GB_Flowbird_Full_packet_-_signed.pdf_1 - signed

Extracted text

Date: August 5, 2026
To: Governing Body
Via: Sam Burnett, Public Works Department Director
Carol Swenson, Business Operations Manager
From: Gabrielle Chavez, Transit Director of Administration
Andrew Baca, Transit Director of Operations
Subject: Professional Services Contract for Flowbird America for Ticket and Farebox
Services
Vendor Name: Flowbird America Inc
Munis Vendor Number: 2642
ACTION:
Request for Approval of a Professional Services Contract with Flowbird America Inc. for
Parking Pay Stations, Remote Technical Support, and Spare Parts for The Santa Fe
Trails Transit Division not to Exceed Total Amount of $1,302,133.52, Including NMGRT,
for a Four-Year Term. (Gabrielle Chavez, Transit Director of Administration;
gnchavez@santafenm.gov)
BACKGROUND AND SUMMARY:
The Transit Division is requesting approval to upgrade its existing fare collection
system. At present, the City of Santa Fe Transit Department is limited to accepting cash
payments on board buses. Implementation of the proposed system will expand payment
options to include credit cards and provide riders with the ability to manage their
accounts through a mobile application or an online platform. This enhancement will
significantly improve customer convenience while increasing safety and security by
reducing the reliance on cash transactions.

FUNDING SOURCE: Large Purchase
Fund Name/Number: Transit bus/540
Munis Org Name/Number: Transit Capital Projects/5400499
Munis Object Name/Number: Equipment and Machinery Nonexempt 570500
Budget Officer / Designee: Date:
Budget Officer Comment/Exceptions:
PROCUREMENT METHOD: Co-op
Chief Procurement Officer (CPO) / Designee: Date:
CPO Comment/Exceptions:
ASSOCIATED APPROVALS:
IT Components included? ☐ Yes | ☒ No
Approval: Title: Date:
Comment/Exceptions:
Vehicles included? ☐ Yes | ☒ No
Approval: Title: Date:
Comment/Exceptions:
Construction to City Facilities, Furniture, and/or Fixtures included? ☐ Yes | ☒
No
Approval: Title:
Date:
Comment/Exceptions:
Is this an externally funded purchase? ☐ Yes | ☐ No
If yes, what is the issuing agency:
Approval: Title:
Date:
Comment/Exceptions:JV09/01/202609/01/2026NCPA/Region 14 ESC cooperative contract #158971 - not OMNIA Partners

Is this a Capital Asset or Project? ☒ Yes | ☐ No
Project Ledger Number: TAD2754001
Approval: Title:
Date:
Comment/Exceptions:
ATTACHMENTS:
Vendor Quote
Agreement with Flowbird America Inc.
Certificate of Liability Insurance
Horizons Declination
CPO Determination
Project Ledger







CITY OF SANTA FE
PROFESSIONAL SERVICES CONTRACT
Item #:
Munis Contract #: 3270052
SWPA/GSA/Coop/RFP/ITB#:15897
THIS CONTRACT is made and entered into by and between the City of Santa Fe, New Mexico, hereinafter
referred to as the “City,” and Flowbird America Inc., hereinafter referred to as the “Contractor,” and is effective
as of the date set forth below upon which it is executed by the Parties.
RECITALS
WHEREAS, the Chief Procurement Officer of the City has made the determination that this Agreement
is in accordance with the provisions of the New Mexico Procurement Code (NMSA 1978, 13-1-28 et seq.)
pursuant to NMSA 1978, section 13-1-135 and
WHEREAS, the Contractor is one of such requisite and qualifications and is willing to engage with the
City for professional services, in accordance with the terms and conditions hereinafter set out, and the
Contractor understanding and consenting to the foregoing is willing to render such professional services as
outlined in this Contract; and
The City and the Contractor hereby agree as follows:
1. Scope of Work
Contractor will provide farebox and ticket machines system and software to the Santa Fe Trails bus system.
Vendor will be responsible for providing, installing, and supporting a comprehensive fare collection system that
includes the following components:
Payment Platform: A service-proven, payment platform capable of processing from
multiple payment service providers such as banks, and fintech tools through a single API
or Application Programming Interface from various devices.
Onboard Validators
Supply and install a quantity of 55 fare validators 45 will be used in revenue service 10
will be used for spares which will be held by transit maintenance, for the City's bus fleet,
capable of accepting open payments, reading QR codes (from mobile devices and paper
tickets), and processing contactless smart cards.
Ticket Vending Machines (TVMs): Provide and install a mix of ticket vending
machines, including both large and small-scale models, to support the transit system at
main transit office at 2931 Rufina Street and the New Southside Transit Site. TVMs
should offer multiple payment options, including cash, and should be capable of electric
as well as solar-power functionality with grid back up on the Strada models
Central Back-Office System: A cloud-hosted, multi-tenant Software-as-a-Service
(SaaS) back-office solution for system management. This system must feature easy
integration with our CAD AVL Supplier Tripmaster. and user-friendly reporting with
standard business intelligence tools.

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Mobile Fare Management Solution: A system to electronically manage cash payments
collected via existing mechanical (non-validating) fareboxes to significantly reduce
operational costs.
Data Hub: Provide a data hub and manage updates and tech support to City Staff with a
customizable interface for use with different levels of access, and can be configured for
para transit and micro transit
Provide 2 Days of Training: Selected staff will be trained on using and troubleshooting
the system and components.
Provide Consumables/Fare Media (supplies) (purchased as needed)
Provide Access to the Mobile App and provide help desk support to Santa Fe Trails
staff when needed.
The Contractor shall provide the following to the City:
A. Services
i. Orders for Services. Flowbird America Inc. will make the Services available to City in
accordance with the terms and conditions of this Agreement and the City’s Omnia
Partners Agreement, which Terms and Conditions shall apply to the Services under this
Agreement to the extent they do not conflict with this Agreement..
ii. Hosted Services. Flowbird America Inc. will provide to City the Hosted Services
specified in this Contract in the manner specified by Flowbird from time to time, and to
City employees who require access to Hosted Services. Flowbird will provide standard
support for the Hosted Services to City at no additional charge (including new releases,
upgrades, updates, patches, and bug fixes as they may, from time to time, be developed
and made generally available as part of the Services). Flowbird will provide the Hosted
Services in accordance with the service level agreement set forth in Schedule 1.
iii. Services. If specified in an Order, Flowbird will provide Customization Services to City
in accordance with the applicable Order. For example, upgrades to the Hosted Services
that are requested and made available for the benefit of the City will be provided with a
mutually agreed upon change order. Such upgrades will be quoted by Flowbird upon
written request from Santa Fe Trails Director and approved by the Governing Body for
Customization Services. Flowbird will own any improvements, enhancements,
configurations, or other derivative works to the Hosted Services made by Flowbird in
connection with the Customization Services.
iv. Service Delivery. Flowbird may provide the Hosted Services from any facility and may,
from time to time, transfer any or all of the Services being provided hereunder to any new
facility(s) or relocate the personnel, equipment, and other resources used in providing
those Services. Flowbird may, in its sole discretion, make any changes to any Service,
consistent with Article 1 (“Scope of Work”) of this Contract, that it deems necessary or
useful to (i) maintain or enhance (a) the quality or delivery of Flowbird’ products or
services to its customers, (b) the competitive strength of, or market for, Flowbird’
products or services, (c) such Services’ cost efficiency or performance, or (ii) to comply

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with applicable law. Such changes should not materially reduce functionality, reporting
capability, security, interoperability, or service levels without prior written City approval.
v. Protection and Use of City Data. Flowbird will maintain administrative, physical, and
technical safeguards designed to protect the security, confidentiality, and integrity of City
Data, as described in the in this agreement. Those safeguards will include measures for
preventing access, use, modification, or disclosure of City Data by Flowbird personnel
except: (a) to provide the Services, prevent or address service or technical problems, or as
described herein; (b) as compelled by law in accordance with Section 6.3 (Compelled
Disclosure) below; or (c) as City expressly permits in writing. City shall protect and
maintain the confidentiality of any logins, passwords or other access credential supplied
by Flowbird for use with the Services. City is liable for all authorized uses of such
account credentials. The city is not responsible for unauthorized activity
B. Equipment
General. Contractor will provide the Equipment to City in exchange for the fees and expenses set
out therein. Risk of loss in and to the Equipment will transfer to City upon arrival at the location
specified by City in an Order, or if not specified therein, the location specified by the Transit
Director of Administration or Administrative Manager of the Transit Division in writing.
Installation. In exchange for the fees set out in the applicable Order, Contractor shall
assist City in installing the Equipment in its vehicle fleet based on the fleet descriptions
provided by City in an Order. If installation times are extended or Contractor is required
to make additional in-person trips to finish an installation for any reason additional fees
and expenses may apply subject to Article 3(C) below. City acknowledges that the
interior design of vehicles within a fleet may differ even among those vehicles with the
same make, model, and manufacturer, and City shall be responsible for identifying the
location for power, ground, and ignition sources for each component on each vehicle to
ensure proper installation connections.
Inspection; Payment is subject to the City’s inspection and acceptance of Contractor’s
deliverables as set forth in Article 3(D), below.
2. Standard of Performance; Licenses
A. The Contractor does hereby accept its designation as a professional service, rendering services related
to provide Farebox and Ticket Machine system and software for the City, as set forth in this Agreement.
The Contractor represents that Contractor possesses the personnel, experience, and knowledge necessary
to perform the services described under this Contract.
B. The Contractor agrees to obtain and maintain throughout the term of this Contract, all applicable
professional and business licenses required by law, for itself, its employees, agents, representatives, and
subcontractors.
3. Compensation

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A. Payment. The total compensation under this Agreement shall not exceed $1,302,133.52
including New Mexico gross receipts tax. This amount is a maximum and not a
guarantee that the work assigned to be performed by Contractor under this
Agreement shall equal the amount stated herein. The Parties do not intend for the
Contractor to continue to provide Services without compensation when the total
compensation amount is reached. Contractor is responsible for notifying the City
when the Services provided under this Agreement reach the total compensation
amount. In no event will the Contractor be paid for Services provided in excess of the
total compensation amount without this Agreement being amended in writing prior to
services, in excess of the total compensation amount being provided.
B. The City shall pay to the Contractor based upon fixed prices for each Deliverable item as
listed in Exhibit A.
C. The compensation represents a maximum amount. The Contractor must notify the City when the
Services provided under this Contract approach 90% of compensation total. Services rendered beyond the
maximum compensation amount will not be reimbursed unless the Contract is amended in writing prior
to the provision of such services.
D. Invoicing and Payment Terms Payment will be made upon the City's acceptance of deliverables and
receipt of a detailed, certified invoice from the Contractor. City’s acceptance shall be defined by the
Payment Milestones as stated below. If City does not provide acceptance within sixty (60) days following
receipt, acceptance shall be deemed approved. Payments will be sent to the Contractor’s designated
address. The City shall issue payment in accordance with the timelines required by law. Invoices must be
submitted no later than fifteen (15) days after the Contract’s termination. Late invoices will not be
processed or paid.
E. Payment Milestone Schedule for Implementation (One-Time Fees) (Exhibit B)
Milestone
#
Description of Deliverable /
Milestone
% of
Total
Payment
Amount
Cumulative
%
Cumulative
Total
1
Notice to Proceed (NTP) &
Project Mobilization: Contract
execution, project management
plan approval, and establishment
of the project schedule.
10% $96,745.31 10% $96,745.31
2
System Architecture & Final
Design Review (FDR) Approval:
Agency sign-off on the overall
ABT system design, UI/UX for
TVMs, and hardware placement
plans.
20% $193,490.63 30% $290,235.94

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3
ABT Back-Office Cloud
Provisioning & Core
Configuration: Stand-up of the
cloud environment, database
creation, and demonstration of
the core account-based ledger
rules.
15% $145,117.97 45% $435,353.91
4
Hardware Factory Acceptance
Testing (FAT): Successful
completion of FAT for the initial
batch of Axio Validators,
Strada/Astreo TVMs, and
Diamond Fareboxes.
15% $145,117.97 60% $580,471.88
5
Hardware Delivery to Agency
Site: Delivery and receipt of
Validators, Mobile Devices,
Fareboxes, TVMs, and Spare
Parts at the agency's facility.
20% $193,490.63 80% $773,962.51
6
System Integration Testing (SIT)
Approval: Successful lab
demonstration of the integrated
system.
10% $96,745.31 90% $870,707.82
7
Full Fleet & Station Installation
Complete: Completion of physical
installation (Validators, Front
Desk Mobiles, TVMs) across the
network.
5% $48,372.66 95% $919,080.48
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System Acceptance Testing
(SAT) & Revenue Service
Launch: Successful completion of
field testing, training, and
authorization to enter full revenue
service.
5% $48,372.66 100% $967,453.14
F. The Contractor will route all transactions, except open payment, through Wells Fargo
G. Notice of Extended Payment Provision For Grant Funded Contracts. This contract allows the
owner to make payment within 45 days after submission of an undisputed request for payment.
4. Term
THIS CONTRACT SHALL NOT BECOME EFFECTIVE UNTIL APPROVED BY THE CITY. This
Contract shall terminate four (4) years from the date of final signature unless terminated pursuant to paragraph
5 (Termination) and paragraph 6 (Appropriations).
5. Termination
A. Grounds. The City may terminate this Contract for convenience or cause. For contracts within
their authority, the City Manager or their designee is authorized to provide the notice of termination,
otherwise such notice of termination shall be provided by the Mayor or their designee as authorized by
the Governing Body. The Contractor may only terminate this Contract based upon the City’s uncured,
material breach of this Contract.

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B. Notice; City Opportunity to Cure.
1) The City shall give Contractor written notice of termination at least thirty (30) days prior
to the intended date of termination.
2) Contractor shall give City written notice of termination at least thirty (30) days prior to
the intended date of termination, which notice shall (i) identify all the City’s material breaches of
this Contract upon which the termination is based and (ii) state what the City must do to cure
such material breaches. Contractor’s notice of termination shall only be effective (i) if the City
does not cure all material breaches within the thirty (30) day notice period or (ii) in the case of
material breaches that cannot be cured within thirty (30) days, the City does not, within the thirty
(30) day notice period, notify the Contractor of its intent to cure and begin with due diligence to
cure the material breach.
3) Notwithstanding the foregoing, this Contract may be terminated immediately upon
written notice to the Contractor (i) if the Contractor becomes unable to perform the services
contracted for, as determined by the City; (ii) if, during the term of this Contract, the Contractor
is suspended or debarred by the City; or (iii) the Contract is terminated pursuant to Paragraph 6,
“Appropriations”, of this Contract.
C. Liability. Except as otherwise expressly allowed or provided under this Contract, the City’s sole
liability upon termination shall be to pay for work performed prior to the Contractor’s receipt or
issuance of a notice of termination; provided, however, that a notice of termination shall not nullify or
otherwise affect either party’s liability for pre-termination defaults under or breaches of this Agreement.
The Contractor shall submit an invoice for such work within thirty (30) days of receiving or sending the
notice of termination. THIS PROVISION IS NOT EXCLUSIVE AND DOES NOT WAIVE THE CITY’S
OTHER LEGAL RIGHTS AND REMEDIES CAUSED BY THE CONTRACTOR'S DEFAULT/BREACH
OF THIS CONTRACT.
6. Appropriations
The terms of this Contract are contingent upon sufficient appropriations and authorization being made by
the Governing Body for the performance of this Contract. If sufficient appropriations and authorization are not
made by the Governing Body, this Contract shall terminate immediately upon written notice being given by the
City to the Contractor. The City's decision as to whether sufficient appropriations are available shall be accepted
by the Contractor and shall be final. If the City proposes an amendment to the Contract to unilaterally reduce
funding, the Contractor shall have the option to terminate the Contract or to agree to the reduced funding, within
thirty (30) days of receipt of the proposed amendment.
7. Status of Contractor
The Contractor and its agents and employees are independent contractors performing professional services
for the City and are not employees of the City. The Contractor and its agents and employees shall not accrue
leave, retirement, insurance, bonding, use of City vehicles, or any other benefits afforded to employees of the
City as a result of this Contract. The Contractor acknowledges that all sums received hereunder are reportable by
the Contractor for tax purposes, including without limitation, self-employment and business income tax. The
Contractor agrees not to purport to bind the City unless the Contractor has express written authority to do so, and
then only within the strict limits of that authority.
8. Assignment
The Contractor shall not assign or transfer any interest in this Contract or assign any claims for money
due or to become due under this Contract without the prior written approval of the City.

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9. Subcontracting
The Contractor shall not subcontract any portion of the services to be performed under this Contract
without the prior written approval of the City. City acknowledges that installation services may be
subcontracted. No such subcontract shall relieve the primary Contractor from its obligations and liabilities
under this Contract, nor shall any subcontract obligate direct payment from the City.
10. Release
Final payment of the amounts due under this Contract shall operate as a release of the City, its officers
and employees from all liabilities, claims and obligations whatsoever arising from or under this Contract.
11. Confidentiality
Any confidential information provided to or developed by the Contractor in the performance of this
Contract shall be kept confidential and shall not be made available to any individual or organization by the
Contractor without the prior written approval of the City.
12. Product of Service -- Copyright
All materials developed or acquired by the Contractor under this Contract shall become the property of
the City and shall be delivered to the City no later than the termination date of this Contract. For the avoidance
of doubt, the hardware as referenced in this agreement shall be owned by the City with all software remaining
under the ownership of Contractor. Nothing developed or produced, in whole or in part, by the Contractor under
this Contract shall be the subject of an application for copyright or other claim of ownership by or on behalf of
the Contractor.
13. Conflict of Interest; Governmental Conduct Act
A. The Contractor represents and warrants that it presently has no interest and, during the term of this
Contract, shall not acquire any interest, direct or indirect, which would conflict in any manner or degree
with the performance or services required under the Contract.
B. The Contractor further represents and warrants that it has complied with, and, during the term of
this Contract, will continue to comply with, and that this Contract complies with all applicable provisions
of the Governmental Conduct Act, Chapter 10, Article 16 NMSA 1978.
C. Contractor’s representations and warranties in Paragraphs A and B of this Article are material
representations of fact upon which the City relied when this Contract was entered into by the parties.
Contractor shall provide immediate written notice to the City if, at any time during the term of this
Contract, Contractor learns that Contractor’s representations and warranties in Paragraphs A and B of this
Article were erroneous on the effective date of this Contract or have become erroneous by reason of new
or changed circumstances. If it is later determined that Contractor’s representations and warranties in
Paragraphs A and B of this Article were erroneous on the effective date of this Contract or have become
erroneous by reason of new or changed circumstances, in addition to other remedies available to the City
and notwithstanding anything in the Contract to the contrary, the City may immediately terminate the
Contract.
D. All terms defined in the Governmental Conduct Act have the same meaning in this section.
14. Amendment

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A. This Contract shall not be altered, changed, or amended except by instrument in writing executed
by the parties hereto and all other required signatories.
B. If the City proposes an amendment to the Contract to unilaterally reduce funding due to budget or
other considerations, the Contractor shall, within thirty (30) days of receipt of the proposed Amendment,
have the option to terminate the Contract, pursuant to the termination provisions as set forth in Article 4
herein, or to agree to the reduced funding.
15. Entire Agreement.
This Contract, together with any other documents incorporated herein by reference and all related Exhibits
and Schedules constitutes the sole and entire agreement of the Parties with respect to the subject matter of this
Contract, and supersedes all prior and contemporaneous understandings, agreements, representations, and
warranties, both written and oral, with respect to the subject matter. In the event of any inconsistency between
the statements in the body of this Contract, and the related Exhibits and Schedules, the statements in the body of
this Contract shall control.
16. Merger
This Contract incorporates all the Agreements, covenants and understandings between the parties hereto
concerning the subject matter hereof, and all such covenants, agreements, and understandings have been merged
into this written contract.
Cooperative 13-1-135
This Contract is issued against the Omnia Partners Master Agreement Region 14 Contract number
158971, established and maintained by Omnia and through this language hereby incorporates this Contract by
reference and is included in the order of precedence.
No prior Agreement or understanding, oral or otherwise, of the parties or their agents shall be valid or
enforceable unless embodied in this Contract.
17. Penalties for violation of law
NMSA 1978, sections 13-1-28 through 13-1-199, imposes civil and criminal penalties for its violation. In
addition, the New Mexico criminal statutes impose felony penalties for illegal bribes, gratuities, and kickbacks.
18. Equal Opportunity Compliance
The Contractor agrees to abide by all federal and state laws and rules and regulations, and Santa Fe City
Code, pertaining to equal employment opportunity. In accordance with all such laws of the State of New Mexico,
the Contractor assures that no person in the United States shall, on the grounds of race, religion, color, national
origin, ancestry, sex, age, physical or mental handicap, or serious medical condition, spousal affiliation, sexual
orientation or gender identity, be excluded from employment with or participation in, be denied the benefits of,
or be otherwise subjected to discrimination under any program or activity performed under this Contract. If
Contractor is found not to be in compliance with these requirements during the life of this Contract, Contractor
agrees to take appropriate steps to correct these deficiencies.
19. Applicable Law
The laws of the State of New Mexico shall govern this Contract, without giving effect to its choice of law
provisions. Venue shall be proper only in a New Mexico court of competent jurisdiction in accordance with

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NMSA 1978, section 38-3-2. By execution of this Contract, Contractor acknowledges and agrees to the
jurisdiction of the courts of the State of New Mexico over any and all lawsuits arising under or out of any term
of this Contract.
20. Workers Compensation
The Contractor agrees to comply with state laws and rules applicable to workers compensation benefits
for its employees. If the Contractor fails to comply with the Workers Compensation Act and applicable rules
when required to do so, this Contract may be terminated by the City.
21. Professional Liability Insurance
Contractor shall maintain professional liability insurance throughout the term of this Contract providing a
minimum coverage in the amount required under the New Mexico Tort Claims Act. The Contractor shall furnish
the City with proof of insurance of Contractor's compliance with the provisions of this section as a condition prior
to performing services under this Contract.
22. Other Insurance
If the services contemplated under this Contract will be performed on or in City facilities or property,
Contractor shall maintain in force during the entire term of this Contract, the following insurance coverage(s),
naming the City as additional insured.
A. Commercial General Liability insurance shall be written on an occurrence basis and be as
broad as ISO Form CG 00 01 with limits not less than $2,000,000 per occurrence and $2,000,000 in the
aggregate for claims against bodily injury, personal and advertising injury, and property damage. Said
policy shall include broad form Contractual Liability coverage and be endorsed to name the City of
Santa Fe their officials, officers, employees, and agents as additional insureds.
B. Broader Coverage and Limits. The insurance requirements under this Contract shall be the
greater of (1) the minimum coverage and limits specified in this Contract, or (2) the broader coverage
and maximum limits of coverage of any insurance policy or proceeds available to the Named Insured. It
is agreed that these insurance requirements shall not in any way act to reduce coverage that is broader or
that includes higher limits than the minimums required herein. No representation is made that the
minimum insurance requirements of this Contract are sufficient to cover the obligations of Contractor
hereunder.
C. Contractor shall maintain the above insurance for the term of this Contract and name the City as
an additional insured and provide for 30 days cancellation notice on any Certificate of Insurance form
furnished by Contractor. Such certificate shall also specifically state the coverage provided under the
policy is primary over any other valid and collectible insurance and provide a waiver of subrogation.
23. Records and Financial Audit
The Contractor shall maintain detailed time and expenditure records that indicate the date; time, nature
and cost of services rendered during the Contract’s term and effect and retain them for a period of three (3) years
from the date of final payment under this Contract. The records shall be subject to inspection by the City. The
City shall have the right to audit billings both before and after payment. Payment under this Contract shall not
foreclose the right of the City to recover excessive or illegal payments.
24. Indemnification

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The Contractor shall defend, indemnify and hold harmless the City from all actions, proceeding, claims,
demands, costs, damages, attorneys’ fees and all other liabilities and expenses of any kind from any source which
may arise out of the performance of this Contract, caused by the negligent act or failure to act of the Contractor,
its officers, employees, servants, subcontractors or agents, or if caused by the actions of any client of the
Contractor resulting in injury or damage to persons or property during the time when the Contractor or any officer,
agent, employee, servant or subcontractor thereof has or is performing services pursuant to this Contract. If any
action, suit or proceeding related to the services performed by the Contractor or any officer, agent, employee,
servant or subcontractor under this Contract is brought against the Contractor, the Contractor shall, as soon as
practicable but no later than two (2) days after it receives notice thereof, notify the legal counsel of the City.
25. New Mexico Tort Claims Act
Any liability incurred by the City of Santa Fe in connection with this Contract is subject to the immunities
and limitations of the New Mexico Tort Claims Act, Section 41-4-1, et. seq. NMSA 1978, as amended. The City
and its “public employees” as defined in the New Mexico Tort Claims Act, do not waive sovereign immunity, do
not waive any defense and do not waive any limitation of liability pursuant to law. No provision in this Contract
modifies or waives any provision of the New Mexico Tort Claims Act.
26. Invalid Term or Condition
If any term or condition of this Contract shall be held invalid or unenforceable, the remainder of this
Contract shall not be affected and shall be valid and enforceable.
27. Enforcement of Contract
A party's failure to require strict performance of any provision of this Contract shall not waive or diminish
that party's right thereafter to demand strict compliance with that or any other provision. No waiver by a party of
any of its rights under this Contract shall be effective unless express and in writing, and no effective waiver by a
party of any of its rights shall be effective to waive any other rights.
28. Notices
Any notice required to be given to either party by this Contract shall be in writing and shall be delivered
in person, by courier service or by U.S. mail, either first class or certified, return receipt requested, postage
prepaid, as follows:
To the City: Gabrielle Chavez, 2931 Rufina Street Santa Fe NM 87507
gnchavez@santafenm.gov
29. Authority
To the Contractor: Arthur Rader, 40 Twosome Dr Ste 7 Moorestown NJ 08057
Arthur.Rader@Arrive.com
If Contractor is other than a natural person, the individual(s) signing this Contract on behalf of Contractor
represents and warrants that he or she has the power and authority to bind Contractor, and that no further action,
resolution, or approval from Contractor is necessary to enter a binding contract.
30. Non-Collusion
In signing this Contract, the Contractor certifies the Contractor has not, either directly or indirectly, entered
into action in restraint of free competitive bidding in connection with this offer submitted to the City’s Chief
Procurement Officer.

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31. Default/Breach
In case of Default and/or Breach by the Contractor, for any reason whatsoever, the City may procure the
goods or services from another source and hold the Contractor responsible for any resulting excess costs and/or
damages, including but not limited to, direct damages, indirect damages, consequential damages, special damages,
and the City may also seek all other remedies under the terms of this Contractor and under law or equity.
32. Equitable Remedies
The Contractor acknowledges that its failure to comply with any provision of this Contractor will cause
the City irrevocable harm and that a remedy at law for such a failure would be an inadequate remedy for the City,
and the Contractor consents to the City ’s obtaining from a court of competent jurisdiction, specific performance,
or injunction, or any other equitable relief in order to enforce such compliance. The City’s rights to obtain
equitable relief pursuant to this Contractor shall be in addition to, and not in lieu of, any other remedy that the
City may have under applicable law, including, but not limited to, monetary damages.
33. Default and Force Majeure
The City reserves the right to cancel all, or any part of any orders placed under this Contract without cost
to the City, if the Contractor fails to meet the provisions of this Contract and, except as otherwise provided herein,
to hold the Contractor liable for any excess cost occasioned by the City due to the Contractor's default. The
Contractor shall not be liable for any excess costs if failure to perform the order arises out of causes beyond the
control and without the fault or negligence of the Contractor; such causes include, but are not restricted to, acts
of God or the public enemy, acts of the State or Federal Government, fires, floods, epidemics, quarantine
restrictions, strikes, freight embargoes, unusually severe weather and defaults of subcontractors due to any of the
above, unless the City shall determine that the supplies or services to be furnished by the subcontractor were
obtainable from other sources in sufficient time to permit the Contractor to meet the required delivery scheduled.
The rights and remedies of the City provided in this Clause shall not be exclusive and are in addition to any other
rights now being provided by law or under this Contract.
[SIGNATURE PAGE TO FOLLOW]

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IN WITNESS WHEREOF, the Parties have executed this Contract as of the date of the signature by the required
approval authorities below.
CITY OF SANTA FE: CONTRACTOR:
FLOWBIRD AMERICA INC.
MICHAEL GARCIA, MAYOR ARTHUR RADER, SENIOR VICE PRESIDENT
07/24/2026
ATTEST:
GERALYN CARDENAS, CITY CLERK
CITY ATTORNEY’S OFFICE:
KEVIN L. NAULT
KEVIN L. NAULT (Jul 24, 2026 11:28:11 MDT)
KEVIN NAULT, ASSISTANT CITY ATTORNEY
APPROVED FOR FINANCES:
MONICA MAESTAS, FINANCE DIRECTOR
DATE:

Service Level Agreement - City of Santa Fe / Flowbird America, Inc.
Page 1
Exhibit A
Service Level Agreement
Fare Collection Platform and Supporting Services
BETWEEN
Flowbird America, Inc.
40 Twosome Dr.
Moorestown, NJ 08057 USA
Hereafter designated by “Flowbird” or the “Service Provider”,
The first contracting party,
AND
City of Santa Fe, New Mexico
Hereafter designated by the “Customer”, or “City”
The other contracting party,
Individually referred to as “Party” and collectively referred to as “Parties”.

Service Level Agreement - City of Santa Fe / Flowbird America, Inc.
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Table of Contents
Table of Contents ....................................................................................................................................................... 2
Preamble...................................................................................................................................................................... 4
Article 1. Definitions .................................................................................................................................................... 4
1.1 Acquirer ............................................................................................................................................................. 4
1.2 BIN or Bank Identification Number or IIN or Issuer Identification Numbers............................................. 4
1.3 Payment Card ................................................................................................................................................... 4
1.4 Agreement......................................................................................................................................................... 4
1.5 Documentation ................................................................................................................................................. 4
1.6 Operator ............................................................................................................................................................ 4
1.7 EMV (Europay Mastercard Visa) ................................................................................................................... 5
1.8 Equipment ......................................................................................................................................................... 5
1.9 Technical Defect .............................................................................................................................................. 5
1.10 Blocking Technical Defect ............................................................................................................................ 5
1.11 Major Technical Defect ................................................................................................................................. 5
1.12 Minor Technical Defect ................................................................................................................................. 5
1.13 Software .......................................................................................................................................................... 5
1.14 Update and/or Correction ............................................................................................................................. 5
1.15 Maintenance Operation.................................................................................................................................6
1.16 PAN or Primary Account Number ................................................................................................................ 6
1.17 Provision of Services ..................................................................................................................................... 6
1.18 Scheme ........................................................................................................................................................... 6
1.19 Services........................................................................................................................................................... 6
1.20 Back-Office Services ..................................................................................................................................... 6
1.21 Platform (Fare Collection Platform) ............................................................................................................ 6
1.22 Tap ................................................................................................................................................................... 6
1.23 Transit Rider ................................................................................................................................................... 6
1.24 User ................................................................................................................................................................. 6
Article 2. Term ........................................................................................................ Error! Bookmark not defined.
Article 3. Parties' Obligations .................................................................................................................................... 7
3.1 Collaboration ..................................................................................................................................................... 7
3.2 Flowbird's Obligations...................................................................................................................................... 7
3.3 Customer's Obligations ................................................................................................................................... 7
3.4 Customer Operational Responsibilities ......................................................................................................... 8
Article 4. Access to the Platform and Services ....................................................................................................... 9
4.1 Access Terms ................................................................................................................................................... 9
4.2 Credential Confidentiality ................................................................................................................................ 9
Article 5. Software Updates....................................................................................................................................... 9

Service Level Agreement - City of Santa Fe / Flowbird America, Inc.
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Article 6. Operational Support...................................................................................................................................9
Article 7. Help Desk, Incident Management, and Platform Monitoring................................................................ 9
7.1 Help Desk Access ............................................................................................................................................ 9
7.2 Help Desk Hours of Operation .....................................................................................................................10
7.3 Incident Severity Classification and Response Times ..............................................................................10
7.4 Escalation ........................................................................................................................................................11
7.5 Reclassification...............................................................................................................................................11
7.6 Planned Maintenance ....................................................................................................................................11
7.7 Platform Monitoring........................................................................................................................................ 11
7.8 Customer Prerequisites for Support Requests ..........................................................................................12
7.9 Relationship to Platform Availability and Performance Standards ..........................................................12
Article 8. Personal Data ...........................................................................................................................................12
8.1 Applicable Law ...............................................................................................................................................12
8.2 Data Processing Obligations ........................................................................................................................13
8.3 Sub-Processors .............................................................................................................................................. 13
8.4 Customer's Obligations .................................................................................................................................13
8.5 Fate of Personal Data on Termination ........................................................................................................14
8.6 Privacy Contacts ............................................................................................................................................14
Article 9. Equipment Warranty ................................................................................................................................14
9.1 Scope of Warranty .........................................................................................................................................14
9.2 Warranty Period and Remedy ......................................................................................................................14
9.3 Warranty Return Process..............................................................................................................................14
9.4 Conditions for Warranty Coverage ..............................................................................................................15
9.5 Warranty Exclusions ......................................................................................................................................15
9.6 Post-Warranty Maintenance .........................................................................................................................15
Article 4. Fees, Invoicing, and Payment ................................................................................................................15
10.1 Invoicing ........................................................................................................................................................15
10.2 Payment Terms and Remedies for Non-Payment ..................................................................................15
Article 5. Transition Assistance and Data Return ................................................................................................16
11.1 Return of Flowbird's Confidential Materials ..............................................................................................16
11.2 Customer Data Export.................................................................................................................................16
11.3 Transition Assistance ..................................................................................................................................16
11.4 Cooperation ..................................................................................................................................................17
Annex 1. Service Levels and Support....................................................................................................................17
1.1 Platform Availability........................................................................................................................................17
1.2 Availability Penalties ......................................................................................................................................17
1.3 Validator Operational Availability ................................................................................................................. 17
1.4 Ticket Vending Machine Operational Availability.......................................................................................17
1.5 Mobile Ticketing App Operational Availability ............................................................................................18

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1.6 Data Reporting Commitments ......................................................................................................................18
1.7 Included Support ............................................................................................................................................18
1.8 Tariffs ...............................................................................................................................................................18
1.9 Operating Assistance Services ....................................................................................................................18
Preamble
Flowbird has developed its Fare Collection Platform (the "Platform"), which enables transit riders to pay
for public transportation services using contactless payment cards, mobile wallets, ticket vending
machines, and mobile ticketing applications.
In consideration of the mutual obligations set forth in this Agreement, the Parties agree as follows:
Article 1. Definitions
1.1 Acquirer
"Acquirer" means any payment service provider responsible for acquiring payment card transaction flows
on behalf of the City
1.2 BIN or Bank Identification Number or IIN or Issuer Identification Numbers
"BIN" means the leading digits of a Payment Card number that identify the Scheme, the card issuer, and
the card program. The Platform supports BIN range inclusion and exclusion, managed at the back-office
software level and configurable by City.
1.3 Payment Card
"Payment Card" means a contactless payment card equipped with EMV NFC technology, without offline
data authentication (ODA), that complies with the applicable Scheme rules and is identified by Flowbird
as supported by the Platform. The Platform accepts the following Payment Cards: Visa, Mastercard,
American Express, and Discover (including debit, credit, corporate, business, and prepaid variants), as
well as digital credentials presented through Apple Pay, Google Pay, and Samsung Pay mobile wallets.
For Payment Cards to function on the Platform, the applicable Operator must accept them under its
agreement with the Acquirer.
1.4 Agreement
"Agreement" means the contractual documents described herein and including the Professional Services
Agreement between the Parties.
1.5 Documentation
“Documentation" means the reference materials listed herein that describe the operation and expected
behavior of the Platform.
1.6 Operator
"Operator" means the entity responsible for operating a public transit network, which may be the
Customer itself or an entity to which the Customer has delegated management of its transit network.
Where a Participating Agency enters into its own agreement with Flowbird, that agreement shall
incorporate the terms of this Agreement by reference, together with agency-specific annexes.

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1.7 EMV (Europay Mastercard Visa)
"EMV" means the global interoperability standard for payment card transactions developed and
maintained by Mastercard, Visa, and other members of EMVCo. EMV technology enables secure,
cryptographically authenticated exchanges between Payment Cards and Equipment.
1.8 Equipment
"Equipment" means the contactless EMV validators, ticket vending machines, point of sales devices, and
associated hardware that enable transit rider identification, fare validation, and payment card acceptance.
The Equipment described herein is a prerequisite for implementing the Platform and may be ordered by
the Customer under this Agreement.
1.9 Technical Defect
"Technical Defect" means any non-conformity of the Platform or the Equipment with the Documentation
that is attributable to Flowbird.
1.10 Blocking Technical Defect
"Blocking Technical Defect" means any Technical Defect attributable to Flowbird that creates a total
inability to perform any of the following functions, with no available workaround:
• Use of critical functionality (contactless payment validation) on more than 50% of the deployed fleet;
• Total unavailability of access to the After-Sales Service portal or the transit rider and operator service
portals; or
• A Technical Defect that creates a security vulnerability or a safety risk for transit riders or transit
agency staff.
1.11 Major Technical Defect
"Major Technical Defect" means any of the following:
• A Blocking Technical Defect for which a workaround solution is available;
• A Technical Defect that creates an inability, without a workaround, to use all non-critical Platform
functionality for more than 20% of the fleet; or
• Unavailability of a critical function of the After-Sales Service portal or the transit rider or operator
portal (including viewing trip and payment history or submitting refund or debt collection requests).
1.12 Minor Technical Defect
"Minor Technical Defect" means any Technical Defect that does not qualify as a Blocking Technical
Defect or a Major Technical Defect.
1.13 Software
"Software" means all computer programs made available by Flowbird under this Agreement, including the
Fare Collection Platform back-office system, fare calculation engine, mobile ticketing application (iOS and
Android), reporting and analytics dashboards, customer-facing web portal, and any software embedded
in the Equipment. Software may be delivered in SaaS mode or in embedded mode within the Equipment.
1.14 Update and/or Correction
"Update" or "Correction" means:
• For SaaS-mode Software: any new version, update, patch, or Technical Defect correction deployed
by Flowbird to the hosted Software; or
• For Software embedded in Equipment: any new version, update, or Technical Defect correction
delivered by Flowbird for deployment by the Customer. The Customer shall deploy all such Updates
and Corrections promptly and in accordance with this Agreement. Flowbird shall be released from

Service Level Agreement - City of Santa Fe / Flowbird America, Inc.
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liability for any non-conformity attributable to the Customer's failure to deploy Updates or Corrections
in a timely manner; or
• For Equipment: any hardware correction required to address a Technical Defect.
Updates and Corrections may be performed during Maintenance Operations.
1.15 Maintenance Operation
"Maintenance Operation" means any scheduled activity required to maintain the Platform and Services in
operational condition. Services may be temporarily suspended during Maintenance Operations.
1.16 PAN or Primary Account Number
"PAN" means the full 16- or 19-digit number printed on or encoded in a payment card.
1.17 Provision of Services
"Provision of Services" means the activities performed by Flowbird under this Agreement in exchange for
the Customer's payment of the applicable fees.
1.18 Scheme
"Scheme" means an international payment card network or system (e.g., Visa, Mastercard) that defines
rules governing open-loop contactless payment transactions, including those applicable to the Platform.
1.19 Services
"Services" means all services made available by Flowbird and hosted by Flowbird as described herein, to
which the Customer has subscribed under this Agreement. The Customer shall pay all applicable fees on
time.
1.20 Back-Office Services
"Back-Office Services" means the core services of the Platform described in the Agreement, operated
and hosted by Flowbird, including the ticketing and payment processing functions.
1.21 Platform (Fare Collection Platform)
"Platform" means the integrated solution provided by Flowbird under this Agreement. The Platform
enables transit rider payment and identification across the Customer's transit network, in accordance with
applicable Scheme rules, and includes access to the Services (including Back-Office Services), the
mobile ticketing application, and, where applicable, the Equipment.
1.22 Tap
"Tap" means a secure, cryptographically authenticated interaction between a Payment Card or mobile
wallet credential and the Equipment reader using EMV NFC technology.
1.23 Transit Rider
"Transit Rider" means any member of the public who uses the transit network and the Platform to pay
fares.
1.24 User
"User" means any individual authorized by the Customer to access the Platform's administrative,
reporting, or configuration functions.

Service Level Agreement - City of Santa Fe / Flowbird America, Inc.
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Article 3. Parties' Obligations
3.1 Collaboration
The Parties acknowledge that successful implementation of the Platform and delivery of the Equipment,
Services, and Provision of Services under this Agreement requires active and ongoing collaboration.
Each Party shall designate a primary contact person responsible for the performance of this Agreement
and for representing that Party to the other. Each Party shall notify the other in writing promptly upon any
change in its designated contact person.
The Customer shall provide Flowbird, in a timely manner, with all documents, data, and information — as
updated and validated between the Parties — that Flowbird reasonably requires to fulfill its obligations
under this Agreement.
3.2 Flowbird's Obligations
Flowbird shall provide all resources necessary to implement the Platform and make it accessible to the
Customer as described herein. In addition, Flowbird shall:
• Deploy and maintain the mobile ticketing application on the Apple App Store and Google Play Store.
• Deliver, install, test, and make ready for service the Platform, including validators, ticket vending
machines, and fareboxes.
• Provide up to 30 hours of training, delivered on-site or remotely;
• Provide a suite of digital marketing assets, including customizable graphics for use on agency
websites and social media;
• Host all Platform infrastructure on U.S.-based cloud servers with failover and mirror sites;
• Provide real-time or near real-time transaction data visibility through the back-office reporting
dashboard;
• Provide all Software updates — including updates required by regulatory or normative changes — at
no additional cost throughout the term of this Agreement.
• Convene regular service review meetings with City at a frequency to be mutually agreed by the
Parties — but no less than quarterly - to review Platform performance, outstanding support requests,
upcoming maintenance, and any proposed platform modifications. Meeting format (in-person,
telephone, or videoconference) and agenda shall be agreed by the Parties.
Flowbird shall also maintain regular backups of the Platform. The Customer is responsible for retaining its
own copies of any data it submits to Flowbird.
Flowbird may perform maintenance interventions on the Platform without prior notice to the Customer, to
the extent necessary to maintain the Platform in operational condition. Flowbird shall not perform
maintenance that results in a service interruption of more than 30 minutes without providing prior notice
to the City, except when responding to a security emergency.
The Customer is responsible for deploying all Corrections and Software Updates delivered for
embedded-mode installation on the Equipment and shall do so promptly and in accordance with any
timelines specified by Flowbird. Flowbird is released from liability for any non-conformity attributable to
the Customer's failure to deploy such Corrections or Updates in a timely manner.
The Platform and Services may be temporarily suspended without Flowbird's liability in the following
circumstances: scheduled Maintenance Operations, communications or network interruptions not
attributable to Flowbird, or other events beyond Flowbird's reasonable control. The Contractor shall
ensure that offline validation functionality remains available and fully operational at all times, including
during network outages, and service disruptions. Flowbird is not responsible for any impact such
suspensions may have on the Customer's operations.
3.3 Customer's Obligations
The Customer shall:

Service Level Agreement - City of Santa Fe / Flowbird America, Inc.
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• Comply with all of its obligations under this Agreement. Flowbird shall not be liable for any failure to
perform that is directly caused by the Customer's non-compliance with its obligations;
• Provide Flowbird, in a timely manner, with all information, documentation, and resources necessary
for Flowbird to fulfill its obligations under this Agreement;
• Use and operate the Equipment and Software under normal operating conditions and in accordance
with the Documentation and any instructions or recommendations provided by Flowbird. Flowbird
shall not be liable for any malfunction or non-conformance of the Platform caused by the Customer's
or a third party's use of software not delivered or approved by Flowbird;
• Ensure the proper operation and maintenance of the Equipment, including power supplies and
telecommunications connections, and deploy all Corrections and Updates promptly within the
timelines prescribed by Flowbird, and perform preventive maintenance of the Equipment;
• Notify Flowbird promptly of any modification, event, or circumstance that has or may have an impact
on the operation of the Platform;
• Obtain Flowbird's prior written approval before making any change that may affect the proper
functioning of the Platform, including, without limitation: installing software on Equipment that was not
delivered by Flowbird; modifying the network or telecommunications infrastructure used to connect
Equipment to the Back-Office Services; or changing the means of communication between any transit
agency location and the Back-Office Services;
• Provide Flowbird with access to relevant sites, facilities, Equipment, and Software as reasonably
required for Flowbird to perform its obligations, including for remote connections;
• Respond to Flowbird's requests within timeframes that allow Flowbird to meet its own obligations
under this Agreement;
• Ensure that onboard routers on buses are operational and have available ethernet ports for validator
connection prior to installation;
• Pay all fees owed to Flowbird on time, in accordance with Article 4. The Customer's obligation to pay
fees is a material obligation of this Agreement.
The Customer retains ownership of all transaction-level data and derived analytics generated through its
use of the Platform. The Customer further retains ownership of all activity records data, fare policy data,
user data, reporting data, and historical transaction data. The Customer shall comply with all applicable
federal and state data retention requirements, including the retention of all records for a minimum of three
(3) years following the termination or expiration of this Agreement.
3.4 Customer Operational Responsibilities
• City shall designate one primary and one alternate technical contact for Platform support and
communicate those contacts to Flowbird in writing. Changes to contacts shall be communicated
promptly.
• City shall ensure that staff accessing Platform administrative functions have completed Flowbird's
training program.
• City shall attempt to resolve Tier 3 and Tier 4 issues using Flowbird's Documentation and training
materials before escalating to the Help Desk.
• City shall provide all information reasonably required by Flowbird to process a support request when
submitting the request.
• City shall maintain the confidentiality and security of all Platform credentials, including usernames
and passwords, and shall promptly notify Flowbird of any suspected credential compromise.
• City shall administer user access to the Platform back-office, including creating, modifying, and
deactivating user accounts.
• As Merchant of Record for its own payment transactions, City shall: (a) apply Flowbird-issued security
patches to all Equipment within the timelines specified by Flowbird; (b) never store sensitive
cardholder data — including full card numbers or card verification codes — on any medium; (c)
protect all Platform credentials and change them regularly; and (d) maintain appropriate IT security
controls for all systems that connect to or interface with the Platform

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Article 4. Access to the Platform and Services
4.1 Access Terms
The Customer and, at the Customer's request, its Operator may access the Platform's reporting and
configuration functions. The Customer may access the Platform at any time, except during Maintenance
Operations or interruptions not attributable to Flowbird.
The Platform may be accessed from any standard device, including computers, tablets, and
smartphones.
Flowbird will provide the Customer's designated administrator with administrator credentials and access
codes. The administrator may then create and distribute individual account credentials to authorized
Users. Each User must have unique credentials.
4.2 Credential Confidentiality
User credentials — including usernames and passwords — are personal and confidential. Credentials
may be changed at the initiative of the User or the administrator. The Customer shall take all reasonable
measures to keep credentials confidential and shall not disclose them in any form.
The Customer and each User are fully responsible for all use of their credentials and for the safekeeping
of their access information. The Customer shall ensure that no unauthorized person gains access to the
Platform or Services. The Customer is responsible for the security of all individual access points to the
Platform and Services. If the Customer becomes aware that an unauthorized person is accessing the
Platform, the Customer shall notify Flowbird immediately and confirm that notification in writing.
Article 5. Software Updates
Flowbird shall provide all Software updates — including updates required to comply with normative or
regulatory changes — at no additional cost to the Customer throughout the term of this Agreement.
Where Flowbird proposes to make any material modification to the Platform's functionality, user interface,
or back-office features — including modifications made at Flowbird's own initiative to improve
performance or correct errors — Flowbird shall notify City by email before implementing such
modification. For modifications that materially affect City's operations or require City action (such as
retraining), Flowbird shall provide not less than fourteen (14) days' advance notice.
Article 6. Operational Support
Upon the Customer's request, Flowbird will provide operational support and assistance under the
Operating Assistance Services described herein
Article 7. Help Desk, Incident Management, and Platform Monitoring
7.1 Help Desk Access
The Flowbird Help Desk is the primary point of contact for City when technical support is required for the
Platform, Software, or Equipment. Support is available through the following channel:
• Email: US-Support@Arrive.com
Support requests submitted through any of these channels are assigned a unique tracking number. City
shall retain that tracking number for all subsequent communications related to the same issue. Flowbird
shall maintain a complete log of all support requests, documenting the nature of the request, the relevant
Platform or Equipment environment, the Customer contact, and the resolution. This log shall be made
available to City upon written request.

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7.2 Help Desk Hours of Operation
Flowbird's Help Desk operates during the following hours:
Standard Hours: Monday through Friday, 8:00 a.m. to 8:00 p.m. Eastern Time, excluding federal public
holidays and Flowbird-published company holidays.
Flowbird shall publish its company holiday schedule to City annually no later than December 1 of the
preceding year.
7.3 Incident Severity Classification and Response Times
Upon receipt of a support request, Flowbird's Help Desk will assess the severity of the reported issue and
assign one of the following severity tiers. Response time commitments run from the time Flowbird
becomes aware of the issue — whether through Customer notification or Flowbird's own monitoring
systems.
Tier 1 — Critical
A Tier 1 incident is one that renders the Platform entirely unavailable or that prevents the use of core
contactless payment validation functionality on more than 50% of the deployed fleet, with no available
workaround. A Tier 1 incident also includes any incident that creates a security vulnerability in the
Platform or poses a safety risk to Transit Riders or transit agency staff. Tier 1 incidents correspond to a
Blocking Technical Defect as defined in Article 1.10.
• Response time: Flowbird will acknowledge the incident and assign a dedicated support resource
within four (4) hours
• Resolution or action plan: Flowbird will restore basic Platform functionality or communicate a written
action plan for resolution with an estimated timeline, within four (4) hours of acknowledgment.
Tier 2 — Major
A Tier 2 incident is one that significantly degrades Platform functionality but does not meet the threshold
for Tier 1. Examples include: the back-office reporting or administrative portal being unavailable or
materially impaired; validator operational availability falling below 99.5% during the service day; loss of
access to critical Portal functions such as payment history, fare management, or refund processing; or a
significant data reporting error affecting settlement. Tier 2 incidents correspond to a Major Technical
Defect as defined in Article 1.11.
• Response time (during Standard Hours): Flowbird will acknowledge the incident and assign a support
resource within four (4) hours.
• Response time (outside Standard Hours): Flowbird will acknowledge and assign a support resource
within four (4) hours of the opening of the next Standard Hours period.
• Resolution or action plan: Flowbird will restore affected functionality or communicate a written action
plan with an estimated timeline, within eight (8) business hours of acknowledgment.
Tier 3 — Minor
A Tier 3 incident is one that causes a loss or modification of non-critical information or non-material
Platform functionality, with limited impact on the Customer's operations. Examples include minor
reporting discrepancies; non-critical back-office display errors; single-validator malfunctions not affecting
fleet-wide operations; or low-priority configuration questions. Tier 3 incidents correspond to a Minor
Technical Defect as defined in Article 1.12.
• Response time (during Standard Hours): Flowbird will acknowledge the incident within eight (8)
business hours.
• Response time (outside Standard Hours): Flowbird will acknowledge within eight (8) business hours
of the opening of the next Standard Hours period.
• Resolution or action plan: Flowbird will resolve the issue or communicate an action plan within two (2)
business days of acknowledgment.

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Page 11
Tier 4 — Service Request
A Tier 4 request covers general inquiries, non-urgent configuration modifications, report generation
assistance, additional training questions, and informational requests that do not involve a Platform defect
or functional impairment.
• Response time: Flowbird will acknowledge the request within two (2) business days and provide a
substantive response or schedule the requested service within five (5) business days.
Tier Type
During Standard
Hours —
Acknowledgment
During Standard
Hours — Resolution
/ Action Plan
Outside Standard
Hours —
Acknowledgment
Tier 1 — Critical Blocking Technical
Defect 2 hours 4 hours 4 hours from next
open period
Tier 2 — Major Major Technical
Defect 4 hours 8 business hours 4 hours from next
open period
Tier 3 — Minor Minor Technical
Defect 8 business hours 2 business days Next open period
Tier 4 — Service
Request General request 2 business days 5 business days Next open period
7.4 Escalation
If Flowbird fails to acknowledge or resolve an incident within the timeframes specified in Section 7.6.3,
City may escalate the incident. Flowbird shall maintain and publish to City an escalation contact list
identifying the appropriate escalation path for each severity tier, including named individuals and direct
contact details at the engineering, management, and executive levels. Flowbird shall update this list
promptly whenever personnel or contact information changes.
7.5 Reclassification
Flowbird reserves the right to reclassify an incident to a different severity tier if the initial classification
proves inaccurate, provided Flowbird notifies City of the reclassification and the reason for it promptly. If
analysis determines that an incident was caused by the Customer's improper use of the Platform,
incorrect configuration inputs, or failure to follow Flowbird's documented procedures, Flowbird will
maintain the assigned severity level and use reasonable efforts to resolve the issue within the applicable
response times, but reserves the right to invoice the Customer for the associated support at the
applicable hourly rates. Flowbird will request the City’s prior written authorization for additional costs
related to associated support.
7.6 Planned Maintenance
Flowbird shall provide City with at least three (3) calendar days' prior written notice — by email to City's
designated contacts — of any planned Maintenance Operation that will require suspension of all or a
majority of the Platform for a continuous period of three (3) hours or more. Planned maintenance shall be
scheduled, whenever possible, during periods of low demand to minimize impact on City operations.
Emergency maintenance that cannot be scheduled in advance — for example, to address a security
vulnerability, contain a detected fraud event, or prevent imminent system damage — may be performed
without prior notice. Flowbird shall notify City by telephone and email as soon as reasonably practicable
before or during any such emergency maintenance, and shall provide a written post-maintenance
summary within one (1) business day of the maintenance window closing.
In all cases, planned maintenance downtime is excluded from the calculation of the Monthly Availability
Rate under Annex 1, Section 1.1.
7.7 Platform Monitoring
Flowbird shall maintain automated, active monitoring of the Platform infrastructure and all hosted
Software services. Flowbird's monitoring systems shall include periodic availability testing, performance

Service Level Agreement - City of Santa Fe / Flowbird America, Inc.
Page 12
checks, and alert and escalation mechanisms that notify Flowbird's technical support team of anomalies
promptly — without requiring a support request from City. Flowbird shall maintain SOC 2 Type II
certification or equivalent independent cybersecurity audit and provide evidence upon request.
City is responsible for passive monitoring — observing the day-to-day operation of the Platform and
reporting any anomalies, errors, or unexpected behavior to the Flowbird Help Desk using the contact
methods described in Section 7.6.1. City's passive monitoring obligation does not alter Flowbird's
independent obligation to detect and respond to Platform issues through its own monitoring systems.
7.8 Customer Prerequisites for Support Requests
Before submitting a Tier 3 or Tier 4 support request, City shall:
Review the relevant section of Flowbird's Documentation and any applicable training materials to confirm
the issue cannot be resolved through standard operating procedures;
Attempt to resolve the issue using the Platform's built-in diagnostic and self-service tools; and
Collect and include in the support request all information reasonably necessary for Flowbird to diagnose
the issue, including: a detailed description of the problem; the date, time, and frequency of occurrence;
the affected Platform component or Equipment unit (including serial number and location, if applicable);
software trace logs where available; and the name and contact information of the Customer's designated
contact for the issue.
These prerequisites do not apply to Tier 1 or Tier 2 incidents, which should be reported to the Help Desk
immediately upon discovery without delay for self-diagnosis.
7.9 Relationship to Platform Availability and Performance Standards
The incident severity tiers and response time commitments set forth in Section 7.6.3 operate alongside
— and are not a substitute for — the Platform availability and performance standards set forth in Annex
1, Sections 1.1 through 1.6. The following relationships apply:
A Tier 1 — Critical incident that results in total Platform unavailability will simultaneously trigger: (a)
Flowbird's incident response obligations under Section 7.6.3; and (b) the availability penalty calculation
under Annex 1, Section 1.2, to the extent the unavailability causes the monthly MAR to fall below 99.9%.
The two sets of obligations are independent — Flowbird's timely incident response does not excuse a
failure to meet the monthly availability target, and a service credit under Annex 1 does not relieve
Flowbird of its obligation to respond within the timeframes in Section 7.6.3.
Planned maintenance windows notified in accordance with Section 7.6.6 are excluded from the MAR
calculation as set forth in Annex 1, Section 1.1.
The Customer's right to claim a service credit under Annex 1, Section 1.2 is the Customer's sole remedy
for Platform availability failures, in accordance with Article 13.3. Service credits do not limit the
Customer's separate right to enforce Flowbird's incident response obligations under this Section 7.6.
Article 8. Personal Data
8.1 Applicable Law
For the purposes of this Article and Annex 4, Flowbird acts as the "Processor" and the Customer acts as
the "Data Controller," as those terms are defined under applicable U.S. and New Mexico data privacy
law.
All processing of personal data carried out in connection with this Agreement shall comply with applicable
federal requirements including those imposed by the Federal Transit Administration; and all other
applicable federal and state privacy and data security laws in effect during the term of this Agreement. In
the event of any conflict between these requirements, the more stringent obligation shall govern.

Service Level Agreement - City of Santa Fe / Flowbird America, Inc.
Page 13
8.2 Data Processing Obligations
Flowbird shall process personal data only for the purposes set out in this Agreement, and in accordance
with the Customer's written and documented instructions. Flowbird shall not use personal data processed
under this Agreement for its own benefit or for the benefit of any third party, except as expressly
authorized by the Customer or required by applicable law.
Flowbird shall:
• Maintain the confidentiality of all personal data processed under this Agreement, and ensure that all
personnel authorized to process personal data are bound by appropriate confidentiality obligations;
• Implement and maintain technical and organizational security measures appropriate to the nature
and sensitivity of the data, and consistent with applicable law including PCI-DSS requirements;
• Notify the Customer promptly — and in any event within twenty-four (24) hours — upon discovering
any actual or reasonably suspected breach of personal data security and provide the Customer with
sufficient information to enable the Customer to meet any applicable breach notification obligations
under federal and state law. Notification shall include, to the extent available at the time: a description
of the nature of the breach; the categories and approximate number of affected individuals and
records; the name and contact information of Flowbird's designated privacy contact; a description of
the likely consequences; and the measures taken or proposed to address the breach. If complete
information is not available within 24 hours, Flowbird shall provide an initial notification and
supplement it within 48 hours with any additional available information;
• Incorporate privacy-by-design and privacy-by-default principles into its tools, products, and services;
• Assist the Customer in responding to requests from individuals to exercise their rights under
applicable privacy law, including the right of access, correction, deletion, and restriction of
processing, charged at Flowbird's applicable daily rate;
• Retain all records — including transaction data, audit logs, settlement records, and configuration
change history — for a minimum of three (3) years following the termination or expiration of this
Agreement, in accordance with FTA provision #4 ("Access to Records and Reports") and State of
New Mexico Required Provisions; and
• Make available to the Customer, upon request, all information reasonably necessary to demonstrate
Flowbird's compliance with its obligations under this Article, and permit and cooperate with audits
conducted by the Customer or a qualified third-party auditor designated by the Customer, subject to
reasonable advance notice and confidentiality protections.
• Flowbird shall provide access to records, books, documents, papers, and electronic files to the City of
Santa Fe, New Mexico Department of Transportation, Federal Transit Administration, Comptroller
General of the United States, and any authorized representatives for inspection, audit, and
examination.
8.3 Sub-Processors
Flowbird may engage sub-processors to perform processing activities necessary for the delivery of
Services under this Agreement. Flowbird shall notify the Customer in writing at least fifteen (15) days in
advance of any proposed addition or replacement of a sub-processor. The Customer may object to a
proposed sub-processor on reasonable grounds within fifteen (15) days of receiving such notice.
Flowbird shall ensure that each sub-processor is bound by data protection obligations equivalent to those
imposed on Flowbird.
Global Payments, Flowbird's designated Acquirer under this Agreement, processes payment card
transaction data as part of the Platform's payment processing function. The Parties acknowledge that
Global Payments is subject to its own PCI-DSS compliance obligations and payment card network rules,
and that its processing of payment card data is governed by its agreement with the applicable Operator.
8.4 Customer's Obligations
The Customer shall:

Service Level Agreement - City of Santa Fe / Flowbird America, Inc.
Page 14
• Provide Flowbird with all data and documented instructions necessary for Flowbird to perform its
processing obligations under this Agreement;
• Ensure that, prior to and throughout the term of this Agreement, the Customer's processing of
personal data complies with all applicable federal and state privacy laws;
• Serve as the sole point of contact for Transit Riders who wish to exercise their rights with respect to
personal data processed under this Agreement, and provide those individuals with all required
privacy notices; and
• Supervise all personal data processing carried out under this Agreement, including processing
performed by sub-processors and joint controllers.
8.5 Fate of Personal Data on Termination
Upon expiration or termination of this Agreement, or upon the Customer's written request at any time,
Flowbird shall — within sixty (60) days of such expiration, termination, or request — securely destroy or
return to the Customer all personal data processed under this Agreement, in a format reasonably
specified by the Customer. Flowbird shall provide the Customer with written confirmation of destruction
upon request.
The Customer's ownership of all transaction-level data and derived analytics is set forth in Section 3.3.
8.6 Privacy Contacts
Each Party shall designate a privacy contact for all communications related to personal data processing
under this Agreement.
Article 9. Equipment Warranty
9.1 Scope of Warranty
The provisions of this Article constitute the sole and exclusive warranty provided by Flowbird with respect
to Equipment supplied under this Agreement. No Equipment warranty applies in the absence of an
Equipment order, or with respect to Software delivered in SaaS mode.
9.2 Warranty Period and Remedy
Flowbird warrants that the Equipment delivered under this Agreement will be free from Technical Defects
for a period of twelve (12) months from the date of delivery to the Customer (the "Warranty Period").
Customer will have option to purchase extended hardware warranty covering validators and ticket
vending machines on an annual basis.
If a Technical Defect in the Equipment is identified and properly reported during the Warranty Period,
Flowbird will, at its sole discretion, either: (a) repair the defective Equipment or sub-assembly; or (b)
replace the defective Equipment or sub-assembly with equipment of equivalent or better specification.
The costs of shipping, packaging, and transportation of Equipment to and from the Customer's site, and
any travel costs incurred by Flowbird's personnel in connection with on-site warranty service, are the
Customer's responsibility. Flowbird shall incur all costs associated with repair or replacement of covered
defective equipment during the warranty period.
Any Equipment repaired or replaced under this warranty will continue to be covered for the remainder of
the original Warranty Period applicable to the replaced or repaired unit.
9.3 Warranty Return Process
To initiate a warranty return, the Customer shall contact the Flowbird Help Desk to obtain a Return
Material Authorization (RMA) number prior to shipping any Equipment. The Customer shall ship defective
Equipment prepaid to Flowbird's designated repair facility, clearly marked with the RMA number. Flowbird
shall ship replacement or repaired Equipment to the Customer within ten (10) business days of receiving

Service Level Agreement - City of Santa Fe / Flowbird America, Inc.
Page 15
the defective unit, via standard ground freight at Flowbird's expense. Replacement parts carry a ninety
(90) day warranty or the remainder of the original Warranty Period, whichever is longer.
9.4 Conditions for Warranty Coverage
To be eligible for warranty coverage under this Article, the Customer must:
• Have performed all preventive maintenance operations required or recommended by Flowbird prior to
the discovery of the claimed defect; and
• Notify Flowbird in writing of the claimed Technical Defect within ten (10) days of its discovery, with
documentation establishing the date of discovery.
9.5 Warranty Exclusions
The warranty provided in this Article does not apply to any malfunction or non-conformance of the
Equipment caused by or arising from:
• The Customer's failure to comply with Flowbird's specifications, installation requirements, or
operating instructions and Documentation;
• Failure or degradation of devices or infrastructure not supplied by Flowbird, including
telecommunications networks, telephone lines, or electrical supply;
• Failure or anomaly in hardware or software not supplied or approved by Flowbird;
• Malfunction of the Acquirer's systems;
• Damage caused by vandalism, negligence, or mishandling by the Customer or any third party;
• Use of the Equipment in a manner inconsistent with normal operating conditions or performance
parameters defined in the Documentation;
• Intervention in or modification of the Equipment by any person or entity other than Flowbird or a
Flowbird-approved technician;
• A force majeure event as defined in Article 18;
• Normal wear and tear;
• Use of the Equipment in combination with hardware, materials, products, Software, or systems not
supplied, recommended, or approved by Flowbird; or
• Equipment or Software modifications required to comply with mandatory legislative or regulatory
requirements.
If Flowbird performs a service investigation in response to a warranty claim and determines that the
claimed defect does not constitute a Technical Defect, or that the defect falls within one or more of the
warranty exclusions above, Flowbird will invoice the Customer for such service at Flowbird's prevailing
daily rate in effect on the date of the intervention.
9.6 Post-Warranty Maintenance
At the expiration of the Warranty Period, the Customer may subscribe to Flowbird's Extended Hardware
Warranty offering.
Article 10. Fees, Invoicing, and Payment
10.1 Invoicing
Flowbird shall invoice the Customer monthly in arrears for recurring SaaS Fees, and monthly in arrears
based on transaction reports generated by the Platform for Transaction Fees.
10.2 Payment Terms and Remedies for Non-Payment
The Customer shall pay all invoices issued by Flowbird within thirty (30) days of the invoice date (the
"Payment Due Date").

Service Level Agreement - City of Santa Fe / Flowbird America, Inc.
Page 16
If the Customer fails to pay an undisputed invoice by the Payment Due Date, Flowbird must provide sixty
(60) days written notice to: :
• Suspend performance of the Services and availability of the Platform until all overdue amounts,
including accrued interest, are paid in full. Flowbird shall not be liable for any consequences of such
suspension; and
• Charge interest on all overdue undisputed amounts at a rate equal to the lesser of: (i) one and one-
half percent (1.5%) per month (eighteen percent (18%) per annum); or (ii) the maximum rate
permitted under applicable State law, accruing from the Payment Due Date until the date of full
payment.
If the Customer's payment is overdue by more than forty-five (45) days, Flowbird may, in addition to the
remedies above and without prejudice to any other rights under this Agreement, terminate this
Agreement for default upon written notice to the Customer. Following such termination, Flowbird shall
have no obligation to provide any further Services until all outstanding amounts have been settled in full.
The Customer's obligation to pay all fees when due is a material obligation of this Agreement. Flowbird's
decision to accept late payments on any occasion shall not constitute a waiver of Flowbird's right to
enforce timely payment in the future.
Article 11. Transition Assistance and Data Return
11.1 Return of Flowbird's Confidential Materials
Upon expiration or termination of this Agreement for any reason, the Customer shall promptly return or,
at Flowbird's written direction, securely destroy all tangible materials containing Flowbird's Confidential
Information — including documents, notes, specifications, and Documentation — that are in the
Customer's possession, custody, or control. The Customer shall certify in writing to Flowbird that all such
materials have been returned or destroyed within thirty (30) days of the termination effective date.
11.2 Customer Data Export
Within sixty (60) days of the termination or expiration effective date, Flowbird shall provide City and each
applicable Participating Agency with a complete export of all Customer data held by Flowbird in
connection with this Agreement — including transaction data, account data, ridership data, and system
configuration data — in a mutually agreed standard, machine-readable format, at no additional cost to the
Customer. City's ownership of its respective data is set forth in Section 3.3.
Flowbird shall preserve all transaction logs, validator logs, fare calculation logs, settlement records, and
audit trails for a minimum of three years and shall provide such records within a reasonable timeframe.
11.3 Transition Assistance
Upon the Customer's written request, submitted no later than six (6) months before the scheduled
expiration of the Agreement or within thirty (30) days of any notice of early termination, Flowbird shall
provide reasonable transition assistance to the Customer and, at the Customer's direction, to any
successor vendor or third party designated by the Customer. Transition assistance may include:
• Continued operation of the Platform for up to ninety (90) days beyond the termination or expiration
date, on the same terms and at the same pricing as the final period of the Agreement, to allow for an
orderly transition;
• Knowledge transfer sessions and technical documentation to support the Customer's migration to a
replacement platform;
• Cooperation with the Customer's designated successor vendor, including reasonable access to
system documentation, APIs, and data export formats; and
• Such other reasonable assistance as the Parties may agree in writing.

Service Level Agreement - City of Santa Fe / Flowbird America, Inc.
Page 17
Transition assistance services beyond those described in this Section, or requested after the deadlines
specified above, will be subject to a separate written statement of work and invoiced at Flowbird's
prevailing daily rate in effect at the time the assistance is provided.
11.4 Cooperation
Each Party shall cooperate in good faith to ensure an orderly and complete transition of the Platform and
all Customer data to the Customer or its designated successor. Neither Party shall take any action during
the transition period that would materially impair the continuity of transit services or the integrity of
Customer data.
Annex 1. Service Levels and Support
1.1 Platform Availability
The Platform (and associated individual components) is deemed available when Transit Riders and the
Customer can access the Platform through the Transit Rider web portal and the Customer back-office
interface. Service level commitments are calculated on a monthly basis.
The following are excluded from the availability calculation: scheduled Maintenance Operations; and
interruptions not attributable to Flowbird, including telecommunications network unavailability and events
constituting Force Majeure.
Monthly Availability Rate (MAR) is calculated as follows:
MAR = (NDS – DUU) / NDS × 100
NDS (Normal Duration of Service) = Number of days in the month × 24 hours × 60
minutes, minus the duration of excluded interruptions in minutes
DUU (Duration of Unplanned Unavailability) = Total duration of unavailability in
minutes, minus the duration of excluded interruptions in minutes
The Platform's monthly availability target is 99.9%.
1.2 Availability Penalties
In the event of non-compliance with the monthly availability targets due to Flowbird's exclusive act or
omission, the Customer may apply the following service credits, subject to a total monthly cap of 5% of
the Back-Office Services fees payable for the relevant month. The Parties agree that these service
credits are cumulative and do not limit the City's rights under the Professional Services Contract..
% below Monthly Availability Rate Service Credit
.1% to .4% 0.5% of Back-Office Services fees for the month
.5% to .9% 1.0% of Back-Office Services fees for the month
1% to 1.9% 2.5% of Back-Office Services fees for the month
Greater than 2% 5.0% of Back-Office Services fees for the month
To claim a service credit, the Customer must submit a written request to Flowbird within thirty (30) days
of the end of the month in which the availability shortfall occurred. In the event of any inconsistency
between the Customer's availability data and Flowbird's availability data, Flowbird's data shall prevail.
1.3 Validator Operational Availability
Validators must achieve an operational availability of 99.5% over the operational service day, measured
independently of overall Platform availability, given that validators can operate in offline mode.
1.4 Ticket Vending Machine Operational Availability
Ticket Vending Machines must achieve an operational availability of 98% over the operational service
day, measured independently of overall Platform availability.

Service Level Agreement - City of Santa Fe / Flowbird America, Inc.
Page 18
1.5 Mobile Ticketing App Operational Availability
The Mobile Ticketing App must achieve an operational availability of 99% over the operational service
day, measured independently of overall Platform availability.
1.6 Data Reporting Commitments
• Real-time visibility: Transaction data is available via the back-office reporting dashboard in real time
or near real time during operations.
• Financial settlement reports: Available no later than the next business day following the close of each
service day.
1.7 Included Support
The Customer receives a minimum of ten (10) hours of complimentary operational support per
Agreement year. To submit a support request, the Customer must provide the following through
Flowbird's request tracking system:
• A detailed description of the request;
• Software trace logs, if applicable; and
• The serial number and physical location of any relevant Equipment, if applicable.
1.8 Tariffs
In the event of any changed or new laws, rules, regulations, statutes, judicial interpretations, ordinances,
codes, policies, standards, proclamations, or similar promulgations, or any changed or new import fees or
taxes, duties, tariffs, export surcharges or similar promulgations, implemented after the proposal
submission date that are reasonably demonstrated by Flowbird to increase the time to perform or the
cost to perform, the Contract shall be equitably adjusted as to schedule and pricing.
1.9 Operating Assistance Services
Upon the Customer's request, Flowbird may perform Operating Assistance Services beyond the
complimentary support hours described in Section 5, including:
• Analysis and support for incidents not attributable to Flowbird;
• Fare product management, measurement, and integration;
• Equipment fleet management and monitoring, including deployment of Updates and Corrections;
• Equipment supervision;
• User account management and access rights administration; and
• Reporting management.
Operating Assistance Services performed beyond the complimentary hours will be invoiced monthly in
arrears at Flowbird's prevailing daily rate.

13
Exhibit B
Description Unit Price Quantity Taxable Total Price
Equipment (not
taxed)
Axio Validators $1,850.00 55 no $101,750.00
Front Desk Mobile
(driver's Cash
Recording
Devices and
Printer
$2,377.00 55 no $130,735.00
Strada Ticket
Vending Machines
(TVM)
$18,593.86 3 no $55,781.58
Diamond Farebox-
Includes
additional
cashbox for each
$3,400.00 33 no $112,200.00
Astreo TVM $50,756.52 2 no $101,513.04
Contingency
Allowance
$50,200.71 1 $50,200.71
Subtotal $552,180.33
Implementation
Costs (no tax on
spare parts)
System
Development
(Including Design,
Development,
Testing, and
Project
Management)
Includes
allowance for
CAD/AVL
integration, Retail
Partner Program,
and Mobile App
$250,000.00 1 yes $250,000.00
Installation $80,000.00 1 yes $80,000.00
Training $4,250.00 1 yes $4,250.00
Spare parts for
Strada
$15,879.00 1 no $15,879.00
Sales Tax 8.1875%
(not calculated on
spare parts)
$27,366.72
Contingency
Allowance
$37,749.57 1 $37,749.57
Subtotal $415,245.29

14
Consumables/Far
e Media (not
taxed)
Extended Use
Smart Cards
$1.85 20000 no $37,000.00
Strada Paper
Ticket/Receipt
Stock-Per Roll of
1,500 Tickets
$100.00 15 no $1,500.00
Astreo Receipt
Paper-Per Roll of
6,500
$60.00 4 no $240.00
Astreo Receipt
Paper-Per Roll of
6,500
$290.00 10 no $2,900.00
Contingency
Allowance
$4,164.00 1 $4,164.00
Subtotal $45,804.00
Ongoing Costs
(Based on
Equipment
Amounts)
Central System
Annual
Subscription Fee
(Subject to CPI
Inflation)
$46,450.00 4 yes $185,800.00
Axio Annual
Subscription Fee-
45 In Service
(subject to CPI
Inflation)
$8,100.00 4 yes $32,400.00
Strada Annual
Subscription Fee
(Subject to CPI
Inflation)-Inclusive
of 3 Strada
$1,650.00 4 yes $6,600.00
Astreo
Subscription Fee -
Inclusive of 2
Astreo (Subject to
Inflation)
$1,560.00 4 Yes $6,240.00
Per Bank Card
Transactions
Flowbird
Charges
$0.11+3%
per bank
card
transactio
n
Optional Annual
Hardware
Extended
Warranty (Subject
to CPI Inflation)
$9,000.00 4 Yes $36,000.00

15
Annual Sales Tax
@8.1857%
$21,863.90
Contingency
Allowance
$28,890.39 1 $28,890.39
Subscription Fees
total over 4 years
(subject to CPI
Inflation)
$288,903.90
Subtotal $288,903.90
Grand Total $1,302,133.52





From: DUTTON-LEYDA, TRAVIS K.
To: OTERO, KEITHA M.
Cc: CHAVEZ, GABRIELLE N.; Purchasing DET
Subject: RE: Determination
Date: Friday, October 10, 2025 12:16:53 PM
Attachments: image004.png
image007.png
Greetings,
This determination classifies the scope of work as Professional Services. It pertains solely to
this classification and does not assess whether the scope of work or procurement method
complies with all applicable legal standards. I reserve the right to revise this determination
should there be any changes to the scope of work from what was originally submitted. The
procurement process must adhere to the policies and procedures outlined by the City of Santa
Fe, Central Purchasing, the Procurement Manual, and all relevant state statutes.
Please note:
Save this email as a PDF and upload it into the corresponding Munis records.
Check with WorkQuest dba Horizons of New Mexico (vendor # 8673)
(mloehman@horizonsofnewmexico.org) if this service appears on their approved list.
If your request includes anything that needs to be reviewed and preapproved by another
City Department/Division, please send the same SOW to the corresponding email
address and include their response in your packet/Munis.
Treasury (Point of Sale Systems) – questions: drsena@santafenm.gov;
clromero@santafenm.gov. Request signature from: clromero@santafenm.gov
IT components (everything IT) – questions: ereview@santafenm.gov. Request
signature from: edcandelaria@santafenm.gov;
Copy: zxdushdurova@santafenm.gov; lenobes@santafenm.gov;
lfworstell@santafenm.gov
Vehicles – questions: fleet@santafenm.gov. Request signature from:
dmjaramillo@santafenm.gov
Grants – questions: grants@santafenm.gov. Request signature from:
evlujan@santafenm.gov
Construction, Facilities, Furniture, Fixtures, Equipment, etc. – questions:
fmdreview@santafenm.gov. Request signature from: jsburnett@santafenm.gov
Emergency Related Purchases – questions oem@santafenm.govand. Request
signature from: klmorgan@santafenm.gov
Asset over $5k – questions: accountspayable@santafenm.gov. Request signature
from: jxbolden@santafenm.gov
Ensure that the current and appropriate templates and forms are used, they can be found
on the intranet https://intranet.santafenm.gov/finance_1 and OpenGov:
https://procurement.opengov.com/governments/1784201/projects and documented
procedures/laws/rules are followed.

When processing this procurement, please ensure the procurement number issued by
Munis and the procurement name are used in the appropriate documents and the subject
of emails.
If you are processing a procurement where the forecasted amount is =/> $60k, per
NMSA 1978, Section 13-1-117.1, if you aren’t using a cooperative or existing contract,
you must process an RFP.
< $20k per year, one quote is acceptable.
From $20k to $60k per year, if you aren’t using a cooperative or existing contract, you
must provide 3 quotes in your req. Must use the Munis Bid Module, OpenGov, or
Pavilion.
Identify your funding source and notify Purchasing.
It's essential to determine the funding source early, as it impacts the required
documentation and contract language. For example, if federal funds are being used,
specific federal provisions must be included in both the procurement request and the
resulting contract. Notifying Purchasing of the funding source upfront ensures
compliance and avoids delays.
Follow the link below to review existing price agreements, contracts, or cooperative
agreements that might be applicable to this request. You might be able to use an existing
price agreement/contract to save time and money.
o Pavilion: Free Cooperative Contract Search for Governments (please work with
Purchasing if you think you find an existing or cooperative contract that might
work)
Submit via Submit Purchase Requests or the appropriate email address:
Determination requests to purchasing_det@santafenm.gov
All other requests to purchasing@santafenm.gov
Thank you for submitting this scope of work for my review.
Book time to meet with me
Regards,
Travis Dutton-Leyda, City of Santa Fe Chief Procurement Officer
200 Lincoln Avenue
Santa Fe, NM 87501
505-629-8351
tkduttonleyda@santafenm.gov
Vendor Registration Sites and Current Procurement Opportunities:
[Current for Finances Only] https://santafenm.munisselfservice.com/vss/
[We Are Live With OpenGov] https://procurement.opengov.com/portal/santafenm
[Current] https://www.withpavilion.com/
Internal Link: https://intranet.santafenm.gov/central_purchasing_division_cpd

“A journey of a thousand miles begins with a single step” ~ Lao Tzu
From: OTERO, KEITHA M. <kmotero@santafenm.gov>
Sent: Friday, October 10, 2025 11:48 AM
To: DUTTON-LEYDA, TRAVIS K. <tkduttonleyda@santafenm.gov>
Cc: CHAVEZ, GABRIELLE N. <gnchavez@santafenm.gov>; Purchasing DET
<purchasing_det@santafenm.gov>
Subject: RE: Determination
Hello,
I apologize,
Please see below for the SOW.
Procurement Method: Cooperative
Scope of Work:
The vendor shall perform the following work:
a. Implementation of ticket vending and farebox machines for use with the Santa
Fe Trails bus system.
b. Provide 2 days of training to selected Santa Fe Trails staff on using and
troubleshooting the system and components.
c. Equipment installation
d. Supply 55 validators (45 will be used, 10 are spares)
e. Provide Consumables/Fare Media (Supplies)
f. Ongoing costs (Subscription)
g. Provide access to the Mobile App and provide help desk support to Santa Fe
Trails staff when needed.
Vendor will be responsible for providing, installing, and supporting a comprehensive fare
collection system that includes the following components:
Open Payment Platform: A service-proven, open payment platform capable of
processing open payment "taps" from various devices.
Onboard Validators: Supply and install a quantity of onboard validators for the
City's bus fleet, capable of accepting open payments, reading QR codes (from

mobile devices and paper tickets), and processing contactless smart cards.
Ticket Vending Machines (TVMs): Provide and install a mix of ticket vending
machines, including both large and small-scale models, to support the transit
system at key locations. TVMs should offer multiple payment options, including
cash, and some should be capable of solar-powered functionality.
Central Back-Office System: A cloud-hosted, multi-tenant Software-as-a-Service
(SaaS) back-office solution for system management. This system must feature
easy integration capabilities and user-friendly reporting with standard business
intelligence tools.
Mobile Fare Management Solution: A system to electronically manage cash
payments collected via existing mechanical (non-validating) fareboxes to
significantly reduce operational costs.
Compensation:
Equipment $508,339.44 not taxed
Implementation $ 377,495.72 not taxed on spare parts
Consumables/Fare Media $ 41,640.00 not taxed
Ongoing cost $ 288,903.00 Including NMGRT
Total compensation: $1,216,379.05 including NMGRT
(Materials are tax exempt)
Term: 4 years
Notification Information:
To the City:
Keitha Otero
Administrative Assistant
Santa Fe Trails
2931 Rufina Street
PO Box 909
Santa Fe, NM 87504-0909
kmotero@santafenm.com
505-955-2015
Org/Object/PLID: 5400499/570500/PWD 2554059

Kind regards,
Keitha Otero
Administrative Assistant
Santa Fe Trails Transit Department
2931 Rufina St.
505-955-2015
kmotero@santafenm.gov
From: DUTTON-LEYDA, TRAVIS K. <tkduttonleyda@santafenm.gov>
Sent: Thursday, October 9, 2025 4:01 PM
To: OTERO, KEITHA M. <kmotero@santafenm.gov>
Cc: CHAVEZ, GABRIELLE N. <gnchavez@santafenm.gov>; Purchasing DET
<purchasing_det@santafenm.gov>
Subject: RE: Determination
Hi, please make this vendor agnostic and copy and paste the sow into your
email.
Thank you.
Regards,
Travis Dutton-Leyda
Chief Procurement Officer
City of Santa Fe
200 Lincoln Avenue
Santa Fe, NM 87501
505-629-8351
tkduttonleyda@santafenm.gov
Book time to meet with me
https://santafenm.gov/finance-2/purchasing-1
Vendor Registration Sites and Current Procurement Opportunities:
[Current for Finances Only] https://santafenm.munisselfservice.com/vss/
[We Are Live With OpenGov] https://procurement.opengov.com/portal/santafenm

[Current] https://www.withpavilion.com/
Internal Link: https://intranet.santafenm.gov/central_purchasing_division_cpd
“A journey of a thousand miles begins with a single step” ~ Lao Tzu
From: OTERO, KEITHA M. <kmotero@santafenm.gov>
Sent: Thursday, October 9, 2025 10:54 AM
To: Purchasing DET <purchasing_det@santafenm.gov>
Cc: CHAVEZ, GABRIELLE N. <gnchavez@santafenm.gov>
Subject: Determination
Hello,
Transit is requesting an SOW determination for the following Project:
Please let me know if additional information is required.
Kind regards,
Keitha Otero
Administrative Assistant
Santa Fe Trails Transit Department
2931 Rufina St.
505-955-2015
kmotero@santafenm.gov







REQUEST FOR CONTRACT UPDATE #____
Pursuant to the terms of your awarded contract, all Contractors must notify and receive approval from
Region 14 Education Service Center (“Region 14 ESC”) when there is an update to the contract. No request
will be officially approved without the prior written authorization from Region 14 ESC. Region 14 ESC
reserves the right to accept or reject any request.
______________________________________________ (Contractor Name) hereby provides
notice of the following update to Region 14 ESC contract number ___________________ for
________________________________________ (Contract Title) on this date _____________.
Instructions:
Vendors must check all that may apply and provide supporting documentation. Be sure to sign the
signature page with all required signatures, prior to submitting your update for approval.
This form is not intended for use if there is a change in operations, which may adversely affect members,
i.e. assignment, bankruptcy, change of ownership, merger, etc.
Authorized Affiliates/Dealers/Distributors/Resellers
☐ Additions
☐ Deletions
Products/Services (check all that apply)
☐ Additions
☐ Deletions
☐ Modifications
☐ Pricing Update
Other Vendor may include other notes regarding the contract update here: (attach another page if
necessary).1Flowbird America IncParking Meters, Software, Systems and Related Products and Services158971Flowbird would like to add the following distributors to be authorized to use the contract:
Mitchell Time and Parking - Texas
Total Parking Solutions - Illinois and Florida
Butts Ticket Systems - Pennsylvania, Maryland, Delaware, Florida
DEVO Associates - New Jersey, New York
ATI Systems - New York41/09/2025Docusign Envelope ID: 16B19C5B-5DE2-49DE-8682-461342127D8E

____________________________________________________________________________
Vendor Name
____________________________________________________________________________
Submitted By
______________________________________________ _______________________
Signature Date
FOR USE BY Region 14 ESC ONLY:
Emily Jeffrey, Chief Financial Officer
_________________________________________________ _______________________
Signature DateAndreas Jansson1/09/2025Flowbird America IncDocusign Envelope ID: 16B19C5B-5DE2-49DE-8682-461342127D8E
January 13, 2025 | 8:27 AM PST

REQUEST FOR CONTRACT UPDATE #____
Pursuant to the terms of your awarded contract, all Contractors must notify and receive approval from
Region 14 Education Service Center (“Region 14 ESC”) when there is an update to the contract. No request
will be officially approved without the prior written authorization from Region 14 ESC. Region 14 ESC
reserves the right to accept or reject any request.
______________________________________________ (Contractor Name) hereby provides
notice of the following update to Region 14 ESC contract number ___________________ for
________________________________________ (Contract Title) on this date _____________.
Instructions:
Vendors must check all that may apply and provide supporting documentation. Be sure to sign the
signature page with all required signatures, prior to submitting your update for approval.
This form is not intended for use if there is a change in operations, which may adversely affect members,
i.e. assignment, bankruptcy, change of ownership, merger, etc.
Authorized Affiliates/Dealers/Distributors/Resellers
☐ Additions
☐ Deletions
Products/Services (check all that apply)
☐ Additions
☐ Deletions
☐ Modifications
☐ Pricing Update
Other Vendor may include other notes regarding the contract update here: (attach another page if
necessary).Parking Meters, Software, Systems and Related Products and Services1Flowbird America Inc.158971Added products under the transit validators tab.43/4/25Docusign Envelope ID: 5CABC29B-EDF2-4CD5-A28A-DA2CEDD9A44F

____________________________________________________________________________
Vendor Name
____________________________________________________________________________
Submitted By
______________________________________________ _______________________
Signature Date
FOR USE BY Region 14 ESC ONLY:
Emily Jeffrey, Chief Financial Officer
_________________________________________________ _______________________
Signature DateMadison Huemmer3/4/25Flowbird America Inc.Docusign Envelope ID: 5CABC29B-EDF2-4CD5-A28A-DA2CEDD9A44F
March 5, 2025 | 10:51 AM PST

REQUEST FOR CONTRACT UPDATE #____
Pursuant to the terms of your awarded contract, all Contractors must notify and receive approval from
Region 14 Education Service Center (“Region 14 ESC”) when there is an update to the contract. No request
will be officially approved without the prior written authorization from Region 14 ESC. Region 14 ESC
reserves the right to accept or reject any request.
______________________________________________ (Contractor Name) hereby provides
notice of the following update to Region 14 ESC contract number ___________________ for
________________________________________ (Contract Title) on this date _____________.
Instructions:
Vendors must check all that may apply and provide supporting documentation. Be sure to sign the
signature page with all required signatures, prior to submitting your update for approval.
This form is not intended for use if there is a change in operations, which may adversely affect members,
i.e. assignment, bankruptcy, change of ownership, merger, etc.
Authorized Affiliates/Dealers/Distributors/Resellers
☐ Additions
☐ Deletions
Products/Services (check all that apply)
☐ Additions
☐ Deletions
☐ Modifications
☐ Pricing Update
Other Vendor may include other notes regarding the contract update here: (attach another page if
necessary).3Flowbird America, Inc.Parking Meters, Software, Systems and Related Products and Serivces158971Added extend by text and a few other products to clarify the offering.
Price update on hardware products due to higher cost.44446/20/25Docusign Envelope ID: 441FA4FF-E98D-4DEF-9146-B4818397B6DF

____________________________________________________________________________
Vendor Name
____________________________________________________________________________
Submitted By
______________________________________________ _______________________
Signature Date
FOR USE BY Region 14 ESC ONLY:
Emily Jeffrey, Chief Financial Officer
_________________________________________________ _______________________
Signature Date
June 20th 2025
Flowbird AmericaAndreas JanssonDocusign Envelope ID: 441FA4FF-E98D-4DEF-9146-B4818397B6DF
6/30/2025

To: Andy Hopkins, Budget Officer
Monica Maestas, Finance Director
From: Elsa Ornelas-Segura Transit Admin Manager
Via: Carol Swenson, Business Operations Manager
Gabrielle Chavez, Transit Director of Administration
Sam Burnett, Interim Public Works Department Director
ACTION:
Approval of the attached capital projects carryforward Budget Adjustment Request (BAR) for the
Public Works Transit Division, previously approved by Governing Body and per policy approved
March 27, 2019.
SUMMARY:
Public Works Transit Division is submitting the attached carry forward BAR for capital improvement
projects. ORG/OBJ and related project ledgers are listed on the attached BAR. Items on the
attached BAR have been previously approved by Governing Body and represent ongoing projects
that need to be carried forward to the current fiscal year 2027 to continue project scopes. The
amounts also include unexpended encumbrances in addition to remaining balances. Transit
Division is requesting a rollover of the capital funds forward in FY27.
ATTACHMENTS:
Carry Forward BAR
FY26 Account Inquiries and Project Ledger Id

DATE
JUSTIFICATION: (use additional page if needed)
--Attach supporting documentation/memo
Fund Balance
Fund(s) Affected Increase/(Decrease)
TOTAL: 0
Prepared By {print name} Date Budget Officer Date
City Council
Business Operations Manager Date Approval Date Finance Director { $5,000} Date
Agenda Item #:
Department Director Signature Date City Manager { $60,000} Date
Log # {Finance use only } :
Journal # {Finance use only } :
REVENUES
CITY COUNCIL APPROVAL
City Council agenda items ONLY}
1,368,458$ -$
{enter as negative #} {enter as positive #}
{enter as negative #}
1,328,458
DEPARTMENT / DIVISION NAME
INCREASE
{enter as positive #}
{Use this form for Finance Committee/
Carryforward of capital projects budget from FY26 to FY27 for completion of capital projects
City of Santa Fe, New Mexico
BUDGET ADJUSTMENT REQUEST (BAR)
OBJECT PROJECT
8/20/2026Public Works / Transit
TAD2654014
DECREASE
40,000
ORG
5400499
5400499
EXPENDITURES
570500
PWD2554059570500
ITEM DESCRIPTION
Equip-Mach- Transit Fareboxes
Equip-Mach- Transit Maintenance Shop Lift
Elsa Ornelas-Segura 8/20/26
{Complete section below if BAR results
in a net change to ANY Fund}
Rev. 3/26





GB_Flowbird_Full_packet_-_signed.pdf_1
Final Audit Report 2026-09-03
Created: 2026-09-01
By: JUAN VELA (jevela@santafenm.gov)
Status: Signed
Transaction ID: CBJCHBCAABAACWngkgpPjnnIUGvpJfU7nKdsRp9BBQW5
Documents: GB_Flowbird_Full_packet_-_signed.pdf_1.pdf (50 pages)
Contract_update_1.pdf (2 pages)
Contract_update_2.pdf (2 pages)
Contract_update_3.pdf (2 pages)
CF_BAR_signed.pdf (4 pages)
Number of Documents: 5
Document page count: 60
Number of supporting files: 0
Supporting files page count: 0
"GB_Flowbird_Full_packet_-_signed.pdf_1" History
Document digitally presigned by DocuSign\, Inc. (enterprisesupport@docusign.com)
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Document created by JUAN VELA (jevela@santafenm.gov)
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Document e-signed by Andrew Hopkins (ajhopkins@santafenm.gov)
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Document sent to JoAnn Lovato (jdlovato@santafenm.gov) and Travis Dutton-Leyda
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Document emailed to Monica Maestas (mfmaestas@santafenm.gov) for signature
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Agreement completed.
2026-09-03 - 9:00:55 PM GMT