HSR24-25_IFB_for_Congressional_Advisory_Services_FINAL.pdf

Gavin Newsom

GOVERNOR

Brian P. Kelly

CHIEF EXECUTIVE OFFICER

HSR24-25

INVITATION FOR BIDS

Notice to Prospective Bidders

July 26, 2024

You are invited to review and respond to this Invitation for Bids (IFB) entitled HSR24-25 – Congressional and Administration Liaison and Strategic Advisory Services in Washington, D.C. This IFB is advertised in the California State Contracts Register through Cal eProcure at:

http://www.caleprocure.ca.gov

Please note that you must register with Cal eProcure in order to download IFB packages and any other provided documents from the Cal eProcure website.

Bidders are advised to check the Cal eProcure website for addendums, modifications, and updates to the bid documents. The California High-Speed Rail Authority (Authority and/or State) is not responsible for failure of the prospective bidder to check for any bid document updates, changes, or answers to questions posted on Cal eProcure. Failure to periodically check the website will be at the bidder's sole risk.

In submitting your bid, you must comply with the instructions found herein.

Note that this agreement will include the State of California General Terms and Conditions (GTCs 04/2017) and Contractor Certification Clauses (CCC 04/2017) that may be viewed and downloaded at Internet site:

http://www.dgs.ca.gov

The contact person for this IFB is:

Kayla Enuka California High-Speed Rail Authority

Phone: (916) 908-0990 Email: Kayla.Enuka@hsr.ca.gov

Please note that no verbal information given will be binding upon the State unless such information is issued in writing as an official addendum.

Kayla Enuka Contract Analyst http://www.caleprocure.ca.gov/ http://www.dgs.ca.gov/

IFB/Agreement # HSR24-25

TABLE OF CONTENTS

SECTION

BIDDER REQUIREMENTS AND INFORMATION

1. Purpose and Description of Services

2. Key Personnel Minimum Qualifications

3. Schedule of Events

4. Written Questions

5. Executive Order N-6-22 – Russia Sanctions

6. Executive Order N-12-23 – Generative Artificial Intelligence (GenAI)

7. Submission of Bid

8. Bid Opening

9. Disposition of Bids

10. Evaluation and Selection

11. Notice of Intent to Award Contract

12. Protest

13. Notice of Contract Award

14. Standard Conditions of Service

15. Required Documents (Awarded Contractor)

16. Bid Preference(s)

17. Bid Incentive(s)

STANDARD AGREEMENT FORM (SAMPLE)

EXHIBIT A – Scope of Work

EXHIBIT B – Budget Detail and Payment Provisions

EXHIBIT C – General Terms and Conditions

EXHIBIT D – Special Terms and Conditions

EXHIBIT E – Additional Provisions

REQUIRED BID DOCUMENTS CHECKLIST

ATTACHMENT 1 – Bid/Bidder Certification Sheet

ATTACHMENT 2 – Cost Sheet

ATTACHMENT 3 – Payee Data Record

ATTACHMENT 4 – Bidder Declaration & Subcontractor/Supplier List

ATTACHMENT 5 – Darfur Contracting Act

ATTACHMENT 6 – California Civil Rights Laws Certification

ATTACHMENT 7 – California Disabled Veteran Business Enterprise Participation Requirement and Incentive.

ATTACHMENT 8 – Supplemental Resume and Work History

ATTACHMENT 9 – Contractor Certification Clauses

ATTACHMENT 10 – GenAI Disclosure & Factsheet Definitions

1. Purpose and Description of Services

A. The Contractor shall provide all labor, tools, material, equipment, and travel necessary to perform Congressional and Administration Liaison and Strategic Advisory Services in Washington, D.C. Term: September 1, 2024, or upon DGS approval, whichever occurs later, through August 31, 2027. See Exhibit A, Scope of Work, for a complete description of services.

2. Key Personnel Minimum Qualifications

A. A minimum of combined fifteen (15) years’ advocate and legislative experience on transportation projects at the federal level.

B. The Work will require specialized expertise in the key personnel positions listed below to provide the Congressional and Administration Liaison and Strategic Advisory services described in Exhibit A, Scope of Work. The Bidder shall provide a resume demonstrating the Key Personnel meet all of the following minimum qualifications along with Attachment 8: Supplemental Resume and Work History. Bidders that fail to meet all the minimum qualifications shall be deemed non-responsive. Resumes provided as part of a bid must include, but not be limited to:

1. names of current and past employers, titles in each role;

2. number of years spent within each role identified on the resume;

3. job duties performed in each role; and

4. education;

C. Liaison with the California Delegation: This individual will maintain regular contact with key members of the California Congressional Delegation to involve them as needed in future federal budget and policy development. This individual will be responsible for coordinating with California Delegation members, the Authority, and occasionally the California Administration to accomplish policy goals. Must have a minimum of twenty-five (25) years of experience.

D. Liaison with the Federal Administration: This individual will maintain regular contact with the Office of the Secretary of Transportation, Federal Railroad Administration and others in the Administration to coordinate strategies that impact the project. Must have a minimum of twenty-five (25) years of experience.

E. Liaison with Key Congressional Committees: This individual will respond to relevant congressional committees and remain in contact with committee members and committee staff regarding future federal budgets. The committees will include at minimum the Commerce Committees, Senate Finance Committee, Senate Environment and Public Works Committee, as well as the House Ways and Means Committee, House Transportation and Infrastructure Committee, and other committees that may become relevant as issues develop and outreach will be conducted, as requested. Must have twenty-five (25) years of experience.

F. Coordination with State Administration on Federal Issues: This individual will assist the Authority in working with the state’s administration on federal issues to ensure that Authority goals align with administration priorities. This includes working with and through the Authority to coordinate with key staff with the California Transportation Agency and Governor’s Office. Must have a minimum of twenty-five (25) years of experience.

G. Public Relations and Communications Assistance: This individual will work with Authority staff and leaders to develop messages that communicate the importance of the Authority’s agenda and means for implementing it. This includes assistance in drafting press releases, letters, speeches, op-ed pieces, and other materials as needed.

It will also include communications with Washington-based media outlets and non-governmental stakeholder organizations, but only under the direction of the Authority and its designees. Must have a minimum of fifteen (15) years of experience.

3. Schedule of Events

Event Date Time

(1). IFB available to prospective bidders: July 26, 2024 N/A

(2). Written questions regarding IFB are due by:

(Note: See additional info in Section 4.)

July 31, 2024 12:00 p.m.

(3). Written responses to questions released by: August 2, 2024 5:00 p.m.

(4). Final date for bid submission:

(Note: See additional info in Section 7.)

August 9, 2024 11:00 a.m.

(5). Date of bid opening:

(Note: See additional info in Section 8.)

August 9, 2024 11:00 a.m.

(6). Proposed start date of agreement: September 1, N/A

4. Written Questions

C. Submit all written questions via email to the contact person indicated on the cover page of this IFB package no later than the date and time specified in Section 3, Schedule of Events. Written responses to IFB questions will be released by the date and time specified in the Schedule of Events and viewable in the online project advertisement in Cal eProcure at: https://caleprocure.ca.gov/pages/index.aspx .

https://caleprocure.ca.gov/pages/index.aspx

5. Executive Order N-6-22 – Russia Sanctions

C. On March 4, 2022, Governor Gavin Newsom issued Executive Order N-6-22 (the EO) regarding Economic Sanctions against Russia and Russian entities and individuals.

“Economic Sanctions” refers to sanctions imposed by the U.S. government in response to Russia’s actions in Ukraine, as well as any sanctions imposed under state law. By submitting a bid or proposal, Contractor represents that it is not a target of Economic Sanctions. Should the State determine Contractor is a target of Economic Sanctions or is conducting prohibited transactions with sanctioned individuals or entities, that shall be grounds for rejection of the Contractor’s bid/proposal any time prior to contract execution, or, if determined after contract execution, shall be grounds for termination by the State.

6. Executive Order N-12-23 – Generative Artificial Intelligence (GenAI)

A. The State of California seeks to realize the potential benefits of GenAI, through the development and deployment of GenAI tools, while balancing the risks of these new technologies.

B. Bidders/Offeror/Contractor must notify the State in writing if their solution or service includes, or makes available, any GenAI including, GenAI from third parties or subcontractors.

C. The State has developed a GenAI Reporting and Factsheet (STD 1000) to be completed by the Bidder/Offeror/Contractor.

D. Failure to report GenAI to the State may void any resulting contract. The State reserves its right to seek any and all relief to which it may be entitled to as a result of such non-disclosure.

E. Upon receipt of a Bidder/Offeror/Contractor GenAI Reporting and Factsheet (STD 1000), the state reserves the right to incorporate GenAI Special Provisions into the final contract or reject bids/offers that present an unacceptable level of risk to the State.

7. Submission of Bid

A. Bids must be submitted via mail no later than the date and time specified in Section 3, Schedule of Events.

(1). Bids submitted via mail must be enclosed in an envelope or under sealed cover.

The exterior of the envelope or sealed cover must be clearly marked with all of the following information:

a. BIDDER’S NAME

b. BIDDER’S ADDRESS

c. BID PROPOSAL # HSR24-25, DO NOT OPEN UNTIL AUGUST 9, 2024 AT 11:00 a.m., ATTN: KAYLA ENUKA https://www.bing.com/ck/a?!&&p=a8c654d458f64172434e1459118a607616d5f98a0656a1f8d60b14a0af6c7b29JmltdHM9MTY1NjAxODM0NSZpZ3VpZD1mZmQwMTExYy00NWIyLTQ3MDMtODg5Mi0yMzk5MjIxMDVjNTEmaW5zaWQ9NTE2NQ&ptn=3&fclid=3fb5cd13-f338-11ec-9401-126f8b8caa1c&u=a1aHR0cHM6Ly93d3cuZ292LmNhLmdvdi93cC1jb250ZW50L3VwbG9hZHMvMjAyMi8wMy8zLjQuMjItUnVzc2lhLVVrcmFpbmUtRXhlY3V0aXZlLU9yZGVyLnBkZg&ntb=1

(2). Bids shall be mailed to the following address:

California High-Speed Rail Authority Contracts and Procurement Branch Attn: KAYLA ENUKA 770 L Street, Suite 620, MS 7 Sacramento, CA 95814

(3). Mailed bids not enclosed in an envelope or under sealed cover shall be rejected.

B. Bids must be received by the Authority no later than the date and time specified in Section 3, Schedule of Events. Any bid received after the specified due date and time shall remain unopened and will be returned to the bidder.

C. Bids shall include all required bid documents identified in the Required Bid Documents Checklist. Only submit the required bid documents with your bid, not the entire IFB package. In addition, do not submit bid documents within a binder or folder.

Bids not including the required bid documents shall be deemed non-responsive. A non-responsive bid is one that does not meet the bid requirements.

D. All required bid documents submitted must be printed single-sided. Bids that include required bid documents that are printed double-sided shall be deemed non-responsive.

E. All documents requiring a signature must bear an original or electronic signature of a person authorized to bind the bidding firm.

F. Bids must be submitted for the performance of all the services described herein. Any deviation from the work specifications shall not be considered and shall cause a bid to be rejected.

G. Costs for developing bids in anticipation of award of the agreement are entirely the responsibility of the bidder and shall not be charged to the Authority.

H. An individual who is authorized to bind the bidding company/firm contractually shall sign the Bid/Bidder Certification Sheet (Attachment 1). The signature must indicate the title or position that the individual holds in the firm. An unsigned bid may be rejected.

I. A bidder may modify a bid after its submission by withdrawing its original bid and resubmitting a new bid prior to the bid submission deadline. Bidder modifications offered in any other manner, oral or written, shall not be considered.

J. A bidder may withdraw their bid by submitting a written withdrawal request to the Authority, signed by the bidder or an authorized agent. A bidder may thereafter submit a new bid prior to the bid submission deadline. Bids may not be withdrawn without cause subsequent to bid submission deadline.

K. The Authority may modify this IFB prior to the date fixed for submission of bids by the issuance of an addendum.

L. Bidders are cautioned to not rely on the Authority during the evaluation to discover and report to the bidder any defects and errors in the submitted documents. Bidders, before submitting their documents, should carefully proof them for errors and adherence to the IFB requirements.

M. All documents submitted in response to this solicitation will become the property of the State of California and may be subject to the California Public Records Act (Government Code section 7920 et seq.). This includes any contact information within the documents, including that of references. Additionally, to the extent that a bidder believes its bid contains trade secret or proprietary information intended to be confidential, it is the bidder’s responsibility to identify and redact such information. A separate redacted copy of the bid must be submitted along with the original unredacted bid, and it will be the bidder’s responsibility to defend any redactions should a requester dispute them under the Public Records Act. In the absence of a pre-redacted bid, the Authority will treat the entire bid as a public record, except any information the Authority is required to redact under California law.

8. Bid Opening

A. For security reasons, if you plan to attend the public bid opening, you must call the contact person indicated on the cover page of this IFB no less than 24 hours prior to the bid opening date and time so that arrangements can be made for entrance into the Authority building.

B. The bid opening shall be held at: Authority Headquarters 770 L Street, Suite 620, Sacramento, CA 95814. At the sole discretion of the Authority this bid opening may be held virtually.

9. Disposition of Bids

A. All documents submitted in response to this IFB shall become the property of the State of California and shall be regarded as public records under the California Public Records Act (Government Code Section 7920 et seq.). However, the contents of all proposals, draft bids, correspondence, agenda, memoranda, working papers, or any other medium which discloses any aspect of a bidder's bid, shall be held in the strictest confidence until notice of award is released. The content of all working papers and discussions relating to a bid shall be held in confidence indefinitely, unless the public's interest is best served by an item’s disclosure because of its direct pertinence to a decision, agreement, or evaluation of a bid.

10. Evaluation and Selection

A. Each bid shall be checked for the presence or absence of required information in conformance with the submission requirements of this IFB.

B. The Authority shall put each bid through a process of evaluation to determine its responsiveness to the Authority's needs.

C. Pursuant to Public Contract Code section 1103, a bidder may be deemed not responsible and their bid may be rejected if they have previously been terminated for cause/breach for the same or similar services at the location designated in this IFB.

D. All bids may be rejected whenever the Authority determines that the cost is not reasonable or otherwise in the best interest of the Authority. There is no requirement to award an agreement if, in the opinion of the Authority, no bids were received containing a reasonable contract price or if there is another business-based reason not to make an award.

E. Bids that contain false or misleading statements, or which provide references that do not support an attribute or condition claimed by the bidder, may be rejected. If, in the opinion of the Authority, such information was intended to mislead the Authority in its evaluation of the bid, and the attribute, condition, or capability is a requirement of this IFB, it shall be the basis for rejection of the bid.

F. A bid may be rejected if it is conditional or incomplete. The Authority may reject any or all bids. At the Authority’s sole discretion, it may seek clarification regarding bid documents or information and may waive any immaterial deviation in a bid. The Authority's waiver of immaterial deviation shall in no way modify the IFB document or excuse the bidder from full compliance with all requirements if awarded the agreement.

The Authority will not waive material deviations in a bid, which include but are not limited to, deviations that affect the total price of the bid, or give a bidder an advantage over other bidders.

G. A bid may be rejected if it contains any alterations of form or other irregularities of any kind. The Authority does not accept alternate contract language from prospective contractors. Bids with such language shall be considered a counter proposal and shall be rejected. The State’s General Terms and Conditions (GTC) are not negotiable. The GTC may be viewed on the internet at: https://www.dgs.ca.gov/OLS/Resources/Page- Content/Office-of-Legal-Services-Resources-List-Folder/Standard-Contract-Language

H. The final selection shall be made on the basis of the lowest responsible responsive bid.

In the event there is a tie, each of the tied bidders shall be contacted by the contact person indicated on the cover page of this IFB regarding a date and time for a flip of a coin. The bidder whose bid was received first shall make the call. Bidders or their authorized representative(s) are allowed to be present for the flip of the coin.

11. Notice of Intent to Award Contract

A. Upon written request by any bidder via email, regular mail, or personal delivery prior to award of the agreement, the Authority shall email bidders and post in a public accessible place, a written notice of intent to award agreement no less than five (5) business days prior to awarding the agreement. All written requests must be submitted to and received by the contact person indicated on the cover page of this IFB prior to award of the agreement.

B. Whenever a agreement is awarded under a procedure which provides for competitive bidding, but the agreement is not to be awarded to the lowest bidder, the Authority shall:

(1). Notify the lowest bidder in writing by email, overnight courier, or personal delivery no less than five (5) business days prior to the award of the agreement.

https://www.dgs.ca.gov/OLS/Resources/Page-Content/Office-of-Legal-Services-Resources-List-Folder/Standard-Contract-Language https://www.dgs.ca.gov/OLS/Resources/Page-Content/Office-of-Legal-Services-Resources-List-Folder/Standard-Contract-Language

12. Protest

A. If any bidder, prior to the award of the agreement, files an initial protest with the Authority and the Department of General Services (DGS) on the grounds that the protesting bidder is the lowest responsive responsible bidder, the agreement shall not be awarded until either the protest has been withdrawn or DGS has decided the matter.

B. Within five (5) calendar days after filing an initial protest with the Authority and DGS, the protesting bidder shall file a full and complete written statement with the Authority and DGS specifying the grounds for the protest, including: the IFB number, the name of the State agency involved, and the agency contract person.

C. A written protest must be sent by email to DGS, Office of Legal Services (OLS) at OLSProtests@dgs.ca.gov, as well as the Contract Analyst listed on the cover letter of this IFB.

13. Notice of Contract Award

A. The Authority shall email, or mail bidding contractors a written notice of contract award.

14. Standard Conditions of Service

A. Following the release of the written notice of contract award, the Authority shall email, or mail the awarded contractor a prepared contract for signature that includes a cover letter instructing the awarded contractor on how to proceed. The cover letter may request that additional information and/or required documents be provided by the awarded contractor before the agreement can be fully executed.

B. Services shall be available on the expressed date set by the Authority after all approvals have been obtained and the agreement is fully executed.

C. All performance under the agreement shall be completed on or before the termination date of the contract.

D. No oral understanding or agreement shall be binding on either party.

15. Required Documents (Awarded Contractor)

A. Prior to approval of the agreement, the awarded contractor shall provide the Authority with all of the following required documents within ten (10) calendar days after the contract has been forwarded to the awarded contractor for signature. If the awarded contractor fails to provide the Authority with all of the following required documents within the above specified number of calendar days after the contract has been forwarded to the awarded contractor for signature, the Authority at its sole discretion may deem the awarded contractor as non-responsive and may rescind the contract award:

mailto:OLSProtests@dgs.ca.gov

(1). Contractor Certification Clauses

a. The awarded contractor shall sign and submit to the Authority, page one

(1) of the Contractor Certification Clauses (CCC 04/2017) which can be found on the Internet at: https://www.dgs.ca.gov/OLS/Resources/Page- Content/Office-of-Legal-Services-Resources-List-Folder/Standard- Contract-Language.

(2). Insurance Requirements

a. The awarded contractor shall provide the Authority with all of the following certificate(s) of insurance (Note: The Authority shall not be responsible for any premiums or assessments on insurance policies):

1. Commercial General Liability

A. Coverage shall provide limits of not less than $1 million per occurrence for bodily injury and property damage liability combined. 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.

2. Workers Compensation Insurance

A. The Contractor shall maintain Workers’ Compensation Insurance (Statutory Limits) and Employer’s Liability Insurance with limits of at least $1 million.

3. Automobile Liability

A. By signing this Agreement, the Contractor certifies that the Contractor and any of their employees or subcontractors using a vehicle in the performance of work under this Agreement possesses valid automobile liability coverage in accordance with California Vehicle Code Sections 16450 to 16457, inclusive. The Authority reserves the right to request proof at any time.

4. Professional Liability

A. Coverage shall provide limits of not less than $1 million per occurrence/claim and $1 million in the aggregate, covering any damages caused by a negligent error, act, or omission.

B. By signing the agreement, the awarded contractor certifies that the carrier of any professional liability insurance required in the performance of the agreement has knowledge of the awarded contractor’s extension of services to the Authority.

https://www.dgs.ca.gov/OLS/Resources/Page-Content/Office-of-Legal-Services-Resources-List-Folder/Standard-Contract-Language https://www.dgs.ca.gov/OLS/Resources/Page-Content/Office-of-Legal-Services-Resources-List-Folder/Standard-Contract-Language https://www.dgs.ca.gov/OLS/Resources/Page-Content/Office-of-Legal-Services-Resources-List-Folder/Standard-Contract-Language

16. Bid Preference(s)

A. The following preferences are applicable to this IFB:

(1). Small Business (SB) or Microbusiness (MB) Preference

a. Government Code section 14835 et seq. requires that a five percent (5%) preference be given to contractors who qualify as a certified SB or MB.

b. To claim the SB preference, your company/firm must have its principal place of business located in California and be certified by the California Department of General Services (DGS). If prospective Contractor is claiming the five percent (5%) SB preference, complete section 14 of Attachment 1 – Bid/Bidder Certification Sheet.

c. This preference shall not be awarded to a noncompliant bidder and shall not be used to achieve any applicable minimum requirements.

d. A certified SB bidder(s) shall have precedence over non-SB bidder(s) in the application of the SB preference.

e. SB Preference information can be found at the following internet web site:

https://www.dgs.ca.gov/PD/About/Page-Content/PD-Branch-Intro- Accordion-List/OSDS/OSDS?search=OSDS.

(2). Non-Small Business (Non-SB) Preference

a. Non-SB preference information can be found at the following internet web site: http://www.dgs.ca.gov (Note: Non-SB Preference cannot displace a direct award to a California certified Small Business or a California certified Micro Business).

(3). Target Area Contract Preference Act (TACPA) (Only applicable if the lowest bid received exceeds $100,000.00.)

a. TACPA preference information can be found at the following internet web site: http://www.dgs.ca.gov (Note: Only California certified Small Business bidders and California certified Micro Business bidders can use a TACPA preference to displace another California certified Small Business bidder or California certified Micro Business bidder).

17. Bid Incentive(s)

A. The following incentive is applicable to this IFB:

(1). Disabled Veteran Business Enterprise (DVBE) Participation Incentive

a. Per Military and Veterans Code section 999.5 and Title 2 CCR 1896.98 and incentive between one percent (1%) and three percent (3%) is included in this solicitation. The DVBE incentive will be applied during the evaluation process for responsive bids offering DVBE participation.

b. If prospective Contractor is claiming the three percent (3%) preference, complete section 14 Attachment 1 – Bid/Bidder Certification Sheet.

https://www.dgs.ca.gov/PD/About/Page-Content/PD-Branch-Intro-Accordion-List/OSDS/OSDS?search=OSDS https://www.dgs.ca.gov/PD/About/Page-Content/PD-Branch-Intro-Accordion-List/OSDS/OSDS?search=OSDS

c. See Attachment 7 for DVBE Participation Incentive information (Note:

DVBE Participation Incentive cannot displace a direct award to a California certified Small Business or a California certified Micro Business).

The remainder of this page is intentionally left blank.

DO NOT COMPLETE OR SUBMIT WITH YOUR BID!

SAMPLE

EXHIBIT A

BACKGROUND AND PURPOSE

1. The California High-Speed Rail Authority is responsible for planning, designing, building, and operating the first high-speed rail system in the nation. The California high-speed rail system will connect the mega-regions of the State, contribute to economic development and a cleaner environment, create jobs, and preserve agricultural and protected lands. When it is completed, trains will run from San Francisco to the Los Angeles basin in under three hours at speeds capable of over 200 miles per hour. The high-speed rail system will eventually extend to Sacramento and San Diego, totaling 800 miles with up to 24 stations. In addition, the Authority is working with regional partners to implement a statewide rail modernization plan that will invest billions of dollars in local and regional rail lines to meet the State’s 21st century transportation needs.

2. The California High-Speed Rail Authority may enter into agreements with private and public entities for design, construction, and operation of high-speed rail trains, including all tasks and segments thereof pursuant to California Public Utilities Code section 185036. Additional authority for a State agency to enter into this Agreement (Agreement) includes Public Contract Code section 10335, et seq.

3. This Agreement is between the California High-Speed Rail Authority (Authority and/or State), an agency of the State of California, and [Contractor Name] a [form of entity] (Contractor).

The Authority and Contractor are collectively referred to herein as the “Parties,” or individually as “Party.” The purpose of this Agreement is for the Contractor to provide services, as described in Scope of Work of this Exhibit A, to the Authority.

4. All inquiries during the term of this Agreement will be directed to the Contract Managers identified below:

AUTHORITY TBD

Contract Manager: TBD Contract Manager: TBD Address: TBD Address: TBD

Phone: TBD Phone: TBD Email: TBD Email: TBD

The Contract managers may be changed without amendment as specified in Exhibit D, Section 2 of this Agreement.

SCOPE OF WORK

1. General

A. Services

(1) Authority responsibilities include the following:

a. Strategy Development – The Authority, in coordination with the Contractor, will develop, direct, and implement a legislative and political strategy for the transportation needs of the Authority on a federal level.

(2) The Contractor’s responsibilities include the following:

a. Liaison with the California Delegation – Maintain regular contact with key members of the California Congressional Delegation to involve them as needed in future federal budget and policy development. This includes coordinating with California Delegation members, the Authority, and occasionally the California Administration to accomplish policy goals.

b. Liaison with the Federal Administration – Maintain regular contact with the Office of the Secretary of Transportation, Federal Railroad Administration and others in the Administration to coordinate strategies that impact the project.

c. Liaison with Key Congressional Committees – Respond to relevant congressional committees and remain in contract with committee members and committee staff regarding future federal budgets. Outreach to the committees shall be conducted as requested by the Authority Contract Manager. The committees include, but are not limited to, the following:

1. Key Congressional Committee - Commerce Committees,

2. Key Congressional Committee - Senate Finance Committee,

3. Key Congressional Committee - Senate Environment and Public

Works Committee,

4. Key Congressional Committee - House Ways and Means Committee,

5. Key Congressional Committee - House Transportation and

Infrastructure Committee, and

6. Key Congressional Committee - other committees that become relevant as issues develop.

d. Coordination with State Administration on Federal Issues – Contractor will assist the Authority in working with the state’s administration on federal issues to ensure that Authority goals align with administration priorities. This includes working with and through the Authority to coordinate with key staff with the California Transportation Agency and Governor’s Office.

e. Public Relations and Communications Assistance – Work with Authority staff and leaders to develop messages that communicate the importance of the Authority’s agenda and means for implementing it. This includes assistance in drafting press releases, letters, speeches, op-ed pieces, and other materials as needed. It will also include communications with Washington-based media outlets and non-governmental stakeholder organizations, but only under the direction of the Authority and its designees.

f. Other Services – Provide additional liaison services on issues related to the state’s high-speed rail project upon mutual agreement between the Contractor and the Authority, as requested.

2. Resumes

A. In accordance with Public Contract Code section 10371, a completed resume for each contract participant who will exercise a major administrative role or major policy or consultant role, as identified by the Contractor, is included as Attachment 2, Resumes.

3. Contract Transition

A. The first thirty (30) days and last thirty (30) days of this Agreement term are hereby identified as “Contract Transition” for transitioning the performance of services under existing agreements to new agreements with different contractors (when applicable) to prevent service interruptions.

4. Transition In Phase

A. The first thirty (30) days of this Agreement term is hereby identified as the “Transition In” phase. During this phase, the current contractor shall assist in the transition of services required under this Agreement to the incoming contractor, when applicable.

(1) The incoming contractor shall coordinate with the Authority Contract Manager within two (2) business days of the contract start date to arrange strategy meetings to be provided institutional and historical knowledge.

5. Transition Out Phase

A. The last thirty (30) days of this Agreement term are hereby identified as the “Transition

Out” phase. During this phase, the current contractor shall assist in the transition of services required under this Agreement to the incoming contractor, when applicable.

(1) The current contractor shall assist the Authority and the incoming contractor during the “Transition In” phase by providing institutional and historical knowledge.

(2) The current contractor shall continue to provide services under this Agreement until the transition has been successfully completed or the contract expires, whichever occurs first.

(3) All services shall be fully transitioned to the incoming contractor within thirty (30) days of the new contract start date.

6. Notice to Proceed

A. The Authority will issue a Notice to Proceed (NTP) to the Contractor to commence work after the execution of the Agreement by both Parties. No Work shall be initiated by the Contractor prior to execution of the Agreement and the NTP has been provided by the Authority’s Contract Manager

EXHIBIT B

BUDGET DETAIL AND PAYMENT PROVISIONS

1. Budget Contingency Clause

A. It is mutually agreed that this Agreement shall be of no further force and effect if the Budget Act of the current year and/or any subsequent years, if applicable, covered under this Agreement does not appropriate sufficient funds for the Work identified in Exhibit A. In this event, the Authority shall have no liability to pay any funds whatsoever to the Contractor or to furnish any other considerations under this Agreement and the Contractor shall not be obligated to perform any provision of this Agreement.

B. After execution or commencement of this Agreement, if the funding for any fiscal year is reduced or deleted by the Budget Act for purposes of this Project, the Authority shall have the option to either: 1) cancel this Agreement with no further liability occurring to the Authority; or 2) offer an amendment to the Agreement to reflect the reduced amount.

C. This Agreement is valid and enforceable only if sufficient funds are made available to the State by the United States Government or the California State Legislature for the purpose of this Authority program. In addition, this Agreement is subject to any additional restrictions, limitations, conditions, or any statute enacted by the United States of America or California State Legislature during the Agreement term, that affects the provisions, terms, or funding of this Agreement in any manner.

2. Invoice and Payment

A. For services satisfactorily rendered in accordance with the terms of this Agreement, and upon receipt and approval of the invoices by the Authority Contract Manager, the Authority agrees to compensate the Contractor for actual hours worked in accordance with Exhibit B, Attachment 1 – Rate Sheet. Rates shall not exceed the rates identified in Exhibit B, Attachment 1 – Rate Sheet.

The Contractor agrees to compensate all subcontractors with the same payment structure.

B. No payment shall be made in advance of services rendered.

C. The total amount payable by the Authority for this Agreement shall not exceed the amount on the STD 213. It is understood and agreed that this total is the maximum amount payable to the Contractor and that the actual amount of Work requested by the Authority, and payment therefor, may be less.

D. The Contractor shall provide one electronic original copy of the invoice for payment.

Invoices shall be submitted no more than monthly in arrears and no later than thirty (30) days after completion of each billing period or upon completion of a task to:

Financial Office California High-Speed Rail Authority

770 L Street, Suite 620 MS 3 Sacramento, CA 95814 accountspayable@hsr.ca.gov mailto:accountspayable@hsr.ca.gov

AND

The Contractor shall also electronically submit one (1) additional courtesy copy of the invoice and supporting documentation to the Authority’s Contract Manager or designee at the email address identified in Exhibit A.

E. If requested by Authority, Contractor shall provide paper copies of the invoice for payment, receipts and other documentation identified in Section 3 of this Exhibit B.

F. The date of invoice delivery shall be the date the Authority receives the electronic original copy to the Financial Office at the email address listed in Section D of this Exhibit B.

3. Invoice Content

A. An invoice shall consist of, but not be limited to, the following:

(1). Agreement number, date prepared, description of service, hourly rate, hours incurred, and billing period.

(2). The Contractor’s hourly rates by Key Personnel, as identified on Exhibit B, Attachment 1 – Rate Sheet. Each invoice shall include actual hours incurred, cumulative hours incurred to date, and budgeted hours per Key Personnel (as specified in Exhibit B, Attachment 1 – Rate Sheet) during the billing period.

(3). Actual, allowable other direct costs, including special equipment if requested by the Authority, miscellaneous costs, and materials.

(4). If applicable, an indication if the Contractor is certified as a California Certified

Small Business (SB), Microbusiness (MB), Small Business for the Purpose of Public Works (SB-PW), and Disabled Veteran Business Enterprise (DVBE).

Subcontractor and vendor invoices shall also indicate whether a subcontractor or vendor is an SB, MB, SB-PW, or DVBE.

(5). The Contractor shall retain supporting documentation of amounts invoiced for audit purposes available to the Authority upon request. The Contractor shall include appropriate provisions in each of its subcontracts/subagreements to secure adequate supporting documentation to verify all subcontractor services and expenses invoiced for payment under this Agreement.

(6). Subcontractors’ and vendors’ invoices.

(7). The Postconsumer-Content Certification Form, CalRecycle Form 74.

(8). The Contractor shall report in its invoice to the Authority on a monthly basis the percentages of recycled products used for reportable purchases under the State Agency Buy Recycled Campaign (SABRC) pursuant to California Public Contract Code sections 12200 through 12217.

4. Travel and Per Diem Rates

A. The Authority shall not reimburse the Contractor for travel cost.

5. Prompt Payment Clause

A. Payment will be made in accordance with, and within the time specified in, Government Code section 927, et seq. The date of invoice delivery shall be the date the Authority receives the electronic original at the email address listed in Section 3 of this Exhibit B.

6. Excise Tax

A. The State of California is exempt from federal excise taxes, and no payment will be made for any federal excise taxes levied on the Contractor. The Authority will only pay for any State or local sales or use taxes on the services rendered to the Authority pursuant to this Agreement. For clarification on excise tax exemptions, refer to the State Administrative Manual section 3585.

7. Invoice Disputes

A. Payments shall be made to the Contractor for undisputed invoices. An undisputed invoice is an invoice submitted by the Contractor for services rendered and for which additional evidence is not required to determine its validity. The invoice will be disputed if all deliverables due for the billing period have not been received and approved, if the invoice is inaccurate, or if it does not comply with the terms of the Agreement. If the invoice is disputed, the Contractor will be notified via a Dispute Notification Form, or with other written notification within fifteen (15) Working Days of receipt of the invoice;

the Contractor will be paid the undisputed portion of the invoice.

EXHIBIT C

GENERAL TERMS AND CONDITIONS

GTC 04/2017

Under the California High-Speed Rail Authority’s standardized agreement process, a hardcopy of Exhibit C, GTC 04/2017, is not included in the Agreement but is incorporated herein by reference. As indicated on the STD 213, a copy of Exhibit C can be found at the Department of General Services State Contract Language Page.

If you do not have internet access, or otherwise cannot access the GTC 04/2017, please contact the Contracts and Procurement Branch below to receive a copy:

Contracts and Procurement Branch

(916) 324-1541

770 L Street, Suite 620 MS 7 Sacramento, California 95814 contracts@hsr.ca.gov http://www.dgs.ca.gov/OLS/Resources/Page-Content/Office-of-Legal-Services-Resources-List-Folder/Standard-Contract-Language http://www.dgs.ca.gov/OLS/Resources/Page-Content/Office-of-Legal-Services-Resources-List-Folder/Standard-Contract-Language mailto:contracts@hsr.ca.gov

EXHIBIT D

SPECIAL TERMS AND CONDITIONS

1. Term

A. The term of this Agreement is as identified in Section 2 of the Standard Agreement

(STD 213).

2. Contract Management

A. The Contractor’s Contract Manager is responsible for the day-to-day Work status, decisions, and communications with the Authority’s Contract Manager. The Contractor may change its Contract Manager by giving written notice to the Authority, but the Authority reserves the right to approve any substitution of the Contract Manager. This approval shall not be unreasonably withheld.

B. There shall be no change in the Contractor’s Contract Manager, Key Personnel, or key members of the Contractor’s team, including those listed in Exhibit B, Attachment 1 – Rate Sheet, without prior written approval by the Authority’s Contract Manager. The new Key Personnel or key members of the Contractor’s team shall have the qualifications identified in the procurement documents for this Agreement and should have qualifications equal to or greater than the qualifications of the personnel they are replacing. Approval shall not be unreasonably withheld. If the Contractor obtains approval from the Authority’s Contract Manager to add or substitute personnel, the Contractor must provide the Personnel Request Form (to be obtained from the Authority’s Contract Manager) or written request on the Contractor’s letterhead, a copy of the resume for the additional or substituted personnel, along with a copy of the payroll verification for that person.

C. The Authority, at its sole discretion, may provide written notice requiring that the

Contractor remove or terminate from the Agreement any personnel of the Contractor, subcontractor or supplier that the Authority deems objectionable.

D. The Authority may change its Contract Manager at any time by giving written notice to the Contractor without an amendment.

3. Subagreements

For purposes of this Agreement, subcontractor and subconsultant are used interchangeably, and the provisions of this Agreement that apply to subcontractors/subconsultants apply to subagreements/subcontracts with both subcontractors and subconsultants, at all tiers.

A. Nothing contained in this Agreement or otherwise shall create any contractual relationship between the Authority and any subcontractors, and no subcontract/subagreement shall relieve the Contractor of its responsibilities and obligations under this Agreement. The Contractor agrees to be fully responsible to the Authority for the acts and omissions of its subcontractors, including for persons either directly or indirectly employed by those subcontractors, to the same extent the Contractor is liable for the acts and omissions of its subcontractors and of persons either directly or indirectly employed by the Contractor. The Contractor’s obligation to pay its subcontractor is an independent obligation from the Authority’s obligation to make payment to the Contractor. As a result, the Authority shall have no obligation to pay or enforce the payment of any moneys to any subcontract/subagreement.

B. The Contractor shall perform the Work contemplated with resources available within its own organization, and no portion of the Work shall be subcontracted without written authorization by the Authority’s Contract Manager, except that which is expressly identified in Exhibit B, Attachment 1 – Rate Sheet.

C. Unless specifically noted otherwise, any subcontract/subagreement in excess of

$25,000 entered into as a result of this Agreement shall contain all the applicable provisions stipulated in this Agreement.

D. The Contractor shall pay its subcontractors within seven Working Days from receipt of each payment made to the Contractor by the State.

E. Any substitution of subcontractors must be approved in writing by the Authority’s Contract Manager in advance of assigning work to a substitute subcontractor.

4. Confidentiality of Data

A. All financial, statistical, personal, technical, or other data and information relative to the Authority’s operations, which is designated confidential by the Authority and made available to the Contractor in order to carry out this Agreement, shall be protected by the Contractor from unauthorized use and disclosure. The Contractor shall implement appropriate measures designed to ensure the confidentiality and security of all data and information designated confidential by the Authority, protect against any anticipated hazards or threats to the integrity or security of such information, protect against unauthorized access or disclosure of information, and prevent any other action that could result in substantial harm to the Authority, or an individual identified within the data.

B. The Contractor shall protect and maintain the security of data with protection security measures that include maintaining secure environments that are patched and up to date with all appropriate security updates.

C. The Contractor agrees to store all Authority data, including backup data as part of its backup and recovery processes, in encrypted form, using no less than 128 bit key.

D. Permission to disclose information on one occasion or during a public hearing held by the Authority relating to this Agreement shall not authorize the Contractor to disclose further such information or disseminate the same on any other occasion.

E. The Contractor shall not comment publicly to the press or any other media regarding this Agreement or the Authority’s actions on the same, except to the Authority’s staff, Contractor’s own personnel, including subcontractors, affiliates, and vendors, involved in the performance of this Agreement, at public hearings, or in response to questions from a Legislative Committee.

F. The Contractor shall not issue any news release or public relations item of any nature whatsoever regarding Work performed or to be performed under this Agreement without prior review of the contents thereof by the Authority and receipt of the Authority’s written permission.

G. The Authority may reasonably request that the Contractor protect the confidentiality of certain data in a specified manner to ensure that confidentiality is maintained. The Contractor has the right to reasonably decline the Authority’s request. In the event that such a request requires the Authority to take steps beyond those otherwise required by this Section 3 in order for the Contractor to comply, the Contractor shall notify the Authority as to the cost of compliance, and the Authority may thereafter, in its sole discretion, direct the Contractor to take such steps.

H. Upon the expiration or earlier termination of this Agreement, Contractor shall (a) destroy all forms of Confidential Information (as defined in Section 4.2 below) of the Authority, including any and all copies thereof, and those portions of any documents, memoranda, notes, studies and analyses prepared by the Contractor that contain, incorporate or are derived from such Confidential Information and provide written certification of such destruction to the Authority in a form reasonably acceptable to the Authority, provided that the Contractor have the right to retain one copy of any such Confidential Information for archival purposes, provided such copy shall continue to be maintained on a confidential basis subject to the terms of this Agreement, and (b) Immediately cease use of such Confidential Information as well as any information or materials that contain, incorporate, or are derived from such Confidential Information. This provision may be waived at the Authority’s sole discretion.

I. The confidentiality obligations shall survive termination of this Agreement with the Contractor for a period of 35 years, or for so long as the information remains confidential, whichever is longer, and will inure to the benefit of the Authority and its successors and assigns.

J. Any subcontract/subagreement entered into as a result of this Agreement shall contain the exact text of all of the provisions of this Confidentiality of Data clause, regardless of dollar amount of the subcontract/subagreement.

5. Confidentiality Clause

A. The terms and conditions of this Agreement and the Work described herein, including communication with third parties, are to be held confidential between the Parties to this Agreement and shall not be disclosed to anyone else, except as shall be necessary to effectuate Agreement terms or comply with State or federal law.