00-RP RFP # 27-13 Contract Management System.docx

REQUEST FOR PROPOSAL

RFP # 27-13

CONTRACT MANAGEMENT SYSTEM

Date of Issuance: Tuesday, August 25, 2026

Proposal Due Date and Time: Wednesday, September 16, 2026 by 2:00 p.m. EST

Designated Contact: Rob Henschel | Rob.Henschel@RoswellPark.org

Roswell Park Cancer Institute Corporation d/b/a Roswell Park Comprehensive Cancer Center Elm and Carlton Streets Buffalo, NY 14263 www.roswellpark.org

TABLE OF CONTENTS

SECTION 1: GENERAL

1.1 Summary of Request

Roswell Park Cancer Institute Corporation d/b/a Roswell Park Comprehensive Cancer Center (“Roswell Park”) is seeking proposals (each a “Proposal”) from qualified vendors (each a “Respondent”) to provide a comprehensive, state of the art, health care focused contract life-cycle management system (“CLM”) as further described in Section II of this RFP. Roswell Park anticipates awarding this RFP to a single Respondent (“Successful Respondent”).

1.2 RFP Schedule

Below is the anticipated schedule for this RFP (the “RFP Schedule”). Roswell Park reserves the right to revise the RFP Schedule in its sole discretion. Updates to the RFP Schedule shall be announced via Addendum to this RFP and posted to Bonfire.

RFP Issuance Date

Notice of Intent to Submit Due

Pre-Proposal Conference

Questions Due

Answers Issued

Proposals Due

Respondent Interviews/Demonstrations

Agreement(s) Awarded (estimate only)

1.3 About Roswell Park

Roswell Park operates a National Cancer Institute (“NCI”) designated comprehensive cancer center located in Buffalo, New York. The cancer center was founded in 1898 by Dr. Roswell Park, one of the nation’s preeminent surgeons. Roswell Park provides a comprehensive array of inpatient and outpatient cancer treatment services, as well as a wide variety of cancer research, education, and prevention activities, on a local, national, and international scale. From its inception, Roswell Park’s mission – to understand, prevent and cure cancer – has remained consistent with the vision of its founder.

Roswell Park was among the first to be designated a “Comprehensive Cancer Center” by the NCI in 1974, and has held that designation ever since. Roswell Park is also a charter member of the prestigious National Comprehensive Cancer Network (“NCCN”), an alliance of the nation’s leading cancer centers. Many Roswell Park faculty members serve on the NCCN panels that create the Clinical Practice Guidelines in Oncology – the internationally recognized standards for clinical policy in oncology and the most comprehensive, most frequently updated clinical practice guidelines available in any area of medicine.

Roswell Park is a New York public benefit corporation formed under Title 4 of Article 10-C of the New York Public Authorities Law (the “Roswell Park Act”).

Roswell Park enters into approximately 2,000 contracts per year.

1.4 Notice of Intent to Respond

After downloading the RFP from the New York State Contract Reporter, all companies planning to submit a Proposal shall send an email stating their intent to respond to: Rob Henschel @ rob.henschel@roswellpark.org

1.5 Questions

Roswell Park will accept questions from Respondents regarding this RFP from the date of issuance through Tuesday, September 8, 2026 at 2:00 p.m. EST (the “Question Period”). Questions must be submitted via email to: Rob Henschel @ [Email Address]. Respondents must reference the RFP number and title in the subject line of their email. As part of Roswell Park’s response to questions, ALL questions, and the associated answers, will be shared collectively with all Respondents via issuance of a written Addendum to this RFP.

1.6 Pre-Proposal Meeting

Roswell Park will convene a pre-proposal meeting via Teams at the date and time indicated in the RFP Schedule. The intent of the pre-proposal meeting is to provide an overview of this RFP and related documents, and to field any preliminary questions prospective Respondents may have. Instructions for accessing the pre-proposal meeting will be provided via email. Respondents planning to attend the pre-proposal meeting must RSVP to the Designated Contact on or before close of business on the day prior to the meeting. RSVPs should include the Respondent’s company name, and attendee name(s), title(s), phone number(s), and email address(es).

1.7 Respondent Presentations

At the sole discretion of Roswell Park, Respondents may be asked to demonstrate their CLM capabilities via face-to-face or web-based presentations.

1.8 Addenda

If it becomes necessary to clarify or modify any portions of this RFP, as determined by Roswell Park, in its sole discretion, then Roswell Park shall issue individually numbered addenda to the Respondents which shall contain such clarifications or modifications (each, an “Addendum”).

1.9 Validity of Proposals

Proposals shall remain open and valid for a period of at least one hundred eighty (180) days from the due date of this RFP (the “Proposal Validity Period”). During the Proposal Validity Period, the price quoted, and the proposed offering, in each Proposal must remain unchanged unless otherwise directed, in writing, by Roswell Park. If a Respondent is selected as a successful Respondent by Roswell Park (a “Successful Respondent”) and awarded a resultant agreement (a “Resultant Agreement”) during the Proposal Validity Period, then, once accepted, the price quoted and the proposed offering of such Successful Respondent must remain unchanged and in effect.

1.10 Modifications

Except as otherwise expressly provided herein, the Respondents shall not modify this RFP, including, for the avoidance of doubt, any forms or attachments hereto, without the express written approval of Roswell Park.

1.11 Discrepancies

The Respondents shall promptly bring discrepancies found in this RFP to the attention of Roswell Park.

1.12 Term

Roswell Park anticipates awarding a Resultant Agreement with an initial term of three (3) years (the “Initial Term”), with up to four (4) successive one (1) year renewal terms which may be exercised by Roswell Park at its option.

1.13 Price Protection

The pricing set forth in the Resultant Agreement shall be fixed for the Initial Term. Thereafter, pricing may be increased one (1) time per calendar year upon sixty (60) days’ prior written notice to Roswell Park by an amount not to exceed the lesser of (i) three percent (3%) or (ii) the percentage change in the U.S. City Average CPI-U for All Items (1982-84=100), as published by the U.S. Bureau of Labor Statistics.

1.14 Procurement Lobbying

Pursuant to Chapter 1 of the Laws of 2005, as amended by Chapter 596 of the Laws of 2005, as of the date of issuance of this RFP, any direct or indirect contacts, communications, lobbying, or other attempts of any kind by any Respondent to influence the RFP award process are prohibited by New York State law.

1.15 Restrictions on Contacts During the Procurement Process

Pursuant to Section 139-j of the State Finance Law, as amended by Chapters 56 and 395 of the Laws of 2006, Chapter 501 of the Laws of 2007, Chapter 169 of the Laws of 2009, and Chapter 4 of the Laws of 2010, this RFP includes and imposes certain restrictions on communications between Roswell Park and any Respondent during the procurement process. All Respondents are restricted from making contacts from the earliest notice of this RFP through the final award and approval of the Resultant Agreement by Roswell Park to any person at Roswell Park other than Designated Contact listed above, unless it is a contact that is included among certain statutory exceptions set forth in Section 139-j(3)(a) of the State Finance Law. Respondents shall refer to the Office of General Services website for further information regarding these requirements, including penalties that may be imposed on any Respondent for violation thereof.

1.16 Roswell Park’s Rights

This RFP is a request for proposal and does not constitute an offer by Roswell Park. Roswell Park reserves the right, in its sole discretion, to: (i) award a Resultant Agreement to a single Respondent, to multiple Respondents, or not to make an award at all; (ii) reject any Proposals; (iii) award only a portion of the RFP; (iv) adjust or correct any arithmetical error in any Proposal following notification to the Respondent; (v) waive minor irregularities in any Proposal following notification to the Respondent; (vi) adopt, as Roswell Park property, all submitted Proposals and corresponding attachments, and to use any portions thereof which are not specifically noted by the Respondent as proprietary; (vii) change any portion of this RFP following issuance of an Addendum to the Respondents; (viii) cancel or limit the scope of this RFP; (ix) consider and accept modifications in any Proposal at any time before an award is made, if such action is in the best interest of Roswell Park, as determined by Roswell Park, in its sole discretion; or (x) negotiate with any Respondent to serve the best interests of Roswell Park.

1.17 Costs to Prepare Proposals

Roswell Park is not responsible, and will not reimburse any Respondent, for any costs incurred by a Respondent in preparing or submitting a Proposal, in making any presentations to Roswell Park in connection with a Proposal, in providing any demonstrations to Roswell Park in connection with a Proposal, or in performing any other activities relative to this RFP prior to award of a Resultant Agreement. Furthermore, unless otherwise agreed to in writing by Roswell Park, Roswell Park is not liable for any costs incurred by a Successful Respondent following award of the RFP until a Resultant Agreement is fully executed.

1.18 Requirements for Resultant Agreements

If awarded a Resultant Agreement, the Successful Respondent must ensure the following:

(i) The provisions of Sections 1.10, 1.11, and 3 of this RFP must be incorporated into the Resultant Agreement.

(ii) The Resultant Agreement must incorporate Roswell Park’s Appendix A (Roswell Park Required Clauses) (“Appendix A”), Appendix A-1 (EEO Requirements) (“Appendix A-1”), Appendix B (Roswell Park Standard Terms and Conditions) (“Appendix B”), and Appendix C (Information and System Security Requirements) (“Appendix C”) (collectively, the “Appendices”), all of which are attached to this RFP (see Section 8 of this RFP for a list of attachments).

(iii) To the extent that the Resultant Agreement requires Roswell Park to indemnify, defend, and/or hold harmless the Successful Respondent and/or any representative of the Successful Respondent, such provision must be worded as follows: Subject to the availability of lawful appropriations, and consistent with the Section 8 of the New York State Court of Claims Act, Roswell Park shall hold [Successful Respondent] harmless from, and indemnify [Successful Respondent] for any final judgment of a court of competent jurisdiction, only to the extent attributable to the negligence of Roswell Park or of its officers or employees when acting within the course and scope of their employment under this Agreement.

(iv) To the extent that the Resultant Agreement contains a disclaimer of damages and/or a limitation of liability, such disclaimer and/or limitation of liability must expressly exclude, and include carve-outs for:

(a) The indemnification obligations of the parties under the Resultant Agreement (if any);

(b) The negligence, willful misconduct, or fraud of the parties under the Resultant Agreement;

(c) The Successful Respondent’s breach of Appendix C.

(d) The Successful Respondent’s failure to comply with applicable law under the Resultant Agreement; and

(e) Successful Respondent’s intellectual property infringement.

Notwithstanding any language to the contrary, to the extent that the Resultant Agreement has terms and conditions that are in conflict with the foregoing, including, for the avoidance of doubt, the contents of the Appendices, such conflicting terms and conditions must be removed. Should the Successful Respondent fail to comply with the foregoing, Roswell Park will deem the Successful Respondent non-responsive, and the Successful Respondent’s award will be revoked, and no Resultant Agreement shall be entered into, until the Successful Respondent remedies all defects.

SECTION 2: EEO REQUIREMENTS

2.1 Application to State Contracts

Roswell Park is required to implement the provisions of Article 15-A of the Executive Law and 5 NYCRR Parts 140-147 for all “state contracts”, as defined therein, with a value: (i) in excess of $25,000 for labor, services, equipment, materials; or (ii) in excess of $100,000 for real property construction and renovation.

2.2 Scope of Application

The requirements of this Section 2 shall apply to any Respondent whose Proposal will meet or exceed the applicable threshold described in Section 2.1 of this RFP, and to the extent that the Respondent’s workforce who will be performing any work under the Resultant Agreement is within the state of New York, and then solely with respect to employment by the Respondent within the state of New York. To the extent a Respondent meets the above criteria, then the Respondent shall comply with the requirements of this Section 2 and Appendix A-1.

2.3 EEO Documentation

To the extent a Respondent meets the criteria described in Section 2.2 of this RFP, then the Respondent shall:

(i) Submit an EEO policy statement, which shall be included as part of the Respondent’s Proposal, in accordance with the requirements set forth in Appendix A-1. If a Respondent does not have an existing EEO policy statement or prefers to use the one Roswell Park has supplied with this RFP, then each such Respondent may adopt the model EEO Policy Statement which is attached to this RFP (see Section 8 of this RFP for a list of attachments).

(ii) Submit a completed, signed EEO Staffing Plan, which shall be included as part of the Respondent’s Proposal, which must be submitted on the form which is attached to this RFP (see Section 8 of this RFP for a list of attachments).

2.4 Conflict with Federal Law

Roswell Park shall consider compliance by a Respondent with the requirements of any federal law concerning equal employment opportunity which effectuates the purpose of this Section 2. To the extent that any requirements of this Section 2 or Appendix A-1 duplicates or conflicts with any federal law, Roswell Park shall waive the applicability of such provision to the extent of such duplication or conflict.

SECTION 3: INSURANCE REQUIREMENTS

3.1 Coverage Requirements

Throughout the Term, the Successful Respondent shall, at its expense, and shall ensure that any of its subcontractors, at their expense, maintain the following minimum insurance coverages, with insurers licensed to do business in New York State and having an A.M. Best rating of A- or greater:

3.1.1 Commercial General Liability Insurance

Commercial general liability insurance, written on an occurrence basis, in amounts not less than $1,000,000 per occurrence and $2,000,000 in the aggregate, including coverage for bodily injury, property damage, personal injury, products and completed operations, and contractual liability.

3.1.2 Umbrella/Excess Liability Insurance

Umbrella/excess liability insurance, written on an occurrence basis, in amounts not less than $5,000,000 per occurrence and $5,000,000 in the aggregate, providing coverage in excess of the Successful Respondent’s underlying commercial general liability insurance, on terms at least as broad as the underlying coverage which can be provided by any combination of the Successful Respondent’s primary and excess liability policies.

3.1.3 Cyber Liability Insurance

Cyber liability insurance for network security and privacy risks, written on an occurrence basis, in amounts not less than $5,000,000 per occurrence and $5,000,000 in the aggregate, including coverage for: (i) any unlawful or unauthorized use, disclosure, creation, receipt, hosting, storage/maintenance, transmittal, or other access of or to Roswell Park Data (as defined in Appendix C); (ii) financial loss resulting or arising from acts, errors, or omissions in rendering technology and professional services; (iii) first and third party business interruption loss resulting from network security failure; (iv) privacy and security liability, covering liabilities for the violation or infringement of any right of privacy, and coverage for investigations, remediations, notifications, fraud prevention, and other mitigation and remediation activities related thereto; and (v) damages and remediation caused by the introduction of a Disabling Device (as defined in Appendix C).

3.2 Policy Requirements

The Successful Respondent’s insurance shall apply on a primary and non-contributory basis. The Successful Respondent shall name Roswell Park as an additional insured on its commercial general liability and umbrella/excess liability policies, and except as otherwise prohibited by applicable law, the Successful Respondent and its insurers hereby waive all rights of subrogation against Roswell Park for recovery of damages to the extent such damages are covered by the Successful Respondent’s insurance. The Successful Respondent shall provide Roswell Park with at least thirty (30) days’ written notice prior to any cancellation, non-renewal, or material change to any policy. The Successful Respondent agrees that the limits of its insurance shall not be construed as a limitation on its liability, including with respect to its indemnification and liability obligations, under the Resultant Agreement.

3.3 Proof of Coverage

The Successful Respondent, for itself and its subcontractors, will provide Roswell Park with certificates of insurance evidencing the required coverage upon request by Roswell Park. Neither the Successful Respondent’s failure to provide, nor Roswell Park’s failure to request or obtain, proof of coverage shall act as a waiver of any required coverage. Roswell Park reserves the right to require complete, certified copies of all required insurance policies, including endorsements, required under this Section 3, at any time.

SECTION 4: CONTENT AND FORMAT OF PROPOSALS

4.1 Proposal Form

Each Respondent’s Proposal shall include a completed, signed Proposal Form, which must be submitted on the form which is attached to this RFP (see Section 8 of this RFP for a list of attachments).

4.2 Non-Collusion Affidavit

Each Respondent’s Proposal shall include a completed, signed Non-Collusion Affidavit, which must be submitted on the form which is attached to this RFP (see Section 8 of this RFP for a list of attachments).

4.3 Disclosure Form

Each Respondent’s Proposal shall include a completed, signed Disclosure Form, which must be submitted on the form which is attached to this RFP (see Section 8 of this RFP for a list of attachments).

4.4 Certificate of Insurance

Each Respondent’s Proposal shall include a certificate of insurance evidencing its compliance with the insurance requirements set forth in Section 3 of this RFP.

4.5 Material Deviations and Exceptions

Respondents are required to submit Proposals that conform to all requirements and terms of this RFP. Any material deviation from this RFP must be clearly identified and submitted in writing for review and consideration during the Question Period (see Section 1.4). Material deviations submitted after the close of the Question Period will not be considered. Proposals containing unapproved material deviations may be deemed non-responsive and rejected. A material deviation is any exception, modification, addition, deletion, or alteration to the RFP’s requirements, terms, conditions, specifications, or instructions that (1) changes one or more substantive requirements of this RFP, (2) gives the Respondent a competitive advantage not available to other Respondents, or (3) has a significant impact on the scope, quality, price, or performance of the services or goods being procured. Examples of material deviations include, but are not limited to:

(i) Significant changes to the scope of services or technical specifications

(ii) Exceptions to payment terms, insurance requirements, indemnification or liability provisions, or other material contract terms

(iii) Alternate pricing structures

(iv) Changes to the term of the Resultant Agreement, renewal options, or termination rights

Non-material exceptions, minor clarifications, or administrative suggestions that do not affect the fundamental requirements of this RFP should be submitted with the Proposal for consideration, and are not required to be submitted during the Question Period. Roswell Park reserves the right to determine, in its sole discretion, whether a proposed deviation is material and whether it will be accepted. If a Respondent is unclear on whether an exception would be deemed material, Respondent should seek clarification during the Question Period. Exceptions to Appendices A and A-1 will not be considered.

Non-material exceptions to any other Appendices should be submitted in the form of redlined changes (in Word format) and included as part of the Respondent’s Proposal. Other non-material exceptions to any other requirements or terms of this RFP should be submitted as a separate attachment to the Proposal, clearly identifying the sections of the RFP and clearly stating the exceptions taken. Failure to include non-material exceptions as part of Respondent’s Proposal, shall be deemed acceptance of this RFP, including the Appendices. Exceptions taken by the Respondents will be a factor in Roswell Park’s evaluation and determination of award.

4.6 EEO Documentation

To the extent a Respondent meets the criteria described in Section 2.2 of this RFP, then each such Respondent’s Proposal shall include the EEO documentation described in Section 2.3 of this RFP.

4.7 Audited Financial Statements

If the value of any Respondent’s Proposal and Resultant Agreement, if awarded by Roswell Park, will exceed $1,000,000, then each such Respondent’s Proposal shall include its audited financial statement, approved/certified by a certified public accountant. The audited financial statement shall not be dated more than ninety (90) days prior to the date of receipt by Roswell Park. If the audited financial statement was issued more than ninety (90) days prior to the date of receipt by Roswell Park, then such Respondent must submit its most recent audited financial statement and its most recent unaudited quarterly financial statement. The unaudited quarterly financial statement must show such Respondent’s current assets and liabilities. All audited financial statements will be presented in accordance with generally accepted accounting principles.

4.8 Non-Responsive Proposals

Notwithstanding any language to the contrary, to the extent that a Respondent submits a Proposal that is not in compliance with the requirements of this Section 4, Roswell Park will deem the Respondent’s Proposal non-responsive, and the Respondent’s will not be considered for award, or a Resultant Agreement, until the Respondent remedies all defects.

SECTION 5: PROPOSAL SUBMISSION REQUIREMENTS

5.1 Due Date and Time

Proposals must be received by Roswell Park no later than Wednesday, September 16, 2026, by 2:00 p.m. EST.

5.2 Number and Format of Copies

The Respondents must submit their Proposals in electronic format via email to rob.henschel@roswellpark.org

5.3 Late Proposals

Late Proposals will not be opened or evaluated by Roswell Park. Each Respondent is responsible for assuring that its Proposal is received by Roswell Park by the due date and time indicated on the cover page, and in Section 5.1, of this RFP.

SECTION 6: SCOPE OF REQUEST

6.1 General

The Successful Respondent shall provide all software, configuration, implementation, project management, training, and support necessary to provide, install, implement, support, and maintain a fully operational CLM in accordance with this Section 6. The CLM shall support a full contract lifecycle and provide measurable performance and compliance reporting. Roswell Park’s primary goals for implementing a new CLM are to:

(i) Create a comprehensive, fully, and easily searchable electronic database of all Roswell Park contracts and vendors.

(ii) Streamline and expedite Roswell Park’s contracting process.

(iii) Provide transparency for Roswell Park’s internal clients as their contracts move through the contracting process by allowing CLM access and/or electronic notification for status updating.

(iv) Improve Roswell Park’s control over all aspects of the contract life-cycle (i.e., submission, intake, reviewer assignment, review or drafting, negotiation, approval, execution, amendment, assignment, renewal, and expiration or termination).

(v) Permit users to easily perform data analyses and run reports.

6.2 System Configuration and Customization

The Successful Respondent shall configure and customize the CLM to meet the operational needs of an in‑house Legal Department, including, but not limited to:

6.2.1 Contract Record

The CLM must:

(a) Have customizable contract data points/fields (i.e., contact type and sub-type, risk factors, required approvals, internal and external contacts, key dates, etc.).

(b) Allow for the ability to:

(I) Easily change internal and external contacts to a new contacts (i.e., when an employee leaves Roswell Park or a vendor).

(II) Appropriately identify, search, and store contracts entered into the CLM by Roswell Park and its affiliates.

6.2.2 Vendor Profile

The CLM must allow for the ability to:

(a) Set up “locked” vendor profiles and limit ability to create and modify vendor profiles to certain approved users.

(b) Easily change a vendor name across the entire database (i.e., merger or acquisition).

(c) Relate vendor profiles or otherwise account for different subsidiaries and divisions of a vendor.

6.2.3 Contract History

The CLM must:

(a) Allow for the ability to:

(I) Maintain detailed lifecycle information (i.e., routing history, record of approvals, renewals, etc.).

(II) Allow for the ability to store ancillary documents in the contract record.

(b) Allow for automated storage of email exchanges (e.g., ability to “copy” the contract record via email or have other automated means of saving emails to the contract record, even if the drafting/negotiation is handled outside of the CLM).

6.2.4 Contract Types and Metadata

The CLM must:

(a) Support multiple contract types, including vendor, research, clinical, employment, educational, real estate, material transfer, and confidentiality agreements.

(b) Be configurable to support multiple internal review status types.

(c) Be configured with custom metadata fields to support legal, regulatory, and operational requirements.

(d) Include configurable clause libraries and standardized language options.

6.2.5 Correlation

The CLM must allow for the ability to:

(a) Link/correlate related contracts (e.g., link business associate agreements, amendments, renewals, etc. to underlying or associated agreements).

(b) Link contracts relating to the same project or link multiple contracts to the same vendor profile.

6.2.6 Master Terms

The CLM must allow for the ability to store master agreements and terms and conditions in a manner that makes it easy to:

(a) Determine whether there are master terms on file for a vendor.

(b) Find and retrieve relevant master terms (i.e., easily distinguish between purchase terms versus service terms).

6.2.7 Notifications and Alerts

The CLM must allow for the ability to:

(a) Send customizable, auto-generated notifications to internal clients (e.g., contract expiration or renewal).

(b) Customize notice content based on contract type or renewal terms.

6.2.8 Search and Filter

The CLM must allow for:

(a) The ability to search, sort, and filter contracts based on multiple data points (e.g., vendor, Department, Department contact, reviewer, cost center, contract type, contract sub-type, effective date, submission date, etc.).

(b) Keyword and full text searches that allow for the ability to:

(I) Include or exclude text of contract documents in a search.

(II) Add customizable flags or tags for searching, (e.g., contracts that are subject to Quality Committee oversight, contracts that are subject to MWBE goals, contracts that have certain risk factors, etc.).

6.2.9 Customization

The CLM must allow for the ability to:

(a) Customize contract record fields such as “contract type” and sub-fields such as “service type”.

(b) Distinguish between contracts where Roswell Park is the provider versus the recipient of services.

6.2.10 Integration, Interface, and Compatibility

The CLM must:

(a) Integrate, interface, and/or be compatible with Workday (supply chain management), Microsoft Office tools (Word, Outlook, Excel, Exchange), and Adobe Portable Document Format (PDF)

(b) Be compatible with electronic signatures

6.2.11 Workflows

The CLM workflows must:

(a) Be configured for contract submission, intake, reviewer assignment, review or drafting, negotiation, approval, execution, amendment, assignment, renewal, and expiration or termination workflows.

(b) Be customizable, dictating who must review and approve and in what order, depending on contract type, contract value, requesting Department, and other factors.

(c) Support conditional routing, parallel reviews, escalation paths, and approval thresholds.

(d) Be configurable without requiring custom code.

6.2.12 User Roles, Access, and Permissions

The CLM must:

(a) Support role‑based (e.g., Legal reviewer, Purchasing, Department contact, Information Security reviewer, etc.) access controls.

(b) Have configurable permissions and access restrictions at the contract, workflow, and reporting levels (e.g., based on role, contract type, for highly sensitive/confidential contracts [e.g., employment agreements, agreements containing PHI], etc.), including the ability to assign view-only access to see where contract is in the review process.

(c) Maintain a complete audit trail of all user activity.

6.2.13 Electronic Contract Submission

The CLM must have functionality to enable Roswell Park to:

(a) Allow internal clients to submit contract review (and drafting) requests electronically through the CLM

(b) Customize the contract submission format depending on contract type (e.g., procurement contract, employment agreement, material transfer agreement, payor contract)

(c) Have “if, then” data fields in the submission forms that require additional fields to be completed or skipped depending on previous answers

6.2.14 Central Repository of Templates

The CLM must have functionality to enable Roswell Park to:

(a) Maintain current contract templates and standard provisions within the CLM.

(b) Easily update language across all templates.

6.2.15 Information and System Security

Roswell Park contracts involve PHI and other sensitive data. As such:

(a) The CLM must be HIPAA compliant.

(b) If, in providing installation, implementation, support, and/or maintenance of the CLM, the Successful Respondent will create, host, or transmit Roswell Park PHI, the Successful Respondent must use an encryption solution that meets, at a minimum, National Institute of Standards and Technology (“NIST”) guidance and is Federal Information Processing Standards (“FIPS”) 140-2 (or higher)-validated to encrypt all PHI at rest, in any Successful Respondent technology, which includes all PHI maintained in back-ups (whether maintained by Successful Respondent or a subcontractor), and in transit within, from, or to any Successful Respondent technology. Additionally, the Successful Respondent shall ensure that all Successful Respondent technology containing Roswell Park PHI is secured using a FIPS 140-2 (or higher)-validated whole-disk encryption solution and that the cryptographic module used by the encryption or other cryptographic product be tested and validated under the NIST Cryptographic Module Validation Program to confirm compliance with the requirements of FIPS Publications 140-2 (or higher).

6.3 Data Migration and Integration

The Successful Respondent shall provide data migration and integration services, including:

(i) Migration of active contracts and related metadata from legacy systems and repositories.

(ii) Indexing and association of contract documents with metadata fields.

(iii) Validation of migrated data for completeness and accuracy.

(iv) Describing available integrations with commonly used enterprise systems, including identity management, document repositories, and electronic signature platforms.

6.4 Dashboards

The CLM shall include configurable role-based dashboards displaying the contracts that the user is connected to (e.g., as Legal Reviewer, Requesting Department Manager, Executive, Purchasing, etc.) Dashboards shall display real time or near real time data, providing visibility into:

(i) Contract volume (by type, status, Requesting Department, etc.)

(ii) Contract review and cycle times

(iii) Next steps/phases of review

(iv) Workload distribution

(v) Review queues based on type, status, and priority

(vi) Upcoming expirations and renewals

(vii) Key contractual obligations and milestones

6.5 Tracking and Reporting

The CLM must allow for:

(i) Track and report on the time a contract spent in various queues/phases

(ii) Create and run custom reports based on multiple data points, including customized tags/flags

(iii) Manipulate/edit reports

(iv) Export reports in standard formats

(i) Automatic notifications to internal clients when a contract moves to a new phase/queue

6.6 Key Performance Indicator Tracking

The CLM shall support the definition, tracking, and reporting of Key Performance Indicators (“KPIs”) related to contract review and management. The CLM must:

(i) Provide standard KPI metrics commonly used by in‑house Legal Departments

(ii) Support configuration of custom KPIs

(iii) Enable historical trend analysis and comparison reporting

(iv) Contain KPIs that include, at a minimum:

(a) Contract review turnaround time

(b) Time spent in workflow stages/statuses

(c) Contract volume by type

(d) On‑time completion of reviews and renewals

6.7 Training, and Change Support

The Successful Respondent shall provide Roswell Park with:

(i) System and user acceptance testing support

(ii) Training for legal staff and system administrators

(iii) Written training materials and system documentation

(iv) Post‑deployment support during the stabilization period

6.8 Testing, Deployment, and Go‑Live

The Successful Respondent shall be responsible for:

(i) Assistance with identifying and formatting existing contracts, documents, and other data for migration

(ii) Deployment planning and execution

(iii) Final configuration testing and validation

(iv) Go‑live support

(v) Issue resolution during initial production use

6.9 Support and Maintenance

The Successful Respondent shall be responsible for the following throughout the Term:

(i) Ongoing technical support services

(ii) System maintenance and updates

(iii) Customer support and escalation

(iv) Optional support for customization/optimization services

6.10 Additional System Features

Roswell Park prefers that the CLM have the following functionality:

6.10.1 Artificial Intelligence Contract Review and Drafting Capabilities

Native or seamlessly integrated Artificial Intelligence (“AI”) tools designed to streamline the contract lifecycle, from initial drafting through negotiation and final execution, including:

(a) Dynamic Template Generation: Features that allow users to generate first drafts of standard agreements (e.g., consulting service agreements, confidential non-disclosure agreements, academic affiliation agreements) using natural language prompts and predefined data fields.

(b) Intelligent Redlining: Tools that allow users to accept, reject, or rewrite clauses in real-time within the CLM, automatically offering preferred alternate language, or language that was previously agreed upon with the outside party.

(c) Negotiation History Tracking: Ability to track and summarize historical negotiations, helping Legal and Purchasing teams quickly understand what favorable terms were previously achieved with the outside party or why certain concessions were made in previous contracts.

(d) Playbook Enforcement: Tools that will allow the development, customization, and maintenance of internal playbooks (e.g., based on contract type), and tools that will automatically compare drafted contracts against the appropriate playbook, identifying deviations and suggesting alternate language to comply with the playbook.

(e) Rapid Extraction: Tools capable of ingesting third-party contracts (PDFs, Word documents, scanned images) and extracting key metadata, including but not limited to: effective dates, termination clauses, auto-renewals, limitation of liability, insurance, and indemnification.

(f) Executive Summaries: Tools that will automatically generate concise, plain-language summaries of complex contracts to facilitate faster review and support communication with the Contract Owner.

(g) Automated Risk Scoring: Ability to review third-party paper against organizational risk tolerance, standard templates, and playbooks, providing a risk assessment score and highlighting critical missing, contradictory, or non-compliant clauses.

6.10.2 Negotiation

(a) Negotiate/exchange drafts with internal and external users within the CLM

(b) Control versions with automatic document labeling or other functionality

6.10.3 Automation

(a) Automate the signature process (internal and external)

(b) Automatically:

(I) Distribute executed contracts or a link to executed contracts for interested parties (internal and external) (II) Send emails to vendors with customized content (e.g., request for updated certificates of insurance, notification of new policy, etc.)

6.10.4 Integration and Interface

Roswell Park would prefer that the CLM integrate or interface with the New York State Contract System (particularly for reporting on per contract MBWE requirements)

6.11 Deliverables

The Successful Respondent shall, in accordance with the requirements of this Section 6, deliver, at a minimum:

(i) A fully configured, customized, implemented, validated, and operational CLM

(ii) Migration of existing contract documents and associated data

(iii) Training materials and system documentation

6.12 Successful Respondent Minimum Responsibilities

At a minimum, the Successful Respondent shall be solely responsible for all necessary and required software, configuration, implementation, project management, training, support, coordination of resources, adherence to this Section 6, and compliance with all applicable Roswell Park and New York State requirements and policies.

SECTION 7: PROPOSAL EVALUATION

7.1 Evaluation Criterion

All Proposals will be reviewed and evaluated by a Roswell Park evaluation committee. The committee will recommend the award be made to the Respondent(s) whose Proposal(s) receive(s) the highest overall score based on the following criterion (Roswell Park reserves the right to place such weight on each of such factors as it deems appropriate, in its sole discretion):

7.2 Reviewer Scoring Rubrics

The Roswell Park evaluation committee will score the Proposals in accordance with the following scoring rubrics:

Scoring Scale (Applies to All Criterion)

SECTION 8: RFP ATTACHMENTS

1. Proposal Form

2. Non-Collusion Affidavit

3. Disclosure Form

4. EEO Policy Statement

5. EEO Staffing Plan

6. Appendix A

7. Appendix A-1

8. Appendix B

9. Appendix C

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