RFP_15-0252.pdf

CDFA Administrative Services ● 1220 N Street, Room 115 ● Sacramento, California 95814 State of California

Telephone: 916.654.0808 ● Fax: 916.654.0395 ● www.cdfa.ca.gov Edmund G. Brown Jr., Governor

Date: January 11, 2016

REQUEST FOR PROPOSAL (RFP)

Secondary Method

RFP No.: 15-0252 Title: Medical Cannabis Cultivation Program Environmental Impact Report Type of Contract: Consulting

NOTICE TO PROSPECTIVE PROPOSERS:

You are invited to review and respond to this Request for Proposal (RFP). In submission of your proposal, you must comply with the instructions and requirements found herein.

Note that all agreements entered into with the State of California will include by reference General Terms and Conditions that may be viewed at:

http://www.dgs.ca.gov/ols/Resources/StandardContractLanguage.aspx. If you do not have Internet access, a hard copy can be provided by contacting the person listed below.

In the opinion of the California Department of Food and Agriculture (CDFA), this RFP is complete and without need of explanation. However, if you have questions or need any clarifying information, please contact the person listed below. For questions regarding the scope of work or the ensuing Agreement, you may submit your questions through the California eProcure system at https://caleprocure.com/pages/.

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

Sincerely, Donna M. Weber

Donna Weber, Contracts Analyst Acquisitions Office Departmental Services Branch Administrative Services Division Telephone: (916) 403-6521 E-mail: donna.weber@cdfa.ca.gov http://www.dgs.ca.gov/ols/Resources/StandardContractLanguage.aspx https://caleprocure.com/pages/

Table of Contents

SECTION PAGE(S)

1. Key Action Dates 3

2. Submission of Proposal 3

3. Purpose and Description of Services

A. Problem Statement 3

B. Background 3-4

C. Responsibilities of the Contractor 4

D. Deliverables 4-5

E. Term of Contract 5

F. Option to Renew 5

G. Minimum Qualifications for Proposers 5

H. Budget 5

4. Proposal Submittal Requirements 5-7

5. Bid Requirements 7

6. Bidder Requirements 7-8

7. Evaluation and Selection 8

8. Award and Protest 8

9. Disposition of Bids 8

10. Agreement Execution and Performance 9

11. Preference Programs and Participation Requirements 9-10

12. Recycled Content Certification 10

Additional Requirements 11-15

Evaluation Score Sheet 16

Evaluation Scoring and Criteria 17-19

Required Documents 20

Attachments

A - Cost Proposal 21-25

B - CCC-307 26-28

C - Contractor Status Form 29

D – California Disabled Veteran Business Enterprise Program Requirements 30-33

E – Disabled Veteran Business Enterprise Declarations 34-36

F – Commercially Useful Function 37-38

G – Darfur Contracting Act Certification 39

H - Postconsumer-Content Certification 40-41

Sample Contract Package 42-50

1. Key Action Dates

It is recognized that time is of the essence. All proposers submitting proposals are hereby advised of the following schedule and will be expected to adhere to the required dates and times.

RFP available to prospective bidders .................................................................................January 11, 2016

Written questions must be received via www.caleprocure.com by 4:00 PM..……………....….February 8, 2016

Sealed proposals must be complete and received no later than 3:30 PM…………………....February 15, 2016

Partial submission of proposal is unacceptable.

2. Submission of Proposal

Proposals should provide straightforward and concise descriptions of the proposer’s ability to satisfy the requirements of this RFP. The proposal must be complete and accurate. Omissions, inaccuracies or misstatements may be cause for rejection of a proposal.

All proposals must be submitted under sealed cover and sent to the CDFA by the date and time shown in the above Time Schedule. The sealed cover must be plainly marked with the RFP Number 15-0252 and Title, must show your firm name and address, and must be marked with "DO NOT OPEN." Proposals not submitted under sealed cover may be rejected.

The original and five (5) copies of the proposal must be submitted, including a pdf version of the proposal and all documents, including samples. The original proposal must be marked “ORIGINAL COPY.”

Proposals will not be accepted from Expatriate Corporations, and proposals from primes subcontracting with Expatriate Corporations will not be accepted.

All documents contained in the original proposal package must have original signatures and must be signed by a person who is authorized to bind the proposing firm. All additional proposal sets may contain photocopies of the original package.

If the proposal is made under a fictitious name or business title, the actual legal name of the proposer must be provided.

All proposals shall include the documents identified on the attached checklist entitled; “Required Documents” (see page 20 entitled “Required Documents”). Proposals not including the required documents shall be deemed non-responsive.

Mail or hand deliver proposals to the following address: (No email submissions)

California Department of Food and Agriculture Acquisitions Office 1220 N Street, Room 115 Sacramento, CA 95814

3. Purpose and Description of Services

A. Problem Statement The California Department of Food and Agriculture (CDFA) requires the services of an environmental consulting firm to prepare an environmental impact report (EIR) for its Medical Cannabis Cultivation Program that meets the requirements of the California Environmental Quality Act (CEQA) and it’s implementing Guidelines.

B. Background On October 9, 2015, Governor Edmund G. Brown Jr. signed Assembly Bill 243, Assembly Bill 266, and Senate Bill 643, establishing a comprehensive regulatory framework for the production, transportation, and sale of medical marijuana.

While many of these new standards take effect January 1, 2018, state agencies will begin working immediately with experts and stakeholders on crafting clear guidelines, so cultivators, local government, law enforcement, businesses, patients and health providers can prepare and adapt to the new regulatory system for medical marijuana cultivation.

The CDFA has been tasked with establishing a Medical Cannabis Cultivation Program (Program) to be administered by the Secretary. The CDFA shall promulgate and implement regulations governing the licensing of indoor and outdoor commercial cultivation sites to ensure that the cannabis cultivation by licensees is conducted in accordance with state and local laws.

In so doing, the CDFA shall ensure that licensees take specified actions to mitigate the impacts that marijuana cultivation has on human health and the environment and individual and cumulative effect of activities statewide.

C. Responsibilities of the Contractor

Become familiar with all aspects of Assembly Bill 243, Assembly Bill 266, and Senate Bill 643 to determine the scope of environmental review and associated regulations necessary to be in full compliance with CEQA and its implementing Guidelines.

Prepare the EIR at a level of quality and completeness that meets the procedural requirements of CEQA and other applicable laws, regulations and governing actions. The EIR should set forth specific data, as needed, to meaningfully assess whether the proposed activities would result in significant impacts.

Perform risk assessments associated with chemical applications for both aquatic and terrestrial measures anticipated for use by the licensee, taking into account other State trustee and responsible agency license and permit requirements.

Consult, on a regular basis, with the responsible and trustee agencies including but not limited to the State Water Resources Control Board, California Department of Fish and Wildlife, and California Air Resources Board.

Consult with the California Office of Environmental Health Hazard Assessment and Department of Pesticide Regulation (DPR) on the preparation of a human health and environmental risk assessments.

Provide a baseline description of environmental impacts from existing cultivation practices used in California, and from that perform a cumulative impact analysis for cultivation approved under the Program.

Recommend necessary and feasible mitigation measures to reduce adverse impacts to the public, CDFA employees, and the environment.

Create, manage and maintain the administrative record for the EIR. Provide the Program with a protocol for said management in anticipation of litigation.

Administer the public notification requirements associated with preparation of the EIR.

Administer the public comment period of the EIR.

Prepare responses and take suitable actions in response to the public comments received to the EIR.

Assume responsibility for the circulation of the draft and final EIR, with the majority of the distribution being handled electronically via the internet or compact disc.

Provide a foundation for the CDFA’s promulgation of regulatory measures based on the collection and assessment of the latest scientific data and independent research relating to medical marijuana and its cultivation and the licensing of indoor and outdoor cultivation sites.

Assist the CDFA, in coordination with the State Water Resources Control Board, in the establishment of a permanent multiagency task force to address the environmental impact of marijuana cultivation and ensure the reduction of adverse impacts of marijuana cultivation on water quality and on fish and wildlife throughout the state.

D. Deliverables

The CDFA expects the contractor to fulfill the responsibilities outlined above, and provide the following tangible items as evidence thereof:

A plan and timeline for preparing and certifying the EIR.

A series of drafts of the EIR submitted to the CDFA for review and discussion, which eventually results in an EIR suitable for release and public review.

The administrative record for the EIR indexed and arranged in a well-organized manner to meet court requirements.

Written notification materials to advise the public of the preparation, release and opportunity to comment on the

EIR.

Written responses to comments received from the public regarding the EIR.

Regularly scheduled communication with the CDFA’s Legal Office and MCCP staff regarding the progress of the project, and participation in meeting as necessary to achieve contract obligations.

E. Term of Contract

The contract term will be for two (2) years once fully executed.

F. Option to Renew

The CDFA reserves the right to renew this agreement if needed with the successful bidder at the end of the agreement term for up to one (1) additional year, provided funding is appropriated for this purpose in subsequent CDFA budgets. Proposed renewals are assessed annually for approval by the California Department of General Services and the CDFA according to program direction, funding, consistency of price and scope of work continuity.

G. Minimum Qualifications for Proposers

The contractor must have an established record of providing competent and effective environmental consulting services, including preparation and certification of EIRs. Examples of desired knowledge and expertise include education and experience in such fields as environmental sciences, toxicology, risk assessment, biology, chemistry, endangered species protection, agricultural practices, and marijuana cultivation.

The contractor’s team must include a California licensed attorney experienced and competent to practice CEQA law and at least one verifiable expert in the cultivation of marijuana.

H. Budget

Progress payments will be made. The CDFA will withhold 10% of each progress payment until the satisfactory completion of a series of tasks that will be included in the workplan or schedule (See Section 4, Proposal Submittal Requirements, subsection c). Upon completion of each series of tasks, the CDFA will pay the contractor the 10% retainage for each series of tasks.

The contract is for two (2) years with the option to renew for one (1) additional year, please provide individual budget cost proposals broken down by the State’s Fiscal Years (July 1 through June 30). Each Fiscal Year has been broken down by months for each Budget listed as Cost Proposal 1 through Cost Proposal 5, which includes the third year option. Please refer to Attachment A (Cost Proposal), pages 21-25 of this RFP for the format.

Travel and per diem shall be paid at State rates, which can be found at http://www.calhr.ca.gov/employees/Pages/travel-reimbursements.aspx.

4. Proposal Submittal Requirements

All proposals shall be submitted in accordance with the outline indicated below. Submitting the proposal in this format assures you that the Evaluation Committee will not overlook important information contained in the proposal.

NOTE: Failure to provide the following information or an explanation as to why the information was not submitted could deem your proposal “technically non-compliant” and therefore, not considered for award.

a) Nature of firm’s services and activities. Provide a description of the nature of the firm’s services and activities.

Note when the business was established, brief history and location.

b) Description. Overall description of the techniques, approaches and methods to be used in performing the services.

c) Work Plan or Schedule. Each major task should indicate all necessary subtasks and identify specific total hours, commencement dates and completion dates by which progress can be measured and payments made.

http://www.calhr.ca.gov/employees/Pages/travel-reimbursements.aspx

d) Identification of Project Manager. Identify the Project Manager who will manage the contract work. Document a required minimum of five (5) years education and experience that this person has in the same area of expertise required by this RFP.

e) Resumes. Provide resumes for each individual, including the lead personnel and supporting personnel to be employed for this project. Include education, experience and expertise with pertinent information demonstrating qualifications for this RFP. Do not exceed two (2) pages per person.

f) Organization Chart. Submit an organization chart showing the hierarchy of key personnel to be working on this project. Chart must show the relationship between project manager and key personnel of the firm and all other parties (subcontractor[s]) to this proposal.

g) References. Prime contractor shall provide a minimum of three (3) references. Include name of firm, contact person, address, phone number and description of services performed. Services performed by the prime contractor shall be similar to the services requested in this RFP.

h) Subcontractors. When subcontractors are used, include the following:

identification of those persons or firms;

resumes of each major subcontract participant;

the portions and monetary percentages of the work to be done by the subcontractors;

how they were selected and why;

description of how subcontracted work will be controlled, monitored and evaluated.

i) Cost Proposal. Shall include a detailed breakdown showing how the costs were determined. See Attachment A

(1-5), Cost Proposal on Pages 21-25 for required format.

j) Samples by Prime Proposer. Include samples of similar types of contracts on work performed that were successfully conclusive and list the contractor’s name, contact information, address, phone number, person to contact, term dates, and services performed. A minimum of three (3) samples of prior projects of a similar nature are required to be submitted.

k) The following documents must be submitted for your bid to be considered responsive:

Proposal as outlined in Section 4 of this RFP

Attachment A (1-5), Cost Proposal, showing detail on how the costs were determined

Attachment B, Contractor Certification Clauses (CCC-307)

Attachment C, Contractor Status Form

Attachment D, Disabled Veterans Business Enterprise Participation Requirements

Attachment E, STD. 843 Disabled Veteran Business Enterprise Declarations and GSPD-05-105 Bidder Declaration

Attachment F, Commercially Useful Function (CUF)

Attachment G, Darfur Contracting Act Certification

Attachment H, Recycled Content Certification form (CIWMB 74C)

Copy of Small Business Certification Letter(s), if applicable

Copy of Disabled Veteran Business Certification Letter(s), if applicable

If corporation, proof that business is in good standing and qualified to conduct business in California

If non-profit, proof of non-profit status

Copy of current Business License, California Attorney License, professional certifications or other credentials when applicable according to services to be performed.

All required Standard (STD) forms may be obtained at the following Department of General Services websites:

http://www.pd.dgs.ca.gov/publications/default.htm http://www.osp.dgs.ca.gov/StandardForms/Fill+and+Print+Standard+eForms.htm

5. Bid Requirements

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

A proposal may be rejected if it is conditional or incomplete, or if it contains any alterations of form or other irregularities of any kind. The State may reject any or all proposals and may waive any immaterial deviation in a solicitation. The State's waiver of immaterial defect shall in no way modify the RFP document or excuse the proposal from full compliance with all requirements if awarded the agreement.

Costs incurred for developing proposals in anticipation of award of the Agreement are entirely the responsibility of the proposer and shall not be charged to the State of California.

A proposer may modify a proposal after its submission by withdrawing its original proposal and resubmitting a new proposal prior to the submission deadline. Proposer modifications offered in any other manner, oral or written, will not be considered.

A proposer may withdraw its proposal by submitting a written withdrawal request to the State, signed by the proposer or an authorized agent of their firm. A proposer may thereafter submit a new proposal prior to the submission deadline. Proposals may not be withdrawn without cause subsequent to the submission deadline.

The awarding agency may modify this RFP prior to the date fixed for submission of proposals by the issuance of an addendum to all parties who received an original RFP package.

The awarding agency reserves the right to reject all proposals. The agency is not required to award an Agreement.

Before submitting a response to this solicitation, proposers should review, correct all errors and confirm compliance with the RFP requirements.

Where applicable, proposer should carefully examine work sites and specifications. No additions or increases to the agreement amount will be made due to a lack of careful examination of work sites and specifications.

The State does not accept alternate contract language from a prospective contractor. A proposal with such language will be considered a counter proposal and will be rejected. The State’s General Terms and Conditions are not negotiable.

6. Bidder Requirements

The Contractor shall perform a commercially useful function relevant to this solicitation and provide services or goods that contribute to the fulfillment of the contract requirements.

To be considered responsive, the contractor/subcontractor must:

Is responsible for the execution of a distinct element of the work of the contract.

Carries out the obligation by actually performing, managing or supervising the work involved.

Performs work that is normal for its business services and functions.

Is not further subcontracting a portion of the work that is greater than that expected to be subcontracted by normal industry practices.

http://www.pd.dgs.ca.gov/publications/default.htm http://www.osp.dgs.ca.gov/StandardForms/Fill+and+Print+Standard+eForms.htm

Is responsible, with respect to products, inventories, materials, and supplies required for the contract, for negotiating price, determining quality and quantity, ordering, installing, if applicable, and making payment.

A contractor, subcontractor, or supplier will not be considered to perform a commercially useful function if the contractor’s, subcontractor’s, or supplier’s role is limited to that of any extra participation in a transaction, contract, or project through which funds are passed through solely to be qualified to submit a proposal or awarded the contract.

7. Evaluation and Selection

At the time of proposal opening, each proposal will be checked for the presence or absence of required information in conformance with the submission requirements of this RFP.

Proposals that contain false or misleading statements, or which provide references, which do not support an attribute or condition claimed by the proposer, may be rejected.

The evaluation committee will review the RFP and if any unexpected questions arise where more clarification is needed you will be contacted in writing by the Contracts Analyst.

The proposals that meet the minimum qualifications will be evaluated and scored according to the criteria in the Evaluation Score Sheet included in this RFP. A minimum of 100 points out of 125 points possible in categories 1 through 3 of this phase must be achieved to be considered responsive. The Evaluation Team will schedule oral presentations for the proposers who receive passing scores of 100 points or more. The proposer’s project manager will have the opportunity to give the oral presentation of the proposal of not longer than one (1) hour to the evaluation committee. This presentation is the proposer’s opportunity to clarify their materials that they submitted in the RFP and is not an opportunity to present new material. Any attempt to do so will result in the disqualification of that proposer.

The Evaluation Score Sheet is not intended to be a list of RFP requirements but rather a fair, uniform, and impartial approach to determining which proposal best meets the RFP requirements. The Evaluation Team will review each Proposal in its entirety to determine if the requirements are being met and scores will be awarded based on a review of each Proposal, including the resumes. The Evaluation Criteria on pages 17-19 will be used to ensure Proposers have met all RFP requirements based on each category listed on the Evaluation Criteria Sheet.

Award, if made, will be to the highest scored responsive proposer.

8. Award and Protest

Whenever an agreement is awarded under a procedure which provides for competitive bidding, but the agreement is not to be awarded to the low bidder, the low bidder shall be notified by telegram, electronic facsimile transmission, overnight courier, or personal delivery five (5) working days prior to the award of the agreement.

Upon written request by any proposer, notice of the proposed award shall be posted in a public place in the office of the awarding agency at least five (5) working days prior to awarding the agreement.

If any proposer, prior to the award of agreement, files a protest with the Department of General Services (DGS), Office of Legal Services, and the CDFA on the grounds that the (protesting) proposer is the lowest responsible proposer, the agreement shall not be awarded until either the protest has been withdrawn or the DGS has decided the matter.

Within five (5) days after filing the initial protest, the protesting proposer shall file with the DGS and the CDFA a detailed written statement specifying the grounds for the protest. The written protest must be sent to the DGS, Office of Legal Services, 707 Third Street, 7th Floor, Suite 7-330, West Sacramento, California 95605. A copy of the detailed written protest should be mailed to CDFA, Contracts Office, 1220 N Street, Room 115, Sacramento, California 95814. It is suggested that proposers submit any protest by certified or registered mail.

9. Disposition of Bids

Upon proposal opening, all documents submitted in response to the RFP will become the property of the State of California and will be regarded as public records under the California Public Records Act (Government Code Section 6250 et seq.) and subject to review by the public.

Samples and/or copies of the proposals may be returned only at the proposer’s expense, unless such expense is waived by the CDFA.

10. Agreement Execution and Performance

Performance shall start no later than thirty (30) days, or on the expressed date set by the CDFA and the Contractor, after all approvals have been obtained and the Agreement is fully executed. Should the Contractor, after all approvals have been obtained and the Agreement is fully executed, fail to commence work at the agreed upon time, the CDFA, upon five (5) days written notice to the Contractor, reserves the right to terminate the agreement. In addition, the Contractor shall be liable to the State for the difference between Contractor’s proposal price and the actual cost of performing work by another contractor.

All performance under the Agreement shall be completed on or before the termination date of the Agreement.

11. Preference Programs and Participation Requirements

Information, requirements and forms for the preference programs listed below can be found at the Internet web sites listed.

Note: These documents may not be required in all bid packages. Refer to Attachment entitled, “Required Documents” for a list of required documents by this RFP.

A. Certified Small Businesses and Microbusinesses Certification Benefits – Certified Small Businesses or Microbusinesses can claim the five percent (5%) preference when submitting a proposal on a state contract. You must provide a copy of the official Certification letter along with your proposal.

For information on small business and microbusiness certification benefits refer to the following DGS Website – http://www.pd.dgs.ca.gov/smbus/sbpref.htm

B. Enterprise Zone Act (EZA) – https://www.documents.dgs.ca.gov/pd/poliproc/ezapage.pdf

C. Disabled Veteran Business Enterprise (DVBE)

D. DVBE Incentive

Please look carefully at box (a) in this section. If the box is checked you must respond accordingly to the instructions in this section for your bid to be considered responsive.

a. Full Participation Requirements

This RFP has full participation goals for the Disabled Veteran Business Enterprise (DVBE) Program of three (3) percent of the total bid cost. Bidders must meet the DVBE requirements in order to be considered a responsive bidder and be considered for contract award. Failure to meet the three (3) percent goal will result in your bid being rejected. A copy of the DGS DVBE Certification letter must be included with your bid.

If the “Full Participation Requirement" box is checked, you will need to complete and comply with Option A of the attached form (Rev. 9/2009) titled, “California Disabled Veteran Business Enterprise (DVBE) Program Requirements,” and include it with your Bid.

Specific information regarding the form (Rev. 9/2009), “California Disabled Veteran Business Enterprise (DVBE) Program Requirements,” can be found at the following website: www.pd.dgs.ca.gov.

(GOOD FAITH EFFORT IS NOT AN OPTION TO MEET THE DVBE PARTICIPATION GOAL.)

If for this agreement, the contractor made a commitment to achieve Disabled Veteran Business Enterprise (DVBE) participation, then the contractor must within 60 days of receiving final payment under this agreement (or within such other time period as may be specified elsewhere in the agreement) certify in a report to the awarding department: (1) the total amount the prime contractor received under the contract; (2) the name and address of the DVBE(s) that participated in the performance of the contract; (3) the amount each DVBE received from the prime contractor; (4) that all payments under the contract have been made to the DVBE(s); and (5) the actual percentage of DVBE participation that was achieved. A person or entity that knowingly provides false information shall be subject to a civil penalty for each violation. (Military & Veterans Code (M&VC) § 999.5(d)).

http://www.pd.dgs.ca.gov/smbs/sbpref.htm https://www.documents.dgs.ca.gov/pd/poliproc/ezapage.pdf http://www.pd.dgs.ca.gov/

Contractor understands and agrees that should award of this contract be based in part on their commitment to use the Disabled Veteran Business Enterprise (DVBE) subcontractor(s) identified in their bid or offer, per Military and Veterans Code 999.5(e), a DVBE subcontractor may only be replaced by another DVBE subcontractor and must be approved by the Department of General Services (DGS). Changes to the scope of work that impact the DVBE subcontractor(s) identified in the bid or offer and approved DVBE substitutions will be documented by contract amendment.

12. Recycled Content Certification

The State of California is required to purchase recycled content products (RCPs) rather than non-recycled products whenever price, quality, and availability are comparable. Furthermore, each state agency is required to purchase RCPs in sufficient quantities to ensure that mandated RCP procurement goals are attained within eleven product categories. These eleven product categories and their respective minimum recycled content requirements are outlined in Attachment H.

Therefore, if two bidders quote the same bid cost amount for services, the State will award the contract to the RCP certified contractor.

In order to help state agencies identify all reportable purchases and all the reportable RCP purchases, suppliers are mandated by the Public Contract Codes to certify the minimum, if not the exact, recycled content, both secondary and postconsumer material, in the products, materials, goods, and supplies offered or sold to the State. The Public Contract Codes require every supplier to certify the minimum, if not the exact recycled content, both secondary and postconsumer material, in the products, materials, goods, and supplies offered or sold to the State. A Recycled Content Certification Form (CIWMB 74C) is provided in Attachment H for this purpose. Additional information regarding this program can be obtained at the following web site: http://www.ciwmb.ca.gov/BuyRecycled/StateAgency/Certify.htm.

http://www.ciwmb.ca.gov/BuyRecycled/StateAgency/Certify.htm

ADDITIONAL REQUIREMENTS

CONTRACTOR AND SUBCONTRACTOR COMPLIANCE REQUIREMENTS

The Contractor shall ensure its officers, agents and employees will fully cooperate with any/all investigations conducted by the Department of Food and Agriculture’s Equal Employment Opportunity and Human Resources Offices and will require the same of any subcontractors or consultants used pursuant to this agreement.

INSURANCE REQUIREMENTS

Contractor shall comply with all requirements outlined in the (1) General Provisions section and (2) Contract Insurance Requirements outlined in this section. No payments will be made under this contract until contractor fully complies with all requirements.

1. General Provisions Applying to All Policies

a. Coverage Term – Coverage needs to be in force for the complete term of the contract. If insurance expires during the term of the contract, a new certificate must be received by the State at least ten (10) days prior to the expiration of this insurance. Any new insurance must comply with the original contract terms.

b. Policy Cancellation or Termination & Notice of Non-Renewal – Insurance policies shall contain a provision stating coverage will not be cancelled without 30 days prior written notice to the State. New certificates of insurance are subject to the approval of the Department of General Services and the Contractor agrees no work or services will be performed prior to obtaining such approval. In the event Contractor fails to keep in effect at all times the specified insurance coverage, the State may, in addition to any other remedies it may have, terminate this Contract upon the occurrence of such event, subject to the provisions of this Contract.

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

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

e. Insurance Carrier Required Rating – All insurance companies must carry an AM Best rating of at least “A–” with a financial category rating of no lower than VI. If the Contractor is self-insured for a portion or all of its insurance, documentation of self-insurance must be submitted and approved by the Department of General Services, Office of Risk and Insurance Management.

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

g. Inadequate Insurance – Inadequate or lack of insurance does not negate the contractor’s obligations under the contract.

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

2. Contract Insurance Requirements

Prime-Contractor Insurance Requirements Prime contractor shall display evidence of the following on an Acord certificate of insurance evidencing the following coverages:

Commercial General Liability – Contractor shall maintain general liability on an occurrence form with limits not less than $1,000,000 per occurrence for bodily injury and property damage liability combined with a $2,000,000 annual policy aggregate. A “per project aggregate” endorsement is required. The policy shall include coverage for liabilities arising out of premises, operations, independent contractors, products, completed operations, personal and advertising injury, and liability assumed under an insured contract. This insurance shall apply separately to each insured against whom claim is made or suit is brought subject to the Contractor’s limit of liability.

The policy must be endorsed to name The State of California, its officers, agents, employees and servants as additional insureds, but only with respect to work performed under the contract.

Automobile Liability – Contractor shall maintain automobile liability insurance for limits not less than $1,000,000 combined single limit. Such insurance shall cover liability arising out of a motor vehicle including owned, hired and non-owned motor vehicles. Should the scope of the Contract involve transportation of hazardous materials, evidence of an MCS-90 endorsement is required.

Professional Liability - If the scope of work involves work of a professional nature, Contractor shall maintain Professional Liability covering any damages caused by a negligent error, act or omission with limits not less than $1,000,000 per claim and $1,000,000 policy aggregate. The policy’s retroactive date must be displayed on the certificate of insurance and must be before the date this contract was executed or before the beginning of contract work.

Workers’ Compensation Insurance – The Contractor shall have and maintain, for the term of this Agreement, workers' compensation insurance and shall furnish to the State a certificate of insurance evidencing workers compensation insurance and employer’s liability presently in effect with limits not less than $1,000,000 by an insurance carrier licensed to underwrite workers’ compensation insurance in California. Such certificate shall include the name of the carrier, policy inception and expiration dates. If the Contractor is self-insured for workers compensation, a certificate must be presented evidencing Contractor is a qualified self-insurer in the State of California. By signing this Agreement, the Contractor hereby warrants that it carries Workers’ Compensation Insurance on all of its employees who will be engaged in the performance of this Agreement. If staff provided by the Contractor is defined as independent contractors, this clause does not apply.

Sub-Contractor Insurance Requirements Sub-contractor(s) shall display evidence of the following on an Acord certificate of insurance evidencing the following coverages:

Commercial General Liability – Contractor shall maintain general liability on an occurrence form with limits not less than $1,000,000 per occurrence for bodily injury and property damage liability combined with a $2,000,000 annual policy aggregate. A “per project aggregate” endorsement is required. The policy shall include coverage for liabilities arising out of premises, operations, independent contractors, products, completed operations, personal and advertising injury, and liability assumed under an insured contract. This insurance shall apply separately to each insured against whom claim is made or suit is brought subject to the Contractor’s limit of liability.

The policy must be endorsed to name The State of California, its officers, agents, employees and servants as additional insureds, but only with respect to work performed under the contract.

Automobile Liability – Contractor shall maintain automobile liability insurance for limits not less than $1,000,000 combined single limit. Such insurance shall cover liability arising out of a motor vehicle including owned, hired and non-owned motor vehicles. Should the scope of the Contract involve transportation of hazardous materials, evidence of a MCS-90 endorsement is required.

Professional Liability - If the scope of work involves work of a professional nature, Contractor shall maintain Professional Liability covering any damages caused by a negligent error, act or omission with limits not less than $1,000,000 per claim and $1,000,000 policy aggregate. The policy’s retroactive date must be displayed on the certificate of insurance and must be before the date this contract was executed or before the beginning of contract work.

Workers’ Compensation Insurance – The Contractor shall have and maintain, for the term of this Agreement, workers' compensation insurance and shall furnish to the State a certificate of insurance evidencing workers compensation insurance and employer’s liability presently in effect with limits not less than $1,000,000 by an insurance carrier licensed to underwrite workers’ compensation insurance in California. Such certificate shall include the name of the carrier, policy inception and expiration dates. If the Contractor is self-insured for workers compensation, a certificate must be presented evidencing Contractor is a qualified self-insurer in the State of California. By signing this Agreement, the Contractor hereby warrants that it carries Workers’ Compensation Insurance on all of its employees who will be engaged in the performance of this Agreement. If staff provided by the Contractor is defined as independent contractors, this clause does not apply.

LIABILITY AND DAMAGES

The Contractor shall be liable for any damages by the Contractor or his employees to portions of buildings, premises, equipment, furniture, material, or other CDFA property. Damage resulting from the services provided will be repaired or items will be replaced by the Contractor to the satisfaction of the CDFA at no expense to the CDFA. Any items lost or stolen while in the Contractor's custody will be replaced by the Contractor at no expense to the CDFA.

LICENSE AND PERMIT REQUIREMENTS

The Contractor shall be an individual or firm properly licensed to do business in California in accordance with the laws of the State of California, and shall obtain at his/her expense all license(s) and permit(s) required by law for accomplishing any work required in connection with this agreement.

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

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

DISPUTES

Any dispute concerning a question of fact arising under the terms of this agreement which is not disposed of within a reasonable period of time (ten days) by the Contractor and CDFA Program Contract Manager normally responsible for the administration of this contract shall be brought to the attention of the Secretary of the CDFA or designated representative and the Contractor for joint resolution.

PROGRESS PAYMENTS – CONSULTING CONTRACTS

Progress payments will be made. The CDFA will withhold 10% of each progress payment until the satisfactory completion of a series of tasks as included in the workplan or schedule. Upon completion of each series of tasks, the CDFA will pay the Contractor the 10% retainage for each series of tasks.

OWNERSHIP OF DOCUMENTS

The CDFA will have separate and independent ownership of all drawings, design plans, specifications, notebooks, tracings, photographs, negatives, reports, findings, recommendation, data memoranda of every description or any part thereof, prepared under this Agreement and the originals and all copies thereof will be delivered to the State upon request. The State will have the full right to use said originals and copies in any manner when and where it may determine without any claim on the part of the Contractor, its vendors or subcontractors to additional compensation.

RIGHT TO BAR

The CDFA reserves the right to bar any Contractor's employee from the worksite.

MULTIPLE CONTRACTORS

The CDFA may undertake or award other contractors for additional work, and the Contractor shall fully cooperate with other contractors and State employees.

STAFF EXPENSES

The Contractor represents that it has or shall secure at its own expense, all staff required to perform the services described in this Agreement. Such personnel shall not be employees of or have any contractual relationship with any government entity.

CONFIDENTIALITY AND PUBLIC RECORDS

Contractor and the CDFA understand that each party may come into possession of information and/or data which may be deemed confidential or proprietary by the person or organization furnishing the information or data. Such information or data may be subject to disclosure under the California Public Records Act, commencing with Government Code, Section 6250, or the Public Contract Code. The CDFA agrees not to disclose such information or data furnished by contractor and to maintain such information or data as confidential when so designated by contractor in writing at the time it is furnished to the CDFA, only to the extent that such information or data is exempt from disclosure under the California Public Records Act and the Public Contract Code.

PUBLICITY AND ACKNOWLEDGEMENT

The Contractor agrees that it will acknowledge CDFA's support whenever projects funded, in whole or in part, by this Agreement are publicized in any new media, brochures, or other type of promotional material.

CONFLICT OF INTEREST

Contractor certifies that its employees and the officers of its governing body shall avoid any actual or potential conflicts of interest, and that no officer or employee who exercises any functions or responsibilities in connection with this Agreement shall have any personal financial interest or benefit which either directly or indirectly arises from this Agreement.

QUALIFICATIONS

The prospective contractor must have the experience, qualifications and resources to perform the work required by this Agreement.

SMALL BUSINESS PREFERENCE

California Government Code Sections 14835 et seq. requires that a five percent preference be given to bidders who qualify as a small business. The rules and regulations of this law, including the definition of a small business, are contained in Title 2, California Code of Regulations, Sections 1896 et seq. Additional information is available from the DGS, Office of Small Business Certification and Resources (OSBCR) at (916) 323-5478 or http://www.pd.dgs.ca.gov/smbus/default.htm.

All bidders claiming the Small Business preference must submit proof of small business status with their bid submittal. In addition, bidder shall identify any subcontractors that are certified small business and include a copy of their OSBCR certification approval letter(s) with your submittal of the bid.

A qualified bidder who claims the small business preference will be granted a preference consisting of five percent of the lowest responsive bid only if the lowest bid is submitted by a business that is not a certified small business. The five percent preference is used only for computation purposes to a maximum of $50,000 to determine the lowest responsive bidder and does not alter the amounts of the resulting Agreement. An Agreement awarded by reason of the five percent preference is awarded for the amount of the small business firm’s actual cost proposal.

UNFAIR PRACTICES ACT

Contractor hereby certifies that contractor will comply with the requirements of Section 17000 of the Business and Professions Code.

PATENT RIGHTS

Any invention resulting from work under this Agreement shall be disclosed to the Department. The Department shall provide any suggestions to the Contractor concerning patenting and licensing such and invention within sixty (60) days of receiving the disclosure. If the Contractor does determine it is advisable to patent the invention, it shall be done at the Contractor’s cost and the Department will accept the Contractor’s decision.

The Department and the Contractor will cooperate in establishing any licensing program. Such program will provide that the Department retains the right to manufacture or use the invention without royalty and may do so in cooperation with other public agencies, however, such use shall not be for commercial purposes on competition with the licensee. The licensee shall be required to provide any material developed pursuant to the contract to the State for its regulatory purposes at cost or at a preferential rate to be negotiated.

COPYRIGHTS AND TRADEMARKS

Contractor agrees to establish for the CDFA good title in all copyrightable and trademarkable materials developed as a result of this Agreement. Such title will include exclusive copyrights and trademarks in the name of the State of California.

As used herein, "copyrightable material" includes all materials which may be copyrighted as noted in Title 17, United States Code, Section 102, as follows: 1) literary works, 2) musical works, including any accompanying words, 3) dramatic works, including any accompanying music, 4) pantomimes and choreographic works, 5) pictorial, graphic and sculptural works, 6) motion pictures and other audio visual works and 7) sound recordings. As used herein, "trademarkable material" means any material which may be registered as a trademark, service mark or trade name under the California Trademark Law, cited at Business and Professions Code (B&PC) Section 14200-14342. Contractor agrees to apply for and register all copyrights and trademarks, as here above defined, in the name of the State of California, for all materials developed pursuant to this Agreement which may under the applicable law be copyrighted or for which a trademark may be registered.

Failure to comply with this article when such failure results in the loss of the exclusive right to the State to use, publish or disseminate such materials, when such failure and result occur during the term of this Agreement, constitutes breach of contract.

SUBCONTRACTORS

All subcontractors identified shall be experts in their respective disciplines and capable of performing the tasks for which they were hired. Subcontractors shall have extensive experience in their area of expertise, with particular emphasis on prior experience on similar programs or projects that clearly illustrate their expertise in areas essential to the CDFA.

The Contractor must use the Small and/or DVBE business subcontractor(s) identified in the Small Business/DVBE Participation Summary submitted with the bid unless the Contractor requests substitution in writing to the CDFA prior to the subcontractor performing any work and the CDFA approves such substitution.

http://www.pd.dgs.ca.gov/smbus/default.htm

POTENTIAL SUBCONTRACTORS

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

REPORTS

If this Agreement is for the production of a report, Contractor, pursuant to Government Code, Section 7550, will include the dollar amount and Agreement number of all contracts relating to preparation of this report.

PRIORITY HIRING CONSIDERATIONS

The Contractor is hereby advised that it will…