GenAI Technology Use & Reporting 

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

Failure to disclose GenAI use to the State and submit the GenAI Reporting and Factsheet (STD 1000) may be considered a breach of the contract by the State at its sole discretion and the State may consider such failure to disclose GenAI and/or failure to submit the GenAI Reporting and Factsheet (STD 1000) as grounds for the immediate termination of the contract.  The State is entitled to seek any and all relief it may be entitled to as a result of such non-disclosure. 

The State reserves the right to amend the contract, without additional cost, to incorporate GenAI Special Provisions into the contract at its sole discretion and/or terminate any contract that presents an unacceptable level of risk to the State.  

Additionally, the mandatory GenAI solicitation language has been modified as follows: 

The State of California seeks to realize the potential benefits of GenAI, through the development and deployment of GenAI tools, while balancing the risks of these new technologies. 

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

The State has developed a GenAI Reporting and Factsheet (STD 1000) to be completed by the Bidder / Offeror / Contractor. 

Failure to submit the GenAI Reporting and Factsheet (STD 1000) will result in disqualification of the Bidder / Offeror / Contractor. 

Failure to report GenAI to the State may void any resulting contract. The State reserves its right to seek any and all relief it may be entitled to as a result of such non-disclosure. 

Upon receipt of a Bidder / Offeror / Contractor GenAI Reporting and Factsheet (STD 1000), the state reserves the right to incorporate GenAI Special Provisions into the final contract or reject bids/offers that present an unacceptable level of risk to the state. 

Certificate of Insurance and its endorsements as identified in EXHIBIT D: ADDITIONAL CONTRACT REQUIREMENTS of the attached sample contract.

1. DFPI reserves the right at any time to reject any or all bids. 
    
2. All bids and related documents submitted in response to this solicitation become public information and the property of the State of California and shall be retained for official purposes. 
    
3. All bid development costs are the Bidder's responsibility and shall not be chargeable to DFPI. 
    
4. The selected Bidder shall not commence work until the Purchase Order has been fully approved and authorization has been received from DFPI. 

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

In the event of a dispute, the Contractor shall file a "Notice of Dispute" with the Department of Financial Protection and Innovation (DFPI), Commissioner, within ten (10) days of discovery of the problem. Within ten (10) business days, the Commissioner shall meet with the Contractor and Project Manager for purposes of resolving the dispute. The decision of the Commissioner shall be final. In the event of a dispute, the language contained within this Agreement shall prevail over any other language including that of the bid proposal.

The Contractor warrants by execution of this Agreement, that no person or selling agency has been employed or retained to solicit or secure this Agreement upon agreement or understanding for a commission, percentage, brokerage, or contingent fee, excepting bona fide employees or bona fide established commercial or selling agencies maintained by the Contractor for the purpose of securing business. For breach or violation of this warranty, the State shall, in addition to other remedies provided by law, have the right to annul this Agreement without liability, paying only for the value of the work performed, or otherwise recover the full amount of such commission, percentage, brokerage, or contingent fee.

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

The Software Management Policy requires that State Contractors certify they have appropriate systems and controls in place to ensure that State funds will not be used in the performance of a Contract for the acquisition, operation, or maintenance of computer software in violation of copyright laws. These requirements are incorporated as standard language in Contracts awarded by the State.

All financial, statistical, personal, technical, and other data and information relating to DFPI operations which are designated confidential by the DFPI and made available to the Contractor in order to carry out this Agreement/Contract, shall be protected by the Contractor from unauthorized use and disclosure. No reports, information, discoveries, or data obtained, assembled, or developed by the Contractor pursuant to this Contract shall be released, published, or made available to any individual/entity without prior written approval from the DFPI. The Contractor shall retain as confidential all recommendations made to the DFPI, all discussions between staff of DFPI and the Contractor and all communications, written, oral or electronic, between the Contractor and the DFPI.

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 Agreement or is rightfully obtained from third parties.

On March 4, 2022, Governor Gavin Newsom issued Executive Order N-6-22 (the EO) regarding Economic Sanctions against Russia and Russian entities and individuals. “Economic Sanctions” refers to sanctions imposed by the U.S. government in response to Russia’s actions in Ukraine, as well as any sanctions imposed under State law. By submitting a bid or proposal, Contractor represents that it is not a target of Economic Sanctions. Should the State determine Contractor is a target of Economic Sanctions or is conducting prohibited transactions with sanctioned individuals or entities, that shall be grounds for rejection of the Contractor’s bid/proposal any time prior to Contract execution, or, if determined after Contract execution, shall be grounds for termination by the State.

The Department of Financial Protection and Innovation (DFPI) reserves the right to cancel the Agreement with thirty (30) days advance written notice to the Contractor. Upon cancellation or termination of the contract, the contractor shall refund all advance payments no later than 30 days after cancelation notification.

The DFPI reserves the right to issue an order to stop work in the event that a dispute should arise, or in the event that State gives Contractor notice that the Agreement will be terminated. The stop-work order will be in effect until the dispute has been resolved or the Agreement has been terminated. Upon cancellation or termination of the contract, the contractor shall refund all advance payments no later than 30 days after cancellation notification.

Contractor shall maintain general liability on an occurrence form with limits not less than $1,000,000 per occurrence and $2,000,000 aggregate for bodily injury and property damage liability. The policy shall include coverage for liabilities arising out of premises, operations, independent Contractors, products, completed operations, personal and advertising injury, and liability assumed under an insured Agreement. This insurance shall apply separately to each insured against which claim is made, or suit is brought subject to the Contractor’s limit of liability. The policy must name The State of California, its officers, agents, and employees as additional insured, but only with respect to work performed under the Contract.

If Contractor has commercially owned autos, Contractor shall maintain motor vehicle liability with limits not less than $1,000,000 combined single limit per accident. Such insurance shall cover liability arising out of a motor vehicle including owned, hired, and non-owned motor vehicles. The policy must name The State of California, its officers, agents, and employees as additional insured, but only with respect to work performed under the Contract.

If the Contractor has personally owned autos, by signing this Agreement, the Contractor certifies that the Contractor and any employees, subcontractors or servants possess valid automobile coverage in accordance with California Vehicle Code Sections 16450 to 16457, inclusive. The State reserves the right to request proof at any time.

If auto ownership is unknown, Contractor shall maintain motor vehicle liability with limits not less than $1,000,000 combined single limit per accident. Such insurance shall cover liability arising out of a motor vehicle including owned, hired, and non-owned motor vehicles. The policy must name The State of California, its officers, agents, and employees as additional insured, but only with respect to work performed under the Contract.

If Contractor will not have any commercially owned vehicles used during the life of this Agreement, by signing this Agreement, the Contractor certifies that the Contractor and any employees, subcontractors or servants possess valid automobile coverage in accordance with California Vehicle Code Sections 16450 to 16457, inclusive. The State reserves the right to request proof at any time.

The Contractor shall maintain statutory worker’s compensation and employer’s liability coverage for all its employees who will be engaged in the performance of the Contract. In addition, employer’s liability limits of $1,000,000 are required. If applicable, Contractor shall provide coverage for all its employees for any injuries or claims under the U.S. Longshoremen’s and Harbor Workers’ Compensation Act, the Jones Act or under laws, regulations, or statutes applicable to maritime employees. By signing this Contract, Contractor acknowledges compliance with these regulations. A Waiver of Subrogation or Right to Recover endorsement in favor of the State of California must be attached to the certificate.

If Contract has exposure of a professional nature, including Consultants, Doctors, Engineers, and other professions, Contractor shall maintain Professional Liability covering any damages caused by a negligent error, act, or omission with limits not less than $1,000,000 per claim and $2,000,000 policy aggregate. The Retroactive Date must be shown and must be before the date of the Contract or the beginning of Contract work. Insurance must be maintained, and evidence of insurance must be provided for at least five (5) years after completion of the Contract of work. If coverage is canceled or non-renewed, and not replaced with another claims-made policy form with a Retroactive Date prior to the Contract effective date, the Contractor must purchase “extended reporting” coverage for a minimum of five (5) years after completion of work.

If the Contractor will be transporting State property, Contractor shall maintain Motor Truck Cargo Legal Liability with a limit no less than the full amount of State-owned property, materials, and/or equipment being transported. The policy coverage shall be on a Special Coverage Form including loading & unloading.

If the Contractor will have State property in their care, custody, and/or control, including State property on their premise for storage, repair, and other conditions, Contractor shall maintain Bailee’s Legal Liability with a limit equal to the replacement value of State-owned property in Contractor’s care, custody, and control. The Contractor’s policy also must include coverage for state property, which is destroyed, including but not limited to by the following perils of fire, lightning, theft, burglary, robbery, windstorm, explosion, collision, floor, sprinkler leak, and earthquake.

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

Contractor and/or Permittee is responsible to notify the State within five business days before the effective date of any cancellation, non-renewal, or material change that affects required insurance coverage. In the event Contractor and/or Permittee fails to keep in effect at all times the specified insurance coverage, the State may, in addition to any other remedies it may have, terminate this Contract upon the occurrence of such event, subject to the provisions of this Contract.

Contractor and/or Permittee is responsible for any deductible or self- insured retention contained within their insurance program.

Any required insurance contained in this Contract shall be primary, and not excess or contributory, to any other insurance carried by the State.

All insurance companies must carry a rating acceptable to the Office of Risk and Insurance Management. If the Contractor and/or Permittee is self-insured for a portion or all its insurance, review of financial information including a letter of credit may be required.

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

Inadequate or lack of insurance does not negate the Contractor and/or Permittee’s obligations under the Contract.

All insurance required by this Contract must allow the State to pay and/or act as the Contractor’s agent in satisfying any self-insured retention (SIR). The choice to pay and/or act as the Contractor’s agent in satisfying any SIR is at the State’s discretion.

All coverage and limits available to the Contractor shall also be available and applicable to the State, regardless of the minimum limits required in Section three (3) Insurance Requirements.

In the case of the Contractor and/or Permittee’s utilization of subcontracts to complete the Contracted Scope of Work (SOW), the Contractor and/or Permittee shall include all subcontractors as insured under the Contractor and/or Permittee’s insurance or supply evidence of insurance to the State equal to policies, coverages and limits required of the Contractor and/or Permittee.

The Contractor/Permittee shall be responsible for any premium, deductible or self-insured retention in connection with any Required Insurance.

By requiring the insurance herein, the Department does not represent that the insurance coverage and limits will necessarily be adequate to protect the Contractor/Permittee and such coverage and limits shall not be deemed as a limitation on the Contractor’s/Permittee’s liability under the indemnities granted to the Department in this Contract.

The Contractor shall provide an insurance certificate evidencing the required insurance coverage before work commences under this Agreement.