Attachment 08 Written Inquiry Responses.docx

Electronic Benefits Transfer (EBT) Service, RFP #2022000005

In order to offer the best possible price, Offeror respectfully requests a cap on liability consistent with industry standards and reasonable apportionment of risk on programs of similar size and complexity.

Caps to Contractor liability will be established by contract with each state.

For Idaho’s response, please see Attachment 08 – Idaho responses 20210902.

Offeror seeks standard payment return times in order to offer the best pricing possible to our customers and to meet our payment obligations to our own employees and vendors.

Payment parameters will be established by contract with each state.

For Idaho’s response, please see Attachment 08 – Idaho responses 20210902.

In accordance with equitable principles and industry standards, Contractor respectfully requests that its indemnification liability be commensurate to its failure to perform in accordance with its contractual duties.

Contractor liability will be established by contract with each state.

For Idaho’s response, please see Attachment 08 – Idaho responses 20210902.

a. the contract price for performance of work, which is accepted by the State, up to the effective date of the termination.

b. reasonable and necessary costs incurred in preparing to perform the terminated portion of the contract

c. reasonable profit on the completed but undelivered work up to the date of termination

d. the costs of settling claims arising out of the termination of subcontracts or orders, not to exceed 30 days’ pay for each subcontractor

e. reasonable accounting, legal, clerical, and other costs arising out of the termination settlement.

The Offeror respectfully requests that in the event of any termination for reasons other than default by the Contractor, the relevant State reimburse the Contractor in a fair and equitable manner.

Compensation process will be established by contract with each state.

For Idaho’s response, please see Attachment 08 – Idaho responses 20210902.

Relatedly, will the WSEA States also confirm that, in the event that the creation of intellectual property ever does become part of the scope of work, all intellectual property developed prior to or independently of this project shall continue to be owned by the Contractor or any relevant third parties?

The Offeror respectfully seeks confirmation that title to and licensing of intellectual property that the Contractor or third parties have developed prior to or independently of this project will be sufficiently protected.

Ownership of Intellectual Property clauses will be established by contract with each state.

For Idaho’s response, please see Attachment 08 – Idaho responses 20210902.

The Offeror respectfully requests that in accordance with industry standards, common business practice, and the principles of equity and fairness, the Contractor be granted the opportunity to correct any alleged default prior to termination.

Termination clauses will be established by contract with each state.

The Offeror’s policies, while offering good protection, provide standard wording to cover thousands of customers and projects. While the Offeror is often able to retain riders to adjust such language, the Offeror’s best pricing can be obtained without requiring such riders. The Offeror is happy to contact any State’s insurance contact post-award to work through and explain any divergent wording.

Insurance wording will be established by contract with each state.

For Idaho’s response, please see Attachment 08 – Idaho responses 20210902.

The Offeror affirms its intention of meeting all deadlines in a timely manner but seeks to distinguish between catastrophic failures and de minimis infractions.

Time is of the essence will be defined in the contract with each state that uses the terminology.

For Idaho’s response, please see Attachment 08 – Idaho responses 20210902.

The Offeror respectfully requests the insertion of a force majeure clause, common in the industry, for the protection of both parties as well as other scenarios of excused non-performance that are just and equitable.

Force majeure language will be agreed upon by contract with each state.

For Idaho’s response, please see Attachment 08 – Idaho responses 20210902.

For Idaho’s response, please see Attachment 08 – Idaho responses 20210902.