EDIS92224_Exhibits.pdf

State Controller’s Office RFQ-ITS Number EDIS92224

Exhibit A

SCOPE OF WORK

A. Description of Service

The Contractor shall provide the State Controller's Office (SCO) Disbursements Bureau (DISB) with hardware and software maintenance for the existing Schneider Electric uninterruptible power supply (UPS) equipment including installation of parts, replacement batteries and upgrades, and agreement management, as required by SCO. The equipment is located at 3301 C Street, Sacramento, CA 95816 (The Park).

Equipment/Model Model Number Serial Number

Symmetra PX 250kVA UPS SYIOF500KMBR QD1406120245

Power Management Unit (PMM)/Power Distribution Units (PDUs)

PMM150

PMN084-42-150

L14-10145

Battery Cabinet Systems SYBFXR8 N/A

Racks N/A N/A

Power Modules SYPM25KD N/A

Batteries SYBT9-B6 N/A

MBRS and MPRS Upgrades N/A WUPGMBRS7X24-MB-00

WUPGMPRS7X24-MP-00

Agreement Term

The term of this agreement will be for three years with the options to amend for two additional one-year extensions, and/or add funds as deemed necessary by SCO. The rates quoted in Exhibit B, Attachment 1, Cost Worksheet will not change as a result of any amendment to this agreement. This agreement may be terminated by SCO with 30 days’ written notice to the Contractor.

Contractors are cautioned that no work will begin until the agreement has been fully executed. If work is performed prior to agreement approval, and the agreement for any reason is not approved, all previous work performed by the Contractor is considered donated to the SCO and no payment shall be made for that work.

Agreement Amount

The Contractor and SCO Representative listed in Section D. Contacts, Item 2 are responsible for monitoring the agreement to not exceed the maximum amount of the agreement without an executed amendment.

B. Contractor Responsibilities

The Contractor shall:

1. Provide hardware maintenance services including:

a. Visually inspect and diagnose the UPS system condition and provide installation of all modular power revitalization components without interrupting critical operations.

b. Perform visual inspection of the UPS and Program Organization Unit (POU) solutions to verify that all system components are clean and function within manufacturer specifications.

c. Verify and documenting the system environment is within specified operating conditions, including:

room temperature, airflow, and dust contamination.

d. Inspect all power and control wire termination points, UPS, and POU.

e. Perform functional verification, which includes:

1) Check UPS and/or POU event and alarm logs.

2) Verify input, output and bypass voltages and current values are within manufacturer specifications.

3) Verify transfer to “on” battery operation and transfer to and from static bypass.

4) Check parallel operation performance.

2. Implement hardware updates, which include:

a. Verify and implement all required field advisories and modifications.

b. Check all circuit board revisions and updating hardware as required.

c. Update the firmware of the equipment according to manufacturer specifications.

3. Replace and upgrade aging critical UPS components.

a. Provide system configuration and functional verification.

b. Coordinate scheduling and delivery with the SCO Representative

1) Schedule delivery at least 24 hours in advance.

2) Confirm the battery type and quantity ordered, the delivery address, and any special site conditions.

3) Provide tracking information to the SCO Contract Manager and confirm shipment delivery.

c. Provide all equipment necessary to unload and transport all replacement components from the delivery truck to the installation site.

d. Install replacement components including the intelligence modules, static switch, power modules, power display, network management card, switchgear board, battery monitor board, system PSU, and modular battery replacement.

e. Update the UPS system with the new component information (i.e. serial numbers or applicable information) and verify the modular power revitalization is functioning to manufacturer specification.

f. Visually inspect and diagnose the UPS system condition.

g. Provide installation services without interrupting critical operations.

h. Provide the SCO Contract Manager with written recommendations regarding any action items not included in the SOW.

i. Remove and transport the used components to an SCO approved recycling and disposal center.

j. Provide at least one SCO contact listed in Section D. Contacts, Item 1 with system administration responsibilities.

4. Contractor Staff

a. Provide ExoXpert Power Distribution certified technician(s) who has performed modular power revitalization services for three years.

b. Ensure technician(s) and their replacements, as necessary, clear the SCO background check prior to performing services.

c. Sign the SCO Contractor/Consultant Confidentiality and Non-Disclosure Acknowledgment (ISO- 004b) form.

d. Perform on-site services during normal business hours, Monday through Friday, 8:00 a.m. to 5:00 p.m. Pacific Time (PT), excluding weekends and State holidays. State observed holidays may be found at http://www.calhr.ca.gov/employees/pages/state-holidays.aspx.

C. SCO Responsibilities

SCO shall:

1. Provide physical access to the facility and UPS system to complete services identified in this agreement.

2. Schedule and coordinate tasks and activities with the Contractor and certified technicians.

3. Provide the Contractor with at least 48 hours written notice whenever services must be rescheduled or cancelled.

4. Facilitate and for technician background checks as required.

D. Contacts

1. Direct all technical inquiries to:

State Controller's Office

Disbursements Bureau

Contractor

Name: Name:

Address: Address:

Phone: Phone:

Email: Email:

2. Direct all contract management inquiries to:

Disbursements Bureau

Contractor

3. Direct all agreement inquiries to:

Contracts and Procurement Office

Contractor

4. Contacts may be changed upon written notice to either party without an agreement amendment.

RFQ-ITS Number EDIS92224

Exhibit B

BUDGET DETAIL AND PAYMENT PROVISIONS

A. Invoicing and Payment

1. For services satisfactorily rendered, and upon receipt and approval of invoices, the State Controller’s Office (SCO) agrees to compensate the Contractor for actual expenditures incurred in accordance with the rates specified in Exhibit B, Attachment 1, Cost Worksheet.

2. Itemized invoices shall be submitted on Contractor’s letterhead not more frequently than monthly, in arrears and must include:

Agreement Number CDIS92224 Contractor’s name, address, and telephone number Dates of Service Description of the service(s) performed Description of parts replaced and itemized cost

If submitting electronically, send one PDF copy to ADMAP@sco.ca.gov.

If invoices cannot be submitted electronically, please mail one copy to:

State Controller’s Office Departmental Accounting Office

P.O. Box 942850 Sacramento, CA 94250-0001

Invoice inquiries: ADMAP@sco.ca.gov.

B. Budget Contingency Clause

1. It is mutually agreed that if the California State Budget Act for the current year and/or any subsequent fiscal years covered under this agreement does not appropriate sufficient funds for the Project, this agreement shall be of no further force and effect. In this event, SCO shall have no liability to pay any funds whatsoever to Contractor or to furnish any other considerations under this agreement and Contractor shall not be obligated to perform any provisions of this agreement.

2. If funding for the purposes of this Project is reduced or deleted for any fiscal year by the California State Budget Act, SCO shall have the option to either cancel this agreement with no liability occurring to SCO or offer an agreement amendment to Contractor to reflect the reduced amount.

C. Prompt Payment Clause

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

D. Disabled Veteran Business Enterprise (DVBE) Subcontractor Authorization to Withhold $10,000

SCO is authorized to withhold $10,000, or full payment if less than $10,000, from a prime contractor’s final payment pending receipt of a complete and accurate Prime Contractor’s Certification – DVBE Subcontracting Report STD 817. The report must be received within 60 days of the Agreement expiration date.

RFQ-ITS EDIS92224

Exhibit B, Attachment 1

Inserted upon award.

Exhibit C

INFORMATION TECHNOLOGY GENERAL PROVISIONS NON-CLOUD GOODS & SERVICES

DGS PD-403-ITGP Non-Cloud (Revised 02/20/2025)

Exhibit C, General Services Procurement Division, Information Technology General Provisions Non-Cloud Goods & Services DGS PD-403-ITGP Non-Cloud (Rev. 02/20/2025), https://www.dgs.ca.gov/- /media/Divisions/PD/Acquisitions/Solicitation-Document-Attachments/IT-General-Provisions-NonCloud-DGS- PD-403ITGP-Revised-02202025.pdf

If you do not have internet access, a hard copy can be provided.

Exhibit D

SPECIAL TERMS AND CONDITIONS

A. Insurance Requirements

The Contractor agrees the insurance herein required shall be in effect at all times during the term of this contract. Certificates of insurance are subject to the approval of the DGS and the Contractor agrees no work or services shall be performed prior to the giving of such approval. In the event the Contractor fails to keep in effect at all times insurance coverage as herein required, SCO may, in addition to any other remedies it may have, terminate this contract upon the occurrence of such event. SCO will not be responsible for any premiums or assessment on the policy. The dates of inception and expiration of coverage shall be specified on the certificate. The insurance coverage shall be on an occurrence basis only. The Contractor shall comply with all requirements outlined in Insurance Requirements and General Provisions. No payments will be made under this contract until contractor fully complies with all requirements.

The Contractor shall display evidence of the following coverage on an Acord certificate:

1. Commercial General Liability Insurance – The Contractor shall maintain general liability on an occurrence form with limits not less than $1 million per occurrence for bodily injury and property damage liability combined with a $2 million annual policy aggregate. The policy shall include coverage for liabilities arising out of premises, operations, independent contractors, products, completed operations, personal and advertising injury, and liability assumed under an insured contract. This insurance shall apply separately to each insured against whom claim is made, or suit is brought subject to the Contractor's limit of liability. The policy shall include the State of California, its officers, agents, employees, Adval Properties dba AKT Properties as additional insureds but only with respect to work performed under the Agreement. The additional insured endorsement must be provided.

2. Workers’ Compensation and Employer’s Liability – The Contractor shall maintain statutory workers’ compensation insurance issued and shall furnish to SCO a certificate of insurance evidencing workers’ compensation insurance and employer’s liability for all its employees who will be engaged in the performance of the Contract. In addition, employer’s liability limits of $1 million are required. By signing this contract, the Contractor acknowledges compliance with these regulations. A Waiver of Subrogation or Right to Recover endorsement in favor of SCO must be attached to the certificate.

3. Automobile Liability - Contractor shall maintain motor vehicle liability with limits not less than $1 million combined single limit per accident. Such insurance shall cover liability arising out of a motor vehicle including owned, hired, and non-owned motor vehicles. Should the scope of the Agreement involve transportation of hazardous materials, evidence of an MCS-90 endorsement or its equivalent is required. The policy must name The State of California, its officers, agents, and employees as additional insured, but only with respect to work performed under the Agreement. This may be satisfied by a blanket endorsement. If contractor will not have any commercially owned vehicles used during the life of this agreement, by signing this agreement, the Contractor certifies that the Contractor and any employees, subcontractors or servants possess valid automobile coverage in accordance with California Vehicle Code Sections 16450 to 16457, inclusive. The State reserves the right to request proof at any time.

4. Pollution Liability – Contractor shall maintain Pollution Liability covering the Contractor's liability for bodily injury, property damage and environmental damage resulting from pollution and related cleanup costs incurred, all arising out of the work or services to be performed under this agreement. Coverage shall be provided for both work performed on site, as well as during the transport of hazardous materials. Limits of not less than $1 million shall be provided. The policy must include the State of

California, its officers, agents, employees and servants as additional insureds, but only insofar as the operations under the Agreement are concerned.

The certificate of insurance must include the following provisions stating:

The Contractor shall comply with all requirements outlined in Insurance Requirements and General Provisions. No payments will be made under this agreement until contractor fully complies with all requirements.

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

2. Policy Cancellation or Termination & Notice of Non-Renewal – The Contractor is responsible to notify the State within five business days of any cancellation, non-renewal, or material change that affects required insurance coverage. New certificates of insurance are subject to the approval of the Department of General Services and the Contractor agrees no work or services will be performed prior to obtaining such approval. In the event the Contractor fails to keep in effect at all times the specified insurance coverage, the State may, in addition to any other remedies it may have, terminate this Contract upon the occurrence of such event, subject to the provisions of this contract.

3. Premiums, Assessments and Deductible – The Contractor is responsible for any premiums, policy assessments, deductibles or self-insured retentions contained within their insurance program.

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

5. Insurance Carrier Required Rating – All insurance companies must carry an AM Best rating of at least

“A-“ with a financial category rating of no lower than VII. If the Contractor is self-insured for a portion or all of its insurance, review of financial information including a letter of credit may be required.

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

7. Inadequate Insurance – Inadequate or lack of insurance does not negate the Contractor’s obligations under the Contract.

8. Subcontractors – In the case of the Contractor’s utilization of subcontractors to complete the contracted scope of work, the Contractor shall include all subcontractors as insureds under the Contractor’s insurance or supply evidence of subcontractor’s insurance to the State equal to policies, coverages and limits required of the Contractor.

9. Available Coverage/Limits – All coverage and limits available to the Contractor shall also be available and applicable to the State.

10. Satisfying an SIR – All insurance required by this Contract must allow the State to pay and/or act as the

Contractor’s agent in satisfying any self-insured retention (SIR). The choice to pay and/or act as the Contractor’s agent in satisfying any SIR is at the State’s discretion.

B. Licenses and Permits

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

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

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

C. Excise Tax

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

D. Potential Subcontractors

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

E. Prohibition of Tax Delinquents from Contracting

1. The State of California is prohibited from entering into any contracts for services with persons whose name appears on either list of the 500 largest tax delinquencies pursuant to Sections 7063 and 19195 of the Revenue and Taxation Code (RTC) and PCC Section 10295.4.

2. Contractor certifies that it is not included on either the California Franchise Tax Board’s (FTB) or on the California Department of Tax and Fee Administration’s (CDTFA) lists, that can be found at:

FTB: Top 500 past due balances | FTB.ca.gov

CDTFA: https://www.cdtfa.ca.gov/taxes-and-fees/top500.htm

F. Civil Rights Certifications

Public Contract Code section 2010 requires contractors on contracts of $100,000 or more to certify that they are in compliance with various civil rights laws.

G. Economic Sanctions on Russia

1. Ensure compliance with economic sanctions imposed by the U.S. government in response to Russia’s actions in Ukraine, as well as any sanctions imposed under state law (collectively, economic sanctions) including by refraining from new investments in, and financial transactions with, Russian institutions or companies that are headquartered or have their principal place of business in Russia (Russian entities), and not transferring technology to Russia or Russian entities. The Contractor is further notified that they will be subject to additional reporting requirements pursuant to Executive Order (N-6-22) issued by Governor Gavin Newsom on March 4, 2022.

2. The Contractor certifies that it is not on the U.S. Department of Treasury, Office of Foreign Assets

Control (OFAC) Sanctions List found at:

https://sanctionssearch.ofac.treas.gov/