parts 27 and 29, and in Title 49-ofthglinited4tatesCprig.(49 U.S.C.-)§44737(2018). MD141-wift require all CUStomer Furnished Equipment in a timeline manner while provisions are-beihginstalledtaproperlytinctiottrchea and test associated systems. 1.2) Section 3,Scope of Work,Part B. Transfer of Equipment MDRtunderStangiSenci agrees-that the City will remove certain equipment from the existing Mi:)..520N aircraift:t4hefristakd on the new aircraft,as they become available,and that this Work effort is not part-ofthis Scope of Work.The equipment to be removed and not included in any outfitting of the new units or sale of existing aircraft is: CF.959 Rev-1 C1-7-.2.245 MD Helicopters;Inc. MDFII-Controi No.:MD132041221-HBPD 4 15 May 2021 USE OR gpc1L9g)Ftg Of DATA,ONINPpAgX IS Mit CT TO tHE'REETRIQTRJES-OSITHEtoVER DE THIS DOCUMENT. MDHI PROPRIETARY DocuSign Envelope ID:B82396AE-A3B6-4BA9-B1F2-7436DBODFEC9 • It-- •,.-,----- -,itif-T--' Response to: City of Huntington 8dath;RFP for Police Helicopters - Invitation#2021-0504 - :-.-------- -,-......-- ._ Helicopter Puithate.(31Pitilosal • La MX-I0 System • Aerocomputers UC6000 Moving MapSYttent • NightSanSX16Systern • TDFM 9300(as stated above in Scope of Work) MDHIVillreltlike,H131Pbtovpplythe above equipment in a timely manner to ensure full 6130006h dtheSYgterfitilhat haVieprOV1.0)hs installed. MDHI may suggest having the full install for certain items(i.e.,cargo hook)as opposed to to save on HBPD personnel allocation of time and material.ThesestiggestiOn't mayattopreventkl6Plifrom having to remove critical components and matertarsirbeitthe4litrafttOcOMplete the install. at the HBPD facility. Thete4tay-h-eadditidheithargeSledUired.fOr anything above the basic provisions for the installation Of the above referenced kerns that will be customer supplied. 1i3I Section 3,ScOpe of Work,Patt,C.. Wattatity The MDHI Warranty for Commercial aircraft is for alieripd of three 3)years upon delivery of the aircraft. MDHI's sole obligation under this New HelicopferWarraltr IP liMitieittothe replacementor. repair(at MDHI's sole option)of parts,which aretleterMineatOIVIOWS;reaSOhable_ satidactiohto;be defective within two thousand (2000)hours of operation or three (3) years-after acceptanceokhiChever oc.urslirst, For warranty claims filed within the first year ortnethoUtanC141000WOUtSJ.Wnithever occurs first, MDHI will pay one hundred percent 00%10f the cost orgartsand labor at the MDHI published labor rate to either in its sole discretion repair or replace the part.For warrantolaimsfiledwithin the second year or after one thousand (WOO) hours,whicheVetOccurS.ftrst;lVtbFilwiltptoratethe Cott: of the replacement part,or repair at the current typo published labgr.rate,based on the number of months or number of hours in service,WhiChevetoccurS.firs‘ ihoccord4hcewitli the set proration schedule(Refer to Proration Schedule for New Helicopter-Warranty),.. Replacement parts will tie serviceable and will have at least the life remaining of life limited .. parts;,if a-priliCable:Parts.coveredunder this New Helicopter Warranty with a service life of los tkatirtwo thoOtatirl(2000).h.ourtWill be prorated based on their published service life. Repair.ortepleternentpaftareviiartantedfor the remainder of this New Helicopter Warrantyrietiocionly:Writtebnotictof't New Helicopter Warranty claim must be provided tOVID:Hinoleterthallthlrtyl3J4clay$.afterthe date of discovery of the defect. CF-9.59 ftev4 C.1-7.22-5 - MI)Helicopters;inc. • Mail Control No::1/10132041221,H8PD 5 15 May 2021 USEORDISCLOSURE Or DATA ON TN pgAGgis. U,siEcr TO111E-5ESTRICTI9N$ON ThE:COVERpf TIO DOCUMENT. MOIll PROPRIETARY DocuSign Envelope ID:B82396AE-A3B6-4BA9-B1F2-7436DBODFEC9 r' is Response to. y� MD r'_ City of Huntington Beach-RFP >, for Ption# 021;0tert 504 t Invitation#3021050.4 Helicopter.PLrchase(31 Proposal 1.4) Section 3,Scope of Work,Part D. Training Table 2.Proposed Training Program Price LA Total CHARGE Notes Cost of]ti ai R6t Differences Training at MDHI using MDHI Wripmernt(3_;day_s vltfi_+3`:R t_tmurs and Shows o1groeinfk $' WPM S 61200.0o Natt(age 9 Pilafs ttsi Me53illitarling_IUptog44OnftTOT'2 Weeks}4'3 956 for upto 3 studelits(2 Students} $ 4,SBS.OD 3 4;685 00 No Charge 3 Aircraft wauld typically equate to training fer.3 techs. On Location RecurrentTralningfor ail pl1-ots-3 Days Dalft Rate R 5 daisnot Wading ling flight hotel and (s Days tam wltraveil $24,000.00 3 120,000:00 Notharge transportation Totalfiroen _ - =A cud - $185;88s.00 Nothir,e $50XPartstredit(Tobe,esedovera3yrperiod) NJA 3. 50000.00 No Charge "VALUE Totalinceetivetitferings Over S.YearMed S 1j511S5.0U Na Charge 1.5) Section 3,Scope of Work,Part E. Sale of Existing Fleet MDHI agrees to facilitate the sale of three existing City-owned MD 520N aircraft, FAA Aircraft ID numbers: • N521HB • N.522HB • N523HB MDHI will work within the parameters of the City's delivery schedule on the sale of the existing MD 520N aircraft with the understanding that the transfer of equipment, as defined i rSection 3,Scope of Work, Part B.Transfer of Equipment, may take up to two months to coriplete. *Note—The first aircraft delivery will have the 64-gallon Main fuel tank installed. Suksequent aircraft(second and third)will have the 60.5 Gallon(229 L).Crash Resistant Fuel System per Title 14 of the Code of Federal Regulations(14 CFR)Parts 27 and 29, and in Title 49 of the United States Code(49 U S.C)§44737(2018). MDHI will require all Customer Furnished Equipment in a timeline manner while provisions . are being installed to properly function check and test associated systems. Section 3,Scope of Work, Part B.Transfer of Equipment MDHI agrees to participate in any sales negotiations specific to HBPD parts inventory for existing MD 520N aircraft. CF-9.59 Rev-1 CI-7.2.2-5 MD Helicopters,Inc. MDHlcontitil No-:iy1D332041221:.H.BPD 6 15 May 2021 USE OR DISCLOSURE OF DATA ON THIS PAGE IS SUBJECTTO THE RESTRICTIONS ON THE COVER OFTHIS DDCUMENT MDHI PROPRIETARY DocuSign Envelope ID:B82396AE-A3B6-4BA9-B1F2-7436DBODFEC9 i - .,-.i: - Wri am. WI iir --'--1:'1.04-tr • RespONSe to City cif Huntington Beach REP for Pplice4ellcOpters Invitation#20214)504 Helicopter Puichasea)Proposal 1.6) Section 3,Scope of Work,Part F. Performance Bond MDHI requests options outside of the performance bond.A performance bond couldbe of substantial cost,which wouidlien be passed onto the customer(estimated to be in excess of$500,000). If this is only a requirement bythefiriantialinstitution being used by HBPD tafiname the aircratt,,MOW Would request additional Options. 1.7) Section 3,Scope of Work, Part G. Inspection MDHI agrees and viekomps the City inspectionofouraouipmentandfactlities at a. agreed agreed upon time. 1.8) Section 3,Scope of Work, Part H. Financing MOW havgfer0d13bli*;Pftontact-Nr Nqtiona I Bank of Arizona and their affiliates.Also, MDHI-Wilt offer discount point for full prepayment of the full contract in the amount of 1.0%. .,. CE‘9.59 Rev-1 „ CI-7.2.2-5 - MD Helicopters')lie. MDHI Controllioo MD132041221-HBRD 7 15-May1021. USE OR DISCLOSURE OF DATA ON THIS PAGE IS SUBJECTTO THE RESTRICTIONS ON THE ECOEFWTHISDoeUNTENT. MDHI PROPRIETARY DocuSign Envelope ID:B82396AE-A3B6-4BA9-B1F2-7436DBODFEC9 t (isil:fitlk ii ',.• '7 Response to city of Hulithigtob Beecli-8FP 1 nfveirtaPtajol Intel,Helicopters - _ Helicopter PurChase(3)PropOsal „ _ _ 2) Client Satisfaction 2.1) Performance Guarantees Table 3.MD 530FF PetfOrtTlairKg$PeCifiCatiOn$ :-:-7 ---- -- ---;-t:1--'-'- MD:53OF E:06-#0hTfaliclAiebTftqati ttat ftlaliffelTant ---- --------- ''--— — :. - -' ------_ ;---t,_- ,----z,- jitiolitifr.7,1-T 1:;52,71'Sfilitilf iiiiitteteE-:= :,,,- :Rf,.7.14.7-,3_---,,:'qitilitoiItzt-.-_--,t---,-,=J, -.---,,--4v„..... maximum-Cruite,qieedi ktlitiph)Rit/til Sea Level-ISA 1 A(154) [248] 1524 m(5000 ft) 135-(155) [250] Maximum Permitted Speed ki(mph)ROM VNial Sea Level 1521175) [282] Maximum Range,nm,-(mi)[kit] Sea Level 216(248) [400] 1524 m(5000.ft) 260(299) [482] Maximum:Endtira-oc-e,fir Sealevel,ISA 2.2 2.-2 Maximum Rate-of,Clirnb,flithin(mfgac) Sea Level Standard Day 2,069 (10) ISA+20C day 2,061 (10.5) Maximum OperatiogAltitude„ft(lit) Dattsityaltituda . 20,000 (6096) Service:Celling,jt:(0 ISA 18,700 (5730) Maximum Hook-CapaCityi-lb(kg). , 2-_,,,-0!0 _:(L07) 11611iiiiiiPiirthiiiiii*Ni4liiii'' 'W-*11440*S: - 27'.-"_-_ -,1-4.Li-z-i:-12 --11111P.9110- --1:-; HoVerAn-Gtound Effect(HIGE),ft(m) Standard bay 16,00a (4877) _. .. :ISA+20C Day 14,300 (4359) I-Inver:Out-of-Ground(Hoop,-ft(M) Standard Day 14.40 (4389) ISA+20C Day 11,600 (3536) ,----, _,--_ -_-,-w51,,7,_-_,-..:-.,-;,, ,:--;_=.3-',.---T71--TMIE. giiIV---1, ;:: I r-4"-f7E--;.!!"-f---7, 11111iiii1(7:,%? -7 liveight0.,:= -----------*Or--- - , -,.-ai-_,-.! ---7-= -—, ... X-..,-,-.-----=,---=, -a,,-,------,-, Maximum Takeoff-Gross weight;lb(km Nornial-Categors 3,1.00 (1406) EXtethal Load-Operationt 31750 (1701) MGT&External Load Operations,11)-(kg) 2,159 (979) _ Empty Weight lb(kg) Standard Configuration 1,591 (722) Useful Load lb(kg) Normal Capacity _ 1,509 (664) External Load-Operations,lb(kg) __ _ 2,159 _ (979) _ Fuel Capacity,lb(kg) 64 gal(2421) 403 (183) CF-959 Re'-1 CI-7.2.2,5 MD Helitopte#,Inc. MDHI Control No.:MD132041221-HBPD 88 , 15 May-2021 DocuSign Envelope ID:B82396AE-A3B6-4BA9-B1F2-7436DBODFEC9 Response to iii .6 Ciffil_of Huntington Beach-RFP for Police Helicopters Invitation#2021-0504 - Helicopter Purchase 13)Proposal - 4-;;fqr17:1-:04/(iktithinOti *Of*WSW-001T.0 aCRt,P -2: ;rPatiiiiiiii y,,4 -',Yti,Oa 001iiiiV711W- N I k_t4effiligiraln tt'C.;:1, -'?44rialsgt. Sea Level i 113 lit(130 mp_b) 209 lam/hr. Maximum Cruise Speed 1524 m4000 ft) 1111_4(127 mph) 2041m/hr. Maximum Range Speed 1,524 m.(5,000 ft.) 98 kt.(113 mph) 181 kinihr. Maximum Permitted Speed -VNE at Sea Level 152:kt.(175 mph) 282Junihr. Sea Lei& 194 NM(223 MO 359,1uri. Maximum Range 1,219_m(4,000 ft) 218 NM(251 Mr.) 404m. 1,524 ta.(5,000 ft.) - 223-,NIVI(257 mil .4131en. . -- - - _ Maximum Endurance Sea Level 236 hrs, 2.36 hrS. Maximum Rate of Climb. Sea Level,Standard Day 1,031 itimin. 5.2 misec. Maximum OperatingAltitucle Density Altitude - 16;000 ft, 4,877M, 1 Worm Hook'Capath :2,000 lb. 907 kg =1*±Z-f676:111ifiliiiiisl7 V--- -,'_-::Zi_,:fgIbikkaa7i.,;:-3j:::,i-__020)n';:- ' ' --------— — — Standard Day. - 14,280 ft. 4,353 rn, In-ground Effect _ _ _ _ ._ ISA-120°C day' ' 12-0'0 t 3,953,m. , __ - - -.:- gtaffilatd Day ti,iitilft 3,395m. Out-of-ground Effectb ISA+20°C Day 8,750 ft 2;667 m. .-.,- ._-..,-,-,....?.,:--5,-,_,5,_,--:-=; : _ ,,_,„L„. ,--:_--;-_-_.7-!.:t7:=-_.-„-4,- -tali itraW,-,::'7 --`7.F:::--- -.-_ ,--=-777-a -inieriat?t:7-7.--;: ifieta-----:-st-: '_--- Weights -,:4-..,f,-2-:.if. ----'f,.: _-]----4,_-_..:. ,..,„:-.,,„,..„ --z-_,J ... .-- - ,4,, _-.--:,-,7-,,--7,-:, ,- -_,--„.„- . , _ Normal Capacity 3,350 lbs. 1,519 kg. Maximum Gross-Weight External Lead Operations 3150 lbs. 1,701 kg. MD.530f EmptyWeight Standard Configuration 1,72314. 782 kg. Internal Load 1,627 lbs. 738 kg. MD 530F Useful Load , .-- External-Load 2 027-tbs 919 kg. Empty--35.2--lbs, Empty 16 kg. Main Fuel Tank,Crash Resistant Fuel System(1) 229-fiter-60.5 gal --- - - - - Full Pet A)447 Ibt. Full(Jet A) kg._ EMPty 56_lbs, Empty 25 kg. Aux Tank- 125-liter(33-gal) Full Pet A)277 lbs. Full(Jet A)126 kg. ':-PbWaYPlinfi,--'':::-' :'%::L' Oiliii0t141-Z-7 -';=T-71,-*'-,'::',:',117:-_:iii*VIGZ;:::::lOktifik:';'-1---__'. Rolls-Royce Model 250 IV-C30 Gas Turbine Rated Power 650 stip 478 kW Transmission Rating 425 shp 313 kW Derated Power for Reliability and Safety Max Continuous 350 shp 257 kW , ii)Endurance will meet the inihiMumnf'2,5 hours with the installed auxiliary fuel system installed with(tie standard 60.51allon traPhiesiStietOrk _ Cfi9.59,Rev4 — s-- -- ---- — n--- . Cf-7.2i275. MD'Hilittipterklm MDHI Control No.:MD132041.221-HBPD 5:8: 15 Ninv101-1 DocuSign Envelope ID:1382396AE-A3B6-4BA9-B1F2-7436DBODFEC9 Response-to City of Huntington Beach RFP for PoliceHelicopters • Invitation if 2021-0504 Helieciciter Purdiase•DIPrOPosal 2.2) MDHI Project Office MDHI will appoint a Program Manager(PM)as the point of contact(POWOrtheprograM. Using a step-by-step approach to identify,understand, resolve and preventproblern§Or issues,the PM will track all program Management, materials,personnel,equipment, facilities,and hardware required to complete the requirementsfor this-effort. The MDHI PM will be responsible for day-to-day activities, inarding; • Program planning and program management • Technical oversight(including manUfatturing) • Maintaining schedule and cost • Issue resolution • Integrated product team control and-communication • PreparatiOn Of meeting agendas„presentations and minutes; 23) 11/10H1-Quality System MDHI has an established and FAA-approved quality system conforming to AS9100D in alignment with 1509001-2015 to verify type design data, regulatory,and,c0iltraCtual; requirements throughout the aircraft production process.The quality system is: documented and maintained through the Quality Manual procedures,Operating Procedures and Company Instructions. Established documented processes provide consistent and repeatable results, including: • Aircraft records • Aircraft inspection and final acceptance • Aircraft system and-flight testing • Calibration • Configuration control • Control and identification of nonconforming material • finPloyee training • Engineering design/change • Tooling The!laity orgatiliation performs quality control/assurance activities,using dedicated_ inspectiOnsantiqUality engineer perSonnel.The quality control/assurance activities include: • Supplier quality assurance reVieWt;audits;and apprOval • SOO&MonitOrint Of-performance and product quality • Supplier quality related resolution • insp-ection of raW'Materialt, Owls)assembliesond aircrafttaapproVed inspection criteria CF-9.59 Rev-1 CI-72.2r5 MD Helicopters,Inc: MDHI Control No.:MD132041221-HBPD 15 May,2021. DocuSign Envelope ID:B82396AE-A3B6-4BA9-B1F2-7436DBODFEC9 doe' liesponseto MO City of Huntington Beech REP kr Police HelitOpters _ Invitation-if 2021-0504 - Helicoatyr Purchase13)Proposel • • Control of nonconforming materials and parts which, when identifiecl,are segregated, documented,dispositioned, repaired,or reworked and re-inspected byetithority of Material Review Board System • Nonconforming material trend analysis • Quality requirements and processes creation • Corrective/preventative action program oversight • Quality system/process internal audits • Material Review Board oversight 3) Project Schedule The proposed project schedule-Was-follows: • Delivery of first aircraft upon completion at:MOH' 64 month&from Contract Award: — Swap one MD 520N to MD.530FF. • Each subsequent aircraft will be delivered 90-120 days after the preViousdeliveryor as negotiated or required*Note—The first aircraft delivery will have the 64 gallon main fuel tank installed.Subsequent aircraft(second and third)will have the 6Q.5 GrallOnk229. L).Crash Resistant Fuel System per Title 14 of the Code of Federal Regulations(14 Cfft) Parts 27 and 29,and in Title 49 of the United States Code(49 U.8.C.):§44737 (2018). NOTE-Schedule is negotiable as required. MOH!will make every attempt to MeettuStonter delivery requirements. 4) Requirements from CityStaff MDHI will require all Customer Furnished Equipment(CFE)at the earliest-convenience-that would not hinder HBPD operations Provisions will be installed to run CFE items which will require function checks and tests prior to delivery of the aircraft. MDHI WoUld tike ampletirne to ensure the proper usage and operation of all items. CF-9.59 Rev-1 CP-7,2.2-5 MD Helicopters,Inc. IVIDHI Control No.:MD132041221-HBPD 15 May-2021 DocuSign Envelope ID:B82396AE-A3B6-4BA9-B1F2-7436DBODFEC9 ‘ "km-iii,., t- ,.7'd Ii . Response to MY-of Huntington Beach BO: for Police Heliceptert ---.4 InVitation#2021-0504 --;: - __ HelicOpter Purthate(31PropOsal _ _ __ __ _ _ .. _ _ D. STAFFING Eiroloirielikrtier------T,y-L--------.45_-,---a- -----.---E---,4, ---,:-Olinationtt Reiptiiisibliiti----irf,==--- ' Peter Bachner Direttor-of Program Operations • Keith Cave Program Manager Josiah Thomas Crew Chef RO.. *tiles are on thelt).110WIng pages. • . _ CF-959 Rev-1 C1772.2-5 MD Helitoptersi.Inc. MDHI cotArpf No;;IY1P132Q41221-HBPD 12. 15 May 2021 USE OR:DiSelloSURE OF DATA.ON THIS EAGE.IS SIMECTTOTHE:RESTRICTIONSOPITHECOVER'OF THIS DOCUMENT. MOM PROPRIETARY DocuSign Envelope ID:B82396AE A3B6-4BA9-B1 F2-7436DBODFEC9 MD HELICOPTERS illor MiADE IN AMERIcA PETER BACHNER DIRECTOR OF PROGRAM OPERATIONS PROFESSIONAL EXPERIENCE' MD Helicopter,Inc.—Mesa,AZ. 2007-Present Director of Program Operations • Direct the daily activities of program managers on customer focused and Internal Research and Development programs. • Directly managed customer delivery for new production helicopter and major helicopter overhauls. • Responsible for the generation of pricing models. Director of Operations • Oversee daily operations of helicopter production. • Direct activities of plant facilities operations for six manufacturing,administration, warehousing,and aircraft hangar space. • Develop departmental budgets and long-term capital expenditure requirements. • Assure following of quality procedures and assist in development and implementation of root cause corrective actions. • Drive continuous improvement though engineering design,manufacturing sequencing and tooling improvements. Process Engineer • Introduce visual work instructions. • Implement Vendor Managed Inventory(VMI)program for low cost hardware. • 15erform Line-Balance activities to optimize workflow and achieve schedule attainment. • Utilize Value Stream Mapping to analyze both production workflow and transactional processes. • Developed a series of production metrics to communicate the state of manufacturing operations. Metrics:safety,schedule attainment, labor efficiency&cost, quality. • Developed daily labor tracking tool for supervision to analyze productivity and schedule labor. • Conduct daily production meetings with manufacturing directors and managers to review daily production issues and schedules. • Responsible for updating part routings and Bill of Materials. EDUCATION Bachelor of Science,Industrial Engineering 1997 Pennsylvania State University, State college, PA CF-9.59 Rev-1 . CI-7.2.2-5 MD Helicopters;Inc. MOM Control No.;MD132041221-J-1$PD 13 15 May 2021 USE OR DISCLOSURE OF DATA ON THIS PAGE IS SUWECTTOTHE RESTRICTIONS ON THE COVER OF THIS DOCUMENT. MDHI PROPRIETARY DocuSign Envelope ID:B82396AE-A3B6-4BA9-B1F2-7436DBODFEC9 • ." MD HELICOPTERS MDE IN A M E.RJ-crA- KEITH CAVE PRO-GRAM MANAGER PROFESSIONAL EXPERIENCE MD Helicopter,Inc.—Mesa,AZ. 2017;Present Program Manager Plan,direct,control, monitor and support Programs to ensure completion within defiried tat, schedule,and scope objectives. Coordinate between Customer and MDHI Integrated:Product Team OPT), minimally consisting of Business Development, Engineering,Operations,Contracts, Supply Chain,and Finance. • Manage multiple commercial and Military helicopter Program • Collaborate with IPT to obtain data for initiation of Programs. • Represent MDHI and coordinate with Vendors at high profile trade shows: • Manage and document Program changes, maintain customer and team eXpetatiba. United States Army 19942017 Sikorsky UH-60(S-70)Aircraft Maintenance Supervisor Led, mentored, and trained Army technicians while supervising scheduled and unscheduled maintenance on UH-60(Sikorsky S-70)and CH-47(Boeing Model 234)fielitopters. Flew over 1000 hours as a Crew Chief under day/night and NVG conditions. • Lead teams 5 60 technicians,supervising component removal, inspection/installation; unscheduled maintenance, routine inspections on UH-60 and CH-47 helicopters. • Trained Soldiers to replace gearboxes,transmissions, rotot-hilbs,engines,auxiliary power units, rotor blades,stabilators,main landing gear components,fuel system. components,electrical systems,flight control rods,and documented all aircraft maintenance actions using the required maintenance forriit, • Trained and enforced OSHA and EPA regulations,shop and flight-line safety,,en5u_red clean,safe and healthy work area for all team members. EDUCATION Master of Science, Project Management 2017 Embry-Riddle Aeronautical University, Daytona Beach, Nix-Ida CERTIFICATION AND AWARDS • Project Management Insatiate Certified Project Management Professional (PMP) • FAA Airframe and Powerplant:(00)Certificate number 3628233 • US Army Air Medal CF-9.59 Rev-1 CI-7.2.2-5 MD Helicopters,Inc: MDHI Control No.:MD132041221-1718PD 14 15 May 2021 USE OR DISCLOSURE OF DATA ON THIS PAGE IS SUBJECT TO 711E RESTRICTIONS ON THE COVER OFING1X5tUANT. MDHI PROPRIETARY DocuSign Envelope ID:B82396AE-A3B6-4BA9-B1F2-7436DBODFEC9 MEl HEL. OPTER S: Sr411477 D,E 1-N --MA,E-tiiCA JOSIAH THOMAS CREW CHIEF PROFESSIONAL EXPERIENCE MD Helicopter,Inc.—Mesa,AZ, 2019-Ptesent Avionics Technician IV Install,inspect,test,adjust,or repair avionics equipment,such as radar,radio, navigation, and missile and gun control systems in aircraft.Test and troubleshoot instrumantsitomponents, and assemblies,using circuit testers,oscilloscopes;or voltmeters. BeddnanCoUlter*•grea,CA„ 20162019 Field Service Engineer Perform troubleshooting, repair,scheduled maintenance and modifications on mechanical and electronic components in laboratory diagnostic instruments. U.S..Navy 200-6,2016 Aviation Electronics Technician Performed troubleshooting and repair of RADAR, navigation,communication, and weapons systems for U.S. Navy fighter aircraft. Recognized as a superb leader, quickly promoted and put into management of 12 personnel, reducing backlog by 54%.Worked in quality promoting safety and preventing the occurrence of defects for all departments in the division. Earned Navy/Marine Achievement medal for outstanding leadership. EDUCATION United States Navy 2006-2016 Lake Powell School, Utah 2000 CERTIFICATION AND AWARDS • MD Helicopters,06/2020 Delegation of inspection authority(limited). Limited delegation of inspection authority for strip,crimp,solder,and inserts.forproduction. • Center for Naval Aviation Technical Training,Aviation Electronick 04/20077002011 F/A-18 Avionics System Career Organizational Maintenance(2011) F/A-18 Avionics System Initial Organizational Level Maintenance(2007) F/A-18 Wire Bundle and Connector Rapair(2007) • Tinker Air Force Base Training Center,Aviation Electronics,102006 Aviation Electronics Technician Organizational Level • Center for Surface Combat Systems, Electronic Fundamentalt,00/2006 Organizational ApprenticeTechnital Training CF-9.59 CI-7.2.2-5 MD Helicopters,Inc. MDHI Control-No.:MD132041221,HBPD 15, 15,May2921 USE OR DISCLOSURE OF DATA ON THIS PAGE IS SUBJECITO THE RESTRICTIONS ON THE COVER OF THIS DOCCINIENT. MDHI PROPRIETARY DocuSign Envelope ID:B82396AE-A3B6-4BA9-B1 F2-7436DBODFEC9 `�}, Response to i MD r OW of Huntington Beach RFP 1 i for Police Helicopters Invitation#2021-0504 _ - _Helicopter Purchase t37 Proposal E. QUALIFICATIONS 1) Key StaffQualifications MDHI,as the aircraft OEM,employs a dedicated team of highly qualified personnel with years of experience in engineering, configuration management,accident investigations,program management,manufacturing,and supply chain functions for both Direct Commercial and U.S. Military contracts. MDHI's Engineering Department is second-to-none for the MD 530F rotary wing aircraft with capability to support Depot Level repairs,sustainment engineering,aircraft modification engineering,component overhauls and technical data is manifest in our expertise and knowledgebase as exhibited over the last 60+years.To maintain our worldwide fleet of helicopters,MDHI has a dedicated Aftermarket work force,the MD Wolfpack,which consistently performs and advises on the repair of all of MDHI's aircraft globally.The MD Wolfpack team travels the world performing modifications,inspections,training,and delivery of MDHI aircraft.As part of the Program Management.process, MDHI uses a step-by-step approach to identify, understand, resolve and prevent any problems or issues.The MDHI Program Manager has the knowledge and authority to resolve any problems and implement corrective actions should the need arise. MDHI will engage highly proficient engineering,program management and technical resources skilled in all tasks outlined in the City's Scope of Work.See Section D,Staffing for MDHI key personnel that will support the City's project for Police Helicopters. 2) MDHI QuaJifcations MDHI has a long and storied history as the Original Equipment Manufacturer(OEM)of commercial and military aircraft for hundreds of customers around the world. MDHI users rely on MDHI aircr:-aff's superior reliability,ruggedness,ease of operation and low operating costs. For over 60 years we have introduced industry advancements and innovations specifically targeted to•keep operators safe,while empowering customers with the increased capabilities, greater mission versatility and superior performance needed to execute a broad range of mission profiles, including training,military combat operations,law enforcement,and commercial/leisure applications. The MDHI family of helicopters includes commercial and military variants of our MD 500 Series helicopters—designed specifically to supply speed,safety,agility and the ability to operate with ease in confined spaces—as well as a fleet of technologically advanced NOTAR® helicopters, like the single engine MD 520N and the twin engine MD 902 Explorer. MDHI aircraft are rrianufactureland assembled at our Mesa,AZ:production facility. MDHI is an FM-certified production facility and has an established, FAA-approved quality system conforming to A--9100D in alignment with 1509001-2015. MDHI has extensive CF-9.59 BeV=t - - CI-7 2:2 5 —— --MD Helicopters,Inc. MDHI Control No.:MD132041221-HBPD 16 15 May 2021 DocuSign Envelope ID:1382396AE-A3B6-4BA9-B1F2-7436DBODFEC9 I Response to •MCI 51710 City of Huntington,Beadh RFP for Police Helicopters Invitation W2021-0594 _ _ _ _ flellccipter Purchase 131PrOposal. experience integrating new technologies onto existing rotorcraft,subsequent FAA certification and the Army Airworthiness Release(AWR)process.Customization of commercial derivative aircraft is accomplished in the MDHI Completions Center,which operates under FAA Repair Station License Part 145.MDHI maintains the following certifications,copies of which are available upon request: • FAA Production Certificate Number 715NM • Type Certificate-No.H3WE • Repair Station Air Agency Certificate No. M82R545Y • MDHI Management System Certificate(AS9100D Certification) MDHI continues to invest heavily in Research&Development(R&D)fOr all of our aircraft.The integration of newt-generation technologies,and the incorporation of innovative design and manufacturing processes are enabling MDHI to grow our position within the aviation industry. MDHI is currently fulfilling contracts for MD 530F aircraft for use around the world. 3) Client References Our customer relationships are one of MDHI's greatest assets,and we welcome the opportunity to have our customers discuss with the City their experiences working with MDHI.We are happy to coordinate this activity with the City if needed. • MDHI CONTACT INFORMATION: Name:Jason tindauer Office:480.346.6373/Mobile:480.353.6587 Title: Director of COMMercialSalet Email:Jason.lindauer@mdhelicopters.com MDHI h-as provided three client references for law enforcement operational missions. Gwinnett County-Police Department • - _4- - Gwinneft County Police Department 770 Hi Hope Road ( trAr Lawrenceville,GA 30043 1.• • /11 Richard King,Captain—Aviation Unit At\NNr- 0: (710)12302055 UUNTY Richard.KingegiArinnettcourdy,coln VOLICC• _ Project Description;The GvOnett County Police Department fleet includes three MD 830F aircraft. Project Start-1/4/2018/Project End:8/14/2019 CF=9.59 Rev-1 — MD Helicopters,Inc. MOM Control No.:MD132041221416F1D 17 15 May 2021 DocuSign Envelope ID:B82396AE-A3B6-4BA9-B1F2-7436DBODFEC9 -dV.0 Response to "-- •i v.is — ',77 ', i iii City-of Huntington lleath-RFP for Police Hellconters Invitation!2021-0504 _ ;:—..... ---.z,..--....--- _ __ HelicopterPurchase 13)Proposal _ _ _ Mesa Police Department Mesa Police Department 511-0 E. Falcon Drive (r Mesa,AZ'85215 RandyiNilson,Administration i)- . -4 0:(480)-0444344 •- - / olt'41* :,.... r.. Randirmilsonamesaat.gov ... . - Project bescriPtiOa:TheMesa Police Department fleet includes two MD 500E.aircraft and one MD 530F airtrat - - - -_- _ Project Start:5/19/20141 Project End:6/2512015 Las Vegas Metropolitan Police Department - - - Las Vegas Melt Pb 3600 Thunderbird Field Rd . ...j_r4OTTVL N. Las Vegas,NV 89032 Sgt.Steve Morris,Chief Pilot tga44$4:10.-4:4 (702)828.0153 VI:annum lvmpd".com Project Description:The Las Vegas Metropolitan Police Department fleet includes three:MD 530F aircraft. Project Start:4/27/2015/Project End: 10/15/2015 • CF-9.59 Rev] - - - CI-7.2.2-5 MD Helicopters,Inc. iVIOHI Control No.:IVID132041221,HBPD 13 15 May 2021 DocuSign Envelope ID:B82396AE-A3B6-413A9-B1F2-7436DBODFEC9 1• MD _ rii:77: 3,1' ReSponseto City Of Huntington Beach REP for Police Helicopters Invitation#-2021-0504 --''...;:-.; ---'5, _ _ _ _=_ _ . _ _.,Helicopter Purchase(3)Proposal F. FEE PROPOSAL Pricing Schedule Section A: New Helicopter -71telitf_irEitt ---,'-v-- --_ ._---_-,ff,- : _ _-f---------,--:- -= - -2 --:- --r----:27- - : -— =f--• -_ --' ------------.2t 7177=•_±'-- ---- = . 1*-,,,--t_Oly,ii-,i-.1J/111P, - Descrippolt-_,:7---..--_„-±v_-,--i.--±-,f-i-:_±,7--_CostBachcf:-,:-: -_ ..::.,-.-.__Extenslow. 1 3 EA Aircraft $2,950,000 $8,850,000 2 3 EA Options $554,406 $1,663,217 3 1 -- Engineering $59,943 559,943 Sub,Total $19;573,160 4 3 EA Mission Equipment ($250000) ($750,000) 5 0 — Flight and Maintenance Training $1.85,885 $0 6 1 — Parts Credit ($50,000) ($50000) TOTAL SECTION A: $9,763,546 Section B: Sale/Trade-in Valuation - - _-'---: t r--z-L-L----- -_;:--:,.- '±- ,;------__-:---_-----i-- -7--j7=7,------,-,- _-$0 .ilitiki'_:;;_UIM'?- -- ---2--::--,00-Witk- -_--=- --_-_7 -;-::---7..-±7----Vattritioff---,-=-_--.- - -_...7 Extension 1 1 EA Sale/Trade-in Valuation(1996) $585,000- $535,000. 2 1 EA Sale/Trade-in Valuator)(2001) $685,000 $685,000 3 1 EA Sale/Trade-in Valuation(2007) $835,000 $835,000 4 LS Misc. InventoryParts $400,000. $400,000 TOTAL.SECTION B; $2,505,000 • CF-9.59 ReV-1. CI-7.12-5 MD Helicopters,Int. MDHI Coiled NO.:IVID13204341-11BPD 19 15 MaV 2021 USE OR DISCLOSURE OF DATA ON THIS PAGE,ISSUIUECT TO THERESTRICTIONS ONTHE COVER OF THIS DOCUMENT. MORI PROPRIETARY DocuSign Envelope ID:B82396AE-A3B6-4BA9-B1F2-7436DBODFEC9 1 v4i.--- ? , Response i i13.3 i.a, fo City of HUntingtoni3each REP I for Police Helicopters Invitation:4f 2021-0604 _ - .7--- ____ __ _ _ _ _ _________ _ _ _ _ __ HelicoPterP-urchaSe.(31PrODOsal NET COST: Total SectionIA $9,763,546: TotalSediOn R (-) $(2,505,000) Brokerage.Fee S63,150 Additional 1%Discount(--) $(72,682). *Estimated tax on the gross total of$9,763,546 *$756;674 Net Cost $8,005,688 Please NW brOkerage fOg',tii bevaidtO NW:Helicopters Australia at the time of sale of the currently owned IMD520N't..Each will be sold individually per the example chart on Page 2, Setttm ti.O.eliVery ScheddlO of:this 15r-e-ptisti.The chart is only an example and is solely used to-reflect:a m ode Landtinie)ihe that couitheused. Each new aircraft sale of the MD530F's to Huntington Beach Police Department will be individually invoiced at the time of delivery.The SUM OffUnd§fitritittreviblitlytdid:iiitraft and budgeted RFP funds will net$3,230,288.The prdigctedsaiestota(of.rgoion B is $2,505,000 with an estimated brokerage fee of$63715016 be Paid to MD Helicopters Australia which have a het remainder of$1,441,050, *,EStimaited.CalifOrlia tams.are:$756fi7kThis is calculated at 7.75%'of the gross amount of$9;761$46;i There may-be possible tax and/or state and local government requirements: Buyer is.encouratadts engage in legal tax representation to review,these possible exemptions. If CUSTOMER claims tax exettpt'status4 OSTtiMEtt:wilisOlndicate_ and will provide MDHI with a copy of an exemption.certificate;aceptable.to the relevant taxing authority prior to delivery. . . CF-9.59 Rev-I CI--712.2-5 -MD Helicopters,Inc. MDHI Control No. MDI32041221-HBPD 19 15 May 2021 USE OR DISCLOSURE OF DATA ON THIS PAGE ISSUBJECT TO THE RESTRICTIONS ON THE COVER op:rig Documstar. MDHI PROPRIETARY DocuSign Envelope ID:B82396AE-A3B6-4BA9-B1F2-7436DBODFEC9 '.i01.:- 12.!.0;.?, ri;717 1 '1 Refpcititels5 City-of Huntington Beath RFP for Police Helicopters Invitation#2021-0504 . -L.. „..L.... . Helicater PUrthate(3)Proposal Pricing Stimmary—Breakouts --r-- ------1-z- ---r---':'- ---' - '- ' 4-Ar friiild01-7" in --='—'' ' - '---- --7- -i -7-11 .:11------ 1--,_Vra - in -.min L mmag--i= - -- =-:- - - --- - -== Description'7:-=:!--5:1'-'_ ;- ---- '2--Z- ii Prioe-T. -:---''-&Qiiati*---_ ---3:_:--=Eriten40-Pitie: Aircraft _ _ $2;950,000 3 $8 850 00-0 Optiohs $551,201 3 $1,653,603 Engineering $59,94-3 1 $59,943 Sub-Total $10,561,546 ,,__ - .._,-. -__ ____, •c_i% -__:-.,-___,.: ,-.,_--„- -,i„-:,-.-_,L.,-,-. ,,, .1„.ifi.;_-',-_r.:• -.i.:_,___._ ..---__ ...-,,,-__,-,---_,:_-_,-__,,,,--,..1 .,,-::':-1-_, 7-,---=_-.---,-- ,-_:-,r ,Li-4':...;-_-_-•_--k-i 7: . Mission Equipment Discount ($250,000) 3 ($750,000) Plight-and Maintenance Training $1.85,885 0 $0 Parts Credit ($50,000) 1 ($50)000) Total $9,763,546 ,-_-__---;_at-- .:_ - whforcementohfiguration,Items _ =_. 1, i--r ileSejlitiOn -= -- .7,---_-__7 _ - _Triittli_ --_ Material Epoin-oeting- Tobin,: - — Labor, - ____, - - - __ -_ - ..:----'i-Tf------ - - Lt --, --- ------ ---_. i ; Libor Wire Strike Protection System(WSPS) $10,447 $25,342 $0 $35,789 Upper Only STC SH1/13S0 Comfort Windows 2X Cabin,2X Cockpit, $1,672 $10,549 $0 $12,221 w/Pop--but-Vents(Quick Change) Footswitth Dual Rocker $1,393 $74 $0 $1,467 G500 Tx1HSVT Enablement Card $0 $9,224 $0 $9,224 2 x TDAP 611 Audio Panels in Cockpit,1-x $8,358. $22,091 $0 $30,449 AA12S-002 in Cabin W/2 lapel cords (Replaces GMA350H Audio Panel ihttallatiOn) 21.Gallon Aux Tank STC SH656GL $11,144 $23,07 $0 $34,221 Samson Plus landing light With.flashing $1,393 ,$2,855 $0 $4,248 function PA 144400:Sirens System,External With $6,408 $15,691 $0 $2Z098 LSG22--Cohtroller&TS-300 Speaker, :Recessed MOunt. COM,Transfer Switch,Cyclic,COM1 $1,114 $23 $0 $1,137 CF-9.59 ReV-1 CI,7.2.2-5 MD HelicOpters,Inc. MDHI Control:No.:MD132041221-HBPD 20 15 May'2021 USE OR DISCLOSURE OF DATA ON THIS PAGE IS SUBJECT TO THE RESTRICTIONS ON THE COVER OF THIS DOCUMENT. MOHIMPRigTARY DocuSign Envelope ID:B82396AE A3B6-4BA9-B1 F2-7436DBODFEC9 / 't, Response to MID City'ofHuntington'BeachREP � ►itfor Police Helicopters ' Invitation#2021 0504 =-R _ HelitooterPurchase(3)Proposal . ail)Etitortenient bod&ratlon items = - j 3_ #3bescrlp one` Touch Material Engineering`^ Te1al- Labor = LaWOr NVG Compatible cockpit interior(NVIS B) $8,358 $86;126 $11,239 $105,724 Gaifii'in GTR 225B NVG. $2,786 $6,025 $0 $8;811 TDFM"9300•Radio $0 $0 $0 $0 • TDFM 930:0 Radio-Installation(Provisions) $44,1.79 $9,505 $14,049 $27,733 Airc-raft Interior,Mesh Seats,black,2X $27,860 $76,T44 $0 $104,604 cockpit l x Bench Fargo Compatible 369H90040=519* MDHI Monitor Mount MB12 $6,965 $758 $0 $7,723 Aero Computer UC6000 Mapping System $6,965 $70,553 $14,986 $92,513 witbAK-4S keyboard,MB12:Monitor, Customer Furnished UC 6000 W/8130 (Provisions) MDHI Left Side Mount NightSun SX-16 $6;965 $2,275 $0 $9,240 Enhanced(Provisions) MDHI'I Right Side Mount with provisions for $8,358 $18,471 $19,669 $46,498 MX10 LED Cockpit/Cabin Map Lights $14114 $1,617 $0 $2,731 Paint,Two"Color Scheme $23,209 $3;628 $0 $26,8.37 Provisions Cargo hook provisions; $6,826 $17,;164 $0 $23,990 Onboard Systems TALON LC Hydraulic CargoHook with Attach Point Interior,Paravion Door:Openers, Cabin, $836 $659 $0 $1,495 • STC SH2735NM • Raptor Rifle_Racks $836 $1,556 $0 $2;391 Per Ship $147,184 ,$404,017 $551,201 Engineering :$59,9.43 $59;943 • CF-9.59 Rev=1 CI-7.2:2=5 MD Helicopters,Inc. MDHI Control No.:MD132041221-HBPD 21 15_May 2021 USE OR DISCLOSURE.OF DATA ON THIS PAGE 1S SUBJECT TOTHE:RESTRICTIONS_ON THE COVER OFTHISDOCUMENT MDHI PROPRIETARY- DocuSign Envelope ID:B82396AE-A3B6-4BA9-B1F2-7436DBODFEC9 r 4 . Response to i� MO 1!j City of Huntington Beach:REP : `T` for Police Helicopters t d �y!£, , invitation#`2021-0504 =—~ - Helicopter Purd ase(3)Proposal INTENTIONALLY LEFT BLANK • CF-9S9 Rev-I Cl4.2,2-5 MD Helicopters;.Inc. MDHI Control No,i MD132O41221-HBPD 22 15.May 2021 USE DR DISECOSURE OF_DATAON:THIS PAGEIS SUBJECTTGT#IE'RESTR1c1 ONS ON THE'covER OF This"DDcuMENT. MDHI PROPRIETARY DocuSign Envelope ID:B82396AE-A3B6-4BA9-B1F2-7436DBODFEC9 Exhibit C Equipment 1. L3MX-10 IR camera 2. Spectro Lab search light 3. Technisonic Radio 4. Aerocomputers moving map system US-DOCS\133302709.6 LETTER OF INTENT Nov 1, 2023 From: Ferguson& Sons Construction 5225 Butte Rd Emmett ID 83617 To: The City of Huntington Beach Re: Letter of Intent to purchase aircraft: MD Helicopters Inc SOON, Serial Number LN 105, year of manufacture 2007,N523HB Ferguson& Sons Construction, or its assignee hereby issues their Letter of Intent of their offer to purchase the above referenced aircraft for the amount of Five Hundred Thousand Dollars ($ 500,000.00) U.S. Dollars, subject to the following: 1. This offer is for the aircraft,as is, where is; 2. The aircraft shall be in airworthy condition at the Seller's expense, as follows: A. With all systems and avionics functioning normally and in accordance with the manufacturer's recommendations. B. With all records,consecutive logbooks,flight manuals, STC's and maintenance records from the date of manufacture, including manuals and wiring diagrams. C. With all accessories to the aircraft in owner's possession, if any. D. Free and clear of all liens or encumbrances. 3. The Buyer shall have the right to conduct an initial"prebuy"at a mutually agreeable time and location,which may include,but is not limited to,a visual inspection of the aircraft with some disassemble to verify Serial numbers and condition or the Aircraft and Engine. A flight to perform a power check and verify the engine is making power.Buyer shall have the right after the"prebuy"to accept the aircraft and continue to a formal Purchase Agreement or reject the aircraft. 4. This Letter of Intent shall be valid until November 10E1,2023, at 5:00 p.m.Mountain Standard time(USA). • 6. That all terms and conditions of this Letter of Intent are to be held in strictest confidence and should not be disclosed to any other person by either party without written approval from the other. 7. This Agreement is subject to and will be interpreted in accordance with the laws of the United States of America, California,USA. 8. $500,000.00 Sale Price THE UNDERSIGNED HEREBY WARRANT AND.AGREE THAT THEY HAVE THE AUTHORITY TO EXECUTE THIS AGREEMENT.THIS SHALL BE A BINDING AGREEMENT WITH BOTH PARTIES ACKNOWLEDGING ANY AN, GES TO THIS AGREEMENT MUST BE IN WRITING. e-Ared-efrP (13uyei) (Seller) 11 /2023 (Date) \ (Date) -3 � �pt�Tl R6T�'�. (EPPPIVA CITY OF HUNTINGTON BEACH .r: r► Memorandum to City Council TO: City Council Robin Estainslau, City Clerk FROM: Bo Svendsbo, Captain CC: Chief Eric Parra DATE: November 21, 2023 SUBJECT: Supplemental Communication for Item 10 (File # 23-1015) on the 11/21/23 City Council Meeting Agenda This Supplemental Communication provides a copy of the fully executed Sale and Purchase Agreement between the City and Ferguson & Sons Construction (Ferguson). Ferguson has agreed to purchase the last remaining Notar police helicopter in the Department's inventory (N523HB, serial #LN105). • SALE AND PURCHASE AGREEMENT THIS SALE AND PURCHASE AGREEMENT("Agreement")is made and entered Into effective the 9'h day of November 2023(the"Effective Date")by and between Ferguson&Sons Construction ("Purchaser")located at 5226 Butte Rd,Emmett Idaho,83617 and—City of Huntington Beach, (Seller")whose address.Is 2000 Main Street,Huntington Beach CA 92648. Seller agrees to sell and the Purchaser agrees to purchase free of any and all liens or encumbrances the MD SOON Helicopter Serial Number Serial Number LN105 Registration Number N523HB(the "Helicopter"),including the avionics,accessories,log books,required documentation and other items of • equipment installed and used In such helicopter. 1) PURCHASE PRICE: The purchase price shall he Five Hundred Thousand Dollars($500,000.00) 2) Deposit: The Purchaser shall wire a nonrefundable deposit in the amount of$25,000.00 USD to AEROtitle Services,Oklahoma City,Oklahoma,Meagan Vincent("Escrow Agent")on the 160,day of November 2023.The deposit shall be subject to the terms and conditions contained herein. 3) Closing: The closing of this Agreement(the"Closing")will be handled through escrow by AEROtitle Services,Oklahoma City,Oklahoma,Meagan Vincent("Escrow Agent")and shall take place as soon as possible but no later than the 271'day of November 2023(the"Closing Date"),unless the parties agree to a later date. At Closing Escrow Agent shall record and deliver copies of the bill of • sale for the Helicopter to Purchaser and release to Seiler the full amount of the Purchase Price. Purchaser and Seller shall share escrow fees equally. 4) Sellers Obligations: a) Provide to Escrow Agent prior to closing a Bill of Sale for the Helicopter as required by Escrow Agent made out from the registered owner to the Purchaser. b) Deposit with Escrow all other documents reasonably requested by Escrow Agent to complete the sale of the Helicopter and the transfer of title and registration to Purchaser. a) Supply all available and necessary logbooks,certifications,certificates,historical records and required documentation for the Helicopter. d) Provide Purchaser with a copy of documentation for any Supplemental Type Certificated equipment Installed or included with the Helicopter. • e) The City of Huntington Beach will require for the purchaser to remove the police badges and "Huntington Beach Police Department,"markings from the aircraft at their cost.This removal shall take place prior to the helicopter being displayed to the public,or prior to the purchaser selling of any helicopter part containing the listed markings. 5) Purchasers Obligations: Purchaser shall place the balance of funds$475,000.00(Four Hundred SeventyFive Thousand Dollars)into Escrow Agent's account. 6) Inspection: Purchaser has conducted its physical inspection for the Helicopter at its current location • in Huntington Beach.CA and waiver further inspections. Purchaser shall execute an Acceptance Report for the Helicopter and forward to Escrow Agent by E mall. 7) Delivery: The Seller shall deliver the Helicopter to Purchaser after the Closing at its current location in Huntington Beach,CA. Purchaser shall arrange for the packaging and shipment of the Helicopter to their desired location within a reasonable amount of time after closing. Purchaser is responsible for ail fees related to the transportation of the Helicopter. Purchaser shall be responsible for and shall pay any import duties,foreign taxes,license fees,state and local sales,use or other similar excise taxes which are Incurred In connection with or which arise out.of the sale of the Helicopter to Purchaser. Purchaser hereby indemnifies and agrees to hold Seller harmless from and against the payment of any and all Transfer Taxes,including interest and penalties imposed thereon or as a result thereof,and any costs incurred by Seller. 8) Title: Seller represents and warrants that the Helicopter will be free and clear of all liens and encumbrances at the time of Closing. Transfer of title shall take place at Closing. Title to the Helicopter shall remain with Seller until the Purchase Price has been received by Seller. 9) Insurance: Risk of loss or damage to the helicopter shall pass to the Purchaser upon Closing. 10)Warranties: Purchaser is relying solely upon Purchaser's inspections as to the condition of the Helicopter and all other issues and matters relating to the Helicopter. Seller and Seller's agents are not making,have not made,and expressly disclaim any representations or warranties,expressed or implied,with respect to any aspect,feature or condition of the Helicopter including,without limitation, the suitability of the Helicopter for Purchaser's intended use. Purchaser shall Independently verify all information and reports regarding any aspect,issue,matter,or feature of the Helicopter provided by Seiler. Purchaser is purchasing the Helicopter In°As Is"condition with all faults,Including both latent and patent defects: EXCEPT AS OTHERWISE EXPRESSLY PROVIDED IN THIS AGREEMENT,THE HELICOPTER IS HEREBY SOLD"AS IS"AND"WHERE IS."ALL OTHER WARRANTIES AND AGREEMENTS, EXPRESS OR IMPLIED,ARISING BY LAW OR OTHERWISE,INCLUDING BUT NOT LIMITED TO, • ANY OBLIGATION OR LIABILITY OF SELLER,,WITH RESPECT TO THE IMPLIED WARRANTY OF • MERCHANTABILITY,ANY IMPLIED WARRANTY ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OF TRADE,AND ANY IMPLIED WARRANTY OF FITNESS, ACTUAL OR IMPUTED,OR OTHER LIABILITY OF SELLER FOR LOSS OF USE,REVENUE OR PROFIT WITH RESPECT TO THE OPERATION OF THE AIRCRAFT AND THE WORK THEREON, ARE HEREBY EXCLUDED AND DISCLAIMED;NO AGREEMENT EXTENDING THiS WARRANTY - SHALL.BE BINDING UPON SELLER UNLESS IN WRITING AND SIGNED BY ITS DULY AUTHORIZED OFFICER OR REPRESENTATIVE. 11).Damage: Should the helicopter be damaged at any time before closing,the Seller shall Immediately advise the Purchaser in writing including full details of the damage and the time required to repair such damage.If the damage cannot be repaired or compensation arranged to the reasonable satisfaction of the Purchaser,then the Purchaser at its sole discretion has the right to cancel the Agreement in its entirety and the Deposit shall immediately be repaid In full to the Purchaser. 12)Seller's Default: If Seiler should default hereunder,then upon the request of Purchaser,as Purchaser's sole remedy,all funds pursuant to this Agreement shall be returned to Purchaser and thereafter this Agreement shall be deemed null and void and of no effect whatsoever,and neither party shall have any further rights or remedies against each other in connection with this Agreement. 13)Purchaser's Default: If Purchaser defaults hereunder then the Seller shall retain the deposits and . any advance payments as liquidated damages for default.Thereafter this Agreement shall be deemed null and void and of no effect whatsoever,and neither party shall have any further rights or remedies against each other in connection with this Agreement. , 14)Disputes: All claims and disputes arising under or relating to the Agreement are to be settled by arbitration in the state of California. 15) Notices: All Notices shall be in writing and shall be directed as follows: Purchaser: Ferguson&Sons Construction 5225 Butte Rd Emmett ID,83617 208-941-2069 Email:Jay@fergandsons.com Seller: City Of Huntington Beach 2000 Main Street Huntington Beach,California Attn: Chief Eric Parra Email: EParra@hbpd.org Phone:714-536-5602 16) Entire Agreement: This Agreement constitutes the entire agreement between the parties hereto relating to the subject matter thereof. No modification of this Agreement shall be valid unless in writing and signed by each of the parties. For purposes of this transaction any signed document transmitted by FAX machine or email shell be treated in all manner and respects as an original signature. Any such document shall be considered to have the same binding legal effect as an original document. 17) Effect of Validity: If any Paragraph or any part thereof is determined to be void or unenforceable, such determination shall not affect the validity of any other Paragraph or the remaining portion of that Paragraph. In witness whereof,the parties hereunto execute this Agreement the day and year first above written. Purchaser hereby acknowledges and agrees to the terms as specified In the above agreement.Seller will remove the"Helicopter"from the market immediately upon signing this agreement and confirmation is obtained for receipt of deposit In escrow. P baser: F gu &Sons C truction :J Ferguson It's:Manager Set of r: City of Huntington Beach By:Chief Eric Parra APPROVED AS TO FORM d , vC MICHAEL E.GATES CITY ATTORNEY 14 CITY OF HUNTINGTON MAC 4 LETTER OF INTENT Nov 1, 2023 From: Ferguson& Sons Construction 5225 Butte Rd Emmett ID 83617 To: The City of Huntington Beach Re: Letter of Intent to purchase aircraft: MD Helicopters Inc 500N, Serial Number LN105, year of manufacture 2007,N523HB Ferguson& Sons Construction, or its assignee hereby issues their Letter of Intent of their offer to purchase the above referenced aircraft for the amount of Five Hundred Thousand Dollars ($ 500,000.00)U.S. Dollars, subject to the following: 1. This offer is for the aircraft, as is,where is; 2. The aircraft shall be in airworthy condition at the Seller's expense, as follows: A. With all systems and avionics functioning normally and in accordance with the manufacturer's recommendations. B. With all records, consecutive logbooks, flight manuals, STC's and maintenance records from the date of manufacture, including manuals and wiring diagrams. C. With all accessories to the aircraft in owner's possession, if any. D. Free and clear of all liens or encumbrances. 3. The Buyer shall have the right to conduct an initial"prebuy" at a mutually agreeable time and location,which may include, but is not limited to, a visual inspection of the aircraft with some disassemble to verify Serial numbers and condition or the Aircraft and Engine. A flight to perform a power check and verify the engine is making power. Buyer shall have the right after the"prebuy"to accept the aircraft and continue to a formal Purchase Agreement or reject the aircraft. 4. This Letter of Intent shall be valid until November 10h, 2023, at 5:00 p.m. Mountain Standard time (USA). 6. That all terms and conditions of this Letter of Intent are to be held in strictest confidence and should not be disclosed to any other person by either party without written approval from the other. 7. This Agreement is subject to and will be interpreted in accordance with the laws of the United States of America, California, USA. • 8. $ 500,000.00 Sale Price THE UNDERSIGNED HEREBY WARRANT AND AGREE THAT THEY HAVE THE AUTHORITY TO EXECUTE THIS AGREEMENT. THIS SHALL BE A BINDING AGREEMENT WITH BOTH PARTIES ACKNOWLEDGING AN ANGES TO THIS AGREEMENT MUST BE IN WRITING. JZ (Buyer) (Seller) 11 /2023 (Date) �� 4 iS (2- 3 (Date) pNTiNGTp 2000 Main Street, Huntington Beach,CA City of Huntington Beach APPROVED87-0 o Q 2cF�UUNTV CP���o File #: 23-647 MEETING DATE: 8/1/2023 REQUEST FOR CITY COUNCIL ACTION SUBMITTED TO: Honorable Mayor and City Council Members SUBMITTED BY: Al Zelinka, City Manager VIA: Eric Parra, Chief of Police PREPARED BY: Capt. Gaute Svendsbo and Ingrid Ono, Executive Assistant Subject: Request authorization to use Supplemental Law Enforcement Services Fund (SLESF) monies to fund up to $500,000 in increased costs for the purchase of the City's third police helicopter Statement of Issue: Authorize the use of Supplemental Law Enforcement Services Fund (SLESF) monies to fund up to $500,000 in increased costs associated with the purchase of the City's third and final police helicopter from MD Helicopters, Inc. (MDHI). Financial Impact: Staff is requesting City Council approval to appropriate up to $500,000 to Account No. 98470101 to finalize the helicopter purchase. Sufficient fund balance is available in the SLESF to cover this cost. Recommended Action: A) Authorize the use of up to $500K in SLESF funds to cover the outlined expenses; and B) Appropriate up to $500K from the SLESF fund balance to account 98470101. Alternative Action(s): Do not approve, and direct staff accordingly. Analysis: In June 2021, the City entered into an agreement with MDHI to replace HBPD's aging fleet of three 520 (Notar) helicopters with three new MD 530F helicopters. The new helicopters were purchased at a discounted net price of approximately $8M, after value was received from the sale of the three existing helicopters (See Attachment 1). In addition, MD Australia offered to purchase the City's City of Huntington Beach Page 1 of 3 Printed on 7/26/2023 powered by LegistarTM File #: 23-647 MEETING DATE: 8/1/2023 existing inventory of 520N parts for approximately $400K. MDHI is facilitating the sale of the 520N helicopters and delivering the new MD 530Fs. Per the agreement, the first 530F was scheduled for delivery around February 2022. However, in that same month, one of the 520N helicopters (N521 HB) crashed in Newport Beach, rendering it a total loss; insurance funds were later recovered by the City as a result. In June 2022, the second 520N (N522HB) was sold per the agreement, and the City later received the first 530F helicopter in February 2023. For various reasons, this delivery was approximately 12 months behind schedule. Due to this delay and the loss of N521 HB, the City continued using its third and final 520N (N523HB) for approximately 300 additional hours, thereby diminishing its trade-in value from the original estimated worth of approximately $835K. In March 2023, the second 530F helicopter was delivered, and the third and final new helicopter is expected to be delivered on August 2, 2023. This will allow the City to sell its final 520N helicopter. Per Huntington Beach Municipal Code Chapter 3.02.210 (Disposition of Surplus Personal Property), the City obtained the following private offers to purchase our remaining 520N (N523HB) and inventory of additional 520N parts: 1. $470K and nothing additional for the parts. 2. $525K + $80K for select parts 3. $550K without additional parts We have also negotiated with MDHI, based on above outlined delays and circumstances, to credit us $235K for our entire remaining inventory of 520N parts. We believe private offer#3 for the aircraft (See Attachment 2), and the $235K credit from MDHI, for a total credited amount of$785K, is the best option for the City at this time. Original estimated value of HB523 - $835K Original estimated value of 520N parts - $400K Total $1.235M However, this leaves us with a deficit of approximately $450K in order to complete the purchase of the last 530F helicopter. This figure is contingent on private offer#3, being accepted as is. However, that offer is contingent on the outcome of several mechanical inspections that are currently due, and possibly others which are due after approximately 20 additional hours of flight time (See attachment 3). The prospective buyer is asking for the others to be completed as well. Based on these negotiations, we are requesting authorization to use up to $500K to complete the sale of HB523N and take delivery of the last 530F helicopter from MDHI. The City currently holds approximately $1.2M in unencumbered SLESF monies, which can be used for this purpose. Environmental Status: Pursuant to CEQA Guidelines Section 15378(b)(5), administrative activities of governments that will City of Huntington Beach Page 2 of 3 Printed on 7/26/2023 powered by LegistarTM File #: 23-647 MEETING DATE: 8/1/2023 not result in direct or indirect physical changes in the environment do not constitute a project. Strategic Plan Goal: Financial Sustainability, Public Safety or Other Attachment(s): 1. Agreement with MD to purchase 3 MD530F helicopters 2. Letter of Intent to purchase N523HB 3. Email of itemized helicopter inspection requests City of Huntington Beach Page 3 of 3 Printed on 7/26/2023 powered by LegistarTM DocuSign Envelope ID:B82396AE-A3B6-4BA9-B1F2-7436DBODFEC9 Execution Version Supplemental Agreement to Purchase Order This Supplemental Agreement to Purchase Order (this "Agreement") is made as of October 5, 2022, among MD Helicopters, Inc. ("MDHI"), with offices located at 4555 E. McDowell Road, Mesa, AZ 85215, MD Helicopters, LLC (f/k/a MDH Holdco, LLC) (the "Purchaser") and the City of Huntington Beach, California ("Huntington Beach" and, together with MDHI and the Purchaser, each a"Party" or the"Parties"). WHEREAS, Huntington Beach agreed to purchase three (3) MD-530F helicopters (each a"Helicopter" and, collectively, the "Helicopters") from MDHI pursuant to that certain purchase order dated June 18,2021 (the"Purchase Order"),attached hereto as Exhibit A,which incorporates the pricing, specifications,terms and conditions stated in the Response to Request for Proposal for Police Helicopters, Invitation Number 2021-0504, dated June 15, 2021 ("RFP 2021-0504"), attached hereto as Exhibit B; WHEREAS, solely in an effort to assist a valued customer (Huntington Beach) to sell or trade-in several used helicopters that it indicated it no longer needed in light of,among other things, its anticipated purchase of the Helicopters pursuant to the Purchase Order, MDHI facilitated (but was not party to) a transaction between Huntington Beach and MD Helicopters Australia ("MDHA"), which is an entity that MDHI represents is not affiliated in any way with MDHI, pursuant to which MDHA agreed to purchase two (2) used helicopters (the "Used Helicopters")1 and additional aircraft parts (the "Additional Parts")2 from Huntington Beach (the "MDHA Transaction"); WHEREAS, in connection with a completely unrelated transaction between MDHI and MDHA, MDHI had received from MDHA the sum of $200,000.00, of which $40,000.00 (the "Forfeited Deposit Amount")MDHI is currently holding as a forfeited deposit by MDHA. MDHI facilitated the sale/trade-in of one of the two Used Helicopters and Huntington Beach received the sums of$480,000 from MDHI (MDHI in turn received the $480,000 from MDHA on or about April 29, 2022)and$160,000 from MDHA on or about June 1-2,2022, for a total of$640,000. In exchange,Huntington Beach shipped one of the two Used Helicopters to MDHA on or about June 2, 2022. WHEREAS, on March 30, 2022 (the "Petition Date"), MDHI and its debtor affiliate (collectively,the"Debtors") filed voluntary petitions for relief under Chapter 11 of Title 11 of the 1 Although MDHA had originally agreed to purchase a total of three used helicopters from Huntington Beach, one helicopter was damaged (the "Damaged Helicopter") before the sale was consummated and, thus, such third helicopter will no longer be sold to MDHA as part of MDHA Transaction. One of the two remaining Used Helicopters was sold by Huntington Beach to MDHA on or about June 1-2, 2022. 2 The Additional Parts consist of both new and used aircraft parts specific to the model of helicopters used by Huntington Beach. The parts include all surplus MD520 NOTAR specific parts in Huntington Beach's inventory,which include Huntington Beach's spare Rolls Royce C2OR/2 engine (CAE#295892). The Additional Parts will be inventoried and available at the time of the last helicopter sale and have an estimated value of$400,000. US-DOCS\133302709.6 DocuSign Envelope ID:B82396AE-A3B6-4BA9-B1F2-7436DBODFEC9 United States Code, 11 U.S.C. §§ 101-1532 (the "Bankruptcy Code"), in the United States Bankruptcy Court for the District of Delaware (the "Court"), which cases are currently jointly administered under Case No. 22-10263 (KBO) (the"Chapter 11 Cases"); WHEREAS, the Helicopters are currently in production and the estimated delivery dates of the Helicopters to Huntington Beach are: (1) October 15, 2022 for the first helicopter; (2) December 2022 for the second helicopter; and(3)January 2023 for the third helicopter. The dates are estimates and are dependent on factors including but not limited to the timing of obtaining FAA certification for the Crash Resistant Fuel System and the timing of Huntington Beach providing any additional customer furnished equipment that Huntington Beach intends to provide to MDHI for installation on the Helicopters prior to delivery (as of the date of this Agreement, Huntington Beach has provided MDHI with most of the customer furnished equipment for the first helicopter,with the remaining customer furnished equipment(consisting of a camera and a search light) expected to be provided by September 2, 2022); WHEREAS,on June 17,2022,the Court entered an order[Docket No. 377] approving the sale of substantially all of Debtors' assets (the"Assets") to the Purchaser pursuant to Section 363 of the Bankruptcy Code (the"363 Sale"); WHEREAS, on August 15, 2022, the 363 Sale closed and the Assets were transferred to the Purchaser; and WHEREAS, in light of the closing of the 363 Sale, the Parties wish to clarify and supplement the terms of the Purchase Order as set forth herein. NOW, THEREFORE, in consideration of the mutual covenants contained herein and other good and sufficient consideration, the receipt of which is hereby acknowledged, the Parties agree as follows: 1. Subject to Paragraph 2, below, the purchase price for each Helicopter as stated in the Purchase Order remains unchanged (the amounts listed as"Section A"purchase prices less the amounts listed as the "1% Discount" plus any applicable taxes) and, for the avoidance of doubt, such stated purchase price shall remain the purchase price for each Helicopter, regardless of the amount of proceeds, if any,that Huntington Beach receives from MDHA(or other third party) in connection with any sale by Huntington Beach of the Used Helicopters and/or the Damaged Helicopter and/or the Additional Parts to MDHA(or other third party). Nothing contained in the Purchase Order or this Agreement shall require Huntington Beach to sell or trade-in the Used Helicopters or the Additional Parts to MDHI,MHDA or any third party, and the timing of any sale or trade-in of Used Helicopters and/or Additional Parts by Huntington Beach is at Huntington Beach's sole discretion. 2. Notwithstanding the express obligations contained in Paragraph 1 (which remain unaltered in any respect), if(a)the MDHA Transaction is completed prior to the date upon which Huntington Beach is obligated under the terms of the Purchase Order to remit payment to MDHI for the first of the three Helicopters and(b)Huntington Beach provides MDHI with a written(via email) acknowledgment that it has received all amounts due and owing to it from MDHA in connection with the sale of the Used Helicopters and/or the Additional Parts, MDHI will, at 2 US-DOCS\133302709.6 DocuSign Envelope ID:B82396AE-A3B6-4BA9-B1 F2-7436DBODFEC9 Huntington Beach's written election (via email), either (x)reduce the purchase price of the first Helicopter by the Forfeited Deposit Amount(and retain the Forfeited Deposit Amount as a"credit" against such purchase price) or (y)upon MDHI's receipt of payment from Huntington Beach for the first Helicopter in the full amount set forth in the Purchase Order, promptly remit funds to Huntington Beach equal to the Forfeited Deposit Amount. For the avoidance of doubt, the Forfeited Deposit Amount shall remain fixed(at$40,000)regardless of the amount of proceeds, if any, that Huntington Beach receives (or does not receive) from MDHA (or other third party) in connection with any sale of the Used Helicopters and/or the Damaged Helicopter and/or the Additional Parts. 3. MDHI represents that the transactions contemplated by the Purchase Order and this Agreement, and amounts paid or to be paid by MDHI to Huntington Beach as part of MDHI facilitating the sale or trade-in of the Used Helicopters and/or the Additional Parts,were approved by MDHI. Further, it is MDHI's view that those aspects of the transactions contemplated by the Purchase Order and this Agreement that have either occurred since the Petition Date and/or remain unfulfilled as of the date of this Agreement, are ordinary course transactions (as that term is used in Section 363 of the Bankruptcy Code) and, thus, pursuant to Section 363(c) of the Bankruptcy Code, were and are authorized to be undertaken without obtaining relief or approval from the Bankruptcy Court. 4. The Parties agree that all payments and monetary and asset transfers made in connection with the Purchase Order and this Agreement, and amounts paid or to be paid as part of MDHI facilitating the sale or trade-in to MDHA of Used Helicopters and/or the Additional Parts, are for reasonably equivalent value and are not subject to avoidance or recovery under any federal or state statutes or on the basis of any legal or equitable theory. 5. Within five(5)business days of the date first above written,Huntington Beach will file a notice of withdrawal or such other pleading necessary to indicate its withdrawal of its proof of claim(claim number 89),filed on July 11,2022, asserting an administrative claim in the amount of$780,000.00 against MDHI in the Chapter 11 Cases. 6. The equipment listed on Exhibit C hereto (the "Equipment") is property that Huntington Beach provided to MDHI for installation in the Helicopters. Huntington Beach will provide any additional customer furnished equipment to MDHI for installation on the Helicopters promptly after such equipment is ordered and received by Huntington Beach, and, following shipment of such equipment to MDHI, Exhibit C shall be amended to include such additional equipment. To the extent that Huntington Beach does not purchase one or more of the Helicopters or there is a breach under the Purchase Order or this Agreement, any uninstalled Equipment on any undelivered Helicopters will be promptly returned by MDHI to Huntington Beach. 7. In the event that the Purchase Order and this Agreement are assumed by the Debtors and assigned to the Purchaser under Section 365 of the Bankruptcy Code, the Purchaser will be responsible,upon such assumption and assignment, for all obligations existing under the Purchase Order and this Agreement, including but not limited to all insurance and indemnification obligations. Nothing in this provision or Agreement shall limit or modify the rights of Huntington Beach to seek recovery through applicable insurance policies of MDHI and/or the Debtors related to the Helicopters,the Purchase Order or this Agreement. 3 US-DOCS\133302709.6 DocuSign Envelope ID:B82396AE-A3B6-4BA9-B1F2-7436DBODFEC9 8. This Agreement, together with the Purchase Order, sets forth the entire understanding of the Parties regarding the subject matter hereof and supersedes all prior oral or written agreements between them. The Purchase Order and this Agreement may not be changed, modified, amended, or supplemented, except in a writing signed by both Parties. To the extent any terms of the Purchase Order are not expressly modified by this Agreement, including but not limited to the"CITY OF HUNTINGTON BEACH PURCHASE ORDER—STANDARD TERMS AND CONDITIONS," such terms shall remain in full force and effect. 9. This Agreement shall be deemed to have been drafted jointly by the Parties, and any uncertainty or omission will not be construed as an attribution of drafting by either Party. 10. This Agreement may be executed in counterparts, each of which constitutes an original and all of which constitute one and the same agreement. [Signature Page Follows] 4 US-DOCS\133302709.6 IN WITNESS WHEREOF, the undersigned have executed this Agreeriieni as of the date first stated above. ' T OF HtINTINGTO B `CH MACD HELICOPTERS,CR.S, INC.. (f/IJa MD HE I OPTERS, INC,) Y t. By: By: Name: ha— rNa. 4 I Nam : Title: G �'� r�rA e 'z--- Titlg +t Au�t i,tire-, MD coTERS, LLC By: t5r4 NdviSwt. Name:Brad Pedersen Title: Chief Executive Officer and President APPROVED AS TO FORM By: CHAEL E. ES CITY ATT EY CITY OF HUN TON BEACH [Signature Page to Supplemental Agreement to Purchase Order] DocuSign Envelope ID:B82396AE-A3B6-4BA9-B1F2-7436DBODFEC9 342 Filed 06/13/22 Page 8 of 9 VIAVV LL iVLVV ,\✓V ✓VV J. I/� PURCHASE ORDER Page: 1 i i City of Huntington Beach e (714) 374-1569/(714) 960-8878 Billing Inquiries:(714)374-1568 This number must Please send invoices Attn:Account Payable appear on P.O.Box 784 Packages and Invoices Date:06/18/2021 Huntington Beach,CA 92648 27204-OP Branch/Plant: 32140106 Supplier: Ship To MD HELICOPTERS INC CITY OF HB-POLICE DEPT 4555 E MCDOWELL RD 2000 MAIN ST MESA AZ 85215-9734 HUNTINGTON BEACH CA 92648-2702 Order Date: Delivery Date: Buyer: Freight: Terms: 06/18/021 06/18/2021 TURQUOISE SCOTT Net 30(Override) Pricing, Specifications,Terms and Conditions all in accordance with RFP 2021-0504. LINE QTY UOM UNIT PRICE EXTENDED PRICE NUMBER DESCRIPTION/SUPPLIER ITEM ORDERED 1.000 MD 530E-Helicopter 1 EA 0.00 2,915,062.66 Total Includes Section A:New Helicopter-$3,254,515.00 Section B:Estimated SalefTrade-in Value-($585,000.00) Estimated Brokerage Fee-$17,550.00 1%Discount-($24,227.33) Estimated Tax-$252,224.99 2.000 MD 530E-Helicopter 2 EA 0.00 2,818,062.66 Total Includes Section A:New Helicopter-$3,254,515.00 Section B:Estimated SalefTrade-in Value-($685,000.00) Estimated Brokerage Fee-$20,550.00 1%Discount-($24,227.33) Estimated Tax-$252,224.99 3.000 MD 530E-Helicopter 3 EA 0.00 2,272,562.66 Total Includes Section A:New Helicopter-$3,254,515.00 Section B:Estimated Sale/Trade-in Value-($1,235,000.00) Estimated Brokerage Fee-$25,050.00 1%Discount-($24,227.33) Estimated Tax-$252,224.99 Order Subtotal 8,005,688.00 Sales Tax 0.00 Total Order 8,005,688.00 TERMS AND CONDITIONS ON REVERSE FORM A PART OF THIS ORDER ��`✓ Serena Bubenheim,Principal Finance Analyst City of Huntington Beach DocuSign Envelope ID:B82396AE-A3B6-4BA9-B1F2-7436DBODFEC9 342 Filed 06/13/22 Page 9 of 9 V\AJV LL i.VLVV .\VV VVV 1 11¢ r CiTY OF HUNTINGTON BEACH PURCHASE ORDER-STANDARD TERMS AND CONDITIONS 1. issuance of this Purchase Order by City constitutes acceptance of Supplier's offer on the terms and conditions.stated herein,unless expressly agreed In writing by the City's Purchasing Division,and forms a contract. 2. Suppliers shipment of goods,commencement of any work,or performance of any service shall constitute acceptance by Supplier of this order and all of its terms and conditions. No additional terms or conditions slated by Supplier in acknowledging or otherwise accepting this order shall be binding upon the City unless specifically accepted In writing by the City. No oral agreements shalt be binding unless confirmed by a written revision to this Purchase Order 3. City's obligation to pay the sum herein stated for any one fiscal year shall be contingent upon the City Council appropriating the necessary funds, If the [ City Council fats to appropriate the necessary funds for any fiscal year,then the Purchase Order shall terminate at no additional cost or obligation to City. 4. Time Is of the essence. If at any lime Supplier believes that goods, materials,equipment,supplies("item"), labor or services will not be made as s scheduled,supplier shall immediately give written notice slating the cause of the delay to City, Deliveries must be prepaid, City will not accept COD shipments. r 5. City reserves the right at any time to make changes in drawings and specifications,in methods of shipment and packaging,and in place(s)of delivery. If necessary,there will be an equitable adjustment in price and time at performance mutually satisfactory to Suppler and City;but any claim by Supplier for such an adjustment must be made in writing within!hilly(30)days after such change. c 6. Supplier warrants that the items delivered and the work or services performed shall confirm to the specifications,drawings,samples or other description specified by City and shall be fit and sufficient for the purpose Intended,merchantable,of good materials and workmanship,In good working order and free t from defect or faulty workmanship for a period of at least ninety(90)days,after delivery. When defective Items or faulty workmanship is discovered,Supplier shall provide all labor,materials,parts and equipment to correct such defect or make such replacement at no expense to the City. Defective items not meeting City's specifications shall be held for Supplier's Instructions al Supplier's risk and;if Supplier so directs,will be returned al Supplier's expense. 1 7, Supplier hereby agrees to protect.defend,Indemnify and hold harmless City,Its officers,elected or appointed officials,employees,agents and volunteers from and against any and all claims,damages,losses, expenses,judgments,demands and defense costs(including,without limitation,costs and fees of S litigation of every nature or liability of any kind or nature)arising out of or in connection with Suppier's(or Supplier's subcontractors,If any)negigeni(or alleged f negligent)performance of this Agreement or its failure to comply with any of Its obligations contained in this Agreement by Supplier,Its officers,agents or employees except such loss or damage which was caused by the sole negligence or wilful misconduct of City. City shall be reimbursed by Supplier for at costs j and attomey's fees incurred by City in enforcing this obligation. Supplier will conduct at defense at its sole cost and expense and the City shall approve selection of Supplier's counsel. This indemnity shall apply to all claims and liability regardless of whether any insurance policies are applicable. The policy limits do not act as limitation upon f he amount of indemnification to be provided by the Supplier.)12/09) E B. City reserves the right to terminate this Purchase Order,or any port of it,at any time even though Supplier is not in default. On receipt of notice of termination,Supplier shall,unless such notice otherwise directs.immediately discontinue all work on the Purchase Order and deliver,If and as directed,to City all completed and partially completed Items and work in process. This section shall not limit or affect the right of City to terminate this Purchase Order immediately upon Supplier's breach. 9. Clly reserves the right to terminate this Purchase Order or any part of II and reject delivery of items if delivery Is not made when and as specified. Supplier shall be charged for any direct lasses,but not any consequential damages,sustained by City by reason of such delay or failure,except losses caused by a delay for reasons beyond Supplier's reasonable control. Direct losses shall include any costs to City in excess of the Purchase Order price of obtaining items or services from other sources similar to those terminated or rejected, 10, Suppler shall not substitute items without written approval of the City Purchasing Agent or designee. 11. All license fees for City's use of patented or copyrighted items for items furnished under this Purchase Order shall be included in the Purchase Order price, i 12. In cases where a price subject to escalation has been agreed upon,all claims for such price escalation must be received by City within sixty(60)days ' after date of final shipment. The price escalation shall be shown as a separate item on the invoice. Unless an escalator clause has been shown as a specific I part of this Purchase Order,Supplier shall not be entitled to reimbursement for costs incurred due to escalation. ' 13. All goods and services provided shall comply with the current federal,slate and local laws. Supplier shall defend,indemnify and hold harmless City,its f officials,employees and agents from any foss,claim,cause of action,lability,cosi or expense,Including but not limited to fines,penalties,corrective measures, and altomey's fees,City may sustain by reason of Supplier's failure to comply. 1 14. Supplier shall keep confidential and not disclose or use In any way confidential business or technical information that the City may disclose in conjunction e with this Purchase Order or Supplier may learn as a result of entering City property to deliver items or services or la perform work hereunder. J 15. The Supplier shall not sell,assign or transfer any obligations resulting from this Order without the specific written consent of the City's Purchasing Division. is 16, City's remedies herein ore cumulative and additional to any other remedies at law or In equity. The wolves of any breach of this Purchase Order shall not be deemed a waiver of any other subsequent breach, City's failure io object to provisions contained in any communication from Supplier shall not be deemed an acceptance of such provisions or a waiver of the provisions of this Purchase Order. ff 17. This Purchase Order shall not be amended. modified or rescinnded, except by written agreement signed by the parties and expressly referring to this Purchase Order, 18. Any Indebtedness of Supplier fo City may,at the City's option,be credited against amounts owing by City hereunder, 19. Supplier shall furnish further Itemization and breakdown of the Purchase Order price when requested by City. 20. Supplier and its subconiractor(s)shall not discriminate against any person In the performance of this Purchase Order on the basis of race,religion,national t origin,color,age,sex,sexual orientation.AIDS,HIV status,handicap or disability,and shall comply with applicable federal and state equal employment opportunity laws,ordinances,rules and regulations. € 21. Supptler shall comply with all applicable federal,state,and local taws,rules,regulations and ordinances pertaining to the subject matter hereof,and shall obtain all necessary licenses and permits related to the items,work or services. J 22. Supplier,its employees,and agents shall be considered independent contractors and not employees or agents of City, 23. City's purchases are based on Its actual needs and requirements; City Is obligated to purchase those items and those quantities that City needs and f requires regardless of any estimated quantities provided to the Supplier. ', 24. The issuance of this Purchase Order does not make Supplier the exclusive supplier of items or services that ore the subject of this Purchase Order. S THE FOLLOWING ADDITIONAL CONDITIONS APPLY WHEN SUPPLIER IS TO PERFORM WORK ON THE PREMISES OF CiTY. Y 23. R,during the work,Supplier allows any indebtedness or lien to accrue for labor,equipment or materials,which may become a claim against City.Supplier shall immediately pay such claim or Indebtedness or cause such lien to be dissolved and discharged by giving a bond and,In case of failure to do so,City may withhold any money due to Supplier until such claim,indebtedness or lien is paid or may apply such money toward the discharge thereof;or City may,at its option,cancel this Purchase Order,lake possession and control of the work,and complete the same or cause the same to be completed. Supplier shall pay to City the difference between the Purchase Order price and the actual cost to City in completing or causing the work to be completed. 26. Supplier shall perform the work at Supplier's own risk until the same is fuly completed and accepted and shall,in case of any accident,destruction or Injury to the work or items before final completion and acceptance,repair or replace the work or items so Injured,damaged or destroyed,of Supplier's own expense and to the satisfaction of City, When items are furnished by others for Installation or erection by Supplier,Supplier shall receive,unload,store and s handle same al site and become responsible therefore,as though such Hems were being furnished by Supplier under the Purchase Order. 27. Insurance. Supplier shall comply with the requirements of City's current insurance resolution as to general liability, automobile liability, workers compensation and any other product/property insurance requirements. i' t 09-2194/Terms Conditions PO 09 30 10.doe 12/09 - - I. DocuSign Envelope ID:B82396AE-A3B6-4BA9-B1F2-7436DBODFEC9 MO HELICOPTERS' t, r71111 " _ MADE IN AMERICA 1.,$,June2021 City of HuntingtOrlie0.0 'Purchasing 2000 MalifiStreet Huntington Beath;C 92648 Subject: Response teicity.Of Huntington Beach Proposal Police Helicopters:In#2021-0504 Attachments: MDHI_HBPD RP :444504 Final Read of Pro cOretnant City of Huntington Beach; MD Helicopters, Inc. (MDHI) has a long-standing partnership of 23 years with the Huntington Beach Police Department (HBPD). MDHI proposes three (3) MD 530F helicopters for your department,the berigfOotwhich will;. • Ehabitybuf Offic6rSA6perftirrittMir mission most effectively and safely. • MairitaihSlirrillars,part.s:an:Cfrtrairtlhgbat0As currently used with the MD 520N helicopter. • Provide substantial:savings (spares and training). MDHr !roots teach bet 101 Orelhatt0.-yearsivihen, in 1955, Hughes Tool Company,Aircraft Division, first began developihg.lighthelicopters",,today„more than 2,500 aircraft are in service worldwide, S#rVihgOV'er 60 pcille04OrtereS.WithtoVer 1001aVirOnforcement equipped aircraft. MDHI is proud to be aproven,perforther4of the LavvInforternerit tritstion. HBPD received their first MD 520N in 1998. Since then aviation technology has grown,the mission has Shlfted,:ohcfairOaft:havg-agoil„The riew MD 530F is a modern,technically advanced helicopter that contint, :to:$011e,010,protect the.:puhlit.and provide increased levels of safety to its officers.We recognize that you,have a no4(rhi$siOn,and our helicopters will allow you to meet those demanding MDHI customizes its meet customer requirements and we look forward to working with the HBPD to;ustoMO:a7progrant-thatAransittonsyour current fleet of aged MD 520N aircraft to new MD 530F aircraft searniesshrondwithout 100f:aircraft coverage. Summary of'PrOpOsat • Proposal price.Valid for 180 days from date of submission.. • Purchase of three(3)helicopters.The MD 530F platform is compliant with all configuration requirements set forth per this RFP. 4555E.MCDOW ELL R qAD, H E L IC 0 PTE R5tCDMit This4oci.Knentinc1gle$0OrMatiOrahat Is the property of MD Helicopters,Inc.(MDH1).TsVcoOrieterylOforMatiptOrilts.entirety,shall not be duplicated,used,or disclosed— directlyojticRoctIwitt*hoje,grioliart—for any purpose other than to evaluate this docuMerX yanaikardJstacidt0 MDIII as a result of,or In connection with,the submission of this data,thefproprigtatyIti.foonOtijoberein may be duplicated,used,ordisclosed only tcitilgextenittectOreWtbel,estilfing contract DocuSign Envelope ID:B82396AE-A3B6-4BA9-B1F2-7436DBODFEC9 • Sale of MD 52ON aircraft. MDHI will facilitate the sale of HBPD current fleet of MD 52ONs: — MDHI currently has written offers on all three (3) MD 52ON aircraft at retail price (opposed to a lower wholesale price) based on information provided from the HBPD Air Support Unit. — The HBPD flight detachment has already reviewed and found these offers for the aircraft and spares to be acceptable. • 5-year Training Package. 5-year training program for pilots and technicians at no cost to the City of Huntington Beach. *Package includes a$50,000 parts credit to be utilized within three(3)years of Contract Award. Price EA Total CHARGE Notes Cost of Mesa Pilot Differences Training at MDHI using MDHI Equipment(3 days with 3 flight hours and 8 hours of ground): $ 6,800.00 $ 62,200.00 No Charge 0 Pilots Cost of Mesa Tech Training(Up to 8 students for 2 weeksl:$3,956 for up to 8 students(2-Students' $ 4,685.00 $ 4,685.00 No Charge 3 Aircraft would typically equate to training for 3 techs. On Location Recurrent Training for all pilots—3 Days Daily Rate X 5 days riot including flight,hotel and (5 Days total wJ travel'. $24,000.00 $ 120,000.00 No Charge transportation Total from Above S 165,885.00 No Charge $509C Parts Credit(To be used over a 3 yr period' N/A $ 50,000.00 No Charge VALUE Total Incentive Offerings Over 5 Year Period $235,885.00 No Charge • Sale of MD 52ON specific spares to include spare engine. MDHI will facilitate the sale of the MD52ON specific spares and currently has a written offer on all MD 520N spares to include the engine,which is acceptable to the HBPD Flight Detachment.All other MDHI spares can be utilized for MD53OFF's. • Discount Points. MDHI offers discount points in the amount of 1.0 if HBPD is willing to provide an upfront payment for the balance due at time of award. • 20%discount on parts orders post-delivery(exclusions apply). Benefits of MDHI Proposal to HBPD: The benefits of maintaining an MDHI helicopter platform as opposed to an alternate manufacturer: • Tooling.The vast majority of MD 52ON tooling can be utilized on the MD 53OF. Using an alternate manufacturer may incur substantial investment in specialty tooling to include the training required to use these tools. • Training. MDHI is offering a 5-year training program for pilots and technicians at no cost to the City of Huntington Beach: — HBPD Technicians are extremely familiar and knowledgeable on the MD product line.The vast majority of current platform knowledge is transferable into a MD 53OF.The maintenance specific to the MD 53OF is covered in a Maintenance Course that will be supplied by MDHI at no charge. Page 2 MDHI Proprietary DocuSign Envelope ID:B82396AE-A3B6-4BA9-B1F2-7436DBODFEC9 - HBpD Pilots will receive transition training in an MDHI-supplied aircraft to perform normal procedures,;emergency procedures, CRM, and high-density altitude training. • Inventory Trans'itioning_ nto a new aircraft will require a multitude of parts to be in current inventory;Many of the parts on hand within HBPD Air Support will transfer to the MD 530F platform.This represents an additional cost of"$400K if HBPD were to purchase aircraft from a different manufacture: — MDHI has facilitated the sale of all NOTAR-specific items from the departing MD 520Ns. — MDHI will provide a$50,000 parts credit to be used within three (3)years of Contract Award. The undersigned is an official representative of MD Helicopters, Inc. (MDHI)authorized to negotiate on behalf of MDHI with the City of Huntington Beach (The City) on Invitation#2021-0504 for Police Helicopters. This project will be managed at the:MDHI business address listed below,which is also the MDHI office nearest to Huntington Beach, California.. Company Name:: MD`Helitopters, Inc. Name of Authorized Representative: Jason Lindauer Authorized Representative Title: Director of Commercial Sales Business Address: MD Helicopters, Inc. 4555 E McDowell Rd. Mesa,;AZ 85215 L aTial_. Jason.l:indauer@mdhelicopters.com Authorized Representative Signature; ,-' ' ,•. Date: 15 June 2021 Page 3 MDHI Proprietary DocuSign Envelope ID:B82396AE-A3B6-4BA9-B1F2-7436DBODFEC9 t 4 REQUEST FOR PROPOSAL VENDOR APPLICATION FORM TYPE OF APPLICANT: ❑ NEW Q CURRENT VENDOR Legal Contractual Name of Corporation: MD Helicopters, Inc. Contact Person for Agreement: Jason Lindauer Corporate Mailing Address: 4555 E. McDowell City, State and Zip Code: Mesa,AZ 85215 E-Mail Address: Jason.Lindauer@mdhelicopters.com Phone: 480-353-6587 Fax: Contact Person for Proposals: Jason Lindauer 1 Title: Director of Commercial Sales E-Mail Address:Jason.Lindauer@mdhelicopters.com Business Telephone: 480-353-6587 Business Fax: Is your business: (check one) ❑ NON PROFIT CORPORATION FOR PROFIT CORPORATION Is your business: (check one) 11 CORPORATION ❑ LIMITED LIABILITY PARTNERSHIP ❑ INDIVIDUAL ❑ SOLE PROPRIETORSHIP ❑ PARTNERSHIP ❑ UNINCORPORATED ASSOCIATION 1of2 DocuSign Envelope ID:B82396AE-A3B6-4BA9-B1F2-7436DBODFEC9 Names&Titles of Corporate Board Members (Also list Names &Titles of persons with written authorization/resolution to sign contracts) Names Title Phone Alan Carr Sole Director Barry Sullivan CFO 480-346-6100 Chris Jaran COO 480-346-6201 Nick Nenadovic Sr. VP,Aftermarket 480-346-6927 Jeffrey Adamcik Deputy General Counsel 480-346-6104 Federal Tax Identification Number: 86-0944088 City of Huntington Beach Business License Number: (If none, you must obtain a Huntington Beach Business License upon award of contract.) City of Huntington Beach Business License Expiration Date: 2 of 2 DocuSign Envelope ID:B82396AE-A3B6-4BA9-B1F2-7436DBODFEC9 1 jr M D r' HELICOPTERS a :1711:411111(" Response to Request for Proposal for Police Helicopters City of Huntington Beach z Alp R 111P:(ct It - ' -4 1 � y. *, _ m s - _ •.. r {ir _ _ . --- �- - -• k ?e g._ _ _ -_ 4 — 4 _ • ,• t - =_ `` 1 a -_ . Invitation Number: 2021-0504 MD 530F Helicopter Submitted: 15 June 2021 Submitted to: Response from: City of Huntington Beach MD Helicopters,Inc. Purchasing 4555 E McDowell Rd.Mesa,AZ 85215 2000 Main Street Contact:Jason Lindauer,Dir.Commercial Sales Huntington Beach,CA 92648 (0)480.346.6373/(M)480.353.6587 Planetbids.com Email:Jason.Lindauer@mdhelicopters.com MDHI Control No.:MD132041221-HBPD This document includes information that is the property of MD Helicopters,Inc.(MDHI).This proprietary information,In its entirety, shall not be duplicated,used,or disclosed—directly or indirectly,in whole or In part—for any purpose other than to evaluate this document.If an award is made to MDHI as a result of,or in connection with,the submission of this data,the proprietary information herein may be duplicated,used,or disclosed only to the extent required by the resulting contract. ©2021 MD Helicopters,Inc. DocuSign Envelope ID:B82396AE-A3B6-4BA9-B1F2-7436DBODFEC9 Response to eity-Uf'Hurilhgton Beach RFP for PoliteMelitopters Invitation#2021-0504 Helicopter Purchase(3)Proposal: • INTENTIONALLY LEFT BLANK ---___- CF-9159 Rev-1 - MD Helicopters,Inc. MD111 contrOliqb. D13-2041221-HBPD 15 May 2021 DocuSign Envelope ID:B82396AE-A3B6-4BA9-B1F2-7436DBODFEC9 1140*C ---W-4, :,------. Response to, City Of H.ffinprttilnogtlicoenHBeeliaccohptReFrsP: - lillikaMPRIOW ,--.,,-, .: - : liWitation#20214)504 -- ..- Helitaster:Purthase(3)Proposal CONTENTS E. BACkGROUNIYANO43.4IE&SOMNIARYvi— - 1 t-.., Vitti4OOOLOGY-StCrIOW.,-,...;„.- -,-,:--_-,, — - 2 1) IiitOtitotSpetifiotio;a:-:—:::-,:-.,:i„.„-_,”..„.„:„.., 2. 1.1) Section 3,Scope of\kaki P'artA,:Aircraft5pe-cifications 1.2) Settioh4,..-5cOpe,ofWorc 02art10..Transfet.rifIqu foment.... 1,3) 5ettio!n-,34 Scope of Work PpitZ. Warranty.-, 5 1.4) Section 3,Scope of WO*,krt:A,leplifing „.-........................................,.................................k...,.-,...,...... 6, 1.5) SectiOn 3,Scope of Work,Part E. Sale of ExistintF101,,........,..........,.........,......,.....-.......-..„.:„..L. 6 1.6) Section 3,Scope of Work,Part F. 1.7) Section 3,Scope of Work,Part G. Inspection. -,::.,:: -, :.;,,,,„-I-ti :-.:...if 2.,:.-, :,:I...: 7 1:8) Section 3,Scope of Work,Part H. Financing 7 2) Client Satisfaction. 2.1) Performance Guarantees 2.2) MDHI Project Office 2.3) MDHLQuality System 10 3) Project Schedule 4) Requirements from City Staff tikkik#44300.111...?frik. . .,1.10., 4*,..itilik..141.:040q11,YA1.4.6.114ilt.Fivirt#11-,:i kf,i,ri e*a.k.65,,,te_Crerr: E. QUALIFICATIONS...o.,........,.....".......... 1) Key Staff ctuaiiitotiort, .,., ,,,,,- ,., ,, : .,,, 16. 2) MOH)0.0.011filtatfOrls,...-: . ,,,- .. 1- - -... ,...:. .- .-. 16 3) Client References..;:---,-,, -,,-.-,-. --, ;- . -:,,,--,. 17 1.f..- FEE-PROPOSAL..,-..,......... .- •. . - TABLES LIST Table 1,-,Airtraft1qPiPMROKOmpliarice Matrix, . 2. Table 2.Proposed Training Program Table3.MD 530FF Performance Specifications...................,,...„4“...,„..„............,....,...„.„.......,.,.,...,.....,.....,..,..,...'8 CF-9.59 Rev-1 CI-7.22,5 MD HelicopterS,Anc. MDHI Control No.:MD132041221-HBPD i 15 May 2021 DocuSign Envelope ID:B82396AE-A3B6-4BA9-B1F2-7436DBODFEC9 ✓ ROOObte`tp City of`'Huritipgton peach RFP for Police.HelicOpters levitation#202i. 5O4. HeIicopterPurchase.0)Proposal INTENTIONALLY LEFT BLANK CF-9.59 Rev-1 CI-7 2=5 MD Helicopters,Int. MDHI Control No.:MD132041.221=H8'PD i 15 May 2021: DocuSign Envelope ID:B82396AE-A3B6-4BA9-B1F2-7436DBODFEC9 Responseto ..... city-45fHwAiiigton Beach RH' 411:40- -fOr-Police Helicopters Iheation#2021-0504 HeliCoPter PUtchase In Proposal B. BACKGROUND AND PROJECT SUMMARY MDHI offers the MD 530FF as mission-essentiarequipmeritto the Huntington Beach Police Department to complete all public safety assignments required for AirSupport Unit, The MD 530FF platform is a tool the Air Support Unit will utilize to provide assistance for ground-based units engaged in all facets of law enforcement while, serving the citizens of Huntington Beach MDR'platforms are synonymous with law enforcement agencies as our nelitopterSate a Part Of over 60 agencies-around the world.The capability, performance, and maneuverability allow the officers to reduce time to target and keep crew coordination,safety, and,completion of the mission the top priorities for those In the air and.orl the ground. MDHI is a"one-stop-shop"for all the required resources and the fleet replacement of HBPD helicopters: Project Summary: • The purchase of three(3) MD 53OFFs. • Facilitation of the sale of three (3) MD 520Ns—t Orrently MIMI-ha an actiVeoffer on each MD 520N: — A three percent(3%) brokerage fee of the total Value of aircraft sale will be charged by the MD 520N Buyer at the time of sale; — Offer may differ at time of transfer of aircraft from Seller to Buyer based on time flown between timeframes. • Facilitation of the sale of all NOTAkspecifit spares—Currently MDHI has an active order on all NOTARspecifit spareS.tainclude the spare engine: Offer may differ at time of transfer Ofairtraft,frOrn.Seller to Buyer based on time floWnbeWeentirnefratres: • Training—At no cost to HBPIX — Initial transition training for up to nine(9),pilots at-MOHlfacility in Mesa,AZ. - OrFsiterecarrent training(HBPD=Facility)for four(4)years for up to nine(9)pilots. — Initial Maintenance Training for:M1)$30FF Specific for up to eight(8)students At MDHl facility • *Parts Credit*—$50,000 spares credit to be used within three(3)years of Contract Award. Delivery: • First aircraft delivery 6-8 months from Contract Award: — Swap one MD 520N to IVID 530FF. • Each subsequent aircraft will be delivered 90-120 days after the previous delivery or as negotiated or required. CF-9.59 Rev-1 Ci 7 22 5 MD Helicopter.s„Toc, MDHI Control No.:MD132041221-HBPD 1 15 May 2:021 USE OR DISCLOSURE OF DATA ON-ruisTAGEAsisuggc-r TO THE RESTRICTIONS ON THE COVER OF THIS DOCUMENT. MDHI PROPRIETARY DocuSign Envelope ID:B82396AE-A3B6-4BA9-B1 F2-7436DBODFEC9 r'" .��_ Response to. �� MD r'. City of Huntington Beach RFP vi for Police Helicopters k 1 ' Invitation#2021-0504 _ Helicopter Purchase(a)Proposal_ •" Example delivery and payment Schedu-le:below: 2012MI - - lua'_.; lul t All SOP pet ! Nov =Du fan fob`: Mar_-.-.. -Apr. May .-_ .fun- ill ncc00I 50,0.FW1,n A 'etrOTM : ---- ''Na+Mdaryd0F ':"'d+_ 'a1"aedd.-"_'0ttoM• Sr:::i.ry ISiaelk norm abNt7 AdThd0 Action + ?Allocation of Fonds .__._ _ -_-- '5,. - - __.. ,. -.-. .... .5aspoo;__ __ __ �_ -� ._ ... _ .. $ _ p?2a.]u,4$` "6VSPao ti_."._/42n,2aa,s -_-_e0gaap'S; _ asscoo S_ p.1e;15e1 Brokerage Tee _ —_ _ .1 ......0A5so1, —` i. % I'. :(2rism( - 'S las:osol TotalTfansacdoe i _ ,: '.E ---- ss>Asc'._-_, l,—_-. __-- ._ ! ... I _ __"s-_ _".ew:aset _ _ _ _ __ _ 'S _maw Consoladated' '- 8 f Running Total-:$. 7,185,864-! ':$ 76753,116': - _ __.-.... ....._ :$-_ 4,523,026'�-$ _:5,187,4761$: 1,957,188_$ 2,357,188 3: "3,167438. "$ -163,15% Fleet Count aroma ' 3 3' 1_---- 2;. 3 2 2'' 2. S_ 1;-_ 1' 1, 'n o MOS30F ._.- D'. 0!- 9 - e'_. '0- e'- - 5::. _;a. _ _ _l-. - 2'. -. _ 2 _ _ 2- -2 -. _1 Total i y, - - _ ----. Operational : - - - Aircraft. _1_ 3 '.—'3 --_ 2 2 ' 2 , 2- _ 2 2 2, _ - 2 _ 3 3 _ _ 2 .8- C. METHODOLOGY SECTION 1) Intent of-Specifications MDHI will comply with all performance, material,and conformity,re.quirements. 1.1) Section 3,_Scope of Work,Part-A. Aircraft Specifications Table 1.Aircraft'Equipment Compliance Matrix HBPD Aircraft Requirement — Comply- - - MDHI Response YIN= Airframe,Extended Landing Gear With Carbide Skid-Shoat Yes Standard Equipment Airframe,Engine Wash Kit Yes; Standard Equipment Airframe,Fuselage Hard Points Yes. Standard Equipment Airframe,Keyed_Locks;(4) Yes Standard Equipment. Airframe,Passenger Steps Yes Standard Equipment Airframe,Rain Gutter Set Yes. Standard Equipment • Airframe,Heated Pitot Yes Standard Equipment' - Airframe,Rapid Door Removal Hinges(Cockpit and Cabin) Yes Standard Equipment - Airframe,Tinted Canopy Panels Yes Standard Equipment- _ Airframe,Tinted Door/Window Panels Yes. Standard Equipment Avionics,-Garmin GTX 345R Transponder,ADSB In/Out Yes Standard Equipment Avionics,:(2x)Garmin G500TXi Touchscreen EFIS Yes Standard_Equipment Avionics,GTN-650H NAV/COM/GPS Yes Standard Equipment Avionics,Master Avionics-Switch Yes Standard Equipment Avionics,'L-3 ESI-500,;Digital Standby Yes Standard Equipment Avionics,PAI-700 Magnetic Compass,Vertical Card Yes Standard Equipment Avionics,Howell Electronic Engine Instruments and Crew- Yes Standard.'Equipment Alert System(EICAS)Avionics,ELT,ME'406HM Yes, Standard Equipment _ Avionics,ClockiTimer/USB Ports Yes Standard'Equipment Avionics,Garmin GMA 35011 Audio Panel Yes Standard Equipment Avionics,Radar Altimeter RA-4500 Yes Standard;Equipment Documentation,Engine and Airframe Log Books Yes Standard Documentation,Engine Maintenance Manual Yes Standard CF=9.59_Rev-1 CI-72.2-5 MD;Helicopters,Inc. MDHI Control No.:MD132041221-HBPD 2 15 May`2021 USE OR DISCLOSURE OF DATA ON THIS PAGE,IS SUBJECTTO THE RESTRICTIONS ON THE COVER OF THIS_DOCUMENT. MDHI PROPRIETARY DocuSign Envelope ID:B82396AE-A3B6-4BA9-B1 F2-7436DBODFEC9 Response to i MD r_ City of Huntington,Beach RFP X A► i for Police Helicopters lnvitatiOn.#2021-U504 Helicopter Purchase(3)Proposal HBPD Aircraft Requirement = Comply - =MDHI=;Response = Documentation,Flight Manual' Yes Standard _ Documentation,Handbook of Maintenance Instructions Yes Standard Documentation,Illustrated'Parts Catalog Yes Standard Engine,-60.5 Gallon(229 L)Crash Resistant-Fuel-System,or Yes Standard:Equipment 64 Gallon(242 L)Fuel_System*' Engine,AFS Engine Inlet Barrier Filter YeS Standard Equipment Engine,Automatic Engine Re-ignition Yes. Standard Equipment Engine,Engine Anti-Ice _ _ Yes.. Standard Equipment Engine,650shp(485kW):•orgreater- Yes Standard Equipment Engine,Facet Oil Filter- Yes Standard:Equipment Fly Away Kit(See Manufacturer's Checklist) Yes Standard Equipment Interior,Cabin Soundproofing Yes Standard Equipment Interior,Cargo Tie-Down Fittings Yes Standard'Equipment IInterior,Batiflex,Vinyl Flooring(Blue/Grey) Yes Standard:Equipment Interior,Crew Seats with 4-Point Harness Restraint Yes Standard E ui meet Interior,DualCommand Flight Controls Yes Standard'Equipment- Interior,Fire Extinguisher Yes Standard Equipment Interior;First Aid Kit Yes Standard Equipment Interior,Fresh_Air Ventilation System _ Yes Standard Equipment Interior,Heater Defogger System Yes Standard Equipment. Interior,Rotor Brake(Removed) Yes Removed ,Interior,Logbook Compartment I Yes Standard Equipment. Interior_Passenger Seats with 3-Point Harness.Restraint. Yes Standard Equipment. Interior,Vinyl and Fabric Cushions Yes StandarddEquipment Interior,Vinyl Interior Trim Panels Yes Standard Equipment_ Interior,Slant Pedestal Yes Standard Equipment Interior,Seat Pan Inspectio Pa nnels Yes Standard Equipment Interior,Airtrame_Hobbs Meter Yes Standard Equipment Lighting,Cabin Convenience Light Yes Standard.Equipment Lighting,Cockpit-Utility Light Yes Standard Equipment Lighting,Landing Light,Nose Mounted Yes Standard-Equipment Lighting,LED Anti-Collision Lights Yes Standard:Equipment Lighting,=LED'Position Lights _-_ Yes Standard.Equipment System,_,200Amp-Starter Generator Yes Standard Equipment: System,Concorde:Lead Acid Battery RG-50017A Yes Standard Equipment System,External Power Receptacle Yes Standard Equipment Wire Strike Protection System(WSPS)Upper only STC Yes Optional Equipment SH1713SO Comfort Windows 2X-Cabin,2X Cockpit,W/Pop outVents Yes Optional.Equipment (Quick Change) __ Footswitch Dual Rocker Yes Optional Equipment _ G500 TXi HSVT Enablement Card Yes Optional Equipment CF-9 59 Rev-1 CI-7.2:2-5 MD Helicopters,Inc. MDHI Control No.;MD132041221-HBPD 3 15May2021 USE OR DISCLOSURE OF DATA ON THIS PAGE Is SUBJECE TOTHE RESTRICTIONS ON THE COVER OF THIS.DOcUMENT. MDHI PROPRIETARY DocuSign Envelope ID:B82396AE-A3B6-4BA9-B1F2-7436DBODFEC9 i--ii,x4 "If i Response to City of•Huntington Beach RFP for Pollee Helicopters -...,7;.-7.tt •,,,,:"....'.L- v •• Invitatipn42021-0504 —— _ Helicopter Purchase(31Proposal . _ _ . ., _ _____ .,_ -77:---- --_ 11BPDtAirdrpft-Requitemeat-___-.*s?i--r_n-_-_-„fa,ar_ -Comply ,----,-,---,-- -1,-f--,- -.._MDHI,R ---,,—--r-,- -- - --,Requirement ....-7- r-:.--- ."-===_—r,T -.:-,=-1,7.-_..---- --_,----Z----7 : --.-: --1- -...; Y/N,=-17,--,„ 2 x TDAP 611 Audio Panels in Cockpit 1 x AA12S-002 in Yes Optional Equipment Cabin Walapel cords(Replaces-GMA350H Audio Panel installation) 21 Gallon Aux Tank SIC SH656GL if-necessary Yes Optional Equipment--NOTE Fargo 21 tank will not be compatiblemith new Crash Resistant Fuel System.A_new auxiliary tank is in development and will be availablefor the second and third aircraft delivery._ Samson Pluslanding light witHashing function Yes Optional Equipment - PA LSA400 Sirens System,edema!with LSC22 Controller Yes Optional Equipment &TS-300 Speaker,Recessedgotint _ _ COM,Transfer Switch,Cyclic,.0011111 Yes Optional Equipment NVG Compatible_cockpit interior(NVIS B) Yes Optional Equipment Garmin GTR 225B NVG Yes Optional Equipment TDFM 9300 Radio(Provision Only;Radio CFE) Yes TDFM-9300.Radio will be supplied by HBPD and provisionsvabe installed with radio installation by MDFII LED Cockpitigabln:Map Lights Yes Optional Equipment Paint,Two-Color-Scheme Yes Optional MDHI Cargo hook provisions Onboard Systems TALON LC Yes Provisions can be installed.MDHI would suggest Hydraulic Cargo Hook with attachment point,or comparable a full installation While at the factory opposed to HBPD havinglo disassemble post-delivery. _ __ Interior,ParaVionboor Openers,Cabin,STC SH2735NM Yes Optional Equipment Raptor Rifle Racks Yes Optional Equipment L3 MX-10 aystem_(CFE MX-10 only)Provisions Yes Other equipment,wiring and mounts to support the use:of the-will be required for this installation. Aerocomputers UC6000 Moving Map System Provisions Yes Other equipment,wiring and mounts to support the Use of the Will be required for this installation__ Night SurirSX16 System(CFE SX-16 Only)Provisions Yes Other equipment wiring and mounts to support- the use of the required for this installation *Note—The first aircraft delivery Will have the 64-gallon main fuel tank installed. Subsequent aircraft(second and third)will have the 60.5 Gallon(229 L)Crash Resistant Fuel System per Title 14 of the Code of Federal Regulations(14 CFR)Parts 27-and 29, and in Title 49 of the United-States Code(49 U.S.C-.)§44737(2018). MDHI will require all Customer Furnished Equipment in a timeline manner while provisions are being installed to properly function check and-test associated systems. 1.2) Section 3,Scope of Work, Part B. Transfer of Equipment MDHI understands and agrees that the City will remove certain equipment from the existing MD 520N aircraft to be installed on the new aircraft,as they become aVailable,and that this work effort is not part of this Scope Of Work.The equipment to be removed and not included in any outfitting of the new units or sale of existing aircraft is: CF-9.59-Rev-1 C14.2.Z,75 MD Helicopters;loc. MDHI Control No.:MD132041221-HBPD 4 15 May 2021 USE OR DISCLOSURE OF DATA ON THIS PAGE IS SUBJECTTO THE RESTRICTIONS ON THE COVER OF THIS DOCUMENT. MDHI PROPRIETARY DocuSign Envelope ID:B82396AE-A3B6-4BA9-B1F2-7436DBODFEC9 _ ����__ Response to lam'; City of Huntington Beach RFP for Police Helicopters k _ Invitation#2021-0504 Helicopter Purchase(3)Proposal_ • La M =10Systern • Aerocomputers UC6000 Moving Map System • Nlght Sun SX16 System ▪ TDFM 9300(as stated above inScope of WOrk) MDHI willrequite;HBPD:to supply the above equipment in a timely manner to ensure full operation of thesystemsthat have provisions installed. MDHI may suggest having the full install.for certain items(,e.,cargo hook)as opposed to provisions to save on HBPD personnel allocation of'time and material.These suggestions may also prevent HBPD from having_to remove critical components and materials from the aircraft to complete the install at the HBPD facility. There may be additional charges required for anything above the basic provisions for the installation of the above referenced items that will be customer supplied. 1.3) Section 3,Scope of Work, Part C. Warranty The MDHI Warranty for Commercial aircraft is for a period of three(3)years upon delivery of the aircraft. MDHI's sole obligation under this New Helicopter Warranty is limited to the replacement or repair(at MDHI's sole option)of parts,which are determined to MDHI's reasonable satisfaction to be defective within two thousand(2000) hours of operation or three(3) years after acceptance,whichever occurs first. For warranty claims filed within the first year or one thousand(1000)hours,whichever occurs first, MDHI will pay one hundred percent (100%) of the cost of parts and labor at the current MDHI published labor rate to either in its sole discretion repair or replace the part. For warranty claims filed within the second year or after one thousand (1000) hours,whichever occurs first, MDHI will prorate the cost of the replacement part,or repair at the current MDHI published labor rate, based on the number of months or number of hours in service whichever occurs first, in accordance with the;set,proratiOn schedule(Refer to Proration Schedule for New Helicopter Warranty). Replacement partswillbe.serviceable and will have at least the life remaining of life limited parts,ifapplicabl'e. Parts covered under this New Helicopter Warranty with a service life of less:thantwo thousand(2000)hours will be prorated based on their published service life. Repair or re placement_parts are warranted for the remainder of this New Helicopter Warranty period only. Written notice of a New Helicopter Warranty claim must be provided to MDHI no later than thirty(30)days after the date of discovery of the defect. CF-9 59Rev 1 CI 7,2.2-5 MD Helicopters,Inc. MDH1 Control No.:MD132041221-HBPD 5 15 May 2021 USE OR DISdOSUREOF DATA ON THIS PAGE IS SUBJECT TO THE RESTRICTIONS ON THE COVER OF THIS DOCUMENT. MDHI PROPRIETARY DocuSign Envelope ID:B82396AE-A3B6-4BA9-B1F2-7436DBODFEC9 Response to MECO C City.Of ii-uptihgton Beach REP for Police Helicopters"7;,._, . Invitation#20210504 „__,. helitoPter:PUrChase(3)Proposal 1.441 SeCti001i5tOPepf.Work, Part D. Training Table 2. ProposedlifaiintigProgain *to:EA, Total (.1-A1.1.;i: Notes rotot:go-dfifOiVtirencetiralpirg at ifIDHE,, Vilni?Mkt)giii-ooio 0-*.wo f(kw*Niurs:. , , 46d8hottof odtiiiik.- - , : 4,-:optkorp 61400011 NOCharie -Dtiltiti . .-, tost Of Mesa Tech Training(Up.to iSturients‘i, Weelts):3$;956 for up to S students(2 Students) $3-:,A);6333W: $ -:41:,335.00 No Charge 3 Aircraft vciold.41caliY.Auate10.traloInt fOr 3 techs... On Loaton RiciOrent Tralrift for ill pilots-3 Days — - tallOtatOWilaYs oatitidadIngflIg/OoteCarid7:..- (5 Days total at/travel, $1:400000, $41OXiatiDO;No Charge bansoortatiory. Totalfrcirn: . Abet*• $ 10;3800:Nothir0. ta.2 ut..ad,a,.et-a aky.f:::a n.7i',. $ 50.009:00. OgiChayg* WO Total Incentive Offerings Over&Year Period $130350li Now 1.5) Section 3,Scope of Wort:Partt: $OfOoff*tfrigffeet MDHI agrees to facilitate the sale of three existing City-owned MD'520isizaileaft„FAA Aircraft ID numbers: • N521HB • N522HB • N523HB MbH1 willworkwitnin the parameters of the City's delivery schedule on the sale of the. existing10:520X4ittraft With the understanding that the transfer of equipment, as defined in SectiOnra,,Scopg:Pf:WQ11Pp.rt.11.:Transfer of Equipment, may take up to two months to complete, *Note—rhefitstalittaftdelivery.wiltheivethe 64-gallon main fuel tank installed. Subsequept'OirOoftlsocottoM.thiet))'ilyill-heiive the 60.5 Gallon(229 L)Crash Resistant Fuel System per Title 14 of the Code of Federal Regulations(14 CFR)Parts 27 and 29, and Title 49 of the Vnited5tate§'Cbde(49 U.S.C)§44737(2018). MDHI will require all Customer Furnished Equipment in a timeline manner while provisions!: are being installed to properly function check and. systerns., Section 3, Scope of Work, Part B.Transfer of Equipment MORI agfeeSTtopartigipatefn any sales negotiations specific to HBPD parts inventory for;erxtstin&MD1520N:.aireraft., CF-9.59;ReV;I. CI-7.2.2-5 MO Helicopters,Inc: ... MDHI Control No.:MD132041221-HBPD 6 15 IY1W;021.. USE OR DISCLOSURE OF DATA ON THIS PAGE IS SUBJECT Tc:ME ftpTpicrtqworokcOygi:pf Tj*pp.cmtylgisrr!: MDHI PROPRIETARY. DocuSign Envelope ID:B82396AE-A3B6-4BA9-B1F2-7436DBODFEC9 1 1 cl",!, 116,Spi)MACi: City of Huntingten geachAPP for Police HaktiptErs. Invitation#20214504: Helicopter Purchase(3)Propotat 1.6) Section 3,Scope of Work, Part:P., PerfOrMarKel BON MDHI requests additional options Odttideitif the performance bond.A performance bond could be of substantial cost,which.woultthen be passed onto the customer(estimated to be in excess of$500,000). If this is ortly atequirement by the financial institution being used by HBPD to finance the aircraft, MD8tWOUI4 request additional options. 1.7) Section 3, Scope of WOrk-„Part G. Inspection MDHI agrees and welcomes the City iti;spedlon of our equipment and factiitiosat a mutually agreed upon time. LiBi): Section 3)Scope of Work, Part H. Financing MDHI has offered points of contact for NatiohalB4rik of Arizona and-their affiltateAtsQ, MDHI will offer discount points for full prepayhieit of the full contract in the atilOtint Of. 1.0%. tf-i598ev-1 --- --- CI-7.2.2-5 MD Helicoptersilhe MOH'Control No.:MD1:32(141721,-HBPD: 7 15 May2021 ti.§EDIttiiktOSIS'OF P140I'las13-AGE:is SUBJECT TO THE RESTRICTIONS ON THE COVER OF THIS DOCUMENT MDHI PROPRIETARY DocuSign Envelope ID:B82396AE-A3B6-413A9-B1F2-7436DBODFEC9 il itio." Response to . , ! VP' City of Huntington.Beach RFP 1,.- ;7-7 for Police Helicopters : , • ,:!---•; Invitatign,1*2021-0504 i Helicopter Purchase(3)Proposal 4 ii. 2) clientSatisfactiOn ',.. ,i-- '.1. 2.1) Performance Guarantees. Table 3.MD 530FF Performance Specifications .2.; ___, __ --__ M13.53OFFROforniantel4peciflotiods,w164 Gal MainFgel:Tank,:-t- .2 Parameter;;:!--:-:[7".::7',;::=7:::- ' 's: ::'-'':::::-- ;'d61-1406?i :-::ff=','.: ::- rr-M7)11*01101', 7::: :7'----cf-;4011674:;,--1.;r: Maximum Cruise Speed;kt(mph)[kM/hr] Sea Level ISA 134.(154) [248] 1524 m(5000.ft) 185,(155) [250] Maximum Permitted Speed;kt(mph)[km/hr] VNE at Sea Level 152'(175) [282] Maximutn_Range,rim,(rni)-[1411] Sea Level 216;(248) [4.00] 1524 m(5000 ft) 260(299) [482] Maximum Endurance,hr Sealevel,ISA 22 2.2 Maximum Rata-of-Clirtib,ft/min(m/sec) Sea Level Standard Day 2,069 (10.5) ISA+20C day 2;061 (10.5) Maximum Operating,Alfitude,-ft(in) Density_altitude 20;000 (6096) i Service Ceilingift•(rn) ISA 18;700: (5700) Maximum Hook.Capacity;lb(kg) 2;00.0 (907) i Hovermg?erfoririant0:(Nci Wind) '*!:„..' --%-7,..-," .Coliditibri:- --- :i-::'7'. l.------ ---.'..,-7:= `,., ---?.7-Atinelial,::',--''Z'l L. Actleiii-C Hover-in-Ground Efkt(HIGE);ft(m) Standard Day 16,000 (4877) . :ISA+20C Day 14;300 Hoverut-of-Ground(HOGE),ft(m) Standard Day 14.400. (4389) ISA+20C Day 11,600 (3536)- Weldhta':---Z-7,-:= ','7--_:-',-!,-.1:::',':.'7" '!!!,;!"-'2-4;-"i',- 06.(i.djtiOif :':7,,.---,..;:-.71 :Zi':-4:72:!_,- 1'i 5Z7-7?_:- Iiiiii,i I ai 1.:1'..E''7,':r f,;':Piet i C'-::i_ i Maximum Takeoff Grass Wejght lb(kg) Normal-Category 3,1.00 (1406). i External Load Operations 8;750. (1701) , ! . MGTOW External Load Operations,lb(kg) - 2,09 (09) - ; Empty Weight,lb(kg) Standard Confiburation 1,591 (722) Useful Load lb(kg) Normal capacity 1 lj- -§ , . (684) External Load Operations,lb(kg) 2,1591 (979) Fuel Capacity,lb-(kg) 64:gal(742 I) 403 . (183) _., CF-9.59 Rev-1 .C1-7.2.2-5 MD.Helitopters;Inc. , MDHI Control No.:MD132041221-HBPD 88 15 May 2021 DocuSign Envelope ID:1382396AE-A3136-4BA9-B1F2-7436DBODFEC9 ---.:'N is Response to MO *if_ City of Huntington Beach RFP for Police Helicopters - . Invitation#.2021-0504 - Helicopter Purchase(31Proposat . .. '-'—'i's-----; --1-----;- :--7'------.-:f-----.----—.'Mb 5300-13-erIcirrn—ancelpedifiPitiiine ilVI50.4-Gal-.CRFS-_t-=1- -,--±-_,--._-_,, - - --- - ----•,-- „,.,-- - -_;;-,--•-_,-,_‘---i?-Condition .i.,-..7_,-.:,-.:;.,•..-_-,- -.7..-,.', --f,--.-1-..Amperial.• :--.,.,,,---.‘„;-_, , c.:,,;,-,,,,- ,_ ,. _ Sea Level - 113-kt:(130 mph) 209 km./hr. Maximum Cruise Speed 1,524 rri.,(5,000-ft.) 110kt..(127 mph) 204 km.ihr. Maximum Range Speed 1,524 m.(5000 ft,) 98 kt.(113 Mph) 181 kleihr, Maximum Permitted Speed -VNE at Sea Level 152 kt._(17-5.mph) -282leitAr. _ Sea Level . 194 NM(223 Mi..) 3591ot. Maximum Range „. 1,219 m(4,000 ft.) 218 NM(251 Mi.) 404 km. 1,524 m.-(5,000 ft) .2231.1M(257 rift.) 413 km. Mailimum Enderance Sea Level 2.36 hrs. 2.36 hrs. Maxirnum Rate.of Climb. Sea Level;Standard Day 1,031 ft./Min. 5.2 mftec. , 7 Maximum OperatingAltittRie Density Altitude 16000 ft, 4;577 M. Maximum Hook Capacity _ _-2,0_00Ib. _ , 907;k.g .:•,1iOie:ri40'...:0 040ab_.-073- 64.1414-I---:'-;-•,•-.;Ilr-- ---.%1;1C.,,OJ1..,01 ci:ljl1:---- -fj._• 1"_._--=i.c±'Z.T.I'-.'....,--7-..._I'--=-i--i.,.,0 Panat- I----• -2,-:-,:,getr!..p:ii-r , Standard,Day 14,280 ft. 4,353 m: in-ground Effect • -.ISA+20°C Day . 12970 ft. 3,953 m. , Standard Day 11 3,395m. Out-of-ground Effect ,140-ft, ISA+20°C.Day 8,750 ft. -2,667M. •• -04.100-1- ,E.-1 -_-.--;;--.-3 -j---- :•-.:-:-..--;••-,;.7-..,. Cindltion' -7T7:.--'::.--....',:'f:.1-' 1-;..11'ili346f ---111111616'.7','----z' Nepal Capacity• 3,355 lbs. 1,519 kg. Maximum Gross Weight . External Load Operatiens 3;7-50 lbs. 1,701 kg. MD 530F Empty-Weight Standard Configuration 1,723 lbs. 782 kg. 2 Internal Load 1 67-lbs. 738 kg. _, MD 530F Useful Load- External Lead 2027 lbs. 919 kg. Main Fuel Tank;Gras Resistant Fuel'System(1) 229 liter 60.5 gal Empty-351 lbs. Empty 16 kg. Full 4447 lbs. Full(Jet 4293 kg, , i Einpty-56_11.3s. Empty 25 kg. - Aux Tank-- 1251fter(33 gal.) Full(jetrA)277 lbs. Full(Jet-A)126 kg. i 1 -7.--...---,-..,,,-- -.-i,..,-, ,;.xt:r__fi.mitife•-:.,- -_-,•;....7,'-_'_-_;-) ,4----:'-'=: •-••- -,''7--7;''' '11;--1:1Y ,i7'7:'7:4..t aialitaiCiri-5 =.--1::: z7:::---':iii--,1-:-IPPeFial-;:= -:ri,--i ..._Power Plant -,:', '---'';-- 7':''''---"-- ' ' '-'s-.'----''' Rolls-Royce Model 250 IV-C30 Gas Turbine Rated Fewer 650 shp 478 kW •. Transmissien Rating 425 thp 313 kVU Derated Power for Reliability and-Safety Max Continuous 350 slip- 257 kW • to Endurance Will meet the minimum of 2.5 hours With the installed auxiliary fuel system installed wfth the standard 60.51allen crash resistant , 1 . '. CF-9.59 Rev-1 CI-7.2.2-5 MD Helicopters,Inc. MDHI Control No::,.-MD132041221-HBPD 98 15 May 2021 . . . - . . DocuSign Envelope ID:B82396AE-A3B6-4BA9-B1F2-7436DBODFEC9 ; ii / 77.7 4..i;e‘ Response to MOr City ofHuntington Beach.RFP for Police Helicopters i 4_ Invitation#2021-0504 ...vjal..,..:- Helicopter Purchase(3)Proposal 1 i-- 2.2) MDHI Project Office i- MDHI will will appoint a Program Manager(PM)as the point of contact(POC)for the program. „. il Usinga step-by-step approach to identify,understand,resolve and prevent problems or Issues,the PM will track all program management,materials,personnel,equipment, facilities,and hardware required to complete the requirements for this effort. 1 , 1 The MDHI PM will be responsible for day-today activities,including: , 1 • Program planning and program.management ,1 ; .-: • Technical oversight(including Manufacturing) , ; • Maintaining schedule and cost • Issue resolution 1 • Integrated product team control and communication • Preparation of meeting agendas,presentations and minutes, ; ; i 2.3) MDHI Quality System i MDHI has an established and FM-approved qualitysystem conforming to AS9100D iri alignment with IS09001-2015 to verify type design data, regulatory,and contractual requirements throughout throughout the aircraft production process.The quality system is 1 documented and maintained through the Quality Manual procedures,Operating Procedures and Company Instructions. Established documented processes provide consistent arid repeatable results, including: I: • Aircraft records ; • Aircraft inspection and final acceptance • Aircraft system and flight testing ,; • Calibration 1 • Configuration control • Control and identification of nonconforming material 1 • Employee training • Engineering design/change , • Tooling The quality organization performs quality control/assurance activities using dedicated inspections,and quality engineer personnel.The quality control'.!assurance activities. include: include: • Supplier quality assurance review ,audits;and approval • supplier monitoring of performance and product quality ,- • Supplier quality related resolution. •• Inspection of raw materials, parts,assemblies, and aircraft to approved inspection criteria --, CF-9.59 Rev-1 CI-72.2-5 -MD Helicopters,Inc. MDHI Control No.:MD132041221-HBPD 10 15 M'ay 2021 DocuSign Envelope ID:B82396AE-A3B6-4BA9-B1F2-7436DBODFEC9 • Response to lID City of Huntington I3each-RFP for Police Helicopters Invitation#2021-0504 _ - _ Helicopter Purchase(3 Proposal • Control of nonconforming materials and parts which,when identified,are segregated, documented,dispositioned, repaired,or reworked and re-inspected,by authority of Material Review Board System • Nonconforming material trend analysis • Quality requirements and processes creation • Corrective/preventative action program oversight • Quality system process internal audits • Material Review Board oversight 3) Project Schedule The proposed projectschedule is as follows: • Delivery of first aircraft(Won completion at MDHI facility—6-8 months from Contract Award: — Swap one MD 520N to MD 530FF. • Each subsequent aircraft will be delivered 90-120 days after the previous delivery or as negotiated or required *Note—The first aircraft delivery will have the 64 gallon main fuel tank inStalled.Subsequent aircraft(second and third)will have the 60.5 Gallon(229 L)Crash.Resistant Fuel System per Title 14 of the Code of Federal Regulations(14 CFR) Parts 27 and 29,and in Title 49 of the United States Code(49 U.S.C.)§44737 (2018.). NOTE-Schedule is negotiable as required. MDHI will make every attempt to meet customer delivery requirements. 4) Requirements from City Staff MDHI will require all Customer Furnished Equipment(CFE)at the earliest convenience that would not hinder HBPD operations. Provisions will be installed to run CFE items,which will require function checks and tests prior to delivery of the aircraft.MDHI would like ample time to ensure the proper usage and operation of all items. CF-9.59 Rev-1 C1=7.2.2-5 MD Helicopters,Inc. MDHI Control No.:MD132041221-HBPD 11 15 May 2021 DocuSign Envelope ID:B82396AE-A3B6-4BA9-B1F2-7436DBODFEC9 ,.2 .4, e." Response to 4i-N-i: t _ D"if M City-of Huntington Beach REP for Police Helicopters 1 Invitation#2021-0504 _ __ Helicopter Purchase(31Proposal D. STAFFING 'LI ;.,. fitmplOVe-e.Natiie.1=:-i:;-:..::-!---= . -•:- . --:-.- -='-.1±-;-7:-------FOnctiorial Retpintibility::: Peter glachner Director-of Program Operations Keith Cave Program Manager Josiah Thomas Crew Chief Resumes'are on the following pages.. • ,... , . .... CF-9.59 ReV-1 CI-7.2.2-5 MD Helicopters,Inc. MD1711 Control No.:MD132041221-HBPD 12 15 May 2021 USE OR DISCLOSURE OF DATA ON THIS PAGE IS SUBJECTTO THE RESTRICTIONS ON THE COVER OF THIS DOCUMENT. . MDHI PROPRIETARY , 1 DocuSign Envelope ID:B82396AE-A3B6-4BA9-B1 F2-7436DBODFEC9 a MD HELICOPTERS ikair MADE IN AM ERICA' PETER BACHNER DIRECTOR OF PROGRAM OPERATIONS PROFESSIONAL EXPERIENCE l F MD.Helicopter,Inc>—Mesa,AZ, 2007-Present Director of Program Operations • Direct the daily activities of program managers on customer focused and Internal Research and Development programs. • Directly managed customer delivery for new production helicopter and major helicopter overhauls: • Responsible for the generation of pricing models. Director Of Operations • Oversee daily operations of helicopter production. • Direct activities of plant facilities operations**six manufacturing,administration, warehousing, and aircraft hangar space. • Develop departmental budgets and long-term capital expenditure requirements. • Assure following of quality procedures and assist in development and implementation. of root cause corrective actions. • Drive continuous improvement though engineering design, manufacturing sequencing s` and tooling improvements. Process Engineer • Introduce visual work instructions. • Implement Vendor Managed Inventory(VMI).program for low-cost hardware. • Perform Line Balance activities to optimize workflow and achieve schedule attainment • Utilize Value Stream.Map ping to analyze both production workflow and transactional processes. • Developed a_'series of production metrics to communicate the state of manufacturing operations. Metrics:safety,schedule attainment,labor efficiency&cost,quality. • Developed daily labor tracking tool for supervision to analyze productivity and schedule labor. • Conduct daily production,meetings with manufacturing directors and managers to review daily production issues and schedules. • Responsible for updating part routings and Bill of Materials. EDUCATION __ Bachelor of Science,Industrial Engineering 1997 Pennsylvania State University, State College, PA CF-9.59 Rev=1 CI-7.2.2-5 MD Helicopters,Inc. MDHI Control No.:MD132041221-HBPD 13' 15 May2021 USE OR DISCLOSURE OF DATA ON THIS PAGE EIS SUBJECT TO THE,RESTRICTIONS ON THE COVER OF THIS DOCUMENT. IVIDHIPROPRIETARY DocuSign Envelope ID:B82396AE-A3B6-4BA9-B1F2-7436DBODFEC9 MD HELICOPTERS MAD,E IN AMERICA KEITH CAVE PROGRAM MANAGER PROFESSIONAL EXPERIENCE - _ MD Helicopter,Inc.—Mesa,AZ. 2017,•PreSerit Program Manager Plan,direct,control, monitor and support Programs to ensure completion within defined cost, schedule,and scope objectives.Coordinate between Customer and MDH1 Integrated Product Team (IPT), minimally consisting of Business Development,Engineering,Operations,Contracts, Supply Chain,and Finance. • Manage multiple commercial and Military helicopter Programs. • Collaborate with IPT to obtain data for initiation of Programs, • Represent MDHI and coordinate with Vendors at high profile trade shows. • Manage and document Program Changes, maintain customer and team expectations. United State Army 1994-2017 Sikorsky UH-60(S-70)Aircraft Maintenance Supervisor Led, mentored, and,trained Army technicians while supervising scheduled and unscheduled maintenance on UH-60(Sikorsky-S-70)and CH-47(Boeing Model 234) helitopters. Flew over 1000 hours as a Crew Chief under day/night and NVG conditions. • Lead teams 5 60 technicians,supervising component removal,inspection/installation; unscheduled maintenance,routine inspections on UH-60 and CH-47 helicopters. • Trained Soldiers to replace gearboxes,transmissions, rotor hubs,engines,auxiliary power units,rotor blades,stabilators,main landing gear components,fuel system components,electrical systems,flight control rods,and documented all aircraft ,maintenance actions using the required maintenance forms; • Trained and enforced OSH-A and EPA regulations,shop and flight-line,safety,ensured a clean,s_afe and healthy work area for all team members. EDUCATION Master of SCiente, Project Management 2017 Embry-Riddle Aeronautical University, Daytona Beach, Florida CERTIFICATION AND AWARDS • Project Management Insatiate Certified Project Management Professional (PMP) • FAA Airframe and PoWerplant(A&P) Certificate number 3628233 • US Army Air Medal cF,9.59 Rev-1 CI-7.2.2-5 MD Helicopters, MDHI Control No.:MD132041221-HBPD -14 15 May 2021 USE OR DISCLOSURE OF DATA ON THIS PAGE IS SUBJECTTO THE RESTRICTIONS ON THE COVER OF THIS DOcLIDA ENT. MDHI PROPRIETARY DocuSign Envelope ID:B82396AE-A3B6-4BA9-B1F2-7436DBODFEC9 i fibiel• : MD HELICOPTERS _ MADE IN AMERICA ;:f-7.-k-41111 - ---,--,.,-;.---- ;T.- I JOSIAH THOMAS .t CREW CHIEF 1 L PROFESSIONAL EXPERIENCE ,,- MD Helicopter,Helicopter, Inc.—Mesa,AZ. 2019-Present ,-. Avionics Technician IV , : Install,inspect,test,adjust,or repair avionics equipment, such as radar,radio,navigation,and missile and gun control systems in aircraft.Test and troubleshoot instruments,components, and assemblies,using circuit testers,oscilloscopes..Or voltmeters. 4 I Beckman COUlter—Brea,CA. 2016-2019 Field Service Engineer Perform troubleshooting,repair,scheduled maintenance and modifications on mechanical and , il electronic CoMponents-in laboratory diagnostic instruments. U.S.Navy 2006-2016 Aviation Electronics Technician Performed troubleshooting and repair of RADAR,navigation, communication,and weapons systems for U.S. Navy fighter aircraft. Recognized as a superb leader, quickly promoted and put into management of 12 personnel, reducing backlog by 54%.Worked in quality assurance promoting safety-and preventing the occurrence of defects for all departments in the division. Earned Navy/Marine Achievement medal foroutstanding leadership. EDUCATION United States Navy 2006-2016 Lake Powell School,Utah 2000 CERTIFICATION AND AWARDS • MD Helicopters,06/2020 Delegation of inspection authority(limited). Limited delegation of inspection authority for strip,crimp,solder,and inserts for production. • Center for Naval Aviation Technical Training,Aviation ElectrOnics,04/2007-06/2011 •F/A-1.8 Avionics System CareerOrganizational Maintenance(2011) F/A-18 Avionics System initial Organizational Level Maintenance(2007) F/A-18 Wire Bundle and Connector Repair(2007) • Tinker Air Force Base Training-Center,Aviation Electronics, 10/2006 Aviation Electronics Technician Organizational Level • Centet for Surface Combat Systems,Electronic Fundamentals,06/2006 Organizational Apprentice Technical Training CF,9.59 Rev-1 CI-7.2.2-5 MD Helicppters,Inc. MDHI Control No.:MD132041221-HBPD 15 15 May 2021 - USE OR DISCLOSURE OF DATA ON THIS PAGE'S SUIEUECrTO THE RESTRICTIONS ON THE COVER OF THIS DOCUMENT. MDHI PROPRIETARY --- - DocuSign Envelope ID:B82396AE-A3B6-4BA9-131F2-7436DBODFEC9 = 4 l' r4DV.i Response to aty Of Htintington Beach RFP -..71-5A"*:: ": i. for Police Helicopters Invitation#2021-0504 i Helicopter Purchase(3)Propotal E. QUALIFICATIONS if 1) Key Staff Qualifications MDF11,asthe aircraft OEM,employs a dedicated team of highly qualified personnel with years of experience in engineering,configuration management,accident investigations,program management, manufacturing,and supply chain functions for both Direct Commercial and U.S. .., Military contracts. MDHI'S Engineering Department is second-to-none for the MD 530F rotary wing aircraft with capability to support Depot Level repairs,sustainment engineering,aircraft modification engineering,component overhauls and technical data is manifest in our expertise and knowledgebase as exhibited over the last 60+years.To maintain our worldwide fleet of helicopters, MDHI-has a dedicated Aftermarket work force,the MD Wolfpack,which consistently performs arid advises on the repair of all of MDHI's aircraft globally.The MD Si Wolfpack team travels the world performing modifications,inspections,training,and delivery of MDHI aircraft As part of the Program Management process, MDHI uses a step-by-stepF. , approach to identify„Understand,resOlve and prevent any problems or issues.The MDHI Program Manager has the knowledge and authority to resolve any problems and implement corrective,actions-should the need arise. -i MDHI will engage highly proficient engineering,program management and technical resources ., 1 skilled in all tasks outlined in the City'SScope of Work.See Section D,Staffing for MDHI key personnel that will SU pport the City's project for Police Helicopters. 2) MDHI Qualifications .3 MDHI has a Icing.and storied history as the Original Equipment Manufacturer(OEM)of commercial and military aircraft for hundreds of customers around the world. MDHI users rely on MDHI aircraft's superior reliability,ruggedness,ease of operation and low operating costs. For over 60 years we have introduced industry advancements and innovations specifically targeted to keep operators safe,While empowering customers with the increased capabilities, greater mission versatility and superior performance needed to execute a broad range of mission profiles,including training,military combat operations,law enforcement,and commercial/leisure applications. The.MDHI family of helicopters includes commercial and military variants of our MD 500 Series helicopters—designed specifically to supply speed,safety,agility and the ability to operate with ease in confined spaces—as well as a fleet of technologically advanced NOTAR® helicopters, like -- the single engine MD 520N and the twin-engine MD 902 Explorer. MDHI aircraft are manufactured and assembled at our Mesa,AZ production facility. MDHI is an FAA-certified production facility and has an established, FAA-approved quality system conforming to AS9100D in alignment with 1509001-2015. MDHI has extensive CF-9.59 Rev-1 CIL72.2-5 MD Helicopters,Inc, MDHI Control No.:MD132041221-HBPD 16 15 May 2021 DocuSign Envelope ID:B82396AE-A3B6-4BA9-B1F2-7436DBODFEC9 V, City of HuntingtonReBsep to aonse leiki Ch•RFP 1 I 1 i'- for Police Helicopters Invitation#2021-0504 4 _ Helicopter Purchase(3)Proposal 1 ,1- experience integrating new technologies onto existing rotorcraft,subsequent FAA certification .4 and the Artily Airworthines Release(AWR) process. Customization of-commercial derivative , , aircraft is accomplished in the MDHI Completions Center,which operates under FAA Repair 4 Station License Part 145.MDHI maintains the following certifications, copies of which are :--, available-upon request: q • FAA Production Certificate Number 715NM • Type Certificate No.H3WE • Repair Station—AirAgency Certificate No. M82R545Y • MDHI Management System Certificate(AS9100D Certification) MDHI continues to invest heavily in Research&Development(R&D)for all of our aircraft.The integration of next generation technologies, and the incorporation of innovative design and manufacturing processes are enabling MDHI to grow our position within the aviation Industry. MDHI is currently-fulfilling contracts for MD 530F aircraft for use around the world. • 3) Client References Out customer relationships are one of IV1DHI's greatest assets,and we welcome the opportunity to have our customers discuss with the City their experiences working with MDHI.We are 1. happy to coordinate this activity with the City if needed. MDHI CONTACT INFORMATION: Name;Jason Lindauer Office:480.346.6373/Mobile:480.353.6587 Title: Director of Commercial Sales Email:Jason.lindauer@rndhelicopters.com MDHI has provided three client:references for law enforcement operational missions. Gwinnett County Police Department . . .:''..'f'''s''••• • Gwinnett County Police Department .' ,-.,, •,, , 770 Hi Hope Road. Lawrenceville, -5:-•. t , Lawrenceville,GA 30043 :• : V ,-) a i Richard King,Captain—Aviation Unit *,.. c.,,,;4\t,INrit _ 0: (770)235 2555 1 r,Cilll'ITY .•: , Richard.King@gwinnettcounty.com ' Lls: . ,Project Description:The Gwinnett County Police Department fleet includes three MD 530F aircraft. Project Start: 1/4/2018[Project End: 8/14/2019 CF4.59 R _ _ev-1 CI-7.2.2-5 MD Helicopters,Inc. MDHI Control No.:MD132041221-HBPD 17 15 May 2021 , DocuSign Envelope ID:B82396AE-A3B6-4BA9-B1F2-7436DBODFEC9 , I , i M 0 ill/q it Response to City of Huntington Beach-RFP :ii., for Police Helicopters : Invitation#2021-0504 _ Helicopter Purchase(31Proposal ,: 1:,_, Mesa Police Department . Mesa.Police.Department - —5110 E.-Falcon Drive , , Mesa,AZ 85215 I Randy Wilson,Administration N4)*4- <54b4(4 0:(480)-6444344 Rarldy.WilSOngMeSaaZ.gOV Project Description-!The Mesa Police Department fleet includes Iwo MD 500E aircraft and one MD 530F aircraft. Project Start 5/19/2014/Project.End:6/25/2015 Las Vegas Metropolitan Police Department Las Vegas Metro.PD 3600 Thunderbird Field Rd N.Las Vegas NV 89032 71t• ,.,V,:.!: 4 :' Sgt.Steve Mortis,Chief Pilot lvmpd.com Project Description:The Las Vegas Metropolitan POliCe Department fleet includes three,MD 530F aircraft. Project Start:4/27/2015/Project End: 10/15/2015 CF-9.59 Rev-1 CI-7.2.2-5 •MD Helicopters,Inc. 1 MDHI Control No.:MD132041221-HBPD 18 15 May 2021 DocuSign Envelope ID:B82396AE-A3B6-4BA9-B1F2-7436DBODFEC9 I' ifidi 1:1V#, ,400:40,.:Iii.-„, it Respone to Cityof Huntington Beach RFP for Police Helicopters Invitation#-2021-0504 ° 'i. _ _ __Helicopter Purchase(3)Proposal ,.., (5 1 F. FEE PROPOSAL Pricing Schedule Section A: New Helicopter 3 .1. 1 Iteiii'!lieet;:-.::,_:Ti:: :-.r---47:.3"Z;_.]--;.__-_31'.._ _,,,-.Ht-ef-1.f4 -1-44-1777Y' No.`,=.'-titif:, 111/Ilr -.7-_----,,:---z--,„'„;-:=2-DescriptiM -_--;.--,-,- ?i-=,-;,_-__=Coltgacki.jritIT ----i7,f-pdenSioryki6--__ I ----- — =,.„-- :.. _ _ .:- I 3 EA Aircraft $2,950,000 $8,850,000 rf 2 3 EA. Options $554,406 $1,663,217 3 1 — Engineering .$59,943 $59,943 i Sub-Total $10,573,150 3 i 4 3 EA Mission Equipment ($250,000) ($750,000) 1 5 0 -- Flight and Maintenance Training $185,885 $0 ... 6 1 -- Parts Credit ,($50,000) ($50,000) TOTAL SECTION A: $9,763,546 f Section B: Sale/Trade-in Valuation 1. ___.. ,_. loth. ..-.,Est.:7f 4F-7-±:=2„ 1-1.5 _- z 1:, ,:_ __,t,„,z.1_,___ tsiti::;-:2-0441'_-.(Jim:'_:-±--- l ,_:=-;iSeiCtiptiOnt-:::--±.-f-.::.:=;-:,-1-±Yeluation:n- 7 :-7_,:--Extension -=-,-,==:5; _-_= „,-- -- — i 1 EA Sale/Trade-in Valuation(1998) $585,000 $585,000 , 2 1 EA Sale/Trade-in Valliatioil(2001) $685,000 $685,000 3 1 EA Sale/Trade-in Valuation(2007) 5835,000 $835,000 ,. 4 LS. Misc. InvenktryiParts $400,000 $400,000 TOTAL SECTION B: $2,505,000 CF-9.59 Rev-1 CI-7.2.2-5 MD Helicopters,Inc. MDHI Control No.:MD13204122141BPD 1.9 15 May 2021 USE OR DISCLOSURE OF DATA ON THIS PAGE IS SUBJECT TO THE RESTRICTIONS ON THE COVER OF THIS DOCUMENT. MDHI PROPRIETARY DocuSign Envelope ID:B82396AE-A3B6-4BA9-alF2-7436DBODFEC9 't e...-.. -----N--k, Response to 40 City of Huntington Beach RFP for Police Helicopters ; N . Invitation#2021-0504 _ Helicopter Purchase(31PrOposal q-- NET COST: q 7.- Total Section A $9,763,546 Total Section.B (-) $(2,505,000) Brokerage Fee $63,150 Additional 1%Discount(-) $(72,682) 4. *Estimated tax.on the gross total of$9,763,546 *$756,674 Net Cost $8005,688 Please note,brokerage fee to be paid to MD Helicopters Australia at the time of sale of the currently owned MD52ON's. Each will be sold individually per the example chart on Page 2, Section B,Delivery Schedule of this proposal.The chart is only an example and is solely used to reflect a model and timeline that could be used. Each new aircraft sale of the IVID530F's to.Huntington Beach Police Department will be individually invoiced at the time of delivery.The sum of funds from previouSly sold aircraft and budgeted RFP funds will net$3,230,288.The projected sales total of section B is $2,505,000.with an estimated brokerage fee of$63,1_50 to be paid to MD Helicopters Australia which have.a net remainder of$2,441,850. *Estimated California taxes are$756,674.This is calculated at 7.75%of the gross amount of$9,763,546. There may be posible tax exemptions and/or state and local government requirements. Buyer is encouraged ta engage in legal tax representation to review these possible exemptions. If CUSTOMER claims tax exempt status,CUSTOMER will so indicate and will provide MDHI with a copy Of an exemption certifitate acceptable to the relevant taxing authority prior to delivery. ,. CF-9.59 Rev-1 CI-7.2.2-5 MD Helicopters,Inc. 1 M DH I COntrol No::M 0132041221-H BPD 19 15 May 2021 USE OR DISCLOSURE OF DATA ON THIS PAGE IS SUBJEcTTO THE RESTRICTIONS ON THE COVER OF THIS DOCUMENT. MDHI PROPRIETARY DocuSign Envelope ID:B82396AE-A3B6-4BA9-B1 F2-7436DBODFEC9 r .�, Response to { MD p!; City of Huntington-Beach RFP' `a for Police Helicopters Invitation#2021 0504 .`.3�--- Helicopter Purchase:(3)Proposal Pricing Summary—Breakouts - Aircraft Bwld Pricing Summary = = - _ Y Descnption Price Quantity_ Extended Price Aircraft $2,950,000 3 $8,850,000 Options $551,201 3 $1,653,603 - r Engineering $59,943 1 $59,943 Sub Total $10,563,54.6 Mission Equipment Discount ($250,000) 3 ($750,000) Flight=and Maintenance Training $185,885 0 $0 Parts Credit ($50,000) 1 ($50,000) Total $9,763,546 1 _ Law i=nforcement Configuration Items Description; _ = Touch Material Engineering Total Labor Labor Wire Strike Protection System(WSPS) $10,447 $25,342 $0 $35,789 Upper only STC SH1713S0 Comfort Windows 2X Cabin,2X Cockpit, $1,672 $10,549 $0- $12,221 W/Pop-out Vents(Quick Change) FOotswitCh Dual Rocker $1,393 .$74 $0 $1,467 G500 Txi HSVT Enablement Card $0 $9,224 $0 $9224 2 x TDAP 611 Audio Panels in Cockpit, 1 x $8,358 $22,091 $0 $30,449 AA12S-002 in Cabin W/2 lapel cords (Replaces GMA350H Audio Panel installation) 21 Gallon Aux Tank STC SH656GL $11,144 $23,077 $0 $34,221 Samson Plus landing light with flashing $1,393 $2,855 $0 $4,248 function I PA LSA400 Sirens System,External With $6,408 $15,691 $0 $22,098 LSC22 Controller&TS-300 Speaker, :Recessed Mount COM,Transfer Switch, Cyclic, COM1 -$1,114 $23 : $0 $1,137 CF-9.59 Rev-1 Ci-7.2.2-5 MD Helicopters,Inc.- MDHI Control No.:MD132041221-HBPD 20 15 May 2021 USE OR DISCLOSURE OF DATA ON THIS PAGEIS SURIECrT0 THE RESTRICTIONS-ON THE COVER OF THIS DOCUMENT. MDHI PROPRIETARY { DocuSign Envelope ID:B82396AE-A3B6-4BA9-B1 F2-7436DBODFEC9 I,. Respo MD 1 City'ofHuntington Beachnse RFPto for Police Helicopters invitation#2021 0504. Helicopter Purchase(3iProposal Law Enforcement Configuration Items bescription = Touch Material g glee Tlmg _ Total Labor - = Labor NVG Compatible cockpit interior(NVIS B) $8;356 $86,126 $11,239 $105,724 Garvin GTR 225E NVG $2,786 $6,025 $0 $8;811_ TDFM 9300 Radio $0 $0 $0 $0 TDFM 930.0 Radio_Installation(Provisions) $4,1.79' $9,505 $14,049 $27,733 Aircraft Interior;Mesh Seats,black,2X $27,860 $76,744 $0 $104,604. cockpit 1 x;Bench Fargo-Compatible ':. 369H90040=519* MDHI Monitor Mount M812 $6,965 $758 $0 $7,723 Aero Computer UC6000 Mapping System $6,965 $70,563 $14,986 $92,51.3 withAK-4S keyboard,MB12`Monitor, Customer Furnished UC-6000 VV/8.130 (Provisions) MDHI Left Side Mount NightSun SX-16 $6,965 $2,275 $0 $.9,240' Enhanced(Provisions) MDHI Right Side Mount with provisions for $8,358 $1'8,471 $19,669 $46,498. MX-10 LED Cockpit/Cabin. Map Lights $1,114 $1,617 $0 $2,731 Paint,Two Color Scheme $23209 $3,628 $0 $26,837 Provisions Cargo hook provisions; $6;826 $1.7;164 $0 $23;990 Onboard Systems TALON LC Hydraulic Cargo Hook with Attach Point Interior,_ParaVion Door Openers, Cabin, $836 $659 $0 $1,495 STC SH2735NM . Raptor Rifle-Racks $836 $1,556 $0 $2,391 ' f Per Ship $147,184 .$404,017 $551;201 Engineering <$59,943 $59,943 CF-9;59 Rev-1. CI-7.2.2=5 MD Helicopters,Inc MDHI Control No.:MD132041221-HBPD 21 15 May-2021 USE OR DISCLOSURE OF DATA ON THIS PAGE IS SUBJECFTO THE RESTRICTIONS ON THE.COVER OF THIS DOCUMENT, MDHI.PROPRIETARY DocuSign Envelope ID:B82396AE-A3B6-4BA9-BIF2-7436DBODFEC9 Response to M.P.VA City of Huntington Beath RFP- �► -s'71 for Police Helicopters Invitation#1021-0504 : Helicopter Purchase(3)Proposal u is Y. iyy 1! 1. is l { 1 INTENTIONALLY LEFT BLANK CF-9.59 Rev-1 CI-7.2.2-5 MD Helicopters,Inc. MDHI Control No. MD132041221-HBPD 22 15 May 2021 USE OR DISCLOSURE OF DATA.ON.THIS PAGEIS SUBJECT TO THE RESTRICTIONS ON THE COVER:OF THIS DOCUMENT. MDHI PROPRIETARY DocuSign Envelope ID:B82396AE-A3B6-4BA9-B1 F2-7436DBODFEC9 Exhibit C Equipment 1. L3MX-10 IR camera 2. Spectro Lab search light 3. Technisonic Radio 4.Aerocomputers moving map system US-DOCS\133302709.6 ,...e.orR IN HYPCPCAR INVFNTOAY Timothy L Stan.' 2737 Albatross Drive Costa Mesa,CA 92626 714.321.9229 ABLEAVIATIONCONSULTANTS@YAHOaCOIVI July 7,2023 Chief Eric Parra City of Huntington Beach 100 Civic Center Drive Huntington Beach, CA 92648 Dear Chief Parra, I am writing to express my intent to purchase the MD520N Helicopter SN LN1 05 from the City of Huntington Beach for$550,000.The helicopter is sold as is iri airworthy configuration with all components and inspections up to date. I would like to schedule a time to inspect the helicopter in person. I am willing to wire the funds within 5 days of the inspection and execution of this letter of intent I understand that this is a non-binding letter of intent and that the sale of the helicopter is subject to the execution of a final purchase agreement. Thank you for your time and consideration. Sincerely, .7,,.......---- Timothy L Stern 1561 W. MacArthur Blvd . , Costa Mesa , CA 92626 888 - 315 - 9878 vorKtiv,,h;,,,..:Lmiltv1,12,164U-,,tov,.,am,,,,a45:-.-;, NonEtu'<ze,,, s-gotivisP410..V'w--40,..,, 'fiift41,;Piti4"14.*:;9 :Re, Svendsbo, Bo From: Goodspeed,Jerry Sent: Tuesday,July 18,2023 9:16 AM To: Archer,Thoby; Svendsbo, Bo Subject: FW: N523HB- Findings From:ryan@alliedaerosolutions.com<ryan@alliedaerosolutions.com> Sent:Monday,July 17,2023 6:40 PM To:Goodspeed,Jerry<JGoodspeed@hbpd.org> Cc:ableaviationconsultants@gmail.com Subject: N523HB-Findings Hi Jerry, Thank you for accommodating Tim and I at your facility today. After reviewing the aircraft records for N523HB, the following items are what I have found are currently due or coming due. - Fan bearing visual inspection and re-greasing (Due 7/1/23) - Fan bearing retainer inspection (Due 7/1/23) - Transponder test (Due 4/30/23) - Pitot/Static Test (Due 4/30/23) - Annual inspection Ref 05-20-15 (Due 7/20/23) - Fwd/aft fan cable coupler inspection (Due 7863.3 hrs) - M/R transmission oil change (Due 7863.3 hrs) - M/R driveshaft inspection (Due 7863.3 hrs) - PC Safety Valve inspection (Due 7863.3 hrs) - MRB root and skin inspection (Due 7863.3 hrs) - Full length skid shoes inspection and torque check (Due 7863.3 hrs) - ELT 100 hr inspection (Due 7863.3 hrs) - Airframe 100 hrs and 300 hrs inspection (Due 7863.3 hrs) - Torque tube check (Due 7863.3 hrs) - Fuel nozzle cleaning (Due 7863.3 hrs) - Mist eliminator and access door check (Due 7863.3 hrs) - Cargo hook 5 yrs overhaul (Due 6/28/23) - Cargo hook installation inspection (Due 7863.3 hrs) Please let Tim or I know if you have any questions. Best Regards, Ryan Olsen 1