HSR26-06

INVITATION FOR BIDS

Notice to Prospective Bidders

July 2, 2026

You are invited to review and respond to this Invitation for Bids (IFB) entitled HSR26-06 Electronic Video Transcription Services. 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 addenda, modifications, and updates to the bid documents. The California High-Speed Rail Authority (Authority and/or State) is not responsible for the 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 02/2025) and Contractor Certification Clauses (CCC 04/2017) that may be viewed and downloaded at the Internet site:

http://www.dgs.ca.gov

The contact person for this IFB is:

Susie Avalos Mejia California High-Speed Rail Authority

Phone: (916) 908-1127 Email: Susie.Avalos@hsr.ca.gov and Contracts@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.

Susie Avalos Mejia Contract Analyst http://www.caleprocure.ca.gov/ http://www.dgs.ca.gov/

TABLE OF CONTENTS

SECTION

BIDDER REQUIREMENTS AND INFORMATION

1. Purpose and Description of Services

2. Bidder 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

EXHIBIT F _ Video Accessibility Laws

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 Disabled Veteran Business Enterprise Participation Requirement and Incentive

ATTACHMENT 7 – Contractor Certification Clauses (CCC 04/2017)

ATTACHMENT 8 – Organizational Conflicts of Interest Disclosure Statement

CET or CRR _ Copy of Certified Electronic Transcriber (CET) certification, issued by the American Association of Electronic Reporters and Transcribers (AAERT) OR Certified Realtime Reporter (CRR) certification, issued by the National Court Reporters Association (NCRA).

1. Purpose and Description of Services

A. The Contractor shall provide the Authority with Electronic Video Transcription services for virtually held Authority Board Meetings and various Authority Meeting events. Term:

August 1, 2026, or upon contract approval, whichever occurs later, through June 30, 2028. See Exhibit A, Scope of Work, for a complete description of services.

B. The Contract will be awarded to the lowest responsive/responsible bidder.

2. Bidder Qualifications

A. At the time of bid submission and for the duration of the Agreement, the following qualification requirements must be met:

(1). The bidder shall submit with their bid a copy of their valid (which shall be maintained throughout the term of this Agreement):

a. Certified Electronic Transcriber (CET) certification, issued by the American Association of Electronic Reporters and Transcribers (AAERT).

OR

b. Certified Realtime Reporter (CRR) certification, issued by the National Court Reporters Association (NCRA).

3. Schedule of Events

Event Date Time

(1). IFB available to prospective bidders: Thursday, July 2, 2026

N/A

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

(Note: See additional info in Section 4.)

Monday, July 6, 2026

3:00 pm

(3). Written responses to questions released by: Wednesday, July 8, 2026

5:00 pm

(4). Final date for bid submission:

(Note: See additional info in Section 7.)

Tuesday, July 14, 2026

2:30 pm

(5). Date of bid opening:

(Note: See additional info in Section 8.)

Tuesday, July 14, 2026

2:30 pm

(6). Proposed start date of agreement: Saturday, August 1, 2026 or upon approval, whichever is later

TBD

4. Written Questions

A. 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.

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

A. 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. Bidder/ Offeror must notify the State in writing if it: (1) intends to provide GenAI as a deliverable to the State; or (2) intends to utilize GenAI, including from third parties, to complete all or a portion of any deliverable that materially impacts: (i) functionality of a State system, (ii) risk to the State, or (iii) Contract performance. For avoidance of doubt, the term “materially impacts” shall have the meaning set forth in State Administrative Manual (SAM) 4986.2.

C. Failure to report GenAI to the State may result in disqualification. The State reserves the right to seek any and all relief to which it may be entitled as a result of such non-disclosure.

D. Upon notification by a Bidder / Offeror of GenAI as required, 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.

E. Government Code 11549.64 defines “Generative Artificial Intelligence (GenAI)” as an artificial intelligence system that can generate derived synthetic content, including text, images, video, and audio that emulates the structure and characteristics of the system’s training data.

The remainder of this page is intentionally left blank.

https://caleprocure.ca.gov/pages/index.aspx https://www.bing.com/ck/a?!&&p=a8c654d458f64172434e1459118a607616d5f98a0656a1f8d60b14a0af6c7b29JmltdHM9MTY1NjAxODM0NSZpZ3VpZD1mZmQwMTExYy00NWIyLTQ3MDMtODg5Mi0yMzk5MjIxMDVjNTEmaW5zaWQ9NTE2NQ&ptn=3&fclid=3fb5cd13-f338-11ec-9401-126f8b8caa1c&u=a1aHR0cHM6Ly93d3cuZ292LmNhLmdvdi93cC1jb250ZW50L3VwbG9hZHMvMjAyMi8wMy8zLjQuMjItUnVzc2lhLVVrcmFpbmUtRXhlY3V0aXZlLU9yZGVyLnBkZg&ntb=1

7. Submission of Bid

A. Bids must be submitted via mail or hand-delivered 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 # HSR26-06 DO NOT OPEN UNTIL JULY 14, 2026, AT

2:30 PM, ATTN: SUSIE AVALOS MEJIA

(2). Bids shall be mailed or hand-delivered to the following address:

California High-Speed Rail Authority Contracts and Procurement Branch Attn: SUSIE AVALOS MEJIA 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 the 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 not to 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 proofread them for errors and adherence to the IFB requirements.

M. Where applicable, bidders should carefully examine work sites and specifications.

Bidders shall investigate conditions, character, and quality of surface or subsurface materials or obstacles that might be encountered. No additions or increases to the agreement amount shall be made due to a lack of careful examination of work sites and specifications.

N. 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 for 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 twenty-four (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 that 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 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

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 publicly accessible place a written notice of intent to award the 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 an agreement is awarded under a procedure that 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.

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.

mailto:OLSProtests@dgs.ca.gov

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:

(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 a claim is made, or suit is brought, subject to the Contractor’s limit of liability.

B. The insurance policy shall include the following additional insured endorsement that shall be supplied under a form acceptable to DGS, Office of Risk and Insurance Management (ORIM):

(1). The State of California, its officers, agents, and employees are included as additional insured, but only with respect to work performed for the State of California.

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

2. Professional Liability

A. Coverage shall provide limits of not less than $1 million per occurrence, 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.

3. Automobile Liability Insurance

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 possess 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. 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 a claim is made, or suit is brought, subject to the Contractor’s limit of liability.

B. The insurance policy shall include the following additional insured endorsement that shall be supplied under a form acceptable to DGS, Office of Risk and Insurance Management (ORIM):

(1). The State of California, its officers, agents, and employees are included as additional insured, but only with respect to work performed for the State of California.

5. Worker’s Compensation

A. Employer liability limits of not less than $1 million are required if the awarded contractor employs any person, in any manner, who is subject to the Workers' Compensation Laws of California. The awarded contractor shall maintain statutory workers' compensation and employer’s liability coverage for all of its employees who will be engaged in the performance of the agreement. If the awarded contractor does not employ any person, in any manner, so as to not become subject to the Workers’ Compensation laws of California, the awarded contractor shall contact the Authority Contract Analyst to request a Workers’ Compensation Exemption Certification form. This form shall be completed by the awarded contractor and submitted to the Authority prior to approval of the agreement.

B. The awarded contractor’s workers compensation insurance policy shall be endorsed with a waiver of subrogation in favor of the State of California in the event the awarded contractor employs any person, in any manner, that is subject to the Workers Compensation Laws of California.

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 the prospective Contractor is claiming the five percent (5%) SB preference, complete section 15 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 website:

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 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 website:

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).

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 three percent (3%) and five percent (5%) is included in this solicitation. The DVBE incentive will be applied during the evaluation process for responsive bids offering DVBE participation.

b. If the prospective Contractor intends to claim the preference, the Contractor must identify the DVBE firm and percentage of bid price by completing Attachment 4 – Bidder Declaration & Subcontractor/Supplier List.

c. See Attachment 6 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).

http://www.dgs.ca.gov/

DO NOT COMPLETE OR SUBMIT WITH YOUR BID!

SAMPLE

EXHIBIT A

SCOPE OF WORK

1. BACKGROUND AND PURPOSE

A. The California High-Speed Rail Authority is responsible for planning, designing, building, and operating the first high-speed rail system in the state. California high-speed rail will connect the mega-regions of the state, contribute to economic development and a cleaner environment, create jobs, and preserve agricultural and protected lands.

B. 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.

C. 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 Section 2, Scope of Work, of this Exhibit A, to the Authority.

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

AUTHORITY CONTRACTOR

Contract Manager: Tina Aldama Contract Manager: TBD Address: 770 L Street, Suite 620 Sacramento, CA 95814

Address: TBD

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

E. The Contract Managers may be changed without amendment as specified in Exhibit D, Special Terms and Conditions, Section 2, Contract Management, of this Agreement.

2. SCOPE OF WORK

A. The Contractor agrees to provide the California High-Speed Rail Authority (Authority) with services related to Electronic Video Transcription services for virtually held Authority Board Meetings and various Authority Meeting events for the term of this Agreement, which includes all labor, tools, materials, and equipment necessary to perform the Electronic Video Transcription services for the term of this Agreement.

(1). The following description of the Scope of Work is to define the requirements for providing accurate, timely, and accessible transcription services for video content, including the delivery of synchronized caption files in SubRip Subtitle (.SRT) format to ensure compliance with accessibility standards as explained in Exhibit F, Video Accessibility Laws, of this Agreement.

B. The services shall be performed virtually.

C. Commencement of Work

(1). The Contractor shall commence work under this Agreement on the specified start date provided by the Authority Contract Manager (ACM) following the execution of this Agreement by the State. The ACM shall provide the Contractor with written notification of the start date prior to the Contractor commencing work under this Agreement.

D. The services shall be performed during regular business hours, Monday through Friday;

8:00 AM to 5:00 PM, Pacific Time (PT), unless prior approval is obtained from the ACM.

All work dates and times outside of the approved schedule must be approved by the ACM before work is performed.

E. Detailed description of work to be performed and duties of all parties:

(1). Scope of Work

a. Responsibilities of the Contractor

1. All deliverables under this Agreement shall conform to the Web Content Accessibility Guidelines (WCAG) 2.2 Level AA, the Americans with Disabilities Act (ADA) Title II (28 CFR Part 35), Section 508 of the Rehabilitation Act, and applicable California Government Code requirements, including Sections 7405, 11135, and 11546.7.

2. Report to Work

A. Virtual electronic reporters shall use the video link provided by the Authority to complete electronic video transcripts of the Authority's recording.

3. Electronic Video Transcription Preparation Criteria

A. Electronic video transcripts shall be prepared in accordance with the following criteria, unless otherwise stated by the

ACM:

B. Transcribe audio content from video files into written text.

C. Produce synchronized caption files in .SRT format, aligned with spoken dialogue and relevant audio cues.

D. Include speaker identification (when applicable) and non-speech elements (e.g., [music], [applause], [laughter]) as appropriate for accessibility.

E. Ensure proper grammar, punctuation, and formatting for readability and comprehension.

F. Perform quality assurance and proofreading prior to delivery.

4. Technical Requirements

A. .SRT files must be time-coded and synchronized accurately with the video content.

B. Follow standard formatting (sequential numbering, time stamps, and caption text)

C. Maintain readability standards, including a maximum of thirty-two (32) characters per line, no more than two (2) lines per caption, a minimum display duration of one (1) second, and a maximum display duration of seven (7) seconds. (e.g., appropriate line length, timing, and segmentation.)

5. Transcript Production

A. The Contractor shall perform transcription of requested Authority proceedings with an accuracy rate of ninety-nine (99%) or higher.

B. The ACM will provide the Contractor with a link to the online video of the Authority's board meeting or event once it is available.

C. The Contractor shall produce complete, verbatim transcripts and corresponding .SRT caption files for all provided video and audio content. Transcripts must accurately reflect spoken dialogue and relevant audio information, ensuring accessibility for all users.

D. Transcripts shall be verbatim, capturing all spoken words, including filler words (e.g., “um,” “uh”) when they contribute to meaning or context. Speech shall not be paraphrased, summarized, or edited for brevity. Slang, dialect, and colloquial expressions shall be transcribed as spoken.

E. Speakers shall be identified when more than one individual is present. Speaker labels shall be consistent throughout the transcript (e.g., “Speaker 1,” “Interviewer,” “Moderator”, “Director”). When speaker names are known, they shall be used where appropriate. Changes in speaker must be clearly indicated in both the transcript and .SRT captions.

F. To meet accessibility requirements, the Contractor shall include relevant non-speech elements, such as: [music], [applause], [laughter], [background noise] Tone indicators when necessary for context (e.g., [sarcastic], [shouting]) Descriptions of meaningful sounds that contribute to understanding non-speech elements shall be concise, placed in brackets, and synchronized appropriately in the .SRT file.

G. The Contractor shall provide caption files in SubRip Subtitle (.SRT) format that meet the following standards: accurate synchronization with audio and video content, logical caption segmentation (complete phrases, not mid-sentence breaks where possible), readable caption length (generally 1–2 lines per caption, with appropriate character limits), minimum and maximum display timing to ensure readability, sequential numbering and properly formatted timecodes, no overlapping captions or timing conflicts.

H. Portions of audio that are unclear or inaudible shall be labeled appropriately (e.g., [inaudible], [unintelligible]).

Timestamps shall be included for such instances when feasible. The Contractor shall make reasonable efforts to research and verify unclear terms, especially proper nouns and technical terminology.

I. The Contractor shall be responsible for creating accurate and fully synchronized caption files in SubRip Subtitle (.SRT) format for each video provided. Upon completion, the Contractor shall upload the finalized caption file directly to the Authority’s designated YouTube channel and associate it with the corresponding video to ensure proper alignment and functionality.

J. The Contractor shall verify that all uploaded captions are properly synchronized with the video content and display accurately within the platform. This includes confirming timing, readability, and overall functionality after upload.

K. The Authority shall provide the Contractor with appropriate access and permissions to the Authority’s YouTube channel for the limited purpose of uploading and managing caption files. The Contractor shall use such access solely for authorized activities and in accordance with all applicable security and confidentiality requirements.

L. The Contractor shall provide the Authority with a signed written certification for each video affirming that the transcription and captioning services meet applicable accessibility standards, including compliance with the Americans with Disabilities Act (ADA) and Section 508 requirements.

6. Electronic video transcripts shall be provided in Microsoft Word Document (MS Word) format as drafts for ACM's review. Final electronic transcripts shall be produced in .SRT format using current state-of-the-art software with the latest virus control measures in place for upload into all videos. The Contractor shall provide the draft electronic video transcripts in MS Word format and final electronic transcripts in .SRT format made available either via encrypted email delivery, File Transfer Protocol (FTP), or a secure website.

A. Electronic video transcripts shall be in .SRT format, and Web

Video Text Tracks (.VTT) format, or as otherwise specified.

B. Electronic transcripts shall be compatible with the Authority office standard software.

C. In addition to caption files, the Contractor shall provide a standalone, accessible plain-text transcript for each video.

The plain-text transcript shall include all spoken dialogue, speaker identification, and non-speech elements, and shall be suitable for posting on the Authority’s website as an alternative to video content, consistent with WCAG 2.2 Success Criterion 1.2.1.

D. The Contractor shall deliver caption files in both SubRip Subtitle (.SRT) and Web Video Text Tracks (.VTT) formats for each video, at no additional cost, unless otherwise directed by the ACM.

7. Submission

A. The Contractor shall submit the draft of the electronic transcripts to the ACM for review no later than five (5) business days from the receipt of the video file.

B. For board meetings and events conducted over a two (2) to three (3) business-day period, the Contractor shall submit electronic transcripts to the ACM for review no later than five

(5) business days following receipt of all video files.

C. Contractor shall confirm receipt of files and provide estimated delivery timelines.

D. Failure to meet electronic transcript submission schedules will result in the Contractor absorbing the electronic video transcription fee.

8. Accuracy

A. The Contractor is responsible for ensuring the accuracy of all transcripts prior to delivery to the Authority.

B. The Contractor shall review all final transcripts for identification and correction of critical errors, and proper transcript format.

C. The Contractor shall have a quality assurance process, which includes at a minimum, utilizing "spell check" and editing transcripts to eliminate critical errors as defined below.

D. Critical Errors are defined as follows:

(1). Incorrect text, including typographical errors;

(2). Missing text;

(3). Incorrect use of words;

(4). Incorrect punctuation that alters meaning;

(5). Missing or incorrect speaker identification;

(6). Failure to include relevant non-speech elements (e.g., [music], [laughter]);

(7). Improper timing or synchronization that impacts readability or comprehension; and

(8). Incorrect names, titles, organization names, etc., that impact the accuracy and credibility of the transcript.

(9). This definition does not include differing styles of punctuation and capitalization that do not impact the credibility of the transcript. If an error is found that is not described above, the ACM shall determine whether the error is material or immaterial.

E. In the event errors are discovered, the Contractor shall send a letter of correction to all parties concerned, within three (3) business days of notification by the Authority. Correction shall be at no additional cost to the Authority. The ACM shall determine whether the transcriptions received were less than 99% accurate on more than two (2) consecutive instances.

Penalties may be assessed to the Contractor in an amount not to exceed the full cost of the electronic transcription service fee.

F. The Contractor shall deliver corrected transcript and caption files to the ACM within two (2) business days of acknowledgment of the error. Failure to deliver corrected files within this timeframe shall be subject to the same penalties as failure to meet initial submission schedules.

G. The ACM shall have five (5) business days from receipt of draft transcripts and caption files to review and accept or reject each deliverable. Deliverables not rejected within this period shall be deemed provisionally accepted, subject to the discovery of errors as described above.

9. Certifications

A. The Contractor shall maintain a valid Certified Electronic

Transcriber (CET) certification, issued by the American Association of Electronic Reporters and Transcribers (AAERT) OR a Certified Realtime Reporter (CRR) certification, issued by the National Court Reporters Association (NCRA), for the duration of this Agreement.

10. Staffing and Organization

A. The Contractor is required to have access to personnel with appropriate skills to perform the tasks set forth in this Scope of Work.

B. The Contractor shall have personnel available to respond to Authority telephone calls and emails during regular business hours, Monday through Friday, between 8:00 AM and 5:00

PM, PT.

C. The Contractor shall include resumes of the personnel who will perform under this Agreement. The Contractor shall identify certification and performance limitations of substitute personnel prior to the proceeding. Resumes shall include the following information:

(1). Total number of years of experience;

(2). List of licenses and certifications and their corresponding identifiers;

(3). Summary of similar work performed for each proposed service; and

(4). Type of transcriptions performed (i.e., board meetings, hearing, deposition, etc.)

11. Agreement terms do not permit personnel substitution without prior approval of the ACM. However, personnel availability may be subject to change without notice; therefore, personnel substitutes shall possess equal or greater resume qualifications.

12. The Authority reserves the right to reject any proposed personnel at any time.

13. Maintenance of Records & Record Maintenance Retrieval

A. The Contractor agrees to maintain the security of all shorthand notes, audio recordings, electronic transcripts, and correspondence. The Contractor shall retain all notes (e.g., paper and electronic files) throughout the term of the Agreement. Storage of said records must be maintained in a secure environment. Copies of electronic files must be stored in a separate backup facility.

B. The Contractor shall provide an electronic video transcript, upon request, at any time throughout the term of the Agreement, regardless of whether the virtual electronic reporter and/or electronic transcriptionist is available. An order for an electronic transcript can be placed via phone, U.S. mail, or email.

C. Requested electronic video transcripts must be provided to the Authority within three (3) to five (5) business days. The Contractor shall provide expedited electronic transcription retrieval, upon request, that may include the same or next business day service.

14. Transcript Confidentiality

A. The Contractor shall be bound to strict confidentiality pertaining to performed transcripts. Any violation discovered in this area shall be subject to legal action and/or termination of this Agreement.

B. The Contractor shall notify the Authority of any security incident(s) immediately upon discovery via phone and follow up with electronic correspondence. Upon expiration or termination of this Agreement, the Contractor shall securely delete or destroy all Authority files, recordings, transcripts, and working copies within thirty (30) calendar days and shall provide written certification of destruction to the ACM.

b. Responsibilities of the Authority

1. Video Transcript Service Requests

A. The ACM shall provide the Contractor with a five (5) to seven (7) business day advance notification by telephone or in writing when requesting Virtual Video Transcription services.

B. The ACM will provide the Contractor with the video link to the meeting or event recording in need of Video Transcription services in compliance with Authority Video Accessibility Laws, Exhibit F, Video Accessibility Laws.

2. Transcript Ownership

A. The Authority maintains ownership of any transcripts prepared. Any transfer or sale of transcripts is strictly prohibited without the express written permission of the

ACM.

3. Notary Fees

A. Notary fees are not applicable to this Agreement.

4. Expert Witness

A. Expert Witness fees are not applicable to this Agreement.

5. Postage and Handling

A. Postage and handling are not applicable to this Agreement.

c. Business Continuity

1. The Contractor shall maintain a business continuity plan that ensures uninterrupted transcription and captioning services in the event of personnel unavailability, system failure, or other disruption.

The Contractor shall provide documentation of its business continuity plan to the ACM upon request. The Contractor shall maintain backup transcription capacity sufficient to meet all deadlines specified in this Scope of Work.

d. Pilot Period

1. The first sixty (60) calendar days following the Notice to Proceed shall constitute a pilot period during which the ACM shall evaluate the Contractor’s performance against the requirements of this Scope of Work. During the pilot period, the ACM may terminate the Agreement for convenience with five (5) business days' written notice if the Contractor’s performance is deemed unsatisfactory.

(2). Meetings

a. The ACM and the Contractor shall attend a “Kick-Off” meeting on a mutually agreed upon day and time, within one (1) week after the execution of the Agreement.

b. Additional meetings may be scheduled at the request of either the ACM or the Contractor. Should either party request a meeting, the other party shall respond via email or phone call within forty-eight (48) hours with an agreed upon day and time, to take place within one (1) week.

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 the 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 time worked in accordance with Exhibit B, Attachment 1 – Cost Sheet.

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

C. If requested by the Authority, the Contractor shall provide payroll verification for any individual within thirty (30) days of the Authority’s request.

D. 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.

E. The Contractor shall provide one (1) 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

F. 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, Scope of Work.

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

H. 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 E 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, Type of Meeting and/or Event, Minutes of Video Footage, Cost Per Minute, and billing number.

(2). The Contractor’s rates as identified on Exhibit B, Attachment 1 – Cost Sheet.

Each invoice shall include actual time incurred, cumulative minutes incurred to date, task (as specified in Exhibit B, Attachment 1 – Cost Sheet and by reference to Task Orders, as applicable) during the billing period.

(3). If applicable, an indication of whether the Contractor is certified as a California Certified Small Business (SB), Microbusiness (MB), Small Business for the Purpose of Public Works (SB-PW), or 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.

(4). 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…