230000001262.pdf

320 S Walnut Street Lansing, MI 48933 P.O. Box 30026, Lansing, MI 48909

STATE OF MICHIGAN PROCUREMENT

Department Technology, Management and Budget Central Procurement Services

CONTRACT CHANGE NOTICE

CONTRACT SUMMARY

MIO Grant Consulting Services Prequalification Program

INITIAL EFFECTIVE DATE INITIAL EXPIRATION DATE INITIAL AVAILABLE OPTIONS EXPIRATION DATE

BEFORE

July 17, 2023 July 16, 2027 4 - 1 Year July 16, 2027

PAYMENT TERMS DELIVERY TIMEFRAME

ALTERNATE PAYMENT OPTIONS EXTENDED PURCHASING

MINIMUM DELIVERY REQUIREMENTS

N/A

P-Card Direct Voucher (PRC) Other Yes No

1200 19th Street NW Suite 1000

Washington 0 20036

Jessica Wrenn

202-905-1173

Jessica_wrenn@mckinsey.com

VS0065227

McKinsey & Company, Inc. Washington D.C.

C O

N

TR

A C

TO

R

517-388-3413

MEHRENK@michigan.gov

Adam Ashley

(517)855-1376

DTMB

Kevin Mehren DTMB ashleya2@michigan.gov

C on tr ac t A dm in is tr at or

Pr og ra m

M an ag er

ST

A

TE

N/ANET 45

Change Notice Number 5

Contract Number MA230000001262 to

DESCRIPTION OF CHANGE NOTICE

OPTION EXTENSIONLENGTH OF OPTION LENGTH OF EXTENSION REVISED EXP. DATE

CURRENT VALUE VALUE OF CHANGE NOTICE ESTIMATED AGGREGATE CONTRACT VALUE

0 Years

$13,864,604.00 $0.00 $13,864,604.00

DESCRIPTION

Please note the Program Manager or Contract Administrator may have changed, and are reflected on this Change Notice.

Effective 1/26/2026, this Contract is amended to reflect updated accessibility requirements. All prior references to ADA, Accessibility, and/or WCAG 2.0 are replaced and superseded with the following language:

Accessibility Requirements.

The State is required to comply with the Americans with Disabilities Act of 1990 (ADA) and has adopted standards and procedures regarding accessibility requirements for websites, applications, content, and electronic documents. Due to a change in the law, the State is required to comply with specific accessibility standards for websites, applications, content and documents.

Starting 4/24/2026, throughout the Term, all websites, applications, software, content, and electronic documents, including but not limited to mobile applications, text, images, sounds, videos, controls, animations, links, and documents (including files in the following formats: PDF, word processing, presentation, and spreadsheet), created, provided, or made available by the Contractor under this Contract, must comply with WCAG 2.1 Level AA.

All other terms, conditions, specifications and pricing remain the same. Per Contractor and agency agreement, and DTMB Central Procurement Services approval.

STATE OF MICHIGAN

ENTERPRISE PROCUREMENT

Department of Technology, Management, and Budget 320 S. Walnut Street 2nd Floor Lansing, MI 48933

P.O. BOX 30026 LANSING, MICHIGAN 48909

CONTRACT CHANGE NOTICE

CONTRACT SUMMARY

MIO Grant Consulting Services Prequalification Program

INITIAL EFFECTIVE DATE INITIAL EXPIRATION DATE INITIAL AVAILABLE OPTIONS EXPIRATION DATE

BEFORE

July 17, 2023 July 16, 2027 4 - 12 Months July 16, 2027

PAYMENT TERMS DELIVERY TIMEFRAME

ALTERNATE PAYMENT OPTIONS EXTENDED PURCHASING

MINIMUM DELIVERY REQUIREMENTS

N/A

P-Card Direct Voucher (PRC) Other Yes No

1200 19th Street NW Suite 1000

Washington DC 20036

Jessica Wrenn

202-905-1173

Jessica_wrenn@mckinsey.com

VS0065227

McKinsey & Company, Inc. Washington D.C.

C O

N

TR

A C

TO

R

KolodinZ@michigan.gov

Adam Ashley

517-855-1376

DTMB

Zach Kolodin MIEOG ashleya2@michigan.gov

C ontract

A dm inistrator Program M anagerSTA

TE

N/ANET 45

Change Notice Number 4

Contract Number MA230000001262 to

DESCRIPTION OF CHANGE NOTICE

OPTION EXTENSIONLENGTH OF OPTION LENGTH OF EXTENSION REVISED EXP. DATE

CURRENT VALUE VALUE OF CHANGE NOTICE ESTIMATED AGGREGATE CONTRACT VALUE

$9,064,604.00 $4,800,000.00 $13,864,604.00

DESCRIPTION

Effective December 17, 2025, $4,800,000.00 is hereby added to the Contract for MIO/DTMB.

All other terms, conditions, specifications, and pricing remain the same. Per contractor and agency agreement, DTMB Central Procurement approval, and State Administrative Board approval on 12/17/24.

ENTERPRISE PROCUREMENT

Department of Technology, Management, and Budget 320 S. Walnut Street 2nd Floor Lansing, MI 48933

P.O. BOX 30026 LANSING, MICHIGAN 48909

CONTRACT CHANGE NOTICE

CONTRACT SUMMARY

MIO Grant Consulting Services Prequalification Program

INITIAL EFFECTIVE DATE INITIAL EXPIRATION DATE INITIAL AVAILABLE OPTIONS EXPIRATION DATE

BEFORE

July 17, 2023 July 16, 2027 4 - 12 Months July 16, 2027

PAYMENT TERMS DELIVERY TIMEFRAME

ALTERNATE PAYMENT OPTIONS EXTENDED PURCHASING

MINIMUM DELIVERY REQUIREMENTS

N/A

P-Card Direct Voucher (PRC) Other Yes No

1200 19th Street NW Suite 1000

Washington DC 20036

Jessica Wrenn

202-905-1173

Jessica_wrenn@mckinsey.com

VS0065227

McKinsey & Company

C O

N

TR

A C

TO

R

KolodinZ@michigan.gov

Adam Ashley

517-855-1376

DTMB

Zach Kolodin MIEOG ashleya2@michigan.gov

C ontract

A dm inistrator Program M anagerSTA

TE

N/ANET 45

Change Notice Number 3

Contract Number MA230000001262 to

DESCRIPTION OF CHANGE NOTICE

OPTION EXTENSIONLENGTH OF OPTION LENGTH OF EXTENSION REVISED EXP. DATE

CURRENT VALUE VALUE OF CHANGE NOTICE ESTIMATED AGGREGATE CONTRACT VALUE

$7,985,729.00 $1,078,875.00 $9,064,604.00

DESCRIPTION

Effective September 24, 2024, $1,078,875.00 is being added to the Contract for MDOT.

All other terms, conditions, specifications, and pricing remain the same. Per contractor and agency agreement, DTMB Central Procurement approval, and State Administrative Board approval on 9/24/24.

CENTRAL PROCUREMENT SERVICES

Department of Technology, Management, and Budget

320 S. WALNUT ST., LANSING, MICHIGAN 48933

P.O. BOX 30026 LANSING, MICHIGAN 48909

CONTRACT CHANGE NOTICE

Change Notice Number 2 to

Contract Number 230000001262

Various

Adam Ashley jessica_wrenn@mckinsey.com

Jessica Wrenn

Washington, DC 20036

McKinsey & Company

VS0065227

202-905-1173

1200 19th Street NW , Suite 1000

(517)855-1376 S

T A

T E

P ro g ra m

M a n a g e r

C o n tra ct

A d m in istra to r

C O

N T R A C T O

R

DTMB

ashleya2@michigan.gov

$7,920,729.00

July 17, 2023 July 16, 2027

MIO GRANT CONSULTING SERVICES PREQUALIFICATION PROGRAM

July 16, 2027

INITIAL AVAILABLE OPTIONS EXPIRATION DATE

BEFORE

4 - 1 Year

PAYMENT TERMS DELIVERY TIMEFRAME

NET 45

ALTERNATE PAYMENT OPTIONS EXTENDED PURCHASING

☐ P-Card ☐ PRC ☐ Other ☒ Yes ☐ No

MINIMUM DELIVERY REQUIREMENTS

DESCRIPTION OF CHANGE NOTICE

OPTION LENGTH OF OPTION EXTENSION LENGTH OF EXTENSION REVISED EXP. DATE

☐ ☐ N/A

CURRENT VALUE VALUE OF CHANGE NOTICE ESTIMATED AGGREGATE CONTRACT VALUE

N/A

$65,000.00 $7,985,729.00

Effective April 24, 2024, under Schedule A - Statement of Work - C. Management consulting the following line item and $65,000.00 are hereby added to this Contract for Dept of Labor and Economic Opportunity (LEO).

Workshop Facilitation Support: The Contractor must support LEO in conducting series of workshops with Cabinet leaders to develop an approach for consolidating and accelerating infrastructure-focused workforce development efforts across the State.

Please note the Contract Administrator has been changed to Adam Ashley ashleya2@michigan.gov

(517) 855-1376

All other terms, conditions, specifications, and pricing remain the same. Per contractor and agency agreement, and DTMB Central Procurement approval.

INITIAL EXPIRATION DATEINITIAL EFFECTIVE DATE

N/A

DESCRIPTION

CONTRACT SUMMARY

DTMB

CENTRAL PROCUREMENT SERVICES

Department of Technology, Management, and Budget

320 S. WALNUT ST., LANSING, MICHIGAN 48933

P.O. BOX 30026 LANSING, MICHIGAN 48909

CONTRACT CHANGE NOTICE

Change Notice Number 1 to

Contract Number 230000001262 kolodinz@michigan.gov

Zach Kolodin

Jordana Sager jessica_wrenn@mckinsey.com

Jessica Wrenn

Washington, DC 20036

McKinsey & Company

VS0065227

202-905-1173

1200 19th Street NW , Suite 1000

(517) 896-1903

S T

A T

E

P ro g ra

M a n a g e r

C o n tra ct

A d m in istra to r

C O

N T R A C T O

R

DTMB

sagerj2@michigan.gov

$0.00

July 17, 2023 July 16, 2027

STATEWIDE GRANT CONSULTING SERVICES PREQUALIFICATION PROGRAM

July 16, 2027

INITIAL AVAILABLE OPTIONS EXPIRATION DATE

BEFORE

4 - 1 Year

PAYMENT TERMS DELIVERY TIMEFRAME

Net 45

ALTERNATE PAYMENT OPTIONS EXTENDED PURCHASING

☐ P-Card ☐ PRC ☐ Other ☒ Yes ☐ No

MINIMUM DELIVERY REQUIREMENTS

DESCRIPTION OF CHANGE NOTICE

OPTION LENGTH OF OPTION EXTENSION LENGTH OF EXTENSION REVISED EXP. DATE

☐ ☐ July 16, 2027

CURRENT VALUE VALUE OF CHANGE NOTICE ESTIMATED AGGREGATE CONTRACT VALUE

N/A

$7,920,729.00 $7,920,729.00

Effective September 14, 2023, the attached Schedule A - Statement of Work and associated $7,920,729.00 for Benefit-Cost Analysis for Bipartisan Infrastructure Law and Inflation Reduction Act applications are hereby added to this contract.

All other terms, conditions, specifications, and pricing remain the same. Per contractor and agency agreement, DTMB Central Procurement approval, and State Administrative Board approval on September 14, 2023.

INITIAL EXPIRATION DATEINITIAL EFFECTIVE DATE

N/A

DESCRIPTION

MIEOG

Michigan.gov/MiProcurement

2022-1 1

SCHEDULE A – GRANT CONSULTING SERVICES

– TIER-TWO STATEMENT OF WORK

CN 1 - 230000001262

Technical Assistance Center and Application Support

SCOPE

Original Contract requirements apply for this Section in addition to the following:

The Michigan Infrastructure Office is issuing this SOW to (1) establish a benefit-cost analysis (BCA) service for Bipartisan Infrastructure Law (BIL) and Inflation Reduction Act applications, (2) providing application and project planning support to tribal governments and state agencies, and (3) assist with other technical assistance as required.

1. REQUIREMENTS

The Contractor will be responsible for complying with all the Original Contract Requirements and for providing all Deliverables, Services and Staff to perform the work as indicated below.

1.1. Task 1 – Contractor must assist the Michigan Infrastructure Office (MIO) in standing up its Technical Assistance Center (TAC) activities:

a) Soliciting projects to receive MIO match support.

In consultation with MIO, Contractor must establish and carry out a process to solicit projects for match support through the MIO TAC from local and tribal governments, road commissions, municipalities, Metropolitan Planning Organizations, Regional Transportation Planning Agencies/economic development districts, Regional Transportation Planning Organizations, and transit agencies.

b) Determining project selection criteria.

In consultation with MIO, Contractor must establish and apply project selection criterion to projects received. Include as priorities in project selection BCA, equity, impact on economic development, good jobs created, and carbon reduction.

c) Recommending project funding allocations for match.

Recommend project match funding allocations for the selected projects.

d) Miscellaneous.

Contractor must conduct miscellaneous activities supportive of the MIO TAC.

• Provide support as necessary

• Flag and seek to correct project delivery issues

• Review project engineering specifications and plans

2022-1 2

• Offer general federal and state grant expertise

• Perform administrative tasks

• Coordinate meetings between various stakeholders as appropriate

• Manage and maintain meeting minutes and notes including actions items

1.2. Task 2 – Contractor must establish a benefit-cost analysis (BCA) analysis service for Bipartisan Infrastructure Law (BIL) applications:

a) Establishing BCA Methodology.

Contractor must develop a comprehensive and standardized methodology for conducting benefit-cost analysis (BCA) for infrastructure projects funded through the

MIO TAC.

b) Collecting and analyzing data.

Contractor must collect relevant data and information necessary for conducting BCAs, such as project costs, benefits, impacts, and risks. Analyze the data using the established methodology.

c) Conducting Benefit-Cost Analysis (BCA).

Contractor must conduct benefit-cost analyses for each infrastructure project, considering economic, social, and environmental factors including decarbonization.

Calculate the project's net present value (NPV), benefit-cost ratio (BCR), and other relevant metrics.

d) Performing sensitivity analysis.

Contractor must perform sensitivity analysis to assess the robustness of the benefit-cost ratios and examine the impact of varying assumptions or uncertain parameters on the results.

e) Reporting and Documentation.

Contract must prepare reports documenting the findings of the benefit-cost analyses, including methodology, assumptions, data sources, and results. Present the results in a clear and understandable format.

f) Engaging stakeholders.

Contract must engage with relevant stakeholders, including government agencies, tribal governments, project proponents, and other key entities, to gather input, clarify assumptions, and ensure a collaborative approach to the benefit-cost analysis process. Use the Milken Institute’s Community Infrastructure Center as a resource.

1.3. Task 3 – Contractor must provide analytical and consultative support for technical assistance programming to tribal governments, and state agencies:

a) Soliciting and selecting the projects:

Contractor must solicit projects from the 15 state recognized Tribes for consideration for support through the Michigan Infrastructure Office Technical Assistance

2022-1 3

Program. Select projects from those put forward for funding and support based in part, but not exclusively, on the criteria laid out in section 1.b.

b) Writing the Narrative:

Contractor must ensure all requested elements listed in the Notice of Funding (NOFO) are met with a focus on:

• Page limits

• Clear explanation of project funding

• Emphasis on how project meets goals/purpose of grant

• Identifying the project as urban/rural and the appropriate funding cap

• Diversity, Equity, and Inclusion (DEI) and Environmental requirements

c) Compiling Final Application Package:

Varies based on grant program applied for but in general will include:

• Project narrative

• Completed BCA

• Information for Federal Forms

• Local LOS

• Various attachments

d) Training and Technical Assistance:

Contractor must deliver training sessions, workshops, and technical assistance to tribal governments and state agencies to build their capacity, enhance their skills, and support the successful implementation of programs and policies. Use the Milken Institute’s Community Infrastructure Center as a resource.

e) Reporting and Documentation:

Contractor must prepare comprehensive reports, summaries, and documentation of findings, recommendations, and progress achieved in the provision of analytical and consultative support.

f) Grant administration:

Contractor must work with stakeholders as needed to ensure grant monies are used in accordance with federal requirements.

1.4. Task 4 – Infrastructure Planning.

a) Assisting MIO and MIC Contractor must assist with planning, conducting, and contracting for asset management improvement activities, including but not limited to, infrastructure data collection activities, asset manager training, development of a 30-year asset management plan for Michigan, assistance in asset management improvement

2022-1 4 projects including maintaining as asset management portal, and other projects that promote improved asset management for infrastructure in Michigan.

1.5 Consulting

The Contractor will be responsible for complying with all the Original Contract Requirements and for providing all Deliverables, Services and Staff to perform the work as indicated below.

A. Strategy Consulting

1. MIO Technical Assistance Center

a. Contractor must partner with local, tribal, and community organizations to identify projects that may benefit from MIO technical assistance.

b. In partnership with MIO, Contractor must establish selection criteria and apply selection criteria for program participation:

i. For example:

1. Maximize federal investment in the prioritized categories.

2. Maximize benefits of the projects funded (including economic, climate and health benefits)

3. Create good-paying, high-quality jobs.

4. Advance the state’s Justice40 goals.

c. Contractor must provide application and/or grant administration support for projects applying for BIL, IRA, or CHIPS funding.

d. Contractor must provide support for asset management improvement activities, including, but not limited to, infrastructure data collection activities, asset manager training, and the development and implementation of asset management policies and plans necessary for supporting compliance with state department reporting requirements.

e. Contractor must support the MIO and the MIC in coordinating activities between the Technical Assistance Center and the MIC’s regional integrated asset management approach and dig once infrastructure approach.

B. Operations Consulting

1. Other infrastructure funding opportunities

a. Contractor must provide support for any state agency or state agency partner (i.e., Michigan Infrastructure Council, MDOT, EGLE, LEO, MEDC, MDHHS, DNR, DTMB, MSP, LARA, or any other state department) applications for federal funding by leveraging federal funding opportunities that include, but are not limited to infrastructure, health, public safety, mobility and electrification, climate and the environment, economic development, or other funding opportunities administered by the federal government.

2022-1 5

1.6 Goals and Milestones

The Contractor must work towards achieving the following goals and milestones:

Goal 1: Methodology Development Develop a standardized BCA methodology within 45 days from contract start date.

Goal 2: Benefit-Cost Analysis Conduct benefit-cost analyses for projects on an ongoing basis.

Goal 3: Sensitivity Analysis Perform sensitivity analysis for selected projects, examining the impact of varying assumptions on the benefit-cost ratios.

Goal 4: Reporting and Documentation Prepare reports for each benefit-cost analysis.

Goal 5: Stakeholder Engagement Engage with relevant stakeholders throughout the process, ensuring effective communication and collaboration.

Goal 6: Training and Technical Assistance Deliver training sessions and technical assistance to tribal governments and state agencies on relevant topics, conducting a minimum of 4 sessions.

Goal 7: Reporting and Documentation Prepare comprehensive reports and documentation summarizing the analytical findings, recommendations, and progress achieved throughout the Task Order.

1.7. Specific Standards

IT Policies, Standards and Procedures (PSP) Contractors are advised that the State has methods, policies, standards and procedures that have been developed over the years. Contractors are expected to provide proposals that conform to State IT policies and standards. All services and products provided as a result of this RFP must comply with all applicable State IT policies and standards. Contractor is required to review all applicable links provided below and state compliance in their response.

Public IT Policies, Standards and Procedures (PSP):

DTMB - IT Policies, Standards & Procedures (michigan.gov)

Acceptable Use Policy To the extent that Contractor has access to the State’s computer system, Contractor must comply with the State’s Acceptable Use Policy, see 1340.00.130.02 Acceptable Use of Information Technology (michigan.gov). All Contractor Personnel will be required, in writing, to agree to the State’s Acceptable Use Policy before accessing the https://www.michigan.gov/dtmb/policies/it-policies https://www.michigan.gov/dtmb/-/media/Project/Websites/dtmb/Law-and-Policies/IT-Policy/13400013002-Acceptable-Use-of-Information-Technology-Standard.pdf?rev=be02ad06273b40d0b28fd1569c01435e&hash=686A1BFBA24EE0049E2757EC68567A4F https://www.michigan.gov/dtmb/-/media/Project/Websites/dtmb/Law-and-Policies/IT-Policy/13400013002-Acceptable-Use-of-Information-Technology-Standard.pdf?rev=be02ad06273b40d0b28fd1569c01435e&hash=686A1BFBA24EE0049E2757EC68567A4F

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State’s system. The State reserves the right to terminate Contractor’s access to the State’s system if a violation occurs.

SOM Digital Standards All software items provided by the Contractor must adhere to the State of Michigan Application/Site Standards which can be found at www.michigan.gov/standards.

ADA Compliance

The State is required to comply with the Americans with Disabilities Act of 1990 (ADA) and has adopted standards and procedures regarding accessibility requirements for websites and software applications. All websites, applications, software, and associated content and documentation provided by the Contractor as part of the Solution must comply with Level AA of the World Wide Web Consortium (W3C) Web Content Accessibility Guidelines (WCAG) 2.0.

1.8. Access Control and Authentication

The Contractor’s solution must integrate with the State’s IT Identity and Access Management (IAM) environment as described in the State of Michigan Digital Strategy (MILogin - Help - michigan.gov), which consist of:

A. MILogin/Michigan Identity, Credential, and Access Management (MICAM). An enterprise single sign-on and identity management solution based on IBM’s Identity and Access Management products including, IBM Security Identity Manager (ISIM), IBM Security Access Manager for Web (ISAM), IBM Tivoli Federated Identity Manager (TFIM), IBM Security Access Manager for Mobile (ISAMM), and IBM DataPower, which enables the State to establish, manage, and authenticate user identities for the State’s Information Technology (IT) systems.

B. MILogin Identity Federation. Allows federated single sign-on (SSO) for business partners, as well as citizen-based applications.

C. MILogin Multi Factor Authentication (MFA, based on system data classification requirements). Required for those applications where data classification is Confidential and Restricted as defined by the 1340.00 Michigan Information Technology Information Security standard (i.e., the proposed solution must comply with PHI, PCI, CJIS, IRS, and other standards).

D. MILogin Identity Proofing Services (based on system data classification requirements). A system that verifies individual’s identities before the State allows access to its IT system. This service is based on “life history” or transaction information aggregated from public and proprietary data sources. A leading credit bureau provides this service.

To integrate with the SOM MILogin solution, the Contractor’s solution must support SAML, or OAuth or OpenID interfaces for the SSO purposes.

http://www.michigan.gov/standards https://milogin.michigan.gov/uisecure/selfservice/anonymous/help

2022-1 7

1.9. End-User Operating Environment

The SOM environment is X86 VMware, IBM Power VM and Oracle VM, with supporting enterprise storage monitoring and management.

The software must run under commonly used web browsers. At a minimum the software must support Internet Explorer v11 or higher, or Edge, Chrome v71 or higher, Firefox v62 or higher, and Safari v12 or higher for iOS operating systems.

Contractor must support the current and future State standard environment at no additional cost to the State.

1.10. Hosting

Contractor must maintain and operate a backup and disaster recovery plan to achieve a Recovery Point Objective (RPO) of 24 hours, and a Recovery Time Objective (RTO) of 24 hours.

2. Service Requirements

2.1. Timeframes

All Contract Activities must be delivered within the time frame specified on the delivery order. receipt of order date is pursuant to the Notices section of the Standard Contract Terms.

2.2. Delivery

Contractor must establish selection criteria for program participation for MIO technical assistance center within 30 business days of winning the contract. Complete first round of stakeholder meetings with local, tribal and community organizations within 60 business days of winning contract.

3. Acceptance

3.1. Acceptance, Inspection, and Testing

The State will use the acceptance criteria in the standard contract terms, Section 17 Acceptance, to determine acceptance of the contract activities.

4. Staffing

4.1. Contractor Representative

The Contractor must appoint 1 individual (Razili Lewis) specifically assigned to State of Michigan accounts, who will respond to State inquiries regarding the Contract Activities, answer questions related to ordering and delivery, etc. (the “Contractor Representative”).

The Contractor must notify the Contract Administrator at least 14 calendar days before removing or assigning a new Contractor Representative.

4.2. Contract Administrator

The Contract Administrator for each party is the only person authorized to modify any terms of this Contract, and approve and execute any change under this Contract (each a “Contract Administrator”):

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State: Contractor:

Jordana Sager Sagerj@michigan.gov 517-896-1903

Jessica Wrenn 1200 Nineteenth Street NW Ste 1000 Washington, DC 20036 Jessica_wrenn@mckinsey.com and McKinsey_Contracts@mckinsey.com

(202) 905-1173

4.3. Program Manager

The Program Manager for each party will monitor and coordinate the day-to-day activities of the Contract (each a “Program Manager”): (Add Zach Kolodin’s information) State: Contractor:

Zachary Kolodin 111 S. Capitol Avenue Lansing, MI 48909 kolodinz@michigan.gov 517-242-0449

Razili Lewis 150 West Jefferson, Sute 1600 Detroit, MI 48226-4449 Razili_lewis@mckinsey.com

(973) 444-2703

4.4. Customer Service Phone Number

See master contract Schedule A – SOW Section 4.4 for details.

4.5. Work Hours

See master contract Schedule A – SOW Section 4.5 for details.

4.6. Key Personnel

The Contractor must appoint 1 individual who will be directly responsible for the day-to-day operations of the Contract (“Key Personnel”). Key Personnel must be specifically assigned to the State account, be knowledgeable on the contractual requirements, and respond to State inquiries within 24 hours.

See master contract Schedule A - SOW Section 4.6 for more details.

A. The Contractor must identify all Key Personnel that will be assigned to this contract in the table below which includes the following:

1. Name and title of staff that will be designated as Key Personnel.

2. Key Personnel years of experience in the current classification.

3. Identify which of the required key personnel positions they are fulfilling.

4. Key Personnel’s roles and responsibilities, as they relate to this RFP, if the

Contractor is successful in being awarded the Contract. Descriptions of roles should be functional and not just by title.

5. Identify if each Key Personnel is a direct, subcontract, or contract employee.

mailto:Sagerj@michigan.gov mailto:Jessica_wrenn@mckinsey.com mailto:McKinsey_Contracts@mckinsey.com mailto:Razili_lewis@mckinsey.com

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6. Identify if each Key Personnel staff member is employed full-time (FT), part-time (PT) or temporary (T), including consultants used for the purpose of providing information for the proposal.

7. List each Key Personnel staff member’s length of employment or affiliation with the Contractor’s organization.

8. Identify where each Key Personnel staff member will be physically located (city and state) during the Contract performance.

1.

Name 2.

Years of Experience in

Current Classification

3.

Position

4.

Role(s) /

Responsibilities

5.

Direct /

Subcontra ct/

Contract

6.

FT /

PT / T

7.

Length of Employ ment

8.

Physical Location

Razili Lewis Partner, McKinsey

8 Managing Director, Program Manager and Contractor Representativ e

Directly responsible for the day-to-day operations of the Contract, including ensuring responsiveness to Tier 2 Statements of Work, designing approaches that bring the best of McKinsey’s tools, expertise, and people to deliver for the State of Michigan, and accountability for overall delivery across the Contract

Direct FT 14 On-site as required and Detroit, Michigan

Jennie Nevin Associate Partner, McKinsey

4 Project Manager Responsible for delivery of this Statement of Work, overseeing approaches that bring the best of McKinsey’s

Direct FT 6 On site as required and Boston, Massachusett s

2022-1 10 tools, expertise, and people to deliver for the State of Michigan, and ensuring full completion and impact of the project

Adi Kumar Senior Partner, McKinsey

10 Central Knowledge and Expert Convener

Accountable for McKinsey’s overall delivery for the State of Michigan in the context of this and other contracts, working in close collaboration with the Contractor Representative to ensure consistency, context, and quality while orchestrating necessary support and resources from throughout our firm, leveraging expert knowledge of public sector and commercial best practices for the State of Michigan

Direct FT 13 On site as required and Washington, D.C.

Dan Stock Sr. Economist/ BCA Expert, Cambridge Systematics

20 Consultant- BCAs

Responsible for expertise in cost-benefit analysis and grant writing for DOT.

Subcontract PT 5 On site as required and Wakefield, Rhode Island

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Brianna Hammontree Grant writer, JetCo

2 Consultant- Grant writing

Responsible for grant writing

Subcontract PT 1 On site as required and Grand Rapids, Michigan

Mark Geibe Infrastructure Consultant, Rawlins

20 Consultant- Transportation

Responsible for expertise in Michigan Department of Transportation and engineering for department of transportation

Subcontract PT 1 On site as required and Detroit, Michigan

Key Experts Bryan Pounds Public Transportation and Infrastructure Advisor, McKinsey

6 Expert - Transportation Infrastructure Strategy and Funding

Responsible for bringing expertise regarding transportation infrastructure strategy and financing, including developing actionable levers to accelerate federal funds deployment

Direct FT 1 On-site as required and Boston, Massachusett s

Meagan Hill Associate Partner, McKinsey

2 Expert- Tribal Affairs

Responsible for bringing in expertise regarding strategic and operational transformations and tribal matters

Direct FT 4 On site as required and New York, New York

Danielle Hinton Associate Partner, McKinsey

4 Expert- Broadband

Responsible for bringing expertise regarding broadband and bridging digital divide

Direct FT 4 On site as required and Washington, D.C.

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Jake Wellman Expert Associate Partner

1 Expert- Climate

Responsible for bringing in best practices for sustainable cities and energy transition form the public and private sector

Direct FT 2 On site as required and Washington, D.C.

J.P Julien Partner, McKinsey

5 Expert- Economic Development and Equity

Responsible for expertise in economic development and racial equity

Direct FT 7 On site as required and in Philadelphia, Pennsylvania

Aaron Aboagye Partner, McKinsey

13 Expert- Manufacturing and Michigan State

Responsible for Michigan State expertise and supply chain

Direct FT 19 On site as required and Detroit, Michigan

Ryan Luby Expert Associate Partner, McKinsey

4 Expert- Workforce

Responsible for labor economics and analytics expertise

Direct FT 8 On site as required and New York, New York

Adam Barth Partner, McKinsey

6 Expert- Power Responsible for energy expertise including Electric Power and Natural gas and Clean Energy transitions

Direct FT 14 On site as required and Houston, Texas

Sarah Brody Partner, McKinsey

3 Expert- Water Responsible for bringing in water and wastewater utility management and capital investment

Direct FT 10 On site as required and Charlotte, North Carolina

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B. The Contractor must provide detailed, chronological resumes of all proposed Key Personnel, including a description of their work experience relevant to their purposed role as it relates to this SOW. Qualifications will be measured by education and experience with particular reference to experience on projects similar to that described in this SOW.4.7. Organizational Chart

The Contractor must provide an overall organizational chart that details staff members, by name and title, and subcontractors.

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4.8. Disclosure of Subcontractors

If the Contractor intends to utilize subcontractors, the Contractor must disclose the following:

• The legal business name; address; telephone number; a description of subcontractor’s organization and the services it will provide; and information concerning subcontractor’s ability to provide the Contract Activities.

• The relationship of the subcontractor to the Contractor.

• Whether the Contractor has a previous working experience with the subcontractor. If yes, provide the details of that previous relationship.

• A complete description of the Contract Activities that will be performed or provided by the subcontractor.

• Geographically Disadvantaged Business Enterprise Sub-Contractors: If contractors plan to utilize subcontractors to perform more than 20% of the deliverables under this contract, at least 20% of that subcontracted work must be awarded to Michigan-based Geographically Disadvantaged Business Enterprises (GDBE). Contractor will submit a plan detailing all subcontractors to be used, including the percentage of the work to be done by each. Contractor must inform the State to the name and address of the GDBE, the percentage of the work they will complete, the total amount estimated to be paid to the GDBE, and provide evidence for their qualifications as a GDBE. If contractor cannot find GDBE subcontractors to meet this requirement they must provide reasoning and justification to receive an exemption from this requirement from the State.

(Existing business relationships will not be an approved reason for this.)

GDBE definition: "Geographically-Disadvantaged Business Enterprise" means a person or entity that satisfies one or more of the following: (i) Is certified as a HUBZone Small Business Concern by the United States Small Business Administration. (ii) Has a principal place of business located within a Qualified Opportunity Zone within Michigan. (iii) More than half of its employees have a principal residence located within a Qualified Opportunity Zone within Michigan, or both.

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Subcontractor 1

The legal business name, address, telephone number of the subcontractor(s).

Cambridge Systematics, Inc.

101 Station Landing, Suite 410 Medford, MA 02155 888.265.1825

A description of subcontractor’s organization and the services it will provide and information concerning subcontractor’s ability to provide the Contract Activities.

Cambridge Systematics, Inc. (CS) was founded in 1972 in Cambridge, Massachusetts, and has more than 50 years of experience leveraging technology and ingenuity to advance the world of transportation: planning and policy, movement of people and goods, software design and development, and, underlying it all, effective partnerships and objective analysis. CS is a trusted, objective source of practical expertise that can be applied to a variety of transportation challenges and opportunities. CS has successfully completed some of the most challenging and visible multimodal transportation planning projects in the U.S. and helped agencies collectively secure over $1.8 billion in Federal discretionary funding.

CS’ clients include Federal, State, regional and local agencies and authorities; transit agencies;

and private industry. As an independent, employee-owned firm with 230+ staff and 12 offices throughout the United States, CS is committed to partnering with our clients to improve the quality of transportation services now and for future generations.

CS’ experienced personnel and consultants compose the primary resources required to successfully perform our work. In addition to these staff resources, the equipment and facilities supporting the contract work include offices located in strategic geographic areas throughout the United States; professional libraries; conference facilities;

survey design and data collection staff; advanced computer hardware and software; and comprehensive graphics, electronic publication, and multimedia services.

The relationship of the subcontractor to the Bidder.

CS is recognized as a leader in multimodal transportation planning, including the development of long-range multimodal transportation plans, innovative policy and planning solutions, and evaluation and design of multimodal systems which are complementary to McKinsey’s offerings in this space. They are national leaders in economic analysis and their cross-disciplinary team of transportation experts brings experience from planning, policy, strategy, modeling, forecasting, analytics, funding, and implementation to clients.

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Subcontractor 2

The legal business name, address, telephone number of the subcontractor(s).

Rawlins Infra Consult, LLC 2084 Tamarisk Drive Reno, NV 89502 775-843-3822

Whether the Bidder has a previous working experience with the subcontractor.

If yes, provide the details of that previous relationship.

CS has partnered with McKinsey on capital investment strategies for a southern DOT, in which McKinsey helped optimize their capital planning portfolio through 2050 and realize true return on investment (ROI). CS and McKinsey regularly discuss opportunities to partner in the public sector on both solicitations and nationally recognized events such as AASHTO and the Transportation Research Board (TRB). In addition, McKinsey personnel on this team has experience working with CS in previous private sector and public sector roles.

A complete description of the Contract Activities that will be performed or provided by the subcontractor.

CS will provide support for the following activities as defined in the solicitation and described in the proposal: Task 1 (b) Determining project selection criteria Task 2 (a) Establishing BCA Methodology Task 2 (b) Collecting and analyzing data Task 2 (c) Conducting Benefit-Cost Analysis (BCA) Task 2 (d) Performing sensitivity analysis Task 2 (e) Reporting and Documentation Task 2 (f) Engaging stakeholders Task 3 (b) Writing the Narrative Task 3 (c) Compiling Final Application Package Task 3 (d) Training and Technical Assistance Task 3 (e) Reporting and Documentation Task 3 (f) Grant administration

Of the total bid, the price of the subcontractor’s work.

$2,280,000

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A description of subcontractor’s organization and the services it will provide and information concerning subcontractor’s ability to provide the Contract Activities.

Rawlins Infra Consult consists of Transportation Industry experts with extensive experience working within and with transportation agencies across the United States. Their expert infrastructure consultancy services include Performance Management; Organizational Analysis; Strategic Planning; Process and Procedure Improvements; Program Effectiveness;

Organizational IT Strategy; Project Delivery;

Strategic Asset Management; Maintenance Program Improvements; and Program and Project Leadership Management.

Rawlins Infra Consult has proven to be a trusted advisor to DOTs nationwide as they provide real value through tangible results, and create sustainable high-performance leadership and management strategies, focusing on organizational culture to develop tailored solutions. Their applied knowledge and experience working within DOTs enable their customers to improve all program delivery areas to meet their current and future transportation needs.

The relationship of the subcontractor to the Bidder.

Rawlins Infra Consult is a separate entity, who will be sub-contracting to McKinsey for purposes of this opportunity.

Whether the Bidder has a previous working experience with the subcontractor.

If yes, provide the details of that previous relationship.

Rawlins Infra Consult has recently been elected to McKinsey’s collaboration network, in which we regularly discuss opportunities to partner to jointly create sustainable impact for public sector clients.

We have not entered into a contractual agreement with Rawlins Infra Consult to date.

A complete description of the Contract Activities that will be performed or provided by the subcontractor.

Rawlins Infra Consult will provide support for the following activities as defined in the solicitation and described in the proposal:

Task 1(d) Miscellaneous Task 4 Infrastructure Planning Task 1.5.A.d Asset management improvement planning

Of the total bid, the price of the subcontractor’s work.

$1,324,800

Subcontractor 3

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The legal business name, address, telephone number of the subcontractor(s).

JetCo Solutions 5575 Kraft Avenue SE Suite 100 Grand Rapids, MI 49512 616.588.2493

A description of subcontractor’s organization and the services it will provide and information concerning subcontractor’s ability to provide the Contract Activities.

JetCo Solutions, a certified service-disabled veteran-owned small business (SDVOSB) based in Grand Rapids, Michigan, serves as an embedded government sales and marketing team.

As a Michigan-based, Service-Disabled Veteran- Owned (SDVOB) business, JetCo qualifies as a Geographically Disadvantaged Business Enterprise (GDBE) enterprise in the State of Michigan. Jetco provides ongoing support spanning the entire government sales and marketing life cycle, including capture, research, bid search engines, bid/no-bid evaluation guidance, proposal management, GSA Schedule application submission, and post-submission support.

The relationship of the subcontractor to the Bidder.

JetCo Solutions is a separate entity, who will be sub-contracting to McKinsey for purposes of this opportunity.

Whether the Bidder has a previous working experience with the subcontractor.

If yes, provide the details of that previous relationship.

McKinsey does not have previous working experience with JetCo Solutions, but they are part of the McKinsey collaboration network. We have connected at the leadership level and are well aligned on our views of what success looks like and how we work together.

A complete description of the Contract Activities that will be performed or provided by the subcontractor.

Jetco will provide support for the following activities as defined in the solicitation and described in the proposal:

Task 1(d) Miscellaneous Task 3(b) Writing the narrative Task 3(c) Compiling Final Application Package Task 3(d) Training and Technical Assistance Task 3(e) Reporting and Documentation Task 3(f) Grant Administration

Of the total bid, the price of the subcontractor’s work.

$955,930

4.9. Security

The Contractor will be subject the following security procedures:

The Contractor may need come on State Property for meetings. Please describe your identification process to enter secured buildings. Company or State ID Badges, Will you require the business area to meet you in the lobby, etc.

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5. Project Management

5.1 Project Plan

The Contractor will carry out this project under the direction and control of the Program Manager. Within 14 business days of the Effective Date, the Contractor must submit a final project plan to the Program Manager for approval. The plan must identify items such as the required personnel; project management process; project breakdown identifying sub-projects, tasks, and resources required; expected frequency and mechanisms for updates/progress reviews; process for addressing issues/changes; and individuals responsible for receiving/reacting to the requested information, and the Contractor's organizational chart with names and title of personnel assigned to the project, which must align with the staffing stated as outlined in the Contract. Necessary substitutions due to change of employment status and other unforeseen circumstances may only be made with prior approval of the State.

5.2. Meetings

The Contractor must attend the following meetings:

Kick-off meeting within 10 business days of contract award Project selection criteria finalization meeting within 30 business days of award The State may request other meetings, as it deems appropriate.

5.3. Reporting

The Contractor must submit to the Chief Infrastructure Officer or his designee the following written reports:

A report on each grant application supported within 15 business days of the completion of work.

An annual report on benefit-cost analyses performed.

6. Pricing

6.1. Price Term

Pricing is firm for the entire length of the Contract. Contractor pricing must not exceed rates provided in Schedule B.

6.2. Price Changes

See master contract Schedule A – SOW Section 6.2 for details.

7. Ordering

7.1. Authorizing Document

See master contract Schedule A – SOW Section 7.1 for details.

8. Invoice and Payment

8.1. Invoice Requirements

See master contract Schedule A – SOW Section 8.1 for details.

8.2 Payment Methods

See master contract Schedule A – SOW Section 8.2 for details.

9. Liquidated Damages See master contract Schedule A – SOW Section 9 for details.

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10. Service-Level Agreement (SLA) (specific goals or metrics need to be outlined.

Include any from the original contract). IF ASSIGNED A APPLICATION SUPPORT

TASK WITH A DEADLINE THAT THEY COMPLETE THE APPLICATION BEFORE

THE DEADLINE. RESPOND TO STATE AND PARTNER (TRIBAL/COMM ORGs) INQUIRIES W/I 24 hours.

A. The Contractor will be held accountable to meet the requirements and the service level requirements established in this Contract.

B. The State reserves the right to reconsider or amend SLA amounts for split awards should they occur.

C. Please Note: Should bidders require clarification or have any questions with regard to the SLAs, they should submit them during the Question and Answer Period of this solicitation; please see the Proposal Instructions for the timeline.

Service Level Agreements for this Contract will be as follows:

SLA Metric 1. Timely Services

Definition and Purpose

The Contract Requires timely services.

Acceptable Standard

1. All services must be provided during the time frames mentioned in the service requirements.

2. If services are requested by the Program Manager, contractor has two days to provide the service. Extenuating circumstances must be communicated by the Contractor to the Program Manager prior to the scheduled delivery date and time.

The acceptable standard is 100% compliance.

Credit Due for Failing to Meet the Service Level Agreements

1. $50.00 may be assessed for each of the first five occurrences of non-compliance in a given calendar year.

2. $250.00 may be assessed beginning with the sixth occurrence of non-compliance and on each occurrence thereafter in a given calendar year.

Extenuating circumstances will be reviewed by the Program Manager before any Service Credits are assessed.

At the discretion of the State, these credits may be applied toward any payable due to the Contractor or be payable directly to the State. Payments made directly to the state will be completed within 10 days of notice of assessment.

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SLA Metric 2. Complete Services

Definition and Purpose

The Contract Requires complete services.

Acceptable Standard

1. All services must be provided within the same day the service started. Services cannot start one day and be finished the next.

The acceptable standard is 100% compliance.

Credit Due for Failing to Meet the Service Level Agreements

1. $50.00 may be assessed for each of the first five occurrences of non-compliance in a given calendar year.

2. $250.00 may be assessed beginning with the sixth occurrence of non-compliance and on each occurrence thereafter in a given calendar year.

Extenuating circumstances will be reviewed by the Program Manager before any Service Credits are assessed.

At the discretion of the State, these credits may be applied toward any payable due to the Contractor or be payable directly to the

SLA Metric 3. Proper Invoicing

Definition and Purpose

Invoices must be provided with accurate details.

Acceptable Standard

1. All invoices must be supplied in accordance with the requirements provided in Section 6.1.

2. No additional terms or pricing changes will be included with any invoice.

The acceptable standard is 100% compliance.

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SLA Metric 3. Proper Invoicing

Credit Due for Failing to Meet the Service Level Agreements

1. $50.00 may be assessed for each of the first five occurrences of non-compliance in a given calendar year.

2. $250.00 may be assessed beginning with the sixth occurrence of non-compliance and on each occurrence thereafter in a given calendar year.

Extenuating circumstances will be reviewed by the Program Manager before any Service Credits are assessed.

At the discretion of the State, these credits may be applied toward any payable due to the Contractor or be payable directly to the

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SCHEDULE B – PRICING

In both the public and private sectors, Contractor works on a firm-fixed-price (FFP) basis. Its delivery and staffing approach reflects the specific mix of skills, roles, and experience required for engagements and are inclusive of full-time project staff; leadership and experts; and research and administrative support. This integrated set of resources is designed to provide MIO with technical expertise and offer executive-level advice, in-depth private and public sector expertise, quantitative and qualitative analysis, and capability-building for MIO personnel.

Contractor calculates its fixed price using hourly rates for each labor category that comprises the proposed team for each specific project, multiplied by the estimated number of hours. Within that agreed price, Contractor commits to deliver the agreed services and deliverables—adding resources, if necessary, at no additional cost—to ensure delivery of the work.

For this effort, Contractor is partnering with subcontractors Jetco Solutions, Cambridge Systematics, and Rawlins Infra Consult. Contractor will lead an integrated team (“Team Contractor”) that provides the skills needed to meet the complex requirements of the scope of work.

Contractor’s team will be working together to delivery across the tasks and activities in the SOW. Below is the detailed summary of the pricing breakdown followed by the rate card by task.

Task 1: For task 1, activities 1a to 1c will be led by the Contractor Project Team and expect to complete the activities by 4 months and transfer capabilities to the MIO team for continuing delivery. Contractors team will be comprised of a leadership team, on the ground support with manager and consultant(s), design and insights expertise, and administrative support for the team. Contractors leadership team who will be accountable for project quality/timing and works directly with the MIO leadership team.

For activity 1d, given the ongoing nature of the activity, a partner firm (Jetco Solutions and / or Rawlins Infra Consult) will provide on-going weekly support till end of FY 2026. Given that this is an ongoing activity, it is assumed about 30 hrs. per week as the time requirement for activity 1d to deliver with the personnel being the role of project manager.