ArcGIS_Subscription_Renewal_FY26-27.pdf

County of San Mateo

Invitation For Bid (IFB) for ArcGIS Subscription Renewal

FY26-27

Technology Services

IFB No. TSD-20271941

IFB Contact: Mikey Brogonia tsd_solicitations@smcgov.org

1. Introduction

1.1. Summary

The County of San Mateo is seeking quotations for a one-year renewal of our ESRI ArcGIS subscription/licenses. Read all instructions carefully before submitting your proposal.

Please complete the Pricing Bid Table in section 3 AND please also upload your competitive quotation including accurate lead times as well as any applicable freight and delivery costs for the items listed. If applicable, please include the cooperative contract number on your official quotation.

Cost, conformity to specifications of goods, and product availability will be considered. After an evaluation of all quotations, a County purchase order is expected to be issued in association with the lowest, responsive bid received from a qualified, responsible, and manufacturer/publisher authorized vendor.

1.2. Background

ESRI POC

Mike Sumich, msumich@esri.com

1.3. Contact Information

Mikey Brogonia Contract Administrator 455 County Center Floor 3 Redwood City, CA 94063 Email: tsd_solicitations@smcgov.org Phone: (650) 363-4556

Department:

Technology Services

Department Head:

Director/Chief Information Officer

1.4. Timeline

IFB Release Date October 8, 2026

Deadline Date/Time for Questions and

Comments

October 13, 2026, 1:00pm

Bid Submission October 20, 2026, 1:00pm

2. Scope of Work mailto:tsd_solicitations@smcgov.org tel:(650)363-4556

Page 3 of 31 Release date of October 8, 2026

2.1. Summary of Scope of Work

The County of San Mateo's Technology Services Department (TSD) is seeking pricing proposals for a continuation of its ESRI ArcGIS subscription/licenses with a one-year term.

Term: 11/01/2026 - 10/31/2027

2.2. Detailed Scope of Work/Specification

Please refer to the Price Bid Sheet for exact subscription types and quantities.

3. Price Bid Sheet

ARCGIS PRICING TABLE

Term: 11/01/2026 - 10/31/2027 Please be advised that effective January 1, 2027, there will be changes to

California taxes, expanding the sales and use tax base to include prewritten software, electronically delivered software, and remotely accessed software like Software as a Service (SaaS). Applicable sales and use tax is not to be included in quoted unit prices. Tax on taxable items will be calculated separately by the County.

Line Item Quantity Unit of

Measure Material # Description Subscription

ID

Unit Cost Total

1 1 EA 195141 ArcGIS Online Professional Plus User

Type Annual Subscription (Desktop

Migration) (commercial 165537)

6393009102

2 1 EA 195140 ArcGIS Online Professional User Type

Annual Subscription (Desktop Migration)

(commercial 165536)

6393009102

3 7 EA 195140 ArcGIS Online Professional User Type

Annual Subscription (Desktop Migration)

(commercial 165536)

6393009102

4 1 EA 195149 ArcGIS Spatial Analyst for ArcGIS Online

Creator or Professional User Type Annual

Subscription (Desktop Migration)

(commercial 165560)

6393009102

5 3 EA 195149 ArcGIS Spatial Analyst for ArcGIS Online

Creator or Professional User Type Annual

Subscription (Desktop

6393009102

6 1 EA 195121 ArcGIS 3D Analyst for ArcGIS Enterprise

Creator or Professional User Type Annual

Subscription (Desktop Migration)

(commercial 166941)

7 1 EA 195140 ArcGIS Online Professional User Type

Annual Subscription (Desktop Migration)

(commercial 165536)

6393009102

Page 4 of 31 Release date of October 8, 2026

Line Item Quantity Unit of

Measure Material # Description Subscription

ID

Unit Cost Total

8 3 EA 195140 ArcGIS Online Professional User Type

Annual Subscription (Desktop Migration)

(commercial 165536)

6393009102

9 1 EA 195141 ArcGIS Online Professional Plus User

Type Annual Subscription (Desktop

Migration) (commercial 165537)

6393009102

10 77 EA 153147 ArcGIS Online Viewer User Type Annual

Subscription 6393009102

11 31 EA 153148 ArcGIS Online Creator User Type Annual

Subscription 6393009102

12 15 EA 154252 ArcGIS Enterprise Creator User Type

Annual Subscription

13 60 EA 154321 ArcGIS Online Creator User Type Annual

Subscription (Pre 4.4 Pricing) 5282675557

14 50 EA 154321 ArcGIS Online Creator User Type Annual

Subscription (Pre 4.4 Pricing) 6393009102

15 3 EA 161328 ArcGIS Enterprise Standard Up to Four

Cores Maintenance

16 1 EA 161339 ArcGIS Image Server Up to Four Cores

Maintenance

17 2 EA 161430 ArcGIS Enterprise Standard Up to Four

Cores Staging Server Maintenance

18 1 EA 160779 ArcGIS Network Analyst for ArcGIS GIS

Server Standard Up to Four Cores Annual

Subscription

19 39 EA 165531 ArcGIS Online Contributor User Type

Annual Subscription 6393009102

20 55 EA 165533 ArcGIS Online Mobile Worker User Type

Annual Subscription 6393009102

21 6 EA 165536 ArcGIS Online Professional (formerly

Standard) User Type Annual Subscription 6393009102

22 7 EA 165536 ArcGIS Online Professional (formerly

Standard) User Type Annual Subscription 6393009102

23 1 EA 165537 ArcGIS Online Professional Plus (formerly

Advanced) User Type Annual Subscription 6393009102

Page 5 of 31 Release date of October 8, 2026

Line Item Quantity Unit of

Measure Material # Description Subscription

ID

Unit Cost Total

24 1 EA 166897 ArcGIS Enterprise Professional Plus

(formerly Advanced) User Type Annual

Subscription

25 1 EA 166945 ArcGIS Network Analyst for ArcGIS

Enterprise Creator or Professional User

Type Annual Subscription

26 31 EA 168619 State and Local Public Safety Named User

Program Online Annual Mobile Worker

User Type in a Continually Staffed

Environment Annual Subscription

6393009102

27 1 EA 178622 ArcGIS Business Analyst Advanced

Online Bundle Annual Subscription 6393009102

28 1 EA 181060 ArcGIS Indoors Maps for ArcGIS

Enterprise Annual Subscription

29 5 EA 187646 ArcGIS Advanced Editing User Type

Extension for ArcGIS Enterprise

Maintenance

TOTAL

4. Bid Submission, Minimum Qualifications, and Local Preference Ordinance

County of San Mateo

Bid for: ArcGIS Subscription Renewal FY26-27

4.1. Offer*

This bid constitutes a firm offer by the bidder to the County to provide the goods and services specified and will remain active for 60 calendar days after the Bid Due Date and Time or until the County signifies acceptance, whichever is earlier. If the bid is accepted, the undersigned agrees to comply with all terms, conditions and requirements of this IFBs, and to provide all of the goods and services described at the prices quoted for the term of the contract. Either signature of the County’s authorized representative or the County’s issuance of a Purchase Order will constitute acceptance of the offer and will form a binding contract, which will consist of all parts of this IFBs, including the completed and signed Bid Documents, and all exhibits, specifications, attachments, and addenda.

In the event of conflicting provisions, the following order of precedence will apply:

• Federal Provisions, if any and if applicable

• Addenda to the IFB in reverse order of release

• Original IFB documents

Page 6 of 31 Release date of October 8, 2026

Within the same level of precedence, unless otherwise specified by the County, in the case of conflict the more stringent provision will apply.

The undersigned bidder certifies that he or she:

• Has examined and is familiar with all of the provisions and references in this solicitation;

• Has electronically confirmed receipt of any and all addenda prior to submitting a bid;

• Will, if selected, perform in conformance with the requirements and conditions of the contract, providing all required labor, tools, and equipment to perform, in the manner and times prescribed and according to the requirements set forth in the contract;

• Is not bidding in the interest of, or on behalf of, any undisclosed person, partnership, company, association, organization, or corporation, and the bid is genuine and not collusive or sham;

• Has full power and authority to execute, and does execute, these certifications and this contract on behalf of the bidder;

• Has no economic or organizational interest that would conflict with the required duties under this contract, has not developed or materially assisted in the development of any product or service specifications and requirements for this solicitation, and will immediately advise the County’s

General Counsel on learning of a conflict of interest during the term of this contract;

• Has not employed, retained, paid, or agreed to pay any company or person, other than a bona fide employee, to solicit or secure this contract;

• Possesses and will keep in effect at all times during the term of this contract all necessary licenses, permits, qualifications and approvals legally required to provide the required goods and services; and

• Declares under penalty of perjury under the laws of the State of California that the foregoing is true and correct.

In witness of and in agreement with these contract terms, the parties, by their duly authorized representatives, confirm below.

☐ Please confirm

*Response required

4.2. Additional License/Subscription Purchases*

Additional licenses/subscriptions may be requested by the County during the annual term of the agreement. If the County requests additional licenses/subscriptions beyond those included in the initial purchase, the County will issue a separate Purchase Order to the awarded vendor for such additional licenses/subscriptions, subject to County approval, available funding, and the terms and pricing established under the awarded agreement.

Page 7 of 31 Release date of October 8, 2026

Any additional licenses/subscriptions purchased during an annual term shall be co-termed with the

County’s existing license/subscription term so that all licenses/subscriptions share the same expiration or renewal date. Pricing for additional licenses/subscriptions shall be prorated based on the remaining portion of the applicable annual term, unless otherwise agreed to in writing by the County.

☐ Please confirm

*Response required

4.3. Minimum Qualifications

4.3.1. Sourcing Requirements*

Bidder confirms that any items sourced in association with this solicitation will be new and in original packaging from Manufacturer or Manufacturer authorized channels only in accordance with all applicable laws and policies at the time of purchase. In the event that required items are intangible and constitute a subscription or license, Bidder shall provide County with a copy of the End User License Agreement, and shall warrant that all subscriptions and or software is licensed originally to County as the original licensee authorized to use the Publisher's Software.

☐ Please confirm

*Response required

4.3.2. System for Award Management (SAM) Confirmation*

Vendor certifies that at the time of bid submission, they are not currently debarred, suspended, proposed for debarment, declared ineligible, or excluded by any Federal or State of California departments or agency from doing business with the Federal Government or the State of California. Please confirm your firm is registered with the System for Award Management (SAM). Bidder is required to be in good standing with https://sam.gov/SAM/.

Please note: sam.gov assigns Unique Entity ID’s, however, to meet this minimum qualification, the Registration Status in sam.gov must also be listed as “Active Registration”. Incomplete registrations will not meet this requirement.

☐ Please confirm

*Response required

4.3.3. System for Award Management (SAM) Registered Business Name*

Please enter the Business Name your firm is registered under in the System for Award Management

(SAM).

*Response required

4.3.4. System for Award Management (SAM) UEI (Unique Entity ID) No.*

Please enter the UEI (Unique Entity ID) No. your firm is registered under in the System for Award

Management (SAM).

*Response required https://sam.gov/SAM/

Page 8 of 31 Release date of October 8, 2026

4.4. PROCUREMENT PREFERENCE FOR LOCAL BUSINESSES AND LOCAL NON-

PROFITS

4.4.1. Is the Proposer a San Mateo County "Local Business"?*

As Defined by Chapter 2.89.020 of the San Mateo County Ordinance Code, a “Local Business” means any for-profit business which has its principal place of business, or is headquartered, in San Mateo

County.

☐ Yes

☐ No

*Response required

When equals "Yes"

4.4.2. If the Proposer is a San Mateo County "Local Business"

Please download the below documents, complete, and upload. Include the proposer name and the IFB title and number in each filename.

• SMC_LocalBusiness_self-atte...

4.4.3. Is the Proposer a San Mateo County "Local Non-Profit"?*

As Defined by Chapter 2.89.020 of the San Mateo County Ordinance Code, a "Local Non-Profit" means a tax-exempt public charity organization (within the meaning of section 501(c)(3) of the Internal Revenue

Code) that is formed for purposes other than making a profit, is exempt from paying federal income taxes on the income generated for their exempt purposes, and has its principal place of business, or is headquartered, in San Mateo County.

☐ Yes

☐ No

*Response required

When equals "Yes"

4.4.4. If the Proposer a San Mateo County "Local Non-Profit"

Please download the below documents, complete, and upload. Include the proposer name and the IFB title and number in each filename.

• SMC_LocalBusiness_self-atte...

4.4.5. Is the Proposer a San Mateo County "Local Small" or "Local Micro" Business?*

As Defined by Chapter 2.89.020 of the San Mateo County Ordinance Code:

“Local Small Business” means any business which holds a Small Business Certification awarded by the

California Office of Small Business and Disabled Veteran Business Enterprise Services (OSDS), and has its principal place of business, or is headquartered, in San Mateo County.

“Local Micro Business” means any Small Business certified by the OSDS which is automatically designated by the OSDS as a Micro Business due to gross annual receipts falling below the OSDS-designated dollar amount, and has its principal place of business, or is headquartered, in San Mateo

County.

https://government-project.s3.us-west-2.amazonaws.com/204470/42e73e04-948f-4978-898b-89a23be08326_SMC_LocalBusiness_self-attestation_form_120424.docx https://government-project.s3.us-west-2.amazonaws.com/204470/04240b7a-8e2c-4f9d-9b8a-8ea952a2cf30_SMC_LocalBusiness_self-attestation_form_120424.docx

Page 9 of 31 Release date of October 8, 2026

☐ Yes

☐ No

*Response required

When equals "Yes"

4.4.6. If the Proposer is a San Mateo County "Local Small" or "Local Micro" Business

Please provide the OSDS provided Certification ID. Include the proposer name and the IFB title and number in each filename.

4.4.7. Is the Proposer a "Local Small" or "Local Micro" Non-Profit?*

As Defined by Chapter 2.89.020 of the San Mateo County Ordinance Code:

“Local Small Non-Profit" means a Local Non-Profit with an annual revenue of $1,000,000 to $2,500,000 according to its most recently filed IRS Form 990, and has its principal place of business, or is headquartered, in San Mateo County.

“Micro Non-Profit" means a Local Non-Profit with an annual revenue of less than $1,000,000, according to its most recently filed IRS Form 990, and has its principal place of business, or is headquartered, in San

Mateo County.

☐ Yes

☐ No

*Response required

When equals "Yes"

4.4.8. If the Proposer is a San Mateo County "Local Small" or "Local Micro" Non-Profit

Please provide your latest filed IRS form 990. A filing from the last two calendar years is acceptable.

Include the proposer name and the IFB title and number in each filename.

4.5. Documents

4.5.1. Formal Quotation*

Upload a formal vendor quote that includes the Proposer's company name, address, and phone number.

Itemized pricing for all requested items, including any applicable taxes or fees. Include the proposer name and the IFB title and number in each filename.

*Response required

4.5.2. W9 Tax Form

If the Proposer has not conducted business with the County within the past six months, please upload a signed copy of your company's W-9 tax form, executed within the current calendar year. Include the proposer name and the IFB title and number in each filename.

4.5.3. All Certificate(s) and/or License(s)

Upload all applicable certificate(s) and/or license(s) required with this solicitation.

5. Notice to Bidder

Page 10 of 31 Release date of October 8, 2026

5.1. Submission Deadline

Proposals must be electronically received by 1:00 pm, on Tuesday, October 20, 2026 via OpenGov

(details below).

Allow sufficient time for the upload to complete by the Due Date and Time. Partial uploads will automatically terminate and proposals will be rejected. The OpenGov submission time will be the official submission time. The County will not be responsible for and shall not accept proposals that are late due to slow internet connections or for any other failure of the OpenGov system.

NOTE: The County does not maintain the OpenGov system and is not liable for site failures or technical problems. To resolve technical issues, contact OpenGov using the chat within the portal or email Vendor

Support at procurement-support@opengov.com . Late submission will not be considered.

5.2. Pre-Submission Registration

Organizations or individuals interested in responding to this solicitation must register online with the

County of San Mateo at: https://procurement.opengov.com/portal/smcgov

It is recommended that organizations complete this registration as soon as possible and subscribe to the

County of San Mateo for bid opportunities. The County will not be responsible for and shall not accept proposals that are late due to a failure to register in the OpenGov system.

5.3. Submission via OpenGov

A. Required Documents: BID SUBMISSION

5.4. Electronic Submissions

Include the proposer name and the IFB title and number in each filename. Submit proposals via the

OpenGov website, allowing sufficient time for the upload to complete by the Due Date and Time. Partial uploads will automatically terminate and bid will be rejected. The OpenGov submission time will be the official submission time. Contact OpenGov with technical questions regarding the site. The County will not be responsible for and may not accept bid that are late due to slow internet connections or for any other failure of the OpenGov system. Late submissions will not be considered.

5.5. Conflicts between Certain Requirements

Prior to the submission deadlines and solely relating to a determination of the timeliness of questions, comments, and proposal submissions, information displayed on the OpenGov site will take precedence in the event of a discrepancy between that information and the information within the solicitation documents. For all other discrepancies, the information in the solicitation documents will take precedence.

5.6. Errors in Bids

The County will not be liable for any errors in bids. Bids may be rejected as unresponsive if they are late, incomplete, missing pages or information, or cannot be opened for any reason. The County may waive minor irregularities, but such waiver will not modify any remaining IFB requirements.

mailto:procurement-support@opengov.com https://procurement.opengov.com/portal/smcgov https://procurement.opengov.com/portal/smcgov/projects/314827/document?section=2985377

Page 11 of 31 Release date of October 8, 2026

5.7. Communications

As of the issuance date of this IFB and continuing until it is canceled or an award is made, no proposer or person acting on behalf of a prospective proposer may discuss any matter relating to the IFB with any officer, agent, or employee of the County, other than through OpenGov, to the Authorized Contact

Person, or as outlined in the evaluation or protest procedures.

Proposers may not agree to pay any consideration to any company or person to influence the award of an

Agreement or Purchase Order by the County, nor engage in behavior that may be reasonably construed by the public as having the effect or intent of influencing the award of an Agreement or Purchase Order.

5.8. Procurement Preference for Local Businesses and Local Non-Profits

The County of San Mateo has adopted a Procurement Preference for Local Businesses Ordinance (County

Ord. Code Ch. 2.89.) The purpose of this Ordinance is to promote a strong local economy by giving preference to local businesses, local non-profits, local small and micro businesses, and local small and micro non-profits in County procurements, to the extent consistent with the law and interests of the public. The County’s process for applying local preferences to competitive procurements is set forth in

County Ordinance Code Section 2.89.030. The Ordinance and exemptions (e.g. the ordinance will be exempt when all bids or proposals received are from Non-Profit Organizations) can be reviewed here:

Chapter 2.89 - PROCUREMENT PREFERENCE FOR LOCAL BUSINESSES | Code of Ordinances |

San Mateo County, CA | Municode Library

The requirements for bidders to establish eligibility for a local preference for this solicitation are detailed below in Section III (Submission Requirements) The Ordinance does not apply if a procurement is determined to be exempt (County Ord. Code sec. 2.89.050), and the County reserves the right to waive application of the Ordinance to this procurement if determined to be in the best interests of the County

(County Ord. Code sec. 2.89.060).

6. Evaluation Criteria

6.1. Bid Evaluation Criteria

A Scoring Tabulation will be generated to compile the prices and ranking to determine the awarded bidder. Bids will be evaluated based on the Total Bid Price. All responsive and responsible bidders will be ranked from the lowest to the highest price based on the Total Bid Prices.

6.2. Award Procedure

A. Notice of Intent to Award

Once a decision has been made to award a purchase order or agreement to a bidder, the County will post a Notice of Intent to Award, notifying the remaining bidder of their non-selection. The posting may be inclusion of the recommendation to award as an agenda item on the Board of

Supervisors schedule.

7. Protest Procedures https://library.municode.com/ca/san_mateo_county/codes/code_of_ordinances?nodeId=TIT2AD_ART2.8INFIPRCOCO_CH2.89PRPRLOBU https://library.municode.com/ca/san_mateo_county/codes/code_of_ordinances?nodeId=TIT2AD_ART2.8INFIPRCOCO_CH2.89PRPRLOBU

Page 12 of 31 Release date of October 8, 2026

7.1. Protest of Non-Responsiveness Determination

Within five (5) working days of the County's issuance of a notice of non-responsiveness, any firm that has submitted a proposal and believes that the County has incorrectly determined that its proposal is non-responsive may submit a written notice of protest. Such notice of protest must be received by the County on or before the fifth working day following the County's issuance of the notice of non-responsiveness. The notice of protest must include a written statement specifying in detail each and every one of the grounds asserted for the protest. The protest must be signed by an individual authorized to represent the proposer, and must cite the law, rule, local ordinance, procedure or RFP provision on which the protest is based. In addition, the protestor must specify facts and evidence sufficient for the County to determine the validity of the protest.

7.2. Protest of Purchase Order/Agreement Award

Within five (5) working days of the County's issuance of a notice of intent to award the PO/agreement, any firm that has submitted a responsive proposal and believes that the County has incorrectly selected another proposer for award may submit a written notice of protest. Such notice of protest must be received by the County on or before the fifth working day after the County's issuance of the notice of intent to award.

The notice of protest must include a written statement specifying in detail each and every one of the grounds asserted for the protest. The protest must be signed by an individual authorized to represent the proposer, and must cite the law, rule, local ordinance, procedure or RFP provision on which the protest is based. In addition, the protestor must specify facts and evidence sufficient for the County to determine the validity of the protest.

7.3. Delivery of Protests

All protests must be received by the due date. If a protest is mailed, the protestor bears the risk of non-delivery within the deadlines specified herein. Protests should be transmitted by a means that will objectively establish the date the County received the protest. Protests or notice of protests made orally

(e.g., by telephone) will not be considered. Protests must be delivered to:

ISD_Protest_Officer@smcgov.org Subject: ArcGIS Subscription Renewal FY26-27 and TSD-20271941

8. Standard Terms and Conditions

8.1. COMMENCEMENT OF PERFORMANCE

A. Written Notice

Until the County provides written authorization to commence deliveries of the goods and services specified, there is no contractual agreement between the County and the selected bidder. No verbal instructions or promises are binding on the County.

B. Purchase Orders and Task Orders

If the contract anticipates multiple Purchase Orders or Task Orders, the relevant scope of work, payment terms, delivery instructions, period of performance, and any unique contractual terms and conditions may be set forth in the Purchase Orders or Task Orders.

mailto:Protests@smcgov.org

Page 13 of 31 Release date of October 8, 2026

C. Estimated Quantities

If this solicitation is for an indefinite quantity contract, any estimates of expected use or quantities provided are for bid purposes only. The County does not guarantee any specific number of orders.

D. Levine Act DisclosureThe Levine Act (California Government Code Section 84308) imposes certain requirements on parties contracting with the County of San Mateo related to campaign contributions to County “officers,” including elected County officers and candidates seeking elective office, who may participate in making a decision on certain County contracts. Elected

County officers in San Mateo County include: the San Mateo County Board of Supervisors, Assessor-County Clerk-Recorder, County Controller, Coroner, District Attorney, Sheriff, and Tax

Collector-Treasurer.Generally, under current County policy, approval by the Board of

Supervisors is required for any agreement for services above $200,000, and agreements for services below that threshold may be approved by Department heads.If your proposal is selected, you will be required to certify compliance with the Levine Act.As part of this process, you will need to certify and warrant that you have fully complied, and will remain in full compliance, with all applicable requirements of the Levine Act in connection with the

Agreement, including making any required disclosures of campaign contributions to County

Officers, which includes but may not be limited to elected County Officers. Elected County

Officers include members of the San Mateo County Board of Supervisors, as well as the

Assessor-County Clerk-Recorder, Controller, Coroner, District Attorney, Sheriff, and Tax

Collector-Treasurer. Any campaign contribution required to be disclosed under the Levine Act in connection with this Agreement shall be disclosed on the County of San Mateo Levine Act

Disclosure Form, a copy of which is available from the County upon request.Parties are solely responsible for accurate certification and disclosure. The Levine Act is complex, and this brief description is not legal advice. For example, certain contributions must be aggregated when determining whether contributions have exceeded the $500 threshold. If your proposal is selected, you are urged to review the Levine Act and consider consulting an attorney.

8.2. PAYMENT

A. Compensation

1. The County will pay the quoted prices as full consideration for Contractor’s full, complete and faithful performance of the Contractor’s obligations under the contract.

2. The County does not accept COD shipments. Payment will be by one of the following methods, as indicated in the Contract Documents:

a. Full payment will be made after the County’s acceptance of goods or services and receipt of a complete invoice, as applicable; or

b. Partial payments will be made in accordance with the schedule set forth in the Scope of

Work; or

Page 14 of 31 Release date of October 8, 2026

c. Payments will be invoiced monthly by Contractor in arrears, based upon goods or services provided and at the amounts set forth in the payment schedule up to the maximum amount of the contract; or

d. The County may issue Purchase or Task Orders, which will be paid according to the payment schedule attached to the contract or Purchase or Task Order, or on the County’s receipt and acceptance of the goods and services and receipt and acceptance of a complete invoice; or

e. As otherwise agreed to by the parties.

B. Late Payment Charges

The County will not be responsible for late payment charges unless they are stated on the

Purchase Order or contract. A payment is late only if payment of an invoice exceeds the time allowed by the payment terms of the Purchase Order or contract.

C. Credits

Prior to releasing final payment, the County must be reimbursed for any overpayments, advance payments, or other credits due from the Contractor, and the County may deduct these amounts from payments otherwise due Contractor.

D. Conditions Prerequisite to Payment

The County may withhold payment under any of the following circumstance:

1. Contractor, with or without knowledge, made a misrepresentation of substantial and material nature with respect to any information furnished to County;

2. Contractor took any action pertaining to this agreement that required County approval, without having first received County approval;

3. Contractor was or is in default under any of the terms of this contract;

4. The County or any other authorized government entity has requested but has not received and approved any reports, data, audits or other information requested from Contractor, including final reports and documentation due at contract termination.

E. Payment in the event of non-compliance

If the County determines that the quantity or quality of the goods provided or work performed is unacceptable, the County will notify Contractor and may withhold payment until correction has been made to County’s satisfaction. If corrections have not been completed after what the County deems a reasonable time, County may make corrections on its own or through a third party, and deduct the cost of replacement or correction from any sums that may be or become due to

Contractor on this or any other agreement. No additional payment will be provided to Contractor for replacements or corrections.

Page 15 of 31 Release date of October 8, 2026

8.3. SHIPPING AND DELIVERY

A. Shipping

1. Unless otherwise directed, all goods are to be shipped FOB destination, freight prepaid, and unloaded to the designated dock or unloading area. The County will have no liability for any items until they are accepted at their final destination by the County.

2. All shipments of goods must include a packing list.

3. Packing lists, packages, shipping notices, and other documents affecting an order must include applicable order numbers, or the orders may be rejected and returned at no cost to the

County.

B. Delivery

1. The County will not pay any charge for delivery unless the charge has been expressly included and itemized in the bid or price quote that was accepted by the County.

2. Where shipping addresses indicate room numbers, delivery must be made to that location at no additional charge.

8.4. SUBCONTRACTOR REIMBURSEMENT AND PAYMENT

A. Payment of Subcontractors

Contractor must pay Subcontractors within ten calendar days from receipt of each payment by the

County, unless the County agrees in writing to a longer period, or has agreed that the Contractor may hold retainage.

B. Subcontractor Retainage

1. The Contractor, and as applicable, any Subcontractor, must release all retainage withheld from Subcontractors within ten Business Days after the County’s release of retainage to

Contractor.

2. The Contractor or its Subcontractors may only withhold retainage on the same terms and conditions as the County withholds retainage from Contractor.

3. Delay or postponement of payment to Subcontractors may take place only for good cause and with the County’s prior written approval. Violation of these provisions may subject the violator to the penalties, sanctions, and other remedies specified in Section 7108.5 of the

California Business and Professions Code. This requirement does not impair any contractual, administrative, or judicial remedies otherwise available to the Contractor or Subcontractor.

8.5. INVOICES

A. General

Unless otherwise instructed in writing, invoices are to be handled as follows:

Page 16 of 31 Release date of October 8, 2026

1. On each invoice, include the title of the contract, any applicable Task or Purchase Order number, and a mailing address for payment if electronic fund transfer cannot be made.

2. Submit invoices no later than 45 calendar days after completion of each billing period, or if none is specified, on the later of:

a. completion of a Purchase Order or Task Order, or

b. delivery and County acceptance of goods or services.

3. Payment will be deemed made upon mailing by the County or electronic release of funds.

B. Final Invoice

Upon completion of all Deliverables to the satisfaction of the County, submit a final invoice, which together with all previous invoices, may not exceed the maximum amount of the contract.

The County will make payment of the final invoice within 30 calendar days of receipt of all required documentation, completion of the Contractor’s obligations (except for warranty performance) and approval of such invoice. Acceptance of final payment releases the County from all further Contractor claims under this contract.

8.6. INDEPENDENT CONTRACTOR

A. Not a County Employee

In performance under this contract, Contractor will act as an independent contractor and not as an employee of the County, which has no control over Contractor’s means, method or manner of performance.

B. No Agency

Except as the County may specify in writing, Contractor has no authority, express or implied, to act on behalf of the County in any capacity whatsoever, as an agent or otherwise, or to bind the

County or its directors, agents, or employees to any obligation.

C. Employer Responsibilities

Contractor has and retains full control over employment, compensation, and discharge of all its employees and is fully responsible for all matters relating to its agents and employees, including all applicable laws and regulations governing employee taxes, withholding, and benefits.

8.7. INSURANCE

Prior to commencing delivery of the goods and services, provide evidence of all required insurance indicated in the solicitation. The required insurance must be maintained for the entire term of the contract. The County’s acceptance of insurance certificates or endorsements that vary from the requirements in this section will not constitute a waiver by the County of strict compliance with the requirements.

A. Acceptability of Insurers

All policies must be issued by companies licensed to do business in California and rated not less than A-VII by A.M. Best, except for the State Compensation Insurance Fund.

Page 17 of 31 Release date of October 8, 2026

B. Failure to Provide or Maintain Insurance

Notify the County within five Business Days following first notice of termination, cancellation, or any change in insurance coverage. Failure to provide and continue in force any required insurance is a material breach of this contract that may constitute cause for termination.

C. Workers’ Compensation and Employer’s Liability Insurance

Contractor certifies, as required by Section 1861 of the California Labor Code, that

1. It is aware of the provisions of Section 3700 of the California Labor Code, which require every employer to be insured against liability for workers’ compensation or to undertake self-insurance in accordance with the provisions of the Labor Code, and

2. It will comply with such provisions before commencing performance under this contract.

D. Liability Insurance

Maintain such bodily injury liability and property damage liability insurance as will protect

Contractor and all of its employees/officers/agents while performing work covered by this contract from all claims for damages for bodily injury, including accidental death, as well as all claims for property damage which may arise from Contractor’s operations under this contract, whether such operations be by Contractor, any Subcontractor, anyone directly or indirectly employed by either of them, or an agent of either of them. Such insurance must be combined single limit bodily injury and property damage for each occurrence and may not be less than the amounts specified below:

o Comprehensive General Liability Insurance.................... $1,000,000.00 o Motor Vehicle Liability Insurance.................................... $1,000,000.00 o Professional Liability Insurance....................................... $1,000,000.00

E. Special Insurance Requirements - Cyber Liability

If the contract involves provision of goods and services related to computers, networks, or systems, or storage or access to any County Systems or Data, the following insurance is required.

1. Privacy and Network Security Insurance $2,000,000.00

During the term of the contract and for three years thereafter, maintain coverage for liability and remediation arising out of unauthorized use of, or unauthorized access to, electronic data or software within Contractor’s network or business including privacy breaches no matter how they occur, denial or loss of service, introduction, implantation, or spread of malicious software code, and unauthorized access to or use of computer systems. The policy also must provide coverage for liability claims, computer theft, extortion, or any unintentional act, mistake, error, or omission made by users of Contractor’s electronic data or software while providing services to the County. No exclusion/restriction for unencrypted portable devices/media may be on the policy.

Page 18 of 31 Release date of October 8, 2026

2. Technology Errors and Omissions $2,000,000.00

During the term of the contract and for three years thereafter, maintain coverage for liabilities arising from errors, omissions, or negligent acts in rendering or failing to render computer or information technology services and technology products, including at a minimum, coverage for systems analysis, design, development, integration, modification, maintenance, and programming; data processing; installation, repair, maintenance, management of computer or technology hardware, software, networks or systems; data entry, modification, verification, maintenance, storage, retrieval or preparation of data input; other related services provided by

Contractor.

F. Additional Insured

The County and its officers, agents, and employees must be named as additional insured on all applicable insurance policies, which must also contain provisions that:

1. The insurance afforded thereby to County and its officers, agents, employees, and servants will be primary insurance to the full limits of liability of the policy; and

2. If the County or its officers, agents, or employees have other insurance against the loss covered by such a policy, the other insurance will be excess insurance only.

G. No Limitation on Liabilities and Obligations

Requirements as to the types and limits of insurance coverage to be maintained by Contractor, and any approval of insurance by the County are not intended to and do not limit or qualify the liabilities and obligations otherwise assumed by Contractor pursuant to the contract.

H. Coverage for Subcontractors

All insurance required of the Contractor must also be provided by or on behalf of all

Subcontractors to cover the services of any Subcontractors performing under this contract.

Contractor will be held responsible for all modifications, deviations, or omissions in these insurance requirements as they apply to Subcontractors.

I. Deductibles or Self-Insured Retentions

All deductibles or self-insured retentions are the responsibility of Contractor and must be declared to and approved by the County.

J. Claims-Made Coverages

General Liability and related umbrella or excess policies may not be written on a claims-made basis. If Errors and Omissions coverage is written on a claims-made basis, the retroactive date must be shown and must be before the date of the contract or the beginning of work performed pursuant to the contract and the insurance must be maintained for at least seven years after completion of work under the contract.

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8.8. INDEMNIFICATION

A. General

At no additional cost to the County and to the maximum extent permitted by law, the Contractor will indemnify and defend the County, its directors, officers, agents, employees, and any additional insured parties identified in the Contract Documents from and against all claims, demands, actions, losses, judgments, expenses, and liabilities arising out of or pertaining to the

Contractor’s performance in connection with this contract, whether asserted or established and whether or not involving a third party. The duties described in this paragraph include payment of attorney’s fees and all expenses of investigating and defending any such claims, and apply regardless of whether any insurance policies are applicable. Any insurance policy limits do not act as a limitation upon the amount of indemnification to be provided by Contractor.

B. System and Data Security

Contractor bears full responsibility for ensuring that any product or service provided does not introduce any spyware, adware, ransomware, rootkit, key-logger, virus, Trojan, worm, or any other malicious code or mechanism designed to permit unauthorized access to or recording of, or which may restrict an authorized user’s access to or use of County Systems or County Data.

C. Retention of Funds

In addition to any other remedy authorized by law, the County may retain as much money due

Contractor under this or any other contract as the County considers necessary until disposition has been made of any claim for damages.

D. Survival of Indemnification

The indemnification requirements of this contract will survive in perpetuity.

8.9. TERMINATION

A. Termination for Cause

1. Should Contractor, in County’s sole judgement, materially breach this contract, be subject to litigation or proceedings that may adversely affect performance, become insolvent, fail to pay bills when due, make an assignment for the benefit of creditors, go out of business, or cease production, the County will send a written notice to cure. If the County is not satisfied with the cure or efforts to cure within the time specified in the notice, or if no time is specified, within ten calendar days of the notice date, County may terminate this contract. Should

Contractor decline to cure, or request termination, the County may terminate this contract immediately.

2. The County may terminate this contract immediately if Contractor is found non-responsible by another government entity, or in the County’s sole judgement, continuance would be prejudicial to the public interest.

3. In the event of termination for cause, all costs the County incurs in completing Contractor’s performance may be deducted from any sums due Contractor. Costs of completion include

Page 20 of 31 Release date of October 8, 2026 delay costs, the cost of soliciting a new contractor, and any payments made to the new contractor.

4. In the event of Termination for Cause and subsequent determination that Contractor was not in material breach, the termination will be deemed termination for convenience.

B. Termination for Convenience

The County may terminate this contract or a Task Order, in whole or in part, at any time, by providing 30 calendar days’ written notice to Contractor. Contractor will be paid reasonable closeout costs as well as costs and profit for work performed up to the time of termination.

County will not pay for goods and services not delivered. If Contractor has any property in its possession belonging to the County, Contractor will account for and dispose of it as directed by

County.

Contractor must submit a final invoice identifying both project-related costs and closeout costs no later than 30 calendar days after the termination date stated in County’s notice. Failure to submit final invoice within this time may result in delayed or no payment.

C. Termination due to non-appropriation

The County may terminate this contract in whole or part by providing written notice to Contractor of the unavailability of Federal, State, or County funds as soon as is reasonably possible after

County learns of the unavailability of funding. Termination due to non-appropriation will be considered termination for convenience.

D. Deliverables under Early Termination

If the contract involved provision of software as a service or hosting an application on which the

County has stored data, the County retains the right to continue to access and use the services or application under the contract and each applicable Service Order for a period of twelve months from the effective date of termination, at the rates in place at the time of termination.

E. Assignment of Subcontracts upon Termination of Contract

On termination of the contract, the County, at its sole discretion, may require Contractor to assign its rights under any subcontracts and purchase orders to the County, which assignment will become effective upon written notice by the County to the Contractor specifying the subcontracts or purchase orders subject to the assignment.

F. Release of Claims

Upon acceptance of payment in the amount agreed upon as full and final payment, Contractor releases the County from all further claims arising out of this contract or its termination.

8.10. ASSIGNMENT AND SUBCONTRACTING

A. County Consent Required

Contractor may not assign, sublet, or otherwise transfer this contract, or any obligations, rights, or interests in it, without County’s prior written consent. However, claims for money due Contractor

Page 21 of 31 Release date of October 8, 2026 under this contract may be assigned to a bank, trust company, or other financial institution without County’s approval.

B. Responsibility for Subcontractors

1. Contractor will be as fully responsible to the County for the acts of the Subcontractor and persons employed by the Subcontractor as for the acts and omissions of persons directly employed by Contractor.

2. Nothing contained in this contract creates any contractual relationship between any

Subcontractor and the County, nor makes any Subcontractor a third party beneficiary of this contract.

3. All subcontracts in excess of $25,000.00 entered into as a result of this Contract, whether by

Contractor or another subcontractor, must contain all of the provisions stipulated in this contract to be applicable to the subcontractor.

C. Addition or Substitution of Subcontractors

A subcontractor may be substituted only if the original Subcontractor approved by the County is unavailable, unwilling, or unable, to perform, and the County approves the new subcontractor in writing.

8.11. PREVAILING WAGE RATES

A. State and Federal General Prevailing Wage Rates

Goods and services provided under the contract will be subject to payment of prevailing wages if both of the following apply:

1. The contract is over $1,000; and

2. Work under the contract includes tasks that may be classified as “public work” under §1720 of the California Labor Code.

Prevailing wage rates may be obtained at: www.dir.ca.gov/Public-Works/PublicWorks.html

B. Department of Industrial Relations (DIR) Registration

Contractors working on projects that involve “public work” must register annually with the

California Department of Industrial Relations. Contracts with Contractors or Subcontractors who are unregistered or whose registrations have expired are subject to termination.

8.12. QUALITY AND PERFORMANCE STANDARDS

A. Products in Current Stock

Unless excepted by the County, the manufacturer may not have issued any notice of intent to cease support of any product provided to the County within twelve months of its delivery.

B. Product Substitutions during Contract Period http://www.dir.ca.gov/Public-Works/PublicWorks.html

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1. During the contract period, substitution for any product pre-approved by the County is not permitted without written permission from the County.

2. If a manufacturer discontinues producing an awarded product subsequent to contract award, the County may accept a substitute product if it:

a. Meets or exceeds the specifications of the awarded product;

b. and Is offered at the price awarded.

C. References to Standards and Codes

Whenever references are made to standards or codes in accordance with which goods are to be manufactured or tested, the edition or revision of the standards or codes current on the effective date of this contract will apply unless otherwise expressly stated. In case of conflict among any referenced standards and codes, or between any referenced standards and codes and the specifications supplied by the County, the latter will govern.

8.13. NO WAIVER

County’s review, approval, acceptance, or payment for any deliverables required under this contract is not a waiver of any rights or of any cause of action arising out of the contract, nor a waiver of any subsequent breach of the same or any other provision of this contract, nor does any delay or omission on the part of

County to avail itself of any right it may have operate as a waiver of any right or remedy.

8.14. CONFLICT OF INTEREST

A. Organizational and Financial Conflicts of Interest

1. A contractor is eligible for award of contracts by the County so long as the contract in question does not create an actual, potential, or apparent financial or organizational conflict of interest.

2. If requested by the County, Contractor’s employees must sign agreements regarding confidentiality and/or conflicts of interest, submit to additional background check requirements, or submit forms disclosing financial interests.

B. Attempts to Influence Government Decisions

Contractor may not use or attempt…