Addendum__1_-_IFB_FTB-2627-00141.docx

State of California Franchise Tax Board

IFB FTB-2627-00141.1

ATTACHMENT 12: AUTHORIZED ORIGINAL SIGNATURE

INVITATION FOR BID (IFB)

Axway Enterprise Bundle for Managed File Transfer Software Subscription Renewal

July 27, 2026

STATE OF CALIFORNIA

FRANCHISE TAX BOARD (FTB)

PO BOX 2086

RANCHO CORDOVA, CA 95741-2086

DRAFT - 08/04/2026 MODEL RFP

I. INTRODUCTION

The California (CA) Franchise Tax Board (FTB), hereinafter referred to as “FTB” or the “State”, is seeking to contract with a vendor to renew Axway Customer Managed Enterprise Bundle for Managed File Transfer (MFT) Software Subscription. This FTB Solicitation Invitation for Bid (IFB) contains instructions governing the requirements intended for a firm quotation to be submitted by prospective bidders. This solicitation addresses all bidders’ requirements and responsibilities that must be met in order to be eligible for consideration. The format the bid information is to be submitted and the material to be included herein follows.

II. BIDDING STEPS

A. BID DELIVERY

Bidders are required to submit an electronic bid response to the following e-mail address: Georgeanne.Polston@ftb.ca.gov by the due date and time identified in this solicitation. Please maintain a record of your e-mailed response as proof of timely submittal. E-mails will be opened and reviewed during the evaluation phase.

KEY ACTION DATES

(via email only)

(via email only)

Location and Time: TBD

1The Notice of Intent to Award shall be published on Cal eProcure in the same location as the solicitation was published: Bid opportunities in the California State Contracts Register (CSCR).

All dates after the Last day to Submit Final Bids are approximate and may be adjusted as conditions indicate without addendum to this solicitation.

State of California

B. AWARD OF AGREEMENT

Agreement award, if made, will be on the basis of individual items or the basis of all items included in this solicitation to the responsive, responsible bidder with the lowest net cost (excluding applicable sales tax) meeting all requirements of this IFB document and any addenda thereto, except for such immaterial defects as may be waived by the State. The State may accept any item or group of items of any response. Agreement award, if made, will be made within forty-five (45) days after the scheduled date for Agreement award as specified in the IFB; however, a bidder may extend the offer beyond 45 days in the event of a delay of Agreement award.

C. TIE-BREAK PROCESS

In the event of a precise tie, if Government Code Section 14838(f) does not apply to bidders, a witnessed drawing of lots will be conducted by the Procurement Official. If a drawing of lots is needed, the Procurement Official will schedule and arrange for a drawing and non-partisan witnesses; notifying the participating bidders of the outcome of the drawing.

D. RESPONSIVE BIDDER

A supplier who provides a bid response that is compliant with solicitation requirements and indicates performance without material deviation from the terms and conditions of the proposed Agreement.

E. RESPONSIBLE BIDDER

A supplier who possesses the experience, facilities, reputation, financial resources and other factors existing at the time of Agreement award.

The State may require a bidder(s) to submit evidence of their qualifications at such times and under conditions, as it may deem necessary. The question of whether a particular bidder is a responsible bidder may involve an evaluation of the bidder’s experience, type of facility, expertise or financial resources regarding the particular items requested by the pertinent solicitation. If a bidder has been determined to be non-responsible, the bid shall be rejected.

F. PROTESTS

Before a protest is submitted regarding any issue other than selection of the "successful bidder," the bidder must make full and timely use of the procedures described herein to resolve any outstanding issue(s) between the bidder and the State. The procurement procedure is designed to give the bidder and the State adequate opportunity to submit questions and discuss the requirements, proposals and counter proposals before the Final Bid is due. The protest procedure is made available in the event that a bidder cannot reach a fair Agreement with the State after exhausting these procedures. There are two types of protests: requirements (initial) protests and award protests. A protest shall be submitted according to the procedure below. Protests regarding any issue other than selection of the "successful bidder" are requirements protests and will be heard and resolved by the Deputy Director of the Department of General Services, Procurement Division, whose decision will be final.

An award protest is where a bidder has submitted a bid which it believes to be totally responsive to the requirements of the IFB and to be the bid that should have been selected according to the evaluation procedure in the Section on EVALUATION and the bidder believes the State has incorrectly selected another bidder for award. For this situation, the bidder may submit a protest of the selection as described below. Protests regarding selection of the "successful bidder" will be heard and resolved by the Victims Compensation and Government Claims Board, whose decision will be final.

All protests of award must be made in writing, signed by an individual authorized to bind the bidder contractually and financially, and contain a statement of the reason(s) for protest; citing the law, rule, regulation or procedure on which the protest is based. The protester must provide facts and evidence to support the claim. Protests must be mailed or delivered to:

Street and Mailing Address:

Deputy Director Procurement Division 707 Third Street, Second Floor South West Sacramento, CA 95605 Facsimile No.: (916) 375-4611 PDProtest@dgs.ca.gov

All protests to the IFB requirements or procedures must be received by the DGS Procurement Division Deputy Director as promptly as possible, but not later than the respective time and date in the Key Action Dates. Protests concerning the evaluation, recommendation, or other aspects of the selection process must be received by the Deputy Director of the Procurement Division as promptly as possible, but not later than the respective time and date specified in the Key Action Dates for such protests or the respective date of the Notification of Intent to Award, whichever is later. Certified or registered mail must be used unless delivered in person, in which case the protester should obtain a receipt of delivery.

G. BID SUBMISSION INSTRUCTIONS

The selected bidder must be an Axway authorized reseller at the time IFB FTB-2627-00141.1 is released. FTB will validate bidder responsiveness to this requirement directly with Axway prior to contract award.

Bidders should be aware that marking the Bid with “confidential” or “proprietary” may exclude it from consideration for award.

Bids are to be sent electronically to the following address: Georgeanne.Polston@ftb.ca.gov The subject line should read: “IFB FTB-2627-00141.1” “Your Company’s Name”. Bids not received by the date and time specified in the Key Action Dates, will be rejected.

Emailed Responses: The State reserves the right to consider authorized emailed responses as properly “sealed” if received prior to the closing time specified. Authorized emailed IFB responses will be considered only if they are sent to the email address listed above. IFB responses sent to any other email address (unless otherwise specified) will not be considered. To be considered, all pages of an emailed IFB response must be completely received prior to the IFB response due date and time specified in this IFB.

** IMPORTANT SUPPLIER NOTE**

Only bids submitted on the State's own bid form will be considered. Bids submitted referencing supplier attachments, which include legal terms and conditions that conflict with the State's General Provisions shall be considered non-responsive and such bids may be rejected.

H. PROCUREMENT OFFICIAL

The Procurement Official is the state’s designated authorized representative regarding this procurement.

Bidders are directed to communicate with the Procurement Official to submit questions, submit bids, and submit all other formal correspondence regarding this procurement.

Georgeanne Polston, Procurement Official Phone: 916.845.6432 Email: Georgeanne.Polston@ftb.ca.gov

I. QUESTIONS/REQUESTS FOR CHANGES TO SOLICITATION

1. Bidders requiring clarification of the intent, terms and conditions, content of this solicitation or on procedural matters regarding the competitive bid process may request clarification by submitting questions using Attachment 1, Template for Question Submittal, in an e-mail (using the solicitation identification on the solicitation title page), to the Procurement Official listed above. To ensure a response, questions must be received in writing by the scheduled date(s) given in the Key Action Dates. Question and answer sets will be provided to all bidders without identifying the submitters. At the sole discretion of the State, questions may be paraphrased by the State for clarity.

2. A bidder who desires clarification or further information on the content of the solicitation, but whose questions relate to the proprietary aspect of that bidder’s bid and which, if disclosed to other bidders, would expose that bidder’s bid, may submit such questions in the same manner as above, but also marked “CONFIDENTIAL,” and not later than the scheduled date specified in the KEY ACTION DATES to ensure a response. The bidder must explain why any questions are sensitive in nature. If the State concurs that the disclosure of the question or answer would expose the proprietary nature of the bid, the question will be answered and both the question and answer will be kept in confidence. If the State does not concur with the proprietary aspect of the question, the question will not be answered and the bidder will be so notified.

3. Every attempt has been made to produce complete specifications for this IFB. Should the Bidder discover any ambiguity, conflict, omission or other error in the IFB, or have any questions concerning interpretation or clarification, the Bidder shall immediately notify the State of such in writing and request clarification or modification of the document. The bidder may request a change to the solicitation by submitting, in writing, the recommended change(s) and the facts substantiating this belief and reasons for making the recommended change using Attachment 2, Template for Request for Changes Submittal. Such request must be submitted to the Procurement Official by the date specified in the KEY ACTION DATES for submitting a request for change. Bidders must include the Bidder’s name, the business name, phone number, and this IFB name and number. Questions not submitted by the Key Action Date shall be answered at FTB’s option. Oral responses shall not be binding on the State. Bidders must submit any request for changes, by the key action date.

4. Upon FTB completion of review, all questions received by the date and time specified in Section A. Bid Delivery, Key Action Dates Table will be answered in writing and posted to the original advertisement on the Cal eProcure website by the Key Action Date identified above. The Question-and-Answer Set will state each question, but not the source of the question, along with the State’s response. If there are any changes to the IFB as a result of any questions, there will be an IFB addendum that will become part of the IFB, and posted to the original IFB advertisement on Cal eProcure. Only written responses shall be considered binding. Bidders should rely on written, rather than verbal, responses from the State. The State reserves the right to cancel or modify this IFB, in whole or in part.

5. An error in the Final Bid may cause the rejection of that bid; however, the State may at its sole option retain the bid and make certain immaterial corrections, including obvious clerical errors.

J. BIDDER INSTRUCTIONS (MANDATORY)

The Bidder Instructions to this solicitation are located at the link below:

https://www.documents.dgs.ca.gov/dgs/FMC/GS/PD/DGSPD%20451.pdf K. GENERAL PROVISIONS - INFORMATION TECHNOLOGY (IT) NON-CLOUD GOODS & SERVICES, DGS PD 403-ITGP (Non-Cloud) The Agreement awarded as a result of this solicitation shall automatically incorporate General Provisions - Information Technology herein by reference to: DGS PD-403 ITGP (Non-Cloud) (Revised and Effective 02/20/2025). Published at https://www.dgs.ca.gov/PD L. GENERAL PROVISIONS - IT -CLOUD COMPUTING - SERVICES 402-ITGP (Cloud) If the bidder’s solution includes commercial Software as a Service (SaaS) as part of the solution, the Agreement awarded, as a result of this solicitation shall automatically incorporate General Provisions - Information Technology – General Provisions Cloud Computing Services- herein by reference to: DGS PD-402ITGP (Cloud) (Revised and Effective 02/20/2025). Published at https://www.dgs.ca.gov/PD

M. CONFIDENTIALITY STATEMENT (MANDATORY)

Bidders must agree to the State’s confidentiality requirements by submitting a signed Attachment 3, Confidentiality Statement for the bidder’s firm. The completed Confidentiality Statement must be submitted with the bidder’s response to this IFB.

The bidder engaging in services pertaining to this solicitation, requiring contact with confidential State information or State customer information will be required to exercise security precautions for all such data that is made available and must accept full legal responsibility for the protection of this confidential information. This includes all statistical, personal, technical and/or other confidential personal data and information relating to the State’s operations that are designated confidential by the State.

The bidder will also be required, upon Agreement award, to submit a signed Confidentiality Statement from all personnel, agents, and subcontractors assigned to the awarded Agreement.

N. GENERATIVE ARTIFICIAL INTELLIGENCE (GENAI)

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

Failure to report GenAI to the State may result in disqualification. The State reserves its right to seek any and all relief 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.

O. PAYEE DATA RECORD

The Payee Data Record (STD.204) indicates the bidder is subject to state income tax withholdings pursuant to California Revenue and Taxation Code §18662.

Bidders must complete Attachment 4, Payee Data Record, and submit it with their bid. The bidder must provide the company’s Federal Employer Identification Number (Business IRS Number) with their Final Bid submission on this form. The form can be located at the following website:

http://www.documents.dgs.ca.gov/dgs/fmc/pdf/std204.pdf Payments to nonresidents may be subject to withholding. Please refer to reverse side of the STD. 204 or, for complete details, please see the applicable forms and instructions found on FTB's Nonresidents Withholding page.

The Payee Data Record Supplemental (STD. 205) The STD. 205 must be used to provide the supplier’s remittance address information if different than the mailing address on the STD. 204. This form allows suppliers to provide up to five (5) additional remittance addresses and identify up to three (3) additional authorized representatives for the payee. Refer to the following website link for more details:

https://www.documents.dgs.ca.gov/dgs/fmc/pdf/std205.pdf

P. IRAN CONTRACTING ACT OF 2010

Division 2, Part 1, Chapter 2.7 of the PCC is the Iran Contracting Act of 2010. This Act §2203 requires that no one shall submit a bid for a contract, or enter into or renew a contract, with a public entity for goods or services valued at $1,000,000 or more if that person (i.e., bidder or contractor) engages in investment activities of $20,000,000 or more as described in PCC §2202.5 pursuant to all provisions of the Iran Contracting Act of 2010. The Iran Contracting Act of 2010, at §2204 requires bidders to certify at the time the bid is submitted or the contract is renewed, that the person is not identified on a list created pursuant to subdivision (b) of PCC §2203 as a person engaging in investment activities in Iran described in subdivision (a) of PCC §2202.5, or as a person described in subdivision (b) of PCC §2202.5, as applicable.

Bidders must complete Attachment 5, Iran Contracting Act of 2010, and submit with their Final Bid, and again each time their awarded contract is renewed.

Q. BIDDER DECLARATION FORM (MANDATORY)

All bidders must complete Attachment 6, Bidder Declaration (GSPD-05-105), and include it with the bid. When completing the declaration, the bidder must identify all subcontractors proposed for participation in the contract. The bidder awarded the contract is contractually obligated to use the subcontractors for the corresponding work identified, unless the Agency/State entity agrees to a substitution and it is incorporated, in writing. If the bidder is not using subcontractors, complete Attachment 6 answering the applicable questions and return with the Final Bid. The form is also available at:

www.documents.dgs.ca.gov/dgs/fmc/gs/pd/gspd05-105.pdf

R. PRIMARY BIDDER

An award, if made, will be to a primary bidder. The awarded primary bidder will be responsible for successful performance of all subcontractors and support services offered in response to this solicitation. All State policies, guidelines, and requirements that apply to the primary bidder also apply to subcontractors, as applicable to the products and services they provide and to their role as a subcontractor. Furthermore, the State will consider the primary bidder to be the sole point of contact regarding contractual matters for the term of the resulting contract. The bidder shall not assign financial documents to a third-party without prior written approval by the State, and an amendment to the resulting contract.

S. SUBCONTRACTORS

It is the bidder’s responsibility to ensure any subcontractor that the bidder chooses to use in fulfilling the requirements of this solicitation, which is expected to receive more than ten percent (10%) of the value of the contract, must also meet all administrative, and bid requirements of the solicitation, as applicable to the services provided by the subcontractor.

Nothing contained in the resulting contract shall create any relationship between the State and any subcontractors, and no subcontract shall relieve the bidder of its responsibilities and obligations. The bidder is fully responsible to the State for the acts and omissions of its subcontractors and of persons either directly or indirectly employed by them.

The Contractor shall not change subcontractor(s) and/or DVBE subcontractor(s) if such changes conflict with the work to be performed under this contract. For DVBE subcontractor changes, the contractor shall utilize another DVBE subcontractor. The State recognizes that changes to subcontractor(s) may be necessary and in the best interests of the State; however, advance notification of a contemplated change and the reasons for such change must be made to the State no less than seven (7) business days prior to the existing subcontractor’s termination. If this should occur, the contractor should be aware that the State contract administrator or designee must approve any changes to the subcontractor(s) prior to the termination of the existing subcontractor(s). This also includes any changes made between submittal of the Final Bid and actual start of the contract.

The bidder’s obligation to pay its subcontracts is an independent obligation from the State’s obligation to pay or to enforce the payment of any money to any subcontractor. The Contractor is solely responsible for any payments to or claims made by subcontractors.

T. VERIFICATION OF CALIFORNIA TAX STATUS

Acceptable verification results are required prior to Agreement award.

U. CERTIFICATION FOR PUBLIC CONTRACT CODE 2010

Pursuant to Public Contract Code section 2010, if a bidder or proposer executes or renews a contract over $100,000 on or after January 1, 2017, the bidder or proposer hereby certifies compliance with the following:

Bidders must complete and submit Attachment 8, California Civil Rights Laws Certification.

Click on the following link to access the form: California Civil Rights Laws Certification

V. DISABLED VETERAN BUSINESS ENTERPRISE PROGRAM

The Disabled Veteran Business Enterprise (DVBE) Participation Goal Program for State contracts are established in Public Contract Code (PCC), §10115 et seq., Military and Veterans Code (MVC), §999 et seq., and California Code of Regulations (CCR), Title 2, §1896.60 et seq.

PLEASE READ THESE REQUIREMENTS CAREFULLY.

DVBE Participation Requirement For the purposes of this solicitation, the DVBE Participation Requirement has been waived; however, the DVBE Bid Incentive will still be applied.

DVBE Incentive In accordance with §999.5(a) of the Military and Veterans Code, an incentive will be given to all bidders who provide DVBE participation. For Agreement award evaluation purposes only, the State shall apply an incentive to bids that propose California certified DVBE participation as identified in the Bidder Declaration (GSPD-05-105) and confirmed by the State. The incentive amount for awards based on low price will be applied as follows:

Confirmed DVBE Participation of:

5.0% and Above

4.0% to 4.9%

3.0% to 3.9%

2.0% to 2.9%

1.0% to 1.9%

DVBE Incentive:

5%

4%

3%

2%

1%

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 business. The incentive adjustment for awards based on low price cannot exceed five percent (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 15 percent (15%) or $100,000, whichever is less.

Bidders claiming a DVBE incentive must complete and submit Attachment 6, Bidder Declaration (GSPD-05-105), Attachment 7, DVBE Declarations (STD. 843) and Attachment 9, Bidding Preferences and Incentives (MANDATORY). If bidder is not using subcontractors, complete Attachment 6 answering the applicable questions and return with Final Bid.

W. DISABLED VETERAN BUSINESS ENTERPRISE SUBSTITUTION

The Contractor understands and agrees that should award of this contract be based in part on their commitment to use the Disabled Veteran Business Enterprise (DVBE) subcontractor(s) identified in their bid or offer, per Military and Veterans Code 999.5 (e), a DVBE subcontractor may only be replaced by another DVBE subcontractor and must be approved by the Department of General Services (DGS). Changes to the scope of work that impact the DVBE subcontractor(s) identified in the bid or offer and approved DVBE substitutions will be documented by contract amendment.

Failure of the Contractor to seek substitution and adhere to the DVBE participation level identified in the bid or offer may be cause for contract termination, recovery of damages under rights and remedies due to the State, and penalties as outlined in M&VC § 999.9; Public Contract Code (PCC) § 10115.10, or PCC § 4110 (applies to public works only).

X. SMALL BUSINESS PREFERENCES AND CERTIFICATION

§14835 et seq. of the California Government Code requires that a five percent (5%) preference be given to bidders who qualify as a Small Business (SB). The maximum preference allowed for Small Business cannot exceed $50,000 for any bid. In combination with any other preference (Target Area Contract Preference Act (TACPA), SB, non-SB subcontracting participation, recycled, etc.), the maximum limit of the combined preference is fifteen percent (15%) of the bid amount and, in no case, shall be more than $100,000.00 per bid, whichever is less. The rules and regulations of this law, including the definition of a small business, or qualifying non-small business, are contained in Title 2, California Code of Regulations, §1896 et seq. The definition of nonprofit veteran service agencies qualifying as a small business is contained in §999.50 et seq. of the Military and Veterans Code.

Bidders claiming the Small Business Preference must complete and submit Attachment 9, Bidding Preferences and Incentives (MANDATORY) and Attachment 6, Bidder Declaration (GSPD-05-105). If bidder is not using subcontractors, complete Attachment 6 answering the applicable questions and return with the Final Bid.

Y. NON-SMALL BUSINESS SUBCONTRACTOR PREFERENCE

A five percent (5%) bid preference is available to bidders who qualify as a non-small business claiming at least 25 percent (25%) California certified small business subcontractor participation. The maximum preference allowed for Small Business (SB) cannot exceed $50,000 for any bid. In combination with any other preference (Target Area Contract Preference Act (TACPA), SB, non-SB subcontracting participation, recycled, etc.), the maximum limit of the combined preference is fifteen percent (15%) of the bid amount and, in no case, shall be more than $100,000.00 per bid, whichever is less. If claiming the non-small business subcontractor preference, the bidder’s response must include a list of the small businesses with which the firm commits to subcontract in an amount of at least 25 percent (25%) of the net bid price with one (1) or more California-certified small businesses. Each listed certified small business must perform a “commercially useful function” in the performance of the contract as defined in Government Code §14838(b)(1)(2).

Bidders claiming the five percent (5%) preference must commit to subcontract at least 25 percent (25%) of the net bid price with one (1) or more California certified small businesses. Completed certification applications and required support documents must be submitted to the Office of Small Business and DVBE Services (OSDS) no later than 5 p.m. of the bid due date, and the OSDS must be able to approve the application as submitted. Questions regarding certification should be directed to the OSDS at (916) 375-4940.

The preference to a non-small business firm that commits to small business or microbusiness subcontractor participation of 25 percent (25%) of its net bid price shall be five percent (5%) of either the lowest responsive, responsible firm’s price or the lowest responsive, responsible firm’s total cost. A non-small business, which qualifies for this preference, may not take an award away from a certified small business.

If claiming a non-small business preference or using small business subcontractors, the bidder must complete and submit Attachment 6, Bidder Declaration (GSPD-05-105) and Attachment 9, Bidding Preferences and Incentives (MANDATORY). If bidder is not using subcontractors, complete Attachment 6 answering the applicable questions and return with the Final Bid.

Z. SMALL BUSINESS NONPROFIT VETERAN SERVICE AGENCIES

Small Business Nonprofit Veteran Service Agencies (SB/NVSA) prime bidders meeting requirements specified in the Military and Veterans Code Section 999.50 et seq. and obtaining a California certification as a small business are eligible for the 5% small business preference.

AA. COMMERCIALLY USEFUL FUNCTION

All certified small business, micro business, and/or DVBE Contractors, subcontractors or suppliers must meet the commercially useful function requirements under Government Code Section 14837 (for SB), Military and Veterans Code Section 999 (for DVBE), and Title II California Code of Regulations, Section 1896.4 and 1896.62.

A contractor, subcontractor, or supplier will not be considered to perform a commercially useful function if the contractor’s, subcontractor(s), or supplier’s role is limited to that of an extra participant in the transaction, the awarded contract, or project through which funds are passed to obtain the appearance of small business or micro business participation.

Bidders must complete Attachment 10, Commercially Useful Function Certification. All bidders and subcontractors identified in the bid response to fulfill the requirements for one (1) or more of the socio-economic programs (DVBE and small business) must perform a commercially useful function (CUF) in the resulting contract. CUF is defined pursuant to Military and Veterans Code §999(b)(5)(B) and Government Code §14837(d)(4)(A) for the DVBE and small business programs, respectively.

Bidders claiming one (1) or more of the socio-economic programs must complete and submit as part of the Final Bid response, Attachment 6, Bidder Declaration (GSPD-05-105), also available at:

www.documents.dgs.ca.gov/dgs/fmc/gs/pd/gspd05-105.pdf If bidder is not using subcontractors, complete Attachment 9 answering the applicable questions and return with the Final Bid.

Bidder(s) may be required to submit additional written clarifying information regarding CUF on Attachment 10, Commercially Useful Function Certification. Failure to submit the requested written information as specified may be grounds for bid rejection.

AB. TACPA PREFERENCE FORMS

This solicitation provides for the optional Target Area Contract Preference Act (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 within a TACPA qualified zone: Request-a Target-Area-Contract-Preference.

By submitting TACPA forms, a bidder given a TACPA preference agrees to the TACPA contract provisions required by Government Code section 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 (STD. 830).

Bidders claiming TACPA are required to complete and submit the following applicable forms in addition to Attachment 11, TACPA Preference Forms.

1. TACPA (STD. 830)

1. Manufacturer Summary of Contract Activities and Labor Hours (DGS/PD 525)

1. Bidder’s Summary of Contract Activities and Labor Hours (DGS/PD 526)

AC. EVALUATION

Final selection will be on the basis of a complete evaluation of the bid requirements, and cost. Award, if made, will be on the basis of individual items or the basis of all items included in this solicitation and will be to the responsive and responsible supplier who meets all mandatory Administrative and Cost Requirements and who offers the lowest net cost.

The State may accept any item or group of items of any response.

The Cost Worksheet within Exhibit 1, Cost Worksheet and Payment Provisions must be filled out per the instructions as this is a mandatory requirement for bid submission.

Any preferences and incentive will be calculated based on the lowest responsible and responsive net bid amount. Preference and incentive amounts will be applied in the following order:

· California Small Business Preference

· DVBE Incentive

· TACPA Preference

AD. EXHIBITS

The attached Exhibits are part of this solicitation.

1. EXHIBIT 1 – COST WORKSHEET AND PAYMENT PROVISIONS (MANDATORY)

Cost is the primary evaluation criterion. All bid costs for all line items must be all inclusive of any and all services required in this solicitation.

Bidders are advised that failure to comply with the instructions listed in this section, such as submission of incomplete bids or use of alternative pricing structures or different formats than the one requested, may result in the rejection of their bids.

Bidders must complete Exhibit 1, Cost Worksheet and Payment Provisions by providing pricing for all cost cells contained therein (e.g., Unit Cost) and by ensuring that all pricing provided is correct (e.g., Extended Cost, Totals). The cost worksheets must be filled out completely or the bid may be rejected.

Note: The State will evaluate cost figures up to the hundredths place; any submissions that exceed this place value will be rounded to the nearest hundredths for evaluation purposes.

2. EXHIBIT 2 – SUPPORT PARAMETERS

3. EXHIBIT 3 – IT FTB SPECIAL PROVISIONS

AE. ATTACHMENTS

In order for the bid to be acceptable, the following documents should be completed and included with your submitted bid response. A description of the nature of each document is included. THOSE DOCUMENTS MARKED “MANDATORY” MUST BE RETURNED. Those documents described as “should be submitted with your bid”, if they are included it will expedite the procurement process. The following documents are attached, or attached by reference, and part of this solicitation:

Payee Data Record

DVBE Declarations (STD. 843)

1. The prime bidder is certified as a Disabled Veteran Business Enterprise, and/or,

2. There are subcontractors that are Certified Disabled Veteran Business Enterprises.

These declarations should be included with the quotation; however, they may be obtained prior to contract award.

MANDATORY, IF APPLICABLE

Target Area Contract Preference Act

· TACPA (STD. 830)

· Bidder’s Summary of Contract Activities and Labor Hours (DGS/PD 525) Manufacturer Summary of Contract Activities and Labor Hours (DGS/PD 526)

MANDATORY, IF APPLICABLE

A. COST WORKSHEET

The costs proposed by the bidder in the yellow cells (Unit Cost) of Table A1 of the Cost Worksheet embedded herein shall include every item of expense, direct and indirect costs (including taxes, if applicable) incidental to the specified Unit Cost, respectively. A zero-dollar ($0.00) amount entered into any of the yellow cells will be interpreted and understood by the State to mean that the bidder is indicating a zero-dollar amount for that line item is at no cost to the State. Cost figures specified in the yellow cells shall be up to the hundredths place.

Instructions: Bidder must complete the Microsoft Excel cost worksheet embedded herein titled “IFB FTB-2627-00141.1 Cost Worksheet” by indicating cost information in the yellow cells of Table A1: Axway Software Subscription. Table A1 has formulas and is formatted to automatically populate totals for “Extended Cost,” “Annual Price for Each Term” and “Grand Total,” however, each bidder is responsible to validate and ensure the table calculates their proposed unit costs, extended costs, and totals correctly.

B. PAYMENT PROVISIONS

The State agrees to pay the awarded contractor for the software maintenance provided as follows:

Software Subscription shall be paid annually, in advance, upon each term start date(s)..

Invoices shall be submitted, in triplicate, by U.S. Mail, clearly referencing this Agreement, to:

Franchise Tax Board ATTN: Fiscal Accounting P.O. Box 2800 Sacramento, CA 95812-2800

EXHIBIT 1 – COST WORKSHEET AND PAYMENT PROVISIONS

(Awarded Contractor’s Name) (Contractor) agrees to provide Axway Critical Support (MCS) Services as described herein, including online support and phone support. The Contractor agrees that Original Equipment Manufacturer (OEM or Axway) will respond to Francise Tax Board’s (FTB) requests for Support according to the Priority Level Definitions listed below and may require information from FTB to resolve service issues. FTB agrees to provide information requested by Axway to resolve service issues and understands that a delay in providing the information to Cisco may delay resolution and Response Time.

FTB may request Support to Axway via the following channels:

Support Portal: https://support.axway.com Email: Support@axway.com Phone: (866) 299-2987 or (480) 627-8777 Availability: 24x7x365

A request number will be issued upon submitting a request for future reference. FTB must refer to this number each time FTB contacts Axway regarding the support request.

When submitting a Support Services request, FTB must provide Axway with an appropriate classification of the error by indicating the Urgency and the Impact, as described in Table 1 below. Axway will work cooperatively with FTB, to make a reasonable and conclusive determination of the Impact and Urgency of the issue, in its discretion, and respond in accordance with the Priority of an issue.

Table 1

· System, server, or critical application down,

· The user cannot make use of a ‘must-have’ business-essential function in the production system,

· The problem cannot be solved by a restart or a bypass or a workaround.

· Production System:

· Problem where production is proceeding, but in a significantly impaired fashion,

· The production system is running, but with repeated interruptions.

· Development System:

· The problem cannot be solved by a restart or a bypass,

· Halts further development and workaround has not been found,

· Cannot move product into production and workaround has not been found.

· Production System:

· Problems which do not have a significant impact on current productivity,

· The production system is running, but with limitations,

· A function in the production system is failing, but there is a bypass available.

· Development System:

· A function in the development system is failing, but there is a bypass available,

· Development project can proceed, but in a significantly impaired fashion,

· A workaround has been found but it is not acceptable.

Urgency

“Priority” shall be used to identify the relative importance of an incident, problem, or change, and is determined based on Impact and Urgency classifications in accordance with Table 2 below:

Table 2

Urgency

Impact

The response time and target times for MCS case resolution/workaround are set forth in Table 3, below.

Table 3

“Resolution” is defined as the action taken to repair the root cause of an incident or problem, or to implement a workaround.

EXHIBIT 2 – SUPPORT PARAMETERS

1. STATEMENT OF CONFIDENTIALITY

Any data or information that the Franchise Tax Board (FTB or the State) identifies to the Contractor to be confidential shall be treated as confidential. FTB also has state tax return information and other confidential information and data in its custody that is protected as confidential by applicable law, statute, regulation, or policy. Unauthorized inspection or disclosure of state returns or other confidential information or data is a misdemeanor (Revenue and Taxation Code Sections 19542, 19542.1, 19542.3 and 19552, and Government Code Section 90005).

For purposes of this exhibit, the terms “information” and “data” are used interchangeably and each, when used, encompasses the meanings of both terms. As used in this exhibit, the terms “confidential information” and “confidential data” each include “sensitive information and data”. As used for this exhibit, the term “Party” means FTB or Contractor.

Upon the approval of this Agreement and prior to any access to the confidential data, the Party receiving the information from FTB and each of the Party’s employees, subcontractors, and subcontractors’ employees who may have access to the confidential data of the other Party, will be required to have on file annually a signed Confidentiality Statement (FTB Form 7904 or 7912), attesting to the fact that they are aware of the confidential data and the penalties for unauthorized access, inspection, acquisition, or disclosure thereof under applicable state and federal law.

The Contractor, the Contactor's subcontractors and each of the Contractor's and subcontractors' employees who may have access to the confidential data shall be required to complete Privacy, Security, and Disclosure Training (PSDT) provided by FTB. The training must be completed within two (2) State business days of commencing work with FTB, and annually thereafter. Upon completion of the PSDT, a Privacy, Security and Disclosure Training Certification (FTB Form 7819) will be provided, to be signed confirming that the training was completed, and returned to FTB.

When Contractor exercises the option to replace defective parts of any equipment or device containing confidential data, Contractor will certify to the State that all such data contained therein has been destroyed and is no longer readable. Any hard copy printouts created during testing or servicing of equipment or devices, which disclose any confidential data or information will be destroyed by the Contractor in accordance with Internal Revenue Service specifications, or will be given to the State for proper disposal.

2. BACKGROUND CHECK AND FINGERPRINTING OF CONTRACTOR PERSONNEL

FTB will investigate the personal history of all Contractor personnel who will have access to FTB’s facilities, data systems or confidential materials during the term of the Agreement. FTB will require all such Contractor personnel, subcontractors, independent contractors, and their employees to complete a Personal History Statement and be fingerprinted. Fingerprints will be sent to the California Department of Justice for information regarding prior criminal history and subsequent arrests while the Agreement is in effect. Based upon the results, FTB reserves the right to prohibit individuals from performing work under this Agreement.

As part of the background check, FTB may require tax identification information to validate compliance with the California Revenue and Taxation Code throughout the term of the Agreement. Compliance with the Revenue and Taxation Code means an individual has filed all required State income tax returns, and all State income taxes are paid, or a current installment payment agreement is in place. Prospective Agreement staff are encouraged to verify their individual filing status by calling 1-800-852-5711 to resolve any potential tax compliance issues.

FTB requires all Contractors, subcontractors, and members of their staff to be residents of and located in the United States. All Contractor personnel, subcontractors, and members of their staff must also be eligible for authorization to work in the US. Individuals must be either: (1) US citizens; (2) lawful permanent residents; or (3)(a) foreign nationals, (b) nonresident aliens, or (c) nonimmigrants, all with the appropriate work visas. Before we grant access to our facilities or data systems, contractors, subcontractors, and members of their staff must meet the citizenship requirement or have the appropriate documentation to work in the US. FTB verifies work eligibility through the E-Verify system.

If the Contractor, subcontractor or a member of the Contractor’s or subcontractor’s staff (including replacements) is ineligible to work for FTB, they will be notified. If the Contractor is unable to provide an eligible replacement per the terms of this Agreement, it may be deemed a breach of this Agreement and may be grounds for termination of this Agreement.

3. GENERAL ACCESSIBILITY REQUIREMENTS

A. Contractor shall ensure and warrants that all products and services consisting of or utilizing electronic, information or communication technology (EICT), including but not limited to software and web-based applications, meet the applicable requirements of each of the following statutes, regulations, standards, guidelines and policies (“Requirements”):