25NC0002_RFP_Primary_Solicitation_.pdf

STATE OF CALIFORNIA GAVIN NEWSOM, Governor

PUBLIC UTILTIES COMMISSION

505 VAN NESS AVENUE

SAN FRANCISCO, CA 94102

California Public Utilities Commission (CPUC) Request for Proposal (RFP), Primary Number 25NC0002

For:

Project and Change Management for California Connect Modernization project and ERP implementation

December 23, 2025

The California Public Utilities Commission (CPUC) invites you to review and respond to this Solicitation. In submitting your response, you must comply with the instructions found herein.

This is an open solicitation for all private entities, universities or governmental agencies.

The purpose of this Contract is to secure the services of a Contractor to assist the CPUC California Connect Program's supervisor and staff with program’s transition and modernization efforts by providing support to include the five tasks outlined.

The CPUC could benefit from additional resources and expertise to assist with successfully managing future projects, to include project management, change management and support as needed during modernization efforts. Therefore, the CPUC requires experienced, proficient and available project management resources to assist in the planning, development, implementation and management of the transitions to accomplish the programs’ modernization objectives. The maximum budget for the initial two year term is $500,000.00

Before submitting a response to this solicitation, interested parties should read and review the entire solicitation including any attachments, all referenced web addresses, and any regulations, orders, and statutes cited.

Note that all agreements entered into with the State of California will include by reference General Terms and Conditions (GTC 02/2025) and Contractor Certification Clauses (CCC 4/2017) that may be viewed and downloaded at the following internet site:

https://www.dgs.ca.gov/OLS/Resources/Page-Content/Office-of-Legal-Services-Resources-List- Folder/Standard-Contract-Language.

By submitting a proposal your firm agrees to the terms and conditions stated in this RFP and the proposed contract.Any questions regarding the solicitation or terms and conditions of the proposed contract must be submitted by the deadline listed in the key action dates. Terms and conditions will not be negotiated after contract award.

Responses are due January 30, 2026 by 10:00AM Pacific Time.

CPUC Point of Contact:

Tanya Ibarra Tanya.Ibarra@cpuc.ca.gov 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 mailto:Tanya.Ibarra@cpuc.ca.gov

California Public Utilities Commission RFP Number 25NC0002

TABLE OF CONTENTS

1. SCOPE OF WORK AND CONTRACT TERMS

EXHIBIT A – SCOPE OF WORK

A. BACKGROUND

B. TASKS

C. DELIVERABLES

D. DELIVERABLE REVIEW AND ACCEPTANCE

E. UNANTICIPATED TASKS

F. CONTRACT CLOSEOUT REQUIREMENTS

G. PERIOD OF PERFORMANCE

H. AMENDMENT

I. CONTRACTOR RESPONSIBILITIES

J. STAFFING REQUIREMENTS

K. REASSIGNMENT OF STAFF

L. CPUC RESPONSIBILITIES

M. LOCATION AND CORE HOURS

N. CONTACT INFORMATION

2. MINIMUM QUALIFICATIONS

3. ADMINISTRATIVE INFORMATION

4. SUBMISSION REQUIREMENTS

5. PREFERENCE AND INCENTIVE PROGRAMS

6. EVALUATION CRITERIA AND PROCESS

7. AWARD AND CONTRACT EXECUTION

8. REQUIRED ATTACHMENTS

ATTACHMENT 1 – SOLICITATION CHECKLIST

ATTACHMENT 2 – CONFLICT OF INTEREST STATEMENT

ATTACHMENT 3 – REFERENCES SHEET

ATTACHMENT 4 – PAYEE DATA RECORD

ATTACHMENT 5 – PAYEE DATA RECORD SUPPLEMENT

ATTACHMENT 6 – CONTRACTOR CERTIFICATION CLAUSES

ATTACHMENT 7 – DARFUR CONTRACTING ACT FORM

ATTACHMENT 8 – BIDDER DECLARATION FORM

ATTACHMENT 9 – DVBE DECLARATION FORM

ATTACHMENT 10 – COMMERCIALLY USEFUL FUNCTION CERTIFICATION

ATTACHMENT 11 – IRAN CONTRACTING ACT FORM

ATTACHMENT 12 – CALIFORNIA CIVIL RIGHTS LAW CERTIFICATION

ATTACHMENT 13 – COST SHEET

ATTACHMENT 14 – SAMPLE STANDARD AGREEMENT

1. SCOPE OF WORK AND CONTRACT TERMS

EXHIBIT A – SCOPE OF WORK

A. BACKGROUND

The California Public Utilities Commission (CPUC) is a state agency tasked with regulating services and utilities, protecting consumers, safeguarding the environment, and ensuring Californians' access to safe and reliable utility infrastructure and services. This Scope of Work (SOW) outlines the services to be provided by the Contractor for the California Public Utilities Commission, hereinafter referred to as the "State" or "CPUC."

California Connect is a statewide accessibility program administered by the California Public Utilities Commission (CPUC) to provide telecommunications equipment and related support services to eligible Californians with disabilities, as authorized under Public Utilities Code Section 2881. The program includes multiple service components and contractors that work together to ensure eligible consumers receive equitable access to assistive telecommunications equipment and services.

The purpose of this Contract is to obtain consultant services to support California Connect’s transition and modernization efforts. The CPUC requires additional capacity to assist with project management, change management, analysis, planning, and facilitation activities associated with these efforts. These services will support the CPUC’s internal staff by providing structured project assistance, documentation support, assessments, and guidance necessary to complete the tasks identified in this Statement of Work.

The Contractor will provide experienced and qualified professional service resources to assist the CPUC in planning, developing, and coordinating activities associated with the program’s transition initiatives. All services performed under this Contract are limited to the tasks outlined in this Statement of Work and are advisory in nature. CPUC retains full responsibility for all decisions, implementation activities, program operations, and oversight functions.

B. TASKS

The following sections identify the tasks required under this Contract and associated Deliverables. The State may request additional analysis, clarification, or refinement related to the Tasks, provided such requests remain within the scope of this Statement of Work. The Contractor may propose additional areas for consideration; however, no new Task may be initiated without prior written approval from the CPUC Contract Manager. The Contractor shall not perform any operational, consumer-facing, or equipment-handling activities under this Agreement. All work performed shall be advisory in nature unless otherwise authorized in writing by the State.

After the effective date of the Contract, the Contractor shall develop a plan and timeline for completing the five Tasks described in this section. The plan shall be submitted to the CPUC Contract Manager for review and approval.

TASK 1 – TRANSITION SUPPORT

Task 1 provides planning, coordination, and advisory support for activities associated with the transition of California Connect program services. The Contractor’s work is limited to analysis, planning, documentation, and recommendations.

Activities may include:

• Supporting CPUC in planning and coordination efforts related to incorporating Speech Generating Device (SGD) and Voice Options (VO) workflows into the Equipment Distribution Program (EDP).

• Providing advisory support to CPUC regarding reimbursement workflows for current and future EDP products and services, including Durable Medical Equipment (DME), accessories, and assistive technologies that may be eligible for reimbursement or supported through alternative funding sources.

• Assessing and providing recommendations to support CPUC’s transition of the vendor certification process to EDP, including documentation of workflow changes and certification requirements.

• Providing advisory support to CPUC on coordination activities related to transitioning functions from the current Equipment Processing Center (EPC) contractor to the future Enterprise Resource Platform (ERP) contractor.

• Assisting CPUC by analyzing and documenting transition requirements related to planning and coordination of EDP devices, including identification of workflow dependencies.

• Providing planning and assessment support related to alternative equipment distribution models such as drop-ship or direct-procurement delivery models.

• Providing project management support to CPUC as needed

Task ID SOW Requirement

1.1 Within 30 days of the contract start date, the Contractor shall submit a draft Transition Support Plan outlining the coordinated approach for transitioning responsibilities and activities from the incumbent contractor to the future contractor. The plan shall identify transition components, methodologies, processes, and procedures to support continuity. Activities may include documentation, training, and stakeholder communication.

1.2 The Transition Support Plan shall provide a framework to support continuity of operations, maintain service quality, and safeguard program integrity. The Contractor shall describe its structured approach to risk management, disruption mitigation, and continuity support.

1.3 The Contractor shall provide comprehensive updates on transition activities, detailing progress for each Task, Deliverable, and Milestone, and documenting deviations from the established schedule or scope. The Contractor is responsible for completing all activities in the CPUC-approved plan, including timely completion of tasks, milestones, and deliverables.

1.4 Throughout the Transition period, the Contractor shall proactively communicate any required modifications to the plan, monitor progress, identify risks or deviations, and implement revisions or contingency measures as necessary. All plan updates and supporting documentation shall be maintained and made available for CPUC review.

TASK 2 – DEVELOPMENT OF REQUEST FOR INFORMATION/REQUEST FOR

PROPOSAL/SCOPE OF WORK/MEMO OF UNDERSTANDING/GRANTS

Task 2 provides analytical, advisory, and documentation support for developing contract-related and program-planning documents needed for California Connect. The Contractor will review, assess, and analyze existing services and contract structures to support CPUC in developing Requests for Information (RFIs), Request for Proposals (RFPs), Scopes of Work (SOWs), Memoranda of Understanding (MOUs) and grant-related documents.

The Contractor's analysis, recommendations, and draft documents will assist CPUC in planning future contracting strategies, identifying service gaps, and improving the efficiency and effectiveness of program service agreements. All recommendations developed under this Task are advisory and subject to CPUC direction.

Activities may include:

• Reassessing existing contracts to identify opportunities for improvement, clarification, or restructuring.

• Developing draft Requests for Information (RFIs) and gathering stakeholder input to support future contracting strategies.

• Facilitating collaboration with stakeholders to identify service gaps, workflow obstacles, and unmet needs.

• Identifying potential new service opportunities, conducting feasibility assessments, and recommending methods for acquiring such services.

• Conducting market, cost, and regulatory analyses to assess options for providing new or enhanced services or equipment through existing or new contracts, MOUs, or grants.

• Developing draft documents (e.g., SOWs, MOUs, grant templates) required to maintain or acquire services and products as directed by CPUC.

• Providing project management support to the CPUC as needed.

2.1 The Contractor shall draft a Requirements Document that outlines requirements for each individual service component. The document shall include analysis and recommendations on whether any service components have sufficient autonomy or distinctiveness to be contracted separately. The draft shall be prepared in a Microsoft Word format and submitted electronically to the CPUC Contract Manager.

2.2 The Contractor shall incorporate CPUC feedback into a final Scope of Work. If CPUC determines that certain service components should be contracted separately, the Contractor shall prepare extracted standalone SOWs for CPUC review. The final SOW and any extracted components shall be submitted in a Microsoft Word format.

TASK 3 – PROJECT MANAGEMENT

Task 3 provides project management advisory support to assist CPUC in organizing, planning, monitoring, and coordinating activities associated with California Connect’s transition and modernization efforts. The Contractor’s work under this Task is limited to providing analysis, planning support, documentation, and recommendations. CPUC retains all decision-making authority over project direction, priorities, and outcomes.

Activities may include:

• Completing a program-wide assessment of regulatory, operational, oversight, and contractual gaps or obstacles and providing recommendations to support enhanced customer experiences.

• Supporting CPUC in the scoping, development, monitoring, and execution of the program’s mandated Needs Assessment report.

• Providing project management advisory support related to transitions, service integration, program infrastructure planning, procurement activities, financial workflows, and equipment distribution processes.

3.1 Within 30 days of the contract start date, the Contractor shall draft a rollout schedule. This schedule will outline proposed timelines, objectives, and stakeholder roles to support coordinated execution and transition planning.

3.2 The Contractor shall develop and maintain a Project Management Plan following PMI’s PMBOK concepts, as requested by CPUC. The Plan shall describe processes, activities, methods, tools, techniques, assumptions, and confidence levels related to planning, monitoring, and controlling work under this Contract. The Plan shall also include strategies to support CPUC during transition, contract termination, or contract closeout. Monthly updates shall be provided.

3.3 The Project Management Plan shall include tasks for preparing a final report summarizing lessons learned and analyzing objectives achieved. The Contractor shall support CPUC in conducting debriefings with CPUC staff in the event of contract termination or expiration.

3.4 The Contractor shall provide project management advisory support, including planning, scheduling, tracking, reporting, and coordination activities necessary to support CPUC’s execution of the Project Management Plan. All work shall be performed in accordance with CPUC direction and the CPUC-approved Plan.

TASK 4 – CHANGE MANAGEMENT

Task 4 provides advisory and planning support to assist CPUC in developing and maintaining a Change Management Plan for California Connect’s modernization efforts. The Contractor’s work under this Task is limited to developing analyses, recommendations, draft documentation, and planning materials. CPUC retains full authority over approving, directing, and implementing all program changes.

Activities may include:

• Developing a five-year and ten-year roadmap to support the program’s modernization efforts, including funding and regulatory considerations for both inter-state and intra-state services and products.

• Identifying and incorporating potential future products and services into the roadmap, including considerations related to delivery methods.

• Supporting CPUC in planning change management activities associated with new service delivery models involving grantees, contractors, community partners, and state and federal agencies.

• Assisting CPUC in identifying and documenting new financial reimbursement model options for consideration, including potential funding sources.

4.1 The Change Management Plan shall outline the processes for managing changes across program operations, including stakeholder coordination, workflow changes, process improvements, and documentation. The Plan shall describe the procedures for addressing disputes or issues that arise during change management. The approach shall emphasize transparency, communication, and risk mitigation.

4.2 The Plan shall define roles and responsibilities, steps for initiating, evaluating, and documenting proposed changes, and mechanisms for tracking progress and adherence to timelines. The Plan shall address documentation requirements such as change logs, impact assessments, and post-implementation reviews to support continuous improvement.

4.3 The Contractor shall promptly inform the CPUC Contract Manager of potential scope deviations, facilitate discussions and analysis of potential impacts, and prepare documentation supporting CPUC’s evaluation of change considerations. The Contractor shall support CPUC in conducting regular assessments to ensure adherence to established guidelines and objectives.

TASK 5 – PROCESS IMPROVEMENT

Task 5 provides analytical and facilitation support to assist CPUC in identifying, assessing, and documenting opportunities for improving California Connect program processes. The Contractor’s role under this Task is limited to analysis, documentation, planning support, and facilitation. CPUC retains full authority over approving and implementing any process improvements.

Activities may include:

• Identifying required data and documenting workflow or data collection considerations needed to support program-wide process improvement analysis.

• Collecting information from CPUC, stakeholders, contractors, vendors, and California Connect partners for the purpose of identifying opportunities for process improvement.

• Assessing the organizational structure of the program and documenting recommendations for CPUC consideration.

5.1 To support process improvement activities for California Connect, the Contractor shall collaborate closely with CPUC. This includes establishing and facilitating lessons learned sessions that provide a structured forum for stakeholders to share insights, identify challenges, and discuss opportunities for enhancing the service processes.

5.2 The Contractor shall provide planning, analysis, and documentation related to process improvement activities in alignment with the established change control process. The Contractor shall not implement or execute operational changes; all implementation decisions rest with CPUC. Any additional work beyond advisory support must be mutually agreed upon by the CPUC.

5.3 Throughout the duration of the Contract, the Contractor shall document lessons learned and incorporate them into ongoing process improvement recommendations for CPUC review.

C. DELIVERABLES

The Contractor is responsible for the development, production, delivery, and maintenance of all Project Deliverables required under this Agreement. The State requires the Contractor to follow the State’s standard deliverable review process, beginning with the submission of a draft followed by a final version.

Each Deliverable shall be submitted in an electronic format acceptable to the State. Unless otherwise specified in this Statement of Work, written Deliverables shall be submitted in Microsoft Word, data or logs shall be submitted in Microsoft Excel, schedules shall be submitted in Microsoft Excel, and presentation materials shall be submitted in PDF or PowerPoint. Deliverables that require both draft and final versions are identified in this section and in the corresponding Tasks. All draft and final Deliverables shall follow the State’s standard deliverable review process, including consolidated written comments from the State and a resubmission of the final Deliverable incorporating those comments.

All Deliverables shall include clear headings, version control, dates, and the Contractor’s point of contact. Deliverables must be submitted electronically to the CPUC Contract Manager and any additional recipients designated in writing by the State.

Project Deliverables The following Deliverables will be produced under this Agreement. The Deliverables correspond to the Tasks described in this Statement of Work.

To meet State contracting requirements, the due dates for Deliverables correspond to the timelines established in Section B, Tasks. When a Task specifies a timeline for a draft or final Deliverable, that timeline shall govern. When a Task requires a Deliverable but does not specify a due date, the Contractor shall submit the draft Deliverable within thirty calendar days of beginning the associated Task and shall submit the final Deliverable within fifteen (15) calendar days after receiving the State’s consolidated written comments.

Recurring Deliverables, including monthly updates, logs, reports, status briefings, and meeting summaries, are due on a monthly basis no later than the tenth (10) calendar day of each month unless the State approves an alternate schedule in writing. For Deliverables associated with scheduled meetings, workshops, or briefings, all materials shall be submitted to the State at least three (3) business days prior to the session unless otherwise directed in writing.

The State may adjust due dates, sequencing, or priorities of Deliverables through written direction from the State Contract Manager. The Contractor shall comply with all approved timelines unless a revised schedule is provided in writing by the State.

Task 1 – Transition Support

• Draft Transition Support Plan

• Final Transition Support Plan

• Monthly transition status updates

• Transition briefings or meetings as requested by CPUC

Task 2 – Development of Procurement and Planning Documents

• Draft Requirements Document (including analysis of service components)

• Final Requirements Document

• Draft contract-related documents (e.g., SOWs, RFIs, MOUs, or grant-related documents), as directed by CPUC

• Workshops or stakeholder meetings, up to ten (10) sessions, as directed by CPUC, to support development of contract-related documents

Task 3 – Project Management

• Draft Project Rollout Schedule

• Final Project Rollout Schedule

• Project Management Plan, with monthly updates

• Monthly project management briefings

Task 4 – Change Management

• Draft Change Management Plan

• Final Change Management Plan

• Change control documentation and logs

• Monthly change management status updates

Task 5 – Process Improvement

• Process improvement findings and recommendations

• Lessons Learned session facilitation and summary reports

The Contractor shall also support meetings, workshops, and briefings held throughout the State or remotely, up to ten (10) sessions, as directed by the State, to complete the Tasks under this Agreement. Support may include attending the session, preparing materials, facilitating discussions when requested, and documenting key discussion points and action items, as directed by the State.

D. DELIVERABLE REVIEW AND ACCEPTANCE

Upon submission of a draft or final Deliverable, the State will review the submission and provide consolidated comments using a standard template. Multiple Deliverables may be under development concurrently. If the State determines that a Deliverable is unsatisfactory, the State will notify the Contractor in writing and identify the specific deficiencies. Rejection of a Deliverable does not permit delays to other Deliverables unless approved in writing by the CPUC Program Manager or designated assignee. Draft Deliverables shall be complete drafts that substantively address all required content areas; placeholder or incomplete drafts may be rejected.

Acceptance Criteria Deliverables will be accepted when they:

1. Meet the content requirements defined in the associated task.

2. Address all CPUC feedback and required revisions, unless otherwise provided in writing.

3. Are complete, accurate, internally consistent, and reflective of the scope of work.

4. Support CPUC’s program planning, transition, or modernization activities without requiring the Contractor to implement operational changes.

5. Are submitted in a format and structure approved by CPUC.

6. The Contractor shall revise and resubmit any rejected Deliverable at no additional cost to the

State.

7. Acceptance of a Deliverable shall not result in any increase to the contract cost unless formally amended and approved by all applicable State control agencies.

All Deliverables and work products developed under this Agreement are the sole property of the State and may be used by the State without restriction.

E. UNANTICIPATED TASKS

This Contract includes Unanticipated Tasks, the cost of which shall not exceed ten percent of the total Contract base value up to $250,000. Unanticipated Tasks are limited to services or work products that are not expressly identified in this Agreement but are later determined to fall within scope and are necessary to support the services described in this Statement of Work.

Prior to beginning any Unanticipated Task, the Contractor must receive an approved Work Authorization. The labor rates for Unanticipated Tasks shall not exceed the hourly rates listed in Exhibit B.1 - Cost Worksheet. Each Work Authorization shall include the estimated number of hours by labor classification needed to complete the work. Payment will be released upon State acceptance of the Work Authorization Deliverables in accordance with Exhibit B - Budget Detail and Payment Provisions.

For each Unanticipated Task, a Work Authorization will be developed jointly by the CPUC Contract Manager and the Contractor to describe the task and estimated hours. All terms and conditions of this Contract remain in effect with the inclusion of any such Work Authorization, and a Work Authorization does not modify or supersede the Contract.

Work Authorizations for Unanticipated Tasks shall follow the process outlined in Exhibit A.1 - Work Authorization (WA), including required signatures, documentation, and any approved modifications

F. CONTRACT CLOSEOUT REQUIREMENTS

At the conclusion of the Contract, or upon early termination, the Contractor shall complete closeout activities to ensure the CPUC receives all materials developed under this Agreement. These activities are limited to summarizing work performed and transferring Deliverables and documentation and shall be completed before the CPUC processes the final invoice or releases any payment retention.

Closeout activities include:

1. Deliverable and Documentation Transfer The Contractor shall provide all final Deliverables, supporting materials, working documents, and analysis created under this Agreement directly to the CPUC in CPUC-approved formats. The CPUC will be responsible for storing the documents within its own internal repositories.

2. Final Closeout Summary The Contractor shall submit a concise closeout summary that describes:

• Work completed during the term of the Agreement

• Deliverables submitted and accepted

• Any outstanding issues, risks, or considerations for CPUC

• Recommended next steps for CPUC planning (if applicable)

3. Clarification of Submitted Deliverables At CPUC’s request, the Contractor may provide high-level clarification on the contents or structure of submitted Deliverables to support CPUC’s understanding of the materials. The Contractor shall not provide training, system demonstrations, or hands-on operational support as part of closeout activities.

4. Scope of Closeout Activities

Closeout activities are limited to the submission and explanation of documentation. The Contractor is not responsible for operational transition, hand-off activities, training of CPUC staff or vendors, or activities that fall outside advisory and documentation support.

5. Final Invoice and Retention The Contractor shall submit a final invoice marked “Final Invoice” once all contractual obligations, Deliverables, and closeout activities have been completed. The CPUC will release the final invoice and the ten percent (10%) retention only after verifying:

• All Deliverables have been submitted and accepted

• The Final Closeout Summary is complete

• All required documentation has been provided to CPUC

G. PERIOD OF PERFORMANCE

The period of performance shall begin no earlier than the date the Contract is signed by both parties, whichever is later, and shall continue for two (2) years thereafter unless terminated earlier or extended as provided herein.

The Contractor shall not be authorized to deliver goods or commence performance of services described in this Contract before the effective date. Any delivery of goods or performance of services by the Contractor that is commenced before the effective date shall be considered gratuitous on the part of the Contractor.

H. AMENDMENT

This Agreement includes one (1) optional year that the State may exercise to continue ongoing advisory and support services identified in this Statement of Work. The optional year is limited to Deliverables and activities that are recurring or continuous in nature, including monthly status updates, monthly briefings, monthly Project Management Plan updates, change management advisory support, process improvement documentation, and support for up to ten (10) additional meetings, workshops, or briefings during the optional year, as directed by the State. No new Tasks may be initiated during the optional year.

If the State elects to exercise the optional year, the total cost for the optional year shall be based on the rates and pricing structure listed in the Cost Sheet, calculated according to the number of months authorized and the recurring Deliverables and activities identified above. The optional year may not be used to expand the scope of work or add new Deliverables.

No amendment or variation of the terms of this Agreement shall be valid unless made in writing, signed by both parties, and approved as required by State control agencies. No oral understanding or agreement not incorporated into this Agreement is binding upon the parties.

I. CONTRACTOR RESPONSIBILITIES

The Contractor is responsible for performing the services described in this Statement of Work in accordance with the approved schedule, scope, and quality requirements. The Contractor shall operate under the guidance of the CPUC Contract Manager and is accountable for completing tasks in accordance with the provisions of this Agreement.

The Contractor shall designate a primary point of contact who has the authority to act on all aspects of the services and to serve as the central contact for communications with the CPUC. The Contractor is responsible for assigning staff who meet the qualifications identified in this Agreement and for managing and supporting its personnel throughout the term of the Contract.

All work products and Deliverables shall be stored in the CPUC’s designated document repository in a format that complies with CPUC standards. The most current version of all work products must remain available for CPUC review at all times.

Remote work is permissible as described in this Agreement. The Contractor is responsible for ensuring that assigned staff have the tools and resources necessary to complete assigned tasks. If remote work affects timely delivery, the CPUC may review and adjust remote arrangements. The Contractor may not use State equipment and may be granted Virtual Desktop Infrastructure access only as approved by the CPUC.

All personnel performing work under this Agreement shall reside in and perform services from within the State of California unless otherwise approved in writing by the CPUC Contract Manager.

For Unanticipated Tasks, the Contractor shall collaborate with the CPUC Contract Manager to develop a Work Authorization using the template provided in Exhibit A.1 – Work Authorization (WA). Work may not begin until the Work Authorization is fully executed.

The Contractor must ensure that the physical location of any data center used to store CPUC data is within the continental United States. Remote access to CPUC data from outside the continental United States is prohibited.

Service Boundaries All services under this Agreement are advisory and analytical in nature and shall support CPUC staff in planning, documentation, assessment, and transition activities. The Contractor shall not perform operational duties involving California Connect equipment or services, including equipment handling, distribution, inventory management, logistics execution, repairs, or direct consumer support. The Contractor shall not assume responsibilities reserved for CPUC staff or other program contractors. All work must remain within the scope of the Tasks identified in this Statement of Work.

J. STAFFING REQUIREMENTS

The Contractor shall provide sufficient and qualified staff to perform the services and Deliverables described in this Statement of Work. The Contractor is responsible for the recruitment, employment, supervision, and management of its personnel and for ensuring that staff assigned under this Agreement possess the skills and experience necessary to complete the required Tasks. All proposed personnel shall meet or exceed the minimum qualifications required to perform the Deliverables associated with their labor category. At minimum, all Key Staff proposed under this Agreement shall reside in and perform services from within the State of California unless otherwise approved in writing by the CPUC Contract Manager.

The Contractor shall ensure it has sufficient staff available to perform services throughout the State, consistent with the requirements of this Agreement. Any on-site presence will be scheduled in coordination with the CPUC Contract Manager or designated assignee.

To support continuity of work, the Contractor should make reasonable efforts to minimize turnover of key personnel. The Contractor shall not substitute any proposed key personnel without prior written approval from the CPUC Contract Manager.

K. REASSIGNMENT OF STAFF

The Contractor shall not add or substitute staff without prior written consent from the State.

Substitute personnel must meet all qualifications required under this Agreement and must be approved in writing by the CPUC before beginning work. The Contractor shall make every reasonable effort to provide suitable replacement staff when needed due to illness, resignation, or other factors outside the Contractor’s control.

The Contractor shall notify the CPUC in writing within five calendar days of any change in assigned personnel. The notification shall include the required Personnel Change Order Request Form, the Proposed Resource Qualification Form, the Proposed Resource Reference Form, and a current resume. Replacement personnel must possess qualifications equal to or higher than those of the outgoing staff and must be approved prior to performing work.

The State may require the Contractor to replace any staff member at any time. In such cases, the Contractor shall provide proposed replacement personnel in accordance with the required process and deadlines.

Hourly rates for replacement personnel shall be consistent with the hourly rates established for the corresponding labor category in the Contract. Replacement personnel may not exceed the maximum hourly rate for their labor category.

If adding or substituting staff is acceptable to the State and permissible by this Contract, the Contractor shall submit Exhibit A.4 - Personnel Change Order Request Form via email. The request and requested documents shall be provided to the CPUC Contract Manager and CPUC Program and Project Supervisor for review and approval. The State will provide written approval or denial of the request within ten (10) business days after receipt of these documents.

CPUC approval of personnel is limited to confirming qualifications and does not constitute supervision or control over Contractor staff.

L. CPUC RESPONSIBILITIES

The CPUC will designate a primary point of contact who will serve as the authorized representative for all aspects of the contracted services. This individual will review the Statement of Work and any related documentation with the Contractor to ensure a shared understanding of the responsibilities and obligations under this Agreement.

The CPUC will facilitate access to departmental subject matter experts, stakeholders, vendor partners, and any relevant materials or documentation necessary for the Contractor to carry out the contracted services. The CPUC will also coordinate with the Contractor on scheduling, project activities, and expectations associated with the Tasks and Deliverables.

The CPUC retains the authority to approve or reject any Contractor or Subcontractor staff assigned to this Contract. The CPUC may require the Contractor to remove and replace staff at will.

Approval is limited to confirming qualifications and suitability for the project and does not constitute supervision or control over Contractor staff. At the CPUC’s request, the Contractor shall provide documentation showing that proposed staff meet the required qualifications before they begin work.

Performance Oversight The CPUC is the sole arbiter of the acceptability of all work performed and all work products produced under this Agreement. If any work or Deliverable does not meet requirements, the CPUC will notify the Contractor in writing within five State business days. The Contractor may not bill for rework of any unacceptable work product. The Contractor shall respond within five business days with either an explanation demonstrating compliance or a corrective action plan. If rejected, the CPUC may request a revised plan within three State business days. Continued deficiencies may result in immediate contract termination. The CPUC will pay for accepted work completed prior to termination.

Problem Escalation Protocol The Contractor shall communicate project issues through regular status updates. When an issue requires elevated attention, the Contractor shall escalate it to the appropriate CPUC personnel.

Escalation will proceed in the following order: CPUC Contract Manager, CPUC Program and Project Supervisor, and CPUC Program Manager. This structure ensures timely resolution of issues and continuity of project activities. Escalated issues do not alter Deliverable deadlines unless approved in writing by the CPUC Contract Manager.

M. LOCATION AND CORE HOURS

The Contractor may be required to perform services under this Contract at CPUC offices in San Francisco, Los Angeles, or Sacramento, or at other locations within the State as agreed upon by the State and the Contractor.

All costs associated with travel, transportation, equipment, supplies, or other expenses incurred by the Contractor or its staff are the sole responsibility of the Contractor and are not billable to the State.

The Contractor shall coordinate meetings and project activities during standard business hours (8:00 a.m. to 5:00 p.m. PST), except State holidays as recognized by the California Department of Human Resources. Work performed outside of these hours shall not be billable to the State unless expressly authorized in writing by the CPUC Contract Manager.

N. CONTACT INFORMATION

The CPUC Contract Manager (or designated assignee) and the Contractor’s Project Manager for the term of this agreement will be:

State Agency:

Contractor:

Name: Name:

Phone: Phone:

E-mail: E-mail:

EXHIBIT A.1 – WORK AUTHORIZATION (WA)

INTRODUCTION

Work Authorization #: Task #:

The purpose for this Work Authorization is:

TASK DESCRIPTION – Summary of Work and Estimates The following reflect the work requested for this Work Authorization.

Task Description Completion Date

COST ESTIMATES

Resource Name Hourly Rate Estimated Hours

Estimated Cost

WORK AUTHORIZATION ACCEPTANCE CRITERIA

COMPLETION DATE

Tasks must be completed before the completion date on the WA.

If the completion date must be extended the Contractor must notify the CPUC Contract Manager prior to the completion date to prepare an addendum to the WA.

Once the completion date passes the WA is considered expired and a new WA must be generated.

APPROVALS

CPUC Contract Manager Contractor Printed Name:

Signature:

Title:

Date:

EXHIBIT A.2 – PROPOSED RESOURCE QUALIFICATION FORM

Key Staff Position:

Respondent Name:

Proposed Resource Name:

Key Staff Experience

Qualifications - Title # of Years Project Information Reference

Information

Mandatory 1*

Years(s):

Month(s):

Project Name:

Staff Role:

Experience:

Start Date:

End Date:

Name:

Email:

Phone:

Address:

Work Relation:

Year(s):

Experience:

Start Date:

End Date:

Name:

Email:

Phone:

Address:

Work Relation:

Total Years of Experience: Meets Minimum Qualification: Yes / No

Mandatory 2*

Experience:

Start Date:

End Date:

Name:

Email:

Phone:

Address:

Work Relation:

Experience:

Start Date:

End Date:

Name:

Email:

Phone:

Address:

Work Relation:

Total Years of Experience: Meets Minimum Qualification: Yes / No

Mandatory 3*

Copy of degree attached? Yes / No

Meets Minimum Qualification: Yes / No

*The Offeror is responsible for populating all Minimum Qualifications for the proposed resource(s).

EXHIBIT A.3 – PROPOSED RESOURCE REFERENCE

Respondents shall provide reference contact information for each proposed key resource as part of Exhibit A.2 – Proposed Resource Qualification Form. The State will conduct all reference checks directly with the listed contacts. Respondents shall not submit reference ratings, surveys, or completed reference forms. The State reserves the right to contact any or all references and to request additional reference contacts if needed to verify the qualifications of proposed resources.

EXHIBIT A.4 – PERSONNEL CHANGE ORDER REQUEST FORM

Change Order #: Contract #:

Proposed Start Date:

Reason for Change:

Current Personnel Role:

Name:

Hourly Rate: $ .

Proposed Personnel Role:

Name:

Hourly Rate: $ .

Resume must be attached to this form.

The modifications outlined above align with the contractual terms and conditions. By affixing signature below, the Vendor Official confirms that the proposed staff meets the personnel classification criteria, and any stipulations detailed in the Statement of Work (SOW). The Contract Administrator's signature signifies their verification that the proposed personnel satisfy the requirements delineated in the SOW. This document is agreed upon and accepted by:

CPUC Contract Manager Contractor Printed Name:

Signature:

Title:

Date:

EXHIBIT B - BUDGET DETAIL AND PAYMENT PROVISIONS

1. Invoicing and Payment

A. Payments

As compensation for the services specified in Exhibit A and upon receipt and approval of Contractor invoices by the CPUC, the Contractor shall be entitled to a sum not to exceed the total dollar amount noted on the STD 213 and/or its Amendment. Payments shall be based on the rates and or schedule as set forth and specified in Exhibit B-1, Cost Sheet which is attached hereto and made a part of this Agreement.

If Contractor discovers it has received an overpayment, Contractor must notify the State and refund the overpayment immediately.

B. Budget Transfer Request

A Budget Transfer Request (BTR) is an informal written statement requesting the movement of existing contract funds from one deliverable to another. The BTR must specify which deliverable’s funding are being adjusted, by how much and include justification for these adjustments. A BTR may be requested by either the Contractor or the CPUC. The BTR must be agreed to in writing by both parties.

The BTR cannot be used to increase the total dollar amount of the Agreement or add new deliverables to the Scope of Work.

C. Invoice Details

Each invoice shall include the following details:

Invoices must include:

I. CPUC Agreement Number II. Contractor name and billing address

III. Contractor Federal Tax Identification Number IV. Detailed list of hours by labor category, billed in 15-minute increments V. Total invoice amount

VI. Narrative summary of work performed VII. Copies of supporting artifacts (if applicable)

VIII. Copies of sign-off documents (if applicable) IX. Approved Work Authorization (WA), if applicable X. Timesheets for all billed personnel

Any invoiced items which are not included in the accepted Cost Sheet, will automatically be rejected, and denied for payment.

Should an invoice be disputed, Contractor will correct any/all disputed items on the invoice and resubmit the invoice as indicated above. Failure to provide and resubmit corrected invoice will result in a delay of payment.

Final billing for services must be received by CPUC within ninety (90) days following the end of the Contract.

D. Invoice Submission

Invoices must be submitted monthly through the CPUC’s Electronic Claim and Application Portal (eCAP) no later than the 15th of the month following the month services were rendered.

https://ecap.cpuc.ca.gov/s/login/?startURL=%2Fs%2F%3Ftabset-ea007%3D2%26t%3D1684525069188

E. Travel

Travel costs will not be reimbursed by CPUC separately. Contractor’s rates shall include all travel expenses required to perform the services in accordance with this Agreement.

F. Reporting Requirement of Small Business and DVBE Subcontractors

The Contractor invoices shall include a subtotal that enumerates the amounts spent on DGS certified Small Business and DGS certified DVBE subcontractors for the period of the invoice, and a total-to-date for Small Business and DVBE spending. This requirement is in addition to reporting requirement of Section 19 of Exhibit C, General Terms and Conditions.

Pursuant to Mil. & Vet. Code Section 999.7, ten thousand dollars ($10,000) will be withheld from the final payment, or the full final payment if less than ten thousand dollars ($10,000), until the prime contractor complies with the certification requirements of subdivision (d) of Mil. & Vet. Code Section 999.5. This requires the Prime contractor to fill out and submit a STD 817 form certifying the actual amount paid to DVBE subcontractors. Prime contractor shall be given 30 days’ notice to cure the defect. If, after 30 calendar days from the date of notice, the prime contractor refuses to comply with the certification requirements, CPUC shall permanently deduct ten thousand dollars ($10,000) from the final payment, or the full payment if less than ten thousand dollars ($10,000).

G. Progress Payments and Retention Withholdings

Progress payments will be made on the basis of completion of specific deliverables or sub-deliverables, subject to the approval of CPUC. Ten percent (10%) retention shall be withheld from each invoice including billable hours and expenses. The retention shall become payable upon the satisfactory completion of the Agreement or at the completion of each separate deliverable if the specific deliverable is not a foundation for succeeding deliverables leading to the completion of a finished project, report, or plan.

H. Retention of Records and Audit Requirement https://ecap.cpuc.ca.gov/s/login/?startURL=%2Fs%2F%3Ftabset-ea007%3D2%26t%3D1684525069188 https://ecap.cpuc.ca.gov/s/login/?startURL=%2Fs%2F%3Ftabset-ea007%3D2%26t%3D1684525069188

The Contractor’s invoices will be subject to a financial audit by CPUC at any time within three (3) years of completion of the work.

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 CPUC 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 CPUC shall have the option to either cancel this Agreement with no liability occurring to the CPUC or offer an agreement amendment to Contractor to reflect the reduced amount.

3. Prompt Payment Clause

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

EXHIBIT C - GENERAL TERMS AND CONDITIONS

The General Terms and Conditions, GTC 02/2025 will be included and adhere to in the Agreement by reference to the following link:

https://www.dgs.ca.gov/OLS/Resources/Page-Content/Office-of-Legal-Services-Resources-List- Folder/Standard-Contract-Language

If Contractor does not have Internet access, a hard copy will be provided by contacting the State’s Contract Manager listed in the scope of work.

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

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. Dispute Resolution

A dispute for purposes of this section is a disagreement between Contractor and CPUC in the performance of the Agreement, which is unable to be resolved between Contractor and Program Staff (“Dispute”). In the event of a Dispute, Contractor shall file a "Notice of Dispute" with the California Public Utilities Commission, Executive Director, or designee within ten (10) days of discovery of the problem. Within ten (10) days, the Executive Director or designee shall meet with the Contractor and Contract Manager for purposes of resolving the dispute. The decision of the Executive Director or designee shall be final.

In the event of a dispute, the language contained within this Agreement shall control over any other.

State reserves the right to issue an order to stop work in the event that a dispute should arise, The stop work order will be in effect until the dispute has been resolved.

3. Subcontracts

A. No work shall be subcontracted without the prior approval of the State’s Contract Manager.

Upon termination of any subcontract, the State shall be notified immediately.

B. If the terminated subcontractor is a DVBE, the contractor must replace that subcontractor with another DVBE subcontractor, and such replacement must be approved by the Commission.