DOT2157-SAP_SERVICES-ad1.pdf

S h a n t é H a s t i n g s s e c r e t a r y

VIA BONFIRE POSTING

June 24, 2025

Agreement No. 2157S

DelDOT Drug and Alcohol Program – FMCSA- Compliant Employee Assistance Services for CDL and Safety-Sensitive Personnel

Ladies and Gentlemen:

Enclosed is Addendum No. 1 for the referenced contract consisting of the following:

1. Revised Deadline to Respond, page 1, Thursday Friday, July 10 11, 2025

2. Revised Procurement Schedule, page 5, PROCUREMENT SCHEDULE

Action Item Date Time

Deadline for Questions to ensure response:

Ten (10) business days prior to the proposal due date 2:00 P.M. Local Time

Final Response to Questions posted by:

Five (5) business days prior to the proposal due date 2:00 P.M. Local Time

Proposals Due no later than: * Thursday Friday, July 11, 2025 2:00 P.M. Local Time

NOTE: Only asterisk (*) marked date changes will be communicated (via posted Addendums).

Please note the revisions listed above and attached, and submit a proposal based on this information.

Sincerely, ~signature on file~ Kathy Owens Consultant Control Coordinator

(302) 760-2031

DELAWARE DEPARTMENT OF TRANSPORTATION

State of Delaware

Request for Proposal

Title:

DelDOT Drug and Alcohol Program – FMCSA- Compliant

Employee Assistance Services for CDL and Safety- Sensitive Personnel

Agreement Number: 2157S

Issued by:

State of Delaware

DEPARTMENT OF TRANSPORTATION

Administration Building Contract Administration

800 Bay Road, Dover, DE 19901

Questions must be submitted before the due date identified in the Procurement Schedule for this RFP. All inquiries must be submitted in the Q/A section of the project listing in the Bonfire Procurement Portal.

The Department’s response to questions will be posted, according to the procurement schedule, under the project listing in Bonfire and to the State of Delaware Bid Solicitation Directory Website: http://bids.delaware.gov/.

- Deadline to Respond –

Thursday Friday, July 10, 11, 2025 PRIOR TO 2:00 P.M. Local

Time

2157S SAP Services - Addendum 1 https://deldot.bonfirehub.com/portal/ http://bids.delaware.gov/ kathryn.owens Cross-Out kathryn.owens Cross-Out

2157 DelDOT Drug and Alcohol Program – FMCSA- Compliant Employee Assistance Services for CDL and Safety-Sensitive Personnel

ALL AUTHORIZED SERVICE PROVIDERS:

The enclosed packet contains a "REQUEST FOR PROPOSAL" consisting of the following documents:

Table of Contents

PROJECT INFORMATION

PROJECT DESCRIPTION

SERVICES REQUIRED

QUESTIONS

PROCUREMENT SCHEDULE

PROPOSAL REQUIREMENTS

RATING CRITERIA

OVERVIEW OF SELECTION PROCESS

CONTRACT TERMS AND CONDITIONS

INSURANCE REQUIREMENTS

MISCELLANEOUS

REQUIRED BID DOCUMENTS: (MUST be completed and returned with your bid)

APPENDIX A – REQUIRED DOCUMENTS

APPENDIX B – BID PAGE

APPENDIX C – BUSINESS ASSOCIATE AGREEMENT

APPENDIX D – RESPONSE EXCEPTION FORM

APPENDIX E – CYBER RESPONSIBILITIES, LIABILITY AND INSURANCE

APPENDIX F – STATE OF DELAWARE SECURITY POLICY

APPENDIX G – STATE OF DELAWARE CLOUD TERMS AND CONDITIONS

All above documents are made part of this solicitation and are contained within this file, or available for download at the following site: https://deldot.bonfirehub.com/portal/.

In order for your response to be considered, the REQUIRED PROPOSAL DOCUMENTS must be complete and correct and submitted electronically through Bonfire (https://deldot.bonfirehub.com/portal/).

https://deldot.bonfirehub.com/portal/ https://deldot.bonfirehub.com/portal/

PROJECT INFORMATION

The Delaware Department of Transportation (DelDOT) is issuing this Request for Proposal (RFP) to procure a qualified vendor to provide a specialized Employee Assistance Program (EAP) designed to support employees—particularly those in safety-sensitive positions—who are struggling with substance abuse issues. This initiative is essential to maintaining compliance with U.S. Department of Transportation (DOT) and Federal Motor Carrier Safety Administration (FMCSA) regulations.

The EAP will serve roughly 500 Commercial Driver’s License (CDL) holders and roughly 1,200 safety-sensitive employees across DelDOT’s operational divisions. The program must adhere to the regulatory requirements outlined in 49 CFR Part 40 and Part 382, ensuring that services provided—including confidential assessments, counseling, SAP evaluations, substance use disorder treatment, return-to-duty protocols, and follow-up testing—meet the highest standards of compliance and care.

Through this dedicated EAP, DelDOT aims to enhance employee well-being, uphold federal safety mandates, and maintain a drug- and alcohol-free workplace that supports recovery and professional accountability.

PROJECT DESCRIPTION

This Scope of Work (SOW) outlines the requirements for providing the Delaware Department of Transportation (DelDOT) with an Employee Assistance Program (EAP) that focuses on drug and alcohol support services. The objective is to offer confidential counseling, referrals, and resources to assist employees with substance abuse issues.

Given the increasing concern over employee well-being and productivity, DelDOT seeks to implement a comprehensive EAP to address drug and alcohol-related challenges among its workforce.

The goal is to deliver a confidential and accessible EAP that provides support and resources to employees facing drug and alcohol issues, including the following objectives:

• Improve employee health and productivity.

• Reduce absenteeism and turnover related to substance abuse.

• Promote a supportive and stigma-free work environment.

DelDOT maintains a critical transportation infrastructure and public safety mission, necessitating strict adherence to federal drug and alcohol testing standards. The selected vendor will provide comprehensive services that meet all FMCSA and DOT mandates and support timely and effective return-to-duty outcomes.

SERVICES REQUIRED

Comprehensive Assessment and Evaluation:

• Conduct initial assessments to identify substance use issues and mental health concerns, in alignment with 49 CFR Part 40 requirements.

• Provide detailed evaluations and determine the need for specialized treatment for employees.

Confidential Counseling Services:

• Individual Counseling: Delivered by licensed Substance Abuse Professionals (SAPs) trained in substance use disorders, available in-person, by telehealth video, or phone.

• Group Therapy: Support groups available in-person and via telehealth, fostering shared experiences and mutual support.

Crisis Intervention and Support:

• 24/7 crisis hotline for immediate assistance and urgent intervention.

• Up to three (3) counseling sessions per problem (e.g., substance use, mental health concerns) per contract term, confidentiality, and service access standards per 49 CFR Part 40 Subpart P.

Substance Use Disorder Treatment:

• Access to evidence-based treatment, including outpatient, intensive outpatient (IOP), and inpatient rehabilitation services, consistent with return-to-duty and SAP recommendations per 49 CFR Part 40 Subpart O.

Prevention and Education Programs:

• Workshops and seminars on substance abuse prevention, coping strategies, and healthy lifestyles.

Family Support Services:

• Counseling and support programs for family members of affected employees.

• Access to up to three (3) sessions per issue (e.g., substance use, mental health concerns) per contract term, ensuring holistic support.

Relapse Prevention and Aftercare:

• Follow-up services post-treatment, including ongoing counseling and support groups.

• SAP to determine duration and nature of follow-up treatment per 49 CFR §40.309.

Workplace Policies and Compliance:

• Guidance on maintaining compliance with DOT/FMCSA drug and alcohol testing regulations, with a focus on CDL and safety-sensitive positions.

Referral Services:

• Access to a comprehensive referral network for specialized treatment programs and rehabilitation centers.

Wellness Programs:

• Holistic wellness initiatives supporting mental and physical health, stress management, and resilience building.

• Access to three (3) to six (6) sessions per issue (e.g., substance use, mental health concerns) annually, in line with EAP best practices.

Substance Abuse Professional (SAP) Services:

• Provide access to DOT-qualified SAPs as defined in 49 CFR Part 40 Subpart O.

• SAPs must meet DOT credentialing and training under 49 CFR §40.281 and provide certification and continuing education compliance.

• Manage assessments, treatment plans, follow-ups, and return-to-duty documentation.

• Coordinate with Drug and Alcohol Program Manager (DAPM) and treatment providers to manage referrals and track compliance.

• Assign a liaison with FMCSA regulatory knowledge to handle all SAP-related case management.

Coordination With DAPM:

• Establish communication protocols and shared responsibilities for tracking return-to-duty and follow-up testing under 49 CFR §40.305.

• Ensure timely, compliant documentation is shared with DAPM and other relevant parties.

Case Management and Reporting:

• Oversee end-to-end case management for DOT violations.

• Maintain records and support FMCSA Clearinghouse reporting per 49 CFR §382.705.

• Provide compliance metrics and utilization reports quarterly and annually.

Confidentiality and Data Security:

• Ensure adherence to HIPAA and 49 CFR confidentiality rules.

• Implement secure data storage and controlled access protocols.

Eligibility Requirements:

• Demonstrated experience providing DOT-compliant SAP and EAP services to public sector or transportation clients.

• Access to a national network of certified SAPs.

• A dedicated liaison with a minimum of three years’ experience in DOT/FMCSA drug and alcohol program management, including SAP coordination and return-to-duty processes.

• The liaison must possess in-depth knowledge of 49 CFR Part 40 and Part 382, and demonstrate capability in quality assurance, including conducting case audits, ensuring compliance with federal guidelines, standardizing documentation procedures, and improving service delivery through feedback and review cycles.

Proposal Evaluation Criteria:

• Compliance with 49 CFR regulations

• SAP network strength and availability

• Case management system and reporting capabilities

• Staff qualifications and experience

• Cost effectiveness and pricing model

• Quality and relevance of the proposed liaison:

• Demonstrated experience in DOT/FMCSA program coordination

• Proven quality assurance capabilities (auditing, documentation, compliance tracking)

• Depth of regulatory knowledge (49 CFR Part 40 and 382)

• Communication and coordination effectiveness with DAPM and SAPs

Evaluation and Feedback Mechanisms:

• Program Evaluations: These evaluations will assess the program's effectiveness, collect feedback from employees on their experiences, continuously improve the services, and identify immediate challenges or gaps in service delivery. The recommendation for Program Evaluations: Evaluation after the first three (3) months of service. Quarterly Evaluation (4 times a year), to track the continued effectiveness of the program over time and identify any issues or trends. Annual Evaluation; A detailed review of the program’s overall success.

• Vendor shall meet all Delaware Department of Technology and Information (DTI) standards and policies as specified here: https://dti.delaware.gov/information/standards- policies.shtml

Additional Administrative Services:

• Web Access: 24/7 access to an EAP website for employees, offering additional resources and support.

• Telephonic Management Consultation: Ongoing consultation with management and supervisors to address issues that arise within the workplace regarding employee substance use.

• Designated Account Management: Providing EAP administrative expertise for ongoing coordination and program management.

• Printed and Electronic Materials: Providing standard printed communication materials and additional promotional materials in electronic format to raise awareness and ensure utilization of the program.

• Quarterly Utilization Reports: Providing the organization with insights into program usage, helping to assess how effectively the program is being utilized.

Additional Considerations:

• DOT Compliance: Services must be designed to ensure that they are in full compliance with DOT/FMCSA regulations regarding drug and alcohol use, particularly in transportation roles where drug testing and alcohol screenings are mandatory.

• Training for Supervisors: Special attention is required to provide training for supervisors in handling situations involving employees with substance abuse problems, particularly in safety- sensitive positions within DelDOT.

https://dti.delaware.gov/information/standards-policies.shtml https://dti.delaware.gov/information/standards-policies.shtml

QUESTIONS

Questions must be submitted before the due date identified in the Procurement Schedule for this RFP. All inquiries must be submitted in the Q/A section of the project listing in the Bonfire Procurement Portal.

The Department’s response to questions will be posted, according to the procurement schedule, under the project listing in Bonfire and to the State of Delaware Bid Solicitation Directory Website:

https://mmp.delaware.gov/Bids/.

Direct contact with State of Delaware employees other than DelDOT’s Contract Administration staff regarding this RFP is expressly prohibited without prior consent. Companies directly contacting State of Delaware employees risk elimination of their proposal from further consideration. Exceptions exist only for organizations currently doing business in the State who require contact in the normal course of doing that business.

PROCUREMENT SCHEDULE

Action Item Date Time

Deadline for Questions to ensure response:

Ten (10) business days prior to the proposal due date 2:00 P.M. Local Time

Final Response to Questions posted by:

Five (5) business days prior to the proposal due date 2:00 P.M. Local Time

Proposals Due no later than: * Thursday Friday, July 11, 2025 2:00 P.M. Local Time

NOTE: Only asterisk (*) marked date changes will be communicated (via posted Addendums).

PROPOSAL REQUIREMENTS

Interested companies must submit the material required herein or they may not be considered for the project:

1. Proposals must be received before the Proposal Due Date and Time, as identified in the Procurement Schedule for this RFP. Responses submitted by hard copy, mail, facsimile, or e-mail will not be accepted. Responses received after the Proposal Due Date and Time will not be considered.

2. Upload your submission at: https://deldot.bonfirehub.com/portal/

Important Notes:

• Logging in and/or uploading the file(s) does not mean the response is submitted. Users must successfully upload all the file(s) and MUST click the submit button before the proposal due date and time.

• Users will receive an email confirmation receipt with a unique confirmation number once the submission has been finalized. This will confirm that the proposal has been submitted successfully.

2157S SAP Services - Addendum 1 https://deldot.bonfirehub.com/portal/ https://mmp.delaware.gov/Bids/ https://deldot.bonfirehub.com/portal/ kathryn.owens Cross-Out

• Each submitted item of Requested Information will only become visible to DelDOT after the proposal due date and time.

• If the file is mandatory, you will not be able to complete your submission until the requirement is met.

• Uploading large documents may take significant time depending on the size of the file(s) and your Internet connection speed. The maximum upload file size is 1000 MB.

• Minimum system requirements: Internet Explorer 11, Microsoft Edge, Google Chrome, or Mozilla Firefox. Java Script must be enabled.

Need Help? Please contact Bonfire directly at Support@GoBonfire.com for technical questions related to your submission. You can also visit their help forum at https://bonfirehub.zendesk.com/hc.

3. The Vendor must be Registered, or submit application for registration, with DelDOT at or before the time of submission in order to be considered. For registration information, click here.

4. Submit one (1) Original and one (1) Redacted copy of the Proposal. The original must be a .pdf file of the original signed proposal and should be clearly marked “Original” on the first page of the document. The redacted copy must be a .pdf file of the original signed proposal with any proprietary or confidential information redacted, and this copy should be clearly marked as “Redacted” on the first page of the document. The redacted copy is required even if the submission contains no proprietary or confidential information.

To determine what information may be considered proprietary or confidential and may be redacted from their Proposal, companies should review Delaware’s Freedom of Information Regulations here;

http://regulations.delaware.gov/AdminCode/title8/1400.shtml#TopOfPage. Under Delaware FOIA law, 29 Del.

C, §10002(l)(2), “Trade secrets and commercial or financial information…which is of a privileged or confidential nature” are “records that shall not be deemed public” and are therefore exempt from disclosure under FOIA.

5. Bid Page – All Vendors who wish to perform services on this contract shall specify unit bid amounts on the attached Appendix B – Bid Page. The unit bid amounts shall be inclusive of all services, materials, equipment, and incidentals necessary for implementation of the full performance system and for ongoing maintenance, technical support, and engineering updates for any equipment. The specified unit bid amount will remain in effect during the thirty-six (36) month contract period. All figures entered on the bid form shall be typewritten. If commission fees are to be variable, the proposer must describe the possible variations in detail in their proposal and show same on the bid form.

6. Joint venture submissions will not be considered.

7. DelDOT reserves the right to reject any and all submissions. Submissions become property of the Department and shall be retained electronically for a minimum period of three (3) years from the date of receipt. DelDOT reserves the right to any and all ideas included in this response without incurring any obligations to the responding companies or committing to procurement of the proposed services.

mailto:Support@GoBonfire.com https://bonfirehub.zendesk.com/hc http://deldot.gov/Business/proservs/index.shtml?dc=consultants_registration http://regulations.delaware.gov/AdminCode/title8/1400.shtml#TopOfPage

8. Required Certification Forms. All companies responding to the RFP must complete and return the submission forms located in ‘Appendix A’ of this document.

No promotional materials or brochures are to be included as part of the submission.

RATING CRITERIA

# Criteria Description: Weight 1 Technical Approach and Methodology:

• The vendor must clearly outline how they will deliver DOT/FMCSA-compliant EAP services, including confidential counseling, SAP evaluations, return-to-duty protocols, and follow-up testing under 49 CFR Parts 40 and 382.

The methodology should demonstrate a clear plan for managing substance use cases among CDL holders and safety-sensitive employees while ensuring regulatory reporting, documentation, and follow-through. The approach must also emphasize accessibility, confidentiality, and support for a drug- and alcohol-free workplace

30%

2 Firm’s experience with EAP and Regulatory Compliance:

• Proven experience managing DOT-regulated EAPs, including oversight of

SAP functions, FMCSA Clearinghouse interaction, and successful return-to-duty program administration. Demonstrated understanding of challenges in transportation environments and familiarity with 49 CFR Part 40 SAP procedures. Experience supporting large public-sector workforces is strongly preferred.

25%

4 • Personnel must include certified SAPs, licensed behavioral health professionals, and staff with expertise in DOT/FMCSA compliance.

The team should show demonstrated experience in managing EAP services for CDL drivers and safety-sensitive staff. SAP qualifications must meet standards under 49 CFR §40.281.

15%

5 Firm’s resources and capability to accomplish proposed work on schedule

• Ability to deploy qualified staff and services promptly and maintain continuity of care across all DelDOT locations. Evidence of infrastructure to support compliance, case tracking, and timely communication with DelDOT’s DAPM and DERs. Ability to respond to urgent SAP referrals and testing coordination without delay.

10%

TOTAL: 100%

OVERVIEW OF SELECTION PROCESS

• This is a project-specific agreement where the services as described in this RFP will be provided over the life of the project.

• This is a single-phase solicitation process with the availability for discussions with up to three (3) of the most highly qualified companies. Based upon the listed criteria and evaluation of each company’s submitted proposal, the Selection Committee may decide if a small sample task and/or discussions will be held with the most highly qualified consultants. If discussions are held, they will serve to clarify the technical approach, qualifications, and capabilities provided in response to the RFP, after which the committee will determine the ranking of the candidate companies.

• Selection Committee members will individually score each company’s submitted proposal, which determines individual ranking. The Department’s ranking is the combined ranking of all Committee members. Companies, in order of ranking, will have the opportunity to negotiate an agreement with the

Department. If the Department cannot reach an agreement with the highest-ranked company(s), the Department terminates negotiations and begins negotiations with the next highest-ranked company, and so on, until an agreement is reached. The Department notifies via email the awarded company(s) of the opportunity to enter into an agreement with the Department. This notification also includes information on the next steps in the agreement process.

• After the ranking process has been completed, applicable price information will be requested from the successful candidate company(s), such as salary rates for various classifications of personnel, and an indirect cost derivation for the most current accounting period.

• Payroll burden and overhead will be computed on direct salary costs only (not including overtime) at the consultant's audited rate, as per Federal Acquisition Regulations Part 31, and Department policies.

Computer and CADD costs are not allowable as direct cost for this project. Rate determination and applicability are subject to audit by the Department. Additionally, candidates should be prepared for the Department to work with your current accounting company to provide information and backup documentation. Full and immediate cooperation is required to avoid delays in execution of an agreement. Failure to cooperate may result in breaking off negotiations and moving to the next ranked company.

• Shortlist and Selection Committee membership appointments are confidential. The Department’s Professional Services Procurement Manual may be viewed here.

CONTRACT TERMS AND CONDITIONS

• General Information o The term of the contract between the successful vendor and DelDOT shall be for three years with two optional extensions for a period of one (1) year for each extension.

o It is imperative that the contract drafting and finalization process be timely and accurately reflect the minimum requirements and other applicable contractual terms in the RFP. The vendor is expected to use the State of Delaware’s professional agreement contract template (Appendix B) and incorporate all the terms of the RFP, their proposal, and follow-up responses so that wholesale changes are not required. The vendor’s failure to meet this requirement may result in a fee as set forth in the Performance Guarantees (Attachment 16).

o The selected vendor will be required to enter into a written agreement with DelDOT. The State of Delaware reserves the right to incorporate standard State contractual provisions into any contract negotiated as a result of a proposal submitted in response to this RFP. Any proposed modifications to the terms and conditions of the standard contract are subject to review and approval by the State.

Vendors will be required to sign the contract for all services and may be required to sign additional agreements.

o The selected vendor or vendors will be expected to enter negotiations with DelDOT representatives, which will result in a formal contract between parties. Procurement will be in accordance with http://deldot.gov/Publications/index.shtml subsequent contracted agreement. This RFP and the selected vendor’s response to this RFP will be incorporated as part of any formal contract.

o The State of Delaware’s standard contract will most likely be supplemented with the vendor’s software license, support/maintenance, source code escrow agreements, and any other applicable agreements. The terms and conditions of these agreements will be negotiated with the finalist during actual contract negotiations.

o The successful vendor shall promptly execute a contract incorporating the terms of this RFP prior to the start date of the contract. No vendor is to begin any service prior to receipt of a signed State of Delaware purchase order, properly processed through the State of Delaware Accounting Office and the Department of Finance. The purchase order shall serve as the authorization to proceed in accordance with the proposal specifications and the special instructions, once it is received by the successful vendor.

o If the vendor to whom the award is made fails to enter into the agreement as herein provided, the award will be annulled, and an award may be made to another vendor. Such vendor shall fulfill every stipulation embraced herein as if they were the party to whom the first award was made.

o The State reserves the right to extend the contract on a month-to-month basis for a period of up to three months after the term of the full contract has been completed.

o Vendors are not restricted from offering lower pricing at any time during the contract term.

• Collusion or Fraud

Any evidence of agreement or collusion among vendor(s) and prospective vendor(s) acting to illegally restrain freedom from competition by agreement to offer a fixed price, or otherwise, will render the offers of such vendor(s) void.

By responding, the vendor shall be deemed to have represented and warranted that its proposal is not made in connection with any competing vendor submitting a separate response to this RFP, and is in all respects fair and without collusion or fraud; that the vendor did not participate in the RFP development process and had no knowledge of the specific contents of the RFP prior to its issuance; and that no employee or official of the State of Delaware participated directly or indirectly in the vendor’s proposal preparation.

Advance knowledge of information which gives any particular vendor advantages over any other interested vendor(s), in advance of the opening of proposals, whether in response to advertising or an employee or representative thereof, will potentially void that particular proposal.

• Lobbying and Gratuities

Lobbying or providing gratuities shall be strictly prohibited. Vendors found to be lobbying, providing gratuities to, or in any way attempting to influence a State of Delaware employee or agent of the State of Delaware concerning this RFP or the award of a contract resulting from this RFP shall have their proposal immediately rejected and shall be barred from further participation in this RFP.

The selected vendor will warrant that no person or selling agency has been employed or retained to solicit or secure a contract resulting from this RFP upon agreement or understanding for a commission, or a percentage, brokerage or contingent fee. For breach or violation of this warranty, the State of Delaware shall have the right to annul any contract resulting from this RFP without liability or at its discretion deduct from the contract price or otherwise recover the full amount of such commission, percentage, brokerage or contingent fee.

All contact with State of Delaware employees, contractors or agents of the State of Delaware concerning this RFP shall be conducted in strict accordance with the manner, forum and conditions set forth in this

RFP.

• Solicitation of State Employees

Until contract award, vendors shall not, directly or indirectly, solicit any employee of the State to leave the State’s employ in order to accept employment with the vendor, its affiliates, actual or prospective contractors, or any person acting in concert with vendor, without prior written approval of the State’s contracting officer. Solicitation of State employees by a vendor may result in rejection of the vendor’s proposal.

This paragraph does not prevent the employment by a vendor of a State employee who has initiated contact with the vendor. However, State employees may be legally prohibited from accepting employment with the contractor or subcontractor under certain circumstances. Vendors may not knowingly employ a person who cannot legally accept employment under state or federal law. If a vendor discovers that they have done so, they must terminate that employment immediately.

• General Contract Terms o Independent Contractors

The parties to the resulting contract shall be independent contractors to one another, and nothing herein shall be deemed to cause the agreement to create an agency, partnership, joint venture or employment relationship between parties. Each party shall be responsible for compliance with all applicable workers compensation, unemployment, disability insurance, social security withholding and all other similar matters. Neither party shall be liable for any debts, accounts, obligations or other liability whatsoever of the other party or any other obligation of the other party to pay on the behalf of its employees or to withhold from any compensation paid to such employees any social benefits, workers compensation insurance premiums or any income or other similar taxes.

o Temporary Personnel are Not State Employees Unless and Until They are Hired (if applicable)

The vendor shall agree that any individual or group of temporary staff person(s) provided to the State of Delaware pursuant to this RFP shall remain the employee(s) of the vendor for all purposes including any required compliance with the Affordable Care Act by the vendor. The vendor shall agree that it shall not allege, argue, or take any position that individual temporary staff person(s) provided to the State pursuant to this RFP must be provided any benefits, including any healthcare benefits by the State of Delaware and the vendor shall agree to assume the total and complete responsibility for the provision of any healthcare benefits required by the Affordable Care Act to aforesaid individual temporary staff person(s). In the event that the Internal Revenue Service, or any other third party governmental entity determines that the State of Delaware is a dual employer or the sole employer of any individual temporary staff person(s) provided to the State of Delaware pursuant to this Solicitation, the vendor shall agree to hold harmless, indemnify, and defend the State to the maximum extent of any liability to the State arising out of such determinations.

Notwithstanding the content of the preceding paragraph, should the State of Delaware subsequently directly hire any individual temporary staff employee(s) provided pursuant to this RFP, the aforementioned obligations to hold harmless, indemnify, and defend the State of Delaware shall cease and terminate for the period following the date of hire. Nothing herein shall be deemed to terminate the vendor’s obligation to hold harmless, indemnify, and defend the State of Delaware for any liability that arises out of compliance with the ACA prior to the date of hire by the State of Delaware. The vendor will waive any separation fee provided an employee works for both the vendor and hiring agency, continuously, for a three (3) month period and is provided thirty (30) days written notice of intent to hire from the agency. Notice can be issued at second month if it is the State’s intention to hire.

o Work Performed in a State Building (if applicable)

Awarded vendor(s) who have any employees carrying out any work related to the awarded contract at a State facility shall have those employees comply with any health mandate or policy issued by the State of Delaware related to a pandemic or other State of Emergency issued by any State authority during the term of the awarded contract, including those that apply directly to State employees.

o ACA Safe Harbor (if applicable)

The State of Delaware and its utilizing agencies are not the employer of temporary or contracted staff. However, the State of Delaware is concerned that it could be determined to be a Common-law Employer as defined by the Affordable Care Act (“ACA”). Therefore, the State of Delaware seeks to utilize the “Common-law Employer Safe Harbor Exception” under the ACA to transfer health benefit insurance requirements to the staffing company. The Common-law Employer Safe Harbor Exception can be attained when the State and/or its agencies are charged and pay for an “Additional Fee” with respect to the employees electing to obtain health coverage from the vendor.

The Common-law Employer Safe Harbor Exception under the ACA requires that an Additional Fee must be charged to those employees who obtain health coverage from the vendor but does not state the required amount of the fee. The State of Delaware requires that all vendors shall identify the Additional Fee to obtain health coverage from the vendor and delineate the Additional Fee from all other charges and fees. The vendor shall identify both the Additional Fee to be charged and the basis of how the fee is applied (i.e., per employee, per invoice, etc.). The State of Delaware will consider the Additional Fee and prior to award reserve the right to negotiate any fees offered by the vendor.

Further, the Additional Fee shall be separately scored in the proposal to ensure that neither prices charged, nor the Additional Fee charged will have a detrimental effect when selecting vendor(s) for award.

o Licenses and Permits

In performance of the contract, the vendor will be required to comply with all applicable federal, state and local laws, ordinances, codes, and regulations. The cost of permits and other relevant costs required in the performance of the contract shall be borne by the successful vendor. The vendor shall be properly licensed and authorized to transact business in the State of Delaware as provided in 30 Del. C. § 2101 or through the Delaware Department of Insurance, whichever is applicable.

Prior to receiving an award, the successful vendor shall either furnish the State of Delaware with proof of State of Delaware Business Licensure or authorization obtained through the Delaware Department of Insurance, whichever is applicable, or initiate the process of application where required.

An application for a Delaware Business License may be requested in writing to: Division of Revenue, Carvel State Building, P.O. Box 8750, 820 N. French Street, Wilmington, DE 19899 or by telephone to one of the following numbers: (302) 577-8200 Public Service, (302) 577-8205 Licensing Department.

Information regarding the award of the contract will be given to the Division of Revenue and/or the Delaware Department of Insurance. Failure to comply with the State of Delaware licensing requirements may subject vendor to applicable fines and/or interest penalties.

o Notice

Any notice to the State of Delaware required under the resulting contract shall be sent by registered mail to:

Delaware Department of Transportation 800 S. Bay Road Dover, DE 19904 CONTACT: Contract Administration o Indemnification

a) General Indemnification

By submitting a proposal, the proposing vendor agrees that in the event it is awarded a contract, it will indemnify and otherwise hold harmless the State of Delaware, its agents and employees from any and all liability, suits, actions, or claims, together with all costs, expenses for attorney’s fees, arising out of the vendor’s, its agents and employees’ performance of work or services in connection with the contract.

b) Proprietary Rights Indemnification

Vendor shall warrant that all elements of its solution, including all equipment, software, documentation, services and deliverables, do not and will not infringe upon or violate any patent, copyright, trade secret or other proprietary rights of any third party. In the event of any claim, suit or action by any third party against the State of Delaware, the State of Delaware shall promptly notify the vendor in writing and vendor shall defend such claim, suit or action at vendor’s expense, and vendor shall indemnify the State of Delaware against any loss, cost, damage, expense or liability arising out of such claim, suit or action (including, without limitation, litigation costs, lost employee time, and counsel fees) whether or not such claim, suit or action is successful.

If any equipment, software, services (including methods) products, or other intellectual property used or furnished by the vendor (collectively “Products”) is or in vendor’s reasonable judgment is likely to be, held to constitute an infringing product, vendor shall at its expense and option either:

i. Procure the right for the State of Delaware to continue using the Product(s);

ii. Replace the product with a non-infringing equivalent that satisfies all the requirements of the contract; or

iii. Modify the Product(s) to make it or them non-infringing, provided that the modification does not materially alter the functionality or efficacy of the product or cause the Product(s) or any part of the work to fail to conform to the requirements of the Contract, or only alters the Product(s) to a degree that the State of Delaware agrees to and accepts in writing.

• Insurance Requirements

The selected firm(s) must obtain at its own cost and expense and keep in force and effect during the term of the agreement, including all extensions, the minimum coverage limits specified below with a carrier satisfactory to the State.

a. Worker’s Compensation and Employer’s Liability Insurance in accordance with applicable law.

b. Commercial General Liability - $1,000,000 per occurrence/$3,000,000 per aggregate.

c. Errors and Omissions - $1,000,000 per occurrence/$3,000,000 per aggregate.

d. Automotive Liability Insurance covering all automotive units used in the work (including all units leased from and/or provided by the State to Vendor pursuant to this Agreement as well as all units used by Vendor, regardless of the identity of the registered owner, used by Vendor for completing the Work required by this Agreement to include but not limited to transporting Delaware clients or staff), providing coverage on a primary non-contributory basis with limits of not less than:

$1,000,000 combined single limit each accident, for bodily injury;

$250,000 for property damage to others;

$25,000 per person per accident Uninsured/Underinsured Motorists coverage;

$25,000 per person, $300,000 per accident PIP benefits if carrying any of our clients or employees; and

Comprehensive coverage for all vehicles leased from the State of Delaware Fleet Services which shall cover the replacement cost of the vehicle in the event of collision, damage or other loss.

Certificate of Insurance and/or copies of the insurance policies will be requested at time of award.

In no event shall the State of Delaware be named as an additional insured on any policy required under this agreement.

• Performance Requirements

The selected vendor will warrant that it possesses, or has arranged through subcontractors, all capital and other equipment, labor, materials, and licenses necessary to carry out and complete the work in the contract in compliance with any and all federal and State laws, and County and local ordinances, regulations and codes.

• BID BOND

There is no Bid Bond Requirement.

• PERFORMANCE BOND

There is no Performance Bond requirement.

• Vendor Emergency Response Point of Contact

The awarded vendor(s) shall provide the name(s), telephone, or cell phone number(s) of those individuals who can be contacted twenty four (24) hours a day, seven (7) days a week where there is a critical need for commodities or services when the Governor of the State of Delaware declares a state of emergency under the Delaware Emergency Operations Plan or in the event of a local emergency or disaster where a state governmental entity requires the services of the vendor. Failure to provide this information could render the proposal as non- responsive.

In the event of a serious emergency, pandemic or disaster outside the control of the State of Delaware, the State of Delaware may negotiate, as may be authorized by law, emergency performance from the vendor to address the immediate needs of the State of Delaware, even if not contemplated under the original contract or procurement. Payments are subject to appropriation and other payment terms.

• Warranty

The vendor will provide a warranty that the deliverables provided pursuant to the contract will function as designed for a period of no less than one (1) year from the date of system acceptance. The warranty shall require the vendor correct, at its own expense, the setup, configuration, customizations or modifications so that it functions according to the State of Delaware’s requirements.

• Costs and Payment Schedules

All contract costs must be as detailed specifically in the vendor’s cost proposal. No charges other than as specified in the proposal shall be allowed without written consent of the State of Delaware. The proposal costs shall include full compensation for all taxes that the selected vendor is required to pay.

The State of Delaware will require a payment schedule based on defined and measurable milestones.

Payments for services will not be made in advance of work performed. The State of Delaware may require holdback of contract monies until acceptable performance is demonstrated (as much as 25%).

• Liquidated Damages

The State of Delaware may include in the final contract liquidated damages provisions for non-performance.

• Dispute Resolution

At the option of the parties, they shall attempt in good faith to resolve any dispute arising out of or relating to the final contract promptly by negotiation between executives who have authority to settle the controversy and who are at a higher level of management than the persons with direct responsibility for administration of the contract. All offers, promises, conduct and statements, whether oral or written, made in the course of the negotiation by any of the parties, their agents, employees, experts and attorneys are confidential, privileged and inadmissible for any purpose, including impeachment, in arbitration or other proceeding involving the parties, provided evidence that is otherwise admissible or discoverable shall not be rendered inadmissible.

If the matter is not resolved by negotiation, as outlined above, or, alternatively, the parties elect to proceed directly to mediation, then the matter will proceed to mediation as set forth below. Any disputes, claims, or controversies arising out of or relating to the contract shall be submitted to a mediator selected by the parties. If the matter is not resolved through mediation, it may be submitted for arbitration or litigation. The State of Delaware reserves the right to proceed directly to arbitration or litigation without negotiation or mediation. Any such proceedings held pursuant to this provision shall be governed by State of Delaware law, and jurisdiction and venue shall be in the State of Delaware. Each party shall bear its own costs of mediation, arbitration, or litigation, including attorneys’ fees.

• Remedies

Except as otherwise provided in this solicitation, including but not limited to Section V.G.16 above, all claims, counterclaims, disputes, and other matters in question between the State of Delaware and vendor arising out of, or relating to, this solicitation, or a breach of it may be decided by arbitration if the parties mutually agree, or in a court of competent jurisdiction within the State of Delaware.

• Termination of Contract

The contract resulting from this RFP may be terminated as follows by the State of Delaware:

a) Termination for Cause

If, for any reasons, or through any cause, the vendor fails to fulfill in timely and proper manner its obligations under the contract, or if the vendor violates any of the covenants, agreements, or stipulations of the contract, the State of Delaware shall thereupon have the right to terminate the contract by giving written notice to the vendor of such termination and specifying the effective date thereof, at least thirty (30) days before the effective date of such termination. In that event, all finished or unfinished documents, data, studies, surveys, drawings, maps, models, photographs, and reports or other material prepared by the vendor under the contract shall, at the option of the State of Delaware, become its property, and the vendor shall be entitled to receive just and equitable compensation for any satisfactory work completed on such documents and other materials which is usable to the State of Delaware.

On receipt of the contract cancellation notice from the State of Delaware, the vendor shall have no less than five (5) days to provide a written response and may identify a method(s) to resolve the violation(s). A vendor response shall not affect or prevent the contract cancellation unless the State of Delaware provides a written acceptance of the vendor response. If the State of Delaware does accept the vendor’s method and/or action plan to correct the identified deficiencies, the State of Delaware will define the time by which the vendor must fulfill its corrective obligations. Final retraction of the State of Delaware’s termination for cause will only occur after the vendor successfully rectifies the original violation(s). At its discretion, the State of Delaware may reject in writing the vendor’s proposed action plan and proceed with the original contract cancellation timeline.

b) Termination for Convenience

The State of Delaware may terminate the contract at any time by giving written notice of such termination and specifying the effective date thereof, at least thirty (30) days before the effective date of such termination. In that event, all finished or unfinished documents, data, studies, surveys, drawings, models, photographs, reports, supplies, and other materials shall, at the option of the State of Delaware, become its property and the vendor shall be entitled to receive compensation for any satisfactory work completed on such documents and other materials, and which is usable to the State of Delaware.

c) Termination for Non-Appropriations

In the event the General Assembly fails to appropriate the specific funds necessary to enter into or continue the contractual agreement, in whole or part, the contract shall be terminated as to any obligation of the State of Delaware requiring the expenditure of money for which no specific appropriation is available at the end of the last fiscal year for which no appropriation is available or upon the exhaustion of funds. This is not a termination for convenience and will not be converted to such.

d) Data and Participant Records

In the event of contract termination, Vendor shall electronically transfer to the State of Delaware (or to a successor administrator) within thirty (30) days of termination all data and participant records necessary for the continued administration of the plan.

Vendor must agree to continue operations until the transfer of data has been completed.

• Non-discrimination

In performing the services subject to this RFP, the vendor, as set forth in 19 Del. C. §711, will agree that it will not discriminate against any employee or applicant with respect to compensation, terms, conditions or privileges of employment because of such individual’s race, marital status, genetic information, color, age, religion, sex, sexual orientation, gender identity, or national origin. The successful vendor shall comply with all federal and state laws, regulations and policies pertaining to the prevention of discriminatory employment practice. Failure to perform under this provision constitutes a material breach of contract.

• Covenant against Contingent Fees

The successful vendor will warrant that no person or selling agency has been employed or retained to solicit or secure the contract upon an agreement of understanding for a commission or percentage, brokerage or contingent fee excepting bona-fide employees, bona-fide established commercial or selling agencies maintained by the vendor for the purpose of securing business. For breach or violation of this warranty, the State of Delaware shall have the right to annul the contract without liability or at its discretion to deduct from the contract price or otherwise recover the full amount of such commission, percentage, brokerage or contingent fee.

• Vendor Activity

No activity is to be executed in an offshore facility, either by a subcontracted firm or a foreign office or division of the vendor. The vendor must attest to the fact that no activity will take place outside of the United States in its transmittal letter. Failure to adhere to this requirement is cause for elimination from future consideration.

• Vendor Responsibility

The State of Delaware will enter into a contract with the successful vendor(s). The successful vendor(s) shall be responsible for all products and services as required by this RFP whether or not the vendor or its subcontractor provided final fulfillment of the order. Subcontractors, if any, shall be clearly identified in the vendor’s proposal by completing Attachment 6, and are subject the approval and acceptance of the State.

• Personnel, Equipment and Services o Vendor represents that it has, or will secure at its own expense, all personnel…