25-0064a_IFB.pdf

Revised 7/3/2024

September 25, 2025

INVITATION FOR BID (IFB)

IFB No.: 25-0064a Title: Long Valley Portable Restroom Rental Type of Contract: Personal Services

NOTICE TO PROSPECTIVE PROPOSERS:

You are invited to review and respond to this Invitation for Bid (IFB). In submission of your proposal, you must comply with the instructions and requirements found herein.

Note that all agreements entered into with the State of California will include by reference General Terms and Conditions.

Questions about this solicitation must be submitted to the Contracts Unit email address below with the IFB number in the Subject line. Responses to all questions received will be posted as an official addendum to this solicitation. Reference Page 1 for all Key Action Dates.

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

Contracts Unit Office of Grants Administration Administrative Services Division CDFA.Contracts@cdfa.ca.gov https://www.dgs.ca.gov/OLS/Resources/Page-Content/Office-of-Legal-Services-Resources-List-Folder/Standard-Contract-Language?search=general%20terms mailto:CDFA.Contracts@cdfa.ca.gov

Table of Contents Key Action Dates Questions and Answers Term of Contract

Option to Renew Description of Services

Contractor Responsibilities CDFA Responsibilities

Cost Proposal Generative Artificial Intelligence (GenAI) Disclosure Notification Clause Submission of Bid Evaluation and Selection Award and Protest Disposition of Bids Agreement Execution and Performance Termination Preference and Incentive Programs

REQUIRED DOCUMENTS

SAMPLE CONTRACT - STD 213

EXHIBIT A - SCOPE OF WORK

EXHIBIT B - BUDGET DETAIL AND PAYMENT PROVISIONS

EXHIBIT D - SPECIAL TERMS AND CONDITIONS

EXHIBIT E - ADDITIONAL PROVISIONS

CONTRACT AND SUBCONTRACT COMPLIANCE REQUIREMENTS

UNFAIR PRACTICES ACT

EXECUTIVE ORDER N-6-22 – RUSSIA SANCTIONS

LICENSE AND PERMIT REQUIREMENTS

INSURANCE REQUIREMENTS

General Provisions Applying to All Policies Contractor Insurance Requirements

LIABILITY AND DAMAGES

RIGHT TO BAR

STAFF EXPENSES

QUALIFICATIONS

MULTIPLE CONTRACTORS

SMALL BUSINESS PREFERENCE

POTENTIAL SUBCONTRACTORS

AMENDMENTS

EQUIPMENT RENTALS

TARGET AREA CONTRACT PREFERENCE ACT

FORCE MAJEURE

AMERICAN DISABILITIES ACT

NATIONAL LABOR RELATIONS CERTIFICATION

AGREEMENT EXECUTION

Key Action Dates

All bidders are hereby advised of the following schedule and will be expected to adhere to the required dates and times.

Release of IFB........................................................................... September 25, 2025 Written questions must be received by 12:00 PM PT ...................... October 2, 2025 Questions and Answers will be posted by 5:00 PM PT ................. .. October 9, 2025 Emailed bids must be complete and received no later than 2:00 PM PT ..................................................... October 16, 2025 Estimated Opening of Cost Proposal ...................................... October 16, 2025

Notice of Proposed Award Date to occur within five (5) business days after “Opening of Cost Proposal.” Bidders interested in observing the bid opening must email the Contracts Unit at CDFA.Contracts@cdfa.ca.gov. Bid openings will be held virtually.

Avoid late submittals due to computer glitches or other technical issues that may arise by submitting documents early.

Questions and Answers

To maintain fairness during the bidding process, all questions must be submitted in writing and sent to the Contracts Unit email (CDFA.Contracts@cdfa.ca.gov) only. The subject line of the email must contain the Bid Number. Bidders must not contact any program staff during the bidding process as this could result in disqualification.

Answers to questions received prior to the submission deadline listed above, will be provided via a formal addendum and will be posted to the contract advertisement on Cal eProcure.

Term of Contract

The term of this contract is November 1, 2025 or upon final/Department of General Services/ Office of Legal Services (DGS/OLS) approval, whichever is later, through October 31, 2027.

Option to Renew There is no option to renew under this IFB.

Description of Services

Service agreement for the rental of a portable restroom at the Long Valley Border Station

• The Contractor shall obtain permits and/or licenses necessary to comply with all California laws, codes, and regulations applicable to performing this scope of work

• The Contractor shall obtain approval from the Station Manager before servicing or cleaning restroom

• The Contractor shall furnish all materials, labor and equipment necessary to complete the scope of work

• All work shall be performed under favorable weather and temperature conditions as per material label instructions

• The Contractor shall take all reasonable measures to protect State and or private properties from any damage

• The Contractor shall clean up, haul away, and dispose of all debris and trash resulting from work covered under this contract

• The Contractor shall cooperate with the Station Manager to ensure operations of the facility during the term of the contract

• The Contractor shall provide a guarantee of work from the date of completion, for all work related to this contract

• The Contractor will allow us to negotiate an extension of this contract should the need arise.

• CDFA shall give no less than 30 days notice to the vendor should services no longer be needed before the end of the contract term.

Contractor Responsibilities

• Provide 1 Executive Restroom at the Long Valley Border Station as needed.

• Provide weekly service to empty sewage tanks and maintain restroom.

CDFA Responsibilities

• Keep restroom in good clean condition

• Provide station power and water to the portable restroom

Post Job Approval

• All work shall be subject to approval of Station Manager

• The Contractor shall repair anything that is determined to be unsatisfactory by the

Station Manager at no additional cost.

• Submit invoices to: cdfa_dl_phpps_peb_bdr_fiscal@cdfa.ca.gov

Cost Proposal

Contractor shall include the cost of providing rights under Labor Code, Unemployment Insurance Code, and Industrial Welfare Commission Order in their proposed budgets.

The Employment Development Department’s (EDD) “2024 California Employer’s Guide” at https://edd.ca.gov/pdf_pub_ctr/de44.pdf and the Department of Industrial Relation’s website are two references that Contractors can access for assistance with determining the costs and methods of paying for these benefits to include in their proposal.

Travel costs shall be reimbursed at the rates in effect at the time of travel as established by the California Department of Human Resources (CalHR) rates, which can be accessed at:

http://www.calhr.ca.gov/employees/Pages/travel-reimbursements.aspx

Generative Artificial Intelligence (GenAI) Disclosure Notification Clause mailto:cdfa_dl_phpps_peb_bdr_fiscal@cdfa.ca.gov https://edd.ca.gov/pdf_pub_ctr/de44.pdf https://www.dir.ca.gov/ http://www.calhr.ca.gov/employees/Pages/travel-reimbursements.aspx

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.

Bidder / Offeror must notify the State in writing if it: (1) intends to provide GenAI as a deliverable to the State; or (2), intends to utilize GenAI, including GenAI from third parties, to complete all or a portion of any deliverable that materially impacts: (i) functionality of a State system, (ii) risk to the State, or (iii) Contract performance. For avoidance of doubt, the term “materially impacts” shall have the meaning set forth in State Administrative Manual (SAM) §

4986.2 Definitions for GenAI.

Failure to report GenAI to the State may result in disqualification. The State reserves the right to seek any and all relief to which it may be entitled to as a result of such non-disclosure.

Upon notification by a Bidder / Offeror of GenAI as required, the State reserves the right to incorporate GenAI Special Provisions into the final contract or reject bids/offers that present an unacceptable level of risk to the State.

Government Code 11549.64 defines “Generative Artificial Intelligence (GenAI)” as an artificial intelligence system that can generate derived synthetic content, including text, images, video, and audio that emulates the structure and characteristics of the system’s training data.

Submission of Bid

1. Bids must be submitted via email to CDFA.Contracts@cdfa.ca.gov. The subject line of the email must read as follows: Bid Number, Your Organization’s Name. All bid documents must be in PDF format. As the identified point of contact, please obtain acceptable e-signature(s) from your company’s authorized representative. Acceptable forms of e-signature include:

a. Scanned “Wet” Signature: Print and sign document(s) in ink, then scan an electronic copy in PDF format.

b. “Typed” Signature: If the signature field of the document is editable (e.g., the signature feature in Adobe Acrobat), then a typed signature is acceptable.

No late submittals will be accepted.

2. Bids will not be accepted from Expatriate Corporations, and bids from primes subcontracting with Expatriate Corporations.

3. If the bid is made under a business title (dba), the actual legal business name of the proposer must be provided.

4. All bids shall include the documents identified on the attached checklist entitled “Required

Documents.” Proposals not including the required documents shall be deemed non-responsive.

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

6. A bid may be rejected if it is conditional or incomplete, or if it contains any alterations of form or other irregularities of any kind. The CDFA may waive any immaterial deviation in a bid. The waiver of immaterial defect shall in no way modify the IFB document or excuse the bidder from full compliance with all requirements, if awarded.

7. The CDFA does not accept alternate contract language from a prospective contractor. A proposal with such language will be considered a counter proposal and will be rejected.

The State’s General Terms and Conditions are not negotiable.

8. Costs incurred for developing bids and in anticipation of award are entirely the responsibility of the bidder and shall not be charged to the CDFA.

9. 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, will not be considered.

10. A bidder may withdraw its bid by submitting a written request to the CDFA, signed by the bidder or an authorized agent of their firm. Bids may not be withdrawn without cause after the bid submission deadline.

11. The CDFA may modify this IFB prior to the bid’s submission due date by posting an addendum with the original advertisement on Cal eProcure.

12. The CDFA reserves the right to reject all bids. The CDFA is not required to award an agreement.

13. Before submitting a response to this solicitation, bidders should review, proofread and confirm compliance with the IFB requirements.

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

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

Evaluation and Selection

1. At the time of bid opening, each bid will be checked for the presence or absence of required information in conformance with the submission requirements.

2. The CDFA will evaluate each bid to determine its responsiveness to the published requirements.

3. Bids that contain false or misleading statements, or which provide references, which do not support an attribute or condition claimed by the bidder, may be rejected.

4. Award, if made, will be to the lowest responsive and responsible bid.

Award and Protest

1. Whenever an agreement is awarded under a procedure which provides for competitive bidding, but the agreement is not to be awarded to the low bidder, the low bidder shall be notified by email five (5) business days prior to the award.

2. Upon written request by any bidder, notice of the proposed award shall be posted in a public place in the lobby of the CDFA Headquarters at least five (5) business days prior to awarding the agreement.

3. If any bidder, prior to the award, files a protest with the Department of General Services (DGS), Office of Legal Services, and the CDFA on the grounds that the (protesting) bidder is the lowest responsible bidder, the agreement shall not be awarded until either the protest has been withdrawn or the DGS has decided the matter (Public Contract Code §10345).

https://www.dgs.ca.gov/OLS/Resources/Page-Content/Office-of-Legal-Services-Resources-List-Folder/Standard-Contract-Language?search=general%20terms https://www.caleprocure.ca.gov/pages/Events-BS3/event-search.aspx http://leginfo.legislature.ca.gov/faces/codes_displaySection.xhtml?lawCode=PCC&sectionNum=10345.

4. Within five (5) calendar days after filing the initial protest, the protesting bidder shall file with the DGS and the CDFA a detailed written statement specifying the grounds for the protest. The written protest must be sent to:

Department of General Services Office of Legal Services Attention Bid Protest Coordinator 707 Third Street, 7th Floor, Suite 7-330, West Sacramento, California 95605 OLSProtests@dgs.ca.gov

A copy of the detailed written protest should be emailed to CDFA.Contracts@cdfa.ca.gov or mail to CDFA, Contracts Unit, 1220 N Street, Room 120, Sacramento, California 95814.

If mailing, it is suggested that proposers submit any protest by certified or registered mail.

Disposition of Bids

Upon bid opening, all documents submitted in response to this IFB will become the property of the State of California and will be regarded as public records under the California Public Records Act (Government Code Section 6250 et seq.) and subject to review by the public.

Agreement Execution and Performance

1. Service shall be available no later than 30 calendar days, or on the expressed date set by the CDFA and the Contractor, after all approvals have been obtained and the agreement is fully executed. Should the Contractor fail to commence work at the agreed upon time, the CDFA, upon (five) business days written notice to the Contractor, reserves the right to terminate the agreement. In addition, the Contractor shall be liable to the State for the difference between Contractor's bid price and the actual cost of performing work by the second lowest bidder or by another contractor.

2. All performance under the agreement shall be completed within the agreement’s terms.

Termination

The CDFA has the authority and expressed right to terminate any agreement awarded under this IFB at any time during the term of the agreement for any reason or if the CDFA finds that the Contractor's work is negligent, not satisfactory, or not in accordance with the agreement requirements.

Preference and Incentive Programs

Information, requirements, and forms for the preference programs listed below can be found at the Internet websites listed.

Note: These documents may not be required in all bid packages. Refer to Required Documents for documentation required by this IFB.

1. Certified Small Businesses and Microbusinesses Certification Benefits mailto:OLSProtests@dgs.ca.gov http://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=GOV&division=7.&title=1.&part=&chapter=3.5.&article=1.

Certified Small Businesses or Microbusinesses can claim the five percent (5%) preference when submitting a proposal on a state contract. You must provide a copy of the official Certification letter along with your proposal.

For information on small business and microbusiness certification benefits refer to the following DGS Website – https://www.dgs.ca.gov/PD/Services/Page-Content/Procurement- Division-Services-List-Folder/Certify-or-Re-apply-as-Small-Business-Disabled-Veteran- Business-Enterprise

2. Target Area Contract Preference Act (TACPA)

This solicitation provides for the optional TACPA preference. Bidders are not required to apply for this preference. Denial of the TACPA preference request is not a basis for rejection of the bid/offer.

The TACPA workplace and workforce preferences will be evaluated for this solicitation.

California-based companies seeking TACPA preferences will need to complete and submit preference request forms with the bid/offer. The following webpage contains required preference request forms and an interactive map to determine if a business is located with a TACPA qualified zone: Request a Target Area Contract Preference.

By submitting forms, a bidder given a TACPA preference agrees to the TACPA contract provisions required by Government Code 4535 and provided in section 1896.40 of Title 2 of the California Code of Regulations (CCR) in addition to requirements specified on the TACPA form STD 830.

3. Recycled Content Certification

The State of California is required to purchase recycled content products (RCPs) rather than non-recycled products whenever price, quality, and availability are comparable.

Furthermore, each state agency is required to purchase RCPs in sufficient quantities to ensure that mandated RCP procurement goals are attained within eleven product categories. If two bidders quote the same bid cost amount for services, the State will award the contract to the RCP certified contractor.

In order to help state agencies identify all reportable purchases and all the reportable RCP purchases, suppliers are mandated by the Public Contract Codes to certify the minimum, if not the exact, recycled content, both secondary and postconsumer material, in the products, materials, goods, and supplies offered or sold to the State. The Public Contract Codes require every supplier to certify the minimum, if not the exact recycled content, both secondary and postconsumer material, in the products, materials, goods, and supplies offered or sold to the State. Additional information regarding this program can be obtained at the following web site: https://www.calrecycle.ca.gov/StateAgency/.

4. DVBE Participation

Please look carefully at boxes (a) and (b) in this section. Please note that regardless of DVBE participation requirements the DVBE deductions still apply to all bidders providing DVBE https://www.dgs.ca.gov/PD/Services/Page-Content/Procurement-Division-Services-List-Folder/Certify-or-Re-apply-as-Small-Business-Disabled-Veteran-Business-Enterprise https://www.dgs.ca.gov/PD/Services/Page-Content/Procurement-Division-Services-List-Folder/Certify-or-Re-apply-as-Small-Business-Disabled-Veteran-Business-Enterprise https://www.dgs.ca.gov/PD/Services/Page-Content/Procurement-Division-Services-List-Folder/Certify-or-Re-apply-as-Small-Business-Disabled-Veteran-Business-Enterprise https://www.dgs.ca.gov/PD/Services/Page-Content/Procurement-Division-Services-List-Folder/Request-a-Target-Area-Contract-Preference https://www.dgs.ca.gov/PD/Services/Page-Content/Procurement-Division-Services-List-Folder/Request-a-Target-Area-Contract-Preference https://www.documents.dgs.ca.gov/dgs/fmc/pdf/std830.pdf https://www.calrecycle.ca.gov/StateAgency/ participation (further information is listed below under DVBE Incentive).

(a) DVBE Participation is Required

(b) DVBE Participation has been Waived, however there is a DVBE Incentive.

If box (a) is checked:

You must respond accordingly to the instructions outlined in “California Disabled Veteran Business Enterprise (DVBE) Program Requirements – for Non-IT Services” on the following page for your bid to be considered responsive.

This IFB has participation goals for the Disabled Veteran Business Enterprise (DVBE) Program of three (3%) percent of the total bid cost. Bidders must meet the DVBE requirements in order to be considered a responsive bidder and be considered for contract award. Failure to meet the three (3%) percent minimum will result in your bid being rejected. A copy of the DGS DVBE Certification letter must be included with your bid.

If box (b) is checked, bidders are not required to provide DVBE participation, but may choose to for the Incentive. Please refer to the DVBE Incentive below:

Unless stated elsewhere in the solicitation that the DVBE incentive has been waived, in accordance with Section 999.5(a) of the Military and Veterans Code an incentive will be given to bidders who provide DVBE participation. For evaluation purposes only, the State shall apply an incentive to bids that propose California certified participation as identified on the Bidder Declaration, DGS PD-05-105, and confirmed by the State. The incentive amount for awards based on low price will vary in conjunction with the percentage of DVBE participation.

Awards based on low price – the net bid price of responsive bids will be reduced (for evaluation purposes only) by the amount of DVBE incentive as applied to the lowest responsive net bid price. If the #1 ranked responsive, responsible bid is a California certified small business, the only bidders eligible for the incentive will be California certified small businesses. The incentive adjustment for awards based on low price cannot exceed 5% or $100,000, whichever is less, of the #1 ranked net bid price. When used in combination with a preference adjustment, the cumulative adjustment amount cannot exceed $100,000.

The following percentages will apply for awards based on low price.

Confirmed DVBE Participation of: DVBE Incentive:

5% or Over 5%

4% to 4.99% Inclusive 4% 3% to 3.99% Inclusive 3%

REQUIRED DOCUMENTS

The following documents must be submitted with your proposal to be considered responsive:

Attachment A, Bid Cost Sheet(s)

Contractor Status Form

Disabled Veterans Business Enterprise Participation Declarations, DGS PD 843 https://www.documents.dgs.ca.gov/dgs/fmc/gs/pd/pd_843.pdf

Bidder Declarations, GSPD-05-105 https://www.documents.dgs.ca.gov/dgs/fmc/gs/pd/gspd05-105.pdf

Commercially Useful Function (CUF), DGS OBAS 201 https://www.documents.dgs.ca.gov/dgs/fmc/dgs/obas201.pdf

If corporation, proof that business is in good standing and qualified to conduct business in California.

If a nonprofit organization, proof of nonprofit status

The following forms will be required of the winning proposer upon award of the contract:

Contractor Certification Clauses – CCC 4/2017 https://www.dgs.ca.gov/OLS/Resources/Page-Content/Office-of-Legal-Services- Resources-List-Folder/Standard-Contract-Language

Recycled Content Certification Form, CalRecycle 74 https://www2.calrecycle.ca.gov/Docs/Web/111480

Darfur Contracting Act Certification, DGS PD 1 https://www.documents.dgs.ca.gov/dgs/FMC/GS/PD/PD_1.pdf

California Civil Rights Laws Attachment, DGS OLS 04 https://www.documents.dgs.ca.gov/dgs/fmc/dgs/ols004.pdf

Iran Contracting Act Verification Form, DGS PD 3 (If $1,000,000 or more) https://www.documents.dgs.ca.gov/dgs/FMC/GS/PD/PD_3.pdf https://www.cdfa.ca.gov/grants/docs/Form1.10.1ContractorStatus.pdf https://www.cdfa.ca.gov/grants/docs/Form1.10.1ContractorStatus.pdf https://www.documents.dgs.ca.gov/dgs/fmc/gs/pd/pd_843.pdf https://www.documents.dgs.ca.gov/dgs/fmc/gs/pd/gspd05-105.pdf https://www.documents.dgs.ca.gov/dgs/fmc/dgs/obas201.pdf https://www.dgs.ca.gov/OLS/Resources/Page-Content/Office-of-Legal-Services-Resources-List-Folder/Standard-Contract-Language https://www.dgs.ca.gov/OLS/Resources/Page-Content/Office-of-Legal-Services-Resources-List-Folder/Standard-Contract-Language https://www2.calrecycle.ca.gov/Docs/Web/111480 https://www.documents.dgs.ca.gov/dgs/FMC/GS/PD/PD_1.pdf https://www.documents.dgs.ca.gov/dgs/fmc/dgs/ols004.pdf https://www.documents.dgs.ca.gov/dgs/FMC/GS/PD/PD_3.pdf

SAMPLE CONTRACT - STD 213

California Department of Food and Agriculture Agreement Number ________

Page _ of _

EXHIBIT A - SCOPE OF WORK

1. Contractor agrees to provide to the California Department of Food and Agriculture

(CDFA) as described herein:

2. The services shall be performed at .

3. The services shall be provided during .

4. The project representatives during the term of this agreement will be:

State Agency Name Unit/Branch Address Phone Number Email Address

Contractor Name Unit/Branch Address Phone Number Email Address

5. See Attachment 1 in Scope of Work for a detailed description of work to be performed and the duties of all parties.

All contractors are expected to comply with the latest guidance of the California Department of Public Health.”

https://www.cdph.ca.gov/Programs/CID/DCDC/Pages/Immunization/ncov2019.aspx https://www.cdph.ca.gov/Programs/CID/DCDC/Pages/Immunization/ncov2019.aspx

Agreement Number ______

Page _ of _

EXHIBIT B - BUDGET DETAIL AND PAYMENT PROVISIONS

1. Invoicing and Payment A. For services satisfactorily rendered, and upon receipt and approval of the invoices, the State agrees to compensate the Contractor, Grant, Sub-Grant or Agreement recipient for actual expenditures incurred in accordance with this Agreement and stated herein, which is attached hereto and made a part of this Agreement or Grant.

Original invoices shall include the agreement/contract number, dates of service, type of work performed, and when applicable, a breakdown of the costs of parts and materials, labor charges, and any other relevant information required to ensure proper invoices are submitted for payment. Invoices shall be itemized to follow the allowed expenses outlined in the agreement/contract budget and Scope of Work documents.

B. Unless mutually agreed, monthly invoices must be submitted within 30 calendar days from the end of each month in which services were rendered. Invoices must include the Agreement number and submitted to the Program Contract Manager listed in this contract.

C. Any travel and subsistence payments authorized under this agreement shall be paid as needed to execute the work. The maximum travel rates allowable are the rates in effect at the time of travel as established by the California Department of Human Resources www.calhr.ca.gov/employees/Pages/travel-reimbursements.aspx

2. Budget Contingency Clause A. It is mutually agreed that if the Budget Act of the current year and/or any subsequent years 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 Contractor or to furnish any other considerations under this Agreement and Contractor shall not be obligated to perform any provisions of 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 Contractor to reflect the reduced amount.

3. Prompt Payment Clause A. Payment will be made in accordance with, and within the time specified in, Government Code Chapter 4.5, commencing with Section 927.

http://www.calhr.ca.gov/employees/Pages/travel-reimbursements.aspx

Agreement Number _______

Page _ of _

EXHIBIT D - SPECIAL TERMS AND CONDITIONS

1. Excise Tax

The State of California is exempt from federal excise taxes and no payment will be made for any taxes levied on employees' wages. The State will pay for any applicable State of California or local sales or use taxes on the services rendered or equipment or parts supplied pursuant to this Agreement. California may pay any applicable sales and use tax imposed by another state.

2. Settlement of Disputes

Any dispute concerning a question of fact arising under the terms of this agreement, Contractor shall file a "Notice of Dispute" with the CDFA within ten (10) business days of discovery of the problem. Such Notice of Dispute shall contain the Agreement number. Within ten (10) business days of receipt of such Notice of Dispute, the Agency Secretary, or Designee, shall meet with the Contractor and the CDFA project manager for the purpose of resolving the dispute. The decision of the Agency Secretary or Designee shall be final. In the event of a dispute, the language contained within this Agreement shall prevail over any other language including that of the bid proposal.

3. Agency Liability

The Contractor warrants by execution of this Agreement, that no person or selling agency has been employed or retained to solicit or secure this Agreement upon agreement or understanding for a commission, percentage, brokerage, or contingent fee, excepting bona fide employees or bona fide established commercial or selling agencies maintained by the Contractor for the purpose of securing business. For breach or violation of this warranty, the State shall, in addition to other remedies provided by law, have the right to annul this Agreement without liability, paying only for the value of the work actually performed, or otherwise recover the full amount of such commission, percentage, brokerage, or contingent fee.

4. Right to Terminate

The State reserves the right to terminate this agreement subject to 30 days written notice to the Contractor. Contractor may submit a written request to terminate this agreement only if the State should substantially fail to perform its responsibilities as provided herein. However, the agreement can be immediately terminated for cause.

Agreement No. ______

Page __ of __

EXHIBIT E - ADDITIONAL PROVISIONS

CONTRACT AND SUBCONTRACT COMPLIANCE REQUIREMENTS

The Contractor shall ensure its officers, agents and employees will fully cooperate with any/all investigations conducted by the Department of Food and Agriculture’s Equal Employment Opportunity and Human Resources Offices and will require the same of any subcontractors or consultants used pursuant to this agreement.

UNFAIR PRACTICES ACT

Contractor hereby certifies that he/she will comply with the requirements of Section 17200 of the Business and Professions Code.

EXECUTIVE ORDER N-6-22 – RUSSIA SANCTIONS

On March 4, 2022, Governor Gavin Newsom issued Executive Order N-6-22 (the EO) 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 or proposal, Contractor represents that it is not a target of Economic Sanctions. Should the State determine Contractor is a target of Economic Sanctions or is conducting prohibited transactions with sanctioned individuals or entities, that shall be grounds for rejection of the Contractor’s bid/proposal any time prior to contract execution, or, if determined after contract execution, shall be grounds for termination by the State.

LICENSE AND PERMIT REQUIREMENTS

The Contractor shall be an individual or firm properly licensed to do business in California in accordance with the laws of the State of California and shall obtain at his/her expense all license(s) and permit(s) required by law for accomplishing any work required in connection with this agreement.

If you are a Contractor located within the State of California, a business license from the city/county in which you are headquartered is necessary; however, if you are a corporation, a copy of your incorporation documents/letter from the Secretary of State’s Office can be submitted. If you are a Contractor outside the State of California, you will need to submit to the CDFA a copy of your business license or incorporation papers for your respective state showing that your company is in good standing in that state.

In the event any license(s) and/or permit(s) expire at any time during the term of this contract, Contractor agrees to provide agency a copy of the renewed license(s) and/or permit(s) within 30 days following the expiration date. In the event the Contractor fails to keep in effect at all times all required license(s) and permit(s), the State may, in addition to any other remedies it may have, terminate this agreement upon occurrence of such event.

Licensed contractors must observe professional standards for quality work or the California Contractors State License Board will invoke disciplinary action.

http://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=BPC&division=7.&title=&part=2.&chapter=5.&article= http://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=BPC&division=7.&title=&part=2.&chapter=5.&article=

Should the State of California determine that the work or materials provided vary materially from the specifications, or that defective work when completed was not performed in a workmanlike manner, then the Contractor warrants that he/she shall perform all necessary repairs, replacement and corrections needed to restore the property according to the agreement plans and specifications, all at no further or additional cost to the State of California.

INSURANCE REQUIREMENTS

Contractor shall comply with all requirements outlined in the (1) General Provisions section and (2) Contract Insurance Requirements outlined in this section. No payments will be made under this contract until contractor fully complies with all requirements.

General Provisions Applying to All Policies

A. Coverage Term – Coverage needs to be in force for the complete term of the contract. If insurance expires during the term of the contract, a new certificate must be received by the State at least ten (10) days prior to the expiration of this insurance. Any new insurance must still comply with the original terms of the contract.

B. Policy Cancellation or Termination & Notice of Non-Renewal – Contractor and/or Permittee is responsible to notify the State within five business days before the effective date of any cancellation, non-renewal, or material change that affects required insurance coverage. In the event Contractor and/or Permittee fails to keep in effect at all times the specified insurance coverage, the State may, in addition to any other remedies it may have, terminate this Contract upon the occurrence of such event, subject to the provisions of this Contract.

C. Deductible – Contractor and/or Permittee is responsible for any deductible or self-insured retention contained within their insurance program.

D. Primary Clause – Any required insurance contained in this contract shall be primary, and not excess or contributory, to any other insurance carried by the State.

E. Insurance Carrier Required Rating – All insurance companies must carry a rating acceptable to the Office of Risk and Insurance Management. If the Contractor and/or Permittee is self-insured for a portion or all of its insurance, review of financial information including a letter of credit may be required.

F. Endorsements – Any required endorsements requested by the State must be physically attached to all requested certificates of insurance and not substituted by referring to such coverage on the certificate of insurance.

G. Inadequate Insurance – Inadequate or lack of insurance does not negate the contractor and/or Permittee’s obligations under the contract.

H. Satisfying an SIR - All insurance required by this contract must allow the State to pay and/or act as the contractor’s agent in satisfying any self-insured retention (SIR). The choice to pay and/or act as the contractor’s agent in satisfying any SIR is at the State’s discretion.

I. Available Coverages/Limits - All coverage and limits available to the contractor shall also be available and applicable to the State, regardless of the minimum limits required in Section 2. Insurance Requirements below.

J. Subcontractors - In the case of Contractor and/or Permittee’s utilization of subcontractors to complete the contracted scope of work, contractor and/or Permittee shall include all subcontractors as insureds under Contractor and/or Permittee’s insurance or supply evidence of insurance to The State equal to policies, coverages and limits required of Contractor and/or Permittee.

K. Premiums – The contractor/Permittee shall be responsible for any premium, deductible, or self-insured retention in connection with any Required Insurance.

L. Required Insurance - By requiring the insurance herein, the Department does not represent that the insurance coverage and limits will necessarily be adequate to protect the Contractor/Permittee and such coverage and limits shall not be deemed as a limitation on the contractor’s/Permittee’s liability under the indemnities granted to the Department in this Contract.

M. Insurance Certificate - Contractor shall provide an insurance certificate evidencing the required insurance coverage before work commences under this Agreement.

Contractor Insurance Requirements Contractor shall display on an Acord certificate of insurance evidence of the following coverages:

A. Commercial General Liability

Contractor shall maintain general liability on an occurrence form with limits not less than $1,000,000 per occurrence and $2,000,000 aggregate for bodily injury and property damage liability. 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 Agreement. This insurance shall apply separately to each insured against which claim is made, or suit is brought subject to the Contractor's limit of liability. The policy must be endorsed to name The State of California, its officers, agents, and employees as additional insured, but only with respect to work performed under the contract.

If the work will include applicators including but not limited to pesticides, herbicides, and/or pest control substances, coverage shall include Pesticide/Herbicide Applicator Coverage, or its equivalent, during the term of the contract.

B. Automobile Liability Contractor shall maintain motor vehicle liability with limits not less than $1,000,000 combined single limit per accident. Such insurance shall cover liability arising out of a motor vehicle including owned, hired, and non-owned motor vehicles. The policy must be endorsed to name The State of California, its officers, agents, and employees as additional insured, but only with respect to work performed under the contract.

C. Workers’ Compensation and Employer’s Liability Contractor shall maintain statutory worker’s compensation and employer’s liability coverage for all its employees who will be engaged in the performance of the Contract. In addition, employer’s liability limits of $1,000,000 are required. By signing this contract, Contractor acknowledges compliance with these regulations. A Waiver of Subrogation or Right to Recover endorsement in favor of the State of California must be attached to certificate.

LIABILITY AND DAMAGES

The Contractor shall be liable for any damages by the Contractor or his employees to portions of buildings, premises equipment, furniture, material, or other CDFA property.

Damage resulting from the services provided will be repaired or items will be replaced by the Contractor to the satisfaction of the CDFA at no expense to the CDFA. Any items lost or stolen while in the Contractor’s custody will be replaced by the Contractor at no expense to the CDFA.

RIGHT TO BAR

The CDFA reserves the right to bar any Contractor’s or subcontractor’s employee from the worksite.

STAFF EXPENSES

The Contractor represents that it has or shall secure at its own expense, all staff required to perform the services described in this Agreement. Such personnel shall not be employees of or have any contractual relationship with any government entity.

The Contractor shall indemnify CDFA against any failure of Contractor to pay into funds providing rights under the Labor Code, Unemployment Insurance Code, and Industrial Welfare Commission Order, or failure to pay such amount into these funds as required by law.

QUALIFICATIONS

The prospective contractor must have the experience, qualifications and resources to perform the work required by this agreement.

MULTIPLE CONTRACTORS

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

SMALL BUSINESS PREFERENCE

California Government Code Sections 14835 et seq. requires that a five percent preference be given to bidders who qualify as a small business. The rules and regulations of this law, including the definition of a small business, are contained in Title 2, California Code of Regulations, Sections 1896 et seq. Additional information is available from the DGS, Office of Small Business Certification and Resources (OSBCR) at (916) 323-5478 or https://www.dgs.ca.gov/PD/Search- Results?search=small%20business%20preference&divisionid=7bce8ca3ed8a4aedbdeaf 52f5e77df36&activeFilters=division-or-office-facets.

All bidders claiming the Small Business preference must submit proof of small business status with their bid submittal. In addition, bidder shall identify any subcontractors that are certified small business and include a copy of their OSBCR certification approval letter(s) with your submittal of the bid.

A qualified bidder who claims the small business preference will be granted a preference consisting of five percent of the lowest responsive bid only if the lowest bid is submitted by a business that is not a certified small business. The five percent preference is used only for computation purposes to a maximum of $50,000 to determine the lowest responsive bidder and does not alter the amounts of the resulting Agreement. An Agreement awarded by reason of the five percent preference is awarded for the amount of the small business firm’s actual cost proposal.

POTENTIAL SUBCONTRACTORS

If Contractor subcontracts out a portion of the work required by this agreement, nothing contained in this Agreement or otherwise, shall create any contractual relation between the State and any subcontractors, and no subcontract shall relieve the Contractor of his responsibilities and obligations hereunder. The Contractor agrees to be as fully responsible to the State for the acts and omissions of its subcontractors and of persons either directly or indirectly employed by any of them as it is for the acts and omissions of persons directly employed by the Contractor. The Contractor’s obligation to pay its subcontractors is an independent obligation from the State’s obligation to make payments to the Contractor. As a result, the State shall have no obligation to pay or to enforce the payment of any moneys to any subcontractor.

AMENDMENTS

This contract may be amended for additional funds if Mandatory Benefit Rates for personal services contracts are increased by the California Department of Human Resources in February of each contract year.

EQUIPMENT RENTALS

The State assumes no responsibility for loss or damage to rented equipment arising from causes beyond the control of the State. The State's responsibility shall be limited to only that which is caused by negligent acts or omission of the State or its officers, employees, or agents.

http://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=GOV&division=3.&title=2.&part=5.5.&chapter=6.5.&article=1.

https://govt.westlaw.com/calregs/Document/I4F7A7FF1635C4720858947B4552F4648?contextData=%28sc.Default%29&transitionType=Default https://govt.westlaw.com/calregs/Document/I4F7A7FF1635C4720858947B4552F4648?contextData=%28sc.Default%29&transitionType=Default https://www.dgs.ca.gov/PD/Search-Results?search=small%20business%20preference&divisionid=7bce8ca3ed8a4aedbdeaf52f5e77df36&activeFilters=division-or-office-facets https://www.dgs.ca.gov/PD/Search-Results?search=small%20business%20preference&divisionid=7bce8ca3ed8a4aedbdeaf52f5e77df36&activeFilters=division-or-office-facets https://www.dgs.ca.gov/PD/Search-Results?search=small%20business%20preference&divisionid=7bce8ca3ed8a4aedbdeaf52f5e77df36&activeFilters=division-or-office-facets

The Contractor agrees to maintain the equipment in good working order and to make all necessary repairs and adjustments without qualification, with a clear right in the State to terminate or cease paying rent should the Contractor fail to maintain the equipment properly.

TARGET AREA CONTRACT PREFERENCE ACT

Contractor agrees to comply with the requirements of the Target Area Contract Preference Act (Government Code Section 4530, et seq.) and attendant rules and regulations (Title 2, California Administrative Code, Section 1896.30, et Seq). Contractor agrees that the State will have the right to inspects its facilities and operations and to inspect review, obtain, and copy all records pertaining to performance of the contract or compliance with requirements of the Act and attendant rules and regulations. Contractor further agrees that such records shall be maintained for a period of three (3) years after final payment under the contract.

Contractor agrees with respect to a certification to hire persons with risk of unemployment to act in good faith for the purposes of maintain such persons as employees for the duration of contract performance and make a reasonable effort to replace such persons who are no longer on the payroll with other persons with high risk of unemployment.

Contractor shall report to the State and thereafter confirm in writing within seven (7) days the names of any such persons who have been terminated or absent from work for more than three (3) consecutive days and to communicate the reasons for the termination or absence. Contractor agrees to consult the State and the Employment Development Department with respect to replacement of such persons.

FORCE MAJEURE

Except for defaults of any subcontractors, neither party shall be responsible for any delay in or failure of performance from acts beyond the control of the offending party. Such acts shall include, but shall not be limited to, acts of God, fire, flood, earthquake, pandemic, other natural disaster, nuclear accident, strike, lockout, riot, freight embargo, public regulated utility, or governmental statutes or regulations superimposed after the fact. If a delay or failure in performance by the Contractor arises out of a default of its subcontractor, and if such default of its subcontractor, causes beyond the control of both the Contractor and subcontractor, and without the fault or negligence of either of them, the Contractor shall not be liable for damages of such delay or failure, unless the supplies or services to be furnished by the subcontractor were obtainable from other sources in sufficient time to permit the Contractor to meet the required performance schedule.

AMERICAN DISABILITIES ACT

By signing this contract, the contractor assures the State that it complies with the American Disabilities Act (ADA) of 1990 (42 USC § 12101 et seq.), which prohibits discrimination on the basis of disability, as well as with all applicable regulations and guidelines issued pursuant to the ADA.

https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=GOV&division=5.&title=1.&part=&chapter=10.5.&article= https://govt.westlaw.com/calregs/Browse/Home/California/CaliforniaCodeofRegulations?guid=IB169C920D49111DEBC02831C6D6C108E&originationContext=documenttoc&transitionType=Default&contextData=(sc.Default) https://www.ada.gov/pubs/adastatute08.htm

NATIONAL LABOR RELATIONS CERTIFICATION

By signing the contract, the Contractor swears under penalty of perjury that no more than one final unappealable finding of contempt of court by a Federal court has been issued against the contractor within the immediately preceding two (2) year period because of the Contractor’s failure to comply with an order of a Federal court, which orders the Contractor to comply with an order of the National Labor Relations Board.

AGREEMENT EXECUTION

Unless otherwise prohibited by state law, regulation, or Department or Contractor policy, the parties agree that an electronic copy of a signed contract, or an electronically signed contract, has the same force and legal effect as a contract executed with an original ink signature. The term “electronic copy of a signed contract” refers to transmission by facsimile, electronic mail, or other electronic means of a copy of an original signed contract in a portable document format. The term “electronically signed contract” means a contract that is executed by applying an electronic signature using technology approved by all parties.