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Home My WebLink AboutMercury Associates, Inc. - 2021-12-21 20M Main Street. Huntington Beach CA 92648 City of Huntington Beach File #: 21-891 MEETING DATE: 12/21/2021 REQUEST FOR CITY COUNCIL ACTION SUBMITTED TO: Honorable Mayor and City Council Members SUBMITTED BY: Oliver Chi, City Manager PREPARED BY: Sean Crumby. Director of Public Works Subject: Approve and authorize execution of Professional Services Contract for Fleet Sustainability Transition Plan with Mercury Associates, Inc.; and approve appropriation funds Statement of Issue: On October 5. 2021 the City Council directed staff to develop a plan to upgrade the entire city fleet to alternative fuel vehicles Mercury Associates (Mercury) prepared and implemented a successful fleet consolidation plan for the city a decade ago. With their knowledge of our vehicle inventory. operations and our fleet management software, they are poised to develop a detailed plan for the continued integration of alternative fuel vehicles and electric vehicles into the city's fleet. Financial Impact: In compliance with the city's purchasing policy and municipal code, Mercury Associates is the recommended firm to develop the Fleet Sustainability Transition Plan. The contract cost for this effort is S68,079 plus any additional studies or surveys that may arise, which will not exceed a total of $100,000. Staff is requesting an appropriation from the General Fund for this expenditure. Recommended Action: A) Approve and authorize the Mayor and City Clerk to execute. "Professional Services Contract Between the City of Huntington Beach and Mercury Associate, Inc. for Development of Fleet Sustainability Transition Plan." in an amount not to exceed $100,000, and, B) Appropriate funding in the amount of S100,000 from the General Fund undesignated fund balance to account 10085701 .69365. Alternative Action(s): Do not authorize the proposed contract and forgo the City's Fleet Sustainability Transition Plan. Analysis: Mercury Associates specializes in fleet management both locally and nationally. They have over thirty years of experience providing fleet consulting services to several agencies such as the State of City of Huntington Beach Page t of 2 Printed on p12�/15/2021 poWe'eVA Leg star- File #: 21-891 MEETING DATE: 12/21/2021 CA, City and County of San Francisco, Orange County and City of Sacramento. They were recently awarded a contract to conduct a fleet study for the City of Bakersfield through a competitive process. Per Section 3.02.080.8 of Huntington Beach Municipal Code (HBMC),"goods and/or services obtained from or through agreement with any governmental, public or quasi-public entity are exempt from the competitive bidding requirements." Staff requested a proposal from Mercury and negotiated the scope of work. Additionally, their fees are based on an approved California Multiple Award Schedule (CMAS) agreement #4-08-03-0341A, which includes the State of California contract terms and conditions, procurement codes, policies, and guidelines. Mercury will develop a plan that will serve as a roadmap for continuing the City's transition away from internal combustion engine vehicles (ICEVs) and toward alternative fuels vehicles (AFVs) and electric vehicles (EVs). The key components of this roadmap will be 1) a multi-year fleet replacement plan detailing the timing and costs of future purchases of all three types of vehicles; 2) the identification of electric vehicle supply equipment (EVSE) requirements above and beyond the charging infrastructure the City already owns; and 3) the identification of fleet maintenance resource requirements associated with managing the City's evolving fleet including changes to staffing levels, staff technical training and certification, facility and equipment needs. Environmental Status: Not applicable Strategic Plan Goal: Infrastructure & Parks Attachment(s): 1. Professional Services Contract between the City of Huntington Beach and Mercury for the City's Fleet Sustainability Transition Plan. 2. Certificate of Insurance and Waiver 3. City of Bakersfield Contract with Mercury for Fleet Study 4. CMAS Agreement City of Huntington Beach Page 2 of 2 Printed on 12/15/2021 oowereZ17i Leg,siar'" PROFESSIONAL SERVICES CONTRACT B TWEEN THE CITY OF HUNTINGTON BEACH AND MERCURY ASSOCIATE, INC. FOR DEVELOPMENT OF FLEET SUSTAINABILITY TRANSITION PLAN THIS AGREEMENT ("Agreement") is made and entered into by and between the City of Huntington Beach, a municipal corporation of the State of California, hereinafter referred to as "CITY," and MERCURY ASSOCIATE, INC-, hereinafter referred to as "CONSULTANT." WHEREAS, CITY desires to engage the services of a consultant to develop a Fleet Sustainability Transition Plan; and Pursuant to documentation on file in the office of the City Clerk, the provisions of the Huntington Beach Municipal Code, Chapter 3.03, relating to procurement of professional service contracts have been complied with; and CONSULTANT has been selected to perform these services, NOW, THEREFORE, it is agreed by CITY and CONSULTANT as follows: I. SCOPE OF SERVICES CONSULTANT shall provide all services as described in Exhibit "A," which is attached hereto and incorporated into this Agreement by this reference. These services shall sometimes hereinafter be referred to as the "PROJECT." CONSULTANT hereby designates Paul Lauria who shall represent it and be its sole contact and agent in all consultations with CITY during the performance of this Agreement. 21-10694272605 I of 13 2. CITY STAFF ASSISTANCE CITY shall assign a staff coordinator to work directly with CONSULTANT in the performance of this Agreement. 3. TERIMI TIME OF PERFORMANCE 'rime is of the essence of this Agreement. The services of CONSULTANT �'CliY�bCP_/ are to commence on / , 20-T/ (the "Commencement Date"). This Agreement shall automatically terminate three (3) years from the Commencement Date, unless extended or sooner terminated as provided herein. All tasks specified in Exhibit "A" shall be completed no later than one (1) year from the Commencement Date. The time for performance of the tasks identified in Exhibit "A" are generally to be shown in Exhibit "A." This schedule may be amended to benefit the PROJECT if mutually agreed to in writing by CITY and CONSULTANT. In the event the Commencement Date precedes the Effective Date, CONSULTANT shall be bound by all terms and conditions as provided herein. 4. COMPENSATION In consideration of the performance of the services described herein, CITY agrees to pay CONSULTANT on a time and materials basis at the rates specified in Exhibit "13," which is attached hereto and incorporated by reference into this Agreement, a fee, including all costs and expenses, not to exceed One Hundred Thousand Dollars ($100,000.00). 5. EXTRA WORK In the event CrrY requires additional services not included in Exhibit "A" or changes in the scope of services described in Exhibit "A," CONSULTANT will undertake such work only after receiving written authorization from CITY. Additional 21-10694272605 2 of 13 compensation for such extra work shall be allowed only if the prior written approval of CITY is obtained. 6. METHOD OF PAYMENT CONSULTANT shall be paid pursuant to the terms of Exhibit "B." 7. DISPOSITION OF PLANS ESTIMATES AND OTHER DOCUMENTS CONSULTANT agrees that title to all materials prepared hereunder, including, without limitation, all original drawings, designs, reports, both field and office notices, calculations, computer code, language, data or programs, maps, memoranda, letters and other documents, shall belong to CITY, and CONSULTANT shall turn these materials over to CITY upon expiration or termination of this Agreement or upon PROJECT completion, whichever shall occur first. These materials may be used by CITY as it sees fit. 8. HOLD HARMLESS A. CONSULTANT hereby agrees to protect, defend, indemnify and hold harmless CITY, its officers, elected or appointed officials, employees, agents and volunteers from and against any and all claims, damages, losses, expenses, judgments, demands and defense costs (including, without limitation, costs and fees of litigation of every nature or liability of any kind or nature) arising out of or in connection with CONSULTANT's (or CONSULTANT's subcontractors, if any) negligent (or alleged negligent) performance of this Agreement or its failure to comply with any of its obligations contained in this Agreement by CONSULTANT, its officers, agents or employees except such loss or damage which was caused by the sole negligence or willful misconduct of CITY. CONSULTANT will conduct all defense at its sole cost and expense and CITY shall approve selection of CONSULTANT's counsel. This indemnity shall 21.10694r)72605 3 of 13 apply to all claims and liability regardless of whether any insurance policies are applicable. The policy limits do not act as limitation upon the amount of indemnification to be provided by CONSULTANT. B. To the extent that CONSULTANT performs "Design Professional Services" within the meaning of Civil Code Section 2782.8, then the following Hold Harmless provision applies in place of subsection A above: "CONSULTANT hereby agrees to protect, defend, indemnify and hold harmless CITY and its officers, elected or appointed officials, employees, agents and volunteers, from and against any and all claims, damages, losses, expenses, demands and defense costs (including, without limitation, costs and fees of litigation of every nature or liability of any kind or nature) to the extent that the claims against CONSULTANT arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of CONSULTANT. In no event shall the cost to defend charged to CONSULTANT exceed CONSULTANT's proportionate percentage of fault. However, notwithstanding the previous sentence, in the event one or more other defendants to the claims and/or litigation is unable to pay its share of defense costs due to bankruptcy or dissolution of the business, CONSULTANT shall meet and confer with CITY and other defendants regarding unpaid defense costs. The duty to indemnify, including the duty and the cost to defend, is limited as provided in California Civil Code Section 2782.8. C. Regardless of whether subparagraph A or B applies, CITY shall be reimbursed by CONSULTANT for all costs and attorney's fees incurred by CITY in enforcing this obligation. This indemnity shall apply to all claims and liability regardless of whether any insurance policies are applicable. The policy limits do not act as a limitation upon the amount of indemnification to be provided by CONSULTANT. 21-10694272605 4 of 13 9. PROFESSIONAL LIABILITY INSURANCE CONSULTANT shall obtain and furnish to CITY a professional liability insurance policy covering the work performed by it hereunder. This policy shall provide coverage for CONSULTANT's professional liability in an amount not less than One Million Dollars ($1,000,000.00) per occurrence and in the aggregate. The above- mentioned insurance shall not contain a self-insured retention without the express written consent of CITY; however an insurance policy "deductible" of Ten Thousand Dollars (SI0,000.00) or less is permitted. A claims-made policy shall be acceptable if the policy further provides that: A. The policy retroactive date coincides with or precedes the initiation of the scope of work (including subsequent policies purchased as renewals or replacements). B. CONSULTANT shall notify CITY of circumstances or incidents that might give rise to future claims. CONSULTANT will make every effort to maintain similar insurance during the required extended period of coverage following PROJECT completion. If insurance is terminated for any reason, CONSULTANT agrees to purchase an extended reporting provision of at least two (2) years to report claims arising from work performed in connection with this Agreement. If CONSULTANT fails or refuses to produce or maintain the insurance required by this section or fails or refuses to furnish the CITY with required proof that insurance has been procured and is in force and paid for, the CITY shall have the right, at the CITY's election, to forthwith terminate this Agreement. Such termination shall not 21-10694rz72605 5 of 13 effect Consultant's right to be paid for its time and materials expended prior to notification of termination. CONSULTANT waives the right to receive compensation and agrees to indemnify the CITY for any work performed prior to approval of insurance by the CITY. 10. CERTIFICATE OF INSURANCE Prior to commencing performance of the work hereunder, CONSULTANT shall furnish to CITY a certificate of insurance subject to approval of the City Attomey evidencing the foregoing insurance coverage as required by this Agreement; the certificate shall: A. provide the name and policy number of each carrier and policy; B. state that the policy is currently in force; and C. shall promise that such policy shall not be suspended, voided or canceled by either party, reduced in coverage or in limits except after thirty (30) days' prior written notice; however, ten (10) days' prior written notice in the event of cancellation for nonpayment of premium. CONSULTANT shall maintain the foregoing insurance coverage in force until the work under this Agreement is fully completed and accepted by CITY. The requirement for carrying the foregoing insurance coverage shall not derogate from CONSULTANT's defense, hold harmless and indemnification obligations as set forth in this Agreement. CITY or its representative shall at all times have the right to demand the original or a copy of the policy of insurance. CONSULTANT shall pay, in a prompt and timely manner, the premiums on the insurance hereinabove required. 21-10694272605 6 of 13 1 I. INDEPENDENT CONTRACTOR CONSULTANT is, and shall be, acting at all times in the performance of this Agreement as an independent contractor herein and not as an employee of CITY. CONSULTANT shall secure at its own cost and expense, and be responsible for any and all payment of all taxes, social security, state disability insurance compensation, unemployment compensation and other payroll deductions for CONSULTANT and its officers, agents and employees and all business licenses, if any, in connection with the PROJECT and/or the services to be performed hereunder. 12. TER-M NATION OF AGREEMENT All work required hereunder shall be performed in a good and workmanlike manner. CITY may terminate CONSULTANT'S services hereunder at any time with or without cause, and whether or not the PROJECT is fully complete. Any termination of this Agreement by CITY shall be made in writing, notice of which shall be delivered to CONSULTANT as provided herein. In the event of termination, all finished and unfinished documents, exhibits, report, and evidence shall, at the option of CITY, become its property and shall be promptly delivered to it by CONSULTANT. 13. ASSIGNMENT AND DELEGATION This Agreement is a personal service contract and the work hereunder shall not be assigned, delegated or subcontracted by CONSULTANT to any other person or entity without the prior express written consent of CITY. If an assignment, delegation or subcontract is approved, all approved assignees, delegates and subconsultants must satisfy the insurance requirements as set forth in Sections 9 and 10 hereinabove. 21.10694272605 7 of 13 14. COPYRIGHTS/PATES lTS CITY shall own all rights to any patent or copyright on any work, item or material produced as a result of this Agreement. 15. CITY EMPLOYEES AND OFFICIALS CONSULTANT shall employ no CITY official nor any regular CITY employee in the work performed pursuant to this Agreement. No officer or employee of CITY shall have any financial interest in this Agreement in violation of the applicable provisions of the California Government Code. 16. NOTICES Any notices, certificates, or other communications hereunder shall be given either by personal delivery to CONSULTANT's agent (as designated in Section I hereinabove) or to CITY as the situation shall warrant, or by enclosing the same in a sealed envelope, postage prepaid, and depositing the same in the United States Postal Service, to the addresses specified below. CITY and CONSULTANT may designate different addresses to which subsequent notices, certificates or other communications will be sent by notifying the other party via personal delivery, a reputable overnight carrier or U. S. certified mail-return receipt requested: TO CITY: TO CONSULTANT: City of Huntington Beach Mercury Associate, Inc. ATTN: Chau Vu A'fI-N: Paul Laurie 2000 Main Street 7361 Calhoun Place, Suite 640 Huntington Beach, CA 92648 Rockville, MD 20855 21-10694/272605 8 of 13 17. CONSENT When CITY's consent/approval is required under this Agreement, its consent/approval for one transaction or event shall not be deemed to be a consent/approval to any subsequent occurrence of the same or any other transaction or event. 18. MODIFICATION No waiver or modification of any language in this Agreement shall be valid unless in writing and duly executed by both parties. 19. SECTION HEADINGS The titles, captions, section, paragraph and subject headings, and descriptive phrases at the beginning of the various sections in this Agreement are merely descriptive and are included solely for convenience of reference only and are not representative of matters included or excluded from such provisions, and do not interpret, define, limit or describe, or construe the intent of the parties or affect the construction or interpretation of any provision of this Agreement. 20. INTERPRETATION OF THIS AGREEMENT The language of all parts of this Agreement shall in all cases be construed as a whole, according to its fair meaning, and not strictly for or against any of the parties. If any provision of this Agreement is held by an arbitrator or court of competent jurisdiction to be unenforceable, void, illegal or invalid, such holding shall not invalidate or affect the remaining covenants and provisions of this Agreement. No covenant or provision shall be deemed dependent upon any other unless so expressly provided here. As used in this Agreement, the masculine or neuter gender and singular or plural number shall be deemed to include the other whenever the context so indicates or requires. Nothing contained herein shall be construed so as to require the commission of any act 21-10694272605 9 of 13 contrary to law, and wherever there is any conflict between any provision contained herein and any present or future statute, law, ordinance or regulation contrary to which the parties have no right to contract, then the latter shall prevail, and the provision of this Agreement which is hereby affected shall be curtailed and limited only to the extent necessary to bring it within the requirements of the law. 21. DUPLICATE ORIGINAL The original of this Agreement and one or more copies hereto have been prepared and signed in counterparts as duplicate originals, each of which so executed shall, irrespective of the date of its execution and delivery, be deemed an original. Each duplicate original shall be deemed an original instrument as against any party who has signed it. 22. IMMIGRATION CONSULTANT shall be responsible for full compliance with the immigration and naturalization laws of the United States and shall, in particular, comply with the provisions of the United States Code regarding employment verification. 23. LEGAL SERVICES SUBCONTRACTING PROHIMTED CONSULTANT and CITY agree that CITY is not liable for payment of any subcontractor work involving legal services, and that such legal services are expressly outside the scope of services contemplated hereunder. CONSULTANT understands that pursuant to Huntington Beach City Charter Section 309, the City Attorney is the exclusive legal counsel for CITY; and CITY shall not be liable for payment of any legal services expenses incurred by CONSULTANT. 21-10694/272605 10 of 13 24. ATITORNEY°S FEES In the event suit is brought by either party to construe, interpret and/or enforce the terms and/or provisions of this Agreement or to secure the performance hereof, each party shall bear its own attorney's fees, such that the prevailing party shall not be entitled to recover its attorney's fees from the nonprevailing party. 25. SURVIVAL Terms and conditions of this Agreement, which by their sense and context survive the expiration or termination of this Agreement, shall so survive. 26. GOVERNING LAW This Agreement shall be governed and construed in accordance with the laws of the State of California. 27. SIGNATORIES Each undersigned represents and warrants that its signature hereinbelow has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify CITY fully for any injuries or damages to CITY in the event that such authority or power is not, in fact; held by the signatory or is withdrawn. 28. ENTIRETY The parties acknowledge and agree that they are entering into this Agreement freely and voluntarily following extensive arm's length negotiation, and that each has had the opportunity to consult with legal counsel prior to executing this Agreement. The parties also acknowledge and agree that no representations, inducements, promises, agreements or warranties, oral or otherwise, have been made by that party or anyone acting on that party's behalf, which are not embodied in this Agreement, and that that party has not executed this Agreement in reliance on any representation, inducement, 21-10694272605 11 of 13 promise, agreement, warranty, fact or circumstance not expressly set forth in this Agreement. This Agreement, and the attached exhibits, contain the entire agreement between the parties respecting the subject matter of this Agreement, and supersede all prior understandings and agreements whether oral or in writing between the parties respecting the subject matter hereof. 29. EFFECTIVE DA"fE This Agreement shall be effective on the date of its approval by the City Attorney. This Agreement shall expire when terminated as provided herein. IN WITNESS W}IEREOF, the parties hereto have caused this Agreement to be executed by and through their authorized officers. 21-10694M2605 12 of 13 CONSIA.xANT, CITY OP IIUNTINGCON BEACH, a municipal corporation of the State of MERCURY ASSOCIATES, INC. California I3v: P.A I ( ,,..--- v ?P1U ( - CAGt21NE City Manager phairnu'"c INITIATED AND APPROVED: ITS: (circle one) Chairtna /PresidenV ice President AND Director of Public Works 13y: D11fk-- APPROVED AS TO FORM: print name ITS: (circle one)Secretary/Chief Financial Officer/Asst. City Attorney �, I) Secretary—Treasurer 'w Date RECEIVE AND PILE: City Clerk Date COUNTERPART 21-1 069drz7'605 13 of 13 CONSULTANT, CITY OF HUNTINOTON BEACH, a municipal corporation of the State of MERCURY ASSOCIATES, INC. California By:_ y Mnnnger r print neme INITIA"''D AND APP ITS: (circle opm)Chairm Pnside# ice President AND Director of Public Works By:�f� _ APPROVED AS RM: -- - - print name ITS: (circle one)Secretary/Chief Financial Officer/Asst. Clty itomey (� Secretary-Treasurer le RECEIVE AND FILE: City Clerk Date /G/.ZD22 COUNTERPART 2i 10694n7260s 13 of 13 EXIIII31T "A" A. STATEMENT OF WORK: (Narrative of work to be performed) Develop a Fleet Sustainability Plan that will serve as a roadmap for continuing the City's transition away from internal combustion engine vehicles (ICEVs) and toward alternative fuel vehicles (AVFsO and electric vehicles (EVs). 13. CONSULTANT'S DUTIES AND RESPONSIBILITIES: 1. Initiate and Manage the Project; 2. Collect Information; 3. Develop Baseline Fleet Replacement Plan 4. Develop Al-V/EV Transition Plan and Budget 5. Identify EV Charging Infrastructure Requirements and Costs 6. Identify Transition Plan and Other Impacts on Fleet Maintenance Organization 7. Develop and Submit Fleet Suslainability Transition Plan C. CITY'S DUTIES AND RESPONSIBILITIES: Tinmely deliver any requested data and documentary material, scheduling, as necessary of meetings, site visits, interviews, and presentations; and provide written feedback on the draft Transition Plan D. WORK PROGRAM/PROJECT SCHEDULE: EXHIBIT A EXHIBIT "B" Payment Schedule (Hourly Payment) A. Hourly Rate CONSULTANT'S fees for such services shall be based upon the following hourly rate and cost schedule: SEE ATTACHED EXHIBIT B B. Travel. Charges for time during travel are not reimbursable C. Billin I. All billing shall be done monthly in fifteen (15) minute increments and matched to an appropriate breakdown of the time that was taken to perform that work and who performed it. 2. Each month's bill should include a total to date. That total should provide, at a glance, the total fees and costs incurred to date for the project. 3. A copy of memoranda, letters, reports, calculations and other documentation prepared by CONSULTANT may be required to be submitted to CITY to demonstrate progress toward completion of tasks. In the event CITY rejects or has comments on any such product, CITY shall identify specific requirements for satisfactory completion. 4. CONSULTANT shall submit to CITY an invoice for each monthly payment due. Such invoice shall: A) Reference this Agreement; B) Describe the services performed; C) Show the total amount of the payment due; D) Include a certification by a principal member of CONSULTANf's firm that the work has been performed in accordance with the provisions of this Agreement; and E) For all payments include an estimate of the percentage of work completed. Upon submission of any such invoice, if CITY is satisfied that CONSULTANT is making satisfactory progress toward completion of tasks in accordance with this Agreement, CITY shall approve the invoice, in which event payment shall be made within thirty (30) days of receipt of the invoice by CITY. Such approval shall not be unreasonably withheld. If CITY does not approve an invoice, CITY shall notify CONSULTANT in writing of the reasons for non-approval and the schedule of performance set forth in Exhibit "A" may at the option of CITY be suspended until the parties agree that past performance by CONSULTANT is in, or has been brought into compliance, or until this Agreement has expired or is terminated as provided herein. 5. Any billings for extra work or additional services authorized in advance and in writing by CITY shall be invoiced separately to CITY. Such invoice shall contain all of the information required above, and in addition shall list the hours expended and hourly rate charged for such time. Such invoices shall be approved by CITY if the work performed is in accordance with the extra work or additional services requested, and if CITY is satisfied that the statement of hours worked and costs incurred is accurate. Such approval shall not be unreasonably withheld. Any dispute between the parties concerning payment of such an invoice shall be treated as separate and apart from the ongoing performance of the remainder of this Agreement. Proposal to Develop a Fleet Sustainability Transition Plan DETAILED FEE PROPOSAL Daley HoursTask Description Hours Fees Hours Fees -1 Initiate and Manage the Project 8 31,587 S - 16 S 2,975 S - $ - :40 P4 _ - 24 S 4,562 2 Collect and Redew Information S - $ - 4 S 744 4 $ 744 $ - 992 20 S 2,975 3 Develop Baseline Fleet Repacemem Plan 3 - 8 s 1.488 $ - S - S - $ 4,958 48 S 6,446 4 Dow1op AFVlEV Transition Plan and Budget $ - 4 5 744 s - 40 S 7,438 S - 2,975 68 $11.157 5 Identity EV Charg4V Infrastructure Repu'iremems $ - S - $ - 24 $ 4,463 s - 4,958 104 $14.379 nand O1Fer Impacts on Fleet Maintenance 6 $1.587 S - 16 S 2,975 S - 48 S 6.843 - 88 $13.388 7 Develop and Submit;Fleet Sushi ability Transition Van 12 $2380 4 S 744 8 S 1488 32 S 5950 8 S 1.140 8S 2,479 92 515,173 x H MERCURY s° INSURANCE AND INDEMNIFICATION WAIVER MODIFICATION REQUEST 1. Requested by: Public Works 2. Date: December 13, 2021 3. Name of contractor/permittee: Mercury Associate, Inc. 4. Description of work to be performed: Development of Fleet Sustainability Transition Plan 5. Value and length of contract: 3 years, not to exceed S1 00 000 6. Waiver/modification request: $25,000 Retention 7. Reason for request and why it should be granted: City does not allow self-insured retentions. However, Mercury Associate Inc. is a wholly owned subsidiary of a $1 billion dollar company. 8. Identify the risks to the City in roving this i aiverh nod ification: Low Department Head Signature Date: APPROVALS Approvals must be obtained in the order listed on this form. Two approvals are required for a request to be granted. Approval from the City Administrator's Office is only required if Risk Management and the City Attorney's Office disagree. 1. Risk Management Approved ❑ Denied Sig / 2—/3—o2 / a ure Date 2. City Attorney's Office J ❑ Approved ❑ Denied Date 3. City Manager's Office c ® Approved ❑ Denied Signature Date If approved, the completed/ aiver/modification request is to be submitted to the FCity Attorney's Office along with tt contract for approval. Once the contract has been approved, this form is to be filed wi the Risk Management Division of Human Resources 796 Waiver Form 12/13/2021 3:28:00 PM AC o® CERTIFICATE OF LIABILITY INSURANCE DATE IIAM DD Y 12/10/2021 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate Holder Is an ADDITIONAL INSURED, the policy(les) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). CONTACT PRODUCER NAME: Tayior Simpson IMA, Inc. - Kansas City PHONE FAX 9393 W. 110th Street c.No EMI 316-267-9221 (ac Nof Suite 600 E'o I` , Ta or.Sim son@imacorp.com Overland Park KS 66210 INSURERS AFFORDINGCOVERAGE NAICO UoIfnse# INSURER A:The Cincinnati Indemnity Company 23280 INSURED TRANSEC-01 INSURER a:The Cincinnati Casualty Company 28565 Mercury Associates, Inc.7361 Calhoun Place, Suite 640 INSURERER c:Federal Insurance Company 20281 Rockville, MD 20855 INSURER D: LNSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER:1811717722 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE WAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES,LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. ILiq TYPE OF INSURANCE ADD SUER POLICY NUMBER MMIDOIYYYY IMMIO YEXP LIMITS A X I COMMERCIAL GENERAL LIABILITY EPP 0509843 11732021 11/32023 EACH OCCURRENCE f1,000,000 1-71 CLAIMS- DE OCCUR N PREMISES Ea aaunence $1.000.000 MED EXP(An are Parson) S10.000 PERSONAL 8 ADV INJURY $1,000,000 GENt AGGREGATE LIMIT APPLIES PER: GENERA-AGGREGATE $2,000,000 POLICY PEC6 LOC PRODUCTS-COMPIOP AGG f 2,000,000 OTHER: S A AUTOMOBILE LIABILITY E8A0509843 Iv3/2021 11/3/2,023 ICE,",aWED wGLEU.wT S1,000,000 X ANY AUTO BODILY INJURY(Per person) S OWNED El SCH=OILED BODILY INJURY(Per amdan:) 5 AUTOS ONLY AUTOS HIRED I NCN-OOWNED PROPERTY DAMAGE AUTOS ONLY f�—1 AUTOS ONLY (P e d $ Ii 5 A X UMBRELLA UAB X OCCUR EPP 0509843 11/32021 1113Q027 EACH OCCURRENCE 55.000.000 EXCESS LIMB CLAIMSMADE AGGREGATE S$,D00,000 OED X RETENTIONS $ B AND EMPLOYERS'COMPENSATION YIN EM0509846 11/32021 11/3/2022 X STR' E ER~ ANYPROPRIETORPARTNENEXECUTIVE E.L.EACH ACCIOE.9T S 1,000,000 MyFandatoryEn NH)E%CLU0E07 NIA E.L.DISEASE-EA EMPLOYEEI 51,000,000 If DESCRIPTION'OF O desvibe IPERATIONS b I. E.L.DISEASE-POLICY LIMIT S 1,000,000 C RafessiOnal UaNuy �82472116 11/32021 /1/32022 Eam Mim $2,000,000 A9grepeie $2.000.000 Rdi[e:wn $25,000 DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (ACORD 101,Additional Remark.ScAadula,may ba aUaz h.d if more space ie ro9ulrad) CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. City Huntington Beach, CA 2000 Main Street Huntington Beach CA 92648 AUTHORIZED REPRESENTATIVE I ©1988-2015 ACORD CORPORATION. All rights reserved, ACORD 25(2016/03) The ACORD name and logo are registered marks of ACORD 797 City of Huntington Beach 2000 Main Street ♦ Huntington Beach, CA 92648 (714) 536-5227 ♦ vtir�ti-v.huntingtonbeachca.gov Office of the City Clerk Robin Estanislau, City Clerk January 10, 2022 Mercury Associate, Inc. Attn: Paul Laurie 7361 Calhoun Place, Suite 640 Rockville, MD 20855 Dear Mr. Laurie: Enclosed is a fully executed copy of the "Professional Services Contract between the City of Huntington Beach and Mercury Associate, Inc. for Development of Fleet Sustainability Transition Plan" approved by the Huntington Beach City Council on December 21, 2021. Sincerely, q4fdnoj� Robin Estanislau, CMC City Clerk RE:ds Enclosure Sister Cities: Anjo, Japan • Waitakere, New Zealand AGREEMENT NO. 20 2 1 - .1 1 5 CONSULTANT AGREEMENT This CONSULTANT AGREEMENT is made and entered into on Il IN 0 7 2n7i ("Effective Date"), by and between the CITY OF BAKERSFIELD, a municipal corporation ("CITY"), and MERCURY ASSOCIATES, INC., a Maryland Corporation ("CONSULTANT"). R E C I T A L S WHEREAS, CITY is currently developing the Fleet Division Assessment (the "Project"); and WHEREAS, since CITY does not have expertise currently on staff to conduct the Project, CITY has issued a Request for Qualifications/Request for Proposal ("Request") for those services; and WHEREAS, after reviewing the Request, including the Technical Provisions dated April 1 , 2021 , and being satisfied that it understands the Project's requirements, CONSULTANT has submitted a response to the Request, which includes a scope of work and cost proposal; and WHEREAS, CONSULTANT represents that it is experienced in the field of assessing fleet operations as required for the Project and that all of its officers, partners, and/or principals have the appropriate professional work experience and/or degrees; and WHEREAS, CONSULTANT also represents that it has an adequate number of experienced employees on its staff to accomplish the Scope of Work, as defined below, and that it is competent to undertake the Scope of Work; and WHEREAS, based on these representations and all other representations made by CONSULTANT to CITY, CITY desires to retain CONSULTANT to perform the Scope of Work. NOW, THEREFORE, incorporating the foregoing recitals herein, CITY and CONSULTANT mutually agree as follows: 1. SCOPE OF WORK. In exchange for the Compensation (defined below), CONSULTANT must competently and thoroughly complete the Project as more specifically described in the Request, attached as Exhibit A and CONSULTANT AGREEMENT Page I at IIII CAUsers\lmeyer\DeSUop\Fleet Dess top\Agreement-Mercury Associotes.Doc, I i Updated-My I.2019 n�-•`1'.. i L- -- � 798 j incorporated herein by reference, and in CONSULTANT's cost proposal, attached hereto as Exhibit B and incorporated herein by this reference (collectively, the project description in the Request and CONSULTANT's cost proposal are referred to as "Scope of Work"). CONSULTANT's services shall include all the procedures necessary to properly complete the Scope of Work, whether specifically included in the Scope of Work or not. 2. COMPENSATION/PAYMENT PROCEDURE. In exchange for performing the Scope of Work and subject to the terms of this section, CITY will pay CONSULTANT as follows ("Compensation"): 2.1 Actual Costs. CITY will reimburse CONSULTANT's actual costs (including labor costs, employee benefits, overhead, and other direct costs) in an amount not to exceed $119,740 (One-hundred nineteen thousand seven-hundred and forty dollars) exclusive of any fixed fee. Actual costs shall not exceed the estimated wage rates and other costs set forth in CONSULTANT's cost proposal. CITY will pay CONSULTANT within 30 days after CONSULTANT submits an itemized invoice for the portions of the Scope of Work completed and that invoice is approved by CITY. The Compensation will be the total amount paid to CONSULTANT for performing the Scope of Work and includes, but is not limited to, all out-of-pocket costs and taxes. CITY will pay no other compensation to CONSULTANT. ' In no case will CITY compensate CONSULTANT more than $1 19,740 for performing the Scope of Work. 3. TERM. Unless terminated sooner as set forth herein, this Agreement shall terminate on January 31 , 2022. 4. TERMINATION FOR CAUSE. If at any time CITY becomes dissatisfied with the CONSULTANT's performance under this Agreement, CITY may terminate this Agreement after providing CONSULTANT with ten-days written notice. 5. STARTING WORK. CONSULTANT shall not begin work until authorized to do so in writing by CITY. No work will be authorized before the Effective Date. 6. TIME FOR COMPLETION. CONSULTANT must complete all assigned tasks set forth in the Scope of Work no later than December 31 , 2021 . 7. CONTRACT ADMINISTRATOR. CITY's Contract Administrator is: I^� CONSULTANT AGREEMENT Page2ol I��(ttlnr•, C:\Uscn\Irneyer\Desllop\Fleet DeWOO\Agreement-Mercury Associales.Doc• Updated-July I.2019 799 Name: Zachary Meyer City of Bakersfield 1501 Truxtun Avenue Bakersfield, California 93301 Telephone: (661 ) 326-3680 CONSULTANT's Project Manager shall be designated as: Tony Yankovich Mercury Associates, Inc. 7361 Calhoun Place, Suite 640 Rockville, Maryland 20855 Telephone: (913) 568-5837 The Contract Administrator and the Project Manager shall be the primary contact persons for CITY and CONSULTANT, respectively. 8. COMPLIANCE WITH ALL LAWS. CONSULTANT shall, at CONSULTANT's sole cost, comply with all applicable requirements of Municipal, State, and Federal authorities now in force, or which may hereafter be in force, pertaining to this Agreement, and shall faithfully observe in all activities relating to or growing out of this Agreement all Municipal ordinances and State and Federal statutes, rules or regulations, and permitting requirements now in force or which may hereafter be in force including, without limitation, obtaining a City of Bakersfield business tax certificate (Bakersfield Municipal Code Chapter 5.02) where required. 9. INDEPENDENT CONTRACTOR. This Agreement calls for CONSULTANT's performance of the Scope of Work as an independent contractor. CONSULTANT is not an agent or employee of CITY for any purpose and is not entitled to any of the benefits provided by CITY to its employees. This Agreement shall not be construed as forming a partnership or any other association with CONSULTANT other than that of an independent contractor. 10. DIRECTION. CONSULTANT retains the right to control or direct the manner in which the services described herein are performed. 11. EQUIPMENT. CONSULTANT will supply all equipment, tools, materials and supplies necessary to perform the services under this Agreement. 12. KEY PERSONNEL. CONSULTANT shall name all key personnel to be assigned to perform the Scope of Work. All key personnel shall be properly licensed CONSULTANT AGREVAENT Page 3of I II(',t„i, CAU5e1S\Zrneyer\Desk1op\F1ee1 Desktop\AOreemenl-mercury ASSaCIales.Docr Updoleo-July 1.2019 {.!('y 800 _! and experienced for the work to be performed under this Agreement. CONSULTANT shall provide background for each of the key personnel including, without limitation, resumes and work experience performing work similar to the Scope of Work. CITY reserves the right to approve key personnel. Once the key personnel are approved, CONSULTANT shall not change such personnel without CITY's written approval. 13. CONFLICTS OF INTEREST. CONSULTANT hereby represents that both corporately and individually the firm and its employees and subconsultants: 13.1 Do not have, and will not have, financial interest in either the success or failure of any project which is dependent upon CONSULTANT's performance of the Scope of Work; and 13.2 Are not currently, and will not be, employed by or under contract to any contractor who may be awarded the contract to construct the Project. 14. SB 854 COMPLIANCE. To the extent Labor Code Section 1771 .1 applies to this Agreement, a contractor or subcontractor shall not be qualified to bid on, be listed in a bid proposal, be subject to the requirements of Section 4104 of the Public Contract Code, or engage in the performance of any contract for public work, as defined in this chapter, unless currently registered and qualified to perform public work pursuant to Section 1725.5. It is not a violation of Labor Code Section 1771 .1 for an unregistered contractor to submit a bid that is authorized by Section 7029.1 of the Business and Professions Code or by Section 10164 or 20103.5 of the Public Contract Code, provided the contractor is registered to perform public work pursuant to Section 1725.5 at the time the contract is awarded. The prime contractor is required to post job site notices in compliance with Title 8 California Code of Regulations Section 16451 . This project is subject to compliance monitoring and enforcement by the Department of Industrial Relations. 15. ACCEPTANCE OF WORK. CITY's acceptance of work or payment for work shall not constitute a waiver of any portion or any provision of this Agreement. 16. NO WAIVER OF DEFAULT. The failure of any party to enforce against another party any provision of this Agreement shall not constitute a waiver of that party's right to enforce such a provision at a later time, and shall not serve to vary the terms of this Agreement. CONSULTANT AGREEMENT Page 4 of It CAUsers\1meyer\Desk10p\fleet Desktop\Agreeme l-Mercury ASMCiateS.0OC I"'"l' �• Upooled-JutV 1.2019 '`:1,2 Y 801 -- I 17. INSURANCE. 17.1 Types and Limits of Insurance. In addition to any other insurance or security required under this Agreement, CONSULTANT must procure and maintain, for the duration of this Agreement, the types and limits of insurance below ("Basic Insurance Requirements"). 17.1.1 Professional liability insurance, providing coverage on claims made basis for errors and omissions with limits of not less than $1 ,000,000 per occurrence. 17.1.2 Automobile liability insurance, providing coverage for owned, non-owned, and hired autos on an occurrence basis for bodily injury, including death, of one or more persons, property damage, and personal injury, with limits of not less than $1 ,000,000 per occurrence. 17.1.3 Commercial general liability insurance, unless otherwise approved by CITY's Risk Manager, providing coverage on an occurrence basis for bodily injury, including death, of one or more persons, property damage, and personal injury, with limits of not less than $1 ,000,000 per occurrence. The policy must: 17.1.3.1 Provide contractual liability coverage for the terms of this Agreement; 17.1.3.2 Provide products and completed operations coverage; 17.1.3.3 Provide premises, operations, and mobile equipment coverage; and 17.1.3.4 Contain an additional insured endorsement in favor of CITY and its mayor, council, officers, agents, employees, and designated volunteers. 17.1.4 Workers' compensation insurance with limits of not less than $1 ,000,000 per occurrence. In accordance with the provisions of Labor Code Section 3700, every contractor will be required to secure the payment of compensation to his employees. Pursuant to Labor Code Section 1861 , CONSULTANT must submit to CITY the following certification before beginning any work on the Improvements: 1 CONSULTANT AGREEMENT Page 5ot I CAUsen\7meM\Desktop\Fleet De5kbp\Agiee,nent-Mercury A5sodates.Doc, I Updated-July I.2019 802 I am aware of the provisions of Section 3700 of the Labor Code which require every employer to be insured against liability for worker's compensation or to undertake self-insurance in accordance with the provisions of that code, and I will comply with such provisions before commencing the performance of the work of this contract. By executing this Agreement, CONSULTANT is submitting the certification required above. The policy must contain a waiver of subrogation in favor of CITY and its mayor, council, officers, agents, employees, and designated volunteers. 17.2 General Provisions Applying to All Insurance Types. 17.2.1 All policies required of CONSULTANT must be written on a first-dollar coverage basis, or contain a deductible provision. Subject to CITY's advance approval, CONSULTANT may utilize a self-insured retention in any or all of the policies provided, but the policy or policies may not contain language, whether added by endorsement or contained in the policy conditions, that prohibits satisfaction of any self-insured provision or requirement by anyone other than the named insured or by any means including other insurance orwhich is intended to defeat the intent or protection of an additional insured. 17.2.2 Except for professional liability insurance, all policies required of CONSULTANT must be primary insurance as to CITY and its mayor, council, officers, agents, employees, or designated volunteers and any insurance or self-insurance maintained by CITY and its mayor, council, officers, agents, employees, and designated volunteers must be excess of CONSULTANT's insurance and must not contribute with it. 17.2.3 The insurance required above, except for workers' compensation insurance, must be placed with insurers with a Best's rating as approved by CITY's Risk Manager, but in no event less than A-:VII. Any deductibles, self-insured retentions, or insurance in lesser amounts, or lack of certain types of insurance otherwise required by this Agreement, of- insurance rated below Best's A-:VII, must be declared prior �� CONSULTANT AGREEMENT Page 6 of Iilc�17;4 C:\Users\lfneyer\DCss:lop\Flee)Desktop\Agreement-Me,Cury ASS0CI01e1.D0Cx Upaotea-July 1.2019 1 ` �• ,� 803 to execution of this Agreement and approved by CITY in writing. 17.2.4 The insurance required in this section must be maintained until the Scope of Work is satisfactorily completed as evidenced by CITY's written acceptance. All policies must provide that there will be continuing liability thereon, notwithstanding any recovery on any policy. 17.2.5 Full compensation for all premiums which the CONSULTANT is required to pay to satisfy the Basic Insurance Requirements shall be considered as included in the prices paid for the performance of the Scope of Work, and no additional allowance will be made therefor or for additional premiums which may be required by extensions of the policies of insurance. 17.2.6 It is further understood and agreed by CONSULTANT that its liability to CITY will not in any way be limited to or affected by the amount of insurance obtained and carried by CONSULTANT in connection with this Agreement. 17.2.7 Unless otherwise approved by CITY, if any part of the Scope of Work is subcontracted, the Basic Insurance Requirements must be provided by, or on behalf of, all subcontractors even if CITY has approved lesser insurance requirements for CONSULTANT, and all subcontractors must agree in writing to be bound by the provisions of this section. 18. THIRD PARTY CLAIMS. In the case of public works contracts CITY will timely notify CONSULTANT of third-party claims relating to this contract. CITY shall be allowed to recover from CONSULTANT, and CONSULTANT shall pay on demand, all costs of notification. 19. INDEMNITY. 19.1 CONSULTANT shall indemnify, defend, and hold harmless CITY and CITY's officers, agents and employees against any and all liability, claims, actions, causes of action or demands whatsoever against them, arising from CONSULTANT's negligence, fraud, willful misconduct, criminal conduct, errors and omissions, or breaches of contract, or any of them, before administrative or judicial tribunals of any kind whatsoever, arising out of, connected with, or caused by CONSULTANT or CONSULTANT's employees, agents, independent CONSULTANT AGREEMENT Page 7 at I CA1Jsets\Imeyet\Desktop\Flee1 Desktop\Agreement-mercury Associates.Doc. updated-July I,2019 804 contractors, companies, or subcontractors in the performance of, or in any way arising from, the terms and provisions of this Agreement whether or not caused in part by a party indemnified hereunder, except for CITY's sole active negligence or willful misconduct. 20. ASSIGNMENT. Neither this Agreement nor any rights, interests, duties, liabilities, obligations or responsibilities arising out of, concerning or related in any way to this Agreement (including, but not limited to, accounts, actions, causes of action, claims, damages, demands, liabilities, losses, obligations, or reckonings of any kind or nature whatsoever, for compensatory or exemplary and punitive dornages, or declaratory, equitable or injunctive relief, whether based on contract, equity, tort or other theories of recovery provided for by the common or statutory law) may be assigned or transferred by any party. Any such assignment is prohibited, and shall be unenforceable and otherwise null and void without the need for further action by the non-assigning party or parties. 21. CONFIDENTIALITY. During the term of this Agreement, CONSULTANT may have disclosed to it information of a legal and confidential nature, and such information could severely damage CITY if disclosed to outside parties. Except as otherwise required by low, when informed that information is confidential, CONSULTANT will not disclose to any person, directly or indirectly, either during the term of this Agreement or at anytime thereafter, any such information or use such information other than as necessary in the course of this Agreement. All documents CONSULTANT prepares and confidential information given to CONSULTANT under this Agreement are the exclusive property of CITY. Under no circumstances shall any such information or documents be removed from CITY without CITY's prior written consent. 22. ACCOUNTING RECORDS. CONSULTANT shall maintain accurate accounting records and other written documentation pertaining to all costs incurred in performance of this Agreement. Such records and documentation shall be kept at CONSULTANT's office during the term of this Agreement, and for a period of three years from the date of the final payment hereunder, and made available to CITY representatives upon request at any time during regular business hours. 23. BINDING EFFECT. The rights and obligations of this Agreement shall inure to the benefit of, and be binding upon, the parties to the Agreement and their heirs, administrators, executors, personal representatives, successors and assigns. 24. CORPORATE AUTHORITY. Each individual signing this Agreement on behalf 1 1 , . . CONSULTANT AGREEMENT Poge 4 oN'MPI C:\Users\Tmeyc\Desklap\Heel Deeklap\AUreemenl-Mercury Ass iates.DacK - •-Y Upaoled-July I.2019 805 of entities represents and warrants that they are, respeclively, duly authorized to sign on behalf of the entities and to bind the entities fully to each and all of the obligations set forth in this Agreement. 25. COUNTERPARTS. This Agreement may be executed in any number of counterparts, each of which shall be considered as an original and be effective as such. 26. EXECUTION. This Agreement is effective upon execution. It is the product of negotiation and all parties are equally responsible for authorship of this Agreement. Section 1654 of the California Civil Code shall not apply to the interpretation of this Agreement. 27. EXHIBITS. In the event of a conflict between the. terms, conditions or specifications set forth in this Agreement and those in exhibits attached hereto, the terms, conditions, or specifications set forth in this Agreement shall prevail. All exhibits to which reference is made in this Agreement are deemed incorporated in this Agreement, whether or not actually attached. 28. FURTHER ASSURANCES. Each party shall execute and deliver such papers, documents, and instruments, and perform such acts as are necessary or appropriate, to implement the terms of this Agreement and the intent of the parties to this Agreement. 29. GOVERNING LAW. The laws of the State of California will govern the validity of this Agreement and its interpretation and performance. Any litigation arising in any way from this Agreement shall be brought in Kern County, California. 30. INTERPRETATION. Whenever the context so requires, the masculine gender includes the feminine and neuter, and the singular number includes the plural. 31. MERGER AND MODIFICATION. This Agreement sets forth the entire agreement between the parties and supersedes all other oral or written representations. This Agreement may be modified only in a writing approved by the City Council and signed by all the parties. 32. NEWS RELEASES/INTERVIEWS. All news releases, media interviews, testimony at hearings and public comments relating to this Agreement by CONSULTANT shall be prohibited unless authorized by CITY. 33. NON-INTEREST. No CITY officer or employee shall hold any interest in this CONSULTANT AGREEMENT Poke 9 bt n' ' Q\Users\Trneyer\Desktop\Fleel Desklop\Agreemenl-mercury ASSaClales.DOCr upda lea-July I,7019 806 Agreement (California Government Code section 1090). 34. NOTICES. All notices relative to this Agreement shall be given in writing and shall be personally served or sent by certified or registered mail and be effective upon actual personal service or depositing in the United States mail. The parties shall be addressed as follows, or at any other address designated by notice: CITY: CITY OF BAKERSFIELD CITY HALL 1600 Truxtun Avenue Bakersfield, California 93301 CONSULTANT: MERCURY ASSOCIATES, INC. 7361 Calhoun Place, Suite 640 Rockville, Maryland 20855 35. RESOURCE ALLOCATION. All CITY obligations under the terms of this Agreement are subject to the appropriation and allocation of resources by the City Council. 36. TITLE TO DOCUMENTS. All documents, plans, and drawings, maps, photographs, and other papers, or copies thereof prepared by CONSULTANT pursuant to the terms of this Agreement, shall, upon preparation, become CITY property. 37. TAX NUMBERS . CONSULTANT's Federal Tax ID Number 03-0399429 CONSULTANT is a corporation? Yes X No (Please check one.) (Signatures on Following Pagel CONSULTANT AGREEMENT Page Io of I C:\USelsVmeye,\De0Jop\Ree1 Desktop\Agreemelst-l.sefCury ANOCIOICS.DOCe Updated-July 1.2019 807 - IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed as of the Effective Date. "CITY" "CONSULTANT' CITY OF BAKERSFIELD MERCURY ASSOCIATES, INC. By: A01 By: KA N GOH, Mayor PHIAL �gi� type or Pnm dome: Title: ?Ee:(Iiewr APPROVED AS TO CONTENT: PUBLIC WORKS DEPARTMENT By: �Q STUART PATTESON Acting Public Works Director APPROVED AS TO FORM: VIRGINIA GENNARO City Attorney By: A ! JOSHUA RUDNICK Deputy City Attorney( II� Insurance: '► `� COUNTERSIGNED: By: Ile/1 RA Y M GAN Finance DI ctor Attachments: Exhibits A, B CONSULTANT AGREEMENT Page I I of 111 CAU:e4\1meyer\Des1 lop\Fleel Desklop\ADreernenl-mercury AS6 10te,Do X Updated-July I.7019 I•.+ I hn, i,,, Request for Qualifications and Proposals (RFQ/P) Consulting Services For Fleet Division Assessment — City of Bakersfield BAKERSFIELD Bakersfield, California April 1, 2021 Firms wishing to be considered for this project should thoroughly read this RFQ/P. Information required to be provided in a Statement of Qualifications (SOQ) is detailed in Section 7. Firms submitting a SOO must do so in accordance with the requirements of Section 8. As required by Section 11, a signed copy of the enclosed sample agreement must be submitted with a SOO. SECTION 1. GENERAL PROJECT DESCRIPTION AND REQUIREMENTS The intent of this Request for Qualifications and Proposals (RFQ/P) is to solicit proposals from consulting firms qualified to complete an assessment of the City of Bakersfield's (CITY) Fleet Division. The Fleet Division is one section within the Public Works Department. The Fleet Division provides equipment for the majority of the CITY, including for the Police Department, Fire Department, Solid Waste Division, Streets Division, and other divisions with specialized pieces of equipment. Due to the complexity of maintaining many types of equipment, and the dependency CITY operations has on the Fleet Division, the CITY would like an assessment completed with recommendations to ensure the Fleet Division can sustain a high level of service into the future. Fleet personnel primarily works at the CITY's Corporation Yard, but there are two smaller shops with staff near the Police Administration Building, and at a green waste side that is managed by the Solid Waste Division. The assessment will provide short-term and long-term solutions that will be prioritized and placed appropriately into a multi-year businesses plan. More details of the tasks will be defined under Section 3 — Scope of Work. PROPOSERS responding to this RFQ/P shall show their experience and qualifications necessary to complete the Fleet Division Assessment. PROPOSERS should show their experience completing similar assessments related to fleet divisions, preferably those for public agencies in California. For any questions during the advertisement of this RFQ/P document, please refer to Section 12 for contact information. Questions will only be accepted no later than 10 calendar days prior to the SOQ submittal deadline. PROPOSERS responding to this RFQ/P must submit their SOO to the CITY by Tuesday, May 4, 2021 at 4:00 PM. The SOQ will must be delivered to the Public Works Department located at 1501 Truxtun Avenue, Bakersfield, CA 93301. SOQ's submittals shall be addressed to Zac Meyer, Assistant Public Works Director. There are four attachments included in this RFQ/P: general information form, sample consultant agreement, request for information form, and equipment list. 809 RFQ/P Fleet Division Assessment— City of Bakersfield For the purpose of this RFQ/P, the term "Consultant" and "Firm" are interchangeable and refer to the qualified firm(s) hired to provide the services. For the purpose of this agreement, the following definitions shall apply. OWNER is the City of Bakersfield's Public Works Department. PROPOSER is a firm which submits a Statement of Qualifications in response to this RFQ/P. CONSULTANT is a firm hired by the CITY to provide the services described in this RFQ/P. SECTION 2. FEE PROPOSAL The PROPOSER shall submit a fee proposal based on the Scope of Work of this project. The fee proposals shall show the costs associated for each task below. Specific information pertaining to each task is further shown in Section 3 — Scope of Work. Task 1 — Review the Fleet Division's organization structure and staffing levels. Task 2 — Evaluate the all the types of equipment that is managed by the Fleet Division. Task 3 — Evaluate the overall efficiency of Fleet Division operation. Task 4 — Evaluate the Fleet Division inventory program. Task 5 — Evaluate the software utilized by the Fleet Division. Task 6 — Evaluate the Fleet Division's Equipment Fund as a whole. Task 7 — Evaluate the Fleet Division's existing infrastructure. Task 8 — Evaluate certification pay for fleet employees for self-improvement and efficiency. Task 9 — Evaluate the working environment for Fleet Division staff as it pertains to self- improvement. Task 10 — PROPOSER can elect to add additional tasks if the PROPOSER believes it is necessary to the overall assessment of the Fleet Division. PROPOSER shall provide sufficient details for the additional scope of work that is being proposed. Task 11 — Prioritize and integrate the evaluations, findings, and recommendations on Tasks 1 through 10 into a Final Report. PROPOSER shall also submit a project schedule with their Fee Proposal to show the length of time it will take for the assessment and final report to be completed. Request for payment of services shall be billed, with a monthly itemized invoice, to the CITY in accordance with the rates in the firm's schedule of hourly billing rates which is submitted in response to this RFQ/P. The invoice shall be accompanied with a monthly progress report itemized for the work completed in that period. The monthly progress report shall include a Page 2 of 10 810 RFQ/P Fleet Division Assessment — City of Bakersfield description of activities performed, an estimate of the percent of work completed, and a summary of any problems encountered. Payment will be made for work product that has been delivered to and accepted by the CITY. The fees shall be held constant throughout the term of this agreement. No "cost of living" or other similar increases of the hourly rates will be allowed. CONSULTANT will be responsible for compensating their employees in accordance with all applicable labor laws and regulations. SECTION 3. SERVICES TO BE PROVIDED BY THE FIRM (SCOPE OF WORK) Overall, the CONSULTANT shall complete an assessment of the Fleet Division. The CONSULTANT shall complete the tasks, numbered 1 through 11, listed below. An Equipment list is attached to this RFQ/P document, Attachment #4. The tasks are defined as follows: 1. Review the Fleet Division's organization structure and staffing levels. a. Evaluate current staff levels, job descriptions and Fleet's organizational structure. Make recommendations on the number of staff and type of staff needed; such as fewer positions, more positions, or new types of positions. b. Evaluate succession planning within the Fleet Division and make any recommendations for improvement. c. Evaluate the ratio of employees per supervisor and recommend any changes. d. Evaluate the compensation and benefits for each type of Fleet employee and recommend any changes. Use comparisons to similar Fleet operations when possible. e. Evaluate job descriptions to ensure consistency with job duties. Recommend changes to improve descriptions as technology has changed since originally prepared. 2. Evaluate all types of equipment that is managed by the Fleet Division. Recommend any changes if current equipment is obsolete, standardization of equipment or if a different type equipment should be utilized to fulfill an operational need. See Attachment#4 for list and quantity of each type of equipment. a. Evaluate the life-cycle of each type of equipment; from procurement through disposal. Make recommendations that could further maximize the use of each piece of equipment and ensure replacement and disposal program align with best management practices. b. Evaluate procurement practices. Make recommendations that could minimize staffs time involved with procurement, specification writing, and reviewing specifications to ensure new equipment meets standards. c. Evaluate if a piece of equipment should be maintained by Fleet staff or outsourced for service. This can be dependent of: overall efficiency, reduction of downtime, reduction in costs, or the qualifications and number of Fleet staff. d. Evaluate work order system, from initiation by other using departments through the return of equipment being placed back into service. 3. Evaluate the overall efficiency of Fleet Division operation. a. Evaluate how Fleet staff conducts maintenance and repairs of equipment. Make recommendations that could improve overall efficiency and to ensure best practices are being used. Recommend any changes that could improve safety and reduce the risk of accidents and injuries. Page 3 of 10 811 RFQ/P Fleet Division Assessment— City of Bakersfield b. Evaluate the type of tools and technology used by staff. Make recommendations that could increase efficiency. c. Evaluate the efficiency of current work shifts. Recommend any changes that could increase efficiency. d. Evaluate preventive maintenance schedules for equipment to ensure expected lifecycle of equipment is met. 4. Evaluate Fleet Division's inventory program. Make recommendations that could improve the program. Recommend which types of parts should be kept on hand for each type of equipment and that could decrease downtime of equipment during scheduled maintenance or for repair. 5. Evaluate the software utilized by the Fleet Division. FASTER and Crystal Reports are currently used for equipment management and reporting. Make recommendations for other types of software that could be easier and faster to use by Fleet staff, and that would be compatible with other software that is utilized by the Fleet Division, 6. Evaluate the Fleet Division's Equipment Fund as a whole. a. Evaluate how internal fees and rates are calculated. b. Evaluate how replacement costs are calculated. c. Evaluate how overhead costs are accounted for. d. Make any recommendations that could improve items 6-a through 6-c and ensure Equipment Fund has sufficient funding to cover all equipment maintenance and repairs, equipment replacement, and administrative overhead costs. 7. Evaluate the Fleet Division's existing infrastructure. a. Fleet Division works at three locations. Recommend any changes regarding the number of buildings, shop bays, and surrounding areas to increase operational efficiency. b. Evaluate Fleet Division's fueling infrastructure. Currently there are 16 fueling stations, 2 CNG/LNG fuel stations, and 51 remote fuel dispensers managed and maintained by Fleet Division. Make recommendations that could improve fueling operations. c. Evaluate staffing at each facility to ensure appropriate resources are applied for equipment maintained at each facility. 8. Evaluate certification pay for fleet employees for self-improvement and efficiency. a. Encourage staff to obtain Automotive Service Excellence certifications to promote excellence in vehicle repair, service and parts distribution. b. Evaluate other required certifications for fire apparatus service and repairs. 9. Evaluate the working environment for Fleet Division staff as it pertains to self- improvement. a. Evaluate training opportunities. b. Evaluate opportunities to rotate through the Fleet Division to gain experience on different types of equipment. c. Evaluate promotional opportunities. 10. PROPOSER can elect to add additional tasks if the PROPOSER believes it is necessary to the overall assessment of the Fleet Division. PROPOSER shall provide sufficient details for the additional scope of work that is being proposed. Page 4 of 10 812 RFQ/P Fleet Division Assessment — City of Bakersfield 11. Prioritize and integrate the evaluations, findings, and recommendations on Tasks 1 through 10 into a Final Report. a. CONSULTANT shall prioritize all recommendations and program them through a multi-year Fleet Business Plan. The plan will highlight when recommendations should occur and the financial impacts of those recommendations. b. CONSULTANT shall submit a 90% draft of the Final Report to the CITY for review and comments prior to completing the 100% Final Report. Throughout the duration of these tasks, the CITY expects the CONSULTANT to gather information as needed from other CITY Departments that heavily depend on the Fleet Division for the maintenance and replacement of their equipment. Progress reports as described in Section 3 are required with each submitted invoice. The CONSULTANT is required to provide all specific services and satisfy all the requirements for the project as specified in this RFQ/P and as necessary to complete the requirements of this assessment. SECTION 4. ITEMS AND SERVICES TO BE PROVIDED BY THE CITY OF BAKERSFIELD 1. The CITY will provide a general description of the project site, its location and boundaries. 2. The CITY will provide copies of CITY's record drawings of existing Fleet facilities if necessary to complete the assessment. The CITY makes no warranty that all record drawings are available. 3. The CITY will provide access to interview Fleet Division personnel, and other CITY personnel to better understand Fleet Division operations. SECTION 5. TIME SCHEDULE FOR ASSIGNED PROJECTS The CONSULTANT shall submit a project schedule with number of hours estimated to complete the project work. The CONSULTANT shall execute the work in a timely manner and in accordance with the submitted project schedule. Work shall begin upon adoption of an agreement between the CITY and the CONSULTANT. The anticipated City Council award date is June 2, 2021. SECTION 6. CONSULTANT'S TEAM The CONSULTANT's staff working on this project shall be qualified professionals and shall have the necessary experience, expertise and licenses to complete the assessment and satisfy all the requirements as described in this RFQ/P. SECTION 7. STATEMENT OF QUALIFICATIONS All interested PROPOSERS shall submit a Statement of Qualifications (SOQ) which shall contain at a minimum the following information: 1. The completed General Information Sheet, (refer to Attachment #1). An officer of the PROPOSER must sign this document. 2. A statement of PROPOSER's management principles, procedures and how they will be applied to work performed under this agreement in regards to: a. Development of a project schedule and adhering to that schedule; Page 5 of 10 813 RFQ/P Fleet Division Assessment —City of Bakersfield b. Establishment of a cooperative relationship with the CITY; c. Complete and successful performance of all tasks assigned to the CONSULTANT. 3. Name and relevant experience of PROPOSER's principals / project manager(s) who will be responsible for the project. 4. Name and relevant experience of PROPOSER's key personnel who will work on the project. 5. A list of all current projects/assessments, including the amount of PROPOSER's resources allocated to those projects and the completion date of PROPOSER's work at that level of allocation. A similar list shall be provided for each of PROPOSER's subconsultants. 6. A list of comparable projects/assessments on which PROPOSER has been involved during the past five years. The CITY will conduct four reference checks regarding these past projects/assessments. The list should include at least four different clients and should provide the following information for each project: a. Project title, location and description including size of the project; b. Nature of PROPOSER's responsibility; c. Start and end dates of PROPOSER's involvement in the project; d. Names of PROPOSER's key personnel involved in the project; e. Total dollar amount of PROPOSER's contract; f. Name, address and phone number of the project owner; g. Name and address of PROPOSER's client if different from the project owner; and h. Name and phone number of contact person at PROPOSER's client's office. PROPOSER can indicate which of the past four projects/assessments will be flagged for reference checks. 7. A statement of why PROPOSER believes it should be selected for this project. 8. A list of all subconsultants that PROPOSER will be utilizing on this project, if necessary. This list shall include the following information for each proposed subconsultant: a. Name, address, and phone number for subconsultant's office that will be performing work on the project; b. Name and relevant experience for subconsultant's key employees that will be working on this project; and c. Description of work that the subconsultant will perform on the project. If the PROPOSER has multiple offices and proposes to utilize staff from multiple offices for this project, then the following shall apply in regards to this listing of subconsultants: The office submitting a SOQ for PROPOSER shall be considered the CONSULTANT. All other offices of PROPOSER shall be considered subconsultants and shall be included in the subconsultants listing. 9. A list of PROPOSER's claims history since January 1, 2017: a. A list of all claims, demands for arbitration and/or lawsuits filed by PROPOSER predecessor companies or company officers against project owners or their agents. This list shall include the following information for each claim: Page 6 of 10 814 RFQ/P Fleet Division Assessment— City of Bakersfield Name of project owner; Project completion date; Basis for claim; Claim or suit amount; Current status, and Award or settlement amount. b. A list of all claims, demands for arbitration and/or law suits filed by project owners, their agents or subconsultants against PROPOSER, predecessor companies, its agents or bonding company in connection with PROPOSER, its officers, its agents or bonding company. This list shall include the following information for each claim: Name of project owner; Project completion date; Basis for claim; Claim or suit amount; Current status; and Award or settlement amount. 10. A statement of PROPOSER's current insurance coverage signed by a company official. Do not submit a certificate of insurance in lieu of this statement. The CITY requires a minimum of One Million Dollars ($1,000,000) Professional Liability Insurance, Automobile Liability Insurance, General Liability Insurance, and Workers' Compensation Insurance. If the current coverage does not meet the CITY's minimum requirements, a statement of PROPOSER's ability and intent to obtain the required coverage must be included. SECTION 8. SUBMITTAL OF STATEMENT OF QUALIFICATIONS (SOQ) PROPOSERS responding to this RFQ/P must submit their SOQ to the CITY by Tuesday, May 4, 2021 at 4:00 PM. PROPOSERS responding to this RFQ/P must include in their submittal package the following items: • Three (3) copies of the firm's SOQ (refer to Section 7 of this RFQ/P), including the "General Information Sheet" (Attachment #1 of this RFQ/P) signed by a company official and a statement of insurance coverage signed by a company official; • One copy of the firm's Fee Proposal, in a sealed envelope labeled with the company's name and the words "Fleet Division Assessment—City of Bakersfield." All charges for materials, printing, computers, etc., shall be included in the proposal; and • One signed copy of the draft agreement (refer to Section 11 of this RFQ/P and Attachment #2). The above submittal items must be placed in a sealed envelope bearing PROPOSER's name and the words "Statement of Qualifications for Fleet Division Assessment - City of Bakersfield Bakersfield, California." Before the date and time stated in Section 1 and this section, the submittal package must be delivered to: Zac Meyer, Assistant Public Works Director Page 7 of 10 815 RFQ/P Fleet Division Assessment — City of Bakersfield Public Works Department City of Bakersfield 1501 Truxtun Avenue Bakersfield, California 93301 The CITY assumes no responsibility for non-receipt of submittal packages due to any delay, including but not limited to, carrier delay. It is the PROPOSER's responsibility to meet the deadline stated above. Submittals which do not contain the requisite number of copies and all the information requested in the RFQ/P may be considered non-responsive and rejected without evaluation. Submittals received after the deadline or at the wrong location will be considered non- responsive. Fax copies will not be accepted. SECTION 9. SELECTION OF CONSULTANT PROPOSERs submitting a Statement of Qualifications (SOO) for this project must provide in their submittal, verifiable evidence demonstrating that they have considerable current and past experience in complete Fleet operations assessments, as stated in Sections 1 and 3 of this RFQ/P. The CITY will award a contract to one firm after reviewing all the Statements of Qualifications (SOQ) submitted by interested firms. Primary selection process will be based on the CITY's evaluation of the firm's SOQ and the items listed below. Secondary consideration will be based on the CITY's evaluation of the CONSULTANT's fee proposal; which shall not be opened until evaluation of SOQ scores and reference checks of all firms are completed and that the ranking of firms is in order. In no particular order, the following items shall be used for evaluation: 1. PROPOSER's ability to respond in timely manner; such as, submittal of a project proposal for a specific project; availability of the firm to start work on a specific project, and the time needed to complete the project; submittal of a project a schedule as defined in this RFQ/P. 2. PROPOSER's experience and past performance on comparable projects for the CITY and other governmental agencies. 3. Qualifications and experience of key personnel PROPOSER anticipates assigning to this project, including the project manager/leader and support staff. 4. PROPOSER's ability to understand the project requirements as it may be revealed in their proposed method and procedure of study, goals and objectives, and their approach to this project. 5. PROPOSER's overall submittal, subjective statements, and consideration for all items requests in this RFQ/P. 6. Comments received from the CITY's reference checks. Page 8 of 10 816 RFQ/P Fleet Division Assessment— City of Bakersfield SECTION 10. SOLICITATION CAVEAT The PROPOSER understands and agrees that the City of Bakersfield shall have no financial responsibility for any costs incurred by the PROPOSER in responding to this Request for Qualifications and shall not be liable for any PROPOSER costs attributed to its own study and assessment of a specific project until the PROPOSER has executed a contract with the City of Bakersfield and has been authorized in writing to proceed. The City of Bakersfield reserves the right to terminate this Request for Qualifications after three (3) days' notice to all prospective PROPOSERs. The submission of a proposal shall be conclusive evidence that PROPOSER has investigated and satisfied themselves as to the conditions to be encountered, the character, quality and scope of work to be performed, and any municipal and ordinance requirements of the City of Bakersfield. SECTION 11. CONTRACT DOCUMENTS A sample copy of the CITY's consultant agreement is included with this RFQ/P as Attachment #2. Please review the agreement carefully. This is the contract the CONSULTANT will be expected to execute without alteration. If any changes are desired, the firm must submit a copy of the requested modifications to the CITY for approval at least ten (10) calendar days prior to the date that SOQs are due. If approved, the CITY will then issue the changes to all prospective PROPOSERS prior to the due date. As part of its submittal package, an officer of the firm must sign and return a copy of the sample agreement. The signature indicates that the firm accepts the clauses of the contract, including the indemnity clause, as stated in the enclosed sample copy of the CITY's agreement and any modifications thereto issued by the CITY during this solicitation of SOQs. An "Acknowledgment Line"which reads as the following will be found below the signature line of the draft agreement. The officer must review the sample agreement carefully prior to signing the draft agreement. "PROPOSER's ACKNOWLEDGEMENT: "I have received and reviewed the sample DESIGN CONSULTANT'S AGREEMENT CONTRACT including the INDEMNITY clause which was sent to me with the City's RFQ/P. My signature below shall signify our firm's acceptance of said contract if our firm is selected for awarding a contract for the project as described in said RFQ/P. This acceptance is made with the understanding that the "Compensation" and "Time for Completion" clauses will be modified to contain the amounts and dates established for this contract." The CONSULTANT shall not be allowed to alter or negotiate contract language after the submittal of CONSULTANT's Statement of Qualifications. Failure to execute the contract without alteration may result in the rejection of the CONSULTANT's proposal and the retaining of a different consultant by the CITY. At the time of contract execution, the CONSULTANT will be required to provide evidence of insurance coverage (Certificates of Insurance) as specified in the agreement. Page 9 of 10 817 RFQ/P Fleet Division Assessment— City of Bakersfield SECTION 12. CONTACTS AT THE CITY OF BAKERSFIELD All questions concerning the project, the submittal of a Statement of Qualifications, the CITY's review and evaluation of the SOQ's, and the CITY's selection of a consultant for this project should be submitted in writing and directed to: Zac Meyer, Assistant Public Works Director Public Works Department City of Bakersfield 1501 Truxtun Ave Bakersfield, California 93301 Voice Phone: 661-326-3680 E-mail: zmever(o)bakersfieldcitv.us Attachment#3, "Request for Information Form" should be used when submitting questions. SECTION 13. ATTACHMENTS TO THIS RFQ/P The following documents are attachments to this RFQ/P: Attachment #1 "General Information Sheet" Attachment #2 "Sample Agreement" Attachment #3 "Request for Information Form" Attachment #4 "Equipment List" Page 10 of 10 818 Flat 299.00 Fleet Assets Print Date:03/29/2021 0Data Date:03/29/2021 12:45 pm BAKERSFIELD TF£SOUND OF! uafel(g j'PXR& Fleet Services Division Eq d Year Sts Make Model Class Equip Desc Dept Fuel Type ATTENUATOR Group Total: 1 AUTO,(1)INTERMEDIATE Group Total: 68 AUTO,(2iF1JLL-SIZE Group Total: 18 BOAT Group Total: 1 ... . ..... COMPRESSOR,RODENT Group Total: 2 COMPRESSORO ,STATIONARY Group Total: 3 ... . .. _. CMPRESSOR,TRAILER MOUNTED Group Total: 12 CONS.... .. . . _ .. . . CONST,BLOWER,VENTILATE Group Total 2 CONST,GLOBAL POSITION Group Total: 2 EARTH MVNG,BACKHOE Group Total: 5 EARTH MVNG,BACKHOE BUCKET Group Total: 12 EARTH MVNG,DOZER Group Total: 3 EARTH MVNG,E%CAVATOR Group Total: 3 EARTH MVNG,LOADER ATTACHMENT Group Total; 5 EARTH MVNG,LOADER BUCKET Group Total: 31 EARTH MVNG,LOADER,RUBBER TIRE Group Total: 20 EARTH MVNG,LOADER,SKID&TRACKSTEER Group Total: 6 EARTH MVNG,MOTORGRADER Group Total: 6 EARTH MVNG,TAILGATE SPREADER Group Total: 3 EARTH MVNG,TRENCHER Group Total: 2 FARM TRACTOR DISC&PLOWS Group Total: 4 FARM TRACTOR, NDUSTfl1AL Group Total: 9 FIRE,(1)COMMAND CENTER TRUCK Group Total: 2. . . .. ...... .. . FIRE,(2)HAZMA7 TRUCK Group Total: i FIRE,(3)LA6DER TRUCK Group Total: 4 FIRE,(4)LIGHT ATTACK TRUCK Group Total: 3 FIRE,(5)PUMPER TRUCK Group Total: 20 FIRE,(6)RESCUE TRUCK Group Total: 1 FIRE,(7)TYPE 3 TRUCK Group Total: 3 ... .. _ .. . Coup._.. FIRE,COMPRESSOR,SURVIVE AIR Group Total: 2 FIRE,LIGHT&AIR TRUCK Group Total: 2 FIRE,RESCUE TOOL Group Total: 43 FLOOR/CARPET CLEANER Group Total: 8 FORKLIFT Group Total: 10 FUEL TANK,PROPANE Group Total: 1 GEN,PORTABLE Group Total: 10 GEN,STATIONARY Group Total: 34 GEN,TRAILER Group Total: 30 HOCK.. .. ,. . .. .. HOCKEY,ICE EDGER Group Total: 2 HOCKEY,ICE RESURFACER Group Total: 3 HOCK................. .......al HOCKEY,SCOREBOARD CRANE Group Total: 1 LIGHT PLANT Group Total: 8 MAN LIFT,ARTICULATED BOOM Group Total: 1 POLICE,MOTORCYCLE Group Total: 8 POUCE,MOTORCYCLE,ATV Group Total: 3 POLICE,MOTORCYCLE,QUAD Group Total: 2 ...... ... . ...... .... . ........ POLICE,PARKING ENFORCEMENT Group Total: 2 POLICE,POLICE SPECIAL Group Total: 302 POLICE,SPECIALSERVICES TRUCK Group Total: 4 POLICE,SUV(1)1/4 T Group Total: 3 _. _..__..... .Coup..... POLICE,SUV(2)I/2 T Group Total: 8 PRESSURE WASHER Group Total: 10 PUMP Group Total: 16 PUP,(1)1/4 T Group Total: 33 PUP,(2)1/2 T Group Total: 180 PUP,(3)3/4 T Group Total: 21 PUP,(3)3/4 T,DUMP Group Total: 3 PUP,(3)3/4 T,FLAT BED Group Total: 2 PUP,(3)3/4 T,UTILITY BODY Group Total: 17 .. . . . .. . .. _. PUP,(4). 1 1 7 Group Total: 8 619 Palle 1 of 3 Eq!! Year Sts Make Model Class Equip Deso Dept Fuel Type PUP,(4)1 T,FLAT BED Group Total: 10 PUP,(4)1 T,UTILITY BODY Group Total: 13 PUP,(5)11/2 T,FLAT BED Group Total: 5 PUP,(6)1 I/2 T,U'iI LILY BODY Group To[al: 16 ... ................. ... .. .. ... . ... PUP,(7)11/2 T,UTILITY BODY-DUMP Group Total: 14 PVMNT,ASPHALT CRACK FILLER Group Total: 2 PVMNT,ASPHALT oII TRUCK Group Total: 2 PVMNT,ASPHALT PATCH TRUCK Group Total: 6 .. . _MAIM. ... _.Total: PVMNT,ASPHALT PAVER Group Total: 2 PVMNT,BREAKER ATTACHMENTS Group Total: 4 PVMNT,CONCRETE GRINDER Group Total: 2 ..MINT............... .. . Total: .. PVMNT,CONCRETE MIxER Group Total: 1 PVMNT,CONCRETE SAW TRUCK Group Total: 1 PVMNT,GIRT COMPACTOR Group Total: 8 .............. ATTACH...... .. . PVMNT,PLANNER ATTACHMENT Group Total: 1 PVMNT,PULVERIZER Group Total: 1 ............. A .. .. . Total: . PVMNT,ROLLER ATTACHMENT Group Total: 1 PVMNT,ROLLER RUBBER TIRE Group Total: 3 PVMNT,ROLLER SMALL RIDE-ON Group Total: 4 ... ... .ROLL......... ... . PVMNT,ROLLER STEEL DRUM Group Total: 2 PVMNT,ROLLER WALK BEHIND Group Total: 2 ... ... ....W WALK . .. . Total . PVMNT,SAW WALK BEHIND Group Total: 2 REFUSE,CH U LE Group Total: 1 REFUSE,CONTAINER Group Total: 7 REFUSE,CONVEYOR Group Total: 37 ._.... .MIME. ........al .. ..... REFUSE,FRONT-LOADER Group Total: 21 REFUSE,HORIZONTAL GRINDER Group Total: 3 REFUSE REA, R-LOADER Group Total: 1 REFUSE,ROLL-OFF Group Total: 6 REFUSE,SCREEN Group Total: 1 REFUSE,SIDE-LOADER Group Total: 34 REFUSE,SORTING STATION Group Total: 1 REFUSE,TROM MEL Group Total: 3 REFUSE,WINROW TURNER Group Total: I SCISSOR LIFT Group Total: 2 SUV,(111/4 T Group Total: 5 SUV,(2)1/2 T Group Total: 85 SUV,(3)3/4 T Gloup Total: 3 SWEEPER,ATTACHMENT Group Total: 1 ..........MIME ... . .. SWEEPER,PARKING LOT Group Total: 4 SWEEPER,RIDE-ON Group Total: 2 SWEEPER,STREET Group Total: 19 SWEEPER,TURF Group Total: 8 TREE SRVC,STUMP GRINDER Group Total: 1 TREE SRVC,STUMP GRINDER ATTACHMENT Group Total: 1 ..... . TRK,ANIMAL CONTROL Group Total: 6 TRK,BUCKET-ELECTRIC SERVICE Group Total: 13 _.. ._._. _. TREE.... ........ . TRK,BUCKET-TREE SERVICE Group. Total: 1 TRK,CAMERA SEWER INSPECTION Group Total: 1 TRK,DERRISCK DIGGER Group Total: 1 .................... . ... . TRK,DUMP,12-14 YRD Group Total: 9 TRK,DUMP,18 YRD Group Total: 3 TRK,DUMP,S-7 VRD Group total: 7 TRK,DUMP,HIGH CUBIC Group total: 3 TRK,DUMP,SUPER DUMP Group Total: 6 TRK,FLEET SERVICE TRK Group Total: 3 TRK,GRAFFITI Group Total: 6 TRK,HYDROCRANE Group Total: 1 TRK,KNUCKLE BOOM Group Total: 3 TRK,LINE MARKING Group Total: 11 TRK,PUP 1 1/2 T CONE BODY Group Total: 4 TRK,PUP 1 1/2 T FLAT BED,CREW CAB 4K4 Group Total: 2 iftK,ROAD TRACTOR Group Total: 4 ... . ............. .. ...... ... . TRK,RODDE R,COMBO Group Total: 4 TRK,RODDER,LETTER Group Total: 5 TRK,STAKE BODY,DUMP/BRUSH Group Total: 6 ... ........ .. ... . . .... ... G . _ TRK,WATER Group Total: 4 . . . .. TRANSG ... Total: ... . TRIR,ANIMAL NS Group Total: 1 TRLR,ATTENUATOR Group Total: 1 TRIR,BLEACHERS Group Total: 4 TRLR,BOAT Group Total: 1 820 PaRe 2 of 3 Eq 4 Year Sts Make Model Class Equip Desc Dept Fuel Type TRLR,BOMB DISPOSAL Group Total: 1 TUTU.TUTU... .__.... . TRLR,BOX VAN Group Total: 4 TUTU TUTU. .. .. TRLR,CABLE Group Total: 1 TUTU...... TUTU. TUTU. TRLR,CONCESSION Group Total: 1 TUTU..TUTU .. . TRLR,DROP DECK Group Total: 2 ..._.... . TUTU TUTU. TRLR,DUMP Group Total: 2 TRLR,FIRE SPECIAL Group Total: 3 TRLR,FIRE TRAINING Group Total: 3 TR .. ... ......... LR,FLAT BED Group Total: 30 TRLR,GOOSENECK Group Total: 5 .._. ._....ota... . TRLR,IMPLEMENT Group Total: 8 TRLR,LOWBOY Group Total: 3 TRLR,MESSAGE BOARD Group Total: 3 RILR' ... TUTU . TUTU .. TRLR,MISC Group Total: 10 TUTU Group . . TRLR,MOBILE SOUND Group Total: 1 . . . TUTU.. ... TUTU. . TRLR,OFFICE Group Total: 3 TRLR,PORTABLE RESTROOM Group Total: 3 TUTU. ,_......... ... ..... . TRLR,PORT-A-POTTY Group Total: 12 .. TUTU... TUTU. .. .. . TRLR,RADAR Group Total: 6 TUTU TUTU . .......... TRLR,RESCUE FALL PROTECTION Group Total: 2 ......... ... ....... TUTU . TRLR,SECU RITV CAM ERA Group Total: 1 ...._TUTU. Group . TRLR,SLUDGE Group Total: 4 TRLR,TRASH PICKUP Group Total: 2 . ... ...._TUTU TRLR,UTILITY BODY Group Total: 24 .............. Tow: TURF,AERATOR Group Total: 2 TUTU.. Group . TURF,BUNKER RAKE Group Total: 1 TURF............ .......... TURF,DE-THATCHER Group Total: 5 . .. ....... TUTU.. TURF,ELECTRIC CART Group Total: 12 ...... .. . TUTU. . Group .TUTU.. . TURF,FLAIL MOWER PULL BEHIND Group Total: 8 TURF,GOLF CART Group Total: S TUTU TUTU Group TUTU. . TURF,RIDING MOWER 1281NCH Group Total: 7 TUTU ... .....WER. ...... up ... TURF,RIDING MOWER 421NCH Group Total: 3 mil, .. TUTU .. INCH ...TUTU. TURF,RIDING MOWER 601NCM Group Total: 20 TURF,SOD CUTTER Group Total: 1 ... PASSENGER ... .. VAN,[1)MIDSIZE PASSENGER Group Total: 7 ... ...TUTU._. ._...... VAN,[;[MIDSIZE CARGO Group Total: 1 . ... ......PASS.... . VAN,[3)1/2 TON 7 PASSENGER Group To[a I: 1 A .TUTU TUTU _ ..TUTU. . VAN,[413/4 TON Group Total: 12 A . .. TUTU. pT .. .. VAN,[SI1 TON Group Total: 3 VAN,((5)1 1/2 TON Group Total: 1 ...........TUTU.. . .. . WATER,VALVE EXCE RCISER Group Total: 2 WELDER Group Total: 10 Eq Count: 1703 S:\Crystal Reports\100,200 Fleet Inventory\p299.00 Eq Inv-AII,By Div db TLCls202l.04,Mileage,UseCode,DeptDesc,3109-Portrait-Rollup.rpt {EHeader.EHShop)o"TC'and {EHeader.EHCompany)_"001"and {EHeader.EHStatus)in["A","P")and not Q@1 Cls(TahleDesc)2021.04)startswith'Z") 821 Page 3 of 3 Fee Proposal in Response to RFQ/P to Conduct a Fleet Division Assessment for BAKERSFIELD May 2021 MERCURY May 4, 2021 City of Bakersfield Public Works Department Attn: Zac Meyer, Assistant Public Works Director 1501 Truxtun Avenue Bakersfield, CA 93301 Dear Mr. Meyer: Mercury Associates, Inc. is pleased to submit this Fee proposal to accompany our separate Technical proposal in response to the City's Request for Qualifications and Proposals (RFQ/P) to conduct a Fleet Division Assessment. I will be the principal point of contact for all matters relating to this proposal and can be reached at 913-568-5837 or at Yankovich@mercury-assoc.com. We appreciate being given the opportunity to offer our services to the City of Bakersfield and look forward to hearing from you. Our proposal will remain valid for 120 days from the date submitted. Very truly yours, Tony Yankovich Managing Director Mercury Associates, Inc. • www.mercury-assoc.com 7361 Calhoun Place, Suite 640 • Rockville, MD 20855 • 301 519 0535 823 Cost Proposal to Conduct a BAKERSFIELD Fleet Division Assessment PROJECT FEES Our proposed fixed fee for performing the work associated with the tasks identified in our Work Plan is $119,740. This amount includes all professional services and out-of-pocket expenses and does not include the optional Task 10. The hours and fees by proposed work plan task and project team member, as well as the pricing for the optional task, are shown in the Detailed Project Budget table on the following page. We recognize that this is not an insignificant amount of money for the City to spend on a consulting project. We also realize that some respondents to this RFQ/P may propose to conduct a cheaper, less comprehensive study, but we believe that an "apples-to-apples" comparison of the details of our proposal, our extensive fleet experience, and the quality of senior professionals assigned to this project with that of any other respondent will show that Mercury is offering the City a level of value for money that is second to none. That said, please be assured of our willingness to discuss modifications to our proposed approach to the project and level of effort if we have misunderstood the requirements of the RFQ/P. We will submit progress payment invoices to the City monthly for the estimated percentage of work completed on each work plan task through the end of the prior month. Our standard payment terms are Net 30, and payment can be made by check, EFT, or credit card. MERCURY 824 Cost Proposal to Conduct a Fleet Division Assessment BAKERSFIELD DETAILED PROJECT BUDGET Project Director Project Manager Technical Analyst Analys! Total Task Description lHo lHours F Hours Fees Hours Fees I Hours Fees 1 Review orgartization structure and staffing levels P$ j 16 $ 3,280 32 $ 5,600 64 $ 9.600 112 $ 18,480 2 Evaluate fleet size and composition I 8 $ 1,640 $ - 64 S 9.600 72 $ 11,240 3 Evaluate overall Fleet Division operation I 40 $ 8,200 124 $ 21,700 32 S 4,800 196 $ 34,700 4 (Evaluate Fleet Division inventory program 41 $ 820 16 $ 2.800 S - 20 $ 3,620 5 ]Evaluate software used by the Fleet Division 4 $ 820 24 $ 4,200 I S - 28 $ 6,020 6 (Evaluate the Fleet Divisions Equipment Fund 16 $ 3,280 I $ - I 80 S 12,000 96 $ 16,280 7 Evaluate the Fleet Division's infrastructure $ - 16 $ 3,280 24 $ 4,200 I s - 40 $ 7,480 8 Evaluate certification pay and self-improvement I $ - 1 8 $ 1,640 16 $ 2,800 $ 24 $ 4,440 9 Evaluate Fleet Division's working environment opportunity $ - I 121 $ 2,460 12 $ 2,100 $ - 24 $ 4,660 10 Optimal replacement cycle analyses(optional) $ - 40 $ 8,200 $ - 160 $ 24,000 200 $ 32,200 11 Develop project deliverable 8 $ 1,800 1 24 $ 4,920 40 $ 7.000 8 $ 1.200 80 $ 14,920 Total Excluding Optional Task 10 8 $ 1,800 148 $ 30,340 288 $ 60,400, 248 $ 37,200 692 $ 119,740 Total fncuding Optional Task 10 8 $ 1,800 188 $ 38,640 288 $ 50,400 408 $ 161,940$ 61,200 892 MERCURY 85 [Ai ivno:n,: uri•:."1 rrr ni ur Procurement Divislon 707 West Sacramento,c Street,2m n sesos lei 1 oz State of California MULTIPLE AWARD SCHEDULE Mercury Associates , Inc. CONTRACT NUMBER: 4-08-03-0341A SUPPLEMENT NO.: 2 CMAS CONTRACT TERM: 2/28/2017 through 1/31/2022 CONTRACT CATEGORY: Non Information Technoloqv Services APPLICABLE August 2010 TERMS & CONDITIONS: MAXIMUM ORDER LIMIT: $250,000 FOR USE BY: State & Local Government Agencies BASE GSA SCHEDULE NO.: GS-10E-0026T BASE SCHEDULE HOLDER: I Mercury Associates, Inc. This contract provides for the purchase and warranty of Non-Information Technology (Non-IT) consulting services. (See page 2 for the labor categories and restrictions applicable to this contract. The purpose of this supplement is to renew this contract through 1-31-22. In addition, this supplement replaces in its entirety Mercury Associates, Inc.'s existing California Multiple Award Schedule (CMAS) that expired on 1- 31-17. The most current Ordering Instructions and Special Provisions and CMAS Terms and Conditions dated August 2010, products and/or services and pricing are included herein. Please review these provisions carefully because they may have changed since issuance of your last contract. Agency non-compliance with the requirements of this contract may result in the loss of delegated authority to use the CMAS program. Contractor non-compliance with the requirements of this contract may result in contract termination. Effective Date: 2/28/2017 BRUCE FONG, Program Analys , California Multiple Award Schedules Unit 826 CALIFORNIA MULTIPLE AWARD SCHEDULE (CMAS) MERCURY ASSOCIATES, INC. CMAS NO. 4-08-03.0341A, SUPPLEMENT No. 2 CMAS PRODUCT& SERVICE CODES TOP 500 DELINQUENT TAXPAYERS The CMAS Product & Service Codes listed below are In accordance with Public Contract Code Section for marketing purposes only. Review this CMAS 10295.4, and prior to placing an order for non-IT goods contract and the base contract identified below for the and/or services, agencies must verify with the Franchise products and/or services available on this contract. Tax Board and the Board of Equalization (hat this contractor's name does not appear on either list of the Bus Consult-Benchmarking 500 largest tax delinquencies pursuant to Section 7063 Bus Consult-Business Planning or 19195 of the Revenue and Taxation Code. Bus Consult-Org Assessment The Franchise Tax Board's list is available at Bus Consult-Program Design www.Mb.ca.gov/aboutFTB/Delinquent Taxoayers.shtml. Bus Consult-Project Mgmt Bus Consult-Strategic Planning The Board of Equalization's list is available at Bus Srvc-Performance Review v"m.boo.ca.gov/cqi-bin/delig.cq. AVAILABLE PRODUCTS ANDIOR SERVICES CONTRACT PRICES All of the job titles in the base GSA contract identified The maximum prices allowed for the products and/or below are available within the scope of this contract: services available in this CMAS contract are those set forth in the base contract identified on page 2 of this You may verify the following current information about contract. the job titles available on this CMAS contract at the GSA eLibrary(using the base GSA contract number identified The ordering agency Is encouraged to seek prices lower below): than those on this CMAS contract. When responding to an agency's Request for Offer(RFO), the contractor can • Description of the functional requirements offer lower prices to be competitive. • Minimum education and experience requirements • Maximum pricing allowed(lower pricing acceptable) APPROVAL OF ORDERS FOR NON-IT SERVICES Access the GSA eLibrary at wvnv.gsaelibrarv.gsa.gov. 1. Slate agencies entering into CMAS contracts for non-Information Technology services exceeding CMAS BASE CONTRACT $50,000 must forward their purchase order package to the DGS/PD-CMAS for review and approval prior This CMAS contract is based on some or all of the to issuing the purchase order. products andlor services and prices from GSA Schedule No. GS-10E-0026T (Mercury Associates, 2. State agencies entering into more than one CMAS Inc.) with a GSA term of 1 0131/2 01 6 through contract for non4nformation Technology consulting 10130/2021. The term of this CMAS contract services with the same contractor within a 12-month Incorporates an extension of three months beyond period for an aggregate amount of$12,600 or more the expiration of the base GSA contract, and Is must have each contract approved by the DGSIPD- shown in the "CMAS Term Dates" on page 1. CMAS in compliance with Public Contract Code Section 10371. ISSUE PURCHASE ORDER TO For either one of the above situations, see the provision Agency purchase orders must be mailed to the following in this contract entitled "Consulting or Personal address, or faxod to(301)519-0536: Services" for a listing of the documents needed and the address where they must be sent. Mercury Associates, Inc. 7361 Calhoun Place, Ste. 680 DARFUR CONTRACTING ACT Rockville, MD 20855 Attn: Diane Thomas This contractor has cerlified compliance to the Darfur Contracting Act per PCC section 10475.el seq. Agencies with questions regarding products and/or services may contact the contractor as follows: WARRANTY Contact: Diane Thomas For warranties, see the federal GSA schedule and the Phone: (301)619-0535x1022 CMAS Terms and Conditions, General Provisions, E-mail: dthomas@mercury-assoc.com CMAS Warranty. Contractor personnel shall have the experience, education and expertise as delineated In the CMAS contract. Ordering Instructions and Special Provisions 2 827 CALIFORNIA MULTIPLE AWARD SCHEDULE (CMAS) MERCURY ASSOCIATES, INC. CMAS NO. 4-08-03-0341A, SUPPLEMENT No. 2 DELIVERY Local governments set their own order limits, and are not bound by the order limits on the cover page of this As negotiated between agency and contractor and contract. included In the purchase order, or as otherwise slipulalod in the contract. SPLITTING ORDERS SHIPPING INSTRUCTIONS Splitting orders to avoid any monetary limitations is prohibited. F.O.B. (Free On Board) Destination. Seller pays the freight charges. Do not circumvent normal procurement methods by splitting purchases into a series of delegated purchase PURCHASING AUTHORITY DOLLAR THRESHOLD orders(PCC § 10329). No CMAS order may be executed by a Slate agency Splitting a project into small projects to avoid either that exceeds that agency's CMAS purchasing authority fiscal or procedural controls is prohibited (SAM threshold or the CMAS maximum order limit, whichever 4819.34). is less. MINIMUM ORDER LIMITATION HOW TO USE CMAS CONTRACTS There is no minimum dollar value limitation on orders Agencies must adhere to the detailed requirements in placed under this contract. the State Contracting Manual (SCM)when using CMAS contracts. The requirements for the following bullets are ORDERING PROCEDURES in the SCM, Volume 2, Chapter 6 (for non-IT) and the SCM, Volume 3, Chapter 6(for IT): 1. Order Form • Develop a Request for Offer, which includes a Stale agencies shall use a ContracUDelegation Scope of Work (SOW), and Bidder Declaration Purchase Order (Sid. 65) for purchases and form. For information on the Bidder Declaration services. requirements, see the SCM, Volume 2, Section 3.5.7 and Volume 3, Section 3.4.7. Local governments shall, in lieu of the State's • Search for potential CMAS contractors at Purchase Order (Sid. 65), use their own purchase www.dgs.ca.govlpd/Proorams/Leveraged/CMAS asox, order document. select"Find a CMAS Contract". • Solicit offers from a minimum of 3 CMAS Electronic copies of the Stale Standard Forms can contractors including one small business and/or be found at the Office of Slate Publishing website. DVBE, if available, who are authorized to sell the The site provides information on the various forms products and/or services needed. and use with the Adobe Acrobat Reader. Beyond • If soliciting offers from a certified DVBE, include the the Reader capabilities, Adobe Acrobat advanced Disabled Veteran Business Enterprise Declarations features may be utilized if you have Adobe form (Sid. 843) in the Request for Offer. This Business Tools or Adobe Acrobat 4.0 installed on declaration must be completed and returned by the your computer. Direct link to the Standard Form DVBE prime contractor and/or any DVBE 65: subcontractors. (See the SCM Volumes 2 and 3, htio:/hwnw.dgs.ca.gov/dqs/ProgramsServices/Form Chapter 3). s/FMC/Search.asox. • This is not a bid transaction, so the small business preference, DVBE participation goals, protest 2. Purchase Orders language, intents to award, evaluation criteria, advertising, etc., are not applicable. The agency is required to complete and distribute • If less than 3 offers are received, Slate agencies the order form. For services, the agency shall must document their file with the reasons why the modify the information contained on the order to other suppliers solicited did not respond with an include the service period (start and end date), and offer. the monthly cost (or other intermittent cost), and Assess the offers received using best value any other information pertinent to the services methodology, with cost as one of the criteria. being provided. The cost for each line item should • Issue a Purchase Order to the selected contractor. be included in the order,not just system totals. • For CMAS transactions under$5,000 only one offer The contractor must Immediately reject orders that is required if the State agency can establish and are not accurate. Discrepancies are to be document that the price is fair and reasonable. negotiated and incorporated into the order prior to the products and services being delivered. Ordering Instructions and Special Provisions 3 828 CALIFORNIA MULTIPLE AWARD SCHEDULE (CMAS) MERCURY ASSOCIATES, INC. CMAS NO. 4-08-03-0341A, SUPPLEMENT No. 2 3. Service and Delivery after Contract Expiration SMALL BUSINESS MUST BE CONSIDERED The purchase order must be issued before the Prior to placing orders under the CMAS program, Slate CMAS contract end term expires. However, agencies shall whenever practicable first consider offers delivery of the products or completion of the from small businesses that have established CMAS services may be after the contract end term expires contracts (GC Section 14846(b)). NOTE: The (unless otherwise specifically slated in the Department of General Services auditors will request contract), but must be as provided for in the substantiation of compliance with this requirement when contract and as specified in the purchase order. agency files are reviewed. 4. Multiple Contracts on STD. 65 Order Form The following webslte Ilsis CMAS Small Business and Disabled Veteran Partners: Agencies may include multiple CMAS contracts www.des.ca.gov/pd/Programs/Leveragea/CMAS aspA from the same contractor on a single Std. 65 then select'Find a CMAS Contractor". Contract/Delegation Purchase Order. For In response to our commitment to Increase participation guidelines, see the SCM, Volumes 2 & 3, Chapter by small businesses, the Department of General 6,84.1. Services waives the administrative fee (a fee currently charged to customer agencies to support 5. Amendments to Agency's Purchase Orders the CMAS program) for orders to certified small business enterprises. Agency purchase orders cannot be amended if the See the current fees in the DGS Price Book at: CMAS contract has expired. htlp:/M ww.dgs.ca.govlofs/Pricebook.aspx The SCM, Volumes 2 & 3, Chapter 6.A5.0 provides SMALL BUSINESSIDVBE -TRACKING the following direction regarding amendments to all types of CMAS purchase orders: State agencies are able to claim subcontracting dollars towards their small business or DVBE goals whenever Original orders, which include options for the Contractor subcontracts a commercially useful changes (e.g.. quantity or time), that were function to a certified small business or DVBE. The evaluated and considered in the selection for Contractor will provide the ordering agency with the award during the RFO process, may be name of the small business or DVBE used and the amended consistent with the terms of the original dollar amount the ordering agency can apply towards its order, provided that the original order allowed for small business or DVBE goal. amendments. It the original order did not evaluate options, then amendments are not SMALL BUSINESSIDVBE -SUBCONTRACTING allowed unless an NCB is approved for those amendments. 1. The amount an ordering agency can claim towards achieving its small business or DVBE goals is the Amendments unique to non-IT services are covered dollar amount of the subcontract award made by in the SCM, Volume 2, Chapter 6.132.9 as follows: the Contractor to each small business or DVBE. If the original contract permitted amendments, 2. The Contractor will provide an ordering agency with but did not specify the changes (e.g., quantity or the following information at the time the order is time), It may be amended. This only applies to quoted: the fast amendment. The time shall not exceed one year, or add not more than 30% o1 the a. The Contractor will stale that, as the prime original order value and may not exceed Contractor, it shall be responsible for the $250,000. If the original contract did not have overall execution of the fulfillment of the order. language permitting amendments, the NCB process must be followed. b. The Contractor will Indicate to the ordering agency how the order meets the small Also, see the SCM, Volumes 2 & 3, Chapter 8, business or DVBE goal, as follows: Topic 6, for more information on amending purchase orders. List the name of each company that is certified by the Office of Small Business CONTRACTOR OWNERSHIP INFORMATION and DVBE Certification that it intends to subcontract a commercially useful function Mercury Associates, Inc. Is a large business enterprise. to;and • Include the small business or DVBE certification number of each company listed, and attach a copy of each certification; and Ordering Instructions and Special Provisions 4 1329 CALIFORNIA MULTIPLE AWARD SCHEDULE (CMAS) MERCURY ASSOCIATES, INC. CMAS NO. 4.08.03.0341A, SUPPLEMENT No. 2 • Indicate the dollar amount of each Government Code 19130(c) requires that all subcontract with a small business or DVBE persons who provide services to the Slate under that may be claimed by the ordering agency conditions that constitute an employment towards the small business or DVBE goal; relationship shall, unless exempted by Article VII and (Section 4) of the California Constitution, be • Indicate what commercially useful function retained under an appropriate civil service the small business or DVBE subcontractor appointment. will be providing towards fulfillment of the order. Issuing a CMAS purchase order for services to an independent contractor is permissible when any of 3. The ordering agency's purchase order must be the following conditions set forth in Government addressed to the prime Contractor, and the Code Section 19130(b) can be met: purchase order must reference the information provided by the prime Contractor as outlined above. Exempt under Constitution • New Slate function and legislative authority INTEGRATED SERVICES Service not available; highly specialized or • Technical Agencies are prohibited from using CMAS and/or Incidental to the purchase or lease Masters for large-scale information technology system Conflict of interest; need unbiased findings integration projects except when specifically approved Emergency appointment by the California Department of Technology. Private counsel, with Attorney General (AG) approval and Governor's Office, if applicable CONSULTING OR PERSONAL SERVICES Contractor will provide deliverables that are not feasible for the Slate to provide "I'o ensure sufficient expertise for all consulting or . Training when civil service is not available personal services contracts, prior to issuing an order, Urgent, temporary, or occasional services the agency is required to review the resumes of all when civil service delay would frustrate the personnel the contractor intends to use to fulfill the purpose (see Option 2 below) order. Each agency is responsible for verifying that contractor personnel meet any education or experience When justified as outlined above, personal services requirements listed in the CMAS contract. must fall under one of the two following options: Each order should contain, as a minimum, a description Option 1. CMAS orders for personal services such as of the task, a statement of the contractor's project management, independent verification and responsibilities, completion criteria, a list of deliverable validation, systems analysis and design, and items (if any), the estimated starting date, the scheduled miscellaneous services are not limited to the number of completion dale, and a fixed cost for each task. hours or months per year that a consultant can work if The aggregate of the fixed costs for all [asks constitutes the services contracted for are not available within civil the fixed price ceilingfor all tasks described. service, cannot be performed satisfactorily by civil service employees, or are of such a highly specialized 1. Progress Payments or technical nature that the necessary expert knowledge, experience, and ability are not available For IT service contracts, see the CMAS contract IT through the civil service system (Government Code Terms and Conditions, Provision ff71, CMAS 19130.b(3)). Progress Payments& Risk Assessment. Option 2. CMAS personal services orders for For Non-IT service contracts, sea the CMAS programmers, systems analysts, and technical contract Non-IT Services Terms & Conditions, specialists which are of an urgent, temporary, or Provision #41, Progress Paymenls/Performance occasional nature, such that hiring additional civil Bonds. service positions is not feasible, are limited to nine months (1548 hours) per consultant within a twelve 2. Outsourcing Services consecutive month period (Government Code 19130.b (10)/California State Constitution,Article VII, Section 5). Careful analysis must be given by Stale agencies to This provision is per agency and is inclusive of orders using contracted personnel rather than using civil issued on your behalf by another agency. Contractors service positions within Stale government. must wait three (3) months from CMAS order termination/expiration before submitting the candidate's resume for work at the same agency/department. Ordering Instructions and Special Provisions 5 830 CALIFORNIA MULTIPLE AWARD SCHEDULE (CMAS) MERCURY ASSOCIATES, INC. CMAS NO. 4-08-03-0341A, SUPPLEMENT No. 2 For both options above, the contractor may conduct Also, State agencies entering into more than one training courses for which approprialely qualified civil CMAS contract for non-Information Technology service instructors are not available, provided that consulting services with the same contractor within permanent instructor positions in academies or similar a 12-month period for an aggregate amount of seltings shall be filled through civil service appointment $12,500 or more must have each contract approved (Government Code 19130.15 (9)), by the DGS/PD-CMAS. For each order, the agency must prepare and retain For either of the above situations, the following In their file a written justification that Includes documents must be sent to DGS, PD-CMAS for specific and detailed factual Information that review and approval prior to sending the order to demonstrates that the contract meets one or more the Contractor: of the conditions set forth in Government Code 19130(b). Signed purchase order document (Sid.65) Signed Summary Agreement (Sid. 215) 3. State Personnel Board Requirements Copy of Request for Offer(RFO) SPB a Listing of all CMAS contractors solicited Slate Personnel Board ( ) approval Is required Copies of all suppliers responses to the RFO for a purchase order based on cost savings to the . Complete copy of awarded suppliers CMAS Slate as justification for not using civil service contract personnel. Copy of assessment and selection documents 4. Statement of Work Certification for expenditure of funds • Certification for public relations services valued A Statement of Work (SOW) must be prepared as at$100,000 or more applicable for each Purchase Order. Information Send the above documents to: regarding the preparation of a SOW is available at www.dqs.ca.gov/pd/Pro,grams/Leveraqed/CMAS.asp , Department of General Services then select "For Stale Agencies". Agencies are Procurement Division, ISe vie strongly encouraged to use this information when Pro Third Street,Division, Floor, MS 202 developing SOW requirements that will accompany the Request for Offer and the resulting Purchase West Sacramento, CA 95605 Order. Attn: CMAS Unit - PO Approval 5. Follow-on Contracts are Prohibited Contractors must not accept purchase orders for non-IT services that exceed $50,000 unless they No person, firm, or subsidiary thereof who has been include the required approval stamp from DGS. awarded a purchase order for consulting services, OPEN MARKET/INCIDENTAL. NON-SCHEDULE or a purchase order that includes a consulting ITEMS component, may be awarded a purchase order for the provision of services, delivery of goods or The only time that open marketlncidenlal, non-schedule supplies, or any other related action which is items may be included in a CMAS order is when they required, suggested, or otherwise deemed fall under the parameters of the Not Specifically Priced appropriate as ann end product of the purchase p p y order(Public Contract Code 10365.5). (NSP) Items provision, if the NSP provision is not included in the schedule, or the products and/or Therefore, any consultant who develops a program services required do not qualify under the parameters of study or provides formal recommendations is the NSP provision, the products and/or services must be precluded from providing any work recommended procured separate from CMAS. in the program study or the formal STATE AND LOCAL GOVERNMENTS CAN USE recommendation. CMAS 6. Approval of CMAS Orders for Non-IT Services Stale and local government agency use of CMAS State agencies (not local governments) must send contracts is optional. A local government is any city, all CMAS orders for non-Information Technology county, city and county, district, or other local services exceeding $50.000 to DGS/PD-CMAS for governmental body or corporation, including UC, CSU, approval. K-12 schools and community colleges empowered to expend public funds. While the State makes [his contract available, each local government agency should make its own determination whether the CMAS program is consistent with their procurement policies and regulations. Ordering Instructions and Special Provisions s 831 CALIFORNIA MULTIPLE AWARD SCHEDULE (CMAS) MERCURY ASSOCIATES, INC. CMAS NO. 4-08-03-0341A, SUPPLEMENT No. 2 UPDATES AND/OR CHANGES APPLICABLE CODES, POLICIES AND GUIDELINES A CMAS amendment is not required for updates and/or All California codes, policies, and guidelines are changes once the update and/or change becomes applicable. THE USE OF CMAS DOES NOT REDUCE effective for the federal GSA schedule, except as OR RELIEVE STATE AGENCIES OF THEIR follows: RESPONSIBILITY TO MEET STATEWIDE REQUIREMENTS REGARDING CONTRACTING OR • A CMAS amendment is required when the contract THE PROCUREMENT OF GOODS OR SERVICES. is based on products and/or services from another Most procurement and contract codes, policies, and contractor's multiple award contract and the guidelines are incorporated into CMAS contracts. contractor wants to add a new manufacturers Nonetheless, there is no guarantee that every possible products and/or services. requirement that pertains to all the different and unique • A CMAS amendment is required for new federal State processes has been included. contract terms and conditions that constitute a material difference from existing contract terms and STATEWIDE PROCUREMENT REQUIREMENTS conditions. A material change has a potentially significant Agencies must carefully review and adhere to all effect on the delivery, quantity or quality of items statewide procurement requirements in the SCM, provided, the amount paid to the contractor or on Volumes 2 and 3, such as: the cost to the Stale. • A CMAS amendment is required for changes to Automated Accounting System requirements of contracts that require California Prison Industry State Administrative Manual (SAM) Section 7260- Authority (CALPIA)approval. 62. • Productive Use Requirements, per the SCM, A CMAS amendment is required to update and/or Volume 3, Chapter 2, Section 2.B6.2. change terms and conditions and/or products and SAM Sections 4819.41 and 4832 certifications for services based on a non-federal GSA multiple award information technology procurements and contract. compliance with policies. • Services may not be paid for in advance. SELF-DELETING FEDERAL GSA TERMS AND Agencies are required to file with the Department of CONDITIONS Fair Employment and Housing (DFEH) a Contract Award Report Sid. 16 for each order over $5,000 Instructions, or terms and conditions that appear in the within 10 days of award, including supplements that Special Items of other provisions of the federal GSA and exceed $5,000. apply to the purchase, license, or rental (as applicable) . Pursuant to Public Contract Code Section 10359 of products or services by the U.S. Government in the Stale agencies are to report all Consulting Services United Slates, and/or to any overseas location shall be Contract activity for the preceding fiscal year to self-deleting. (Example: "Examinations of Records" DGS and the six legislative committees and provision). individuals that are listed on the annual memorandum from DGS. Federal regulations and standards, such as Federal Pursuant to Unemployment Insurance Code Acquisition Regulation (FAR), Federal Information Section 1088.8, Slate and local government Resources Management Regulation (FIRMR), Federal agencies must report to the Employment Information Processing Standards (FIPS), General Development Department (EDD) all payments for Services Administration Regulation (GSAR), or Federal services that equal $600 or more to independent Installment Payment Agreement (FIPA) shall be self- sole proprietor contractors. See the Contractor's deleting. Federal blanket orders and small order procedures are not applicable. pro 204, Payee Data Record, to determine sole proprietorship. For inquiries regarding this subject, ORDER OF PRECEDENCE contact EDD at (916) 651-6945 for technical questions or (838) 745-3886 for information and forms. The CMAS Terms and Conditions shall prevail if there is Annual small business and disabled veteran a conflict between the terms and conditions of the reports. contractors federal GSA, (or other multiple award Post evaluation reports. Public Contract Code contract), packaging. Invoices, catalogs, brochures, 10369 requires State agencies to prepare post technical data sheets or other documents (see CMAS evaluations on form Sid. 4 for all completed non-IT Terms and Conditions, CONFLICT OF TERMS). consulting services contracts of more than $5,000. Copies of negative evaluations for non-IT consulting services only must be sent to the DGS, Office of Legal Services. The Bureau of Stale Audits requires State agencies annually to certify compliance with these requirements. Ordering Instructions and Special Provisions 7 832 CALIFORNIA MULTIPLE AWARD SCHEDULE (CMAS) MERCURY ASSOCIATES, INC. CMAS NO. 4-08-03-0341A, SUPPLEMENT No. 2 ETHNICITY/RACE/GENDER REPORTING Orders from Local Government Agencies: REQUIREMENT Effective for CMAS orders dated 1/l/2010 or later, Effective January 1, 2007, in accordance with Public CMAS contractors, who are not California certified Contract Code 10111, Slate agencies are to capture small businesses, are required to remit to the DGS information on elhnicily, race, and gender of business an incentive fee equal to 1% of the total of all local Owners (not subcontractors) for all awarded contracts, government agency orders (excluding sales tax and including CAL-Card transactions. Each department is freight) placed against their CMAS conlract(s). This required to independently report this information to the incentive fee Is in lieu of local government agencies Governor and the Legislature on an annual basis. being billed the above referenced DGS administrative fee. Agencies are responsible for developing their own guidelines and forms for collecting and reporting this This incentive fee is waived for CMAS purchase information, orders issued to California certified small businesses. Contractor participation is voluntary. The check covering this fee shall be made payable PAYMENTS AND INVOICES to the Department of General Services, CMAS Unit, and mailed to the CMAS Unit along with the 1. Payment Terms applicable Quarterly Report. See the provision in this contract entitled "Contractor Quarterly Report Payment terms for this contract are net 45 days. Process" for information on when and where to send these checks and reports. Payment will be made in accordance with the provisions of the California Prompt Payment Act, 4. Contractor Invoices Government Code Section 927 et. seq. Unless expressly exempted by statute, the Act requires Unless otherwise stipulated, the contractor must Slate agencies to pay property submitted, send their invoices to the agency address set forth undisputed invoices not more than 45 days after (i) in the purchase order. Invoices shall be submitted the dale of acceptance of goods or performance of in triplicate and shall include the following: services; or (ii) receipt of an undisputed invoice, whichever is later. Contract number • Agency purchase order number 2. Payee Data Record(Sid. 204) Agency Bill Code • Line item number Each Slate accounting office must have a copy of Unit price the Contractor's Payee Data Record (Std. 204) in Extended line item price order to process payment of invoices. Contractors Invoice total are required to provide a copy of their Std. 204 upon request from an agency customer. Agencies State sales tax and/or use lax shall be itemized should forward a copy of the Sid. 204 to (heir separately and added to each invoice as applicable. accounting office. Without the Std. 204, payment may be unnecessarily delayed. The company name on the CMAS contract, 3. DGS Administrative and Incentive Fees purchase order and Invoice must match or the Stale Controller's Office will not approve payment. Orders from State Agencies: 5. Advance Payments The Department of General Services (DGS) will bill Advance payment is allowed for services only each Stale agency directly an administrative fee for under limited, narrowly defined circumstances, e.g., use of CMAS contracts. The administrative fee between specific departments and certain types of should NOT be included in the order total, nor non-profit organizations, or when paying another remitted before an invoice is received from DGS. government agency (GC 11256 — 11263 and This administrative fee is waived for CMAS 11019) purchase orders issued to California certified small businesses. It is NOT acceptable to pay in advance, except See the current administrative fees in the DGS software maintenance and license fees, which are Price Book al: considered a subscription, may be paid in advance hllc:/Avww.dgs.ca.gov/ofPricebook.asox. if a provision addressing payment in advance is included in the purchase order. Ordering Instructions and Special Provisions 8 833 CALIFORNIA MULTIPLE AWARD SCHEDULE (CMAS) MERCURY ASSOCIATES, INC. CMAS NO. 4-08-03-0341A, SUPPLEMENT No. 2 Warranty upgrades and extensions may also be Reports that include checks for incentive fees or that paid for in advance, one time. exceed a total of 5 pages must be mailed and shall not be faxed or e-mailed. All other reports may be faxed or 6. Credit Card e-mailed to the attention of Quarterly Report Processing as follows: Mercury Associates, Inc. accepts the Slate of California credit card(CAL-Card). CMAS Unit Fax Number: (916) 375-4663 CMAS Unit E-Mall: cmas@dgs.ca.gov A Purchasing Authority Purchase Order(Std.65) is required even when the ordering department For the full instructions on completing and submitting chooses to pay the contractor via the CAL-Card. CMAS Quarterly Business Activity Reports, and a soft Also, the DGS administrative fee is applicable for all copy of a blank quarterly report form, go to CMAS orders to suppliers not California certified as a www.das.ca.gov/pd/Programs/Leveraged/CMAS asox, small business. and then select"For Suppliers/Conlractors". 7. Lease/Purchase Analysis Important things to remember regarding CMAS Quarterly Business, Activity Reports (referred to as State agencies must complete a Lease/Purchase reports'below): Analysis (LPA) to determine best value when contemplating a lease/rental, and retain a copy for A report is required for each CMAS contract each future audit purposes (SAM 3700). Approval by the quarter, even when no new purchase orders are Department of General Services Is not required. received in the quarter. • A separate report is required for each CMAS 8. Leasing contract. • Each purchase order must be reported only once in Except for Federal Lease to Own Purchase (LTOP) the quarter identified by the purchase order dale, and hardware rental provisions with no residual regardless of when the services were performed, value owed at end term ($1 residual value is the products were delivered, the invoice was sent, acceptable), Federal GSA Lease provisions are or the payment was received. NOT available through CMAS because the rates Purchase orders from Slate and local government and contract terms and conditions are not agencies must be separated on the report, as acceptable or applicable to the Stale. shown in the instructions. SEAT Management financing options are NOT Contractors must report the sales activity for all available through this contract. resellers listed on their CMAS contract. • Any report that does not follow the required formal As an alternative, agencies may consider financing or excludes required information will be deemed through the Stale's financial marketplace GS incomplete and returned to the contractor for $Mart1m. All terms and conditions and lenders are corrections, pre-approved for easy financing. The GS $Mart1M , Taxes and freight must not be included In the Internet address is Wdgs_ca gov/od/programs/slatelinanclaimarkelolace a report. SOX. Buyers may contact the GS $Mart'" For CMAS orders dated 1/l/2010 or later, Administrator, Patrick Mullen by phone at (916) contractors are no longer required to attach copies 375-4617 or via e-mail at of purchase orders to their reports. This changed patrick.mullenadgs.ca gov for further information. requirement will begin on Q1-2010 reports, which are due 4/15/2010. CONTRACTOR QUARTERLY REPORT PROCESS For CMAS orders dated 1/1/2010 or later, contractors who are not California certified small Contractors are required to submit a detailed CMAS businesses must attach to their quarterly report a Business Activity Report on a quarterly basis to the check covering the required incentive foe for all CMAS Unit. See Attachment B for a copy of [his form CMAS sales to local government agencies (see and instructions. more information below). This new requirement will start on Q1-2010 reports,which are due 4/15/2010. This report shall be mailed to: • New contracts, contract renewals or extensions, and contract modifications will be approved only if Department of General Services the contractor has submitted all required quarterly Procurement Division—CMAS Unit reports and incentive fees. Attention: Quarterly Report Processing PO Box 989052, MS tl2-202 Wes[ Sacramento, CA 95798-9052 Ordering Instructions and Special Provisions 9 834 CALIFORNIA MULTIPLE AWARD SCHEDULE (CMAS) MERCURY ASSOCIATES, INC. CMAS NO. 4.08.03.0341A, SUPPLEMENT No. 2 CMAS Quarterly Business Activity Reports are due in It is important for the agency to confirm that the required the CMAS Unit within two weeks after the end of each products, services, and prices are included In the quarter as shown below: contract and are at or below contract rates. To streamline substantiation that the needed items are in Quarter 1 Jan 1 to Mar 31 Due Apr 15 the contract, the agencies should ask the contractor to Quarter 2 Apr 1 to Jun 30 Due Jul 15 identify the specific pages from the contract that include Quarter 3 Jul 1 to Sep 30 Duo Oct 15 the required products, services, and prices. Agencies Quarter 4 Oct 1 to Dec 31 Due Jan 15 should save these pages for their file documentation. CONTRACTOR QUARTERLY INCENTIVE FEES CONTRACTORS ACTING AS FISCAL AGENTS ARE PROHIBITED CMAS contractors who are riot California certified small businesses must, remit to the DGS an Incentive fee When a subcontractor ultimately provides all of the equal to 1% of the total of all local government agency products or performs all of the services that a contractor orders (excluding sales tax and freight) placed against has agreed to provide, and the prime contractor only their CMAS conlract(s). This incentive fee is in lieu of handles the invoicing of expenditures, then the prime local government agencies being billed the above contractor's role becomes that of a fiscal agent because referenced DGS administrative fee. it is merely administrative in nature, and does not provide a Commercially Useful Function (CUF). It is CMAS contractors cannot charge local government unacceptable to use fiscal agents In this manner agencies an additional 1% charge on a separate line because the agency is paying unnecessary item to cover the incentive fee. The contractor must administrative costs. include the 1% incentive fee in the price of the products or services offered, and the line item prices must not AGENCY RESPONSIBILITY exceed the applicable GSA prices. Agencies must contact contractors to obtain copies of A local government agency is any city, county, district, the contracts and compare them for a best value or other local governmental body, including the purchasing decision. California State University (CSU) and University of California (UC) systems, K-12 public schools and Each agency is responsible for its own contracting community colleges empowered to expend public funds. program and purchasing decisions, including use of the CMAS program and associated outcomes. This incentive fee is waived for CMAS purchase orders issued to California certified small businesses. This responsibility includes, but is not necessarily limited to, ensuring the necessity of the services, securing The check covering this fee shall be made payable to appropriate funding, complying with laws and policies, the Department of General Services, CMAS Unit, and preparing the purchase order in a manner that mailed to the CMAS Unit along with the applicable safeguards the Slate's interests, obtaining required Quarterly Report. See the provision in this contract approvals, and documenting compliance with entitled "Contractor Quarterly Report Process" for Government Code 19130.b(3)for outsourcing services. information on when and where to send these checks and reports. II is the responsibility of each agency to consult as applicable with their legal staff and contracting offices CONTRACTOR PROVIDES COPY OF THE for advice depending upon the scope or complexity of CONTRACT AND SUPPLEMENTS the purchase order. CMAS contractors are required to provide the entire If you do not have legal services available to you within contract that consists of the following: your agency, the DGS Office of Legal Services is available to provide services on a contractual basis. • Cover pages with DGS logo and CMAS analyst's signature, and Ordering Instructions and Special CONFLICT OF INTEREST Provisions. • California CMAS Terms and Conditions. Agencies must evaluate the proposed purchase order to • Federal GSA Terms and Conditions. determine if there are any potential conflict of interest • Federal GSA products, services, and price list. issues. See the attached CMAS Terms and Conditions, • Supplements,if applicable. Conflict of Interest, for more information. FEDERAL DEBARMENT When federal funds are being expended, the agency is required to obtain (retain in file) a signed "Federal Debarment" certification from the contractor before the purchase order is issued. Ordering instructions and Special Provisions 10 835 CALIFORNIA MULTIPLE AWARD SCHEDULE (CMAS) MERCURY ASSOCIATES, INC. CMAS NO. 4.08.03.0341A, SUPPLEMENT No. 2 This certification is required by the regulations ACCEPTANCE TESTING CRITERIA implementing Executive Order 12549, Debarment and Suspension, 29 CFR Part 98, Section 98.510, If the agency wants to include acceptance testing for all Participants; responsibilities. The regulations were newly Installed technology systems, and individual published as Part VII of the May 26, 1988 Federal equipment, and machines which are added or field Register(pages 19160-19211). modified (modification of a machine from one model to another) after a successful performance period, the lest CONTRACTOR TRAVEL criteria must be included in the purchase order to be applicable. The provision for travel expense reimbursement Is included in this contract. AMERICANS WITH DISABILITY ACT (ADA) It is important the agency and contractor discuss Section 504 of the Rehabilitation Act of 1973 as necessary travel requirements prior to issuing the amended; Title VI and VII of the Civil Rights Act of 1964 purchase order because the detail and cost (only as as amended; Americans with Disabilities Act, 42 USC allowed for in the contract) must be included in the 12101; California Code of Regulations, Title 2, Title 22; agency purchase order to be payable. California Government Code, Sections 11135, at seq.; and other federal and Slate laws, and Executive Orders Stale agencies may only reimburse travel and per diem prohibit discrimination. All programs, activities, expenses according to Slate travel time and per diem employment opportunities, and services must be made rules for Stale employees. All travel and per diem available to all persons, including persons with expenses must be within the contract parameters, disabilities. See Attachment A for Procurement incorporated into the purchase order, and supported by Division's ADA Compliance Policy of Nondiscrimination receipts. For the current travel and per diem on the Basis of Disability. reimbursement rates, go to the Department of Personnel Administration's websile at: Individual government agencies are responsible for self- htlp://www.dpa.ca.gov/personnel- compliance with ADA regulations. policies/t ravel/ma in.h lm Contractor sponsored events must provide reasonabte Notwithstanding the contract provisions, the Stale will accommodations for persons with disabilities. not be responsible for the cost of travel to bring contractor personnel from out-of-stale to the job site DGS PROCUREMENT DIVISION CONTACT AND (unless specifically arranged by agency in advance). If PHONE•NUMBER requested by the agency, the Slate will be responsible for reimbursement of travel expenses from one Department of General Services California agency site to another. Procurement Division, CMAS Unit 707 Third Street, 2n°Floor, MS 202 State agencies should refer to SAM Section 0774 West Sacramento, CA 95605-2811 'travel and Related Reimbursement of Persons Not Stale Employees", when transportation and per diem Phone# (916) 375-4363 costs are to be reimbursed by the State. Fax# (916)375-4663 Local government agencies will pay travel and per diem expenses according to their statutory requirements. LIQUIDATED DAMAGES FOR LATE DELIVERY The value of the liquidated damages cannot be a penalty, must be mutually agreed upon by agency and contractor and Included in the purchase order to be applicable. Ordering Instructions and Special Provisions t 836 CALIFORNIA MULTIPLE AWARD SCHEDULE (CMAS) MERCURY ASSOCIATES, INC. CMAS NO. 4-08-03-0341A, SUPPLEMENT No. 2 ATTACHMENT A ADA NOTICE Procurement Division (State Department of General Services) AMERICANS WITH DISABILITIES ACT (ADA) COMPLIANCE POLICY OF NONDISCRIMINATION ON THE BASIS OF DISABILITY To meet and carry out compliance with the nondiscrimination requirements of the Americans With Disabilities Act (ADA), it is the policy of the Procurement Division (within the State Department of General Services) to make every effort to ensure that its programs, activities, and services are available to all persons, including persons with disabilities. For persons with a disability needing a reasonable accommodation to participate in the Procurement process, or for persons having questions regarding reasonable accommodations for the Procurement process, please contact the Procurement Division at (916) 375-4400 (main office); the Procurement Division TTY/TDD (telephone device for the deaf) or California Relay Service numbers which are listed below. You may also contact directly the Procurement Division contact person who is handling this procurement. IMPORTANT: TO ENSURE THAT WE CAN MEET YOUR NEED, IT IS BEST THAT WE RECEIVE YOUR REQUEST AT LEAST 10 WORKING DAYS BEFORE THE SCHEDULED EVENT (i.e., MEETING, CONFERENCE, WORKSHOP, etc.) OR DEADLINE DUE-DATE FOR PROCUREMENT DOCUMENTS. The Procurement Division TTY telephone numbers are.- Sacramento Office: (916) 376-1891 Fullerton Office: (714) 773-2093 The California Relay Service Telephone Numbers are: Voice 1 -800-735-2922 or 1-888-877-5379 TTY: 1-800-735-2929 or 1-888-877-5378 Speech-to-Speech: 1-800-854-7784 Ordering Instructions and Special Provisions 12 837 ❑ -ZL4 d3uii ❑ z ,w IL Q O /y � 1 i L N dii O. MR a V1 U q C Q C C A O. Q 3CL O _F 0 a1 Z a C IL W r * Q v d L v_ G Y l v > m U c c Y ;`'` O to o u°'i o v> Z (n a n L _' I°— d 9 ° ,'l L m L11 w It U '''± ?= n cy ca a 5 °c Li 7 } U N t. F a U y�i �. .. Q Fwi (L y O _ Q Gl d a, r , ° v C m :.k U 3zn U d L d L T U N .5 E E d rn o t O 'U' a z= Q a U swF ° iZs — w o sfn� O ° Wa A ar a N N F 7 E Z O ::-Z- Ma c. z — L 3W; T 0)N CC a �< a E E v a =Zc E c W: E c E a E z cm IppJ m u `>> a m u u o°i E p ° oci !9 J i c0i N m L E o O z a w 0 0 o U 0 LL r14T.(nk 0 F F0 - 838 x ATTACHMENT B CMAS QUARTERLY BUSINESS ACTIVITY REPORT Instructions for completing the CMAS Quarterly Business Activity Report 1. Complete the lop of the form with the appropriate information for your company. 2. Agency Name - Identify the State agency or Local Government agency that issued the order. 3. Purchase Order Number - Identify the purchase order number (and amendment number if applicable) on the order form. This is not your invoice number. This is the number the State agency or Local Government agency assigns to the order. 4. Purchase Order Date - Identify the date the purchase order was issued, as shown on the order. This is not the date you received, accepted, or invoiced the order. 5. Agency Billing Code - Identify the State agency billing code. This is a five-digit number identified on the upper right hand corner of the Sid. 65 purchase order form. You must identify this number on all purchases made by Slate of California agencies. Billing codes are not applicable to Local Government agencies. 6. Total Dollars Per PO - Identify the total dollars of the order excluding lax and freight. Tax must NOT be included in the quarterly report, even if the agency includes tax on the purchase order. The total dollars per order should indicate the entire purchase order amount (less tax and freight) regardless of when you invoice order, perform services, deliver product, or receive payment. 7. Agency Contact - Identify the ordering agency's contact person on the purchase order. 8. Agency Address - Identify the ordering agency's address on the purchase order. 9. Phone Number- Identify the phone number for the ordering agency's contact person. 10. Total State Sales & Total Local Sales - Separately identify the total State dollars and/or Local Government agency dollars (pre-tax) for all orders placed in quarter. 11. 1% Remitted to DGS - Identify 1% of the total Local Government agency dollars reported for the quarter. This is the amount to be remitted to DGS by contractors who are not California certified small businesses. 12. Grand Total - Identify the total of all State and Local Government agency dollars reported for the quarter. Notes: • A report is required for each WAS contract, each quarter, even when there are no new orders for the quarter. • Quarterly reports are due two weeks after the end of the quarter. Ordering Instructions and Special Provisions 14 839 GTC 610 & CCC 307-CMAS CALIFORNIA MULTIPLE AWARD SCHEDULES (CMAS) GENERAL TERMS AND CONDITIONS NON-INFORMATION TECHNOLOGY SERVICES 1. APPROVAL: If this Contract results from a Letter of performance of this Contract, and from any and all Offer, then Contractor's offer is deemed a firm offer and claims and losses accruing or resulting to any person, this Contract document Is the State's acceptance of[hat firm or corporation who may be injured or damaged by offer. Contractor may not commence performance until Contractor in the performance of this Contract. such approval has been obtained. 6. DISPUTES: 2. AMENDMENT:No amendment or variation of the terms of this Contract shall be valid unless made in writing, a) The parties shall deal in good faith and attempt to signed by the parties and approved as required. No oral resolve potential disputes Informally. If the dispute understanding of agreement not Incorporated in the persists. Contractor shall submit to the Contract Is binding on any of the parties. Department Director or designee a written demand for a final decision regarding the disposition of any 3. ASSIGNMENT: This Contract is not assignable by the dispute between the parties arising under, related Contractor, oilher in whole or in part, without the to or Involving this Contract. unless the Slate, on consent of the State in the form of a formal written its own initiative, has already rendered such a final amendment. decision. Contractor's written demand shall be fully supported by factual information, and if such Should the State desire financing of the assets provided demand Involves a cost adjustment to the hereunder through GS $Mart, the State's financial Contract,Contractor shall include with the demand marketplace, the Contractor agrees to assign to a a written statement signed by an authorized Stale-designated lender its right to receive payment person Indicating that the demand Is made in good from the Slate for the assets in exchange for payment faith, that the supporting data are accurate and by the lender of the cash purchase price for the assets. complete and that the amount requested Upon notice to do so from the Stale-designated lender accurately reflects the Contract adjustment for at any time prior to payment by the State for the assets, which Contractor believes the Stale Is liable. If the the Contractor will execute and deliver to the Slate- Contractor is not satisfied with the decision of the designated lender an assignment agreement and any Department Director or designee, the Contractor additional documents necessary for the State selected may appeal the decision to the Department of financing plan. The State-designated lender will pay General Services. Deputy Director, Procurement the Contractor according to the terms of the Division. In the event that this Contract is for Contractor's invoice upon acceptance of the assets by Information Technology Goods and/or services, the State. the decision may be appealed to an Executive 4. AUDIT: Contractor agrees that the awarding Committee of State and Contractor personnel. department, the Department of General Services, the b) Pending the final resolution of any dispute arising Bureau of Slate Audits, or their designated under, related to or involving this Contract, representative shall have the right to review and to copy Contractor agrees to diligently proceed with the any records and supporting documentation pertaining to performance of this Contract, including the the performance of this Contract. Contractor agrees to delivery of Goods or providing of services In maintain such records for possible audit for a minimum accordance with the Slate's Instructions. of three (3) years after final payment, unless a longer Contractor's failure to diligently proceed in period of records retention is stipulated. Contractor accordance with the Slate's Instructions shall be agrees to allow the audilor(s) access to such records considered a material breach of this Contract. during normal business hours and to allow interviews of any employees who might reasonably have information c) Any final decision of the Slate shall be expressly related to such records. Further, Contractor agrees to identified as such, shall be in writing, and shall be include a similar right of the Slate to audit records and signed by the Department Director or designee or interview staff in any subcontract related to Deputy Director, Procurement Division it an appeal performance of this Contract. (GC 8546.7, PCC 10115 was made. if the Stale fails to render a final at seq.,CCR Title 2,Section 1896). decision within 90 days after receipt of Contractor's demand, it shall be deemed a final 5. INDEMNIFICATION: Contractor agrees to indemnity, decision adverse to Contractor's contentions. The defend and save harmless the Slate,its officers,agents State's final decision shall be conclusive and and employees from any and all claims and losses binding regarding the dispute unless Contractor accruing or resulting to any and all Contractors, commences an action In a court of competent subcontractors, suppliers, laborers, and any other jurisdiction to contest such decision within 90 days person, firm or corporation furnishing of supplying work following the date of the final decision or one (1) services, materials, or supplies in connection with the August 2010 Page 1 of 10 840 GTC 610 & CCC 307-CMAS CALIFORNIA MULTIPLE AWARD SCHEDULES (CMAS) GENERAL TERMS AND CONDITIONS NON-INFORMATION TECHNOLOGY SERVICES year following the accrual of the cause of action, to labor organizations with which they have a collective whichever is later. bargaining or other agreement. 7. TERMINATION FOR CAUSE:The Stale may terminate Contractor shall include the nondiscrimination and the agency purchase order and be relieved of any compliance provisions of this clause in all subcontracts payments should the Contractor fail to perform the to perform work under the Contract. requirements of the agency purchase order at the time and in the manner herein provided. In the event of such 11. TIMELINESS:Time is of the essence in this Contract. termination the Stale may proceed with the work in any manner deemed proper by the Slate. All costs to the 12. COMPENSATION: The consideration to be paid State shall be deducted from any sum due the Contractor, as provided herein, shall be in Contractor under the agency purchase order and the compensation for all of Contractors expenses Incurred balance, if any, shall be paid to the Contractor upon in the performance hereof, including travel, per diem, demand. and lazes, unless otherwise expressly so provided. 8. INDEPENDENT CONTRACTOR: Contractor, and the 13. GOVERNING LAW: This contract is governed by and agents and employees of Contractor, in the shall be interpreted in accordance with the laws of the performance of this Contract, shall act in an Slate of California. independent capacity and not as officers or employees or agents of the Stale. 14. CHILD SUPPORT COMPLIANCE ACT: 'For any Contract in excess of $100,000, the Contractor 9. RECYCLING CERTIFICATION: The Contractor shall acknowledges in accordance with Public Contract Code certify In writing under penally of perjury, the minimum, 7110,that: if not exact, percentage of post consumer material as defined in the Public Contract Code Section 12200, in a) The Contractor recognizes the importance of child products, materials, goods, or supplies offered or sold and family support obligations and shall fully to the State regardless of whether the product meets comply with all applicable slate and federal laws the requirements of Public Contract Code Section relating to child and family support enforcement, 12209. With respect to printer or duplication cartridges including, but not limited to, disclosure of that comply with the requirements of Section 12156(e), Information and compliance with earnings the certification required by this subdivision shall assignment orders, as provided in Chapter 8 specify that the cartridges so comply(PCC 12205). (commencing with section 5200) of Part 5 of 10. NON-DISCRIMINATION CLAUSE: During the Division 9 of the Family Code;and performance of this Contract, Contractor and its b) The Contractor,to the best of its knowledge is fully subcontractors shall not unlawfully discriminate,harass, complying with the earnings assignment orders of or allow harassment against any employee or applicant all employees and is providing the names of all for employment because of sex, race, color, ancestry, now employees to the New Hire Registry religious creed, nallonal origin, physical disability maintained by the California Employment (including HIV and AIDS), mental disability, medical Development Department.' condition (cancer), age (over 40), marital status, and denial of family care leave. Contractor and 15. UNENFORCEABLE PROVISION: In the event that any subcontractors shall Insure that the evaluation and provision of this Contract is unenforceable or held to be treatment of their employees and applicants for unenforceable, then the parties agree (hat all other employment are free ,from such discrimination and provisions of this Contract have force and effect and harassment. Contractor and subcontractors shall shall not be affected thereby. comply with the provisions of the Fair Employment and Housing Act (Government Code Section 12990 (a-f)at 16. PRIORITY HIRING CONSIDERATIONS: If this seq.) and the applicable regulations promulgated Contract Includes services in excess of $200,000, the thereunder (California Code of Regulations, Title 2, Contractor shall give priority consideration in filling Section 7285 et seq.). The applicable regulations of the vacancies in positions funded by the Contract to Fair Employment and Housing Commission qualified recipients of aid under Welfare and Institutions implementing Government Code Section 12990 (a-f), Code Section 11200 in accordance with Public Contract set forth in Chapter 5 of Division 4 of Title 2 of the Code Section 10353. California Code of Regulations, are Incorporated into this Contract by reference and made a part hereof as if 17. SMALL BUSINESS PARTICIPATION AND DVBE set forth in full. Contractor and its subcontractors shall PARTICIPATION REPORTING REQUIREMENTS: give written notice of their obligations under this cause August 2010 Page 2 of 10 841 GTC 610 & CCC 307-CMAS CALIFORNIA MULTIPLE AWARD SCHEDULES (CMAS) GENERAL TERMS AND CONDITIONS NON-INFORMATION TECHNOLOGY SERVICES a) If(or this Contract Contractor made a commitment prohibited and specifying actions to be taken to achieve small business participation,then against employees for violations. Contractor must within 60 days of receiving final b) Establish a Drug-Free Awareness Program to payment under this Contract(or within such other Inform employees about: time period as may be specified elsewhere in this Contract)report to the awarding department the i) the dangers of drug abuse in the workplace; actual percentage of small business participation li) the person's or organization's policy of that was achieved. (Govt.Code§ 14841.) maintaining a drug-free workplace; III) any available counseling, rehabilitation and a. If for this Contract Contractor made a commitment employee assistance programs;and, to achieve disabled veteran business enterprise iv) penalties that may be imposed upon (DVBE)participation,then Contractor must within employees for drug abuse violations. 60 days of receiving final payment under this ) Every proposed employes who works on the Contract(or within such other time period as may c Every Contract will: be specified elsewhere in this Contract)certify in a report to the awarding department: (1)the total i) receive a copy of the company's drug-free amount the prime Contractor received under the workplace policy statement;and, Contract;(2)the name and address of the li) agree to abide by the terms of the company's DVBE(s)that participated in the performance of statement as a condition of employment on the Contract;(3)the amount each DVBE received the Contract. from the prime Contractor;(4)that all payments under the Contract have been mado to the DVBE; Failure to comply with these requirements may and(5)the actual percentage of DVBE result in suspension of payments under the participation that was achieved. A person or entity Contract or termination of the Contract or both and that knowingly provides(also information shall be Contractor may be ineligible for award of any future subject to a civil penally for each violation. (Mil.& Slate Contracts if the department determines [hot Vets.Code§999.5(d);Govt.Code§ 14841.) any of the following has occurred: tho Contractor has made false certification, or violated the certification by failing to carry out the requirements 18. LOSS LEADER: as noted above.(GC 8350 et seq.) If this contract involves the furnishing of equipment, 21. NATIONAL LABOR RELATIONS BOARD materials,or supplies than the following statement Is CERTIFICATION: Contractor certifies that no more incorporated:It is unlawful for any person engaged in than one (1) final unappealable finding of contempt business within this state to sell or use any article or of court by a Federal court has been Issued against product as a'loss leader'as defined In Section 17030 Contractor within the immediately preceding two- of the Business and Professions Code. (PCC year period because of Contractors failure to 10344(e),) comply with an order of a Federal court, which orders Contractor 10 comply with an order of the CONTRACTOR'S SIGNED APPLICATION IS National Labor Relations Board. (PCC 10296) (Not CERTIFICATION THAT CONTRACTOR AGREES TO AND applicable to public entities.) WILL COMPLY WITH THE PROVISIONS OF THE FOLLOWING TERMS AND CONDITIONS. (CCC-307) 22. EXPATRIATE CORPORATIONS: Contractor hereby declares that it Is not an expatriate 19, STATEMENT OF COMPLIANCE: Contractor has, corporation or subsidiary of an expatriate unless exempted, complied with the nondiscrimination corporation within the meaning of Public Contract program requirements. (GC 12990(a.0 and CCR, Title Code Section 10286 and 10286.1, and is eligible to 2.Section 8103)(Not applicable to public entities.) contract with the Stale of California. 20. DRUG-FREE WORKPLACE REQUIREMENTS: 23. SWEATFREE CODE OF CONDUCT: Contractor will comply with the requirements of the a) All Contractors contracting for the procurement Drug-Free Workplace Act of 1990 and will provide a or laundering of apparel, garments or drug-free workplace by taking the following actions: corresponding accessories, or the procurement of equipment, materials, or a) Publish a statement notifying employees that supplies, other than procurement related to a unlawful manufacture, distribution, dispensation, public works contract, declare under penalty of possession or use of a controlled substance is perjury that no apparel, garments or August 2010 Page 3 of 10 842 GTC 610 & 1307-CMAS CALIFORNIA MULTIPLE AWARD SCHEDULES (CMAS) GENERAL TERMS AND CONDITIONS NON-INFORMATION TECHNOLOGY SERVICES corresponding accessories, equipment, Former State Employees(PCC 10411): materials, or supplies furnished to the stale pursuant to the contract have been laundered a) For the two-year period from the dale he or or produced in whole or In part by sweatshop she left state employment, no former state labor, forced labor, convict labor, Indentured officer or employee may enter Into a contract labor under penal sanction, abusive forms of in which he or she engaged In any of the child labor or exploitation of children in negotiations, transactions, planning, sweatshop labor, or with the benefit of arrangements or any part of the decision- sweatshop labor, forced labor, convict labor, making process relevant to the contract while indentured labor under penal sanction, abusive employed in any capacity by any stale agency. forms of child labor or exploitation of children In sweatshop labor, The Contractor further b) For the hvelve-month period from the dale he declares under penalty of perjury that they or she left state employment, no former slate adhere to the Swealffee Code of Conduct as officer or employee may enter into a contract set forth on the California Department of with any slate agency if he or she was Industrial Relations website located at employed by that state agency in a pollcy- .dlr.ca.aov, and Public Contract Code making position in the same general subject Section 6108. area as the proposed contract within the 12- monlh period prior to his or her leaving stale b) The Contractor agrees to cooperate fully in service. providing reasonable access to the Contractor's records, documents, agents or If Contractor violates any provisions of above employees, or premises if reasonably required paragraphs, such action by Contractor shall render this by authorized officials of the contracting Contract void. (PCC 10420) agency, the Department of Industrial Relations, or the Deparlmenl of Justice to Members of boards and commissions are exempt from determine the Conlractois compliance with this section if they do not receive payment other than the requirements under paragraph(a). payment of each meeting of the board or commission, 24. DOMESTIC PARTNERS: For contracts over payment for preparatory time and payment for per $100.000 executed of amended after January 1, diem.(PCC 10430(a)) 2007,the contractor certifies that contractor is in compliance with Public Contract Code section 26. LABOR CODEIWORKERS' COMPENSATION: 10295.3, Contractor needs to be aware of the provisions which 26. CONFLICT OF INTEREST: Contractor needs to be require every employer to be insured against liability for aware of the following provisions regarding current Worker's Compensation of to undertake in accordance with the provisions,sions, a and Contractor or former slate employees. It Contractor has any affiml5 to comply with such provisions before questions on the status of any person rendering commencing the performance of the work of this services or involved with the Contract,the awarding Contract. (Labor Code Section 3700) agency must be contacted immediately for clarification. 27. AMERICANS WITH DISABILITIES ACT: Contractor Current Slate Employees(PCC 10410): assures the Stale that it complies with the Americans with Disabilities Act (ADA) of 1990, which prohibits discrimination on the basis of disability, as well as all a) No officer or employee shall engage in any applicable regulations and guidelines Issued pursuant employment, activity or enterprise from which to the ADA.(42 U.S.C. 12101 at seq.) the officer or employee receives compensation or has a financial interest and which Is 28. CONTRACTOR NAME CHANGE: An amendment is sponsored or funded by any slate agency, required to change the Contractors name as listed on unless the employment,activity or enterprise is this Contract. Upon receipt of legal documentation of required as a condition of regular state the name change the State will process the employment. amendment. Payment of invoices y presented with a new name cannot be paid prior to approval of said b) No officer or employee shall contract on his or amendment. her own behalf as an independent Contractor with any stale agency to provide goods or 29. CORPORATE QUALIFICATIONS TO DO BUSINESS services. IN CALIFORNIA: August 2010 Page 4 of 10 843 GTC 610 & CCC 307-CMAS CALIFORNIA MULTIPLE AWARD SCHEDULES (CMAS) GENERAL TERMS AND CONDITIONS NON-INFORMATION TECHNOLOGY SERVICES a) When agreements are to be performed in the state shall also be considered terminated on the same by corporations, the contracting agencies will be date. verifying that the Contractor is currently qualified to do business in California in order to ensure that c) Upon termination or other expiration of this all obligations due to the state are fulfilled. Contracl, each party will assist the other party In orderly termination of the Contract and the transfer b) "Doing business" Is defined In R&TC Section of all assets, tangible and Intangible, as may 23101 as actively engaging in any transaction for facilitate the orderly, nondisrupled business the purpose of financial or'pecunlary gain or profit. continuation of each party. Although there are some statutory exceptions to taxation. rarely will a corporate Contractor d) Prior to the expiration of this Contract, this pedorming within the Slate not be subject to the Contract may be terminated for the convenience of franchise lax. both parties by mutual consent. c) Both domestic and foreign corporations (those o) This provision shall not relieve the Contractor of incorporated outside of California)must be in good the obligation to perform under any purchase standing In order to be qualified to do business in order or other similar ordering document executed California. Agencies will determine whether a prior to the termination becoming effective. corporation is in good standing by calling the Office of the Secretary of Stale. 35. CMAS--TERMINATION FOR NON-APPROPRIATION 30. RESOLUTION: A county, city, district, or other local OF FUNDS: public body must retain a copy of a resolution, order, motion, or ordinance of the local governing body which a) If the term of this Contract extends Into fiscal years by law has authority to enter into an agreement, subsequent to that in which it is approved,such authorizing execution of the Contracl, continuation of the Contract is contingent on the appropriation of funds for such purpose by the 31. AIR OR WATER POLLUTION VIOLATION: Under the Legislature. If funds to effect such continued Stale laws, the Contractor shall not be: (1) in violation payment are not appropriated, Contractor agrees to of any order or resolution not subject to review take back any affected Deliverables furnished promulgated by the State Air Resources Board or an air under this Contract,terminate any services pollution control district; (2)subject to cease and desist supplied to the State under this Contract,and order not subject to review issued pursuant to Section relieve the State of any further obligation therefor. 13301 of the Water Code for violation of waste b) STATE AGREES THAT IF PARAGRAPH a) discharge requirements or discharge prohibitions;or(3) ABOVE IS INVOKED, DELIVERABLES SHALL BE finally determined to be In violation of provisions of RETURNED TO THE CONTRACTOR IN federal law relating to air or water pollution. SUBSTANTIALLY THE SAME CONDITION IN 32. PAYEE DATA RECORD FORM STD WHICH DELIVERED TO THE STATE, SUBJECT 204: This form TO NORMAL WEAR AND TEAR. STATE must be completed by all Contractors that are not FURTHER AGREES TO PAY FOR PACKING, another state agency or other governmental entity. GRATING, TRANSPORTATION TO CONTRACTOR'S NEAREST FACILITY AND FOR ADDITIONAL CMAS TERMS AND CONDITIONS REIMBURSEMENT TO THE CONTRACTOR FOR EXPENSES INCURRED FOR THEIR 33. CMAS -- CONTRACT AMOUNT: There is no ASSISTANCE IN SUCH PACKING AND CRATING. guarantee of minimum purchase of Contractor's 36. CMAS--STOP WORK: products or services by the Stale. a) The State may, at any time, by written Stop Work 34. CMAS --TERMINATION OF CMAS CONTRACT: Order to the Contractor, require the Contractor to stop all, or any part, of the work called for by this a) The State may terminate this CMAS Contract at Contract for a period up to 90 days after the Stop any limo upon 30 days prior written notice. Work Order is delivered to the Contractor, and for any further period to which the parties may agree. b) If the Contractor's GSA Multiple Award Schedule The Stop Work Order shall be specifically is terminated within the term of the California identified as such and shall indicate it is issued Multiple Award Schedule, the California schedule under this clause. Upon receipt of the Stop Work Order, the Contractor shall immediately comply August 2010 Page 5 of 10 844 GTC 610 & CCC 307-CMAS CALIFORNIA MULTIPLE AWARD SCHEDULES (CMAS) GENERAL TERMS AND CONDITIONS NON-INFORMATION TECHNOLOGY SERVICES with its terms and take all reasonable steps to Procurement Division, or designee, shall terminate minimize the Incurrence of costs allocable to the by delivering to the Contractor a Notice of work covered by the Stop Work Order during the Termination specifying the extent of termination period of work stoppage. Within a period of 90 and the effective date thereof. days after a Stop Work Order Is delivered (o the Contractor, or within any extension of that period b) After receipt of a Notice of Termination, and to which the parlies shall have agreed, the State except as directed by the Stale, the Contractor shall either: shall immediately proceed with the following (i) Cancel the Slop Work Order;or obligations, as applicable, regardless of any delay (It) Terminate the work covered by the Stop in determining or adjusting any amounts due Work Order as provided for in the termination under this clause. The Contractor shall: for default or the termination for convenience (i) Stop work as specified In the Notice of clause of this Contract. Termination. (ii) Place no further subcontracts for materials, b) If a Stop Work Order Issued under this clause is services, or facilities, except as necessary to canceled or the period of the Slop Work Order or complete the continuing portion of the any extension thereof expires, the Contractor shall Contracl. resume work. The State shall make an equitable (iii) Terminate all subcontracts to the extent they adjustment In the delivery schedule, the Contract relate to the work terminated. price, or both, and the Contract shall be modified, in writing,accordingly, if: (iv) Settle all outstanding liabilities and termination settlement proposals arising from (1) The Slap Work Order results In an increase the termination of subcontracts; in the time required for, or In the Contractor's c) Unless otherwise set forth In the Statement of cost properly allocable to the performance or Work, if the Contractor and the Slate fall to agree any part of this Contract;and on the amount to be paid because of the (ii) The Contractor asserts its right to an termination for convenience, the Stale will pay the equitable adjustment within 30 days after the Contractor the following amounts; provided That in end of the period of work stoppage;provided, no event will total payments exceed the amount that If the Stale decides the facts Justify the payable to(he Contractor if the Contract had been action, the State may receive and act upon a fully performed: Proposal submitted at any time before final (i) The Contract price for Deliverables or payment under this Contract, sorvlces accepted by the State and not previously paid for, adjusted for any savings c) If a Stop Work Order is not canceled and the work on freight and other charges;and covered by the Slop Work Order Is terminated in (ii) The total of: accordance with the provision entitled Termination A) The reasonable costs Incurred In the for the Convenience of the State, the Stale shall Performance of the work terminated, allow reasonable costs resulting from the Stop including initial costs and preparatory Work Order in arriving at the termination expenses allocable thereto, but settlement, excluding any cost attributable to Deliverables or services paid or to be d) The Slate shall not be liable to the Contractor for paid; loss of profits because of a Slop Work Order B) The reasonable cost of settling and issued under this clause. paying termination settlement proposals under terminated subcontracts (he[ are 37. CMAS -- TERMINATION FOR THE CONVENIENCE properly chargeable to the terminated OF THE STATE portion of the Contract;and C) Reasonable storage, transportation, a) The Stale may terminate demobilization, unamorlized overhead y performance of work and capital costs, and other costs under This Contract for its convenience in whole or, reasonably Incurred by the Contractor in from time to time, in part, if the Department of winding down and terminating its work. General Services, Deputy Director Procurement Division, or designee, determines that a 0) The Contractor will use generally termination is in the State's Interest. The accepted accounting principles, or Department of General Services, Deputy Director, accounting principles otherwise agreed August 2010 Page 6 of 10 845 GTC 610 & CCC 307-CMAS CALIFORNIA MULTIPLE AWARD SCHEDULES (CMAS) GENERAL TERMS AND CONDITIONS NON-INFORMATION TECHNOLOGY SERVICES to in writing by the parties, and sound 41. CMAS -- PROGRESS PAYMENTS: Contracts may business practices in determining all provide for progress payments to Contractors for work casts claimed, agreed to, or determined performed or costs Incurred in the performance of the under this clause. Contract. Not less than 10 percent of the Contract amount shall be withheld pending final completion of 38. CMAS -- DEBARMENT CERTIFICATION the Contract. However, If the Contract consists of the (FEDERALLY FUNDED CONTRACTS): When performance of separate and distinct tasks, then any Federal funds are being expended, the prospective funds so withheld with regard to a particular task may recipient of Federal assistance funds is required to be paid upon completion of that task. certify to the buyer, that neither it nor its principals are presently debarred, suspended, proposed for No Slate agency shall make progress payments on a debarment, declared ineligible, of voluntarily excluded Contract unless It first has established procedures, from participation in this transaction by any Federal approved by the department, which will ensure the( the department or agency. work or services contracted are being delivered In 39. CMAS -- PURCHASE ORDERS FUNDED IN WHOLE accordance with the Contract. (PCC 10346) OR PART BY THE FEDERAL GOVERNMENT: All contracts (including Individual orders), except for Stale 42. CMAS--CONTRACT TYPE: construction projects, which are funded in whole or in part by the federal government may be canceled with a) Unless otherwise specified,the Statement of Work 30 days notice,and are subject to the following: shall define and authorize work on a Fixed Price basis,with a guarantee of task completion. a) It is mutually understood behveen the parties that this Contract(order)may have been written before b) To the extent that additional work not foreseen at ascertaining the availability of congressional the time this Contract is executed must be appropriation of funds, for the mutual benefit of accomplished, Work Authorizations, as described both parties, in order to avoid program and fiscal in the Statement of Work, will be the means for delays which would occur if the Contract (order) defining and authorizing such work on a Labor were executed after that determination was made. Hour basis. b) This Contract (order)Is valid and enforceable only 43. CMAS—CONTRACTOR PERSONNEL: if sufficient funds are made available to the State a) Contractor personnel shall perform their duties on by the United Slates Government for the fiscal the premises of the State, during the Slate's year during which the order was generated for the regular work days and normal work hours, exce t purposes of this program. In addition, this p Contract (order) is subject to any additional as may be specifically agreed to otherwise by the Slate. restrictions, limitations, or conditions enacted by the Congress or any statute enacted by the b) The State reserves the fight to disapprove the Congress that may affect the provisions, terms or continuing assignment of Contractor personnel funding of this Contract(order)In any manner, provided to the State under this Contract. It the Slate exercises this right, and the Contractor c) It is mutually agreed that if the Congress does not cannot immediately replace the disapproved appropriate sufficient funds for the program, this personnel, the parties agree to proceed with any Contract (order) shall be amended to reflect any equitable adjustment In schedule or other terms reduction In funds. The department has the option that may be affected thereby. to void the Contract (order) under the 30-day cancellation clause or to amend the Contract to c) The Contractor will make every effort consistent reflect any reduction of funds. with sound business practices to honor the specific requests of the Slate with regard to 40. CMAS —SUBCONTRACTING REQUIREMENTS: Any assignment of its employees: however the subcontractor that the CMAS supplier chooses to use in Contractor reserves the sots right to determine the fulfilling the requirements of this Contract/purchase assignment of Its employees. If a Contractor order, and which is expected to receive more than ten employee is unable to perform due to illness, (10) percent of value of the Contract/purchase order, resignation, or other factors beyond the must also meet all contractual, administrative, and Contractors control, the Contractor will make technical requirements of the ContracUpurchase order, every reasonable effort to provide suitable as applicable. substitute personnel. August 2010 Page 7 of 10 846 GTC 610 & CCC 307-CMAS CALIFORNIA MULTIPLE AWARD SCHEDULES (CMAS) GENERAL TERMS AND CONDITIONS NON-INFORMATION TECHNOLOGY SERVICES d) In recognition of the fact that Contractor personnel b) For those Milestones which do not Involve delivery providing services under this Contract may to the Slate of Identified Deliverables, but which perform similar services from time to time for are of a continuing nature. the Contractor may others, this Contract shall not prevent Contractor submit invoices reflecting a pro-rata cost of the from performing such similar services or restrict Milestone, loss a ten percent (10%)withhold, less Contractor from using the personnel provided to any amount previously invoiced. Actual progress the Stale under this Contract, providing that such payment amounts for such Milestones must be use does not conflict with the performance of based on at least equivalent services rendered, services under this Contract. and to the extent practicable, will be keyed to clearly Identifiable stages of progress as reflected 44. CMAS -- RESPONSIBILITIES OF THE STATE' The in written reports submitted with the Invoices. State shall provide normal office working facilities and c) Upon completion of a Milestone in accordance Equipment reasonably necessary for Contractor with the acceptance criteria set forth herein, the performance under this Conlracl. Any special full charge for such Milestone, less amounts requirements (e.g., , etc.)r shallphle services, computer previously Invoiced to the Slate, may be submitted time, key data entry, etc.) shall be identified in the Statement of Work. for payment. Nothing herein will be construed to waive of contradict any requirement of California The Slate is responsible for providing required Public Contract Code Section 10346 or any similar information, data. Documentation, and test data to or successor provision. facilitate the Contractor's performance of the work, and d) In the event that work not specified in the will provide such additional assistance and services as Statement of Work is performed with the State's Is specifically set forth in the Statement of Work. written consent, invoices for services as reflected on Work Authorizations will be submitted to the The Contractor will not be responsible for any delay, Stale for payment. In no event shall (he total cost increase,or other consequence to the extent that it amount paid for such work exceed ten percent is caused by the State's failure to fulfill responsibilities (10%)of the value of personal services anticipated set forth herein. In the event of any claim for equitable by this Contract. adjustment to price, schedule, or both, the parties will negotiate in good faith regarding execution of a e) Invoices prepared in accordance with this Contract amendment. Should the Contractor determine provision will not be submitted more frequently that a delay exists or is probable due to a failure of the than monthly to the Stale. Stale, the Contractor will promptly notify the State in In the aggregate. g progress writing. f) ggre ate, invoices reflecting ro ress Payments will not exceed ninety percent (90%) of 45. CMAS INVOICING. AND PAYMENT FOR the ceiling amount of the Contract, with the SERVICES: balance to be Invoiced upon completion of the a) During the execution of each Milestone (as set Contract, In accordance with the acceptance forth in the Statement of Work)which Invotves the criteria set forth herein. delivery to the State of identified Deliverables, the q6. CMAS--CONTRACTOR EVALUATION Contractor may submit periodically to the State invoices reflecting a pro-rata cost of the In accordance with PCC 10367 and 10369, Milestones, determined on the basis of the lesser performance of the Contractor under orders issued of either: against this contract will be evaluated. The ordering i) The number of Deliverables provided to the agency shall complete a written evaluation, and if the Stale divided by the total number of Contractor did not satisfactorily perform the work Deliverables required to be delivered to the specified, a copy of the evaluation will be sent to the State, less a ten percent (10%) withhold, less DGS,Office of Legal Services. any amounts previously invoiced;or 47. CMAS -- INSURANCE' When performing work on ii)The number of work-hours expended by the property in the care, custody or control of the Slate, Contractor in the performance of the (ask Contractor shall maintain all commercial general liability divided by the number of work hours scheduled insurance, workers' compensation insurance and any for the task, less a ten percent (10%)withhold, other insurance the Stale deems appropriate under the less any amounts previously Invoiced; provided Contract. Contractor shall furnish an insurance that the Statement of Work may specify a certificate evidencing required insurance coverage withhold of more than ten percent(10%). acceptable to the State. Upon request by the Buyer, August 2010 Page 6 of 10 847 GTC 610 & CCC 307-CMAS CALIFORNIA MULTIPLE AWARD SCHEDULES (CMAS) GENERAL TERMS AND CONDITIONS NON-INFORMATION TECHNOLOGY SERVICES the Contractor may be required to have the Slate b) contract form, i.e., Purchase Order STD 65, etc., shown as an'additional Insured'on selected policies. and any amendments thereto; 48. CMAS--WARRANTY: The following Warranty c) federal GSA (or other multiple award) terms and language is in addition to the warranty language conditions; provided in the federal GSA Multiple Award Schedule or d) statement of work. Including any specifications other base contract used to establish this CMAS incorporated by reference herein; Contract. When (here is a conflict between the e) spacial terms and conditions;and language,the following warranty language overrides. 0 all other attachments incorporated in the Contract Unless otherwise specified, the warranties contained in by reference. this contract begin after acceptance has occurred. 62. CMAS -- PRIORITY HIRING CONSIDERATIONS: If a) Contractor warrants services furnished hereunder Ihls Contract Includes services in excess of S200,000, will conform to the requirements of this contract the contractor shall give priority consideration in filling (Including all descriptions, specifications and vacancies in positions funded by the Contract to drawings made a part hereof). qualified recipients of aid under Welfare and Institutions b) All warranties, including special warranties Code Section 11200 In accordance with PCC Section specified elsewhere herein, shall inure to the 10353. Stale, its successors, assigns, customer agencies 53. CMAS -- QUARTERLY REPORTS: Contractors are and users of the goods of services, required to submit quarterly business activity reports,as specified in this Contract, even when there is no 49. CMAS -- FORCE MAJEURE: Except for defaults of activity. A separate report is required for each subcontractors at any tier, the Contractor shall not be Contract, as differentiated by alpha suffix. liable for any excess costs If the failure to perform the Contract arises from causes beyond the control and 54. CMAS—RIGHTS IN DELIVERABLES: All deliverables without the fault or negligence of the Contractor, as defined in the ordering agency's scope of work Examples of such causes include,but are not limited to: originated or prepared by the Contractor pursuant to this contract including papers, reports,charts, and other a) Acts of God or of(he public enemy,and documentation shall be delivered to and shall become b) Acts of the federal of Slate government in either the exclusive properly of the ordering agency. its sovereign or contractual capacity. The ideas, concepts, know-how, or techniques relating If the failure to perform is caused by the default of a to the subject matter of each individual project subcontractor at any tier, and if the cause of the default developed during the course of this contract by the is beyond the control of both the Contractor and Contractor or jointly by the Contractor and the Stale of subcontractor, and without the fault or negligence of ordering agency can be used by either party In any way either, the Contractor shall not be liable for any excess it may deem appropriate. costs for failure to perform. All Inventions, discoveries or Improvements of [he 50. CMAS -- REQUIRED PAYMENT DATE: Payment will deliverables developed pursuant to this contract shall be made in accordance with the provisions of the be the property of the Stale andlor ordering agency. California Prompt Payment Act, Government Code Section 927 of. seq. Unless expressly exempted by This contract shall not preclude the Contractor from statute, the Act requires Stale agencies to pay properly developing materials outside [his contract, which are submitted, undisputed invoices not more than 45 days competitive, Irrespective of (hair similarity to materials after (i) the date of acceptance of Defiverables or which might be delivered to the Slate andlor ordering performance of services; or(10 receipt of an undisputed agency pursuant to the contract. Invoice,whichever is later. Pursuant to this contract, all preexisting intellectual 51. CMAS -- ORDER OF PRECEDENCE: In the event of property, copyrights, trademarks and products of the any Inconsistency between the ar lcles, attachments. Contractor shall be the sole property of the Contractor. specifications or provisions which constitute [his Contract,the following order of precedence shall apply: 55. CMAS - CONFIDENTIALITY OF DATA: All financial, a) these General Terms and Conditions — Non-IT statistical, personal, technical and other data and Services; Information relating to the State's operation which are designated confidential by the Slate and made August 2010 Page 9 of 10 848 GTC 610 & CCC 307-CMAS CALIFORNIA MULTIPLE AWARD SCHEDULES (CMAS) GENERAL TERMS AND CONDITIONS NON-INFORMATION TECHNOLOGY SERVICES available to the contractor In order to carry out this contract,or which become available to the contractor in carrying out this contract, shall be protected by the contractor from unauthorized use and disclosure through the observance of the some or more effective procedural requirements as are applicable to the Slate. The Identification of all such confidential data and Information as well as the State's procedural requirements for protection of such data and Information from unauthorized use and disclosure shall be provided by the State In writing to the contractor. If the methods and procedures employed by the contractor for the protection of the contractor's data and Information are deemed by the Slate to be adequate for the protection of the Slate's confidential information, such methods and procedures may be used, with the written consent of the State, to carry out the Intent of this paragraph. The contractor shall not be required under the provisions of this paragraph to keep confidential any data or Information which Is or becomes publicly available, is already rightfully in the contractor's possession, is independently developed by the contractor outside the scope of this contract, or Is rightfully obtained from third parties. 66. CMAS - CONTRACTOR'S LIABILITY FOR INJURY TO PERSONS OR DAMAGE TO PROPERTY: The contractor shall be liable for damages arising out of injury to the person and/or damage to the property of the State, employees of the Slate, persons designated by the Stale for training, or any other person(s) other than agents or employees of the contractor,designated by the Slate for any purpose, prior to, during, or subsequent to delivery, Installation, acceptance and use of the goods either at the contractor's site or at the Slate's place of business, provided that the Injury or damage was caused by the fault or negligence of the contractor. 57. CMAS - INSURANCE: When performing work on property in the care, custody or control of the State, contractor shall maintain all commercial general liability insurance, workers' compensation insurance and any other insurance the State deems appropriate under the contract. Contractor shall furnish an Insurance certificate evidencing required Insurance coverage acceptable to the State. Upon request by the buyer, the contractor may be required to have the Slate shown as an'additional Insured'on selected policies. August 2010 Page 10 of 10 849