G3121.0-26 - CrowdStrike 5 Year Renewal IFB.pdf

MTS Doc No: G3121.0-26

CROWDSTRIKE 5-YEAR RENEWAL

INVITATION FOR BIDS

MTS DOC. NO. G3121.0-26

V.21 - Local

TABLE OF CONTENTS

1. INTRODUCTION _________________________________________________________________ 7

CALENDAR OF EVENTS ________________________________________________________________ 7

DETAILED INFORMATION FOR THE CALENDAR OF EVENTS ___________________________________ 7

LINK INFORMATION FOR BID OPENING __________________________________________________ 8

MTS POINT OF CONTACT ______________________________________________________________ 8

ENCOURAGEMENT OF DISADVANTAGED BUSINESS ENTERPRISES (DBEs) AND OTHER SMALL

BUSINESSES _______________________________________________________________________________ 8

2. BID INFORMATION ______________________________________________________________ 9

2.1. SUBMISSION OF BIDS _________________________________________________________________ 9

2.2. SUBMITTAL FORMAT _________________________________________________________________ 9

3. GENERAL PROVISIONS __________________________________________________________ 10

3.1. EXAMINATION OF SPECIFICATION _____________________________________________________ 10

3.2. FALSE OR FRAUDULENT STATEMENTS AND CLAIMS _______________________________________ 10

3.3. CONTRACT PROVISIONS______________________________________________________________ 10

3.4. ADDENDA _________________________________________________________________________ 10

3.5. CLARIFICATIONS ____________________________________________________________________ 11

3.5.1. EXAMINATION OF DOCUMENTS __________________________________________________________ 11

3.5.2. SUBMITTING REQUESTS _________________________________________________________________ 11

3.5.3. MTS RESPONSES _______________________________________________________________________ 11

3.6. DEBARMENT AND SUSPENSION _______________________________________________________ 11

3.7. CHANGES _________________________________________________________________________ 12

3.8. COMPLIANCE WITH INDUSTRIAL SAFETY CODES __________________________________________ 12

3.9. WORKMANSHIP ____________________________________________________________________ 12

3.10. CONSISTENCY OF PRODUCT_________________________________________________________ 12

3.11. OMISSIONS ______________________________________________________________________ 12

3.12. BRAND NAMES ___________________________________________________________________ 12

3.13. COMPONENT MATERIAL ___________________________________________________________ 13

3.14. TAXES __________________________________________________________________________ 13

3.15. PRE-CONTRACTUAL EXPENSES ______________________________________________________ 13

3.16. PERIOD OF AWARD _______________________________________________________________ 13

3.17. W-9 FORMS _____________________________________________________________________ 13

3.18. CALIFORNIA WITHHOLDING FORMS __________________________________________________ 13

3.19. BID REVIEW _____________________________________________________________________ 13

3.20. CONDITIONAL OR NON-RESPONSIVE BIDS _____________________________________________ 14

3.21. SUBMISSION OF BIDS ______________________________________________________________ 14

3.21.1. FORMS ______________________________________________________________________________ 14

3.21.2. PRICES _______________________________________________________________________________ 14

3.22. VERIFY QUOTATIONS BID REVIEW ___________________________________________________ 14

3.23. FIRM PRICES _____________________________________________________________________ 14

3.24. SIGNATURE ______________________________________________________________________ 14

3.25. PROTEST PROCEDURES ____________________________________________________________ 14

3.25.1. PROTESTS PRIOR TO BID OPENING ________________________________________________________ 14

3.25.2. PROTESTS RECEIVED SUBSEQUENT TO BID OPENING __________________________________________ 14

3.25.3. PROTEST CONTENTS ____________________________________________________________________ 15

3.25.4. REPLY TO PROTESTS ____________________________________________________________________ 15

3.25.5. OPPORTUNITY TO BE HEARD _____________________________________________________________ 15

3.26. DUTY TO CLARIFY OBVIOUS AMBIGUITY ______________________________________________ 16

3.27. CONFIDENTIALITY, THE CALIFORNIA PUBLIC RECORDS ACT (PRA), AND THE FREEDOM OF

INFORMATION ACT _______________________________________________________________________ 16

3.27.1. EXCLUSIVE PROPERTY ___________________________________________________________________ 16

3.27.2. DISCLOSURE OF RECORDS _______________________________________________________________ 16

3.27.3. EXEMPTION FROM DISCLOSURE MAY BE DEEMED UNRESPONSIVE _______________________________ 17

3.27.4. INDEMNIFICATION OF MTS BY CONTRACTOR ________________________________________________ 17

3.27.5. PUBLIC INTEREST ______________________________________________________________________ 17

3.28. [NOT APPLICABLE] CALIFORNIA AIR RESOURCES BOARD (CARB) ___________________________ 17

3.29. REQUEST FOR APPROVED EQUALS (RFA) ______________________________________________ 17

4. SCOPE OF WORK/TECHNICAL SPECIFICATIONS _______________________________________ 19

4.1. INTRODUCTION ____________________________________________________________________ 19

4.2. SPECIFICATIONS ____________________________________________________________________ 19

4.3. [NOT APPLICABLE] PAYMENT PROCESSING SECURITY AND PAYMENT CARD INDUSTRY (PCI) DATA

SECURITY STANDARD (DSS) COMPLIANCE _____________________________________________________ 20

4.4. [NOT APPLICABLE] HEWLETT PACKARD ENTERPRISE (HPE) MINIMUM REQUIREMENTS __________ 20

4.5. [NOT APPLICABLE] CISCO MINIMUM REQUIREMENTS _____________________________________ 20

4.6. [NOT APPLICABLE] CONTRACTOR’S INFORMATION SECURITY RESPONSIBILITIES ________________ 20

4.7. [NOT APPLICABLE] SAFETY DATA SHEETS (SDS) ___________________________________________ 20

4.8. [NOT APPLICABLE] NO RIGHT TO POST SIGNS ____________________________________________ 20

4.9. [NOT APPLICABLE] WARRANTY ________________________________________________________ 20

4.10. [NOT APPLICABLE] REPLACEMENT PARTS _____________________________________________ 20

4.11. [NOT APPLICABLE] DELIVERY AND ACCEPTANCE ________________________________________ 20

4.12. [NOT APPLICABLE] LIQUIDATED DAMAGES ____________________________________________ 20

4.13. INVOICES ________________________________________________________________________ 20

5. ATTACHMENTS ________________________________________________________________ 22

6. SAMPLE OF STANDARD AGREEMENT, STANDARD CONDITIONS _________________________ 23

6.1. COMPLETE AGREEMENT _____________________________________________________________ 24

6.2. COUNTERPARTS ____________________________________________________________________ 24

6.3. SURVIVAL _________________________________________________________________________ 24

6.4. DUTY TO CLARIFY OBVIOUS AMBIGUITY ________________________________________________ 24

6.5. NOTICES __________________________________________________________________________ 24

6.6. CHANGES IN WORK _________________________________________________________________ 24

6.7. SEVERABILITY ______________________________________________________________________ 25

6.8. TERMINATION OF AGREEMENT________________________________________________________ 25

6.8.1. TERMINATION FOR CONVENIENCE ________________________________________________________ 25

6.8.2. TERMINATION FOR DEFAULT _____________________________________________________________ 26

6.9. ASSIGNABILITY _____________________________________________________________________ 26

6.10. STANDARD OF PERFORMANCE ______________________________________________________ 27

6.11. TIME ___________________________________________________________________________ 27

6.12. EXCUSABLE DELAYS / FORCE MAJEURE _______________________________________________ 27

6.13. SUSPENSION OF WORK ____________________________________________________________ 28

6.14. [NOT APPLICABLE] INSPECTION AND TESTING __________________________________________ 28

6.15. [NOT APPLICABLE] EXPEDITING ______________________________________________________ 28

6.16. INDEPENDENT CONTRACTOR _______________________________________________________ 28

6.17. THIRD PARTY BENEFICIARIES ________________________________________________________ 29

6.18. SUBCONTRACTORS ________________________________________________________________ 29

6.19. INDEMNITY ______________________________________________________________________ 29

6.20. DISPUTES, CLAIMS, AND RESOLUTION ________________________________________________ 29

6.21. NONWAIVER _____________________________________________________________________ 30

6.22. GOVERNING LAW AND CHOICE OF FORUM ____________________________________________ 30

6.23. LITIGATION EXPENSES _____________________________________________________________ 31

6.24. INSURANCE ______________________________________________________________________ 31

6.25. PRICE AND PAYMENT ______________________________________________________________ 35

6.26. CONSIDERATION PAID _____________________________________________________________ 36

6.27. COST PRINCIPLES _________________________________________________________________ 36

6.28. PROMPT PROGRESS PAYMENT AND RETENTION ________________________________________ 36

6.29. RECORDS RETENTION AND ACCESS TO SITES OF PERFORMANCE (APPLICABLE TO ALL CONTRACTS

AND SUBCONTRACTS) _____________________________________________________________________ 37

6.30. [NOT APPLICABLE] WARRANTIES AND GUARANTEES ____________________________________ 38

6.31. INTELLECTUAL PROPERTY WARRANTY ________________________________________________ 38

6.32. DATA RIGHTS ____________________________________________________________________ 38

6.33. EXCLUSIVE USE ___________________________________________________________________ 39

6.34. OWNERSHIP OF DOCUMENTS _______________________________________________________ 39

6.35. LANGUAGE AND MEASURE UNITS ___________________________________________________ 39

6.36. [NOT APPLICABLE] STANDARDS AND CODES ___________________________________________ 39

6.37. DBE AND OTHER SMALL BUSINESS PARTICIPATION _____________________________________ 39

6.38. AMERICANS WITH DISABILITIES ACT __________________________________________________ 39

6.39. SUBSTANCE ABUSE ________________________________________________________________ 39

6.39.1. CONTRACTORS CERTIFICATION: ___________________________________________________________ 40

6.39.2. INDEMNIFICATION OF MTS: ______________________________________________________________ 40

6.39.3. SURVIVAL OF MTS’ INDEMNIFICATION RIGHTS: ______________________________________________ 40

6.39.4. FAILURE TO COMPLY WITH DRUG AND ALCOHOL TESTING OBLIGATIONS MAY RESULT IN TERMINATION OF

CONTRACT: ____________________________________________________________________________________ 40

6.40. EQUAL EMPLOYMENT OPPORTUNITY (EEO) PROGRAM __________________________________ 40

6.40.1. MTS’S EEO PROGRAM: __________________________________________________________________ 40

6.40.2. COMPLIANCE WITH REGULATIONS: ________________________________________________________ 40

6.41. COVENANT AGAINST CONTINGENT FEES ______________________________________________ 40

6.42. CALIFORNIA POLITICAL REFORM ACT _________________________________________________ 41

6.43. ENVIRONMENTAL PROTECTIONS ____________________________________________________ 41

6.44. [NOT APPLICABLE] IDENTIFICATION OF PERSONNEL/SECURITY ____________________________ 41

6.45. [NOT APPLICABLE] ROADWAY WORKERS PROTECTION (RWP) TRAINING ____________________ 41

6.46. [NOT APPLICABLE] FLAGGING _______________________________________________________ 41

6.47. [NOT APPLICABLE] SIGNALING MARKOUT _____________________________________________ 41

6.48. [NOT APPLICABLE] CALIFORNIA AIR RESOURCES BOARD (“CARB”) _________________________ 41

6.49. [NOT APPLICABLE] WATER QUALITY MANAGEMENT AND COMPLIANCE ____________________ 41

6.50. [NOT APPLICABLE] PUBLIC WORKS ___________________________________________________ 41

6.51. [NOT APPLICABLE] CONFLICT OF INTEREST LAWS FOR MTS CONSULTANT ___________________ 41

6.52. [NOT APPLICABLE] PAYMENT CARD INDUSTRY DATA SECURITY STANDARD: PAYMENT CARD

INDUSTRY (PCI) DATA SECURITY STANDARD (DSS) COMPLIANCE REQUIREMENTS _____________________ 41

7. FORMS _______________________________________________________________________ 42 CONTACT INFORMATION _______________________________________________________________________ 43 BID FORM ___________________________________________________________________________________ 44 DESIGNATION OF SUBCONTRACTORS _____________________________________________________________ 45 MTS DBE PROGRAM - INFORMATION FOR BIDDER LIST AND COMMERCIAL USEFUL FUNCTION _____________ 47 CERTIFICATION REGARDING DEBARMENT, SUSPENSION AND OTHER INELIGIBLE AND VOLUNTARY EXCLUSIONS

LOWER THAN TIER COVERED TRANSACTIONS ______________________________________________________ 51 STATUS OF CURRENT AND PAST CONTRACTS _______________________________________________________ 52 FINANCIAL QUESTIONNAIRE FORM _______________________________________________________________ 55 CALIFORNIA PUBLIC RECORD ACT (PRA) ACKNOWLEDGEMENT _________________________________________ 57 NONCOLLUSION DECLARATION __________________________________________________________________ 58 IRAN CONTRACTING ACT CERTIFICATION __________________________________________________________ 59 REQUEST FOR PRE-OFFER CHANGES OR APPROVED EQUAL ___________________________________________ 60 SAMPLE PROMPT PAYMENT CERTIFICATION FORM __________________________________________________ 61

1. INTRODUCTION

The San Diego Metropolitan Transit System (MTS) is seeking offers for CROWDSTRIKE 5-YEAR RENEWAL (to be referred to as “the project”) for a contract term of three (3) years with two (2) 1-year options.

The Scope of Work is to be supplied hereunder for the primary use of MTS. MTS is a California public agency established by California Public Utilities Code, Section 120000. et. seq. MTS and its subsidiaries are subject to the California Tort Claims Act (Cal. Pub. Util. Code § 120202).

MTS strongly encourages bidders to register to become a vendor on PlanetBids. Vendors can receive information about bid notices, addenda, bid awards, submit bids online (when applicable), and view and update in their portal. Bidders are advised that the MTS website link above is the only true source of information for MTS procurements. MTS shall not be held responsible for other third-party websites that may post some or all of MTS’s solicitation documents.

MTS reserves the right to accept any Bid, or any part or parts thereof, or to reject any and all Bids.

As a condition of award the successful Bidder will be required to execute MTS Standard Agreement found in this Invitation for Bids (IFB). Please read this agreement carefully. The successful Bidder may be required to provide a copy of its latest financial statement prior to award.

CALENDAR OF EVENTS

Event Date

MTS Issues IFB September 19, 2025

Deadline for Submitting Written Questions/Clarifications and/or Request for Approved Equals (RFAs):

5:00 P.M., Prevailing Local Time, on October 2, 2025

MTS Issues Response to Written Questions/Clarifications and/or RFAs Deadline:

October 6, 2025

Bid Opening: 2:00 P.M., Prevailing Local Time, on October 14, 2025

MTS Issues Notice of Intent to Award: Week of: October 20, 2025

Anticipated Contract Award (MTS Board of Directors Approval):

November 20, 2025

*These dates are tentative and subject to change by MTS.

DETAILED INFORMATION FOR THE CALENDAR OF EVENTS

Deadline for Submitting Questions/RFA By this date and time, all interested Bidders/sub-contractors/suppliers/all interested parties must have submitted in writing all questions, clarifications, and RFAs to MTS’ online bid portal PlanetBids, through the procurement website www.sdmts.com/business-center/procurement.

Additional details on the RFA process can be found in the General Provisions.

MTS Issues Response to Questions/RFA’s:

By this date, MTS will respond in writing to all questions, clarifications, and requests for equals that were submitted. These responses will be provided to all on PlanetBids.

Bid Opening: Bids will be publicly opened and read via Teams An invitation link will be provided via PlanetBids.

Bids arriving after this time or at a location other than that which is specified in this IFB will be returned unopened.

Notice of Intent to Award (NIA): At approximately this date the NIA letter will be posted on PlanetBids advising Bidders of the apparent lowest responsive responsible Bidder and the bid amount.

Anticipated Contract Award: On the board meeting date listed above, the contract is scheduled to be approved by the MTS Board of Directors. After this date, a contract will be executed and the Notice to Proceed will be issued.

LINK INFORMATION FOR BID OPENING

Teams link for bid opening available on PlanetBids.

MTS POINT OF CONTACT

Justin Plaetzler, Procurement Specialist is the sole point of contact for this solicitation. He can be reached via telephone at (619)557-4596 or via email at Justin.Plaetzler@sdmts.com Bidders are directed not to contact other MTS staff or Board Members in connection with this Solicitation. Failure to follow this instruction may render the Bid non-responsive.

ENCOURAGEMENT OF DISADVANTAGED BUSINESS ENTERPRISES (DBEs) AND

OTHER SMALL BUSINESSES

MTS encourages the participation of DBEs, minority owned businesses (MBEs), women owned businesses (WBEs), disabled veteran business enterprises (DVBEs), lesbian gay bisexual transgender owned businesses (LGBTBEs) persons with disabilities business enterprises (PDBE) and small businesses (SB) in the performance of all of its contracts. MTS encourages the Contractor to outreach to DBEs and other small business enterprises for any potential subcontracting opportunities on this project. If interested in learning about bonding or financial assistance that may be available for small businesses, visit www.sba.gov. If interested in learning about the eligibility requirements to become certified as a DBE, MBE, WBE, DVBE, LGBTBE, PDBE or SB or how to view a list of certified firms, please contact MTS’s DBE Liaison Officer, Samantha Leslie, at Samantha.Leslie@sdmts.com for more information.

2. BID INFORMATION

2.1. SUBMISSION OF BIDS

Bids must be submitted on or before the deadline shown on the calendar of events. All bids will be opened publicly.

Bids received after the specified date and time will be rejected.

2.2. SUBMITTAL FORMAT

Bidders are to upload an electronic copy of their bid to MTS’ online bid portal on PlanetBids. Bids will be accepted until the date and time listed on the Calendar of Events, at which time all such bids will be opened, and all results announced publicly.

3. GENERAL PROVISIONS

MTS hereby invites bids for the project consistent with the scope of work, general provisions, and requirements herein.

The contract award is subject to the approval of the MTS Board of Directors.

3.1. EXAMINATION OF SPECIFICATION

In submitting its bid, the Bidder certifies that:

A. It has carefully examined the requirements, scope of work, and all provisions relating to the scope of work to be furnished or the work to be done, and understands the meaning, intent, and requirements of and agrees to the same; and

B. It will enter into a written contract and furnish the scope of work or complete the work in the specified time and in strict conformity with the scope of work shown herein for the price bid.

3.2. FALSE OR FRAUDULENT STATEMENTS AND CLAIMS

The successful Bidder shall recognize that by submitting the Bid Form, the Bidder certifies the truthfulness and accuracy of any statement it has made pertaining to this procurement. In addition to other penalties that may be applicable, the Bidder also acknowledges that if it makes false, fictitious, or fraudulent claims, statements, submissions, or certifications, MTS reserves the right to impose the penalties of the Program Fraud Civil Remedies Act of 1986, as amended, on the Bidder to the extent MTS deems appropriate.

3.3. CONTRACT PROVISIONS

The contract between MTS and the successful Bidder shall contain the following provisions:

A. The Scope of Work, including any Addenda, and Approved Equals;

B. Bid (Cost) Form;

C. The attached sample Standard Agreement including the Standard Conditions. The execution of the Standard Agreement will be required after an award is made;

D. Forms; and

E. Attachments (as applicable).

3.4. ADDENDA

MTS reserves the right to amend the IFB at any time. Any amendments to or interpretations of any content of this IFB shall be via written addenda. MTS shall provide copies of Addenda to all prospective Bidders officially known to have received the IFB through MTS’ online bid portal on PlanetBids. Failure of any prospective Bidders to receive the notification or addendum shall not relieve the Bidder from any obligation under its bid as submitted under the IFB. All addenda issued shall become part of the IFB. Prospective Bidders shall acknowledge the receipt of each individual addendum and all prior addenda in their bids, using the Addenda tab through MTS’ online bid portal on PlanetBids. Bidders who fail to follow this instruction may be disqualified from further participation in this competitive procurement.

If MTS determines that the addenda may require significant additional time for the preparation of bids, the deadline for submittal may be postponed by a number of days that MTS determines will allow Bidders adequate time to revise their bids. Any new due date shall be included in the addenda.

3.5. CLARIFICATIONS

3.5.1. EXAMINATION OF DOCUMENTS

Should a Bidder require clarifications of this IFB, the Bidder shall notify MTS in writing via the Q&A tab through MTS’ online bid portal on PlanetBids. Should it be found that the point in question is not clearly expressed in the Solicitation, MTS will publish an addendum of clarification.

3.5.2. SUBMITTING REQUESTS

A. Questions, including those that could not be specifically answered at the pre-bid meeting, clarifications, or comments must be submitted in writing through MTS’ online bid portal on PlanetBids and, must be received by MTS no later than the date and time listed on the Calendar of Events.

B. All requests must provide a sufficient amount of information, such that MTS is able to craft an appropriate response, based upon the initial submittals. Any information considered by Bidders to be Proprietary, Trade Secret, or otherwise Confidential shall also be clearly identified. MTS will develop its response from its interpretation of the content of the request. Thus, inadequate or irrelevant information may cause MTS to decline the request.

3.5.3. MTS RESPONSES

MTS’ responses will be provided in writing to all prospective Bidders via MTS’ online bid portal on PlanetBids. To the extent possible, MTS will not disclose such proprietary information to other Bidders or “interested parties.”

3.6. DEBARMENT AND SUSPENSION

The resultant contract is a covered transaction for purposes of 2 C.F.R. Part 180 and 1200. As such, the successful Bidder is required to verify that the Bidder, its principals, as defined at 2 C.F.R. 180.995, or affiliates, as defined at 2 C.F.R. 180.905, are not excluded or disqualified as defined at 2 C.F.R. 180.940 and 180.935.

The successful Bidder is required to comply with 2 C.F.R. 180, Subpart C, and must include the requirement to comply with 2 C.F.R. 180, Subpart C, in any lower tier covered transaction it enters into.

By signing and submitting its bid, the successful Bidder also certifies as follows:

The certification in this clause is a material representation of fact relied upon by MTS. If it is later determined that the successful Bidder knowingly rendered an erroneous certification, in addition to remedies available to MTS, the Federal Government may pursue available remedies, including but not limited to suspension and/or debarment. The successful Bidder agrees to comply with the requirements of 2 C.F.R. 180, Subpart C, while this offer is valid and throughout the period of any Contract that may arise from this offer. The successful Bidder further agrees to include a provision requiring such compliance in its lower tier covered transactions.

3.7. CHANGES

Prior to award of a contract, the General Provisions, Scope of Work/Minimum Technical Specifications, Addenda, and all certification documents of this IFB, constitute the potential contract. Any requests for change in these documents must be submitted according to the instructions of the IFB. All changes to this IFB will be made by MTS through a written addendum.

There will be no oral changes, oral communications are not binding.

MTS reserves the right to change or cancel the bid opening date at its discretion.

3.8. COMPLIANCE WITH INDUSTRIAL SAFETY CODES

All equipment shall be in complete compliance with all requirements of the laws of the State of California and City and County of San Diego, as well as all applicable federal laws and regulations at date of delivery and/or installation at MTS.

3.9. WORKMANSHIP

All Bidders must conform to the final approved specifications. Workmanship throughout shall conform to the highest standard of commercially accepted practice for the class of work and shall result in a neat and finished appearance.

3.10. CONSISTENCY OF PRODUCT

On procurements requiring multiple units or periodic or phased delivery of a product, all units of the product shall be identical unless otherwise provided for in the technical specifications.

Contractor will be required to correct or replace (at MTS discretion) said units or products found to be inconsistent and compensate MTS for any damages incurred.

3.11. OMISSIONS

No advantage shall be taken by the Bidder and/or manufacturer in the omission of any parts or details, which make the equipment complete and ready for service, even though such parts or details are not mentioned in these specifications. All units or parts not herein specified shall be manufacturer’s standard units.

3.12. BRAND NAMES

Whenever reference to a specific “Brand Name” is made in the specifications, it is to be considered solely illustrative, and is used merely to describe a component which has been selected by MTS as best meeting the specific minimal operational, design, performance, capacity, maintenance, quality, and reliability criteria of the desired end product. Wherever a “Brand Name” appears, the term “or approved equal” shall be automatically inferred.

3.13. COMPONENT MATERIAL

The Bidder shall assume responsibility for materials and accessories used in the manufacture thereof, whether the same are made by the manufacturer or purchased under sub-contract.

3.14. TAXES

MTS is exempt from the payment of Federal Excise Tax, so such tax must not be included in bid prices. Necessary exemption certificates will be furnished to the successful Bidder. Bidder shall show applicable California Sales Tax separately as part of the contract price.

In the case of out-of-state bidders, MTS will pay use tax directly to the State of California.

3.15. PRE-CONTRACTUAL EXPENSES

Pre-contractual expenses are defined as expenses incurred by Bidder in: 1) Preparing the bid in response to this Solicitation; 2) Submission of said bid to MTS; and 3) Any other expenses incurred by Bidder prior to date of award.

MTS shall not, in any event, be liable for any pre-contractual expenses incurred by the Bidder.

Bidder shall not include any such expenses in its bid. In submitting its bid, the Bidder certifies that no such expenses are included in its offer, as submitted.

3.16. PERIOD OF AWARD

MTS reserves the right to award within one hundred twenty (120) calendar days after the Bid opening date. Should the award be delayed beyond this period, such award shall be conditioned upon Bidder’s acceptance.

3.17. W-9 FORMS

Upon award, all Contractors must have a W9 on file with MTS. Completed forms must be submitted to MTS Procurement Department, point of contact electronically.

3.18. CALIFORNIA WITHHOLDING FORMS

Upon award, all Contractors must complete the Form 590 Withholding Exemption Certificate if they have a permanent place of business in California, or Form 587 Nonresident Withholding Allocation Worksheet if the Contractor does not have a place of business in California. Completed forms must be submitted to the point of contact electronically.

3.19. BID REVIEW

The Basis of Award will be the lowest responsive, responsible Bidder:

A. Bids will be reviewed as to:

i. Compliance with the General Provisions.

ii. Compliance with the Scope of Work/Technical Specifications.

B. The lowest responsive, responsible Bidder will be determined by (A) above, and a comparison of the total bid amount, inclusive of any options.

MTS reserves the right to reject any bid, or parts thereof, or to reject any item or items therein, and to waive errors in technicalities, postpone or cancel at any time; and to award one or more contracts, or a part of a contract, on the bids submitted, either by award of all or some items to one bidder, or by award of separate items or group of items to various bidders, as the best interests of MTS may dictate.

3.20. CONDITIONAL OR NON-RESPONSIVE BIDS

Conditional bids or those that take material exception to the specifications or any other requirements of this Solicitation or its resultant Agreement will be considered non-responsive and will be rejected.

3.21. SUBMISSION OF BIDS

3.21.1. FORMS

All bids shall be submitted on the blank forms provided by MTS.

3.21.2. PRICES

All prices and notations must be in ink or typewritten. Mistakes may be crossed out and corrections typed or written with ink adjacent thereto and must be initialed in ink by person signing the bid.

3.22. VERIFY QUOTATIONS BID REVIEW

Bidders are cautioned to completely check their Bids for accuracy prior to submission. Bids cannot be withdrawn or corrected after they are opened publicly announced.

3.23. FIRM PRICES

Prices on bids shall be firm-fixed price and not subject to escalation. However, should a Solicitation allow for escalation, the escalation rates, and the maximum limit shall be shown. If no limit is set by Bidder to this escalation in the bid, the bid shall not be considered. In the event of a decline in market price(s), MTS shall receive the benefit of such decline.

3.24. SIGNATURE

All submission documents must be signed as indicated. A bid by a corporation must be signed by a duly authorized officer, employee or agent. Unendorsed documents may be grounds for disqualification from this solicitation.

3.25. PROTEST PROCEDURES

3.25.1. PROTESTS PRIOR TO BID OPENING

Following the advertisement of this formal IFB, or a denial of approved equal, or if there is any other matter, which a Bidder may wish to protest, a protest may be filed with MTS.

Protests must be in writing and received by MTS within ten (10) calendar days after the first advertisement of the IFB. MTS’ Chief Executive Officer or designee will notify all bidders that a protest has been filed, and will issue a written decision on the protest prior to the bid opening. A protest may be renewed by re-filing the protest with MTS within fifteen

(15) calendar days from the emailed date of the notice of intent to award. The protest must be received by MTS no later than 4:00 p.m. Pacific Standard Time (PST) on the due date.

3.25.2. PROTESTS RECEIVED SUBSEQUENT TO BID OPENING

MTS will review all bids and determine the winning bid. A Notice of Intent to Award will be emailed to all bidders. Any protest to the Notice of Intent to Award must be in writing and received by MTS within fifteen (15) calendar days from the emailed date of the Notice of Intent to Award. The protest must be received by MTS no later than 4:00 p.m. PST on the due date.

3.25.3. PROTEST CONTENTS

The protestor must demonstrate or establish a clear violation of a specific law or regulation, e.g., a violation of the prohibition against unduly exclusionary and restrictive specifications, or a violation of the Buy America requirements.

Protests must contain a full and complete written statement of the grounds for protest and all supporting documentation. MTS may, but is not obligated to request additional information concerning the grounds for protest.

3.25.4. REPLY TO PROTESTS

Under Board Policy No. 52, Section 52.7, the Procurement Manager has been designated as the MTS staff responsible for replying to protests related to solicitations.

MTS will review all protests as soon as possible. All materials submitted by the protestor will be considered. Such material will not be withheld from any interested party outside of MTS or any agency, which may be involved with the procurement except to the extent that the withholding of information is permitted or required by law or regulation. If the protestor determines that the protest contains proprietary material, which should be protected, a statement advising of this fact may be affixed to the front page of the protest document and the alleged proprietary information must be identified wherever it appears.

The Procurement Manager will reply to all protests in writing with its determination.

3.25.5. OPPORTUNITY TO BE HEARD

Protestors shall have an opportunity to appear and be heard before the Board prior to the opening of the procurement solicitation; in the case of protests based on the content of the procurement solicitation, or prior to final award in the case of protests based on other grounds, or the renewal of protests based on the content of the procurement solicitation.

A request for a Protest Hearing at the Board regarding the protest shall be in writing and directed to the General Counsel. A request for a Protest Hearing shall be received within five (5) business days of the Procurement Manager’s written decision. The protest must be received by MTS no later than 4:00 p.m. Pacific Standard Time (PST) on the due date.

All requests for a Protest Hearing at the Board shall contain a full and complete written statement specifying in detail the grounds of the protest, the facts supporting the protest, and any disagreement or additional information that the Protestor has in response to the Procurement Manager’s decision.

The decision of the Board shall be in writing and constitutes a final administrative decision for purposes of judicial review pursuant to Section 1094.6 of the Code of Civil Procedure.

3.26. DUTY TO CLARIFY OBVIOUS AMBIGUITY

The Bidder is required to seek clarification of any obvious ambiguity contained in the bid documents. Failure to do so will result in an interpretation of the ambiguous provision favorable to MTS should a dispute later arise concerning that provision.

3.27. CONFIDENTIALITY, THE CALIFORNIA PUBLIC RECORDS ACT (PRA), AND THE

FREEDOM OF INFORMATION ACT

3.27.1. EXCLUSIVE PROPERTY

Responses to this IFB shall become the exclusive property of MTS and are subject to disclosure under the PRA.

Those elements of each bid that are trade secrets, as the term is defined in Civil Code Section 3426.1(d) or otherwise exempt by law from disclosure and which are prominently marked as Trade Secret, Confidential or Proprietary may not be subject to disclosure. This may include private financial information about a bidder but does not include the proposed price submitted as part of the bid.

The California Public Contract Code section 20216 provides that other than proprietary information, the content of any invitation for bid, any bid received, and any other communications between a transportation agency and a potential bidder on a contract that is subject to subdivision (a) shall be made available to the public no later than the same time that a recommendation for awarding a contract is made to the governing board or persons responsible for approving the award of a contract to a bidder, except that the price proposed in any bidder’s initial bid shall be available upon the opening of the bid by the agency requesting the bid.

3.27.2. DISCLOSURE OF RECORDS

A. Unless a State or Federal law or regulation requires that information or a document is exempt from disclosure to third parties, MTS does not consent to withhold information, merely because it is accompanied by a routine confidentiality statement.

B. As provided by State and Federal laws, regulations, and guidance, MTS will review information and documents that are the subject of each confidentiality request to determine the extent to which it must withhold the information or those documents.

C. Any genuinely confidential or privileged information should be:

i. Marked clearly and specifically as Trade Secret, Confidential or Proprietary; and

ii. Accompanied by a statement detailing why the information is exempt from public disclosure under State and Federal law. Simply restating the Civil Code definition of a Trade Secret is not sufficient. The statement must include a factual and legal analysis supporting the Bidder’s conclusion that the specific document marked is exempt from disclosure.

Bidder shall identify and provide a list of all the sections/page numbers marked as “confidential” and/or “proprietary” in its bid submittal.

3.27.3. EXEMPTION FROM DISCLOSURE MAY BE DEEMED UNRESPONSIVE

MTS will take into consideration documents that Bidder deem exempt from disclosure, which must be marked Trade Secret, Confidential or Proprietary.

Bidders who indiscriminately identify all or most of their Bids as exempt from disclosure without justification may be deemed unresponsive.

3.27.4. INDEMNIFICATION OF MTS BY CONTRACTOR

The Bidder agrees to defend and indemnify MTS in any action on a PRA request for any of the contents of a Bid marked Trade Secret, Confidential or Proprietary.

Bidder agrees to absorb all costs and expenses, including attorneys’ fees, in any action or liability arising from Bidder’s claim that its documents are exempt from disclosure under the PRA.

3.27.5. PUBLIC INTEREST

The public interest exemption of the California PRA provides that an agency may withhold the disclosure of a record by showing that the public interest served by not making the record public clearly outweighs the public interest served by disclosure of the record.

Bidders must sign the attached California PRA acknowledgement form and submit with the bid.

3.28. [NOT APPLICABLE] CALIFORNIA AIR RESOURCES BOARD (CARB)

3.29. REQUEST FOR APPROVED EQUALS (RFA)

Wherever in the solicitation, a particular brand, or make of material, or equipment is shown or specified, such material or equipment is to be regarded merely as a standard for the purpose of concisely indicating the requirements as to type, quality, performance, design and finish. Any material or equipment other than that specified will be acceptable if, in the opinion of the Project Manager, it is as satisfactory for the particular work for which it was intended as the material or equipment specified. Complete documentation in support of an “or equal” offer will be required.

The documentation to be provided is as follows:

Approved Equal Evaluation Criteria

1. Direct technical and performance comparisons between the proposed equal and the OEM product currently used by MTS.

2. Submission of proof which illustrates that the product complies and adheres to appropriate industry standards.

3. “Accredited Independent Laboratory” analysis report comparing the proposed product with the OEM currently used by MTS.

4. Characteristics, properties, of specifications of the vendor’s product.

5. Copy of Manufacturer’s Quality Assurance Program and Quality Assurance Manual, if available.

6. Contact names and telephone numbers of other municipalities with transit fleets and other users that utilize the proposed product from the Bidder.

Bidder should make its best efforts to provide all six (6) product “Evaluation Criteria” points by numbering all six (6) points on the submitted documentation. This will enable all non-technical personnel to identify if the criteria are satisfied.

MTS reserves the right to reject any such other material or equipment offered if such material or equipment is not in all respects equal in function or performance to the requirements of the technical specifications or to the originally named illustrative example. Unless there is a specific statement to the contrary, the bidder understands that requests for such approval of any alternative material or equipment as required in the Approved Equal Evaluation Criteria described above shall be submitted on or before the deadline for submitting written questions/clarifications and RFA. MTS shall be the sole judge of the acceptability of items offered as equal to that specified and may reject any item not considered as equal. The Bidder shall be prepared to provide a non-returnable sample if requested by MTS.

4. SCOPE OF WORK/TECHNICAL SPECIFICATIONS

4.1. INTRODUCTION

MTS Information Security and Intelligence (ISI) team is continuing its efforts to maintain and enhance its cybersecurity posture through the ongoing use of CrowdStrike’s Endpoint Detection and Response (EDR) and Next-Gen Security Information and Event Management (SIEM) solutions. These integrated platforms provide comprehensive visibility, real-time threat detection, and rapid incident response capabilities across the organization’s digital infrastructure.

CrowdStrike EDR enables the ISI team to monitor and defend against advanced threats at the endpoint level, ensuring proactive threat mitigation and reducing potential impact from cyber incidents. Simultaneously, the Next-Gen SIEM supports centralized security monitoring, compliance efforts, and incident investigation through advanced analytics and automated threat correlation.

This continuation supports MTS’s strategic cybersecurity objectives by maintaining critical tools that are essential for safeguarding operations and protecting vital transit infrastructure.

4.2. SPECIFICATIONS

This Scope of Work/minimum technical specifications outlines the proposed renewal of a base three (3) year engagement that will start on December 18, 2025 until December 17, 2028, with the option for two (2) additional 1-year renewals from December 18, 2028 through December 17, 2030, for CrowdStrike EDR and Next-Generation SIEM services. Payments will be made on an annual basis for this engagement.

The ongoing use of Falcon Endpoint Protection Premium includes the following components to protect approximately 1,168 desktops, servers, and mobile devices:

ITEM MFR PART ITEM DESCRIPTION QUANTITY

1 CS.EPPPREBDL.SOLN

Falcon Endpoint Protection Premium Bundle

2 CS.TG.STD Threat Grap Standard 1168

3 CS.PREVENT.SOLN Prevent 1168

4 CS.INSIGHT.SOLN Insight 1168

5 CS.DISC.SOLN Discover 1168

6 CS.DEVICE.SOLN Falcon Device Control 1168

7 CS.FIREWALL.SOLN Falcon Firewall Management 1168

8 CS.INTEL.SOLN Falcon Intelligence 1168

9 CS.OW.SVC Overwatch 1168

10 RR.HOS.ENT.EXPS Express Support 1

12 CS.SPOTLT.SOLN Falcon Spotlight 1168

13 CS.FALMOBST.SOLN Falcon for Mobile Standard 200

15 CS.INSMOB.SOLN Insight for Mobile 200

16 CS.TGM.STD Threat Graph Standard for Mobile 200

To support centralized monitoring and long-term visibility, the following SIEM services will continue:

ITEM MFR PART ITEM DESCRIPTION QUANTITY

1 CS.NGSIEMG.SOLN

Falcon Next-Gen SIEM Additional Ingestion

2 CS.NGSIEM365D.SOLN

Falcon Next-Gen SIEM365 Day Retention

3 CS.FSR.365.SOLN Falcon Search Retention - 365 days 1168

4 RR.HOS.ENT.EXPS Express Support 1

This combined solution ensures the ISI team is equipped with advanced threat detection, response, and analytics capabilities needed to protect MTS’s infrastructure and operations from today’s dynamic cyber threat landscape.

4.3. [NOT APPLICABLE] PAYMENT PROCESSING SECURITY AND PAYMENT CARD INDUSTRY

(PCI) DATA SECURITY STANDARD (DSS) COMPLIANCE

4.4. [NOT APPLICABLE] HEWLETT PACKARD ENTERPRISE (HPE) MINIMUM REQUIREMENTS

4.5. [NOT APPLICABLE] CISCO MINIMUM REQUIREMENTS

4.6. [NOT APPLICABLE] CONTRACTOR’S INFORMATION SECURITY RESPONSIBILITIES

4.7. [NOT APPLICABLE] SAFETY DATA SHEETS (SDS)

4.8. [NOT APPLICABLE] NO RIGHT TO POST SIGNS

4.9. [NOT APPLICABLE] WARRANTY

4.10. [NOT APPLICABLE] REPLACEMENT PARTS

4.11. [NOT APPLICABLE] DELIVERY AND ACCEPTANCE

4.12. [NOT APPLICABLE] LIQUIDATED DAMAGES

4.13. INVOICES

Invoices must be sent to the MTS Accounting Department, via email, at ap@sdmts.com. All invoices must have the Purchase Order and contract number clearly displayed to ensure timely payment. MTS will not pay on packing slips, receiving documents, delivery documents, or other similar documents. Invoices must be submitted for payment.

Payment terms shall be net 30 days from invoice date. Payments for software licenses, subscriptions, or maintenance may be paid annually in advance. If MTS rejects an incorrectly submitted invoice and sends it back for correction, the net 30 days restart from the corrected invoice date.

Contractors must also indicate if any of the invoiced amount(s) is for service or work provided by a subcontractor and indicate the amount that will be paid to the subcontractor. Contractors must also comply with the prompt payment requirements in the Prompt Progress Payments section of the Standard Conditions.

5. ATTACHMENTS

ATT 1 Bid Form (See PlanetBids)

.21 - Local

6. SAMPLE OF STANDARD AGREEMENT, STANDARD

CONDITIONS

STANDARD AGREEMENT

FOR

MTS DOC. NO. G3121.0-26

CROWDSTRIKE 5-YEAR RENEWAL

THIS AGREEMENT is entered into this __________ day of ___________, 2025 in the State of California by and between San Diego Metropolitan Transit System (“MTS”), a California public agency, and the following, hereinafter referred to as "Contractor":

Name: Address:

Form of Business:

(Corporation, Partnership, Sole Proprietor, etc.) Email:

Telephone:

Authorized person to sign contracts Name Title

The Contractor agrees to provide services as specified in the conformed Scope of Work/Minimum Technical Specification (Exhibit A), Contractor’s Bid/Pricing Form (Exhibit B), and in accordance with the Standard Agreement, including Standard Conditions (Exhibit C) and Forms (Exhibit D).

The contract term is for up to 3 base years and 2 1-year option years, exercisable at MTS’s sole discretion, for a total of 5 years. Base period shall be effective December 18, 2025 through December 17, 2028 and option years shall be effective December 18, 2028 through December 17, 2030, if exercised by MTS.

Payment terms shall be net 30 days from invoice date. The total cost of this contract shall not exceed $____ for the base years and $____ for the option years, for a contract total not to exceed $____ without the express written consent of MTS.

SAN DIEGO METROPOLITAN TRANSIT SYSTEM CONTRACTOR NAME

By:

Sharon Cooney, Chief Executive Officer By

Approved as to form:

By: Title:

Karen Landers, General Counsel

STANDARD CONDITIONS

6.1. COMPLETE AGREEMENT

This Agreement, including all applicable terms, conditions, and specifications, is the entire agreement of the parties and no attempted modification shall be binding unless in writing and signed by MTS and the Contractor.

MTS reserves the right to use alternative vendors/contractors at any time for any reason.

6.2. COUNTERPARTS

This Agreement may be executed in any number of counterparts. All such counterparts shall be deemed to constitute one and the same instrument, and each of said counterparts shall be deemed an original thereof.

6.3. SURVIVAL

Notwithstanding MTS's acceptance of the services and payment therefore, Contractor shall remain obligated under all clauses of this Agreement which expressly, or by their nature, extend beyond and survive such acceptance and payment.

6.4. DUTY TO CLARIFY OBVIOUS AMBIGUITY

The Contractor is required to seek clarification of any obvious ambiguity contained in the contract documents. Failure to do so will result in an interpretation of the ambiguous provision favorable to MTS should a dispute later arise concerning that provision.

6.5. NOTICES

All notices or other communications to either party by the other shall be deemed given when made in writing and deposited in the United States Post Office, addressed as follows:

To MTS:

San Diego Metropolitan Transit System Attention: Chief Executive Officer 1255 Imperial Avenue, Suite 1000 San Diego, CA 92101-7490

To Contractor:

As shown on front page.

6.6. CHANGES IN WORK

No payment for changed or additional work shall be made unless the changed or additional work has first been approved in writing by the MTS Project Manager and the parties have agreed upon the appropriate adjustment, if any, to the payment schedule and maximum payment amount for the changed or additional work. The written notice of potential change in work be given to MTS prior to the time Contractor shall have performed the work within fifteen (15) days after the happening of the event, thing, occurrence, or other cause, giving rise to the potential change in work.

The MTS Project Manager may order changes or additions to the scope of work. Whether a change or addition to the scope of work is proposed by the Contractor or ordered by the MTS Project Manager, the parties shall in good faith negotiate an appropriate adjustment, if any, to the payment schedule and maximum payment for the changed or additional work. An approved change or addition, along with the payment adjustment, if any, will be effective upon an amendment to this contract executed by both parties. The amendment shall not render ineffective or invalidate unaffected portions of this contract.

6.7. SEVERABILITY

If any term, provision, or condition of this Agreement is held to be invalid, void or otherwise unenforceable, to any extent, by any court of competent jurisdiction, the remainder of this Agreement shall not be affected thereby, and each term, provision, or condition of this Agreement shall be valid and enforceable to the fullest extent permitted by law.

6.8. TERMINATION OF AGREEMENT

6.8.1. TERMINATION FOR CONVENIENCE

Performance under this agreement may be terminated by MTS in accordance with this clause in whole or, from time-to-time, in part, whenever MTS shall elect.