15-494_IFB.pdf

CALIFORNIA STATE TRANSPORTATION AGENCY EDMUND G. BROWN JR., G o ve r n o r

DEPARTMENT OF MOTOR VEHICLES

ADMINISTRATIVE SERVICES DIVISION, MS E112

P.O. BOX 932382

SACRAMENTO, CA 94232-3820

California Relay Telephone Service for the deaf or hearing impaired from TDD Phones: 1-800-735-2929; from Voice Phones: 1-800-735-2922

ADM 668 (REV. 7/2013) DMVWeb A Public Service Agency

15-494

INVITATION FOR BID

Notice to Prospective Bidders

March 10, 2016

You are invited to review and respond to this Invitation for Bid (IFB) entitled 15-494 - In-person language interpretation services provided to DMV offices identified in Area 2 (see Exhibit F). This IFB is advertised in the California State Contracts Register through Cal eProcure at:

http://www.caleprocure.ca.gov or http://www.dgs.ca.gov

Please note that you must register with Cal eProcure in order to download IFB packages and any other provided documents from the Cal eProcure website.

Bidders are advised to check the Cal eProcure website for addendums, modifications, and updates to the bid documents. The Department of Motor Vehicles (DMV) is not responsible for failure of the prospective bidder to check for any bid document updates, changes, or answers to questions posted on Cal eProcure. Failure to periodically check the website will be at the bidder's sole risk.

In submitting your bid, you must comply with the instructions found herein.

Note that all agreements entered into with the State of California will include by reference General Terms and Conditions and Contractor Certification Clauses that may be viewed and downloaded at Internet site:

http://www.dgs.ca.gov

In the opinion of the DMV, this IFB package is complete and without need of explanation. The contact person for this IFB is:

Cindy Huynh Department of Motor Vehicles

Phone: (916) 657-6972 Fax: (916) 657-2387

Email: cindy.huynh@dmv.ca.gov

Please note that no verbal information given will be binding upon the state unless such information is issued in writing as an official addendum.

CINDY HUYNH

Contract Administrator http://www.dgs.ca.gov/

TABLE OF CONTENTS

SECTION

BIDDER REQUIREMENTS AND INFORMATION

1. Purpose and Description of Services

2. Bidder Qualifications

3. Schedule of Events

4. Written Questions

5. Submission of Bid

6. Bid Opening

7. Disposition of Bids

8. Evaluation and Selection

9. Notice of Intent to Award Contract

10. Protest

11. Notice of Contract Award

12. Standard Conditions of Service

13. Required Documents (Awarded Contractor)

14. Bid Preference(s)

STANDARD AGREEMENT FORM (SAMPLE)

EXHIBIT A – Scope of Work

EXHIBIT B – Budget Detail and Payment Provisions

EXHIBIT C – General Terms and Conditions

EXHIBIT D – Special Terms and Conditions

EXHIBIT E – Additional Provisions

EXHIBIT F – DMV Hearing Locations Area 2

EXHIBIT G Languages

EXHIBIT H Driver Safety glossary

EXHIBIT I Interpreter Oath

EXHIBIT J Sample Invoice

EXHIBIT K Certification of Interpreter

REQUIRED BID DOCUMENTS CHECKLIST Sample Invoice

ATTACHMENT 1 – Certification of Interpreter

ATTACHMENT 2 – Cost Sheet

ATTACHMENT 3 – Payee Data Record

ATTACHMENT 4 – Bidder Declaration & Subcontractor/Supplier List

ATTACHMENT 5 – Darfur Contracting Act

1. Purpose and Description of Services

A. In-person “as-needed” language interpretation services provided to DMV offices identified in Area 2 (see Exhibit F). Term: 6/1/2016 through 5/31/2017 with an option to renew for an additional twelve (12) months. DMV does not guarantee a minimum or maximum use of the requested services. See Exhibit A, Scope of Work, for a complete description of services.

2. Bidder Qualifications

A. See Exhibit K - Certification of Interpreter

3. Schedule of Events

Event Date Time

(1). IFB available to prospective bidders: 03/10/2016 N/A

(2). Written questions regarding IFB are due by:

(Note: See additional info in Section 4.)

03/24/2016 3:00 PM

(3). Written responses to IFB questions released by: 03/30/2016 4:00 PM

(4). Final date for bid submission and bid opening:

(Note: See additional info in Sections 5 and 6.)

04/06/2016 2:30 PM

(5). Proposed start date of contract: 06/01/2016 N/A

4. Written Questions

A. Submit all written questions via email to the contact person indicated on the cover page of this IFB package no later than the date and time specified in the Schedule of Events. Written responses to IFB questions will be released by the date and time specified in the Schedule of Events and viewable in the online project advertisement in Cal eProcure at:

http:/www.caleprocure.ca.gov.

5. Submission of Bid

A. Bids must be submitted via mail or hand-delivered no later than the date and time specified in the Schedule of Events.

(1). Bids submitted via mail or hand-delivered must be enclosed in an envelope or under sealed cover. The exterior of the envelope or sealed cover must be clearly marked with all of the following information:

a. BIDDER’S NAME

b. BIDDER’S ADDRESS

c. BID PROPOSAL # 15-494, DO NOT OPEN UNTIL 04/06/2016 AT 2:30 PM, ATTN: CINDY HUYNH

(2). Bids shall be mailed to or hand-delivered to the following address:

Department of Motor Vehicles Contract Services Section Attn: CINDY HUYNH 2415 First Avenue, MS: E112 Sacramento, CA 95818-2606

(3). Mailed or hand-delivered bids not enclosed in an envelope or under sealed cover shall be rejected. If hand-delivering a bid, you must contact the contact person indicated above upon arrival for pickup. If the contact person indicated above is unavailable to pick up a hand-delivered bid upon arrival, you must contact the contact person’s support staff for pickup at (916) 657-7771. Hand-delivered bids shall only be delivered to the contact person indicated above or their authorized representative upon arrival. Bids shall not be hand-delivered to or dropped-off at a DMV security desk. Bids that are hand-delivered to or dropped-off at a DMV security desk shall not be considered as received by the DMV, and shall remain unopened and be returned to the bidder.

B. Bids must be received by the DMV no later than the date and time specified in the Schedule of Events. Any bid received after the specified due date and time shall remain unopened and be returned to the bidder.

C. Bids shall include all required bid documents identified in the Required Bid Documents Checklist. Only submit the required bid documents with your bid, not the entire IFB package. In addition, do not submit bid documents within a binder or folder. Bids not including the required bid documents shall be deemed non-responsive. A non-responsive bid is one that does not meet the basic bid requirements.

D. All required bid documents submitted must be printed single-sided. Bids that include required bid documents that are printed double-sided shall be deemed non-responsive.

E. All documents requiring a signature must bear an original signature of a person authorized to bind the bidding firm.

F. Bids must be submitted for the performance of all the services described herein. Any deviation from the work specifications shall not be considered and shall cause a bid to be rejected.

G. Costs for developing bids in anticipation of award of the contract are entirely the responsibility of the bidder and shall not be charged to the DMV.

H. An individual who is authorized to bind the bidding firm contractually shall sign the Bid/Bidder Certification Sheet (Attachment 1). The signature must indicate the title or position that the individual holds in the firm. An unsigned bid may be rejected.

I. A bidder may modify a bid after its submission by withdrawing its original bid and resubmitting a new bid prior to the bid submission deadline. Bidder modifications offered in any other manner, oral or written, shall not be considered.

J. A bidder may withdraw their bid by submitting a written withdrawal request to the DMV, signed by the bidder or an authorized agent. A bidder may thereafter submit a new bid prior to the bid submission deadline. Bids may not be withdrawn without cause subsequent to bid submission deadline.

K. The DMV may modify this IFB prior to the date fixed for submission of bids by the issuance of an addendum to all parties who received a bid package.

L. Bidders are cautioned to not rely on the DMV during the evaluation to discover and report to the bidder any defects and errors in the submitted documents. Bidders, before submitting their documents, should carefully proof them for errors and adherence to the IFB requirements.

M. Where applicable, bidders should carefully examine work sites and specifications. Bidders shall investigate conditions, character, and quality of surface or subsurface materials or obstacles that might be encountered. No additions or increases to the contract amount shall be made due to a lack of careful examination of work sites and specifications.

N. Bidders should be aware that marking a document "confidential" or "proprietary" in a bid may exclude a bid from consideration for award and will not keep that document from being released after notice of award as part of the public record, unless a court has ordered the DMV not to release the document. Any disclosure of confidential information provided by a bidder is a basis for rejecting the bidder’s bid and ruling the bidder ineligible to further participate.

6. Bid Opening

A. For security reasons, if you plan to attend the public bid opening, you must call the contact person indicated on the cover page of this IFB no less than 24 hours prior to the bid opening date and time so that arrangements can be made for entrance into the DMV building.

B. The bid opening shall be held at: DMV Headquarters East Building (meet in lobby area), 2415 First Avenue, Sacramento, CA 95818.

7. Disposition of Bids

A. All documents submitted in response to this IFB shall become the property of the State of California, and shall be regarded as public records under the California Public Records Act (Government Code Section 6250 et seq.). However, the contents of all proposals, draft bids, correspondence, agenda, memoranda, working papers, or any other medium which discloses any aspect of a bidder's bid, shall be held in the strictest confidence until notice of award is released. The content of all working papers and discussions relating to a bid shall be held in confidence indefinitely, unless the public's interest is best served by an item’s disclosure because of its direct pertinence to a decision, agreement, or evaluation of a bid.

B. Bid packages may be returned only at the bidder's expense, unless such expense is waived by the DMV.

8. Evaluation and Selection

A. Each bid shall be checked for the presence or absence of required information in conformance with the submission requirements of this IFB.

B. The DMV shall put each bid through a process of evaluation to determine its responsiveness to the DMV's needs.

C. The DMV reserves the right to reject all bids for reasonable cause. If all bids are too high, the agency is not required to award a contract.

D. Bids that contain false or misleading statements, or which provide references that do not support an attribute or condition claimed by the bidder, may be rejected. If, in the opinion of the DMV, such information was intended to mislead the DMV in its evaluation of the bid, and the attribute, condition, or capability is a requirement of this IFB, it shall be the basis for rejection of the bid.

E. A bid may be rejected if it is conditional or incomplete. The DMV may reject any or all bids and may waive any immaterial deviation in a bid. The DMV's waiver of immaterial defect shall in no way modify the IFB document or excuse the bidder from full compliance with all requirements if awarded the contract.

F. A bid may be rejected if it contains any alterations of form or other irregularities of any kind.

The DMV does not accept alternate contract language from prospective contractors. Bids with such language shall be considered a counter proposal and shall be rejected. The State’s General Terms and Conditions (GTC) are not negotiable. The GTC may be viewed on the internet at: http://www.dgs.ca.gov.

G. The final selection shall be made on the basis of the lowest responsible responsive bid. In the event there is tie, each of the tied bidders shall be contacted by the contact person indicated on the cover page of this IFB regarding a date and time for a flip of a coin. The bidder whose bid was received first shall make the call. Bidders or their authorized representative(s) are allowed to be present for the flip of the coin.

9. Notice of Intent to Award Contract

A. Upon written request by any bidder via email, fax, regular mail, or personal delivery prior to award of the contract, the DMV shall email or fax bidders and post in a public accessible place, a written notice of intent to award contract no less than five (5) DMV business days prior to awarding the contract. All written requests must be submitted to and received by the contact person indicated on the cover page of this IFB prior to award of the contract.

B. Whenever a contract is awarded under a procedure which provides for competitive bidding, but the contract is not to be awarded to the lowest bidder, the DMV shall:

(1). Notify the lowest bidder in writing by email, fax, overnight courier, or personal delivery no less than five (5) DMV business days prior to the award of the contract.

10. Protest

A. If any bidder, prior to the award of the contract, files an initial protest with the DMV and the Department of General Services (DGS) on the grounds that the protesting bidder is the lowest responsive responsible bidder, the contract shall not be awarded until either the protest has been withdrawn or the Department of General Services has decided the matter.

B. Within five (5) calendar days after filing an initial protest with the DMV and DGS, the protesting bidder shall file a full and complete written statement with the DMV and DGS specifying the grounds for the protest, including: the IFB number, the name of the State agency involved, and the agency contract person. Protestants should also include their fax number if they have one.

C. A written protest must be sent by regular mail, fax, courier, or personal delivery to both of the following:

Department of General Services Office of Legal Services Attn: Protest Coordinator 707 3rd Street 7th Floor West Sacramento, CA 95605 Fax: (916) 376-5088

Department of Motor Vehicles Contract Services Section Attn: Contract Officer 2415 First Avenue, MS: E112 Sacramento, CA 95818 Fax: (916) 657-2387 or (916) 657-5936

11. Notice of Contract Award

A. The DMV shall email, fax, or mail bidding contractors a written notice of contract award.

12. Standard Conditions of Service

A. Following the release of the written notice of contract award, the DMV shall email, fax, or mail the awarded contractor a prepared contract for signature that includes a cover letter instructing the awarded contractor on how to proceed. The cover letter may request that additional information and/or required documents be provided by the awarded contractor before the contract can be fully executed.

B. Services shall be available on the expressed date set by the DMV after all approvals have been obtained and the contract is fully executed.

C. All performance under the contract shall be completed on or before the termination date of the contract.

D. No oral understanding or agreement shall be binding on either party.

13. Required Documents (Awarded Contractor)

A. Prior to approval of the contract, the awarded contractor shall provide the DMV with all of the following required documents within ten (10) calendar days after the contract has been forwarded to the awarded contractor for signature. If the awarded contractor fails to provide the DMV with all of the following required documents within the above specified number of calendar days after the contract has been forwarded to the awarded contractor for signature, the DMV may deem the awarded contractor as non-responsive and may rescind the contract award:

(1). Contractor Certification Clauses

a. The awarded contractor shall sign and submit to the DMV, page one (1) of the Contractor Certification Clauses (CCC) which can be found on the Internet at:

http://www.dgs.ca.gov.

(2). Insurance Requirements

a. The awarded contractor shall provide the DMV with all of the following certificate(s) of insurance (Note: The DMV shall not be responsible for any premiums or assessments on insurance policies):

1. Commercial General Liability

A. Coverage shall provide limits of not less than $1,000,000.00 per occurrence for bodily injury and property damage liability combined. The policy shall include coverage for liabilities arising out of premises operations, independent contractors, products/completed operations, personal & advertising injury and liability assumed under an insured contract. This insurance shall apply separately to each insured against whom claim is made or suit is brought subject to the Contractor’s limit of liability.

B. The insurance policy shall include the following additional insured endorsement that shall be supplied under form acceptable to DGS, Office of Risk and Insurance Management (ORIM):

(1). The State of California, its officers, agents and employees are included as additional insured, but only with respect to work performed for the State of California.

2. Professional Liability

A. Coverage shall provide limits of not less than $1,000,000.00 per occurrence, $3,000,000.00 in the aggregate, including coverage for any errors and omissions caused by negligence in the performance of duties under the contract.

B. By signing the contract, the awarded contractor certifies that the carrier of any professional liability insurance required in the performance of the contract has knowledge of the awarded contractor’s extension of services to the DMV.

3. Worker’s Compensation

A. Employer liability limits of not less than $1,000,000.00 are required if the awarded contractor employs any person, in any manner, that is subject to the Workers Compensation Laws of California. The awarded contractor shall maintain statutory workers compensation and employer’s liability coverage for all of its employees who will be engaged in the performance of the contract. If the awarded contractor does not employ any person, in any manner, so as to not become subject to the Workers’ Compensation laws of California, the awarded contractor shall contact the DMV Contract Administrator to request a Workers’ Compensation Exemption Certification form. This form shall be completed by the awarded contractor and submitted to the DMV prior to approval of the contract.

B. The awarded contractor’s workers compensation insurance policy shall be endorsed with a waiver of subrogation in favor of the State of California in the event the awarded contractor employs any person, in any manner, that is subject to the Workers Compensation Laws of California.

14. Bid Preference(s)

A. The following preferences are applicable to this IFB:

(1). Small Business Enterprise (SBE) Preference

a. SBE Preference information can be found at the following internet web site:

http://www.dgs.ca.gov.

(2). Non-Small Business (Non-SB) Preference

a. Non-SB preference information can be found at the following internet web site:

http://www.dgs.ca.gov (Note: Non-SB Preference cannot displace a direct award to a California certified Small Business or a California certified Micro Business).

The remainder of this page is intentionally left blank.

DO NOT COMPLETE OR SUBMIT WITH YOUR BID!

STATE OF CALIFORNIA

STANDARD AGREEMENT

STD 213 (Rev 06/03) AGREEMENT NUMBER

REGISTRATION NUMBER

1. This Agreement is entered into between the State Agency and the Contractor named below:

STATE AGENCY’S NAME

Department of Motor Vehicles

CONTRACTOR’S NAME

2. The term of this Agreement is:

3. The maximum amount of this Agreement is:

4. The parties agree to comply with the terms and conditions of the following exhibits which are by this reference made a part of the Agreement.

Exhibit A – Scope of Work page(s)

Exhibit B – Budget Detail and Payment Provisions page(s)

Exhibit C – General Terms and Conditions page(s)

Exhibit D – Special Terms and Conditions page(s)

Exhibit E – Additional Provisions page(s)

Items shown with an Asterisk (*), are hereby incorporated by reference and made part of this agreement as if attached hereto.

These documents can be viewed at www.dgs.ca.gov/ols/Resources/StandardContractLanguage.aspx.

IN WITNESS WHEREOF, this Agreement has been executed by the parties hereto.

CONTRACTOR

California Department of General

Services Use Only

CONTRACTOR’S NAME (if other than individual, state whether a corporation, partnership, etc.)

BY (Authorized Signature)

DATE SIGNED (Do not type)

PRINTED NAME AND TITLE OF PERSON SIGNED

ADDRESS

STATE OF CALIFORNIA

AGENCY NAME

BY (Authorized Signature)

DATE SIGNED (Do not type)

PRINTED NAME AND TITLE OF PERSON SIGNED

ADDRESS

2415 First Avenue, MS: E112, Sacramento, CA 95818-2606

EXHIBIT A

SCOPE OF WORK

1. Contractor’s Full Business Name (to be completed by the DMV), hereafter referred to as the Contractor, agrees to provide the Department of Motor Vehicles (DMV) all labor, tools, materials, equipment, and supervision; pay all travel expenses, taxes, insurance, bonds, license and permit fees, and other costs incidental to the work to be performed for in-person interpreter services on an “as needed” basis for locations identified in Area 2 (see Exhibit F). The DMV does not guarantee a minimum or maximum use of in-person interpreter services during the term of this Agreement.

2. The services shall be performed at various offices and hearing points located in the cities identified in Exhibit F.

3. The Project Managers during the term of this Agreement shall be:

Department of Motor Vehicles Contractor Name (TBD)

Name: TBD Name: TBD

Phone: TBD Phone: TBD

Fax: TBD Fax: TBD

Email: TBD Email: TBD

Department of Motor Vehicles Contractor Name (TBD)

Name: TBD Name: TBD

Address: TBD Address: TBD

Phone: TBD Phone: TBD

Fax: TBD Fax: TBD

Email: TBD Email: TBD

4. The Contract Administrators during the term of this Agreement shall be:

Department of Motor Vehicles Contractor Name (TBD)

Name: Cindy Huynh Name: TBD

Address: 2415 First Avenue, MS: E112 Sacramento, CA 95818

Address: TBD

Phone: (916) 657-6972 Phone: TBD

Fax: (916) 657-2387 Fax: TBD

Email: Cindy.huynh@dmv.ca.gov

Email: TBD

The remainder of this page is intentionally left blank.

mailto:Cindy.huynh@dmv.ca.gov

5. Detailed description of work to be performed and duties of all parties:

A. GENERAL INFORMATION – The Contractor shall provide the services listed below to the DMV on an “as-needed” basis.

(1) The Contractor shall provide in-person language-interpreter services to the Driver Safety

Branch of the Licensing Operations Division (LOD), and to the Legal Office of the Legal Affairs Division (LAD), at administrative hearings, and State Personnel Board hearings conducted by the DMV, within California, at the locations indicated in Exhibit F. The locations shown in Exhibit F are subject to change according to the business needs of the DMV. Some offices may be permanently closed or relocated, and new offices may be opened in other locations. Any additions, deletions, or changes to the locations shall be made via written notification to the Contractor via an amendment.

(2) For the purposes of this contract, in-person is defined as being physically present at a location.

(3) Languages include, but are not limited to, the lists shown in Exhibit G.

(4) The bid package shall contain information and instructions on how to access the interpreter services, including an e-mail address to be used by the DMV to request in-person services, and telephone contact information for customer services and billing.

(5) For languages identified in Exhibit G.1), the Contractor shall provide a certified interpreter as defined in Government Code Section 11435.55. For languages identified in Exhibit G.2), the Contractor shall provide a registered interpreter as defined in Government Code Section 68561(d). Interpreters shall be certified or registered in the language they are providing service for. On those occasions where the Contractor is unable to provide a certified or registered interpreter as outlined above, the Contractor shall provide an interpreter, who may be provisionally qualified, except as described in section 5. A. (6). Except for occasions where a certified interpreter is requested for American Sign Language (ASL) or other sign language, as described in section 5. A. (6), all non-certified/non-registered interpreters may be provisionally qualified on an individual basis by the DMV Hearing Officer or an Administrative Law Judge. However, to ensure qualified interpreter service, a minimum of ninety percent (90%) of contract services must be performed by certified or registered interpreters, unless advance authorization has been obtained from the

DMV.

(6) Upon request, the Contractor must provide a certified interpreter for ASL or other sign language.

(7) Whether or not an interpreter is provisionally qualified is within the sole discretion of

DMV or an Administrative Law Judge. If the DMV determines that an interpreter is not provisionally qualified or has failed to provide provisionally qualified services, the DMV will not be obligated to pay for the services and, for purposes of applying liquidated damages provisions, the Contractor will be deemed to have failed to provide an interpreter.

(8) The interpreter will be required to swear under oath (Exhibit I) at each hearing that they are qualified to interpret pursuant to Government Code section 11435.55, or 68561(d), or based on provisional qualification, and the interpreters will agree to interpret accurately, without summarizing or editing. A certified or registered interpreter shall present their badge for identification purposes at the time and location of the hearing.

An interpreter who fails to present their badge at the time of the hearing may be provisionally qualified.

(9) The DMV may obtain the same or similar services from other vendors or bilingual employees, in the event that services of a qualified interpreter are not able to be provided by the Contractor.

(10) The DMV shall have the option of disqualifying any interpreter it deems is unable to provide service at an adequate level. The DMV shall provide the Contractor with written notice of the disqualification. The Contractor shall not utilize interpreters disqualified under this provision without written pre-authorization from the DMV. Any requests for payment for services of the disqualified interpreter shall not be payable by the DMV.

(11) An interpreter is required to understand and be able to interpret the terms and procedures generally used in these proceedings, refer to Driver Safety Glossary, listed as Exhibit H, and be able to translate those terms and procedures into the required languages.

(12) An interpreter shall not have had any prior substantive involvement in the matter under review, and shall disclose any actual conflict of interest or appearance of conflict, including acquaintance with any Party or witness to the proceedings, to the Hearing Officer or Administrative Law Judge, and all Parties.

(13) An interpreter shall not disclose privileged or confidential communications.

(14) An interpreter is restricted to strictly verbatim translation duties, which do not include coaching or advising respondents or witnesses, voicing opinions, adding commentary on the case, or personal conversations with respondents, witnesses, or other parties to the proceedings.

(15) The DMV shall authorize each office requiring service to contact the Contractor to schedule interpreter services as needed.

(16) The DMV does not guarantee a minimum or maximum volume of service requests.

B. IN-PERSON INTERPRETER SERVICES

(1) The DMV shall provide the Contractor with a minimum of three (3) business days written notice for all in-person interpreters, with the exception of priority re-examinations. In the event of a priority re-examination hearing, which is requested in response to a notice served by law enforcement, only one (1) business day’s written notice may be given.

(a) The DMV’s written request for interpreter service shall include the following information:

1. Location, date, and time of hearing.

2. The language services required for interpretation.

3. The type of proceeding.

4. The name, e-mail address, and contact number of the person requesting the interpreter services.

(b) The Contractor shall provide written confirmation within one (1) business day stating whether or not services will be provided as requested. In the event of a priority re-examination, the Contractor shall provide written confirmation by 4:00 p.m. on the same day services are requested.

(2) The services shall be provided during normal DMV working hours, 7 a.m. to 7 p.m., Monday through Friday, except State holidays (refer to Exhibit D, item 8).

(3) The interpreter shall be present and ready to begin work at the date, time and location indicated in the DMV’s request for services. If the interpreter is not present and ready to begin work at the scheduled time as indicated on the request for services, the DMV may, at its sole discretion, determine not to use the interpreter services and shall not pay the Contractor for any services in connection with the request for services. If the DMV determines to use the interpreter services, the DMV shall pay for the services as provided in the agreement; however, the liquidated damage shall be imposed on the Contractor as stated in Exhibit D, item 4.

(4) The DMV agrees to pay the Contractor for a minimum of two (2) hours interpreting service for each date and location the State requests and the Contractor provides an interpreter. An interpreter is required to stay until released by the DMV. Additional time after the two (2) hour minimum is to be billed in fifteen (15) minute increments, prorated at the hourly rate, regardless of the number of hearings that require interpreter services.

(5) No hourly or prorated payment will be made during a lunch period ordered by a Hearing

Officer or Administrative Law Judge.

(6) The Contractor shall not be paid on an individual hearing basis, as it is possible, and likely, that more than a single hearing shall be conducted during a single two (2) hour period or a single work day.

(7) If the hearing takes less than two (2) hours and the interpreter is not needed for another hearing, the interpreter is not required to stay, after obtaining consent from the hearing officer in Driver Safety hearings or the DMV attorney in administrative hearings for LAD.

(8) The DMV shall reconcile the interpreter’s time against the Contractor’s invoices.

(9) If the DMV requires a hearing cancellation or change, it is the responsibility of the DMV to provide the Contractor with at least two (2) business days notice, via e-mail notification. If notice of cancellation or change is not given with at least two (2) business days notice, the DMV shall pay the Contractor for the minimum two (2) hour service.

EXHIBIT B

BUDGET DETAIL AND PAYMENT PROVISION

1. Invoice and Payment

A. For services rendered in conformity with the work specified in Exhibit A, and upon receipt and approval of the invoice(s) and any other required documentation of work completed, the DMV agrees to compensate the Contractor $____ per hour (to be completed by the DMV), all taxes included, on a monthly basis in arrears. The total compensation for all services performed under this Agreement shall not exceed $______ (to be completed by the DMV). The DMV does not guarantee a minimum or maximum use of in-person interpreter services during the term of this Agreement.

B. Any additional time after the two (2) hour minimum is to be billed in fifteen (15) minute increments, prorated at the hourly rate, regardless of the number of hearings that require interpreter services.

C. The Contractor shall construct each invoice to separate services originating from Driver Safety offices and services requested by the Legal office. Each invoice shall contain the information detailed below in the Microsoft Excel format as shown on the attached sample in Exhibit J. If separate accounts are used for each office, the Contractor shall provide the DMV with a single summary billing, if applicable. If the Contractor fails to segregate the invoice as described in this paragraph, the DMV will dispute the invoice and return it to the Contractor with instruction to conform to this requirement.

D. In addition to the breakdown into subaccounts, each monthly billing statement must have a complete breakdown of each service request, sorted by reporting unit numbers, then dates and times, which includes:

(1). Date of Service

(2). DMV Reporting Unit Number and location where services were provided (refer to Exhibit F)

(3). Language that was interpreted

(4). Name and case number of the subject

(5). Full Name of the Interpreter

(6). Name of Hearing Officer

(7). Beginning and end times of services provided and total minutes (rounded to nearest minute)

(8). Qualification of the interpreter (certified, registered, provisionally qualified)

(9). Number of hours services were provided

(10). Cost of Service

E. Invoice(s) shall be submitted electronically in Microsoft Excel format (see Exhibit J), via e-mail, and shall reference the Agreement number, the information listed above and the Contractor’s business name as shown on the Agreement.

EXHIBIT B

F. To ensure prompt payment, submit invoices via e-mail to:

Licensing Operations Division (LOD) Driver Safety Branch Attention: DMV Project Manager

Legal Affairs Division (LAD) Legal Office Attention: DMV Project Manager

Note: Delivery of an invoice shall be deemed completed when a copy of the invoice has been mailed to the address shown above by deposit with the United States Postal Service in a sealed envelope addressed as shown above with postage fully prepaid, or when a copy of the invoice has been personally delivered to the address shown above.

2. Travel Reimbursement

A. The DMV shall not reimburse the Contractor for travel costs.

3. Budget Contingency Clause

A. The parties mutually agree that if the Budget Act of the current year or any subsequent year covered under this Agreement does not appropriate sufficient funds for the program, this Agreement shall be of no further force and effect. In this event, the State shall have no liability to pay any funds whatsoever to the Contractor or furnish any other consideration under this Agreement, and the Contractor shall not be obligated to perform further services under this Agreement.

B. If funding for any fiscal year is reduced or deleted by the Budget Act for purposes of this program, the State shall have the option to either cancel this Agreement with no liability occurring to the State, or offer an agreement amendment to the Contractor to reflect the reduced amount.

4. Prompt Payment Clause

A. Payment shall be made in accordance with and within the time specified in the California Prompt Payment Act (Government Code Chapter 4.5, commencing with Section 927).

5. Withholding Amounts Owed From Amounts Due

A. In addition to any other remedy available under this Agreement or applicable law, the DMV may dispute an invoice or invoices submitted by the Contractor and withhold amounts owed by the Contractor to the DMV under this Agreement, including but not limited to amounts owed for breach, amounts owed as liquidated damages, and amounts owed due to overpayments from amounts claimed by the Contractor on invoices submitted to the DMV and otherwise owed by the DMV to the Contractor under this Agreement.

EXHIBIT C

GENERAL TERMS AND CONDITIONS

1. The General Terms and Conditions (GTC) shall be incorporated into the final agreement by reference on the Standard Agreement form (STD 213). The GTC may be viewed on the internet at:

http://www.dgs.ca.gov. (Please note that this page will not be included in the final contract.)

EXHIBIT D

SPECIAL TERMS AND CONDITIONS

1. Commencement of Work

A. The Contractor shall commence work under this Agreement on the specified start date provided by the DMV Project Manager following the execution of this Agreement by the State. The DMV Project Manager shall provide the Contractor with written notification of the start date prior to the Contractor commencing work under this Agreement.

2. Force Majeure

A. The Contractor shall not be liable for damages caused solely by any act of war, hostilities, civil war, insurrection, or by an unanticipated grave natural disaster or other act of God of an exceptional, inevitable, and irresistible character which could not have been prevented or avoided by the exercise of due care or foresight. When a delay occurs due to any of these unforeseeable causes beyond the control and without the fault or negligence of the Contractor, the time or times of completion of this Agreement may be extended for a period justified by the effect of such delay on the completion of the work.

3. Termination

A. The DMV may terminate this Agreement for any of the following reasons:

(1). The Contractor breaches this Agreement by failing to commence work on the specified or agreed upon start date, and the Contractor’s failure to commence work on the specified or agreed upon start date is not a result of the conditions listed in the “Force Majeure” clause within this Exhibit.

(2). The Contractor breaches this Agreement by failing to perform required work at the time(s) specified or agreed upon, and the Contractor’s failure to perform required work at the time(s) specified or agreed upon is not a result of the conditions listed in the “Force Majeure” clause within this Exhibit.

(3). The Contractor breaches this Agreement by failing to perform required work in the manner required by this Agreement, and the Contractor’s failure to perform required work in the manner required by this Agreement is not a result of the conditions listed in the “Force Majeure” clause within this Exhibit.

(4). The Contractor breaches this Agreement by failing to complete required work within the time period specified or agreed upon, and the Contractor’s failure to complete the required work within the time period specified or agreed upon is not a result of the conditions listed in the “Force Majeure” clause within this Exhibit.

(5). When termination is in the best interest of the DMV.

B. In the event that the DMV terminates this Agreement as a result of the Contractor’s breach of this Agreement, the DMV may proceed with the work in any manner deemed proper by the DMV. All costs and damages to the DMV as a result of the Contractor’s breach of this Agreement may be deducted from any amount owed to the Contractor by the DMV. These costs and damages are in addition to the pro-rata reduction in the amount owed to the Contractor under this Agreement as a result of the Contractor’s failure to perform required work.

The balance, if any, shall be paid to the Contractor upon demand. The DMV may recover costs and damages from the Contractor that include, but are not limited to, the following:

(1). The cost of rebidding the work.

(2). The additional cost of obtaining required work from an alternate source less the amount the DMV would have paid the Contractor to perform the required work.

(3). Damages incurred as a result of going without required work in the event that the required work cannot be obtained from an alternate source due to time constraints.

(4). Damages incurred as a result of delays in completing work.

C. In the event that the DMV terminates this Agreement in the best interest of the DMV, such termination is subject to thirty (30) calendar days written notice to the Contractor.

D. Termination of this Agreement shall be effected by delivery of a notice of termination to the Contractor specifying whether termination is for breach of this Agreement by the Contractor or for the best interest of the DMV. The notice of termination shall specify the extent to which performance of work under this Agreement is terminated and the date upon which such termination becomes effective. Unless otherwise directed by the DMV Project Manager, the Contractor shall perform the following as directed by the DMV Project Manager after receipt of the notice of termination:

(1). Stop work under this Agreement on the date and to the extent specified in the notice of termination.

OR

(2). Complete the work in process as directed by the DMV Project Manager.

4. Liquidated Damages

A. The parties agree that it will be impractical and extremely difficult to ascertain and determine the actual damages sustained by the DMV in the event that the DMV is required to re-bid the work, go without the required work, or experience delays in receiving completed work. Therefore:

(1). In the event that the DMV terminates this Agreement due to Contractor breach, the DMV shall be entitled to $500.00 as liquidated damages to cover the administrative costs for rebidding the work.

(2). In the event that the Contractor fails to perform work on any required working day, and the DMV goes without the required work because the DMV is unable to obtain the work from an alternate source due to time constraints, the DMV shall be entitled to $50.00 per day as liquidated damages.

B. In addition to any other remedy available under this Agreement or applicable law, the DMV may recover amounts owed to the DMV by the Contractor as liquidated damages from amounts otherwise owing by DMV to the Contractor by disputing one or more Contractor’s invoices and withholding payment. In the event that the Contractor incurs any outstanding liquidated damages assessments with the DMV under this Agreement or any other agreement between the DMV and the Contractor, the Contractor may not be awarded any future DMV contracts until the outstanding assessments have been paid to the DMV.

5. Incorporation by Reference

A. The DMV solicitation and all required documents and quotations submitted by the Contractor, pursuant to and prior to execution of this Agreement, are incorporated by reference and made a part of this Agreement. In the event of a conflict between the Agreement language and the language of any document(s) so incorporated, the Agreement language shall prevail.

6. Contractor Name Change and Assignment

A. Name Change

(1). An amendment to this Agreement is required to change the Contractor’s name as specified in this Agreement. Upon receipt of legal documentation of a name change, the DMV shall process a formal written amendment to this Agreement to change the Contractor’s name. Invoices for work/services performed prior to execution of a written amendment to this Agreement for a name change must be submitted under the Contractor’s name as currently specified in this Agreement in order to be paid.

B. Assignment

(1). This Agreement is not assignable by the Contractor, either in whole or in part, without the consent of the DMV in the form of an approved written amendment to this Agreement. Upon receipt of official documentation justifying an assignment (e.g.

certified filing from the California Secretary of State, sales agreement signed by both parties, Notice of Assignment signed by both parties), the DMV may process a formal written amendment to assign this Agreement. The Contractor must continue to provide all work/services required under this Agreement prior to execution of a written amendment to this Agreement for an assignment. Invoices for services performed prior to execution of a written amendment to this Agreement for an assignment must be submitted under the assigning Contractor’s name as currently specified in this Agreement in order to be paid.

7. Availability of Funds

A. This Agreement is subject to any restrictions, limitations, or conditions enacted by the Legislature which may affect the provisions, terms, or funding of this Agreement in any manner.

8. State Holidays & Furlough Days

A. The DMV observes the state holidays identified at website: http://www.calhr.ca.gov. Offices will be closed if any holiday falls on or is observed on a weekday, unless otherwise stated.

B. In the event that furlough days are implemented, changed, or cancelled at any time throughout the term of this Agreement, the DMV shall notify the Contractor in writing.

9. Right to Bar

A. The DMV reserves the right to bar any Contractor‘s employee from a DMV work site.

10. Multiple Contractors

A. The DMV may undertake or award other contracts for additional work, and the Contractor shall fully cooperate with other contractors and State employees.

11. Subcontractors

A. The Contractor shall not substitute any subcontractor identified in the Contractor’s bid or add any subcontractor not identified in the Contractor’s bid without prior written approval from the DMV Project Manager. The Contractor shall submit the names of all subcontractors to be utilized during the term of this Agreement to the DMV Project Manager.

B. All subcontractors engaged in work under this Agreement shall be considered as employees of the Contractor. The Contractor shall give personal attention to fulfillment of this Agreement and shall keep the work under the Contractor’s control. When any subcontractor fails to complete a portion of the work in a manner satisfactory to the DMV, the Contractor shall correct the defective work or materials at no additional cost to the DMV.

C. All subcontractors shall possess the appropriate license for the work they perform under this Agreement.

D. All subcontractors utilized to perform services under this Agreement shall be covered by the Contractor’s insurance or possess insurance equal to the policies, coverages, and limits required of the Contractor under this Agreement.

E. The DMV shall not entertain requests to arbitrate disputes among subcontractors or between the Contractor and subcontractors concerning responsibility of performing any part of the work under this Agreement. The Contractor is responsible for all work performed under this Agreement.

12. Rejection

A. Should any portion of the work done or any materials, articles, or equipment delivered fail to comply with the requirements of this Agreement, such work, materials, articles, or equipment shall be rejected, and shall immediately be made satisfactory to the DMV Project Manager by the Contractor at no additional cost to the DMV. In the event the Contractor fails to take necessary steps to ensure future conformity with the requirements of this Agreement, the DMV shall have the right to:

(1). Procure services required by this Agreement and charge the Contractor for the procured services.

AND/OR

(2). Terminate this Agreement.

13. Jurisdiction and Venue

A. Any civil action that arises out of or relates to this Agreement shall be brought in a court of competent jurisdiction of the State of California.

14. Dispute

A. Any dispute of fact arising under the terms of this Agreement, which is not resolved within a reasonable period of time as defined by the DMV Project Manager, shall be brought to the attention of the Chief Executive Officer (or designative representative) of each organization for joint resolution. If an agreement cannot be reached through the application of high-level management attention, either party may assert its rights and remedies under this Agreement. Notwithstanding this paragraph, the DMV may dispute invoices for purposes of the California Prompt Payment Act (Government Code Chapter 4.5, commencing with Section 927).

15. Standards of Conduct

A. The Contractor shall maintain a satisfactory standard of employee competency, appearance, conduct, and integrity, and shall be responsible for taking such disciplinary action with respect to their employees as may be necessary.

16. Laws, Rules, and Regulations

A. The Contractor shall be solely responsible for adhering to any and all local, city, county, state, and federal laws, rules, and regulations pertaining to the services required under this Agreement while performing services under this Agreement.

17. Audit

A. The Contractor agrees that the DMV, the Department of General Services, the Bureau of State Audits, or their designated representative shall have the right to review and to copy any records and supporting documentation pertaining to the performance of this Agreement, including payroll records. The Contractor agrees to maintain such records for possible audit for a minimum of three (3) years after final payment, unless a longer period of records retention is stipulated. The Contractor agrees to allow auditor(s) access to such records during normal business hours and to allow interviews of any employees who might reasonably have information related to such records. Further, the Contractor agrees to include a similar right of the State to audit records and interview staff in any subcontract related to performance of this Agreement. (Government Code Section 8546.7, Public Contract Code Section 10115 et seq., California Code of Regulations Title 2, Section 1896).

EXHIBIT E

ADDITIONAL PROVISIONS

1. Insurance Requirements:

A. General Provisions Applying To All Insurance Policies

(1). Coverage Term

a. Coverage needs to be in force for the entire term of this Agreement. If insurance expires during the term of this Agreement, a new certificate of Insurance must be received by the DMV at least ten (10) DMV business days prior to the expiration of the insurance. Any new insurance must comply with the original terms of this Agreement.

(2). Policy Cancellation of Termination and Notice of Non-Renewal

a. The Contractor shall provide to the DMV, within five (5) DMV business days following receipt by the Contractor, a copy of any cancellation or non-renewal of insurance required under this Agreement. In the event the Contractor fails to keep the required insurance coverage in effect at all times, the DMV may, in addition to any other remedies it may have, terminate this Agreement upon the occurrence of such event.

(3). Deductible

a. The Contractor is responsible for any deductible or self-insured retention contained within their insurance program.

(4). Primary Clause

a. Any required insurance specified under this Agreement shall be primary, and not excess or contributory to any other…