HSR_23-42_Questions_and_Answers_Round_1.pdf

Questions and Responses, Round 1 Page 1 of 13

California High-Speed Rail Authority

Request for Qualifications No. HSR23-42

Independent Safety Assessor Services

Questions and Responses

Round Date

1 March 28, 2024

Questions and Responses, Round 1 Page 2 of 13

No. Offeror Question Authority Response

1 Can you clarify CAHSRA's position on subcontractors being exclusive or not exclusive in the bidding process?

The Authority does not prohibit subconsultants or subcontractors being exclusive to an Offeror, but the Authority strongly discourages the practice for SB/DBE/DVBE subconsultants. See Section 3.5 of the

RFQ.

2 In case of joint venture the needed forms or certifications statements (as relevant as) can be signed by the leading party only provided with adequate power of attorney to do it from the others members of the JV?

Yes, as long as all applicable legal requirements are met. Offerors should expect that the Authority would be requesting additional documentation in this regard.

3 About ESG the RFQ No.: HSR23-42 states:

The Offeror shall attach to the Transmittal Letter information on its ESG Efforts or a report that conforms to one of the following frameworks… In case of submission of a report it will be included in the 30 pages limits of the SOQ or can be excluded?

The Transmittal Letter is not included in the 30 pages. Section 5.1 of the RFQ provides SOQ requirements and guidelines. Please review Section 5.1(3) in particular regarding the numerous items excluded from the SOQ page limits.

Please be advised that actual copies of ESG effort-related documents are not required to be submitted with the SOQ in accordance with RFQ Section 5.2(9).

4 Is the ESG report considered as an ESG effort-related document (and therefore not required to be submitted)?

While it is unclear what “the ESG report” referenced in the question is, an ESG report is not required but may be submitted as information on the Offeror’s ESG efforts in accordance with RFQ Section 5.2(9). See also response to Question 3.

5 During the webinar it was stated that slides and recordings of the webinars would be available via the website. Would you be able to point me to the relevant web location so that I can share the presentations with my colleagues who were not able to attend?

The registrant list, presentation and video recording of the virtual Pre- Bid and Small Business Workshop are available at the following link:

https://hsr.ca.gov/business-opportunities/contract-opportunities/independent-safety-assessor-services/.

6 Is there a published list of those who attended the Pre- Bid Conference?

The registrant list, presentation and video recording of the virtual Pre- Bid and Small Business Workshop are available at the following link:

https://hsr.ca.gov/business-opportunities/contract-opportunities/independent-safety-assessor-services/.

https://hsr.ca.gov/business-opportunities/contract-opportunities/independent-safety-assessor-services/ https://hsr.ca.gov/business-opportunities/contract-opportunities/independent-safety-assessor-services/ https://hsr.ca.gov/business-opportunities/contract-opportunities/independent-safety-assessor-services/ https://hsr.ca.gov/business-opportunities/contract-opportunities/independent-safety-assessor-services/

Questions and Responses, Round 1 Page 3 of 13

7 Please clarify if it is planned that the Construction Contractors appoint their own ISA (contractors ISA(s)) to assess the Contractor’s scope of work (railway systems). Therefore, the Authority’s ISA assess the system and the railway systems concerned through the C – ISA results.

In order to comply with applicable international standards, the Interfacing Contractors (which includes construction contractors) will be required to appoint their own assessors as per EN 50128. The Authority’s ISA will confirm that the Interfacing Contractors have complied with the necessary processes including appointment of an assessor and that the Interfacing Contractors’ assessors are performing their duties correctly.

8 Please clarify if the Interfacing contractors appoint their own ISA (Interfacing Contractors ISA) to assess their scope of works or if such contractors ad their scope of works are in the specific/detailed scope of the Authority ISA assessment.

In order to comply with applicable international standards, the Interfacing Contractors will be required to appoint their own assessors as per EN 50128. The Authority’s ISA will confirm that the Interfacing Contractors have complied with the necessary processes including appointment of an assessor and that the Interfacing Contractors’ assessors are performing their duties correctly.

9 Please clarify if the Cost Proposal/Rate Sheet Form is to be already submitted along the SOQ or is to be submitted later (and only due from top-ranked Offeror)

The top-ranked Offeror shall submit its Cost Proposal/Rate Sheet to the Authority within five Business Days of the release of the Notice of Proposed Award. Offerors are not required to submit the Cost Proposal/Rate Sheet with their SOQs. See Section 6.7 of the RFQ.

10 Exhibit D point 3 (confidentiality obligations) may have a duration less than 35 years (example 7 years)

To the extent that this question seeks clarification regarding the 35-year confidentiality obligation, this time period is based on the Authority’s record retention requirements related to the use of bond funds for a public project. This provision will not be amended. See RFQ Attachment D, Exhibit D, Section 3.9.

Questions and Responses, Round 1 Page 4 of 13

11 Reading the RFQ there is no mention about the limitation of the Consultant’s liability to the Authority.

The tenderer would like to propose a statement like this (for Authority’s acceptance) “Consultant shall in no circumstances be liable to the Authority for: (i) any indirect, special or consequential loss; (ii) loss of profits; (iii) loss of business; (iv) loss of product; (v) loss of use; (vi) loss of contract; (vii) loss of goodwill; (viii) punitive and/or exemplary damages;

even if such loss was or should have been in the Consultant’s contemplation upon entering the Agreement.

The total aggregate liability of Consultant arising out of or in connection with a single Work shall be limited to 100% of the amount of the Work, provided that the total aggregate liability of Consultant arising out of or in connection with the Agreement shall be limited to 100% of the amount of the Agreement.

Such limitations shall not apply to any claim howsoever arising out of or in connection with the Agreement and/or the Work, where the Consultant is, by reason of applicable law, unable to limit its liability”

It is state policy that a state agency must not agree to limit the liability of contractors or third parties. (See State Contracting Manual Volume 1, Section 4.03, which provides DGS approval is required (and generally not granted) for “Contracts that limit the contractor’s liabilities or require the State to indemnify or to hold the contractor harmless;…”). Accordingly, no limitation of liability clause will be added to the Agreement.

Questions and Responses, Round 1 Page 5 of 13

12 Exhibit E: Additional Provisions clause 9 point 9.2 is written If the Consultant’s headquarters are located outside of the State of California, the Authority requires a copy of a Certificate of Status/Good Standing (or that state’s equivalent documentation) from the entity’s state of formation showing that the entity is in good standing in that state, and a Certificate of Status/Good Standing from the California Secretary of State as proof of registration as a foreign corporation qualified to do business in California.

About the underlined part is such certificate part of the SOQ to be submitted? Or can it be asked later?

The Transmittal Letter shall include a statement affirming that the Offeror, and all Subconsultants that the Offeror intends to use to perform services under the Agreement, are or shall be in good standing, or equivalent, and qualified to do business in the State of California prior to contract execution. The Transmittal Letter shall be submitted with the SOQ. The Certificate of Status/Good Standing is not required to be submitted with the SOQ. See Section 5.2(1) of the

RFQ.

13 Please clarify if the transmittal letter is structured as a separate document (with pages number limitation according to RFQ) from the SOQ. While the SOQ is organized in sections according to clause 5.3 of RFQ with number of pages limited to 30.

Neither the Transmittal Letter, nor the attachments to the Transmittal Letter, will be included in the SOQ 30-page limit. See Section 5.1(3) of the RFQ for a complete list of documents that do not count towards the 30-page limit of the SOQ.

The SOQ shall be divided into sections as described in Section 5.1(8) of the RFQ and shall be no more than 30 pages in length. See Section 5.1(3) and 5.1(8) in the RFQ.

14 Since there is no registration of professional engineer in many countries, is it possible to propose non-registered engineers (or obtain the registration later in the project execution phase

No, the proposed professional engineers shall be registered with the applicable certifying body in their jurisdiction and specialization, pursuant to the requirements of RFQ Section 5.3.3.2, “Where the Work requires a professional license, at least one Key Personnel in responsible charge of the Work shall be a registered Professional Engineer in good standing by the beginning of any Work that requires such licensure.” See also RFQ Attachment D, Exhibit E, Section 9.6.

Questions and Responses, Round 1 Page 6 of 13

15 Is a foreign company authorised to submit an offer? Under what conditions?

Yes, subject to the requirements in the RFQ that the Transmittal Letter shall include a statement affirming that the Offeror, and all Subconsultants that the Offeror intends to use to perform services under the Agreement, are or shall be in good standing, or equivalent, and qualified to do business in the State of California prior to contract execution. The Transmittal Letter shall be submitted with the SOQ.

The Certificate of Status/Good Standing is not required to be submitted with the SOQ. See Section 5.2(1) of the RFQ.

16 Are indirect/overhead costs of a foreign company taken into account in the cost proposal?

Indirect/overhead costs of a foreign company may be taken into account in the cost proposal depending on the company structure and how costs are tracked. An overhead allocation from a foreign parent company of a US subsidiary who will be performing the work is acceptable, with supporting documentation. Alternatively, the overhead rate of a foreign company is acceptable as long as it is calculated in accordance with Title 48, Part 31 of the Federal Acquisition Regulations.

See also response to Question 9.

17 As an individual independent from the ISA core team, can the PSA be located outside the US?

Yes, the PSA may be located outside the US, to the extent that the work can be accomplished remotely within the terms and requirements of the Agreement. The requirements include IT security arrangements.

18 Are the Interfacing Contractors required to contract with their own ISA to assess Interfacing Contractors’ scope of work?

Yes, in order to comply with applicable international standards, the Interfacing Contractors will be required to appoint their own assessors as per EN 50128. The Authority’s ISA will confirm that the Interfacing Contractors have complied with the necessary processes including appointment of an assessor and that the Interfacing Contractors’ assessors are performing their duties correctly.

Questions and Responses, Round 1 Page 7 of 13

19 Could you please share the list of the shortlisted Interfacing contractors?

To the extent that Interfacing Contractors have been shortlisted or advertised, the information is included below and is subject to change.

The shortlisted Proposers for the Authority’s High-Speed Trainsets and Related Services procurement are provided on the High-Speed Trainsets and Related Services - California High Speed Rail website.

The Authority’s procurement for Design Services for Track and Overhead Contact Systems (OCS) has been advertised and current information is available on the Design Services for Track and Overhead Contact Systems (OCS) - California High Speed Rail webpage. The Consultant for this work has not yet been selected.

Interfacing Contractors have not been shortlisted or selected for other rail system disciplines. Information will be provided on the Authority’s webpage once these procurements are advertised.

https://hsr.ca.gov/business-opportunities/contract-opportunities/high-speed-trainsets-and-related-services/ https://hsr.ca.gov/business-opportunities/contract-opportunities/high-speed-trainsets-and-related-services/ https://hsr.ca.gov/business-opportunities/contract-opportunities/design-services-for-track-and-overhead-contact-systems-ocs/ https://hsr.ca.gov/business-opportunities/contract-opportunities/design-services-for-track-and-overhead-contact-systems-ocs/

Questions and Responses, Round 1 Page 8 of 13

20 How the “Fly America” clause will be applied in the event that some Interfacing Contractor’s activities are located outside the US? (e.g. design activity in Europe that need to be audited by the ISA…)

Due to the nature of this Agreement, the Authority will authorize international travel subject to Authority Contract Manager approval.

RFQ Attachment D, Exhibit F, Section 20 will be revised in Addendum 1 to read:

“The Contractor agrees to comply with 49 U.S.C. section 40118 (the “Fly America” Act) in accordance with the General Services Administration’s regulations at 41 C.F.R. Part 301-10, which provide that recipients and sub-recipients of federal funds and their contractors are required to use U.S. flag air carriers for U.S. Government-financed international air travel and transportation of their personal effects or property, to the extent such service is available, unless travel by foreign air carrier is a matter of necessity, as defined by the Fly America Act. If a foreign air carrier was used, the Contractor shall submit an appropriate certification or memorandum adequately explaining why service by a U.S. flag carrier was not available or why it was necessary to use a foreign air carrier, and shall, in any event, provide a certificate of compliance with the Fly America requirements.

The Contractor agrees to include the requirements of this section in all subcontracts that may involve international air transportation. All international travel shall be preapproved in writing by the Authority Contract Manager.”

21 Is the ISA Coordinator part of the Key Personnel staff?

This position is not mentioned in the RFQ but is mentioned in the Key Personnel table in Exhibit A, Attachment 3: Key Personnel.

The ISA Coordinator is not a Key Personnel position and will be removed from RFQ Attachment D, Exhibit A, Attachment 3 in Addendum 1.

Questions and Responses, Round 1 Page 9 of 13

22 In the RFQ, chapter 5.3.3.2, it is mentioned for each key personnel, that they should be registered professional engineer or international equivalent. Would being part of an independent assessor panel identified by a foreign ministry of transport considered a sufficient international equivalent ? If not, which documents or certifications are required to justify an international equivalent to the Professional Engineer?

Professional engineers proposed shall be registered with the applicable certifying body in their jurisdiction and specialization, pursuant to the requirements of RFQ Section 5.3.3.2, “Where the Work requires a professional license, at least one Key Personnel in responsible charge of the Work shall be a registered Professional Engineer in good standing by the beginning of any Work that requires such licensure.” See also RFQ Attachment D, Exhibit E, Section 9.6.

23 In the RFQ, chapter 5.2.1, it is mentioned: “The Offeror shall satisfy the requirements of Section 15.5.2 of this RFQ,” There is no section 15.5.2 in this RFQ. In the RFQ, a section 15 and 14 are also mentioned, but there are no section 14 and 15. Can you please clarify what was intended?

The reference to Section 15.5.2 in RFQ Section 5.2.1 will be revised in Addendum 1 to read Section 5.2. The reference to Section 15 in RFQ Section 5.1(8) will be revised to read Section 5. The reference to Section 14.4.1 in RFQ Section 5 will be revised to read Section 4.1

Questions and Responses, Round 1 Page 10 of 13

24 In the RFQ, Exhibit F, it is mentioned: “FLY AMERICA No international travel is authorized under this Agreement” Could you please clarify what is intended?

Could international travel to audit subcontractor be authorised? Could travel from international expert on specific subject be considered for this project?

Due to the nature of this Agreement, the Authority will authorize international travel subject to Authority Contract Manager approval.

RFQ Attachment D, Exhibit F, Section 20 will be revised in Addendum 1 to read:

“The Contractor agrees to comply with 49 U.S.C. section 40118 (the “Fly America” Act) in accordance with the General Services Administration’s regulations at 41 C.F.R. Part 301-10, which provide that recipients and sub-recipients of federal funds and their contractors are required to use U.S. flag air carriers for U.S. Government-financed international air travel and transportation of their personal effects or property, to the extent such service is available, unless travel by foreign air carrier is a matter of necessity, as defined by the Fly America Act. If a foreign air carrier was used, the Contractor shall submit an appropriate certification or memorandum adequately explaining why service by a U.S. flag carrier was not available or why it was necessary to use a foreign air carrier, and shall, in any event, provide a certificate of compliance with the Fly America requirements.

The Contractor agrees to include the requirements of this section in all subcontracts that may involve international air transportation. All international travel shall be preapproved in writing by the Authority Contract Manager.”

25 Can you clarify the Small Businesses (SB) shares?

Indeed, there is a 25% target goal for the Small Businesses (SB) but the $1.76 mi mentioned are 18.7% of the total contract value. It this value is modified; it will also modify the Microbusinesses (MB) amount which is 3% of the Small Businesses (SB) share.

The HSR SB Program plan establishes a 25 percent SB goal on the state portion of the contract, which includes a 3 percent MB goal. See RFQ Section 5.3.5.

The $1.76 million is calculated based on 25% of the state funded portion of the Agreement. As such, there will be no modification of the Small Business or Microbusiness amounts. See RFQ Section 2(10).

Questions and Responses, Round 1 Page 11 of 13

26 Are there any sub-systems contractors already identified for the California High-Speed Rail Project? (In particular Signalling and Train Control and Trainsets)

To the extent that Interfacing Contractors (including, as applicable, “sub-system contractors”) have been shortlisted or advertised, the information is included below and is subject to change.

The shortlisted Proposers for the Authority’s High-Speed Trainsets and Related Services procurement are provided on the High-Speed Trainsets and Related Services – California High Speed Rail website.

The Authority’s procurement for Design Services for Track and Overhead Contact Systems (OCS) has been advertised and current information is available on the Design Services for Track and Overhead Contact Systems (OCS) – California High Speed Rail webpage. The Consultant for this work has not yet been selected.

Interfacing Contractors have not been shortlisted or selected for other rail system disciplines, including signaling and train control.

Information will be provided on the Authority’s webpage once these procurements are advertised.

27 Could you confirm if it will be required for the sub-systems and softwares to be pre-certified or if this will fall under the scope of the HSR California ISA?

It is the responsibility of the Interfacing Contractors to pre-certify their sub-systems and software and to present a Certificate of Conformity for inspection by the Authority. The Authority’s ISA will review that the Interfacing Contractors have complied with all necessary standards, processes, and procedures necessary to pre-certify their products.

See RFQ Attachment D, Exhibit A, Section 2.

28 Section 5.1 General Requirements Point 8.c.

The section references Section 15, however the RFQ has only 7 sections. We assume it refers to Section 5.

Please clarify.

The reference to Section 15 in RFQ Section 5.1 will be revised in Addendum 1 to read Section 5.

https://hsr.ca.gov/business-opportunities/contract-opportunities/high-speed-trainsets-and-related-services/ https://hsr.ca.gov/business-opportunities/contract-opportunities/high-speed-trainsets-and-related-services/ https://hsr.ca.gov/business-opportunities/contract-opportunities/design-services-for-track-and-overhead-contact-systems-ocs/ https://hsr.ca.gov/business-opportunities/contract-opportunities/design-services-for-track-and-overhead-contact-systems-ocs/

Questions and Responses, Round 1 Page 12 of 13

29 Section 2.1 Background for the RFQ First Sentence This sentence expresses the intent to select an ISA with the expertise to certify per “an independent safety assessment in accordance with EN 50126, EN 50128 and EN 50129.” Can you confirm this experience is required from the Key Personnel in Section 5.3.3.2?

This is a minimum requirement for all Key Personnel positions. This requirement will be clarified in Addendum 1. See RFQ Section 5.3.3.2.

30 Section 5.2 Transmittal Letter Item 5. of list This item states that “The Offeror shall affirm in the Transmittal Letter that it has or is able to obtain the required insurance specified in the Sample Agreement in Attachment D of this RFQ.” This is also referenced elsewhere in the RFQ. It is understood that this requirement actually refers to clause “10 INSURANCE” of “Exhibit E: Additional Provisions” of the RFQ. Is this correct?

Yes, the Transmittal Letter must include an affirmation that the Offeror has or is able to obtain the required insurance, which is identified in RFQ Attachment D: Sample Agreement, Exhibit E: Additional Provisions, Section 10: Insurance.

31 Exhibit A, Attachment 3: Key Personnel The Key Personnel table lists an “ISA Coordinator” that is not mentioned in Section 5.3.3.2. Please provide the requirements for this position.

The ISA Coordinator is not a Key Personnel position and will be removed from RFQ Attachment D, Exhibit A, Attachment 3 in Addendum 1.

32 5.3.3.2.1 Additional Expertise Please confirm that the resumes of Additional Subject Matter Experts should not be included in the SOQ.

This is correct. The Offeror shall only provide resumes for the Key Personnel positions identified in the RFQ Section 5.3.3.2. Resumes of additional staff members, including Additional Subject Matter Experts, should not be included with the SOQ, and will not be considered. See RFQ Section 5.2(3).

Questions and Responses, Round 1 Page 13 of 13

33 Exhibit D: Special Terms and Conditions 23.6 “The DVBE value is $940,000. The DBE value is $280,000.” Can you confirm that this clause should read instead “The DBE value is $940,000. The DVBE value is $280,000.”?

RFQ Attachment D, Exhibit D, Section 23.6 will be revised in Addendum 1 to read:

"For this Agreement, the current anticipated total contract value is $9.4 million. Of that amount, the total SB value is $1.76 million, inclusive of the MB carveout value of $50,000. The DBE value is $940,000. The DVBE value is $280,000."

See also RFQ Section 2(10).