S24BS010_-_IFB_-_Water_Delivery_Services.pdf

STATE OF CALIFORNIA GAVIN NEWSOM, Governor

INVITATION FOR BID

Notice to Prospective Bidders IFB No. S24BS010

8/14/2024

You are invited to review and respond to this Invitation for Bid (IFB) No. S24BS010 entitled, “Water Delivery Services.” In submitting your bid, you must comply with the instructions found herein.

This IFB is published online in the California State Contracts Register (CSCR) at https://caleprocure.ca.gov/pages/index.aspx. To ensure receipt of any addenda that may be issued, interested parties are encouraged to register online at: https://caleprocure.ca.gov.

The Department of Industrial Relations (DIR) deadline for receipt of bids is “September 10th, 2024” no later than 1:00 p.m. All bids must be submitted via electronic mail to the email addresses indicated below. Faxed, hand delivered and mailed bids will not be accepted. Bids must be submitted no later than the date and time indicated under Section II. A. Key Action Dates. File size cannot exceed 50 Mega Bytes (MB). The naming convention of the bid must be in the following format: “IFB S24BS010 [insert vendor name] Bid.” Bids must be received on or before the date and time specified herein and the email addresses provided below:

EMAIL IFB Bids to:

Procurement@dir.ca.gov “DEverett@dir.ca.gov

Cc: “MHartsfield@di.ca.gov”

You are advised that you are responsible for ensuring that your bid is received by the above listed contact person by the time and date required. Any bid reaching the contact person after the deadline date and time will be rejected.

In the opinion of the DIR, this IFB is complete and without need of explanation. However, if you have questions, notice any discrepancies or inconsistencies, or need any clarifying information, the contact person for this IFB is listed below. All questions must be submitted in accordance with the IFB instructions contained herein and sent via email directly to the below listed contact person and not through the Cal eProcure system.

Contact: “Deanna Everett” Email: “DEverett@dir.ca.gov”

CC: “MHartsfield@dir.ca.gov”

We appreciate your interest in this solicitation and hope to receive a bid from you if this is within your area of expertise.

Department of Industrial Relations

TABLE OF CONTENTS

SECTION PAGE

I. SCOPE OF WORK

II. BID INSTRUCTIONS AND INFORMATION

A. IFB Key Action Dates B. Submission of Bid C. Bid Submission Withdrawal D. Bidder Responsibilities E. Minimum Bidder Qualifications F. General Requirements G. Bid Rejection H. Signature I. Bid Opening and Evaluation J. Disposition of Bids K. Selection and Award L. Standard Conditions of Service M. Socio-Economic and Preference Programs N. Darfur Contracting Act Certification O. Gen AI

DRAFT STANDARD AGREEMENT

Standard Agreement (STD 213) Exhibit A – Scope of Work Exhibit A, Attachment 1 – Locations Exhibit B – Budget Detail and Payment Provisions Exhibit B, Attachment 1 – Contractor Cost Sheet Exhibit D – Special Terms and Conditions Exhibit E – Additional Provisions

ATTACHMENTS

1. Required Attachment Checklist

2. Bid/Bidder Certification Sheet

3. Contractor Cost Sheet 4 Bidder References 5 Payee Data Record (STD 204)

6. Contractor Certification Clauses (CCC 04/2017)

7. Bidder Declaration (GSPD-05-105)

8. DVBE Bid Incentive Instructions

9. Darfur Contracting Act Certification

10. California Civil Rights Law Certification

11. Detailed Response for Minimum Qualifications

12. GenAI Disclosure & Factsheet

I. SCOPE OF WORK

The Department of Industrial Relations (DIR) and (insert Contractor’s Name) hereafter referred to as Contractor agree to provide 5-gallon bottles of drinking water and water dispensing stations at DIR offices. The Contractor shall provide water dispensing stations and provide 5-gallon bottles of water as needed each month at each location and collect empty 5-gallon bottles when delivering full bottles of water.

The contract term shall be for thirty-six (36) months.

More detailed information can be found in the Draft Standard Agreement.

DIRs budget for this project is $220,000.00. Bids exceeding this amount may be deemed non- responsive and ineligible for award.

II. BID INSTRUCTIONS AND INFORMATION

This section contains instructions for the organization and timely submission of your bid.

It also contains the bid requirements and other important information crucial for submittal of a responsive and responsible bid. It is the responsibility of the bidder to carefully read and follow all bid requirements within this Invitation for Bid (IFB). Compliance with the IFB instructions is mandatory for your bid to be considered for award. Failure to comply with the IFB instructions will cause your bid to be deemed non-compliant and non-responsive, thus, ineligible for award.

Please read and carefully follow the instructions listed in the following sections. The instructions are separated by category, each with its own requirements and necessary information for submission of a timely and responsive bid. All requirements and specifications in the IFB must be responded to, and all requested data must be supplied for a bid to be considered responsive.

A. IFB Key Action Dates

Below is the tentative time schedule for this IFB. The DIR reserves the right to modify the

IFB and/or change the date and time at its sole discretion, prior to the date fixed for submission of bids, by the issuance of an addendum to all parties who received a bid package.

i. DIR reserves the right to modify or cancel in whole or part, this solicitation.

ii. Clarifications to solicitation will be given only in the form of addenda to all bidders.

Time Schedule Date Time

IFB Posted on Cal eProcure 8/14/2024 3:00 P.M.

Deadline for Submission of Written Questions

8/27/2024 1:00 P.M.

Responses to Questions Posted 9/3/2024 3:00 P.M.

Bid Submission Due 9/10/2024 1:00 P.M.

Opening of Bids via Microsoft TEAMS

Link

9/11/2024

Join the meeting now 10:00 A.M Posting of Intent to Award Notice

(Notice is posted for five [5] business days) 9/16/2024 N/A

Estimated Contract Start Date 1/1/2025 N/A

Written questions must be submitted via electronic mail by the date and time indicated in Section II.A., IFB Key Action Dates. All written questions received prior to the date indicated for the Written Questions Deadline will be answered in the form of an addendum and posted online at https://caleprocure.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 to all parties/participants.

All questions or concerns related to the IFB must be directed electronically to:

Department of Industrial Relations Contracts and Procurement Branch Contact: “Deanna Everett” Email: “DEverett@dir.ca.gov” CC: “MHartsfield@dir.ca.gov”

B. Submission of Bid

1. All bids RECEIVED by DIR must be submitted electronically and sent to DIR by the date and time shown in the time schedule in Section II. A., “IFB Key Action Dates.”

2. Time of delivery is of the essence and must be adhered to. Any bid received after the due date and time as outlined in the time schedule in Section II.A., “IFB Key Action Dates” will be rejected by DIR as not complying with a mandatory requirement of this

IFB.

3. Bids must be submitted no later than the date and time indicated under Section II. A.

Key Action Dates and file size cannot exceed 50 Mega Bytes (MB).

4. The naming convention of the bid must be in the following format: “IFB S24BS010 [insert vendor name] Bid.”

5. Bids must be submitted to the following addresses:

https://teams.microsoft.com/l/meetup-join/19%3ameeting_MjFjOTg3NmUtODUwNC00NmY1LWIzMDMtMzNmZWRlYzcyMjg2%40thread.v2/0?context=%7b%22Tid%22%3a%2202d0040e-1348-4c5e-86e4-0a5ae8ede9d6%22%2c%22Oid%22%3a%2293a09be3-314b-447e-9947-af4240237c28%22%7d

Procurement@dir.ca.gov CC: “DEverett@dir.ca.gov” CC: “MHartsfield@dir.ca.gov”

6. Bids received after the date and time shown in Section II.A. “IFB Key Action Dates” will be rejected.

7. Bids are only accepted electronically. Bids received by fax, mail, or hand delivery will be rejected.

C. Bid Submission Withdrawal

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, will not be considered.

D. Bidder Responsibilities

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

2. Costs incurred for developing bids and in anticipation of award of the agreement are entirely the responsibility of the bidder and shall not be charged to DIR. This includes, but is not limited to: delivery, drayage, express, parcel post, packing, cartage, insurance, license fees, permits, cost of bonds, any and all travel related expenses incurred in the performance of completing the bid for submittal; or for any other purpose unless expressly included and itemized in the bid solicitation.

3. Prior to submission of bid, bidder shall examine any specifications and instructions or other materials required and included in the bid package to ensure that they meet all the requirements stated in this IFB.

4. It is the bidder’s responsibility to promptly notify the DIR Contract Analyst identified in the solicitation by email, if the bidder believes that the solicitation is unfairly restrictive, contains errors or conflicting language, or needs clarification. Such notification must be submitted no later than 72 hours prior to bid opening date and time. All such correspondence received after the 72-hour deadline will not be considered and deemed ineligible for review and/or response from DIR.

5. Bidder must complete and submit Contractor Cost Sheet, Attachment 3. Submission of this attachment is mandatory. Failure to fully complete and return attachment with your bid will cause your bid to be rejected and deemed non- responsive.

6. References must be provided using Bidder References Form, Attachment 4.

Submission of this attachment is mandatory. Failure to fully complete and return this attachment with your bid may cause your bid to be rejected and deemed non-responsive.

7. Bidder must complete and submit to DIR, the Payee Data Record (STD 204), Attachment 5, to determine if the selected bidder is subject to State income tax withholding, pursuant to California Revenue and Taxation Code, Section 18662.

Contract payment cannot be made unless a completed STD 204 has been returned to

DIR.

8. Bidder is responsible for reviewing, reading, understanding, and complying in full with the State’s General Terms and Conditions along with the Contractor Certification Clauses (CCCs) at:

http://www.dgs.ca.gov/ols/Resources/StandardContractLanguage.aspx. The bidder must sign and return CCCs, Attachment 6.

9. Bidder must sign and submit to DIR, the California Civil Rights Laws Certification, Attachment 10.

10. The bidder must be an individual or firm licensed to do business in 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.

11. The bidder must own and operate a legitimate business. If required by law, the bidder must be registered and in good standing with the California Secretary of State. All businesses that are required to be registered with the Secretary of State must be registered prior to date of Agreement award. Evidence of registration shall be submitted with bid.

12. In the event that any license(s) and/or permit(s) expire at any time during the term of this agreement, bidder 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 bidder 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.

E. Minimum Bidder Qualifications

The bidder must provide a detailed response, outlining information as to how the bidder meets each of the minimum qualifications listed below. The bidder must provide their detailed response on Attachment 11, Detailed Response for Minimum Qualifications.

Bids that do not meet the minimum qualifications may be determined non-responsive and ineligible for award.

1. The bidder must have the ability to provide a minimum of 154 water dispensing units to the Department of Industrial Relations (DIR) offices throughout California.

2. The bidder must have the ability to supply 5-gallon bottles of drinking water for each water dispensing unit each month as needed.

3. The bidder must have a minimum of three (3) years’ experience providing similar services indicated in this IFB to other public, non-profit, or private sector entities in commercial, industrial, or public agency.

4. The bidder must carry a current Seller’s permit issued by the California State Board of Equalization.

F. General Requirements

1. Insurance Requirements

It is the bidder’s responsibility to provide insurance and endorsements as described in the Draft Standard Agreement, Exhibit D, Special Terms and Conditions, if selected for award.

2. Subcontracts/Subcontractors

If subcontractors are to be used, the bidder must include the description of each person or firm and the work to be done by each subcontractor in Attachment 7, Bidder Declaration. Subcontractors, if any must be identified and their qualifications.

G. Bid Rejection

1. Bids 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.

2. Bids must be completed in all respects as required by the IFB. Each bid will be checked in detail to determine its compliance to the IFB requirements. A bid will be rejected if it is conditional or incomplete, or if it contains any alterations of forms or other irregularities of any kind. If a bid fails to meet any IFB requirements, DIR will determine if the deviation is material; a material deviation will cause rejection of the bid. The State may waive any immaterial deviation in a bid. A non-material deviation (errors in mathematical computation, spelling, etc.) will be examined to determine when the deviation is acceptable. If accepted, the bid will be processed as if no deviation had occurred. The State's waiver of immaterial defect shall in no way modify the IFB document or excuse the bidder from full compliance with all requirements, if awarded the agreement. A bid must be rejected if any such defect or irregularity constitutes a material deviation from the IFB requirements.

3. DIR reserves the right to reject any or all bids. The agency is not required to award an agreement. All bids may be rejected whenever the agency determines that the cost is not reasonable, the cost exceeds the amount estimated, or otherwise in the best interest of the State.

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

5. Bids received past the date and time specified in the table in Section II.A., “IFB Key Action Dates,” will be deemed non-responsive and rejected. Under no circumstances will any bids be accepted past the date and time stated in the table. All such bids received past the date and time will not be accepted.

H. Signature

1. An individual who is authorized to bind the bidding firm contractually shall sign the Bid/Bidder Certification Sheet, Attachment 2. The signature must indicate the title or position that the individual holds in the firm. An unsigned bid may be rejected.

2. All documents requiring a signature must bear an original or electronic signature of a person authorized to bind the bidding firm and must be duly authorized to sign the contract/agreement if awarded the bid.

I. Bid Opening and Evaluation

1. The bids will be publicly opened and read promptly at the time and place indicated in the IFB, as stated in the table in Section II.A., “IFB Key Action Dates.”

2. A bidders bid must constitute an irrevocable offer for a period of at least 90 days following the scheduled date for contract award and execution.

3. DIR will put each bid through an administrative evaluation process pursuant to the published requirements to determine the bidder’s responsiveness to the IFB.

J. Disposition of Bids

Upon bid opening, all original documents submitted in response to this IFB will become the property of the State of California and DIR, and will be regarded as public records under the California Public Records Act (Government Code Section 6250 et seq.).

K. Selection and Award

1. Award, if made, will be to the lowest responsive, responsible bidder.

2. Notice of the proposed award shall be posted on Cal eProcure at https://caleprocure.ca.gov/pages/index.aspx for five (5) business days prior to awarding the Agreement.

3. Whenever a contract is awarded under a procedure which provides for competitive bidding, but the contract is not to be awarded to the low bidder, the low bidder shall be notified by email five (5) working days prior to the award of the contract.

4. Prior to award of the contract, bidders may protest the proposed award(s) by filing a notice of protest with DIR and the Department of General Services (DGS), Office of Legal Services (OLS) on the basis that they are the lowest responsible bidder meeting the specifications for the contract.

5. Protest notices should contain full contact information, including an email address, and the IFB number, and must be filed with:

Department of Industrial Relations Contracts and Procurement Branch Attention: Manager 1515 Clay Street, Suite 301, Oakland, CA 94621 Procurement@dir.ca.gov

Department of General Services Office of Legal Services Attention: Bid Protest Coordinator 707 Third Street, 7th Floor, Suite 7-330 West Sacramento, CA 95605 email address:

OLSProtests@dgs.ca.gov

6. Within five (5) calendar days after filing the notice of protest, the protesting Bidder shall file with DGS, OLS and DIR a detailed written statement specifying the grounds for the protest.

7. The Agreement(s) shall not be awarded until either the protest has been withdrawn or the State has decided the matter.

8. Proposed contractor will receive a fully executed contract with all necessary terms and conditions and exhibits/attachments. Proposed contractor should carefully read the entire contract and be sure to sign contract and all required documents.

9. Such award, if made, will be made within sixty (60) days after opening of bids, if not sooner. Contract shall be signed by bidder and returned within ten (10) working days of receipt. If lowest responsive, responsible bidder refuses or fails to execute the contract, DIR may award the contract to the next lowest responsive, responsible bidder.

L. Standard Conditions of Service

1. Services shall be available on the express date set by the awarding agency and the Contractor, after all approvals have been obtained and the agreement is fully executed. Should the Contractor fail to commence work at the agreed upon time, the awarding agency, 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 bid price and the actual cost of performing work by the second lowest bidder or by another contractor.

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

3. The State does not accept alternate contract language from a prospective contractor.

A bid with such language may be considered a counter proposal and may be rejected. The State’s General Terms and Conditions (GTC) and Contractor Certification Clauses (CCC) are not negotiable. The GTC and CCCs are included in the sample agreement attached to this package and may also be viewed at the Internet site: http://www.dgs.ca.gov/ols/Resources/StandardContractLanguage.aspx under Standard Contract Language.

4. The State does not negotiate rates and/or costs listed on any bid submitted.

5. No oral understanding or agreement shall be binding on either party. Any changes or alterations to the contract/agreement must be in writing and approved by both parties and/or Department of General Services’ Office of Legal Services, if required.

M. Socio-Economic and Preference Programs

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

This solicitation does not require a minimum amount of DVBE participation. However, you are strongly encouraged to either become certified, if eligible, or to subcontract a portion of the work to a certified DVBE.

If a prime bidder is a certified DVBE or commits to subcontracting with DVBE(s), it may be eligible to receive an incentive provided that the DVBE provides a commercially useful function as defined in California Military Code Section 999(i) and California Code of Regulations, Title 2, Section 1896.71. For evaluation purposes only, the State shall apply an incentive to bids that propose California certified DVBE participation as identified on the Bidder Declaration (GSPD-05-105), Attachment 7, and confirmed by the State.

The incentive amount varies in conjunction with the percentage of DVBE participation in accordance with the “California Disabled Veteran Business Enterprise (DVBE) Bid Incentive Instructions,” Attachment 8.

Bidders claiming the DVBE incentive must complete and return the Disabled Veteran Business Enterprise Declarations form (STD 843) found at:

http://www.documents.dgs.ca.gov/pd/poliproc/STD-843FillPrintFields.pdf.

2. Small Business (SB) or Microbusiness (MB) Preference (Optional)

If bidder is claiming the 5 % certified SB or MB preference, or is committing to subcontract 25 % or more of their net bid price to one or more Certified SBs or MBs, complete Bidder Declaration (GSPD-05-105), Attachment 7, and attach a copy of the certification.

Additional References: http://www.pd.dgs.ca.gov

Questions regarding the certification approval process or the Small Business program should be directed to the Department of General Services, Procurement Division at

(800) 559-5529 or (916) 375-4940 email: OSDSHelp@dgs.ca.gov . For the 24-Hour Recording & Mail Request call (916) 322-5060.

SB or MB bidders or bidders using the non-SB preference shall be granted a preference consisting of 5 % of the bid price of the lowest responsive bidder that is not a SB.

3. Target Area Contract Preference Act (TACPA)

The TACPA preference will be granted for this solicitation. Bidders wishing to take advantage of this preference will need to review the following website and submit the appropriate response with their Proposal:

https://www.documents.dgs.ca.gov/pd/poliproc/tacpapage.pdf.

Bidders seeking to obtain a TACPA preference must complete and submit the TACPA Preference Request, STD. 830, and DGS/PD 526 with their Bid. The STD. 830 and DGS/PD 526 are available to download at the link provided above.

N. Darfur Contracting Act Certification (Mandatory Submittal)

Public Contract Code Sections 10475-10481 applies to any company that currently or within the previous three years has conducted business activities or other operations outside of the United States. For any contractor that submits a bid or proposal, the contractor must certify that it is either 1) not a scrutinized company; or 2) a scrutinized company that has been granted permission by the Department of General Services. This form must be completed and submitted with your bid. See Darfur Contracting Act Certification, Attachment 9.

O. GenAI (Mandatory Submittal)

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.

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

The State has developed a GenAI Reporting and Factsheet (STD 1000) to be completed by the Bidder / Offeror / Contractor. Failure to submit the GenAI Reporting and Factsheet (STD 1000) will result in disqualification of the Bidder / Offeror / Contractor.

Failure to report GenAI to the State may void any resulting contract. The State reserves its right to seek any and all relief it may be entitled to as a result of such non-disclosure. Upon receipt of a Bidder / Offeror / Contractor GenAI Reporting and Factsheet (STD 1000), the state reserves the right to incorporate GenAI Special Provisions into the final contract or reject bids/offers that present an unacceptable level of risk to the state.

DRAFT STANDARD AGREEMENT

(TO BE INSERTED ONCE FINAL)

IFB No.S24BS010

EXHIBIT A

SCOPE OF WORK

The Department of Industrial Relations (DIR) and (insert Contractor’s Name) hereafter referred to as Contractor agree to provide 5-gallon bottles of drinking water and water dispensing stations at DIR offices. The Contractor shall provide water dispensing stations and provide 5-gallon bottles of water as needed each month at each location and collect empty 5-gallon bottles when delivering full bottles of water.

A. BACKGROUND AND PURPOSE

DIR wants to ensure that all its employees have access to clean drinking water that is independent of a building’s water supply. All DIR offices outlined in this Agreement will need one, or more, water dispensing stations and deliveries of 5-gallon bottles of water each month.

B. DETAILED SCOPE OF WORK

The Contractor shall provide the following services:

1. Deliver and install water dispensing stations:

The Contractor shall provide water delivery services to a minimum of 40 DIR offices at the locations outlined in Exhibit A, Attachment 1 – Locations. Each office will need the number of water dispensing stations listed at the locations provided in Exhibit A, Attachment 1 - Locations.

The Contractor shall deliver the water dispensing stations to each location and install the stations, if installation is required.

2. Monthly delivery of 5-gallon bottles of water:

Each office shall receive a monthly delivery of 5-gallon bottles of water as needed. Offices with multiple water dispensing stations will need to have bottles delivered to each station. All products offered shall meet all regulatory requirements of the California Department of Public Health regarding water quality and labeling.

If the 5-gallon bottles of water delivered do not meet these regulatory requirements, DIR has the right to refuse the product and the Contractor shall be responsible for the immediate replacement of that item(s) at no cost to DIR.

DIR will place an order each month that shall specify how many bottles of water need to be delivered and will include a breakdown of how many bottles will be needed at each water dispensing station.

3. Retrieval of empty bottles:

The Contractor shall retrieve empty 5-gallon bottles of water from each water station each month.

4. Maintenance:

The Contractor shall ensure that all water dispensing stations are clean, fully operable and in good repair.

C. CONTRACTOR’S RESPONSIBILITIES

1. Services performed by the Contractor shall conform to the latest requirements of federal, State, city, and county regulations. Contractor is responsible for compliance with all applicable laws, codes, rules and regulations in connection with work performed under this Agreement.

2. Contractor shall notify the DIR Contract Manager, or designee, of any delays in water delivery or changes to the delivery schedule. Contractor shall provide this notification via email to: DIRSafetySecurity@dir.ca.gov.

3. Contractor shall respond to DIR within 48 to 72 hours to any concerns of the

State. Failure to respond and establish remedy pertaining to the expressed concern shall be grounds for termination of the Agreement.

4. Contractor shall coordinate with the DIR Contract Manager, or designee, on the delivery time and installation of water delivery service.

D. DIR’S RESPONSIBILITIES

1. DIR shall provide the Contractor with all delivery points, including the location of each office, which floors and suites will require water dispensing units, and the number of water dispensing units required on each floor and suite.

2. DIR shall provide access to each delivery point during deliveries.

3. DIR shall provide monthly orders on how many 5-gallon bottles of water will be needed at each delivery point.

E. SERVICE HOURS AND LOCATIONS

1. Locations

Please refer to Exhibit A, Attachment 1 for all the locations within California to be serviced under this Agreement.

2. Normal Business Hours

All services will be performed during the normal business hours of 8:00AM to 5:00PM (PST), Monday to Friday, unless otherwise specified. Excluded are State of California holidays, as per the California Department of Human Resources.

DIR may change, add, or remove locations or the number of water dispensing stations at a location after submitting a formal notification to the Contractor a minimum of 30 days prior to the change occurring.

F. CONTRACT REPRESENTATIVES

The Contract Managers during the term of this Agreement shall be:

Agency: Department of Industrial Relations Contractor:

Division : Section:

Attention: Attention:

Address:

Address:

Phone: Phone:

Email: Email:

Direct all questions to the Contract Manager. Contract representatives may be changed without amendment upon written notification to the other party.

EXHIBIT A - ATTACHMENT 1

LOCATIONS*

City Address Zip code Suite(s)/Floor(s) Number of

Dispensing Stations.

Location of Dispensers

American Canyon

3419 Broadway 94503 N/A 2 One in the breakroom. One in the office.

Anaheim 1065 Link Drive 92806 Suites 170, 200 2 One in each breakroom.

Bakersfield 1800 30th Street 93301 N/A 1 One in the Breakroom.

Bakersfield 7718 Meany

Avenue 93308 N/A 1 One in the large breakroom.

Concord 1855 Gateway Blvd.

94520 Suite 350 2 One in the breakroom. One in the office.

El Centro 1550 W. Main Street

92243 N/A 1 One station in the breakroom.

Foster City 1065 E. Hillsdale Blvd.

94404 Suite 110 1 One station in the breakroom.

Fremont 39141 Civic Center Drive

94538 Suite 310 1 One station in the breakroom.

Fresno 2550 Mariposa Mall

93721 Suites 2005, 2 One in the breakroom of each suite.

Fresno 770 E. Shaw Avenue

93710 Suite 222 1 One station in the breakroom.

La Palma 1 Centerpointe Drive

90623 Suite 150 1 One station in the breakroom.

Lodi 3021 Reynolds Ranch Parkway

95240 N/A 2 One in the breakroom. One in the front of the office.

Long Beach 1500 Hughes Way

90810 Suites 201, 202, 5 One in suite 201. Two in suite

202. One in suite 203. One in the breakroom.

Los Angeles 320 W. 4th Street 90013 Suites 400, 420, 430, 450, 480, 490, 600, 670, 690, 820, 900

12 One in each suite plus a second water dispensing unit in suite 450.

Los Angeles 355 South Grand Avenue

90071 Suites 1800, 3 Two in suite 1800. One in suite 1850.

Marina Del Rey

4720 Lincoln Blvd.

90292 Floors 2 and 3 2 One on floor 2. One on floor 3.

Modesto 4206 Technology Drive

95356 Suite 3 1 One station in the breakroom.

Monrovia 800 Royal Oaks 91016 N/A 2 One station in each breakroom.

Suite(s)/Floor(s) Number of Dispensing Stations.

Location of Dispensers

Oakland 1515 Clay Street 94612 Suites 301, 401, 403, 404, 405, 407, 409, 600, 701, 801, 901, 1103, 1190, 1301, 1302, 1303, 1306, 1540, 1622, 1700, 1800, 1901, 1902, 1903, 2206, 2208

29 One in each suite plus a second water dispensing station in suites 600, 1700, and 1800.

Oxnard 1901 North Rice Avenue

93036 Suite 200 1 One station in the breakroom.

Pomona 732 Corporate Center Drive

91768 Floors 1 and 2 2 One on each floor.

Redding 250 Hemsted Drive

96002 N/A 2 One station in each breakroom.

Redding 381 Hemsted Drive

96002 N/A 1 One station in the breakroom.

Riverside 3737 Main Street 92501 Suites 300, 850 2 One station in each suite.

Sacramento 160 Promenade 95834 Suites 300, 320, 350, 360 4 One station in each suite.

Sacramento 1750 Howe Avenue

95825 Suites 120, 130, 350, 370, 410, 420, 430, 440, 450, 460, 470, 480, 490

13 One station in each suite.

Sacramento 2031 Howe Avenue

95825 Suites 100, 110 2 One station in the breakroom of each suite.

Sacramento 2180 Harvard Street

95815 Suites 160, 175 2 One station in the breakroom of each suite.

Sacramento 2520 Venture Oaks Way

95833 Suites 300, 350 2 One station in each suite.

Salinas 1880 North Main Street

93906 Suites 100, 250 3 One station in each breakroom.

Salinas 950 E Blanco Road

93901 Suite 203 1 One station in the breakroom.

San Bernardino

464 West 4th Street

92401 Suites 239, 325, 332, 339, 348, 354, 360

7 One station in each suite.

San Francisco

455 Golden Gate Avenue

94102 Suites 9328, 9433, 9516, 9628, 10428, 10435 and Floor 2.

7 One station in each suite.

San Jose 224 Airport Parkway

95110 Suites 300, 600 5 Four stations in suite 300.

One station in suite 600.

San Leandro 1555 Doolittle Drive

94557 N/A 1 One station in the breakroom.

Suite(s)/Floor(s) Number of Dispensing Stations.

Location of Dispensers

Santa Ana 2 MacArthur Place

92707 Suites 210, 425, 600, 700, 720, 730, 800, 810, 12 One station in each suite plus a second dispensing station in suites 600 and 800

Santa Barbara

130 E. Ortega Street

93101 N/A 1 One station in the breakroom.

Santa Barbara

411 E. Canon Perdido

93101 N/A 1 One station in the breakroom.

Santa Rosa 50 D Street 95404 Floors 3 and 4 2 One station on each floor Van Nuys 6150 Van Nuys 914001 Suites 100, 105, 110, 200, 206, 215, 225, 305, 307, 310

10 One station in each suite.

West Covina 100 N. Barranca Street

91791 Suite 410 2 One in the breakroom. One in the suite.

*The State reserves the right to add or remove locations in the event that an office move is required at a new location. Such changes may or may not require a formal amendment.

EXHIBIT B

BUDGET DETAIL AND PAYMENT PROVISIONS

A. INVOICING AND PAYMENT

1. For services satisfactorily rendered and upon receipt and approval of the invoice the State agrees to compensate the Contractor for actual expenditures incurred in accordance with Exhibit B, Attachment 1 – Contractor Cost Sheet, which is attached hereto and made a part of this Agreement.

2. Contractor shall submit one (1) original and one (1) copy of each invoice. Invoices must include the Agreement Number and must be submitted monthly in arrears to:

TBD

3. Invoices shall include (if applicable):

a. Contractor’s Name

b. Contractor’s Address

c. Agreement Number

d. Date of Invoice

e. Date the request was received

f. Date(s) of scheduled service

g. Date and time cancellation notice received, if applicable

h. Applicable rate

i. Total dollar amount of invoice

B. BUDGET CONTINGENCY CLAUSE

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

2. If funding for any fiscal year is reduced or deleted by the Budget Act for purposes of this program, the State shall have the option to either cancel this Agreement with no liability occurring to the State, or offer an agreement amendment to Contractor to reflect the reduced amount.

C. PROMPT PAYMENT CLAUSE

Payment will be made in accordance with, and within the time specified in, Government Code Chapter 4.5, commencing with Section 927.

D. TRAVEL AND PER DIEM

There shall be no reimbursement for travel or per diem.

EXHIBIT B, ATTACHMENT 1

CONTRACTOR COST SHEET

(Contractor Cost Sheet submitted with bid will be included in the final contract)

EXHIBIT D

SPECIAL TERMS AND CONDITIONS

A. EXCISE TAX

The State of California is exempt from federal excise taxes, and no payment will be made for any taxes levied on employees’ wages. The State will pay for any applicable State of California, local sales, or use taxes on the services rendered or equipment or parts supplied pursuant to this Agreement. California may pay any applicable sales and use tax imposed by another state.

B. SETTLEMENT OF DISPUTES

1. In the event of a dispute, Contractor shall file a “Notice of Dispute” with DIR within ten

(10) days of discovery of the problem. Within ten (10) days, the DIR shall meet with the Contractor and Project Manager for purposes of resolving the dispute.

2. 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 by Contractor and State employees normally responsible for the administration of this Agreement shall be brought to the attention of the DIR Director or designated representative for resolution. The decision of the DIR Director or designated representative shall be final.

3. In the event of a dispute, the language contained within this Agreement shall prevail over any other language.

4. The existence of a dispute not fully resolved shall not delay Contractor to continue with the responsibilities under this Agreement which is not affected by the dispute.

C. 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 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.

D. STOP WORK ORDER

State reserves the right to issue an order to stop work in the event that a dispute should arise, or in the event that State gives Contractor a notice that the Agreement will be terminated. The stop work order will be in effect until the dispute has been resolved or the Agreement has been terminated.

E. TERMINATION

1. In addition to the rights under Exhibit C of the Standard Agreement, State reserves the right to terminate this Agreement in whole or in part at its sole discretion at any time upon thirty

(30) days prior written notice to Contractor.

2. After receipt of a Notice of Termination, and except as directed by the State, the Contractor shall immediately stop work, regardless of any delay in determining or adjusting any amounts due under this clause.

3. In the case of early termination, Contractor must submit one (1) original and one (1) copy of a final invoice within 30 calendar days upon date of written notice. The final invoice shall cover all unpaid services to termination date, following the invoice requirements of this Agreement. Final invoice shall be submitted to the address listed on Exhibit B, Budget Detail and Payment Provisions.

4. Upon receipt of the final invoice, a final payment will be made to Contractor. This payment shall be for all State-approved costs that in the opinion of State are justified, and shall include labor, and materials purchased or utilized (including all non-cancellable commitments) to termination date at the rates set forth in the contract.

F. AMENDMENTS

1. No amendment or variation of the terms of this Agreement shall be valid unless made in writing, signed by the parties, and approved as required. No oral understanding or agreement not incorporated in this Agreement is binding on any of the parties.

2. DIR reserves the right to amend this Agreement through a formal written amendment, signed by the parties, for additional time and/or funding.

G. INSURANCE REQUIREMENTS

1. Commercial General Liability

Contractor must furnish to the State a certificate of insurance to remain in effect at all times during the term of this Agreement. 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. The policy must include coverage for liabilities arising out of premises operations, independent contractors, products, completed operations, personal & 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 include:

California Environmental Protection Agency/Air Resources Board, State of California, its officers, agents, and employees are included as additional insured, but only with respect to work performed under this Agreement.

This endorsement must be supplied under a form acceptable to the Office of Risk and Insurance Management.

In the case of Contractor’s utilization of subcontractors to complete the contracted scope of work, Contractors shall include all subcontractors as insured under Contractor’s insurance or supply evidence of insurance to the State equal to policies, coverage and limits required of Contractor.

2. Automobile Liability times during the term of this Agreement. Contractor shall maintain motor vehicle liability with limits not less than $1,000,000 combined single limit per accident. Such insurance shall cover liability arising out of a motor vehicle including owned, hired and non-owned motor vehicles. The policy must include:

Department of Industrial Relations, State of California, its officers, agents, and employees are included as additional insured, but only with respect to work performed under this Agreement.

3. Workers’ Compensation and Employers’ Liability times during the term of this Agreement. Contractor shall maintain statutory workers’ compensation and employers’ liability for all its employees who will be engaged in the performance of the Agreement. Employers’ liability limits of $1,000,000 are required.

The policy must include:

When work is performed on State owned or controlled property the Workers’ Compensation policy shall contain a waiver of subrogation in favor of the State.

The waiver of subrogation endorsement shall be provided.

4. General Provisions Applying to all Policies

a. Coverage Term: Coverage needs to be in force for the complete term of the Agreement. If insurance expires during the term of the Agreement, 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 still comply with the original terms of the Agreement. The Contractor agrees to provide a new certificate of insurance via email to:

purchasing@dir.ca.gov Subject Line: S24BS010 – Insurance Certificate

b. Policy Cancellation or Termination and Notice of Non-Renewal: Contractor shall provide to the State within five (5) business days following receipt by Contractor a copy of any cancellation or non-renewal of insurance required by this Agreement. 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 Agreement upon the occurrence of such event, subject to the provisions of this Agreement.

c. Deductible: Contractor is responsible for any deductible or self-insured retention contained within their insurance program.

d. Primary Clause: Any required insurance contained in the Agreement 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 a rating acceptable to the Office of Risk and Insurance Management. If the Contractor is self-insured for a portion or all of its insurance, review of financial information including a letter of credit may be required.

f. Endorsements: Any required endorsement 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 Agreement.

H. FORCE MAJEURE

Except for defaults of subcontractors, neither DIR nor the Contractor must be liable for or deemed to be in default for any delay or failure in performance under this Contract or interruption of services resulting from acts beyond the control of the offending party. This includes acts of God, enemy or hostile governmental action, civil commotion, strikes, government orders, national or state declared pandemics, lockouts, labor disputes, nuclear accident, freight embargo, fire, flood, earthquakes or other physical natural disaster, or governmental statutes or regulations superimposed after the fact. If either party intends to invoke this clause to excuse or delay performance, the party invoking the clause must provide written notice to the other party immediately but no later than fifteen (15) calendar days of when the force majeure even occurs and reasons that the force majeure event is preventing that party from or delaying that party in performing its obligations under this contract. DIR may terminate this Agreement immediately in writing without penalty in the event the Contractor invokes this clause.

If the Agreement is not terminated by DIR pursuant to this clause, upon completion of the event of force majeure, the Contractor must as soon as reasonably practicable recommence the performance of its obligations under this Agreement. The Contractor must also provide a revised schedule to minimize the effects of the delay caused by the event of force majeure.

An event of force majeure does not relieve a party from liability for an obligation which arose before the occurrence of that event.

If a delay or failure in performance by the Contractor arises out of a default of its subcontractor, and if such default of its subcontractor, arises out of causes beyond the control of both the Contractor and subcontractor pursuant to this force majeure clause, and without the fault or negligence of either of them, the Contractor shall not be liable for damages of such delay or failure, unless the supplies or services to be furnished by the subcontractor were obtainable from other sources in sufficient time to permit the Contractor to meet the required performance schedule

I. REGISTRATION WITH STATE AND LOCAL JURISDICTIONS

All business entities doing business within the State must be registered with the appropriate state and local jurisdictions and maintain applicable licenses as required by law. All businesses who do not possess active licenses required to perform the contract services in the scope of work, or who are not registered with the appropriate jurisdictions as required by law during the Agreement term may have their Agreement terminated at the discretion of DIR.

J. TAX DELINQUENCIES

Public Contract Code Section 10295.4 provides that a State agency shall not enter into any contract for goods or services with a contractor whose name appears on either list of the 500 largest tax delinquencies pursuant to Section 7063 or 19195 of the Revenue and Taxation Code. FTB and BOE will post and periodically update lists of the 500 largest tax delinquencies on their websites as required by law. If DIR determines that the Contractor or any of its subcontractors are on either the FTB or BOE list at any time before or during the contract term, this will be grounds for termination of the contract.

K. HEALTH AND SAFETY

Contractors are required to, at their own expense, comply with all applicable health and safety laws and regulations. Upon notice, Contractors are also required to comply with the state agency’s specific health and safety requirements and policies. Contractors agree to include in any subcontract related to performance of this Agreement, a requirement that the subcontractor comply with all applicable health and safety laws and regulations, and upon notice, the state agency’s specific health and safety requirements and policies.

L. EXECUTIVE ORDER N-6-22 – RUSSIA SANCTIONS

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.

M. GENAI TECHNOLOGY USE & REPORTING

During the term of the contract, Contractor must notify the State in writing if their services or any work under this contract includes, or makes available, any previously unreported GenAI technology, including GenAI from third parties or subcontractors. Contractor shall immediately complete the GenAI Reporting and Factsheet (STD 1000) to notify the State of any new or previously unreported GenAI technology. At the direction of the State, Contractor shall discontinue the use of any new or previously undisclosed GenAI technology that materially impacts functionality, risk or contract performance, until use of such GenAI technology has been approved by the State.

Failure to disclose GenAI use to the State and submit the GenAI Reporting and Factsheet (STD 1000) may be considered a breach of the contract by the State at its sole discretion and the State may consider such failure to disclose GenAI…