23-297_IFB_Formal.pdf

CALIFORNIA STATE TRANSPORTATION AGENCY GAVIN NEWSOM, Governor

DEPARTMENT OF MOTOR VEHICLES

ADMINISTRATIVE SERVICES DIVISION

P.O. BOX 932382

SACRAMENTO, CA 94232-3820

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

ADM 668 (REV. 1/2019) DMVWeb A Public Service Agency

23-297

INVITATION FOR BID

Notice to Prospective Bidders

April 22, 2024

You are invited to review and respond to this Invitation for Bid (IFB) entitled 23-297 – As-Needed Telephone Interpreter Language Services for DMV Investigations. 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. Your bid must be submitted via email (the DMV will not accept a mailed or hand-delivered bid).

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:

Anne Mearlon Department of Motor Vehicles

Phone: (916) 818-2849 Email: anne.mearlon@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.

ANNE MEARLON

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)

15. Bid Incentive(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 Investigations Division Glossary

➢ EXHIBIT G – Sample Invoice

➢ EXHIBIT H – Certification of Interpreter

➢ APPENDIX A The United States Department of Transportation Standard Title VI/Non-Discrimination Assurances DOT Order No. 1050.2A

➢ APPENDIX E The United States Department of Transportation Standard Title VI/Non-Discrimination Assurances DOT Order No. 1050.2A

➢ REQUIRED BID DOCUMENTS CHECKLIST

➢ ATTACHMENT 1 – Bid/Bidder Certification Sheet

➢ ATTACHMENT 2 – Cost Sheet

➢ ATTACHMENT 3 – Payee Data Record

➢ ATTACHMENT 4 – Bidder Declaration & Subcontractor/Supplier List

➢ ATTACHMENT 5 – Darfur Contracting Act

➢ ATTACHMENT 6 – California Disabled Veteran Business Enterprise Participation Requirement and Incentive

➢ ATTACHMENT 7 – California Civil Rights Laws Certification

➢ ATTACHMENT 8 – STD 830 – Target Area Contract Preference Act Preference Request For Goods and Services Solicitations

➢ ATTACHMENT 9 – DGS/PD 526 – Bidder’s Summary of Contract Activities and Labor Hours

➢ ATTACHMENT 10 – DGS/PD 525 – Manufacturer’s Summary of Contract Activities and Labor Hours

The remainder of this page is intentionally left blank.

BIDDER REQUIREMENTS AND INFORMATION

1. Purpose and Description of Services

A. As-needed telephone language interpreter services for DMV Investigations. Term: Twelve (12) months with a DMV option to extend two (2) Twelve (12) months additional (see Schedule of Events for proposed start date of contract). See Exhibit A, Scope of Work, for a complete description of services.

2. Bidder Qualifications

A. On March 4, 2022, Governor Gavin Newsom issued Executive Order N-6-22 regarding Economic Sanctions against Russia and Russian entities and individuals. “Economic Sanctions” refers to sanctions imposed by the U.S. government in response to Russia’s actions in Ukraine, as well as any sanctions imposed under state law. By submitting a bid, the bidder represents that it is not a target of Economic Sanctions. Should the State determine, at any time prior to the execution of a contract, that the bidder is a target of Economic Sanctions or is conducting prohibited transactions with sanctioned individuals or entities, that shall be grounds for rejection of the bidder’s bid by the DMV.

B. The bidder’s principal place of business must be within the State of California and all interpreter personnel to be utilized by the bidder must reside within the continental United States of America.

C. The bidder must complete and submit Exhibit H, Certification of Interpreter, with other required bid documents. Bids shall be deemed non-responsive if this attachment is not submitted.

3. Schedule of Events

Event Date Time

(1). IFB available to prospective bidders: 4/22/2024 N/A

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

(Note: See additional info in Section 4.)

5/6/2024 4:00 p.m.

(3). Written responses to questions released by: 5/9/2024 4:00 p.m.

(4). Final date for bid submission:

(Note: See additional info in Section 5.)

5/15/2024 N/A

(5). Date of bid opening:

(Note: See additional info in Section 6.)

5/16/2024 10:00 a.m.

(6). Proposed start date of contract: 6/1/2024 or upon contract approval

N/A

A. eduled date and time of the pre-bid conference to arrange for a reasonable accommodation.

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 received via email no later than the date specified in the Schedule of Events. The DMV will not accept any bids that are mailed or hand-delivered.

(1). Bids shall be emailed in non-fillable PDF format (one [1] file that includes all required bid documents) to DMVBIDS@dmv.ca.gov. Only bids sent to this email will be considered.

Bids that contain any bid information in the body of the email may be rejected. Bids shall be sent to the email address listed above and contain the following information in the Subject Line only:

a. Bid # 23-297 for ANNE MEARLON for INTERPRETER SERVICES Due: MAY 15, 2024

1. Bids may be deemed non-responsive if the subject line does not contain the above information.

(2). Emails shall not exceed one hundred (100) megabytes (MB) in size.

(3). Emailed bids will not be opened until after the date specified in the Schedule of Events.

B. Bids must be received by the DMV no later than the date specified in the Schedule of Events.

Any bid received after the specified due date shall be rejected.

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. 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. Bidders are responsible for ensuring the accessibility and legibility of the submitted documents.

Bids that are not accessible or legible may be rejected.

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.

mailto:DMVBIDS@dmv.ca.gov

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. All documents submitted in response to this solicitation will become the property of the State of California and may be subject to the California Public Records Act (Government Code section 6250 et seq.). This includes any contact information within the documents, including that of references. Additionally, to the extent that a bidder believes its bid contains trade secret or proprietary information intended to be confidential, it is the bidder’s responsibility to identify and redact such information. A separate redacted copy of the bid must be submitted along with the original unredacted bid, and it will be the bidder’s responsibility to defend any redactions should a requester dispute them under the Public Records Act. In the absence of a pre-redacted bid, the DMV will treat the entire bid as a public record, except any information the DMV is required to redact under California law.

6. Bid Opening

A. If you plan to attend the public bid opening, you must email the contact person indicated on the cover page of this IFB no less than 24 hours prior to the bid opening date and time. The contact person will email the bid opening information, held virtually through Microsoft Teams.

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.

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. A bidder may be deemed not responsible and their bid may be rejected if they have previously been terminated for cause/breach for the same or similar services at the location designated in this IFB.

D. All bids may be rejected whenever the DMV determines that the cost is not reasonable or otherwise in the best interest of the DMV. There is no requirement to award a contract if, in the opinion of the DMV, no bids were received containing a reasonable contract price or if there is another business-based reason not to make an award.

E. 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.

F. 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.

G. 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.

H. 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 email to the DGS, Office of Legal Services (OLS) at OLSProtests@dgs.ca.gov, as well as the Contract Administrator listed on the cover letter of this

IFB.

11. Notice of Contract Award

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

mailto:OLSProtests@dgs.ca.gov

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, unless otherwise specified below, 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. When requested by the DMV, 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. Professional Liability

A. Coverage shall provide limits of not less than $1,000,000.00 per occurrence and $3,000,000.00 in the aggregate, covering any damages caused by a negligent error, act, or omission.

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.

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).

(3). Target Area Contract Preference Act (TACPA) (Only applicable if the lowest bid received exceeds $100,000.00.)

a. TACPA preference information can be found at the following internet web site:

http://www.dgs.ca.gov (Note: Only California certified Small Business bidders and California certified Micro Business bidders can use a TACPA preference to displace another California certified Small Business bidder or California certified Micro Business bidder).

15. Bid Incentive(s)

A. The following incentive is applicable to this IFB:

(1). Disabled Veteran Business Enterprise (DVBE) Participation Incentive

a. See Attachment 6 for DVBE Participation Incentive information (Note: DVBE Participation Incentive 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!

EXHIBIT A

SCOPE OF WORK

1. Contractor’s Full Business Name (to be completed by the DMV), hereinafter referred to as the Contractor, agrees to provide the Department of Motor Vehicles (DMV) all labor, tools, materials, equipment, supervision, taxes, insurance, bonds, license and permit fees, and other costs incidental to the work performed for as-needed telephone language interpreter services for DMV Investigations for the term of this Agreement. The DMV does not guarantee a minimum or maximum use of this Agreement.

2. 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.

3. The Contractor shall provide as-needed telephone interpreter services for DMV customers through a toll-free telephone number from 7:00 a.m. to 7:00 p.m., Pacific Standard Time, Monday through Saturday, excluding state holidays. The Contractor shall ensure that all scheduled telephone system updates are scheduled outside of these service hours.

4. 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

Email: TBD Email: TBD

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

Department of Motor Vehicles Contractor Name (TBD)

Name: Anne Mearlon Name: TBD

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

Address: TBD

Phone: (916) 818-2849 Phone: TBD

Email: anne.mearlon@dmv.ca.gov Email: TBD

6. In the event of any changes to the name, address, and/or contact information for the Project Managers and/or Contract Administrators/Coordinators identified in this Exhibit, the party making the changes shall notify the other party in writing.

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

A. TELEPHONE INTERPRETER SERVICES

(1). Languages to be interpreted by the Contractor include, but are not limited to, the following language types:

a. Certified Languages

Arabic Mandarin

Armenian Eastern Portuguese

Armenian Western Punjabi

Cantonese Russian

Japanese Spanish

Khmer Tagalog

Korean Vietnamese

b. Registered Languages

Afghani Macedonian

Albanian Malayalam

Amharic Mien

Assyrian Mixteco

Bengali Mixteco Alto

Bulgarian Mixteco Bajo

Burmese Nahuatl

Cambodian Nepali

Chaldean Pashto

Chinese Persian

Chaochow Polish

Croatian Quiche

Dari Romanian

Dutch Samoan

Eritrean Serbian

Farsi Somali

Fijian Swahili

Fijian Hindustani Taiwanese

French Tamil

German Thai

Greek Tibetan

Gujarati Tigrinya

Hebrew Tongan

Hindi Trique

Hmong Turkish

Hungarian Ukrainian

Kurdish Urdu

Ilocano Zapoteco de San Vincente

Indonesian Zapoteco, San Luis del Rio

Ingush Zapoteco Alto Juchitan

Italian Zapoteco de San Lorenzo

Laotian Zapoteco de Valle

Lebanese Zapoteco de la Sierra

Lithuanian Zapoteco, Coatecas Altas

c. All languages not currently certified or registered shall also be available by the Contractor.

(2). The Contractor shall ensure that a minimum of ninety percent (90%) of all interpreter services provided under this Agreement are performed by certified or registered interpreters, unless advance written authorization has been obtained from the DMV Project Manager.

(3). 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.

a. All subcontractors shall possess the appropriate proficiency for the work they perform under this Agreement.

b. All subcontractors utilized to perform services under this Agreement shall be included as insureds under the Contractor’s insurance or possess insurance equal to the policies, coverages, and limits required of the Contractor under this Agreement.

c. 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.

B. INTERPRETER QUALIFICATIONS

(1). All interpreters utilized by the Contractor during the term of this Agreement must reside within the continental United States of America.

(2). For certified languages, the Contractor shall provide a certified interpreter as defined in Government Code Section 11435.55, unless advance authorization has been provided by the DMV.

(3). For registered languages, the Contractor shall provide a registered interpreter as defined in Government Code Section 68561(d), unless advance authorization has been provided by the DMV.

(4). In the event the Contractor is unable to obtain a certified or registered interpreter as outlined above, the Contractor shall provide an interpreter capable of providing the interpreter services required by the DMV.

(5). The DMV has the sole discretion in determination of whether or not an interpreter is qualified to perform interpreter services. A qualified interpreter is appropriately trained, demonstrates a high level of proficiency interpreting speech from English into the required second language and back again in real time accurately without any editing, summarizing, omissions, or change in meaning, and demonstrates a high level of proficiency interpreting conversations with the same level of inflection used by English and limited-English proficient individuals. In the event the DMV deems an interpreter as unqualified prior to the commencement of a telephone call or during a telephone call, the Contractor shall be deemed by the DMV to have failed to provide a qualified interpreter, and the DMV shall not be obligated to compensate the Contractor for the services provided by the unqualified interpreter. In addition, the DMV shall be entitled to assess liquidated damages as stated in Exhibit D, Page 2 of 5, Section 3, for the Contractor’s failure to provide a qualified interpreter.

(6). The DMV shall have the option to disqualify any interpreter that it deems unqualified to perform interpreter services at an adequate level. The DMV shall provide the Contractor with written notification of such disqualification. The Contractor shall not utilize interpreters previously disqualified by the DMV without prior written approval from the DMV. In the event the Contractor provides a previously disqualified interpreter to perform interpreter services without prior written approval from the DMV, the Contractor shall be deemed by the DMV to have failed to provide a qualified interpreter, and the DMV shall not be obligated to compensate the Contractor for the services provided by the previously disqualified interpreter. In addition, the DMV shall be entitled to assess liquidated damages as stated in Exhibit D, Page 2 of 5, Section 3, for the Contractor’s failure to provide a qualified interpreter.

C. INTERPRETER RESPONSIBILITIES

(1). Interpreters shall understand and be able to interpret the terms identified in Exhibit F, DMV Investigations Division Glossary, and shall be able to translate such terms into the required languages.

(2). Per Section 11435.65 of the Government Code, the rules of confidentiality of the agency, if any, that apply in an adjudicative proceeding shall apply to any interpreter in an interview, whether or not the rules so state. In addition, an interpreter shall not have any involvement in the issues of a case prior to an interview.

(3). Interpreters shall not divulge, discuss, or disclose privileged or confidential communications, or any other information disclosed in a telephone call.

(4). The Contractor and its affiliates shall not record, document, transcribe, copy, or otherwise make record, by means of any machine, instrument, contrivance, or in any other manner, of any interpreter services rendered under this Agreement. Failure to adhere to this provision shall constitute a breach of this Agreement and shall be grounds for immediate termination of this Agreement. In the event the Contractor discovers a violation of this provision during the performance of services under this Agreement, the Contractor shall notify the DMV Project Manager within one (1) hour of discovery.

(5). Interpreters shall remain professional, tactful, calm, and collected throughout the telephone calls.

(6). Interpreters shall have a thorough understanding of the techniques that facilitate the transfer of information from one (1) foreign language to another.

(7). Interpreters shall be restricted to providing verbatim translation duties, which do not include coaching or advising respondents or witnesses, voicing opinions, adding commentary, or having personal conversations with respondents, witnesses, or other parties in connection with a telephone call.

(8). Interpreters shall not have had any prior substantive involvement in any matter under review and shall disclose any actual conflict of interest or appearance of conflict, including all acquaintances, with any parties involved.

D. SERVICE LEVEL REQUIREMENTS

(1). The Contractor shall provide the DMV with a toll-free telephone number at no additional charge to the DMV. The toll-free telephone number shall be available for telephone interpreter services throughout the State of California.

(2). The Contractor shall not use a cellular telephone to provide interpreter services. The use of cellular telephones by interpreters shall result in non-payment for the telephone interpreter service.

(3). The Contractor shall be prepared to efficiently transfer calls quickly.

(4). The Contractor shall handle simultaneous incoming telephone interpreter requests from the DMV when necessary. The Contractor shall handle simultaneous incoming telephone interpreter requests using operators or an automated voice system provided by the Contractor. The Contractor shall ensure that the quality of telephone interpreter services provided is not negatively affected by connecting multiple parties to a telephone call (i.e. DMV personnel, customer, and interpreter).

(5). The Contractor shall answer all incoming telephone interpreter requests from the DMV within seven (7) telephone rings and connect all callers to an appropriate interpreter within three (3) minutes. In the event the Contractor fails to answer an incoming telephone interpreter request within seven (7) telephone rings and/or fails to connect all callers to the appropriate interpreter within three (3) minutes, the DMV shall be entitled to assess liquidated damages as stated in Exhibit D, Page 2 of 5, Section 3, for the Contractor’s failure to provide a qualified interpreter.

(6). When the DMV requests telephone interpreter services from the Contractor, the DMV representative requesting the telephone interpreter services shall identify their full name, contact telephone number, office location, and the appropriate language interpreter needed. The Contractor shall connect the telephone call with the appropriate language interpreter. The interpreter provided shall identify their full name and identification number (if assigned).

(7). The Contractor shall ensure a clear telephone connection without background noise (i.e.

other noises not related to the telephone call) during telephone interpreter calls.

(8). Per minute charges shall start once the DMV is connected with the appropriate interpreter. The DMV shall only compensate the Contractor the established per minute rate in Exhibit B for the time period in which actual interpreter services are provided.

The total charge for each telephone call shall be rounded to the nearest minute (less than thirty [30] seconds rounded down, thirty [30] seconds or more rounded up).

(9). Once the Contractor begins providing a telephone interpreter service, the Contractor shall not place the telephone call on hold nor put the telephone call into a queue of any kind.

(10). The DMV shall retain control of a telephone call and prompt the interpreter with questions. The interpreter shall interpret and respond with the customer’s answers and comments.

(11). The DMV shall be the party to decide when an interpreter may disconnect from a telephone call.

(12). In the event the Contractor misses a telephone call, or does not have an interpreter available to provide interpreter services when requested by the DMV, the DMV shall be entitled to assess liquidated damages as stated in Exhibit D, Page 2 of 5, Section 3, for the Contractor’s failure to provide a qualified interpreter.

(13). The Contractor shall re-establish dropped or disconnected telephone calls within five (5) minutes to resume interpreting services. In the event the Contractor fails to re-establish a dropped or disconnected telephone call within five (5) minutes, the DMV shall be entitled to assess liquidated damages as stated in Exhibit D, Page 2 of 5, Section 3, for the Contractor’s failure to provide a qualified interpreter.

(14). The DMV shall periodically monitor the Contractor’s call handling levels to ensure compliance and may require an explanation and/or correction from the Contractor when excessive response and connection delays are experienced.

(15). The Contractor shall not bill the DMV for administrative telephone inquiries or follow-up calls from the DMV that do not result in interpreter services.

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

EXHIBIT B

BUDGET DETAIL AND PAYMENT PROVISIONS

1. Invoice and Payment

A. For services rendered as required under this Agreement, and upon receipt and approval of the invoice(s) and any associated time-sheets, status reports, or any other required documentation of work completed, the DMV agrees to compensate the Contractor $TBD (to be completed by the DMV) per minute for as-needed telephone interpreter services, all taxes included, no more frequently than monthly, in arrears. Total charges per minute shall be rounded to the nearest minute (less than thirty [30] seconds rounded down, thirty [30] seconds or more rounded up).

Per minute charges shall start once the DMV is connected with the appropriate interpreter.

Payment shall only be made for calls in which the actual interpreter services are provided.

B. The total compensation for all as-needed telephone interpreter services performed by the Contractor throughout the term of this Agreement shall not exceed $TBD (to be completed by the DMV). The DMV does not guarantee a minimum or maximum use of this Agreement.

C. The Contractor shall submit invoices in Microsoft Excel format that contain all of the information detailed in the Sample Invoice in Exhibit G. Each invoice submitted by the Contractor shall be sorted by the DMV Reporting Unit Number, then dates and times, and shall contain the following information:

(1). Contractor’s name as indicated within this Agreement, address, telephone number, and email address.

(2). Date the invoice was prepared.

(3). This Agreement number.

(4). Period of time covered by the invoice.

(5). Brief description of the type of services for which the DMV is being billed.

(6). Dates of services.

(7). Location and Reporting Unit Number.

(8). Language that was interpreted

(9). Full name of the interpreter or interpreter ID number.

(10). Name of DMV employee.

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

(12). Qualification of the interpreter (registered or provisionally certified).

(13). Cost of service.

(14). Total amount invoiced.

D. If separate accounts are used for each DMV office, the Contractor shall provide the DMV with a single summary billing, if applicable. If the Contractor fails to submit an invoice that shows a breakdown of calls originating from each DMV office the DMV shall dispute the invoice and return the invoice to the Contractor with instruction to conform to this requirement.

EXHIBIT B

E. The Contractor’s invoice(s) shall be mailed or delivered to:

Department of Motor Vehicles Atten: Simona Martinez Investigations Division Phone: (916) 809-8949 Email: simona.martinez@dmv.ca.gov

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. 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.

3. 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).

4. 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.

mailto:simona.martinez@dmv.ca.gov

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. Force Majeure

A. Circumstances beyond the control of the Contractor or the DMV may excuse the performance of the terms of this Agreement and prevent the other party from seeking any related damages.

These circumstances include acts of war, terrorism, civil war, revolution, or rebellion, epidemics or pandemics, strikes or industrial disputes, government orders or laws, and natural disasters such as earthquake, flood, or fire (excluding weather conditions), and any other extraordinary events or circumstances that prevent or delay the performance of a party and that are not within the control of the that party or avoidable by the exercise of due care.

B. If either party seeks to invoke force majeure to excuse or delay the performance of the terms of this Agreement, that party must immediately notify the other party. The invoking party must provide full details regarding the force majeure event, including the reason(s) the event is preventing or delaying performance, and the expected time frame for performance to be resumed. The invoking party must make reasonable efforts to mitigate damages and force majeure effects and must make reasonable efforts to fulfill its obligations under this Agreement.

Upon completion of the force majeure event, the invoking party must resume performance under this Agreement as soon as practicable.

C. The Contactor is not entitled to payment for services not rendered during a force majeure event and is not entitled to recover costs, losses, or expenses from the DMV as result of the force majeure event. The DMV is not entitled to the cost of replacement services in the event of force majeure.

2. Termination

A. The Contractor understands that in the event this Agreement is terminated for cause/breach, in future bid solicitations for the same or similar services at the location designated in this Agreement, the DMV may reject the Contractor’s bid as a non-responsible bid.

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

(1). The Contractor fails to perform the requirements of this Agreement at the time and in the manner herein provided. In the event of such termination, the DMV may proceed with the work in any manner deemed proper by the DMV. All costs to the DMV shall be deducted from any sum due the Contractor under this Agreement and the balance, if any, shall be paid to the Contractor upon demand.

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

C. 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.

D. 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.

E. 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 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.

3. 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.

4. 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.

5. 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.

6. 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.

7. State Holidays and 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.

8. Right to Bar

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

9. 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.

10. 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.

11. 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.

12. 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.

13. 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).

14. 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.

15. Laws, Rules, Regulations, and Executive Orders

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

16. Economic Sanctions

A. In the event the State determines that the Contractor is a target of Economic Sanctions or is conducting prohibited transactions with sanctioned individuals or entities, this Agreement may be terminated by the DMV.