BostonConsultingGroupBid.pdf

EXHIBIT D-1 – MASTER CONTRACT ISSUES LIST - 01620 PAGE 1

(Rev 2020-11-10)

Exhibit D-1 – Master Contract Issues List 01620 – Business Consulting Services

Instructions. Issues, concerns, exceptions, or objections to any of the terms or conditions contained in Exhibit D – Master Contract must be documented by bidders in the Master Contract Issues List provided below. The Master Contract Issues List frames discussions between Enterprise Services and bidders regarding the terms and conditions contained in the Master Contract. In completing the Master Contract Issues List, bidders must describe, in business terms, a concern, exception, or objection and then propose a compromise that is reasonable in light of the commitment being sought by Enterprise Services. The Master Contract Issues List must provide the reason or rationale supporting the issue.

Redlined Documents Will Not Be Reviewed. Do not provide a redlined Master Contract, paragraph, or clauses. Redlined text may result in Enterprise Services making potentially inaccurate assumptions about what bidders’ specific issues or concerns might be.

Standard Bidder Contract Will Not Be Reviewed. Do not provide a copy of a bidder's or a third party’s standard contract or proposed language.

No Substantial Changes. Bidders are cautioned that this is a competitive solicitation for a public contract and that Enterprise Services cannot and will not accept a proposal or enter into a Master Contract that substantially changes the material terms and conditions set forth in this Competitive Solicitation. Bids that are contingent upon Enterprise Services making substantial changes to material terms and conditions set forth in the Competitive Solicitation may be determined to be non-responsive. Enterprise Services will consider the number and nature of the items on the bidders’ Master Contract Issues List in determining the likelihood of completing a Master Contract with a bidder.

Master Contract Issues List

Item Specify the Master Contract Section # Issue Bidder’s Proposed Solution/Rationale

1 General Terms and Conditions

The Boston Consulting Group, Inc. (“BCG”) has reviewed the terms and conditions (the “Agreement”) that has been provided by Washington State and believe that it provides a good starting point for discussion and negotiation. We have provided a list below in which we have identified the larger issues we have identified in the Agreement. In the event that BCG is awarded the work contemplated by the RFP, we will cooperatively and expeditiously negotiate a mutually acceptable final agreement. For clarification, EXHIBIT D-1 – MASTER CONTRACT ISSUES LIST - 01620 PAGE 2

Master Contract Issues List

Item Specify the Master Contract Section # Issue Bidder’s Proposed Solution/Rationale

BCG's response does not incorporate the terms of the Agreement.

2. 9 Audit Rights BCG can agree to a limited audit as long as such audit is only directly related to the services being provided, such audits are only done once annually and upon reasonable notice to BCG and during normal business hours. Additionally, BCG must not be obligated to turn over privileged information or confidential information or information relating to payroll or expenses that are not directly reimbursed.

3. Section 10 & Exhibit C

Alignment of Insurance Terms

BCG agrees that it shall maintain at its expense during the term of an agreement with client, up to USD 5 million per claim and aggregate in professional liability and other insurances with retention amounts that BCG in its sole discretion believes to be appropriate for its business and to be consistent with the practices of similar consulting firms and for BCG's performance of Services for client. An evidence only certificate of insurance can be provided prior to the execution of a contract. In addition, our insurance team has requested that we reserve the right to negotiate the specific language that will be included in the insurance section of an agreement to reflect the actual coverage and policies held by BCG.

4. 11.2 Indemnity BCG can agree to indemnify the Washington State for third-party IP infringement claims but does not generally provide the broad indemnification/ risk of loss requested in this section as we do not have control over the implementation of the Deliverables.

Additionally, BCG would need the right to control any defense in the event it required to provide an indemnification.

5. 13.4 Cap on direct damages

BCG requests that there be a limitation of liability clause added limits the liability of the parties to each other to one times the fees paid to BCG.

6. Additional Term Intellectual Property/Proprietary Rights

We request the addition of an IP section that 1) provides the State with ownership of the final deliverables and all underlying IP contained therein but BCG will retain ownership of its drafts and

EXHIBIT D-1 – MASTER CONTRACT ISSUES LIST - 01620 PAGE 3

Master Contract Issues List

Item Specify the Master Contract Section # Issue Bidder’s Proposed Solution/Rationale underlying documents; 2) BCG will retain ownership of its underlying methodologies but will provide The State with a license to use such methodologies as required to use the deliverables; and 3) the State agrees not to distribute the deliverables with BCG's name on them unless it first obtains permission from BCG or as required by law.

Response to:

Competitive Solicitation- No. 01620

Business Consulting Services for Organization Development, Change Management, & Management & Business Analysis

CONFIDENTIAL NOT TO BE SHARED

Dear Department of Enterprise Services for the State of Washington, We are honored to respond to this solicitation and look forward to opportunity to support the State through projects related to the three business consulting service categories listed in the solicitation.

The following required submissions have been attached as separate documents as noted within the bid instructions.

• Exhibit A-1 Bidder’s Certification

• Exhibit A-2 Bidder’s Profile

• Exhibit A-3 Responsible Bidder (Competencies)

• Exhibit C-2 Bidder’s Response Sheet

• Exhibit C-2 Bidder’s Response Sheet Rates Only

• Exhibit D Master Contract Issues List

Thank you for the opportunity to share our experience, qualifications, and perspective with you. Should there be any questions or concerns regarding our submitted materials, please do not hesitate to reach out.

Charlie Davis Steve Mitchelmore Daniel Acosta Rich Davey Charlie Davis Steve Mitchelmore Daniel Acosta Rich Davey

Jan 23, 2021

EXHIBIT A-1 – BIDDER’S CERTIFICATION - 01620 PAGE 1

EXHIBIT A-1 – BIDDER’S CERTIFICATION

Competitive Solicitation: No. 01620 – Business Consulting Services

Bidder: The Boston Consulting Group, Inc.

Type/print full legal name of Bidder

Bidder’s Address: 1201 3rd Ave #5400, Seattle, WA 98101 Type/print Bidder’s Address

Bidder Organization Type:

Check appropriate box

Corporation: X Domestic Foreign

Limited Liability Company (LLC): Domestic Foreign

Partnership: Domestic Foreign

Sole Proprietorship:

State of Formation: Massachusetts Type/print the state where the corporation, LLC, or partnership is formed – e.g., ‘Washington’ if domestic and the name of the state if ‘Foreign’ (i.e., not Washington)

Bidder, through the duly authorized undersigned, makes this certification as a required element of submitting a responsive bid. Bidder certifies, to the best of its knowledge and belief, that the following are true, complete, correct, and made in good faith:

1. UNDERSTANDING. Bidder certifies that Bidder has read, thoroughly examined, and fully understands all of the provisions in the Competitive Solicitation (including all exhibits) and the terms and conditions of the Master Contract and any amendments or clarifications to the Competitive Solicitation, and agrees to abide by the same.

2. ACCURACY. Bidder certifies that Bidder has carefully prepared and reviewed its bid and fully supports the accuracy of the same. Bidder further understands and acknowledges that Enterprise Services shall not be responsible for any errors or omission on the part of Bidder in preparing its bid. Bidder certifies that the facts declared here are true and accurate. Bidder further understands and acknowledges that the continuing compliance with these statements and all requirements of the Competitive Solicitation are conditions precedent to the award or continuation of the resulting Master Contract.

3. NO COLLUSION OR ANTI-COMPETITIVE PRACTICES. Bidder certifies that Bidder has not, either directly or indirectly, entered into any agreement, participated in any collusion, or otherwise taken any action in restraint of free competitive bidding in connection with this Competitive Solicitation.

Bidder certifies that Bidder’s bid prices have been arrived at independently, without engaging in collusion, bid rigging, or any other illegal activity, and without for the purpose of restricting competition any consultation, communication, or agreement with any other bidder or competitor

EXHIBIT A-1 – BIDDER’S CERTIFICATION - 01620 PAGE 2

relating to (a) those prices, (b) the intention to submit a bid, or (c) the methods or factors used to calculate the prices offered. Bidder certifies that Bidder has not been and will not knowingly disclose its bid prices, directly or indirectly, to any other bidder or competitor before award of a Master Contract, unless otherwise required by law. Bidder certifies that Bidder has made no attempt and shall not make any attempt to induce any other person or firm to submit or not to submit a bid for the purpose of restricting competition. Bidder, however, freely may join with other persons or organizations for the purpose of presenting a bid.

4. FIRM OFFER. Bidder certifies that its bid, attached hereto, is a firm offer which cannot be withdrawn for a period of ninety (90) days from and after the bid due date specified in the Competitive Solicitation. Enterprise Services may accept such bid, with or without further negotiation, at any time within such period. In the event of a protest, Bidder’s bid shall remain valid for such period or until the protest and any related court action is resolved, whichever is later.

5. CONFLICT OF INTEREST. Bidder certifies that, in preparing this bid, Bidder has not been assisted by any current or former employee of the State of Washington whose duties relate (or did relate) to this Competitive Solicitation, or prospective Master Contract, and who was assisting in other than his or her official, public capacity. Neither does such a person nor any member of his or her immediate family have any financial interest in the outcome of this bid.

6. NO REIMBURSEMENT. Bidder certifies that Bidder understands that the State of Washington will not reimburse Bidder for any costs incurred in the preparation of this bid. All bids become the property of the State of Washington, and Bidder claims no proprietary right to the ideas, writings, items, or samples unless so stated in the bid.

7. PERFORMANCE. Bidder certifies that Bidder understands that its submittal of a bid and execution of this Bidder’s Certification certifies bidder’s willingness to comply with the Master Contract, if awarded such. By submitting this bid, Bidder hereby offers to furnish the goods and/or services solicited pursuant to this Competitive Solicitation in compliance with all terms, conditions, and performance requirements contained in this Competitive Solicitation and the resulting Master Contract or, if applicable, as detailed on a Contract Issues List, if permitted, in this Competitive Solicitation.

8. INSURANCE. Bidder certifies as follows (must check one):

X BIDDER HAS REQUIRED INSURANCE. Bidder has attached a current, valid Certificate of Insurance with each and all of the required insurance coverages as specified in the Master Contract (note: Bidder must attach the Insurance Certificate).

OR

BIDDER WILL OBTAIN REQUIRED INSURANCE. Bidder does not have a current, valid Certificate of Insurance with each and all of the required insurance coverages as specified in the Master Contract but, if designated as the Apparent Successful Bidder, Bidder will provide such a Certificate of Insurance, without exception of any kind, to Enterprise Services within twenty-four (24) hours of such designation or notification by Enterprise Services or be deemed a nonresponsive bid.

OR

BIDDER DOES NOT HAVE REQUIRED INSURANCE. As detailed on the attached explanation (Bidder to provide), Bidder does not have a current, valid Certificate of Insurance with each and all of the required insurance coverages as specified in the Master

EXHIBIT A-1 – BIDDER’S CERTIFICATION - 01620 PAGE 3

Contract and, if designated as the Apparent Successful Bidder would not be able to provide such a Certificate of Insurance to Enterprise Services within twenty-four (24) hours of such designation.

9. DEBARMENT. Bidder certifies as follows (must check one):

X NO DEBARMENT. Bidder and/or its principals are not presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from contracting with any federal, state, or local governmental entity.

OR

DEBARRED. As detailed on the attached explanation (Bidder to provide), Bidder and/or its principals presently are debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from contracting with a federal, state, or local governmental entity.

10. CRIMINAL OFFENSE. Bidder certifies as follows (must check one):

X NO CRIMINAL OFFENSE. Bidder has not, within the three (3) year period preceding the date of this Competitive Solicitation, been convicted or had a civil judgment rendered against Bidder for commission of fraud or a criminal offense in connection with obtaining, attempting to obtain, or performing a governmental contract;

violation of any federal or state antitrust statute; or commission of embezzlement, theft, forgery, bribery, falsification or destruction of records, making false statements, or receiving stolen property. Bidder further certifies that it is not presently indicted or otherwise criminally or civilly charged by a governmental entity with commission of any of the offenses enumerated in this paragraph.

OR

CRIMINAL OFFENSE. As detailed on the attached explanation (Bidder to provide), within the three (3) year period preceding the date of this Competitive Solicitation, Bidder has been convicted or had a civil judgment rendered against Bidder for commission of fraud or a criminal offense in connection with obtaining, attempting to obtain, or performing a governmental contract; violation of any federal or state antitrust statute; or commission of embezzlement, theft, forgery, bribery, falsification or destruction of records, making false statements, or receiving stolen property.

11. WAGE THEFT PREVENTION. Bidder certifies as follows (must check one):

X NO WAGE VIOLATIONS. Bidder has NOT been determined by a final and binding citation and notice of assessment issued by the Washington Department of Labor and Industries or through a civil judgment entered by a court of limited or general jurisdiction to have willfully violated, as defined in RCW 49.48.082, any provision of RCW chapters 49.46, 49.48, or 49.52 within three (3) years prior to the date of the above-referenced Competitive Solicitation date.

OR

VIOLATIONS OF WAGE LAWS. Bidder has been determined by a final and binding citation and notice of assessment issued by the Washington Department of Labor and Industries or through a civil judgment entered by a court of limited or general jurisdiction to have willfully violated, as defined in RCW 49.48.082, a provision of RCW chapters 49.46, 49.48, or 49.52 within three (3) years prior to the date of the above-referenced Competitive Solicitation date.

http://app.leg.wa.gov/RCW/default.aspx?cite=49.48.082 http://app.leg.wa.gov/RCW/default.aspx?cite=49.46 http://app.leg.wa.gov/RCW/default.aspx?cite=49.48 http://app.leg.wa.gov/RCW/default.aspx?cite=49.52 http://app.leg.wa.gov/RCW/default.aspx?cite=49.48.082 http://app.leg.wa.gov/RCW/default.aspx?cite=49.46 http://app.leg.wa.gov/RCW/default.aspx?cite=49.48 http://app.leg.wa.gov/RCW/default.aspx?cite=49.52

EXHIBIT A-1 – BIDDER’S CERTIFICATION - 01620 PAGE 4

12. PAY EQUALITY. Bidder certifies as follows (must check one):

X PAY EQUALITY FOR SIMILARLY EMPLOYED WORKERS. Bidder’s similarly employed individuals are compensated as equals. For purposes of this provision, employees are similarly employed if the individuals work for the same employer, the performance of the job requires comparable skill, effort, and responsibility, and the jobs are performed under similar working conditions. Job titles alone are not determinative of whether employees are similarly employed. Bidder may allow differentials in compensation for its workers based in good faith on any of the following: a seniority system; a merit system; a system that measures earnings by quantity or quality of production;

a bona fide job-related factor or factors; or a bona fide regional difference in compensation levels. A bona fide job-related factor or factors may include, but not be limited to, education, training, or experience that is: consistent with business necessity; not based on or derived from a gender-based differential; and accounts for the entire differential. A bona fide regional difference in compensation level must be consistent with business necessity; not based on or derived from a gender-based differential; and account for the entire differential.

OR

NO PAY EQUALITY FOR SIMILARLY EMPLOYED WORKERS. Bidder’s similarly employed individuals are NOT compensated as equals.

13. WORKERS’ RIGHTS (EXECUTIVE ORDER 18-03). Bidder certifies as follows (must check one):

X NO MANDATORY INDIVIDUAL ARBITRATION CLAUSES AND CLASS OR COLLECTIVE ACTION WAIVERS

FOR EMPLOYEES. Bidder does NOT require its employees, as a condition of employment, to sign or agree to mandatory individual arbitration clauses or class or collective action waivers.

OR

MANDATORY INDIVIDUAL ARBITRATION CLAUSES AND CLASS OR COLLECTIVE ACTION WAIVERS FOR EMPLOYEES. Bidder requires its employees, as a condition of employment, to sign or agree to mandatory individual arbitration clauses or class or collective action waivers.

14. TERMINATION FOR DEFAULT OR CAUSE. Bidder certifies as follows (must check one):

X NO TERMINATION FOR DEFAULT OR CAUSE. Bidder has not, within the three (3) year period preceding the date of this Competitive Solicitation, had one (1) or more federal, state, or local governmental contracts terminated for cause or default.

OR

TERMINATION FOR DEFAULT OR CAUSE. As detailed on the attached explanation (Bidder to provide), within the three (3) year period preceding the date of this Competitive Solicitation, Bidder has had one (1) or more federal, state, or local governmental contracts terminated for cause or default.

15. TAXES. Bidder certifies as follows (must check one):

X TAXES PAID. Except as validly contested, Bidder is not delinquent and has paid or has arranged for payment of all taxes due to the State of Washington and has filed all required returns and reports as applicable.

OR

EXHIBIT A-1 – BIDDER’S CERTIFICATION - 01620 PAGE 5

DELINQUENT TAXES. As detailed on the attached explanation (Bidder to provide), Bidder has not paid or arranged for payment of all taxes due to the State of Washington and/or has not timely filed all required returns and reports as applicable.

16. LAWFUL REGISTRATION. Bidder, if conducting business other than as a sole proprietorship (e.g., Bidder is a corporation, limited liability company, partnership) certifies as follows (must check one):

X CURRENT LAWFUL REGISTRATION. Bidder is in good standing in the State of Washington and the jurisdiction where Bidder is organized, including having timely filed all required annual reports.

OR

DELINQUENT REGISTRATION. As detailed on the attached explanation (Bidder to provide), Bidder currently is not in good standing in the State of Washington and/or the jurisdiction where Bidder is organized.

17. SUBCONTRACTORS. Bidder certifies as follows (must check one):

X NO SUBCONTRACTORS. If awarded a Master Contract, Bidder will not utilize subcontractors to provide the goods and/or services subject to this Competitive Solicitation.

OR

SUBCONTRACTORS. As detailed on the attached explanation (Bidder to provide), If awarded a Master Contract, Bidder will utilize subcontractors to provide the goods and/or services subject to this Competitive Solicitation. In such event, Bidder certifies that, as to the State, Bidder shall retain responsibility for its subcontractors, including, without limitation, liability for any subcontractor’s acts or omissions.

Note: Bidder must provide the precise legal name (including state of organization), business address, and federal tax identification number (TIN) for each subcontractor.

Note: If the TIN is a SSN, provide only the last four (4) digits.

18. WASHINGTON SMALL BUSINESS. Bidder certifies as follows (must check one):

WASHINGTON SMALL BUSINESS. Bidder is a Washington Small Business as defined in

RCW 39.26.010. To qualify as a Washington Small Business, bidder must meet two

(3) requirements:

1. Bidder’s principal office/place of business must be located in and identified as being in the State of Washington. A principal office or principal place of business is a firm’s headquarters where business decisions are made and the location for the firm’s books and records as well as the firm’s senior management personnel.

2. Bidder must be owned and operated independently from all other businesses and have either: (a) fifty (50) or fewer employees; or (b) gross revenue of less than seven million dollars ($7,000,000) annually as reported on its federal income tax return or its return filed with the Washington State Department of Revenue over the previous three consecutive years).

3. Bidder must have certified its small business status in WEBS.

OR

X NOT WASHINGTON SMALL BUSINESS. Bidder is not a Washington Small Business as defined http://www.des.wa.gov/services/ContractingPurchasing/Business/Pages/WEBSRegistration.aspx

EXHIBIT A-1 – BIDDER’S CERTIFICATION - 01620 PAGE 6

in RCW 39.26.010.

19. VETERAN-OWNED BUSINESS. Bidder certifies as follows (must check one):

VETERAN-OWNED BUSINESS. Bidder is a certified Veteran-Owned business under

RCW 43.60A.190 and is identified as such on WEBS (which is confirmed by the Washington Department of Veterans’ Affairs).

OR

X NOT VETERAN-OWNED BUSINESS. Bidder is not a certified Veteran-Owned business under

RCW 43.60A.190.

20. REFERENCES. Bidder certifies that the references provided to Enterprise Services have worked with Bidder and that such individuals and firms have full permission, without any additional requirement or release, to provide such references and information to Enterprise Services. Bidder hereby authorizes Enterprise Services (or its agent) to contact Bidder’s references and others who may have pertinent information regarding Bidder’s prior experience and ability to perform the Master Contract, if awarded. Bidder hereby authorizes such individuals and firms to provide such references and release to Enterprise Services information pertaining to the same.

Bidder further certifies that it shall provide immediate written notice to Enterprise Services if, at any time prior to a contract award, Bidder learns that any of its certifications set forth herein were erroneous when submitted or has become erroneous by reason of changed circumstances.

I hereby certify, under penalty of perjury under the laws of the State of Washington, that the certifications herein are true and correct and that I am duly authorized to make these certifications on behalf of the Bidder listed herein.

BIDDER NAME: The Boston Consulting Group, Inc.

Print Name of Bidder – Print full legal entity name of the firm submitting the Bid

By: Charlie Davis Signature of Bidder’s authorized person

Title: Charlie Davis Title of person signing certificate

Date: 1/21/2021

Charlie Davis Print Name of person making certifications for Bidder

Place: Seattle, Washington

Print city and state where signed

Return this Bidder’s Certification to Procurement Coordinator at:

DESContractsTeamCedar@des.wa.gov mailto:DESContractsTeamCedar@des.wa.gov

EXHIBIT A-1 – BIDDER’S CERTIFICATION - 01620 PAGE 7

Note: PDF version of documents available on request

EXHIBIT A-1 – BIDDER’S CERTIFICATION - 01620 PAGE 8

EXHIBIT A-1 – BIDDER’S CERTIFICATION - 01620 PAGE 9

EXHIBIT A-2 – BIDDER’S PROFILE - 01620 PAGE 1

EXHIBIT A-2 – BIDDER’S PROFILE

Competitive Solicitation No.: 01620 – Business Consulting Services

Bidder: The Boston Consulting Group, Inc.

BIDDER INFORMATION

Legal name and address of Bidder:

Note: This must match information from Business License

_The Boston Consulting Group, Inc.__ Business Name

_800 5TH AVE STE 4100_______

Address

_SEATTLE WA 98104-3100______

City, State, Zip Code

Washington State Department of Revenue Registration Number:

Note: This is the Unified Business Identifier (UBI)

__602-725-454_________________

Federal Tax ID No. (TIN):

Note: If your TIN is a Social Security number, provide only the last four digits.

__04-2432614____________

Is your firm certified as a minority or woman owned business with the Washington State Office of Minority & Women’s Business Enterprises

(OMWBE)?

Yes No If yes, provide MWBE certification no.

Is your firm a self-certified Washington State small business?

Note: See definitions of ‘microbusiness,’ ‘minibusiness,’ and ‘small business,” set forth in

RCW 39.26.010.

Yes No

If yes, what is your business size?

Small Mini Micro

Is your firm certified as Veteran Owned with the Washington State Department of Veteran Affairs?

Yes No If yes, provide WSDVA certification no.

EXHIBIT A-2 – BIDDER’S PROFILE - 01620 PAGE 2

CONTRACT MANAGEMENT POINTS OF CONTACT

Authorized Representative Name: Charlie Davis Email: Davis.Charlie@bcgfed.com Phone: 206-549-0543

Contract Administrator Name: Kevin Sanders Email: sanders.kevin@bcg.com Phone: 703-477-0412

Sales Reporting Representative Name: Kevin Sanders Email: sanders.kevin@bcg.com Phone: 703-477-0412

Sales Reporting Alternate Name: Spencer Barnes Email : Barnes.spencer@bcg.com Phone: 310-756-5719

Management Fee Representative Name: Kevin Sanders Email: sanders.kevin@bcg.com Phone: 703-477-0412

Management Fee Contact Alternate Name:

Email:

Phone:

Address for Enterprise Services to send management fee invoices:

Company name: The Boston Consulting Group Attn: Accounts Payable: USBCGAccountsPayable@bcg.com Address: 200 Pier 4 Boulevard City/State/Zip: Boston, MA 02210

ORDERING/SALES POINTS OF CONTACT (expand as necessary)

Name Phone Number E-mail Area of Responsibility

Charlie Davis 206-549-0543 Davis.Charlie@bcgfed.com Statewide

Steve Mitchelmore 206-305-0972 Mitchelmore.Steve@bcg.com Statewide

Danny Acosta 202-412-0009 Acosta.Daniel@bcg.com Statewide

Rich Davey 617-590-6771 Davey.rich@bcg.com Statewide mailto:Davis.Charlie@bcgfed.com mailto:sanders.kevin@bcg.com mailto:sanders.kevin@bcg.com mailto:sanders.kevin@bcg.com mailto:USBCGAccountsPayable@bcg.com

EXHIBIT A-2 – BIDDER’S PROFILE - 01620 PAGE 3

REFERENCES

Provide a minimum of two (2) commercial or government references for which bidder has delivered goods and/or services similar in scope as described in the Competitive Solicitation. Additional references may be required if Bidder intends to submit a bid for more than one category. See instructions in Exhibit C-1 – Bid Evaluation Criteria, Item No. 2 Experience.

Reference 1 – Organizational Development, if applicable

Company Name:

Contact & Title:

Phone:

Email:

Challenge Seattle and Washington Roundtable CEO of Challenge Seattle, Governor Christine Gregoire N/A chris@challengeseattle.com

Reference 2 – Organizational Development, if applicable

Company Name:

Contact & Title:

Phone:

Email:

The World Bank Kyle Peters, former COO at the World Bank Available on Request peters.kyle@advisor.bcg.com

Reference 1 – Change Management, if applicable

Company Name:

Contact & Title:

Phone:

Email:

State of Connecticut Josh Geballe, Commissioner of the Department of Admin.

Services 860-713-5100 josh.geballe@ct.gov

Reference 2 – Change Management, if applicable

Company Name:

Contact & Title:

Phone:

Email:

Port of Seattle Dave Soike, Chief Operating Officer (Port of Seattle)

(206) 787-3000 Soike.D@portseattle.org

Reference 1 – Management and Business Analysis, if applicable

Company Name:

Contact & Title:

Phone:

Email:

Department of Defense John Bergin, Deputy Assistant Secretary for Army 210-510-3139 John.m.bergin2.civ@mail.mil

Reference 2 – Management and Business Analysis, if applicable

Company Name:

Contact & Title:

Phone:

Email:

Leon Daniels Former Managing Director of Surface Transport Available on request leon.daniels@btopenworld.com mailto:chris@challengeseattle.com mailto:peters.kyle@advisor.bcg.com mailto:josh.geballe@ct.gov mailto:Soike.D@portseattle.org mailto:John.m.bergin2.civ@mail.mil mailto:leon.daniels@btopenworld.com

EXHIBIT A-2 – BIDDER’S PROFILE - 01620 PAGE 4

PURCHASE CARDS (I.E., CREDIT CARDS)

Please indicate which types of purchasing (credit) cards are accepted (note: any card fees must be included in the unit price of the bid):

Visa Master Card American Express Discover Other: N/A

Return this Bidder’s Profile to Procurement Coordinator at:

EXHIBIT A-3 – RESPONSIBLE BIDDER (COMPETENCIES) - 01620 PAGE 1

EXHIBIT A-3 - RESPONSIBLE BIDDER (COMPETENCIES)

Competitive Solicitation: No. 01620 – Business Consulting Services

Bidder, through the duly authorized undersigned, makes this certification as a required element of submitting a responsive bid. Bidder certifies, to the best of its knowledge and belief that the following are true, complete, correct, and made in good faith:

Diversity, Equity, and Inclusion (DEI) is important to Washington State must be present in the fabric of the work we do in all areas. For professional services, where outside entities are coming into and directing the work of our civil servants, it is essential that they align with these values. As a requirement for responsibility, your firm must attest to the state’s values and culture. This will become part of any resultant contract and Bidder will be required to meet or exceed the commitments listed herein.

ATTESTATION

☒ I and the named leader(s) below have read and understand the Washington State Enterprise Leadership Competencies and the Enterprise DEI Competencies for all employees posted by the DEI Committee of the Office of Financial Management, and titled “Enterprise DEI Competencies – All Employees – A pathway for success [PDF]”. The named leader(s) below have the authority to, and shall ensure, that Bidder, Bidder’s employees, and Bidder’s subcontractors will follow the base expectation for values and culture established by Washington State. As Washington State continues to listen to our state family, this leader will enhance diversity, equity, and inclusion within this organization. I will notify Enterprise Services within 30 days if these named leader(s) need to be changed.

Charlie Davis, Managing Director and Partner

1/21/2021

Name, Title Signature Date

Steve Mitchelmore, Managing Director and Partner Steve Mitchelmore

Daniel Acosta, Managing Director and Partner Daniel Acosta https://des.wa.gov/sites/default/files/public/documents/Training/LeadershipDevelopment/Leadership_Competencies.pdf?=420bb https://des.wa.gov/sites/default/files/public/documents/Training/LeadershipDevelopment/Leadership_Competencies.pdf?=420bb https://ofm.wa.gov/state-human-resources/workforce-diversity-equity-and-inclusion/diversity-equity-and-inclusion-resources/dei-committee-documents https://ofm.wa.gov/state-human-resources/workforce-diversity-equity-and-inclusion/diversity-equity-and-inclusion-resources/dei-committee-documents

EXHIBIT A-3 – RESPONSIBLE BIDDER (COMPETENCIES) - 01620 PAGE 2

CERTIFICATION

Bidder further certifies that it shall provide immediate written notice to Enterprise Services if, at any time prior to a contract award, Bidder learns that any of its certifications set forth herein were erroneous when submitted or has become erroneous by reason of changed circumstances.

I hereby certify, under penalty of perjury under the laws of the State of Washington, that the certifications herein are true and correct and that I am duly authorized to make these certifications on behalf of the Bidder listed herein.

BIDDER NAME: The Boston Consulting Group, Inc.

Print Name of Bidder – Print full legal entity name of the firm submitting the Bid

By: Charlie Davis Signature of Bidder’s authorized person

Title: Managing Director and Partner

Title of person signing certificate

Date: 1/21/2021

Print Name of person making certifications for Bidder

Place: Seattle, WA

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Return this Bidder’s Certification to Procurement Coordinator at:

Bidder Name: Boston Consulting Group

EXHIBIT C - 2 – BIDDER RESPONSE SHEET / 01620-BUSINESS CONSULTING SERVICES

Categories that your company is bidding on (Mandatory, Not Scored)

Check the box(s) next to each category that your company is bidding on:

Organizational Development Change Management Management and Business Analysis

Question 1: Bidder’s Organization A. Company history Our firm’s purpose is to help unlock the potential of those who advance the world. We work with Fortune 500 companies, all levels of public sector organizations, and non-profits to deliver impact at both a local and global level. Since our founding almost 60 years ago, we have been consistently recognized as a top provider of management consulting services for both our thought leadership and our ability to deliver value for our clients. We have the reach and expertise of a global firm, with 21,000+ employees and over 90 offices in 50 countries, combined with close ties and commitment to Washington State. Our Seattle office, founded in 2012, is one of our fastest growing in the world, and we strive to be leaders within the Washington business community. We serve Washington clients in industrial goods, technology, retail, health care, global health, and most importantly, the public sector. We have developed a deep understanding of the priorities of the State through our previous work with state organizations on strategies to drive employment, equity, education, and environmental stewardship. In addition to our work with clients, serving the broader Puget Sound community is at the heart of our mission. We have a $3M+ annual pro bono commitment to organizations in Washington State. We are extremely passionate about making an impact beyond our office walls and core commercial business, through pro bono case work, supporting regional economic development initiatives, and partnering with local nonprofits and public entities.

B. Areas of services and customer base Functional and Industry Practice Areas We have the breadth to match the full range of capabilities required by Washington State. Our firm’s capabilities are organized as a set of practice areas with experts both in specific industries (e.g., public sector) and in specific functional topics that cut across industries (e.g., digital, people & organization, advanced data and analytics). We will draw from this range of expertise to create a tailored team of the right experts to help the State of Washington solve specific problems around organizational development, change management, and management and business analysis.

Public Sector Clients and Services Our experience working with public sector clients is extensive, covering all government sectors and functions. In the last 5 years, we have supported Public Sector clients in ~3,000 projects, including:

~670 projects related to People and Organizations ~470 projects related to Transformation and Large-Scale Change ~530 projects related to Operations ~660 projects related to Technology Advantage and Digital Government ~100 projects related to Climate and the Environment

We have supported public sector projects across a spectrum of policy areas: agriculture, criminal justice, economic development, education, energy, environment, health care, human services, information technology, local government, mental health, public finance, public safety, and transportation (see Qualifications section for more detail). We work with leading governments across geographies, from international bodies to national and local entities, giving the State of Washington access to best practices relevant for the public sector. For example, we have helped a UK regulatory agency to find cost efficiencies, a US federal defense agency to reduce IT spend, and a public-sector health care system to leverage advanced AI tools to optimize resources (work force, training, and equipment) & strengthen quality of care. More recently, we have been working extensively with different state departments of health in response to COVID-19, evaluating and assisting with actions ranging from rapid responses to more fundamental, strategic shifts. We are also helping leaders envision how the crisis will continue to affect the business environment and what society will need in the coming months and years.

In the public sector, defining success can be more complicated than in the private sector, but the importance of measuring performance is not. We help public sector clients achieve results with a relentless focus on the goal, the strategies to achieve it, the expected quantifiable impacts, and the accountability to ensure the impacts are realized. We are thought leaders in this space, with numerous publications with the Project Management Institute on closing the gap between strategy design and delivery. Our expertise pays off for our clients. For instance, we helped a national mail delivery service re-orient its business model given structural deficits and the rise of e-commerce. As part of this transformation, they achieved an $800M profit improvement in 12 months.

C. Overview of capabilities, stability, and strength Organizational development We are a global leader in organizational development, with roughly 2,500 cases in efficient and effective organizational design over the past three years. We work with clients to design the right organization structure and define the leadership and talent needed to deliver your strategy and de-risk change management by securing leadership support, communicating frankly, and mobilizing the organization behind well understood goals. We have dedicated experts who ensure that clients achieve a high-performance culture where company’s purpose, strategy, and culture are closely interconnected. Our global Leadership and Talent Enablement Center combines our understanding of clients’ goals, organization, and culture with deep expertise in delivering business results and insights into how to develop world class leaders. Additionally, we have dedicated tools and solutions for organization culture change, such as a learning and behavior change app that supports training and coaching for leaders and managers through digital nudges, text messages, emails, apps, and gamification.

In order to achieve successful organizational development, we work with leaders (1:1 and in teams) in public and private sector settings to grow leadership skills, improve effectiveness of teams, and advance the organization. We have designed and run thousands of customized trainings and will ensure that the State of Washington can provide high-impact learning and capability building programs that drive sustainable improvement, individual performance, and business outcomes. For example, we led an Agile transformation at an international bank as the new way of working. We trained 500+ staff in Agile ways of working in first year and increased staff engagement, that resulted in an increase of 10 points in staff engagement survey (first increase in over 5 years).

Change management We have gained external recognition as a top-ranked global consulting firm in change management, rated “best in breed” in change implementation by ALM Intelligence. We have a dedicated team of experts specifically focused on change management and have completed over 1,800 change management-focused projects over the past 5 years globally. We have unique breadth in our change management capabilities, blending the “hard” levers of process and structure with the “soft” levers of culture, incentives, and behaviors that enable the activity, interactions, and progress needed.

Our change management methodology is an integrated approach for how senior leaders can successfully implement change. We offer a selection of proprietary tools and methodologies and partner with our clients to tailor the right set of solutions for their change initiative. Some of our tools include a software tool support rigorous end-to-end management of change portfolio programs and a proprietary platform to design & implement reorganizations. This tool allows us to conduct deep diagnostics of our client's org efficiency: Layers, levels, spans of control (e.g., manager to employee ratios), grade mix which supports thoughtful decisions on redesigns.

Management and business analysis The strategies we co-develop with our clients are always rooted in analysis, and we bring a full range of qualitative and quantitative analytical capabilities and resources. We go beyond the Excel spreadsheet, bringing a wealth of financial and operational assessment, benchmarking, and planning tools (e.g., stakeholder analysis, footprint analysis and optimization of production networks, FTE and cost benchmarking for SG&A functions, procurement maturity check, and more). In addition to every consultant in our core business being trained in Tableau and Alteryx, powerful software for analyzing and visualizing data. We also have a dedicated data science business of 550+ employees that can leverage big data to deliver insights along with the strategic acumen to act on them. As one example of leveraging these capabilities, we led a data transformation for a leading multi-brand consumer company: we built an integrated data and advanced analytics capability (first of its kind in industry) to understand customers, provide real-time predictions to support operations, and drive value through its multi-brand portfolio.

We understand that metrics must be intimately tied to the strategy and goals of the organization, and they must have consequences to ensure that smart use of data can drive value. We do not leave our clients at the analytic step, but instead work together to identify the highest-priority levers to drive change and assist with putting the changes into practice. We have experience in all the disciplines required by Washington State, including (but not limited to) understanding policy impacts and assisting with program development, project management, and change management.

D. What makes us unique We truly collaborate with our clients not only to co-develop strategy rooted in the highest-quality analysis and world-class expertise, but also to ensure that strategy is implemented in the real world and impact is sustained in the long run, with a focus on client enablement—that is, building client capabilities. It is not a surprise, then, that we consistently meet and exceed our client’s expectations: 93% of our clients say they would work with us again, 88% of our revenue comes from repeat clients, and ~40% of our revenue comes from clients we have been serving for 10+ years who have consistently seen us provide great value.

Many firms might make similar claims. What makes us unique is that, since our founding in the 1960s, we have created and sustained a leadership position due to three mutually reinforcing facts:

#1 firm to work for. We have been ranked the #1 consulting firm to work for the last 6 years by a leading consulting magazine, and for each of the last 10 years have been in Fortune magazine’s Top 10 firms to work for in any industry.

#1 at creating change. We have consistently been rated the #1 firm for change management by independent surveys of the consulting industry. We deploy dedicated teams to work shoulder-to-shoulder with clients to develop actionable solutions and sustain momentum for change.

#1 track record of success. Our top clients have exceeded the S&P 500 by 4 percentage points per year in shareholder return. Our growth has outpaced other premier strategy consulting firms. Our success builds on itself because we draw on our accumulated expertise

These facts are not isolated; they have created a positive feedback cycle since we began operations.

Because we attract the right people, we can create change in even the most complicated situations. And because of our track record of success, we can attract staff eager for the chance to tackle the next set of challenges we are asked to support. We hope to bring the same passion, rigor, and expertise to the State of Washington.

E. Mission driven approach Showcasing excellence in social and community investment, including pro-bono efforts In addition to our work with clients, we also have a strong commitment to serving our broader community, locally, nationally, and internationally. Within Washington State, we have done pro-bono work on the following topics: housing affordability, STEM education gaps, racial equity, K-12 learning loss, economic development, workforce development, long-term transportation strategies for the State, and more.

We have also received numerous awards for our pro-bono efforts. For example, we won an award for Excellence in Social Impact and Community Investment for pro-bono work with a global intergovernmental organization fighting the Ebola outbreak. We assisted these international public health bodies in developing a “30-60-90-day plan” to get the epidemic under control and subsequently joined the organization’s deployment to West Africa, providing ground support for the team. The firm also worked closely with leaders from national governments, intergovernmental organizations, international agencies, and non-governmental organizations on several of the most critical issues during the height of the crisis.

Making a difference through neutralizing climate impact The climate crisis is a defining and existential issue. We recognize the urgent need to reduce global emissions to net zero by 2050 and address systemic threats to our environment. We are partnering with our clients to drive climate action, shaping the global agenda through thought leadership, and managing our own environmental footprint.

In 2019, we launched our climate initiative to help the private, public, and social sectors align their strategy, operations, and stakeholder engagement with a low-carbon world. The same year, we worked with >250 organizations on climate change, investing to enable almost $300 million in climate and environment consulting projects. In 2019 our firm achieved a 15% reduction in carbon emissions per employee internally; and we supported 11 climate-mitigation carbon-offset projects around the globe to maintain carbon neutral company certification.

We have also pledged to reach net-zero climate impact by 2030, along with:

Reducing our footprint through a 90% reduction in Scope 1 and Scope 2 emissions and a 30% reduction in Scope 3 business travel emissions per full-time equivalent employee by 2025 Removing our remaining footprint at an annual average of $80 per ton by 2030 Becoming climate positive beyond 2030 by removing more carbon than we emit Committing $400 million over the next decade to enable our teams to drive climate impact across industries

Elevating Diversity, Equity, and Inclusion (DEI) efforts We put diversity, equity, and inclusion (DEI) at our core. We know that people are our greatest asset, and that attracting world-class talent means creating a culture that is inclusive of diversity of all kinds. We are proud of our accomplishments, including 10 straight years with a perfect score on Human Rights Campaign’s Corporate Equality Index; top 50 and top 100 rankings from Diversity MBA and Black Enterprise magazines respectively; and 12 straight years named by Working Mother as one of the 100 best companies to work for in the U.S. We also work to advance DEI beyond our walls, developing DEI strategies for our clients and pursuing pro bono engagements. For example, we have pledged to invest $100M of our talent resources and $1M over five years to organizations addressing racial injustice.

Experience (4 pages for each category bid) Project 1 / Reference 1 – Org Development Developing a racial equity strategy & organization workshops for WA State company consortia

Overview and Context Two consortia of CEOs (>30 CEO members) in Washington State wanted to develop a strategy to improve racial equity for the Black population in Washington State. The client organizations encompass some of the largest employers in the State from a wide range of industries. The clients sought meaningful improvement in equity for Black Washingtonians and had two main objectives:

Understand the current state of inequity for Black Washingtonians through a detailed fact-base, community stakeholder engagement, workshops, and trainings Define actionable policies and corporate initiatives that can address these racial disparities

Our company was engaged for ~10 weeks during summer of 2020 to embark on this pro bono effort with the aim of providing recommendations that result in measurable change in a year, increased transparency on key metrics, and more successful, Black-owned businesses contributing to Washington’s economy. Our company worked extensively with the client leadership and working group to draft a detailed plan that that clients could then implement in their respective organizations.

Approach A systemic problem like racial inequity requires a multi-pronged approach that draws on many of our firm’s capabilities, but our organizational development capabilities were especially key to the success of this engagement.