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G:\CONTRACTS & EXTRACTS\F\260058F EMPLOYMENT LAW LEARNING TECHNOLOGIES INC.DOC
PROCUREMENT AGREEMENT
Agreement Number 260058F
October 27, 2005
Employment Law Learning Technologies, Inc.
1600 Pine Street, Suite 200
San Francisco, CA 94111
The County of Fresno (County) hereby contracts with Employment Law Learning
Technologies, Inc. (Contractor) to provide Employee Online Training pertaining to the
Prevention of Workplace Harassment.
The scope of services provided under this Agreement shall be as specified under
County’s Request for Proposal Number 994-4143 (Exhibit No. One) Contractor’s
response thereto (Exhibit No. Two) and Attachment “A”. Each referenced document is
attached, and incorporated herein by reference. It is agreed that all terms, conditions,
requirements etc. stated under Exhibit No. One and Exhibit No. Two shall be applicable
to this Agreement.
TERM: This Agreement shall become effective upon execution by the County and shall
remain in effect through December 31, 2008.
RENEWAL: This Agreement may be renewed for two (2) additional one (1) year
periods by the mutual written consent of all parties. Such renewal shall be subject to
the conditions set forth under Attachment “A” to this Agreement.
ADDITIONAL ITEMS: The County reserves the right to negotiate additional items to
this Agreement as deemed necessary. Such additions shall be made in writing and
signed by both parties.
SERVICE RATES: The service rates applicable to this Agreement shall be as stated on
Attachment “A”.
DEFAULT: In case of default by Contractor, the County may procure the articles from
another source and may recover the loss occasioned thereby from any unpaid balance
due the Contractor or by any other legal means available to the County. The prices paid
by County shall be considered the prevailing market price at the time such purchase is
made. Inspection of deliveries or offers for delivery, which do not meet specifications,
will be at the expense of Contractor.
INVOICING: Itemized invoices shall be delivered in duplicate to the County of Fresno,
Department of Personnel Services – Staff Development and Training, 2536 N. Grove
Industrial Drive, Fresno, California 93727-1507. The Agreement number must appear
on all documents and invoices.
PROCUREMENT AGREEMENT NUMBER: 260058F Page 2
Employment Law Learning Technologies, Inc.
October 27, 2005
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PAYMENT TERMS: Payment term shall be ten percent (10%) fifteen (15) days, Net
forty-five (45) Days.
MAXIMUM: In no event shall services performed and/or fees paid under this Agreement
be in excess of forty-two thousand dollars ($42,000.00).
TERMINATION:
1. Non-Allocation of Funds - The terms of this Agreement, and the services to be
provided thereunder, are contingent on the approval of funds by the appropriating
government agency. Should sufficient funds not be allocated, the services
provided may be modified, or this Agreement terminated at any time by giving the
CONTRACTOR thirty (30) days advance written notice.
2. Breach of Contract - The COUNTY may immediately suspend or terminate this
Agreement in whole or in part, where in the determination of the COUNTY there
is:
a. An illegal or improper use of funds;
b. A failure to comply with any term of this Agreement;
c. A substantially incorrect or incomplete report submitted to the COUNTY; or
d. Improperly performed services.
In no event shall any payment by the COUNTY constitute a waiver by the COUNTY of
any breach of this Agreement or any default, which may then exist on the part of the
CONTRACTOR. Neither shall such payment impair nor prejudice any remedy available
to the COUNTY with respect to the breach or default. The COUNTY shall have the right
to demand of the CONTRACTOR the repayment to the COUNTY of any funds
disbursed to the CONTRACTOR under this Agreement, which in the judgement of the
COUNTY were not expended in accordance with the terms of this Agreement. The
CONTRACTOR shall promptly refund any such funds upon demand.
LAWS AND REGULATIONS: The Contractor shall comply with all laws, rules and
regulations whether they be Federal, State or municipal, which may be applicable to
Contractor's business, equipment and personnel engaged in service covered by this
Agreement.
AUDITS: Contractor shall, as required by law, ordinance, code or decree permit the
County to audit and inspect all such records and data pertaining to this Agreement and
at all reasonable times be open to inspection by authorized representatives of the
County.
PROCUREMENT AGREEMENT NUMBER: 260058F Page 3
Employment Law Learning Technologies, Inc.
October 27, 2005
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LIABILITY: The Contractor agrees to:
Pay all claims for damage to property in any manner arising from
Contractor's operations under this Agreement.
Indemnify, save and hold harmless, and at County's request defend the County, its
officers, agents and employees from any and all claims for damage or other liability,
including costs, expenses, causes of action, claims or judgments resulting out
of Contractor's (including its agents, officers or employees) (1) negligence or willful
misconduct, (2) breach of explicit warranties under the agreement, (3) breach of
confidentiality or (4) intellectual property infringement.
INSURANCE:
Without limiting the County's right to obtain indemnification from Contractor or any third
parties, Contractor, at its sole expense, shall maintain in full force and effect the
following insurance policies throughout the term of this Agreement:
A. Commercial General Liability
Commercial General Liability Insurance with limits of not less than One Million
Dollars ($1,000,000.00) per occurrence and an annual aggregate of Two Million
Dollars ($2,000,000.00). This policy shall be issued on a per occurrence basis. The
County may require specific coverage including completed operations, product
liability, contractual liability, Explosion-Collapse-Underground, fire legal liability or
any other liability insurance deemed necessary because of the nature of the
contract.
B. Automobile Liability
Comprehensive Automobile Liability Insurance with limits for bodily injury of not less
than Two Hundred Fifty Thousand Dollars ($250,000.00) per person, Five Hundred
Thousand Dollars ($500,000.00) per accident and for property damages of not less
than Fifty Thousand Dollars ($50,000.00), or such coverage with a combined single
limit of Five Hundred Thousand Dollars ($500,000.00). Coverage should include
owned and non-owned vehicles used in connection with this Agreement.
C. Worker's Compensation
A policy of Worker's Compensation insurance as may be required by the California
Labor Code.
Contractor shall obtain endorsements to the Commercial General Liability insurance
naming the County of Fresno, its officers, agents, and employees, individually and
collectively, as additional insured, but only insofar as the operations under this
Agreement are concerned. This insurance shall not be cancelled or changed without a
minimum of thirty (30) days advance written notice given to the County.
PROCUREMENT AGREEMENT NUMBER: 260058F Page 4
Employment Law Learning Technologies, Inc.
October 27, 2005
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Within Thirty (30) days from the date Contractor executes this Agreement, Contractor
shall provide certificates of insurance and endorsement as stated above for all of the
foregoing policies, as required herein, to the County of Fresno, Purchasing Manager,
stating that such insurance coverage have been obtained and are in full force; that the
County of Fresno, its officers, agents and employees will not be responsible for any
premiums on the policies; that such Commercial General Liability insurance names the
County of Fresno, its officers, agents and employees, individually and collectively, as
additional insured and that this insurance shall not be cancelled or changed without a
minimum of thirty (30) days advance, written notice given to the County.
In the event Contractor fails to keep in effect at all times insurance coverage as herein
provided, the County may, in addition to other remedies it may have, suspend or
terminate this Agreement upon the occurrence of such event.
All policies shall be with admitted insurers licensed to do business in the State of
California. Insurance purchased shall be purchased from companies possessing a
current A.M. Best, Inc. rating of A FSC VII or better.
INDEPENDENT CONTRACTOR: In performance of the work, duties and obligations
assumed by Contractor under this Agreement, it is mutually understood and agreed that
Contractor, including any and all of Contractor's officers, agents, and employees will at
all times be acting and performing as an independent contractor, and shall act in an
independent capacity and not as an officer, agent, servant, employee, joint venturer,
partner, or associate of the County. Furthermore, the County shall have no right to
control or supervise or direct the manner or method by which Contractor shall perform
its work and function. However, the County shall retain the right to administer this
Agreement so as to verify that Contractor is performing its obligations in accordance
with the terms and conditions thereof. Contractor and the County shall comply with all
applicable provisions of law and the rules and regulations, if any, of governmental
authorities having jurisdiction over matters the subject thereof.
Because of its status as an independent contractor, Contractor shall have absolutely no
right to employment rights and benefits available to County employees. Contractor shall
be solely liable and responsible for providing to, or on behalf of, its employees all
legally-required employee benefits. In addition, Contractor shall be solely responsible
and save the County harmless from all matters relating to payment of Contractor's
employees, including compliance with Social Security, withholding, and all other
regulations governing such matters. It is acknowledged that during the term of this
Agreement, Contractor may be providing services to others unrelated to the County or
to this Agreement.
NON-ASSIGNMENT: Neither party shall assign, transfer or sub-contract this
Agreement nor their rights or duties under this Agreement without the written consent of
the other party.
AMENDMENTS: This Agreement constitutes the entire Agreement between the
Contractor and the County with respect to the subject matter hereof and supersedes all
PROCUREMENT AGREEMENT NUMBER: 260058F Page 5
Employment Law Learning Technologies, Inc.
October 27, 2005
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previous negotiations, proposals, commitments, writings, advertisements, publications,
Request for Proposals, Bids and understandings of any nature whatsoever unless
expressly included in this Agreement. This Agreement supersedes any and all terms set
forth in Contractor's invoice. This Agreement may be amended only by written
addendum signed by both parties.
INCONSISTENCIES: In the event of any inconsistency in interpreting the documents
which constitute this Agreement, the inconsistency shall be resolved by giving
precedence in the following order of priority: (1) the text of this Agreement (excluding
Attachment "A", County's Request for Proposal No. 994-4143 (Exhibit No. One) and the
Contractor's Quote in response thereto (Exhibit No. Two)); (2) Attachment "A"; (3) the
County's Request for Proposal No. 994-4143 (Exhibit No. One) and (4) the Contractor's
Proposal made in response to County's Request for Proposal No. 994-4143 (Exhibit No.
Two).
GOVERNING LAWS: This Agreement shall be construed, interpreted and enforced under
the laws of the State of California. Venue for any action shall only be in the County of
Fresno.
IN WITNESS WHEREOF, the parties hereto have caused this agreement to be fully
executed as of the day and year it is signed by the County.
FOR THE COUNTY OF FRESNO
Martin G. Bloom
Facility Services & Purchasing Manager
4525 East Hamilton Avenue
Fresno, CA 93702-4599
Date:
MGB:KAV:jlg
PROCUREMENT AGREEMENT NUMBER: 260058F Attachment Page 1 of 2
Employment Law Learning Technologies, Inc.
October 27, 2005
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ATTACHMENT "A"
SERVICE RATES
The pricing indicated below provides two complete AB1825 cycles, as well as licenses
for year two for “periodic” training requirement for new hires and promotions within 6
months as required by law.
WORKPLACE HARASSMENT AND EEO FOR 1,000 MANAGERS AND
SUPERVISORS.
36 month Content Fee for 1,300 Managers and Supervisors
(This includes 1,300 new licenses annually for 36 month period)
Content fee is paid once in Year 1
$ 20,000.00
System Set up & Training Management Fee
Paid once in Year 1
$2,000.00
Text Executive Introduction into Workplace Harassment and EEO
courses
$2,500.00
Inclusion of County of Fresno Logo on Each Screen in Course $1,500.00
Annual Training & Content (T&C) Fee for a Minimum 3-year Term $8,000.00
T&C fee is waived in Year 1. Payments begin in Year 2
T&C Agreement renews for 12-month terms after Year 3
Customization:
(Inclusion of Workplace Harassment Policy and “Ask HR” Icon
$2,500.00
(Fee Waived)
Total Payment in Year 1:
Payment total payment due 45 days from contact signature)
$26,000.00
Total Payment in Year 2:
Payment due 45 days of invoice year 2
$8,000.00
Total Payment in Year 3:
Payment due 45 days of invoice year 3
$8,000.00
PROCUREMENT AGREEMENT NUMBER: 260058F
Employment Law Learning Technologies, Inc.
October 27, 2005
G:\CONTRACTS & EXTRACTS\F\260058F EMPLOYMENT LAW LEARNING TECHNOLOGIES INC.DOC
EXHIBIT NO. ONE
COUNTY OF FRESNO
REQUEST FOR PROPOSAL NO. 994-4143
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COUNTY OF FRESNO
REQUEST FOR PROPOSAL
NUMBER: 999944--44114433
TRAINING, ONLINE-PREVENTING WORKPLACE HARASSMENT
August 5, 2005
PPUURRCCHHAASSIINNGG UUSSEE
ORG/Requisition: 89250300/8926000210 JOL
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HARASSMENT.DOC
IMPORTANT: SUBMIT PROPOSAL IN SEALED PACKAGE WITH PROPOSAL NUMBER, CLOSING DATE AND BUYER’S NAME
MARKED CLEARLY ON THE OUTSIDE TO:
COUNTY OF FRESNO, Purchasing
4525 EAST HAMILTON AVENUE
FRESNO, CA 93702-4599
CLOSING DATE OF BID WILL BE AT 2:00 P.M., ON AUGUST 23, 2005.
PROPOSALS WILL BE CONSIDERED LATE WHEN THE OFFICIAL PURCHASING TIME CLOCK READS 2:00 P.M.
Proposals will be opened and publicly read at that time. All proposal information will be available for review after contract award.
Clarification of specifications are to be directed to: KEN VOZZA, phone (559) 456-7110, FAX (559) 456-7831.
GENERAL CONDITIONS
See “County Of Fresno Purchasing Standard Instructions And Conditions For Request For Proposals (RFP’S)
and Requests for Quotations (RFQ’S)” attached.
BIDDER TO COMPLETE
UNDERSIGNED AGREES TO FURNISH THE COMMODITY OR SERVICE STIPULATED IN THE ATTACHED PROPOSAL SCHEDULE AT
THE PRICES AND TERMS STATED, SUBJECT TO THE “COUNTY OF FRESNO PURCHASING STANDARD INSTRUCTIONS AND
CONDITIONS FOR REQUEST FOR PROPOSALS (RFP’S) AND REQUESTS FOR QUOTATIONS (RFQ’S)”ATTACHED.
Except as noted on individual items, the following will apply to all items in the Proposal Schedule.
1. Complete delivery will be made within calendar days after receipt of Order.
2. A cash discount of % days will apply.
COMPANY
ADDRESS
CITY STATE ZIP CODE
( ) ( )
TELEPHONE NUMBER FACSIMILE NUMBER E-MAIL ADDRESS
TAXPAYER FEDERAL I.D. NO.:
SIGNED BY
PRINT NAME TITLE
Proposal No. 994-4143
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CCOOUUNNTTYY OOFF FFRREESSNNOO PPUURRCCHHAASSIINNGG
STANDARD INSTRUCTIONS AND CONDITIONS FOR
REQUESTS FOR PROPOSALS (RFP'S) AND REQUESTS FOR QUOTATIONS (RFQ'S)
Note: the reference to “bids” in the following paragraphs applies to RFP's and RFQ's
GENERAL CONDITIONS
By submitting a bid the bidder agrees to the following conditions. These conditions will apply to all subsequent purchases based on this bid.
1. BID PREPARATION:
A) All prices and notations must be typed or written in ink. No erasures
permitted. Errors may be crossed out, initialed and corrections printed in
ink by person signing bid.
B) Brand Names: Brand names and numbers when given are for reference.
Equal items will be considered, provided the offer clearly describes the
article and how it differs from that specified. In the absence of such
information it shall be understood the offering is exactly as specified.
C) State brand or make of each item. If bidding on other than specified,
state make, model and brand being bid and attach supporting
literature/specifications to the bid.
D) Bid on each item separately. Prices should be stated in units specified
herein. All applicable charges must be quoted; charges on invoice not
quoted herein will be disallowed.
E) Time of delivery is a part of the consideration and must be stated in
definite terms and must be adhered to. F.O.B. Point shall be destination
or freight charges must be stated.
F) All bids must be dated and signed with the firm’s name and by an
authorized officer or employee.
G) Unless otherwise noted, prices shall be firm for 120 days after closing
date of bid.
2. SUBMITTING BIDS:
A) Each bid must be submitted on forms provided in a sealed envelope with
bid number and closing date and time on the outside of the
envelope/package.
B) Interpretation: Should any discrepancies or omissions be found in the bid
specifications or doubt as to their meaning, the bidder shall notify the
Buyer in writing at once. The County shall not be held responsible for
verbal interpretations. Questions regarding the bid must be received by
Purchasing at least 5 working days before bid opening. All addenda
issued shall be in writing, duly issued by Purchasing and incorporated
into the contract.
C) ISSUING AGENT/AUTHORIZED CONTACT: This RFQ has been issued
by County of Fresno Purchasing. Purchasing shall be the vendor’s sole
point of contact with regard to the RFQ, its content, and all issues
concerning it.
All communication regarding this RFQ shall be directed to an authorized
representative of County Purchasing. The specific buyer managing this
RFQ is identified on the cover page, along with his or her telephone number,
and he or she should be the primary point of contact for discussions or
information pertaining to the RFQ. Contact with any other County
representative, including elected officials, for the purpose of discussing this
RFQ, its content, or any other issue concerning it, is prohibited unless
authorized by Purchasing. Violation of this clause, by the vendor having
unauthorized contact (verbally or in writing) with such other County
representatives, may constitute grounds for rejection by Purchasing of the
vendor’s quotation.
The above stated restriction on vendor contact with County representatives
shall apply until the County has awarded a purchase order or contract to a
vendor or vendors, except as follows. First, in the event that a vendor initiates
a formal protest against the RFQ, such vendor may contact the appropriate
individual, or individuals who are managing that protest as outlined in the
County’s established protest procedures. All such contact must be in
accordance with the sequence set forth under the protest procedures.
Second, in the event a public hearing is scheduled before the Board of
Supervisors to hear testimony prior to its approval of a purchase order or
contract, any vendor may address the Board.
D) Bids received after the closing time will NOT be considered.
E) Bidders are to bid what is specified or requested first. If unable to or willing to,
bidder may bid alternative or option, indicating all advantages, disadvantages
and their associated cost.
3. FAILURE TO BID:
A) If not bidding, return bid sheet and state reason for no bid or your name may
be removed from mailing list.
4. TAXES, CHARGES AND EXTRAS:
A) County of Fresno is subject to California sales and/or use tax (7.975%).
Please indicate as a separate line item if applicable.
B) DO NOT include Federal Excise Tax. County is exempt under Registration
No. 94-73-03401-K.
C) County is exempt from Federal Transportation Tax. Exemption certificate is
not required where shipping papers show consignee as County of Fresno.
D) Charges for transportation, containers, packing, etc. will not be paid unless
specified in bid.
Proposal No. 994-4143
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5. W-9 – REQUEST FOR TAXPAYER IDENTIFICATION NUMBER AND
CERTIFICATION:
Upon award of bid, the vendor shall submit to County Purchasing, a completed
W-9 - Request for Taxpayer Identification Number and Certification if not
already a current vendor with The County of Fresno. This form is available from
the IRS to complete on line at http://www.irs.gov/pub/irs-pdf/fw9.pdf.
6. AWARDS:
A) Subject to the local preference provisions referenced in Paragraph 6
below and more thoroughly set forth in the General Requirements section
of this RFQ, award(s) will be made to the most responsive responsible
bidder. The evaluation will include such things as life-cycle cost,
availability, delivery costs and whose product and/or service is deemed to
be in the best interest of the County. The County shall be the sole judge
in making such determination.
B) Unless bidder gives notice of all-or-none award in bid, County may
accept any item, group of items or on the basis of total bid.
C) The County reserves the right to reject any and all bids and to waive
informalities or irregularities in bids.
D) After award, all bids shall be open to public inspection. The County
assumes no responsibility for the confidentiality of information offered in a
bid.
7. LOCAL VENDORS
A) Local Vendor Preference (applicable to RFQ Process only)
The following provisions are applicable only to the County’s acquisition of
materials, equipment or supplies through the RFQ process when the
funding source does not require an exemption to the Local Vendor
Preference.
THE PROVISIONS OF THIS PARAGRAPH ARE APPLICABLE,
NOTWITHSTANDING ANY OTHER PROVISIONS OF THIS RFQ TO
THE CONTRARY
If the apparent low bidder is not a local vendor, any local vendor who
submitted a bid which was within five percent (5%) of the lowest
responsive bid as determined by the purchasing agent shall have the
option of submitting a new bid within forty-eight hours (not including
weekends and holidays) of County’s delivery of notification. Such new
bids must be in an amount less than or equal to the lowest responsive bid
as determined by the purchasing agent. If the purchasing agent receives
any new bids from local vendors who have the option of submitting new
bids within said forty-eight hour period, it shall award the contract to the
local vendor submitting the lowest responsible bid. If no new bids are
received, the contract shall be awarded to the original low bidder as
announced by the purchasing agent.
B) Local Vendor Defined
“Local Vendor” shall mean any business which:
1. Has its headquarters, distribution point or locally-owned franchise
located in or having a street address within the County for at least
six (6) months immediately prior to the issuance of the request for
competitive bids by the purchasing agent; and
2. Holds any required business license by a jurisdiction located in Fresno
County; and
3. Employs at least one (1) full-time or two (2) part-time employees whose
primary residence is located within Fresno County, or if the business
has no employees, shall be at least fifty percent (50%) owned by one or
more persons whose primary residence(s) is located within Fresno
County.
8. TIE BIDS:
All other factors being equal, the contract shall be awarded to the Fresno County
vendor or, if neither or both are Fresno County vendors, it may be awarded by the
flip of a coin in the presence of witnesses or the entire bid may be rejected and re-
bid. If the General Requirements of this RFQ state that they are applicable, the
provisions of the Fresno County Local Vendor Preference shall take priority over
this paragraph.
9. PATENT INDEMNITY:
The vendor shall hold the County, its officers, agents and employees, harmless
from liability of any nature or kind, including costs and expenses, for infringement or
use of any copyrighted or uncopyrighted composition, secret process, patented or
unpatented invention, article or appliance furnished or used in connection with this
bid.
10. SAMPLES:
Samples, when required, must be furnished and delivered free and, if not destroyed
by tests, will upon written request (within 30 days of bid closing date) be returned at
the bidder's expense. In the absence of such notification, County shall have the
right to dispose of the samples in whatever manner it deems appropriate.
11. RIGHTS AND REMEDIES OF COUNTY FOR DEFAULT:
A) In case of default by vendor, the County may procure the articles or service
from another source and may recover the cost difference and related
expenses occasioned thereby from any unpaid balance due the vendor or by
proceeding against performance bond of the vendor, if any, or by suit against
the vendor. The prices paid by the County shall be considered the prevailing
market price at the time such purchase is made.
B) Articles or services, which upon delivery inspection do not meet
specifications, will be rejected and the vendor will be considered in default.
Vendor shall reimburse County for expenses related to delivery of non-
specified goods or services.
C) Regardless of F.O.B. point, vendor agrees to bear all risks of loss, injury or
destruction to goods and materials ordered herein which occur prior to
delivery and such loss, injury or destruction shall not release vendor from any
obligation hereunder.
12. DISCOUNTS:
Terms of less than 15 days for cash payment will be considered as net in
evaluating this bid. A discount for payment within fifteen (15) days or more will be
considered in determining the award of bid. Discount period will commence either
the later of delivery or receipt of invoice by the County. Standard terms are Net
Forty-five (45) days.
Proposal No. 994-4143
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13. SPECIAL CONDITIONS IN BID SCHEDULE SUPERSEDE GENERAL
CONDITIONS.
The “General Conditions” provisions of this RFP/RFQ shall be superseded if in
conflict with any other section of this bid, to the extent of any such conflict.
14. SPECIAL REQUIREMENT:
With the invoice or within twenty-five (25) days of delivery, the seller must
provide to the County a Material Safety Data Sheet for each product, which
contains any substance on “The List of 800 Hazardous Substances”, published
by the State Director of Industrial Relations. (See Hazardous Substances
Information and Training Act. California State Labor Code Sections 6360
through 6399.7.)
15. RECYCLED PRODUCTS/MATERIALS:
Vendors are encouraged to provide and quote (with documentation) recycled
or recyclable products/materials which meet stated specifications.
16. YEAR COMPLIANCE WARRANTY
Vendor warrants that any product furnished pursuant to this Agreement/order
shall support a four-digit year format and be able to accurately process date
and time data from, into and between the twentieth and twenty-first centuries,
as well as leap year calculations. "Product" shall include, without limitation, any
piece or component of equipment, hardware, firmware, middleware, custom or
commercial software, or internal components or subroutines therein. This
warranty shall survive termination or expiration of this Agreement.
In the event of any decrease in product functionality or accuracy related to time
and/or date data related codes and/or internal subroutines that impede the
product from operating correctly using dates beyond December 31, 1999,
vendor shall restore or repair the product to the same level of functionality as
warranted herein, so as to minimize interruption to County's ongoing business
process, time being of the essence. In the event that such warranty compliance
requires the acquisition of additional programs, the expense for any such
associated or additional acquisitions, which may be required, including, without
limitation, data conversion tools, shall be borne exclusively by vendor. Nothing
in this warranty shall be construed to limit any rights or remedies the County
may otherwise have under this Agreement with respect to defects other than
year performance.
17. PARTICIPATION:
Bidder may agree to extend the terms of the resulting contract to other political
subdivision, municipalities and tax-supported agencies.
Such participating Governmental bodies shall make purchases in their own
name, make payment directly to bidder, and be liable directly to the bidder,
holding the County of Fresno harmless.
18. CONFIDENTIALITY:
All services performed by vendor shall be in strict conformance with all
applicable Federal, State of California and/or local laws and regulations
relating to confidentiality, including but not limited to, California Civil Code,
California Welfare and Institutions Code, Health and Safety Code, California
Code of Regulations, Code of Federal Regulations.
Vendor shall submit to County’s monitoring of said compliance.
Vendor may be a business associate of County, as that term is defined in the
“Privacy Rule” enacted by the Health Insurance Portability and Accountability
Act of 1996 (HIPAA). As a HIPAA Business Associate, vendor may use or disclose
protected health information (“PHI”) to perform functions, activities or services for or
on behalf of County as specified by the County, provided that such use or
disclosure shall not violate HIPAA and its implementing regulations. The uses and
disclosures if PHI may not be more expansive than those applicable to County, as
the “Covered Entity” under HIPAA’S Privacy Rule, except as authorized for
management, administrative or legal responsibilities of the Business Associate.
Vendor shall not use or further disclose PHI other than as permitted or required by
the County, or as required by law without written notice to the County.
Vendor shall ensure that any agent, including any subcontractor, to which vendor
provides PHI received from, or created or received by the vendor on behalf of
County, shall comply with the same restrictions and conditions with respect to such
information.
Proposal No. 994-4143 Page 2
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TABLE OF CONTENTS
PAGE
OVERVIEW..................................................................................................................... 3
KEY DATES.................................................................................................................... 3
PROPOSAL IDENTIFICATION SHEET .......................................................................... 4
TRADE SECRET ACKNOWLEDGEMENT ..................................................................... 5
REFERENCE LIST.......................................................................................................... 7
GENERAL REQUIREMENTS ......................................................................................... 8
PARTICIPATION........................................................................................................... 14
SPECIFIC TERMS AND CONDITIONS........................................................................ 15
SCOPE OF WORK........................................................................................................ 17
VENDOR COST PROPOSAL ....................................................................................... 21
PROPOSAL CONTENT REQUIREMENTS .................................................................. 22
AWARD CRITERIA....................................................................................................... 24
Proposal No. 994-4143 Page 3
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OVERVIEW
The County of Fresno is requesting cost proposals from interested vendors to provide online
training on the topic of “Preventing Workplace Harassment”. Federal and California law
including Assembly Bill (AB) 1825 mandates that all managers, supervisors, and lead workers
be trained at a minimum of two hours on this topic. The County’s estimation is that
approximately 1,000 employees will need to undergo online training. In order to meet Federal
and California mandates online training will need to be completed no later than December 15,
2005. Therefore, the deliverables must be received by October 3, 2005.
KEY DATES
August 15, 2005 Deadline for email or Fax Requests
for Interpretations or Corrections of
RFP:
Fax No. (559) 456-7831
Email: kvozza@co.fresno.ca.us
RFP Closing Date: August 23, 2005 at 2:00 P.M.
County of Fresno Purchasing
4525 E. Hamilton Avenue
Fresno, CA 93702
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PROPOSAL IDENTIFICATION SHEET
RESPONDENT TO COMPLETE AND RETURN WITH PROPOSAL
Our proposal is attached and identified
as:
The undersigned agrees to furnish the service stipulated at the prices and terms stated in the
cost proposal.
Work services will commence within
contract.
calendar days after signing of the final
Company:
Address:
Zip:
Signed
by:
Print Name
Print Title
( ) ( )
Telephone Fax Number E-mail Address
Date:
Taxpayer Identification No.:
Proposal No. 994-4143 Page 5
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TRADE SECRET ACKNOWLEDGEMENT
All proposals received by the County shall be considered "Public Record" as defined by
Section 6252 of the California Government Code. This definition reads as follows:
"...Public records" includes any writing containing information relating to the conduct of the
public's business prepared, owned, used or retained by any state or local agency
regardless of physical form or characteristics "Public records" in the custody of, or
maintained by, the Governor's office means any writing prepared on or after January 6,
1975."
Each proposal submitted is Public record and is therefore subject to inspection by the public
per Section 6253 of the California Government Code. This section states that "every citizen
has a right to inspect any public record".
The County will not exclude any proposal or portion of a proposal from treatment as a public record
except in the instance that it is submitted as a trade secret as defined by the California
Government Code. Information submitted as proprietary, confidential or under any other such
terms that might suggest restricted public access will not be excluded from treatment as public
record.
"Trade secrets" as defined by Section 6254.7 of the California Government Code are
deemed not to be public record. This section defines trade secrets as:
"Trade secrets," as used in this section, may include, but are not limited to, any
formula, plan, pattern, process, tool, mechanism, compound, procedure, production
data or compilation of information that is not patented, which is known only to
certain individuals within a commercial concern who are using it to fabricate,
produce, or compound an article of trade or a service having commercial value and
which gives its user an opportunity to obtain a business advantage over
competitors who do not know or use it."
Information identified by bidder as "trade secret" will be reviewed by County of Fresno's legal
counsel to determine conformance or non-conformance to this definition. Examples of
material not considered to be trade secrets are pricing, cover letter, promotional materials,
etc. Such material is to be submitted in a separate binder not marked "Trade Secret".
INFORMATION THAT IS PROPERLY IDENTIFIED AS TRADE SECRET AND CONFORMS
TO THE ABOVE DEFINITION WILL NOT BECOME PUBLIC RECORD. COUNTY WILL
SAFEGUARD THIS INFORMATION IN AN APPROPRIATE MANNER.
Information identified by bidder as trade secret and determined not to be in conformance with
the California Government Code definition shall be excluded from the proposal. Such
information will be returned to the bidder at bidder's expense upon written request.
Trade secrets must be submitted in a separate binder that is plainly marked "Trade
Secrets."
The County shall not in any way be liable or responsible for the disclosure of any proposals or
portions thereof, if they are not (1) submitted in a separate binder that is plainly marked "Trade
Secret" on the outside; and (2) if disclosure is required under the provision of law or by order of
Court.
Vendors are advised that the County does not wish to receive trade secrets and that vendors
are not to supply trade secrets unless they are absolutely necessary.
Proposal No. 994-4143 Page 6
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TRADE SECRET ACKNOWLEDGEMENT
I have read and understand the above "Trade Secret Acknowledgement."
I understand that the County of Fresno has no responsibility for protecting information
submitted as a trade secret if it is not delivered in a separate binder plainly marked "Trade
Secret."
Enter company name on appropriate line:
(Company Name)
has submitted information identified as Trade
Secrets
(Company Name)
has not submitted information identified as Trade
Secrets
ACKNOWLEDGED BY:
( )
Signature Telephone
Print Name and Title Date
Address
City State Zip
Proposal No. 994-4143 Page 7
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Firm:
REFERENCE LIST
Provide a list of at least five (5) customers for whom you have recently provided similar
services (preferably California State or local government agencies). Be sure to include
addresses and phone numbers.
Reference Name: City:
Contact Phone No.: ( )
Date:
Service Provided:
Reference Name: City:
Contact Phone No.: ( )
Date:
Service Provided:
Reference Name: City:
Contact Phone No.: ( )
Date:
Service Provided:
Reference Name: City:
Contact Phone No.: ( )
Date:
Service Provided:
Reference Name: City:
Contact Phone No.: ( )
Date:
Service Provided:
Failure to provide a list of at least five (5) customers may be cause for
rejection of your Proposal.
Proposal No. 994-4143 Page 8
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GENERAL REQUIREMENTS
DEFINITIONS: The terms Bidder, Proposer, Contractor and Vendor are all used
interchangeably and refer to that person, partnership, corporation, organization, agency, etc.
which is offering the proposal and is identified on the "Provider" line of the Proposal
Identification Sheet.
LOCAL VENDOR PREFERENCE: The Local Vendor Preference does not apply to this
Request for Quotation.
RFP CLARIFICATION AND REVISIONS: Any revisions to the RFP will be issued and
distributed as written addenda.
FIRM PROPOSAL: All proposals shall remain firm for at least one hundred eighty (180) days.
PROPOSAL PREPARATION: Proposals should be submitted in the formats shown under
"PROPOSAL CONTENT REQUIREMENTS" section of this RFP.
SUPPORTIVE MATERIAL: Additional material may be submitted with the proposal as
appendices. Any additional descriptive material that is used in support of any information in
your proposal must be referenced by the appropriate paragraph(s) and page number(s).
Bidders are asked to submit their proposals in a binder (one that allows for easy removal of
pages) with index tabs separating the sections identified in the Table of Contents. Pages
must be numbered on the bottom of each page.
Any proposal attachments, documents, letters and materials submitted by the vendor shall be
binding and included as a part of the final contract should your bid be selected.
TAXES: The quoted amount must include all applicable taxes. If taxes are not specifically
identified in the proposal it will be assumed that they are included in the total quoted.
SALES TAX: Fresno County pays California State Sales Tax in the amount of 7.975%
regardless of vendor's place of doing business.
RETENTION: County of Fresno reserves the right to retain all proposals, excluding
proprietary documentation submitted per the instructions of this RFP, regardless of which
response is selected.
ORAL PRESENTATIONS: Each finalist may be required to make an oral presentation in
Fresno County and answer questions from County personnel.
AWARD/REJECTION: The award will be made to the vendor offering the overall proposal
deemed to be to the best advantage of the County. The County shall be the sole judge in
making such determination. The County reserves the right to reject any and all proposals.
The lowest bidders are not arbitrarily the vendors whose proposals will be selected.
County Purchasing will chair or co-chair all award, evaluation and contract negotiation
committees.
Award may require approval by the County of Fresno Board of Supervisors.
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NEGOTIATION: The County will prepare and negotiate its own contract with the selected
vendor, giving due consideration to the stipulation of the vendor's standard contracts and
associated legal documents.
WAIVERS: The County reserves the right to waive any informalities or irregularities and any
technical or clerical errors in any quote as the interest of the County may require.
TERMINATION: The County reserves the right to terminate any resulting contract upon
written notice.
MINOR DEVIATIONS: The County reserves the right to negotiate minor deviations from the
prescribed terms, conditions and requirements with the selected vendor.
PROPOSAL REJECTION: Failure to respond to all questions or not to supply the requested
information could result in rejection of your proposal.
ASSIGNMENTS: The ensuing proposed contract will provide that the vendor may not assign
any payment or portions of payments without prior written consent of the County of Fresno.
BIDDERS LIABILITIES: County of Fresno will not be held liable for any cost incurred by
vendors in responding to the RFP.
CONFIDENTIALITY: Bidders shall not disclose information about the County's business or
business practices and safeguard confidential data which vendor staff may have access to in
the course of system implementation.
DISPUTE RESOLUTION: The ensuing contract shall be governed by the laws of the State of
California.
Any claim which cannot be amicably settled without court action will be litigated in the U. S.
District Court for the Eastern District of California in Fresno, CA or in a state court for Fresno
County.
NEWS RELEASE: Vendors shall not issue any news releases or otherwise release
information to any third party about this RFP or the vendor's quotation without prior written
approval from the County of Fresno.
BACKGROUND REVIEW: The County reserves the right to conduct a background inquiry of
each proposer/bidder which may include collection of appropriate criminal history information,
contractual and business associations and practices, employment histories and reputation in
the business community. By submitting a proposal/bid to the County, the vendor consents to
such an inquiry and agrees to make available to the County such books and records the
County deems necessary to conduct the inquiry.
EXCEPTIONS: Identify with explanation, any terms, conditions, or stipulations of the RFP with
which you CAN NOT or WILL NOT comply with by proposal group.
ADDENDUM: In the event that it becomes necessary to revise any part of this RFP,
addendum will be provided to all agencies and organizations that receive the basic RFP.
SUBCONTRACTORS: If a subcontractor is proposed, complete identification of the
subcontractor and his tasks should be provided. The primary contractor is not relieved of any
responsibility by virtue of using a subcontractor.
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CONFLICT OF INTEREST: The County shall not contract with, and shall reject any bid or
proposal submitted by the persons or entities specified below, unless the Board of
Supervisors finds that special circumstances exist which justify the approval of such contract:
1. Employees of the County or public agencies for which the Board of Supervisors is the
governing body.
2. Profit-making firms or businesses in which employees described in Subsection (1) serve
as officers, principals, partners or major shareholders.
3. Persons who, within the immediately preceding twelve (12) months, came within the
provisions of Subsection (1), and who were employees in positions of substantial
responsibility in the area of service to be performed by the contract, or participated in any
way in developing the contract or its service specifications.
4. Profit-making firms or businesses in which the former employees described in Subsection
(3) serve as officers, principals, partners or major shareholders.
5. No County employee, whose position in the County enables him to influence the selection
of a contractor for this RFP, or any competing RFP, and no spouse or economic
dependent of such employee, shall be employees in any capacity by a bidder, or have any
other direct or indirect financial interest in the selection of a contractor.
EVALUATION CRITERIA: Respondents will be evaluated on the basis of their responses to
all questions and requirements in this RFP and product cost. The County shall be the sole
judge in the ranking process and reserves the right to reject any or all bids. False, incomplete
or unresponsive statements in connection with this proposal may be sufficient cause for its
rejection.
SELECTION PROCESS: All proposals will be evaluated by a team consisting of
representatives from appropriate County Department(s), and Purchasing. It will be their
responsibility to make the final recommendations. Purchasing will chair or co-chair the
evaluation or evaluation process.
Organizations that submit a proposal may be required to make an oral presentation to the
Selection Committee. These presentations provide an opportunity for the individual, agency,
or organization to clarify its proposal to ensure thorough, mutual understanding.
INDEPENDENT CONTRACTOR: In performance of the work, duties, and obligations
assumed by Contractor under any ensuing Agreement, it is mutually understood and agreed
that Contractor, including any and all of Contractor's officers, agents, and employees will at all
times be acting and performing as an independent contractor, and shall act in an independent
capacity and not as an officer, agent, servant, employee, joint venturer, partner, or associate
of the County. Furthermore, County shall have no right to control, supervise, or direct the
manner or method by which Contractor shall perform its work and function. However, County
shall retain the right to administer this Agreement so as to verify that Contractor is performing
its obligations in accordance with the terms and conditions thereof. Contractor and County
shall comply with all applicable provisions of law and the rules and regulations, if any, of
governmental authorities having jurisdiction over matters the subject thereof.
Because of its status as an independent contractor, Contractor shall have absolutely no right
to employment rights and benefits available to County employees. Contractor shall be solely
liable and responsible for providing to, or on behalf of, its employees all legally required
employee benefits. In addition, Contractor shall be solely responsible and save County
Proposal No. 994-4143 Page 11
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harmless from all matters relating to payment of Contractor's employees, including
compliance with Social Security, withholding, and all other regulations governing such
matters. It is acknowledged that during the term of the Agreement, Contractor may be
providing services to others unrelated to the COUNTY or to the Agreement.
HOLD HARMLESS CLAUSE: Contractor agrees to indemnify, save, hold harmless and at
County's request, defend the County, its officers, agents and employees, from any and all
costs and expenses, damages, liabilities, claims and losses occurring or resulting to County
in connection with the performance, or failure to perform, by Contractor, its officers, agents or
employees under this Agreement and from any and all costs and expenses, damages,
liabilities, claims and losses occurring or resulting to any person, firm or corporation who may
be injured or damaged by the performance, or failure to perform, of Contractor, its officers,
agents or employees under this Agreement.
PRICE RESPONSIBILITY: The selected vendor will be required to assume full responsibility
for all services and activities offered in the proposal, whether or not they are provided directly.
Further, the County of Fresno will consider the selected vendor to be the sole point of contact
with regard to contractual matters, including payment of any and all charges resulting from
the contract. The contractor may not subcontract or transfer the contract, or any right or
obligation arising out of the contract, without first having obtained the express written consent
of the County.
ADDRESSES AND TELEPHONE NUMBERS: The vendor will provide the business address
and mailing address, if different, as well as the telephone number of the individual signing the
contract.
ASSURANCES: Any contract awarded under this RFP must be carried out in full compliance
with The Civil Rights Act of 1964, The Americans With Disabilities Act of 1990, their
subsequent amendments, and any and all other laws protecting the rights of individuals and
agencies. The County of Fresno has a zero tolerance for discrimination, implied or
expressed, and wants to ensure that policy continues under this RFP. The contractor must
also guarantee that services, or workmanship, provided will be performed in compliance with
all applicable local, state, or federal laws and regulations pertinent to the types of services, or
project, of the nature required under this RFP. In addition, the contractor may be required to
provide evidence substantiating that their employees have the necessary skills and training to
perform the required services or work.
INSURANCE:
Without limiting the COUNTY's right to obtain indemnification from CONTRACTOR or any
third parties, CONTRACTOR, at its sole expense, shall maintain in full force and effect the
following insurance policies throughout the term of the Agreement:
A. Commercial General Liability
Commercial General Liability Insurance with limits of not less than One Million Dollars
($1,000,000) per occurrence and an annual aggregate of Two Million Dollars
($2,000,000). This policy shall be issued on a per occurrence basis. COUNTY may
require specific coverages including completed operations, products liability, contractual
liability, Explosion-Collapse-Underground, fire legal liability or any other liability insurance
deemed necessary because of the nature of this contract.
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B. Automobile Liability
Comprehensive Automobile Liability Insurance with limits for bodily injury of not less than
Two Hundred Fifty Thousand Dollars ($250,000.00) per person, Five Hundred Thousand
Dollars ($500,000.00) per accident and for property damages of not less than Fifty
Thousand Dollars ($50,000.00), or such coverage with a combined single limit of Five
Hundred Thousand Dollars ($500,000.00). Coverage should include owned and non-
owned vehicles used in connection with this Agreement.
C. Worker's Compensation
A policy of Worker's Compensation insurance as may be required by the California Labor
Code.
CONTRACTOR shall obtain endorsements to the Commercial General Liability insurance
naming the County of Fresno, its officers, agents, and employees, individually and
collectively, as additional insured, but only insofar as the operations under this Agreement are
concerned. Such coverage for additional insured shall apply as primary insurance and any
other insurance, or self-insurance, maintained by COUNTY, its officers, agents and
employees shall be excess only and not contributing with insurance provided under
CONTRACTOR's policies herein. This insurance shall not be cancelled or changed without a
minimum of thirty (30) days advance written notice given to COUNTY.
Within Thirty (30) days from the date CONTRACTOR executes this Agreement,
CONTRACTOR shall provide certificates of insurance and endorsement as stated above for
all of the foregoing policies, as required herein, to the County of Fresno, Director of
Personnel, stating that such insurance coverage have been obtained and are in full force; that
the County of Fresno, its officers, agents and employees will not be responsible for any
premiums on the policies; that such Commercial General Liability insurance names the
County of Fresno, its officers, agents and employees, individually and collectively, as
additional insured, but only insofar as the operations under this Agreement are concerned;
that such coverage for additional insured shall apply as primary insurance and any other
insurance, or self-insurance, maintained by COUNTY, its officers, agents and employees,
shall be excess only and not contributing with insurance provided under CONTRACTOR's
policies herein; and that this insurance shall not be cancelled or changed without a minimum
of thirty (30) days advance, written notice given to COUNTY.
In the event CONTRACTOR fails to keep in effect at all times insurance coverage as herein
provided, the COUNTY may, in addition to other remedies it may have, suspend or terminate
this Agreement upon the occurrence of such event.
All policies shall be with admitted insurers licensed to do business in the State of California.
Insurance purchased shall be purchased from companies possessing a current A.M. Best,
Inc. rating of A FSC VII or better.
AUDITS AND INSPECTIONS: The Contractor shall at any time during business hours, and as
often as the County may deem necessary, make available to the County for examination all of
its records and data and respect to the matters covered by this Agreement. The Contractor
shall, upon request by the County, permit the County to audit and inspect all of such records
and data necessary to ensure Contractor's compliance with the terms of this Agreement.
If this Agreement exceeds Ten Thousand and No/100 dollars ($10,000.00), Contractor shall
be subject to the examination and audit of the Auditor General for a period of three (3) years
after final payment under contract (Government Code Section 10532).
County of Fresno will not be held liable for any cost incurred by bidders in responding to RFP.
Proposal No. 994-4143 Page 13
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DEFAULT: In case of default by the selected bidder, the County may procure materials and
services from another source and may recover the loss occasioned thereby from any unpaid
balance due the selected bidder, or by any other legal means available to the County.
BREACH OF CONTRACT: In the event of breach of contract by either party, the other party
shall be relieved of its obligations under this agreement and may pursue any legal remedies.
CONFIDENTIALITY
All services performed by vendor shall be in strict conformance with all applicable Federal,
State of California and/or local laws and regulations relating to confidentiality, including but
not limited to, California Civil Code, California Welfare and Institutions Code, Health and
Safety Code, California Code of Regulations, Code of Federal Regulations.
Vendor shall submit to County’s monitoring of said compliance.
Vendor may be a Business associate of County, as that term is defined in the “Privacy Rule”
enacted by the Health Insurance Portability and Accountability Act of 1996 (HIPAA). As a
HIPAA Business Associate, vendor may use or disclose protected health information (“PHI”)
to perform functions, activities or services for or on behalf of County, as specified by the
County, provided that such use or disclosure shall not violate HIPAA and its implementing
regulations. The uses and disclosures of PHI may not be more expansive than those
applicable to County, as the “Covered Entity” under HIPAA’S Privacy Rule, except as
authorized for management, administrative or legal responsibilities of the Business Associate.
Vendor shall not use or further disclose PHI other than as permitted or required by the
County, or as required by law without written notice to the County.
Vendor shall ensure that any agent, including any subcontractor, to which vendor provides
PHI received from, or created or received by the vendor on behalf of County, shall comply
with the same restrictions and conditions with respect to such information.
APPEALS
Appeals must be submitted in writing within five (5) working days after the review committee
notification of proposed recommendations. Appeals should be submitted to County of Fresno
Purchasing, 4525 E. Hamilton Avenue, Fresno, California 93702-4599. Appeals should
address only areas regarding RFP contradictions, procurement errors, quotation rating
discrepancies, legality of procurement context, conflict of interest in rating process, and
inappropriate or unfair competitive procurement grievance regarding the RFP process.
The Purchasing Manager will provide a written response to the complaint within five (5)
working days unless the complainant is notified more time is required.
If the protesting bidder is not satisfied with the decision of the Purchasing Manager, he/she
shall have the right to appeal to the Purchasing Agent within five (5) business days after
notification of Purchasing Manager’s decision.
If the protesting bidder is not satisfied with Purchasing Agent decision, the final appeal is with
the Board of Supervisors.
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BIDDER TO COMPLETE THE FOLLOWING:
PARTICIPATION
The County of Fresno is a member of the Central Valley Purchasing Group. This group
consists of Fresno, Kern, Kings, and Tulare Counties and all governmental, tax supported
agencies within these counties.
Whenever possible, these agencies co-op (piggyback) on contracts put in place by one of the
other agencies.
Any agency choosing to avail itself of this opportunity, will make purchases in their own name,
make payment directly to the contractor, be liable to the contractor and vice versa, per the
terms of the original contract, all the while holding the County of Fresno harmless. If awarded
this contract, please indicate whether you would extend the same terms and conditions to all
tax supported agencies within this group as you are proposing to extend to Fresno County.
Yes, we will extend contract terms and conditions to all qualified agencies within the
Central Valley Purchasing Group.
No, we will not extend contract terms to any agency other than the County of Fresno.
(Authorized Signature)
Title
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SPECIFIC TERMS AND CONDITIONS
ISSUING AGENT: This RFP has been issued by County of Fresno Purchasing. Purchasing
shall be the vendor’s sole point of contact with regard to the RFP, its content, and all issues
concerning it.
AUTHORIZED CONTACT: All communication regarding this RFP shall be directed to an
authorized representative of County Purchasing. The specific buyer managing this RFP is
identified on the cover page, along with his or her telephone number, and he or she should be
the primary point of contact for discussions or information pertaining to the RFP. Contact with
any other County representative, including elected officials, for the purpose of discussing this
RFP, it content, or any other issue concerning it, is prohibited unless authorized by
Purchasing. Violation of this clause, by the vendor having unauthorized contact (verbally or in
writing) with such other County representatives, may constitute grounds for rejection by
Purchasing of the vendor’s quotation.
The above stated restriction on vendor contact with County representatives shall apply until
the County has awarded a purchase order or contract to a vendor or vendors, except as
follows. First, in the event that a vendor initiates a formal protest against the RFP, such
vendor may contact the appropriate individual, or individuals who are managing that protest
as outlined in the County’s established protest procedures. All such contact must be in
accordance with the sequence set forth under the protest procedures. Second, in the event a
public hearing is scheduled before the Board of Supervisors to hear testimony prior to its
approval of a purchase order or contract, any vendor may address the Board.
INTERPRETATION OF RFP: Vendors must make careful examination of the requirements,
specifications and conditions expressed in the RFP and fully inform themselves as to the
quality and character of equipment and services required. If any person planning to submit a
proposal finds discrepancies in or omissions from the RFP or has any doubt as to the true
meaning or interpretation, correction thereof may be requested in writing from Purchasing by
not later than August 15, 2005.
Questions shall be delivered to County of Fresno Purchasing, 4525 E. Hamilton Avenue,
Fresno, California 93702 or emailed to kvozza@co.fresno.ca.us or faxed to (559) 456-7831. If
faxing, the bidder must confirm receipt by phone within one-half (½) hour of transmission.
NOTE: Time constraints will prevent County from responding to questions submitted after the
cutoff date.
Any change in the Request for Proposal will be made by written addendum issued by the
County. The County will not be responsible for any other explanations or interpretations.
NUMBER OF COPIES: Submit one (1) original and three (3) copies of your proposal no
later than the proposal acceptance date and time as stated on the front of this document to
County of Fresno Purchasing.
SELECTION COMMITTEE: All proposals will be evaluated by a team co-chaired by
Purchasing. All proposals will be evaluated by a review committee that may consist of County
of Fresno Purchasing, department staff, community representatives from advisory boards and
other members as appropriate.
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CONTRACT TERM: County will consider proposals for contract terms of one (1) and three (3)
years. The primary (but not exclusive) criteria for selecting a multi-year agreement will be the
cost savings derived from a long-term agreement. County will retain the right to terminate the
Agreement upon giving thirty (30) days advance written notification to the Contractor.
CONTRACT VALUE: The County’s annual budget for this project is $30,000.00 annually. The
vendor’s proposed cost should not exceed this annual total.
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SCOPE OF WORK
The County of Fresno is requesting cost proposals from interested vendors to provide online
training on the topic of “Preventing Workplace Harassment”. Federal and California law
including Assembly Bill (AB) 1825 mandates that all managers, supervisors, and lead workers
be trained at a minimum of two hours on this topic. The County’s estimation is that
approximately 1,000 employees will need to undergo online training. In order to meet Federal
and California mandates online training will need to be completed no later than December 15,
2005. Therefore, the deliverables must be received by October 3, 2005.
Currently estimated that there will be approximately 1,000 training participants in year one,
300 participants in year two and 1,000 participants in year three. However; it is emphasized
that the County can not and does not guarantee a minimum usage under the ensuing
agreement.
The online training and vendors will each must to meet the following minimum criteria to be
considered:
Design
1. The course must comply with each of the requirements of AB 1825.
For instance, the supervisor version of the course must provide at minimum two (2) hours of
training on sexual harassment in compliance and must include practical information on the
laws against sexual harassment and remedies for victims.
2. The course must address all forms of unlawful harassment.
Consistent with federal and state guidelines and recent court decisions, the course will
address not only sexual harassment, but also harassment on the basis of gender, race,
color, religion or lack of religion, creed, national origin, disability, age, pregnancy and
veteran’s status. It will also address any additional protected characteristics in the State of
California and the County of Fresno.
3. The training must be kept legally accurate.
The vendor must continuously monitor the law. If the law changes in a way that would
change the course instruction, then the vendor will update the course appropriately and
provide the updated files to County of Fresno at no additional charge.
4. The course must be interactive as required by CA AB 1825 and, in addition, allow
participants to submit questions and have those questions answered online.
The vendor must offer a feature that allows employees to submit questions and have those
questions answered online. Ideally, the program should allow learner to post anonymous
questions. Both the question and answer must be able to be posted to a moderated
whiteboard that all learners can view. In this way, individual learners can receive feedback
on their questions while all learners can gain additional understanding from the questions
asked by others.
5. The course must be designed and delivered in a manner such that learners cannot
advance through screens without gaining knowledge.
The harassment prevention training must be structured in a way that requires employees to
complete every page of the instruction. That is, employees will not be able to skip though
the material, but will have to be exposed to all instruction. Employees who have not
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completed every page of instruction will not be able to enter the end-of-course assessment
which will be required for a participant to be certified as having completed the course.
6. The course must include a way to ensure that all employees learned the material but
should not use pass-fail tests or keep track of employee scores.
7. The course must provide a link to California and local laws on harassment,
discrimination and retaliation.
8. The course must include specific instructions on California statutes and remedies as
mandated by AB 1825.
9. The training must be broad enough to train on preventing workplace harassment on
all federally protected characteristics and address the different forms that
harassment can take.
10. The course must focus on behavior.
The instruction on preventing workplace harassment must follow a few important principles:
1) Harassment courses should not waste employees' time by teaching them obvious
examples of sexual or racial harassment. Instead of providing a simplistic list of "do's"
and "don'ts," effective harassment prevention courses focus on exploring the nuances of
"gray area" situations.
2) Instruction should be legally accurate but never legalistic. Employees seldom care about
the history and theory of the law. Instead, they want to learn the practical information
that they need to comply with the law. Rather than relying on legal jargon, instruction
should:
a) distill statutes, cases, and regulations into clear behavioral principles;
b) teach employees those principles; and
c) require employees to apply those principles to real-life scenarios that they may
encounter in the workplace.
3) Harassment prevention courses should be highly interactive and include numerous
engaging exercises that help employees explore the nuances of the law. For example, the
instruction should be structured around scenarios that depict complicated work scenarios.
11. The course must be interactive so that employees are actively engaged in the online
learning experience. This must include a question & answer message board to be
linked to the e-mail of County subject matter experts.
12. The course must automatically track who completes the course and offer the option
of printing a “Certificate of Completion.”
The course must automatically track which employees have completed the course. Course
completion data must be able to be transmitted electronically to County of Fresno so that
employees’ progress can be documented. The course must have the ability to allow each
employee who successfully completes the course to have the option of printing out a
certificate of completion to keep for his or her own records.
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13. The course must instruct on County of Fresno’s specific policies within the body of
the training.
It is essential that the training on preventing harassment provide instruction on the County of
Fresno’s specific policies and reporting mechanisms, since only such specific information
informs employees of the standards of behavior to which they will be held and how to report
any unwelcome behavior that they may be subjected to.
14. The training must be customized for County of Fresno in the following ways:
1) County of Fresno’s logo must appear on each page of the course.
2) The introduction section of the course must include photographs of various County
facilities, employees, workplaces or environments, as well as a custom message from a
senior County of Fresno or state official, if desired.
3) The course must provide a link to, and specifically instruct on:
a) County of Fresno’s policy on workplace harassment.
b) Points of contact for receiving harassment complaints/information on how to report
harassment concerns.
15. The course must be interactive and include audio-visual scenarios to engage
learners. Text only courses will not be sufficient.
16. The online course must be easy to navigate and Section 508 compliant.
The course must be able to be navigated using a mouse by clicking on a simple set of
buttons (forward, back, replay, exit) and must provide a “Navigation Help” feature describes
how to move about the course. Also, Section 508 of the Rehabilitation Act requires federal
agencies to ensure that online training is accessible to employees who are deaf, blind, or
have other disabilities. Many state and local governments also are choosing to comply with
these standards. The course must provide County of Fresno with instruction that meets
Section 508 compliance standards.
17. The course must be available in Spanish as well as English; the language of the
course should be clearly understandable by all learners; not overly complex legalese.
18. The course must provide the ability to start, stop and come back to the course later
for completion.
The course must contain a “bookmark” feature. With this feature, employees need not
complete the course in one sitting; if they exit the course, their place must be saved. When
they return to the course, they must be returned to the section where they left off.
19. The course must provide audio instruction and all audio must be provided in text
form.
In order to accommodate multiple learning styles and to make the course as engaging as
possible, the course must contain extensive audio—both narration and within scenarios. All
words spoken in the course must also be available as text (closed captioning).
20. The online course must be compatible with County of Fresno’s and its employee’s
computer hardware and operating system requirements (as provided).
The minimum computer hardware and operating system requirements are as follows:
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• Windows 2000 operating system (the County of Fresno has a few NT 4.0
throughout the County)
• 128 MB RAM
• 400 MH processor
Miscellaneous
1. The trainer/course developer must be an expert with demonstrated “knowledge and
expertise in the prevention of harassment, discrimination and retaliation,” as
required by AB 1825.
The trainer/course developer should submit detailed description of its qualifications.
2. The course must be able to be delivered within 30 days of a contract being signed
and all necessary input provided to the vendor by the County of Fresno.
3. Vendors must have the ability to design a new refresher course for employees to
take every two (2) years.
The refresher course must be two (2) hours in length and meet all of the other content
requirements of AB 1825. It should not be the same course, but a unique course
addressing similar subject matter.
4. The vendor must offer technical support to County of Fresno’s employees taking
the course.
5. The County population of approximately 1,000 employees must complete the online
training by December 15, 2005.
6. Vendors must provide a link to the training deliverables the day following the
deadline for submitting proposals so that County staff who are involved in the RFP
process can view the training.
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VENDOR COST PROPOSAL
The vendor shall include a “Vendor Cost Proposal” section which lists all chargeable items.
The following shall be provided for all chargeable items included under the vendor’s proposal:
The name of all chargeable items (e.g. license fees, hosting fees,
design/implementation technical assistance, cost per participant, etc.).
A complete description of each chargeable item.
The rate or fee associated with the item.
When the charge will be assessed (e.g. in advance or following service).
The frequency a charge will be made and the direction it will cover (e.g. one time
charge for term of agreement or annual charge, etc.).
All other conditions pertinent to when, why and how County will be assessed charges
or fees.
State all minimum charges, if any.
The “Vendor’s Cost Proposal” shall address all of the above items assuming a one-year
agreement and assuming a three-year agreement.
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PROPOSAL CONTENT REQUIREMENTS
Bidders are requested to submit their proposals in a binder (one that allows for easy removal
of pages) with index tabs separating the sections identified. Each page should be numbered.
Merely offering to meet the specifications is insufficient and will not be accepted. Each bidder
shall submit a complete proposal with all information requested. Supportive material may be
attached as appendices. All pages, including the appendices, must be numbered.
The content and sequence of the proposals will be as follows:
I. PROPOSAL IDENTIFICATION SHEET (as provided)
II. COVER LETTER: A one-page cover letter and introduction including the company
name and address of the bidder and the name, address and telephone number of the
person or persons to be used for contact and who will be authorized to make
representations for the bidder.
A. Whether the bidder is an individual, partnership or corporation shall also be stated.
It will be signed by the individual, partner, or an officer or agent of the corporation
authorized to bind the corporation, depending upon the legal nature of the bidder.
A corporation submitting a proposal may be required before the contract is finally
awarded to furnish a certificate as to its corporate existence, and satisfactory
evidence as to the officer or officers authorized to execute the contract on behalf of
the corporation.
III. TABLE OF CONTENTS
IV. CONFLICT OF INTEREST STATEMENT: The Contractor may become involved in
situations where conflict of interest could occur due to individual or organizational
activities that occur within the County. In this section the bidder should address the
potential, if any, for conflict of interest and indicate plans, if applicable, to address
potential conflict of interest. This section will be reviewed by County Counsel for
compliance with conflict of interest as part of the review process. The Contractor shall
comply will all federal, state and local conflict of interest laws, statutes and
regulations.
V. TRADE SECRET ACKNOWLEDGMENT:
A. Sign and return.
VI. EXCEPTIONS: This portion of the proposal will note any exceptions to the
requirements and conditions taken by the bidder. If exceptions are not noted, the
County will assume that the bidder's proposals meet those requirements. The
exceptions shall be noted as follows:
A. Exceptions to the General Conditions.
B. Exceptions to the General Requirements.
C. Exceptions to the Specific Terms and Conditions.
D. Exceptions to the Scope of Work.
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E. Exceptions to the Proposal Content Requirements.
F. Exceptions -Other
VII. VENDOR COMPANY DATA: This section should include:
A. A narrative which demonstrates the vendor’s basic familiarity or experience with
problems associated with this service/project.
B. Descriptions of any similar or related contracts under which the bidder has
provided services.
C. Descriptions of the qualifications of the individual(s) providing the services.
D. Any material (including letters of support or endorsement) indicative of the bidder's
capability.
E. A brief description of the bidder's current operations, and ability to provide the
services.
F. Reference List (form provided)
VIII. PROPOSED SCOPE OF WORK:
A. Bidders are to use this section to describe the essence of their proposal.
B. This section should be formatted as follows:
1. A general discussion of your understanding of the project, the Scope of Work
proposed and a summary of the features of your proposal.
2. A detailed description of your proposal as it relates to each item listed under
the "Scope of Work" section of this RFP. Bidder's response should be stated in
the same order as are the "Scope of Work" items. Each description should
begin with a restatement of the "Scope of Work" item that it is addressing.
Bidders must explain their approach and method of satisfying each of the listed
items.
C. When reports or other documentation are to be a part of the proposal a sample of
each must be submitted. Reports should be referenced in this section and
submitted in a separate section entitled "REPORTS."
D. A complete description of any alternative solutions or approaches to accomplishing
the desired results.
IX. REPORTS: Samples of reports referenced in Section VIIl.C. should be displayed in
this section.
X. VENDOR COST PROPOSAL: As explained under the “Vendor Cost Proposal” section.
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AWARD CRITERIA
COST
A. As submitted under the "VENDOR COST PROPOSAL" section.
CAPABILITY AND QUALIFICATIONS
A. Does the service descriptions address all the areas identified in the RFP? Will the
proposed services satisfy County's needs and to what degree?
B. Does the bidder demonstrate knowledge or awareness of the problems associated with
providing the services proposed and knowledge of laws (including AB 1825), regulations,
statutes and effective operating principles required to provide this service?
C. The amount of demonstrated experience in providing the services desired in a California
County.
D. Is the course interactive so that users are actively engaged in the online learning
experience?
E. Can the bidder meet the County’s deadline to have all 1000 plus employees complete the
on-line sexual harassment training by December 15, 2005?
PROCUREMENT AGREEMENT NUMBER: 260058F
Employment Law Learning Technologies, Inc.
October 27, 2005
G:\CONTRACTS & EXTRACTS\F\260058F EMPLOYMENT LAW LEARNING TECHNOLOGIES INC.DOC
EXHIBIT NO. two
EMPLOYMENT LAW LEARNING TECHNOLOGIES, INC.’S
RESPONSE TO
COUNTY OF FRESNO’S
REQUEST FOR PROPOSAL NO. 994-4143