Specifications

Generator Maintenance, Inspection and Repair Services Bid Number 6000001312
California Department of Corrections and Rehabilitation (CDCR) Exhibit D
SPECIAL TERMS AND CONDITIONS
Page 3 of 18
Agreement only if the State should substantially fail to perform its responsibilities as
provided herein.
Additionally, the State reserves the right to terminate this Agreement subject to thirty (30)
calendar days written notice to the Contractor should it be later identified as a service which
can be consolidated into a statewide/regionalized Agreement. The State may exercise its
option to cancel the remaining years of this Agreement, should it be decided that with
additional institutions and/or sites, the State would receive a better rate for the same
service.
However, the State can immediately terminate this Agreement for cause. The term “for
cause” shall mean that the Contractor fails to meet the terms, conditions, and/or
responsibilities of the Agreement. In this instance, the Agreement termination shall be
effective as of the date indicated on the State’s notification to the Contractor.
This Agreement may be suspended or cancelled without notice, at the option of the
Contractor, if the Contractor or State’s premises or equipment are destroyed by fire or other
catastrophe, or so substantially damaged that it is impractical to continue service, or in the
event the Contractor is unable to render service as a result of any action by any
governmental authority.
3. Contract Suspension
Notwithstanding any other provisions of this Agreement, pursuant to a Governor’s Executive
Order or equivalent directive, such as a court order or an order from a federal or state
regulatory agency, mandating the suspension of state contracts, the State may issue a
Suspension of Work Notice. The Notice shall identify the specific Executive Order or
directive and the Agreement number(s) subject to suspension. Unless specifically stated
otherwise, all performance under the Agreement(s) must stop immediately upon receipt of
the Notice. During the period of contract suspension, Contractor is not entitled to any
payment for the suspended work. Once the order suspending state contracts has been
lifted, a formal letter from the Department will be issued to the Contractor to resume work.
4. Responsibility Hearing
If this Agreement is terminated for cause, CDCR reserves the right to conduct a
responsibility hearing to determine if the Contractor is a responsible bidder before an award
of future Agreements can be made.
5. Confidentiality of Data
All financial, statistical, personal, technical and other data and information relating to State’s
operation, which are designated confidential by the State and made available to carry out
this Agreement, or which become available to the Contractor in order to carry out this
Agreement, shall be protected by the Contractor from unauthorized use and disclosure.
If the methods and procedures employed by the Contractor for the protection of the
Contractor’s data and information are deemed by the State to be adequate for the protection
of the State’s confidential information, such methods and procedures may be used with the
written consent of the State. The Contractor shall not be required under the provisions of
this paragraph to keep confidential any data already rightfully in the Contractor’s possession
Bid 6000001312
State of California
11/14/2013 2:35 PM
p. 106