24-046_Small_Business_(SB)_Bid_Solicitation.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

24-046

SMALL BUSINESS BID SOLICITATION (SB BID)

Notice to Prospective Bidders

June 3, 2024

You are invited to review and respond to this Small Business Bid Solicitation (SB Bid) entitled 24-046 – Fire Extinguisher Inspection, and Maintenance Services for the DMV Headquarters Complex.

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 Department of Motor Vehicles, this SB Bid is complete and without need of explanation.

The contact person for this SB Bid is:

Julie Phang Department of Motor Vehicles

Phone: (916) 818-2855 Email: julie.phang@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.

Julie Phang Contract Administrator

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. Disposition of Bids

7. Evaluation and Selection

8. Notice of Contract Award

9. Standard Conditions of Service

10. Required Documents (Awarded Contractor)

11. Generative Artificial Intelligence (GenAI)

➢ 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 – Inventory of Portable Fire Extinguishers

➢ EXHIBIT G - Drawing

➢ 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 Civil Rights Laws Certification

➢ c ATTACHMENT 7 – GenAI Disclosure & Factsheet

The remainder of this page is intentionally left blank.

BIDDER REQUIREMENTS AND INFORMATION

1. Purpose and Description of Services

A. Fire Extinguisher Inspection, and Maintenance Services for the DMV Headquarters Complex.

Term: Twenty-four (24) months (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. Bidder must be certified by the State of California, Department of General Services (DGS), Office of Small Business and Disabled Veteran Enterprise Services (OSDS) as a Certified Small Business.

B. 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.

C. The bidder shall possess a valid C-16 contractor license issued by the California Department of Consumer Affairs, Contractors State License Board (CSLB). All subcontractors that the bidder intends to utilize to perform work under the contract shall possess all applicable contractor licenses for the work they shall perform under the contract. The bidder’s contractor license number shall be indicated on the Bid/Bidder Certification Sheet (Attachment 1). The names of all subcontractors that the bidder intends to utilize and their contractor license number (if applicable) shall be indicated on the Bidder Declaration & Subcontractor/Supplier List (Attachment 4). All bidder and subcontractor contractor licenses shall be in good standing from the time of the bid opening through the term of the contract.

3. Schedule of Events

Event Date Time

(1). SB bid available to prospective bidders: 6/3/2024 N/A

(2). Written questions regarding this SB bid are due by:

(Note: See additional info in Section 4.)

6/7/2024 10:00AM

(3). Written responses to SB bid questions released by: 6/10/2024 10:00AM

(4). Final date for bid submission:

(Note: See additional info in Section 5.)

6/13/2024 2:30PM

(5). Proposed start date of contract: 10/1/2024 Or Upon Contract Approval

N/A

4. Written Questions

A. Submit all questions in writing to the contact person identified on the cover page of this SB Bid package.

5. Submission of Bid

A. Bids must be received via email no later than the date and time 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 # 24-046 for Julie Phang for scheduled and unscheduled fire extinguisher inspection and maintenance services Due: June 13, 2024 AND 2:30PM

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 and time specified in the Schedule of Events.

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 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 SB Bid 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 SB Bid 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 SB Bid 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. Disposition of Bids

A. All documents submitted in response to this SB Bid 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.

7. 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 SB Bid.

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 SB Bid.

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 SB Bid, 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 SB Bid 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 SB Bid 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.

8. Notice of Contract Award

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

9. 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.

10. 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.

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. 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 and 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 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. 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.

11. Generative Artificial Intelligence (GenAI)

A. The State of California seeks to realize the potential benefits of GenAI, through the development and deployment of GenAI tools, while balancing the risks of these new technologies.

B. Bidders must notify the State in writing if their solution or service includes, or makes available, any GenAI technology, including GenAI from third parties or subcontractors.

C. The State has developed a GenAI Disclosure & Factsheet to be completed by the Bidder.

Failure to disclose GenAI to the State and submit the GenAI Disclosure & Factsheet will result in disqualification of the Bidder and may void any resulting contract. The State reserves its right to seek any and all relief it may be entitled to as a result of such non-disclosure.

D. Upon receipt of a Bidder GenAI Disclosure & Factsheet, the State reserves the right to incorporate GenAI Special Provisions into the final contract or reject bids/offers that present unacceptable level of risk to the State.

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, and travel necessary to perform scheduled and unscheduled fire extinguisher inspection and maintenance services throughout the DMV Headquarters Complex as required by the California state building codes for the term of this Agreement.

2. The services shall be performed at the following locations:

A. 2415 First Avenue, Sacramento, CA 95818

B. 2570 24th Street, Sacramento, CA 95818

C. 2490 First Avenue, Sacramento, CA 95818

D. Central Utility Plant (CUP), Sloat Avenue, Sacramento, CA 95818

3. 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.

4. Scheduled services shall be performed during normal DMV business hours, 7:00 a.m. to 5:00 p.m.

Monday through Friday, except on state holidays. The Contractor shall also respond to unscheduled equipment service calls placed by the DMV outside of normal DMV business hours Monday through Sunday, including state holidays. All work dates and times shall be approved by the DMV Project Manager before work is performed.

5. 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

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

Department of Motor Vehicles Contractor Name (TBD)

Name: Julie Phang Name: TBD

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

Address: TBD

Phone: (916) 818-2855 Phone: TBD

Email: julie.phang@dmv.ca.gov Email: TBD

7. 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.

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

A. General

(1). The Contractor shall utilize trained and licensed personnel to perform portable fire extinguisher system service as required by California law.

(2). The Contractor shall:

a. Provide scheduled annual maintenance and service on all portable fire extinguishers. The Contractor shall gather, inspect, service, refill, certify, tag, repair, and return fire extinguishers to their original locations.

b. Provide and install interim extinguishers if permanent extinguishers are removed from their original location for servicing.

c. Provide an updated inventory of the portable fire extinguishers listing the location, type, inspection date, and hydrostatic test date. Inventory of portable fire extinguishers is listed in Exhibit F.

d. Provide unscheduled or emergency services as requested by the DMV Project Manager.

B. Scheduled Services

(1). Annual Service of all Fire Extinguishers

a. The Contractor shall:

1. Discharge and recharge extinguishers to proper capacity as required for certification.

2. Disassemble head and siphon tube as required for certification.

3. Remove valve, if needed, and replace or repair as needed for certification.

4. Clean, lube, and check valve for proper operation.

5. Clean head and replace non-sealing O-rings.

6. Visually inspect for damage and report all findings to the DMV Project Manager. Repair or replace damaged or worn parts as needed. If repairs are not cost effective, the DMV Project Manager has the right to elect not to repair and to fully replace an extinguisher.

7. Provide and install new certification tags for record of service on each fire extinguisher.

(2). The Contractor shall furnish all repair and replacement parts that become worn or inoperable or that otherwise affect the equipment’s operability in any way.

a. Parts include, but are not limited to, gauges, valves, pull pins, hoses, O-rings, verification collars, and extinguishing agents.

b. Parts furnished shall be matched to the manufacturer’s published requirements.

Instruction labels shall be replaced as needed during inspection.

(3). The Contractor shall dispose of cylinders as directed by the DMV Project Manager.

(4). The Contractor shall schedule all services with the DMV Project Manager a minimum of fourteen (14) calendar days in advance of annual or semi-annual services.

C. Unscheduled Services

(1). Within twenty-four (24) hours of being contacted by the DMV Project Manager, the Contractor shall have a qualified technician on site at the DMV to perform necessary repairs to bring malfunctioning equipment to full operating condition.

(2). The DMV does not guarantee a minimum number of total hours for unscheduled repair services for the term of this Agreement.

(3). The Contractor shall notify the DMV Project Manager if any replacement parts are needed to complete the unscheduled repair services. If the Contractor recommends the replacement of specific parts to the DMV Project Manager, and the DMV Project Manager determines that the replacement parts are needed, the DMV shall purchase the replacement parts from the Contractor or another contractor of the DMV's choice under a separate agreement for the Contractor to install. The Contractor shall perform unscheduled repair services under this Agreement to install all necessary replacement parts purchased by the DMV under separate agreements. The Contractor shall not install any replacement parts while performing scheduled inspection and maintenance services without prior approval from the DMV Project Manager.

(4). For all unscheduled repair services, the Contractor shall provide the DMV Project Manager with all documentation provided with replacement parts installed by the Contractor.

(5). For the term of this Agreement, the Contractor shall provide unscheduled service repairs on an as-needed basis as approved by the DMV Project Manager, and shall invoice the DMV on an hourly, per-person basis. The hourly rate for unscheduled service repairs is specified in Exhibit B and shall be invoiced based on time of arrival at the DMV to time of departure from the DMV, in fifteen (15) minute increments.

(6). The Contractor shall arrive on site to perform emergency repairs (as determined by the DMV Project Manager) within eight (8) hours of the DMV’s notification.

(7). Upon completion of work, the Contractor shall copy and complete the “Date Serviced” column of Exhibit F, Inventory of Portable Fire Extinguishers, and submit a copy with the invoice or field report to the DMV Project Manager.

D. DMV Equipment Parts

(1). Malfunctioning DMV equipment parts shall be replaced with new equipment parts provided by a vendor of the DMV’s choice under a separate agreement for the Contractor to install under this Agreement. Replacement equipment parts installed by the Contractor that fail, break, or do not perform properly due to not being installed in accordance to all equipment manufacturer requirements, all applicable standards, codes, and regulations, and all local, city, county, state, and federal requirements, shall be replaced by the Contractor at no cost to the DMV.

E. Rented or Loaned Equipment

(1). In the case of rented or loaned equipment, the DMV shall be relieved of all risks of loss or damage during the entire time the equipment is in the possession of the DMV, except when the loss or damage is due to fault or negligence on the part of the DMV. Rented or loaned equipment shall be returned to the Contractor in the condition it was received, less normal wear and tear, provided there is no loss or damage due to fault or negligence on the part of the DMV.

(2). The Contractor agrees to provide maintenance, repair, and replacement services for all rented or loaned equipment throughout the term of this Agreement to ensure that the equipment remains in good operating condition at all times. If rented or loaned equipment needs to be removed from the DMV premises for repair or replacement, the Contractor shall immediately provide the DMV with replacement equipment of comparable capability.

(3). Rented or loaned equipment deletions throughout the term of this Agreement shall be accomplished by way of an agreement amendment.

F. Trained Technicians

(1). Maintenance shall be performed by trained and qualified technician(s).

G. Factory Trained Personnel

(1). The Contractor must have factory trained personnel and qualified technicians on staff to perform required equipment maintenance services under this Agreement. The Contractor, upon request, shall be required to furnish a statement of training from the manufacturer.

H. Uniform Clothing

(1). The Contractor shall require all employees, including supervisors, to wear distinctive uniform clothing while performing services under this Agreement. The Contractor shall ensure that every employee and supervisor is in uniform when on-site at a DMV office.

Uniform clothing shall clearly identify the Contractor’s name in a manner that is easily identifiable via a permanently affixed badge or monogram.

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), the DMV agrees to compensate the Contractor in accordance with the item unit costs identified in the table(s) below, all taxes included, in arrears. For all unscheduled services performed by the Contractor throughout the term of this Agreement, the DMV shall compensate the Contractor the applicable hourly rate specified in the table below prorated in fifteen (15) minute increments. The DMV shall only compensate the Contractor for unscheduled services from the Contractor’s time of arrival at the DMV worksite through the Contractor’s time of departure from the DMV worksite on each working day. The DMV shall not compensate the Contractor for travel to and from the DMV worksite. The total compensation for all services performed under this Agreement shall not exceed $____ (to be completed by the DMV).

(1). Scheduled Inspection and Maintenance Services for Portable Fire Extinguishers (ABC, Halon, and K Type)

Item Extinguisher Type Cost Per

Unit

A1 ABC Dry Chemical (portable) TBD

A2 Halon (portable) TBD

A3 K Type (portable) TBD

(2). Unscheduled Service – Portable Fire Extinguishers

Item Service Type Cost Per

Unit

B1 Unscheduled Hydrotesting Service for Portable Fire Extinguishers (ABC, Halon and Class K)

TBD

(3). Unscheduled Service - Portable Fire Extinguishers Chemicals and Parts

Item Chemical/Part Type Cost Per

Pound/Part

C1 Refill ABC Dry Chemical (includes the cost for verification collar) TBD

C2 Refill Halon (includes the cost for verification collar) TBD

C3 Recharge K-Type Extinguisher (includes the cost for verification collar) TBD

C4 Valves TBD

C5 Pull Pins TBD

C6 Hoses TBD

C7 O-Rings TBD

(4). Unscheduled Repair Services Hourly Costs

Item Service Type Cost Per

Hour

D1 Unscheduled repair services to be performed during normal DMV business hours (Monday through Friday between 7:00 a.m to 5:00 p.m.)

$TBD

B. Invoice(s) should include all of the following:

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

(2). Name, address, and telephone number of the DMV representative or office indicated within this Agreement to whom the invoice is being mailed or delivered.

(3). Date the invoice was prepared.

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

(5). This Agreement number.

(6). Office name and address where services were provided.

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

(8). Total number of days in the billing period that the Contractor was required to perform services.

(9). Dates within the billing period that the Contractor failed to render required services.

(10). Total amount invoiced (include calculations showing how the total amount invoiced was determined by including any pro-rata reduction amounts if applicable).

B. If this Agreement requires the Contractor to provide time sheets, status reports, payroll information, or other documentation of work done, the Contractor shall not submit an invoice and the State shall not be liable for payment while the Contractor has failed to provide the time sheets, status reports, or other documentation of work for the segment of work covered by the invoice.

C. The Contractor’s invoice(s) shall be emailed to:

ACCT_INV@dmv.ca.gov

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.

mailto:ACCT_INV@dmv.ca.gov

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. 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 $300.00 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 contractor’s 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. The DMV shall provide the Contractor advance written notice of such termination, allowing the Contractor at least thirty (30) calendar days to provide a written response. Termination shall be at the sole discretion of the DMV.

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. 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.

(2). Deductible

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

(3). Primary Clause

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

(4). Insurance Carrier Required Rating

a. All insurance companies must carry a rating acceptable to the Department of General Services (DGS), Office of Risk and Insurance Management (ORIM). Per DGS ORIM an acceptable rating is “A” or better and financial size category of “VII” or better to the latest edition of the A.M. Best Key Rating Guide. If the Contractor is self-insured for a portion or all of its insurance, a review of the Contractor’s financial information, including a letter of credit, may be required.

(5). Endorsements

a. Any required endorsement must be attached to all requested certificates of insurance and not substituted by referring to such coverage on the certificate of insurance.

(6). Inadequate Insurance

a. Inadequate insurance or lack of insurance does not negate the Contractor’s obligations under this Agreement.

B. Commercial General Liability

(1). Throughout the term of this Agreement, the Contractor shall maintain a valid certificate of insurance stating that there is commercial general liability insurance presently in effect for the Contractor with 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 and 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.

(2). The insurance policy shall include the following additional insured endorsement that shall be under form acceptable to DGS, ORIM:

a. 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.

C. Automobile Liability

(1). By signing this Agreement, the Contractor certifies that the Contractor and any of their employees or subcontractors using a vehicle in the performance of work under this Agreement possesses valid automobile liability coverage in accordance with California Vehicle Code Sections 16450 to 16457, inclusive. The DMV reserves the right to request proof at any time.

D. Workers Compensation

(1). Throughout the term of this Agreement, the Contractor shall maintain a valid certificate of insurance stating that there is workers compensation insurance presently in effect for the Contractor, if the Contractor employs any person, in any manner, that is subject the Workers Compensation Laws of California. The Contractor shall maintain statutory worker’s compensation and employer’s liability coverage for all its employees who will be engaged in the performance of this Agreement. Employer’s liability limits of not less than $1,000,000.00 are required. If the Contractor does not employ any person, in any manner, so as to not become subject to the Workers Compensation Laws of California, the Contractor shall complete and submit to the DMV Contract Administrator, a Workers Compensation Exemption Certification form.

(2). In the event the Contractor becomes subject to the Workers Compensation Laws of California during the term of this Agreement as a result of hiring employees to perform required services under this Agreement, the Contractor shall maintain a valid certificate of insurance stating that there is workers compensation insurance presently in effect for the Contractor. The Contractor shall maintain statutory worker’s compensation and employer’s liability coverage for all its employees who will be engaged in the performance of this Agreement. Employer’s liability limits of not less than $1,000,000.00 are required.

(3). The 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 Contractor employs any person, in any manner, that is subject to the Workers Compensation Laws of California.

E. When requested by the DMV, the Contractor shall email the required certificate(s) of insurance to the DMV contact person listed below. In the event of any changes to the contact person, the DMV shall notify the Contractor in writing.

Attn: Julie Phang Email: julie.phang@dmv.ca.gov mailto:julie.phang@dmv.ca.gov

2. Security

A. DMV and Employee Property

(1). The Contractor shall not open, use, access, look, read, remove, or copy any documents or records. The Contractor shall not use, access or disturb cabinets, files, desks, computers, folders, papers, books, telephones, calculators, kitchen appliances, or DMV employee’s personal property.