Instructor Services for Foundations of Performance Accountability Training.docx

IFB DHSS 0000000055SL

State of Missouri

DEPARTMENT OF HEALTH AND SENIOR SERVICES

Invitation for Bid (IFB) for Instructor Services for Foundations of Performance Accountability Training

BID DUE NO LATER THAN: October 28, 2026 AT 3:00 PM CENTRAL TIME Response should be submitted electronically through MissouriBUYS, powered by MOVERS, at https://missouribuys.mo.gov but may respond by hard copy (see mailing instructions below)

MAILING INSTRUCTIONS: Print or type IFB Number and Return Due Date (Closing date) on the lower left hand corner of the envelope or package. Bids must be in the Department of Health and Senior Services office 920 Wildwood Dr., Jefferson City, MO 65109 by the closing date and time.

IFB CONTACT INFORMATION:

PROCUREMENT OFFICER: Janett Walker

PHONE NO.: (573) 751-6032

EMAIL: Janett.Walker@health.mo.gov See “IFB Questions” in Section 1 for appropriate communications during the procurement process.

DELIVER SUPPLIES/SERVICES FREE ON BOARD (FOB) DESTINATION TO THE FOLLOWING ADDRESS:

Missouri Department of Health and Senior Services Office of Workforce Development PO BOX 570, Jefferson City, MO 65102

ATTENTION:

1. After reviewing the Invitation for Bid (IFB), the Vendor must complete and return Exhibit 1, Bid Signature Page and all other necessary exhibits.

2. Due to lead times for obtaining the information needed to complete the various Business Compliance Exhibits herein as explained in the IFB’s Vendor Response Exhibits, Vendors are encouraged to IMMEDIATELY begin securing these verifications.

3. The Vendor must be registered in MissouriBUYS , powered by MOVERS in a “Prospective” or “Spend Authorized” registration status to submit a response. The Vendor must achieve “Approved” registration status in MissouriBUYS (WebProcure/Proactis) and “Spend Authorized” registration status in MissouriBUYS, powered by MOVERS to be considered for a contract award. Reference Section 5.

IFB Organization:

IFB Sections:

IFB Attachments (Do not return these documents with response):

IFB Vendor Response Exhibits (Return these exhibits with the bid response):

BUSINESS COMPLIANCE EXHIBITS

INTRODUCTION AND BACKGROUND INFORMATION SECTION

Introduction:

Purpose: This document constitutes a request for competitive, sealed bids for the provision of securing a qualified instructor to deliver twelve (12) training sessions on performance accountability to staff to strengthen supervisory skills in coaching, development conversations, and progressive accountability steps as set forth herein for Department of Health and Senior Services (hereinafter referred to as “Department/state agency”).

0. Minimum Experience Qualifications: There are minimum experience qualifications in the IFB (See Section 2.2.1, Minimum Experience Requirements in Section 2: Scope of Work).

0. Titles: Titles of paragraphs used herein are for the purpose of facilitating reference only and shall not be construed to infer a contractual construction of language.

Background and Historical Usage Information:

The Department has identified a need to strengthen its approach to employee performance management and corrective action. As part of a broader director-led initiative to improve workplace culture, reinforce accountability, and enhance supervisory effectiveness, the Department is seeking to implement training on performance accountability utilizing Dick Grote’s Discipline Without Punishment philosophy.

The Discipline Without Punishment approach emphasizes constructive communication, collaborative problem-solving, and respectful accountability practices. It provides supervisors with tools to address performance issues in a manner that maintains employee dignity while still ensuring organizational standards are met.

This philosophy aligns with the Department’s ongoing efforts to improve employee engagement, reduce turnover, and foster consistent, transparent leadership practices across all divisions.

To support this initiative, the Department intends to procure an experienced external speaker or trainer with established expertise in the Discipline Without Punishment methodology. This training will assist supervisory staff in adopting standardized practices, building confidence in addressing performance challenges, and reinforcing the director’s commitment to cultivating a positive and productive work environment.

IFB Questions:

Procurement officer is Single Point of Contact for Solicitation: Vendors and their agents (including subcontractors, employees, consultants, or anyone else acting on their behalf) must direct all of their questions or comments regarding the IFB, the evaluation, etc., to the procurement officer indicated on the first page of this IFB. It is preferred that questions be emailed to the procurement officer.

Except as noted herein, Vendors and their agents are instructed not to contact any other state employee regarding any of these matters during the solicitation and evaluation process. Inappropriate contacts are grounds for suspension and/or exclusion from specific procurements. Vendors can be sanctioned for unauthorized contact with any evaluator under 1 Code of State Regulation (CSR) 40-1.060(8)(G) and (H) available at http://www.sos.mo.gov/adrules/csr/csr.asp.

Vendor is Responsible for Asking Questions About the IFB: It is the Vendor’s responsibility to ask questions, request changes or clarifications, or otherwise advise the Department if the Vendor believes that any language, specifications, or requirements are: (1) ambiguous, (2) contradictory or arbitrary, (3) violate any state or federal law or regulation, (4) restrict or limit the requirements to a single source, or (5) restrict or limit the Vendor’s ability to submit a response.

Vendor Question Deadline: Every attempt shall be made to ensure that the Vendor receives an adequate and prompt response. However, in order to maintain a fair and equitable procurement process, all Vendors will be advised, via the issuance of an amendment to the IFB, of any relevant or pertinent information related to the procurement. All questions and issues should be submitted no later than ten (10) calendar days prior to the bid closing date and time of the bid. If not received prior to ten (10) calendar days before the bid closing date and time, the Department may not be able to fully research and consider the respective questions or issues.

State’s Response to Vendor Questions: Upon the Department’s consideration of questions and issues, if the Department determines that changes are necessary, the resulting changes will be included in a subsequently issued IFB amendment(s); absence of such response indicates that determines the questions and issues were considered but deemed unnecessary for a IFB amendment. All Vendors will be advised of any change to the IFB’s language, specifications, or requirements by a formal amendment to the IFB. There will be no posted written records of the questions/communications (i.e., formal question/answer document).

IFB is State’s Only Official Position: The only official position of the State of Missouri shall be that which is contained in the IFB and any amendments thereto.

Amendments:

If the Department determines that changes to the IFB are necessary, the resulting changes will be included in a subsequently issued IFB amendment(s) prior to the bid closing date and time.

Glossary of Terms and Acronyms:

Whenever the following terms and acronyms appear in the IFB document or any amendment thereto, the definitions or meanings described below shall apply.

General Glossary, Acronyms, and Abbreviations:

Agency and/or State Agency/Department means the statutory unit of state government in the State of Missouri for which the equipment, supplies, and/or services are being purchased. The Department is also responsible for payment, unless otherwise specified herein. Note: The terms “Department”, “state agency”, “state”, and “State of Missouri” are used interchangeably throughout the document and have the same meaning.

Amendment means a written, official modification to a solicitation or contract.

Attachment applies to all documents which are included with an IFB to incorporate any informational data or requirements related to the performance requirements and/or specifications.

Bid Closing date and Time and similar expressions mean the exact deadline required by the IFB for the receipt of sealed bids.

Procurement officer means the procurement staff member of the Department.

Code of State Regulation (CSR) contains the current administrative rules of executive agencies of Missouri government. The regulations are arranged by agency rather than by subject.

Contract means a legal and binding agreement between two or more competent parties, for a consideration for the procurement of equipment, supplies, and/or services.

Contractor means a Supplier, bidder, person, or organization who is a successful Vendor as a result of an IFB and who enters into a contract.

Exhibit applies to forms which are included with an IFB for the Vendor to complete and submit with their response prior to the specified closing date and time.

Invitation for Bid (IFB) means the solicitation document issued by the Department to potential Vendors for the purchase of equipment, supplies, and/or services as described in the document. The definition includes the following sections: Introduction and Background Information; Scope of Work; Terms and Conditions (“terms and conditions” and “Terms and Conditions” are used interchangeably throughout the IFB); General Contractual Requirements; and Vendor Submission, Evaluation, and Award Information; and the IFB Vendor Response Exhibits, Attachments, and Amendments of the IFB.

May means that a certain feature, component, or action is permissible, but not required.

Must means that a certain feature, component, or action is a mandatory condition.

Party refers to either the State of Missouri or the Contractor as an entity that may enter into a contract pursuant to the terms herein.

Pricing Page(s) applies to the form(s) on which the Vendor must state the price(s) applicable for the equipment, supplies, and/or services required in the IFB. The pricing pages must be completed and submitted by the Vendor with the response prior to the specified bid closing date and time.

Purchase Order means the authorized document issued by the state agency to the Contractor indicating descriptions, quantities, and agreed prices for products and/or services.

Reasonable, Necessary or Proper as used herein shall be interpreted solely by the State of Missouri.

RSMo (Revised Statutes of Missouri) refers to the body of laws enacted by the Legislature which govern the operations of all agencies of the State of Missouri. Chapter 34 of the statutes is the primary chapter governing the operations of the Department.

Shall has the same meaning as the word must.

Should means that a certain feature, component and/or action is desirable but not mandatory.

State collectively referring to the state government and/or the agencies thereof.

Supplier has the same meaning as the word, Vendor.

Vendor means the Supplier, bidder, person, or organization that responds to an IFB by submitting a bid with prices to provide the equipment, supplies, and/or services as required in the IFB document.

0. Artificial Intelligence (AI) Definitions:

2. Artificial Intelligence (AI): A machine-based system or service that can generate outputs such as content, predictions, recommendations, or decisions (i.e. virtual or real environments) influencing the environments they interact with.

2. Generative AI: Artificial intelligence (AI) service that generates new content, such as text, images, audio, code, synthetic data, or other content based on learned patterns from large data sets, including but not limited to Large Language Models (LLMs).

2. Machine Learning (ML): A type of Artificial Intelligence (AI) that helps computers and machines learn like humans, to perform tasks, and to improve their performance and accuracy through experience and exposure to more data.

2. AI Training: The computational process by which an artificial intelligence or machine learning model ingests and processes data to develop, adjust, or optimize its internal parameters, weights, or algorithms for the purpose of enabling the model to perform specified tasks, generate outputs, or make predictions. Training includes initial pre-training on large datasets, fine-tuning on domain-specific data, and any reinforcement or feedback-based optimization processes applied to the model.

2. Automated Decision-Making (ADM) Technology: Any system, software, or algorithmic process—utilizing either artificial intelligence, machine learning, or advanced rule-based logic—that automates the evaluation of data to make a decision, issue a score, or recommend a specific course of action with minimal or no human intervention.

2. AI Model: A component of an information system that implements AI technology and uses computational, statistical, or machine-learning techniques to produce outputs from a given set of inputs.

2. AI Prompt: The input, instruction, or command that a user provides to an Artificial Intelligence (AI) model to elicit a specific AI generated output, which can be in the form of text, code, images, audio, automated task or function.

2. Agentic AI: Artificial Intelligence (AI) service that exhibits a level of autonomy, proactivity, and decision-making capability, often acting as agents that can pursue goals, initiate actions, and adapt based on context without direct human prompting.

2. Data Poisoning: A type of cyberattack in which an adversary intentionally compromises a training dataset used by an AI or Machine Learning (ML) model to influence or manipulate the operation of that model.

2. Drift: A phenomenon where an AI model's performance degrades over time due to changes in the data it is exposed to, causing its predictions or outputs to become less accurate or relevant.

2. Hallucination: When an Artificial Intelligence (AI) service generates inaccurate or nonsensical information.

2. Model Bias: When an Artificial Intelligence (AI) service makes systematic errors or shows favor to certain groups, leading to unfair or discriminatory outcomes.

2. Prompt Injection: An attack that forces a generative model to produce unexpected output by manipulating the structure, instructions, or information contained in its prompt.

2. Deterministic AI: A machine-based system that operates on predefined rules to produce consistent, predictable outputs for a given input, without the variability typically found in generative models.

2. Open-Weight AI: Artificial intelligence systems where the underlying source code, model weights, and training data are made publicly accessible for review, use, and community development.

2. Closed AI: Proprietary artificial intelligence systems where the technology, code, training data, and model weights remain private and are strictly controlled by the developer or vendor.

2. AI Tuning: The process of adjusting and refining an existing artificial intelligence model to make it more accurate, efficient, or skilled at a specific job.

2. Algorithm: An algorithm is simply a specific set of step-by-step instructions that a computer follows to solve a problem or complete a task. Common algorithms include classification, regression, and clustering.

2. Artificial Neural Network: A type of artificial intelligence (AI) designed with a deep learning technique modeled after the structure of the human brain, requiring large datasets to perform complex calculations and generate outputs - enabling capabilities such as speech and image recognition.

2. Chatbot: Software application that is designed to imitate human conversation through text or voice commands. See also Generative Artificial Intelligence or GenAI.

2. Deep Learning: A subfield of machine learning that focuses on training neural networks with many layers, enabling learning of complex patterns.

2. Domain Language Model: A domain language model is a type of artificial intelligence trained to understand and write about a highly specific subject, rather than general, everyday topics. For example, the state might use one specifically trained on Missouri legal codes or public health regulations so it can accurately help staff search specialized documents or answer complex policy questions.

2. Embedded AI: The Artificial Intelligence (AI) capabilities are part of an existing application as an additional feature of that application

2. Fine-tuned model: An Artificial Intelligence (AI) program that has already learned general information, but is then given extra training and is focused on a specific context or category of information so it becomes an expert in that area.

2. Input Transformation: A data processing technique where raw input is systematically altered, rephrased, or sanitized before being passed to a downstream system.

2. Large Language Model: A type of artificial intelligence model designed to process and generate human-like text by leveraging deep learning techniques, typically trained on vast amounts of data to understand and produce language-based outputs.

2. Local-side secret scanning: Is a security process where data is analyzed for sensitive information (passwords, API keys, tokens) on the user’s device before it is ever transmitted over the network. (sometimes known as client-side secret scanning)

2. Model Context Protocol: An open-source framework designed to standardize how Artificial Intelligence (AI) systems, particularly Large Language Models (LLMs), integrate with and share data with external tools, systems, and data sources.

2. Multimodal AI Model: An AI model capable of processing and integrating multiple data types - such as text, images, and audio - simultaneously. By combining information from these different modalities, the model can generate more accurate and context-aware responses to user queries or tasks.

2. Natural Language Processing: A term for a machine’s ability to perform conversational tasks, such as recognizing what is said to it, understanding the intended meaning and responding intelligibly.

2. Neural Network: AI technology mimics human brain function to process data and create patterns for decision making.

2. Non-Deterministic Noise: Refers to variability in system behavior that cannot be predicted or reproduced reliably from the same inputs. In coding, it manifests as outputs or states that differ across runs despite identical code, configuration, and initial conditions.

2. Power User (AI): A Power user (AI) primary use goes beyond the limits of the standard AI tool and uses it for deep research, coding, or analyzing massive datasets.

2. Pretrained Model: An Artificial Intelligence (AI) program that has already been taught to understand basic language, images, or patterns by analyzing massive amounts of general information. A pretrained model can be used as a starting point to create a fine-tuned contextualized version of a model, thus applying transfer learning.

2. Private AI Model: An Artificial Intelligence (AI) system that trained on the state's internal data and is used in a single tenant environment available only to the state.

2. Prompt Engineering: Prompt engineering is the practice of carefully writing the instructions or questions (the "prompts") given to an artificial intelligence tool to get the best and most accurate response. Think of it like giving highly specific, step-by-step directions to a new assistant so they understand exactly what you need them to do without getting confused.

2. Public AI Model: An Artificial Intelligence (AI) system trained on publicly available data from across the internet—such as text articles, images, and videos—and used in a multi-tenant environment, where it is accessible to multiple organizations. This means that, as a customer, your data may not be completely private, and some of these models may use your input to improve their algorithms.

2. Red Teaming: An exercise where human testers (or automated adversarial agents) attempt to force an AI model to produce harmful, illegal, or unethical outputs that violate its own safety guardrails.

2. Retrieval Augmented Generation: An AI technique for improving the quality of Generative AI (GenAI) responses by including trusted sources of knowledge, outside of the original training set, to improve the accuracy of the GenAI’s output. Implementing Retrieval Augmented Generation (RAG) in Generative AI question answering system has benefits: 1) assurance that the service has access to the most current, reliable facts, 2) reduce hallucinations rates, and 3) provide source attribution to increase user trust in the output.

2. Standard User (AI): A Standard User that uses AI for "General Productivity." They primarily use the service to help with administrative tasks, drafting emails, and summarizing documents.

2. Sub-Agent: An Artificial Intelligence (AI) agent that receives a bounded task from an orchestrator and executes it within defined constraints. Sub-agents may themselves further delegate to other agents.

2. Vibe Coding: A software development practice that shifts your role from writing code line-by-line to guiding an Artificial Intelligence (AI) assistant through a conversational process. Instead of manual syntax and precision, you describe what you want in plain language, and agentic AI systems turn that intent into working code.

Accuracy of Background Information:

Although an attempt has been made to provide accurate and up-to-date information, the State of Missouri does not warrant or represent that the background information provided herein reflects all relationships or existing conditions related to this IFB.

****END OF INTRODUCTION AND BACKGROUND INFORMATION SECTION****

SCOPE OF WORK SECTION

General Requirements:

The Contractor shall provide instructor services for Foundation of Performance Accountability training for the Department in accordance with the provisions and requirements stated herein and to the sole satisfaction of the Department.

The Contractor shall either provide the services directly or shall provide a person/personnel who must comply with the requirements stated herein. Therefore, references to “the Contractor” throughout this document shall also be deemed to include the person/personnel provided by the Contractor.

The Contractor shall comply with applicable Federal Funds Requirements, as amended by the federal government, which may include some or all of the paragraphs contained in Attachment A, Certifications and Special Provisions, which is attached hereto and incorporated by reference as if fully set forth herein, or other requirements identified by the federal government.

After the award, unless otherwise stated in this contract, the Contractor shall use the below information for any correspondence regarding this contract:

Program Name: Office of Workforce Development Program Contact: Abbigail Petet Address: 912 Wildwood Dr., Jefferson City, MO 65109 Phone: 573-751-6059

Contractor’s Obligation: Unless otherwise specified herein, the Contractor shall furnish all material, labor, facilities, equipment, and supplies necessary to perform the services required herein.

Minimum Experience Requirements:

The Contractor must meet or exceed the following minimum experience requirements at the time of bid submission and for the duration of the contract:

The Contractor shall have at least three (3) years of documented experience conducting supervisory training related to performance management, employee relations, coaching frameworks, or Dick Grote’s Discipline Without Punishment training (desired). Professional certification or relevant organizational affiliation and experience delivering training to public sector or large organizations is preferred.

Deliverables and Outcomes:

The Contractor shall deliver twelve (12) training sessions between December 1, 2026, and March 31, 2027.

The Contractor shall align all training content with the Discipline Without Punishment model and Department leadership principles.

The Contractor shall provide engaging, interactive instruction that is appropriate for supervisors with varied levels of prior knowledge.

The Contractor shall supply all training materials, handouts, worksheets, and supporting documentation necessary for each session.

The Contractor shall coordinate with Department Staff Development personnel to schedule sessions, finalize logistics, and ensure timely delivery of services.

The Contractor may offer optional follow‑up question‑and‑answer support or additional resource materials after each session. If proposed, these optional services must be included in the total firm, fixed price per session as stated on the Pricing Page, Exhibit 2, which is attached hereto and is incorporated by reference as if fully set forth herein.

The Contractor shall submit to the Department a report on sessions completed to include the attendance records. The reports are due within seven (7) calendar days following each session.

Artificial Intelligence (AI) Requirements:

0. The Contractor shall disclose in writing whether any service, or deliverable provided under this contract incorporates or relies upon Artificial Intelligence (AI), Machine Learning, or Automated Decision-Making Technologies. Such disclosure must occur prior to implementation or use in the performance of state business and must be approved by the state, in writing, before the Contractor may proceed. The state reserves the right to request additional technical and risk documentation prior to granting approval. Failure to disclose such utilization shall constitute a material breach of contract.

3. Initial disclosure of the intent to use AI shall be provided by the Contractor in their proposal response prior to contract execution.

3. If any AI, Machine Learning, or Automated Decision-Making Technology is introduced after initial disclosure prior to contract award, the Contractor shall provide the state with a minimum of 20 business days' advance written notice to state designated contract manager, who will coordinate technical and risk review with the Information Technology Services Division, prior to utilizing any new, previously undisclosed, or third-party AI (including Generative AI), Machine Learning, or Automated Decision-Making Technologies in the performance of its obligations under this contract. The state retains sole discretion to approve or deny the Contractor's use or integration of these technologies into the contract work. The Contractor shall not proceed with the integration or use of these technologies unless and until written approval is granted by the state. Failure to respond by the state shall not be construed as approval.

0. If AI is used to develop or perform any services under the contract, the Contractor must not transmit, process, analyze, store, train, fine-tune, or otherwise use any State Data in any Artificial Intelligence (AI) system—including Generative AI (GenAI), Large Language Models (LLMs), Machine Learning models, external analytics services, or Automated Decision-Making Technologies—without prior written authorization from the state.

4. Notwithstanding any authorization granted by the previous statement, the Contractor shall not use State Data, or any derivative data, to train, fine-tune, or enhance any proprietary or third-party AI models.

0. The Contractor shall ensure that its employees, agents, subcontractors, affiliates, and any third parties acting on its behalf strictly comply with all AI provisions set forth in this contract. The Contractor shall be fully responsible and strictly liable for any acts, omissions, or violations of these requirements by such parties. The Contractor shall agree to defend, indemnify, and hold harmless the state from any claims, damages, liabilities, or expenses (including legal fees) arising out of or related to the unauthorized or non-compliant use of AI technologies by the Contractor or any party acting on its behalf.

0. The state reserves the right to deny the use of any AI system for any reason, or to rescind previous approval, at its sole discretion.

0. The state reserves the right to amend the contract, without additional cost, to incorporate updated AI terms, conditions, and security protocols. Furthermore, the state may cancel this Contract immediately, without penalty, if it determines in its sole discretion that the Contractor’s use or integration of AI, Machine Learning, or Automated Decision Making Technologies, pose unacceptable risk(s) to state data, operations, or cybersecurity.

0. If AI is used to provide the services required herein, the Contractor must comply with NIST AI Risk Management Framework 1.0, or newer versions, as required to satisfy an audit from a federal agency, state agency, or other regulatory body, including framework revisions adopted by these entities.

0. The Contractor must provide the state, at a minimum, the following information for any Machine Learning, AI models, or Automated Decision-Making Technologies used to provide the services required in the contract:

9. A detailed description of the Machine Learning, AI model, or Automated Decision-Making Technologies to be used (e.g., model name, provider);

9. The specific purpose and scope of its use;

9. A description of the data inputs to be used and the outputs to be generated;

9. A summary of the Contractor’s risk assessment, including how the Contractor plans to mitigates risks of inaccuracy, bias, and data privacy violations;

9. Process workflow;

9. Network diagrams;

9. Large Language Model (LLM) frameworks and related services;

9. LLM data sources during training and ongoing;

9. Information security procedures;

9. Governance related to the LLM and infrastructure;

9. Audit procedures; and

9. Any other additional documentation or technical specifications regarding the technology that the state may request to evaluate compliance with state policies or assess and mitigate risk.

0. The state reserves the right to audit the Machine Learning solution, AI solution, and Automated Decision-Making Technologies used within the service. This audit may evaluate data usage, compliance, and the ethics and accuracy of the system's calculations and outputs.

0. The Contractor shall be solely and fully responsible for the factual accuracy, completeness, and quality of all deliverables, regardless of whether AI was used in the preparation of the deliverable.

0. The Contractor must warrant that all content, data, analysis, and recommendations generated by an AI system have been independently reviewed, fact-checked, and verified for accuracy and appropriateness by Contractor qualified human experts prior to its submission of the content, data, analysis, and recommendations to the state.

0. The Contractor warrants that all deliverables, data, and outputs provided under this contract shall be accurate, complete, and compliant, regardless of whether AI or Generative AI technologies were used to produce them. The Contractor acknowledges that third-party AI provider disclaimers shall not shield the Contractor from liability. The Contractor shall indemnify, defend, and hold harmless the state against any third-party claims, losses, or damages resulting from AI-generated errors, omissions, systemic defects, or "hallucinations," and shall bear all costs associated with remediating such errors.

0. Data Isolation : The Contractor must ensure that any approved use of an AI system is conducted in a secure, isolated environment (e.g., an enterprise-level instance) where "opt-out" from model training is enabled and enforced, and where no State Data is retained, logged, or used by the AI provider for any purpose other than to fulfil Contractor’s obligations under this contract.

Recordkeeping Requirements:

If the Contractor develops any copyrighted material as a result of this contract, the Department shall have a royalty-free, nonexclusive and irrevocable right to publish or use, and to authorize others to use, the work for Department purposes or the purpose of the State of Missouri.

Monitoring: The Department reserves the right to monitor the Contractor during the contract period to ensure financial and contractual compliance.

If the Department deems a Contractor to be high-risk, the Department may impose special conditions or restrictions on the Contractor, including but not limited to the following:

withholding authority to proceed to the next phase of the project until the Department receives evidence of acceptable performance within a given contract period;

requiring additional, more detailed financial reports or other documentation;

additional project monitoring;

requiring the Contractor to obtain technical or management assistance; or establishing additional prior approvals from the Department.

The Department may impose special conditions or restrictions at the time of the contract award or at any time after the contract award. The Department will provide written notification to the Contractor prior to the effective date of the high-risk status.

Retention of Records and Documents: Unless specified in writing as a shorter period of time, the Contractor shall preserve and make available with no limitation all books, documents, papers, and records involving transactions related to the contract for a period of ten years from the date of the cancellation, expiration, or termination of the contract. Records and supporting documentation under audit or involved in litigation shall be kept for two years following the conclusion of the litigation or audit. During the contract period, access to these items shall be provided through a vehicle specified by the Department. During the post contract period delivery and access to these items shall be at no cost to the Department.

Records: The Contractor must maintain financial and accounting records and evidence pertaining to the contract in accordance with accepted standard accounting principles or International Financial Reporting Standards (IFRS).

Once annually, or otherwise as reasonably required by the state, the Contractor shall make all such records, books, and other documents relevant to the contract available to the state, its designees, and the Missouri State Auditor in a commercially reasonable format acceptable to the state at all reasonable times during the term of the contract and for three (3) years after the cancellation, expiration, or termination of the contract or for any longer period of time required by law. The state will provide a minimum of fourteen (14) calendar days’ notice and will coordinate with the Contractor regarding the scope of the audit.

The Contractor shall permit the Missouri State Auditor’s Office, federal auditors and authorized representatives of the State of Missouri to perform an independent audit or examine, copy, or investigate any of the Contractor’s records, procedures, books, documents, papers, and records recording receipts and disbursements of any of the funds paid to the Contractor only for services performed under the contract. Failure to retain adequate documentation for any service billed may result in recovery of payments for services not adequately documented. Any audit exception noted by auditors shall not be paid by the state and shall be the sole responsibility of the Contractor. However, the Contractor may contest any such exception by any legal procedure.

The state shall not designate any individual, entity, or firm to conduct the audit that is a competitor of the Contractor. Any audit conducted or records reviewed under this provision shall be limited to services provided to State of Missouri and shall not require the Contractor to disclose information pertaining to any other customer or client of the Contractor.

The services required herein are not intended to be an audit, examination, attestation, special report or agreed-upon procedures engagements as those services are defined in the American Institute of Certified Public Accounts (AICPA) literature applicable to such engagements conducted by independent auditors. Accordingly, these services shall not result in the issuance of a written communication to third parties by the Contractor directly reporting on financial data or internal control or expressing a conclusion or any other form of assurance. The Contractor shall maintain a copy of the work products for documentation purposes for the AICPA.

Electronic Funds Transfer, Invoicing, and Payment Requirements:

Electronic Funds Transfer (EFT): The State of Missouri will submit contract payments to the Contractor at the remittance address listed in the Contractor’s MissouriBUYS supplier registration. However, the Contractor understands and agrees the state reserves the right to make contract payments to the Contractor through electronic funds transfer (EFT). Therefore, prior to any payments becoming due under the contract, the Contractor must verify and update, if applicable, their supplier registration with their current remittance address and ACH-EFT payment information at https://MissouriBUYS.mo.gov.

Invoicing: The Contractor shall submit itemized invoices after the completion of each training session. Invoices shall be due no later than ten (10) business days after the completion of a training session in which the Contractor provided services under the contract. The Contractor shall perform the services prior to invoicing the Department.

The Contractor shall invoice the Department on the Contractor’s original descriptive business invoice form and submit the invoice to the following address:

Missouri Department of Health and Senior Services Office of Workforce Development P.O. Box 570 Jefferson City, MO 65102-0570

The Contractor shall use uniquely identifiable invoice numbers to distinguish an invoice from a previously submitted invoice and shall include on the invoice the remittance address listed in the Contractor’s MissouriBUYS Vendor registration.

The invoice number will be listed on the state’s EFT addendum record to enable the Contractor to properly apply state payments to invoices. The Contractor must comply with all other invoicing requirements stated in the IFB.

The Contractor shall not invoice federal or state taxes unless otherwise required under law or regulation.

Payment:

Payments are due upon receipt of a valid itemized invoice, payable in 30 calendar days. All invoices for equipment, supplies, and/or services purchased by the State of Missouri shall be subject to late payment charges as provided in section 34.055, RSMo.

The Contractor shall submit the final itemized invoice within thirty (30) calendar days after the contract ending date. The Department shall have no obligation to pay any invoice submitted after the due date.

The State of Missouri does not pay state or federal taxes unless otherwise required under law or regulation.

The State of Missouri assumes no obligation for equipment, supplies, and/or services shipped or provided in excess of the quantity ordered. Any unauthorized quantity is subject to the state's rejection and shall be returned at the Contractor's expense.

The Contractor may obtain detailed information for payments issued for the past 24 months from the State of Missouri’s central accounting system (SAM II) on the Vendor Services Portal at https://www.Vendorservices.mo.gov/Vendorservices/Portal/Default.aspx.

Inspection and Acceptance Specifications: For purposes of acceptance, no equipment, supplies, and/or services received by the state pursuant to a contract shall be deemed accepted until the state has had reasonable opportunity to inspect said equipment, supplies, and/or services.

All equipment, supplies, and/or services which do not comply with the specifications and/or requirements or which are otherwise unacceptable or defective may be rejected by the state. In addition, all equipment, supplies, and/or services which are discovered to be defective or which do not conform to any warranty of the Contractor upon inspection (or at any later time if the defects contained were not reasonably ascertainable upon the initial inspection) may be rejected.

The State of Missouri reserves the right to return any such rejected shipment at the Contractor's expense for full credit or replacement and to specify a reasonable date by which replacements must be received.

The State of Missouri's right to reject any unacceptable equipment, supplies, and/or services shall not exclude any other legal, equitable or contractual remedies the state may have.

If the Department denies a request by the Contractor for payment, the Department will provide the Contractor with written notice of the reason(s) for denial.

Notwithstanding any other payment provision of this contract, if the Contractor fails to perform required work or services, fails to submit reports when due, or is indebted to the United States government, the Department may withhold payment or reject invoices under this contract.

If the Contractor is overpaid by the Department the Contractor, upon notification by the Department, shall provide the Department (1) with a check payable as instructed by the Department or (2) deduct the overpayment from the invoice(s) as requested by the Department.

The total payments and reimbursements to the Contractor for all services and expenses shall not exceed the guaranteed not to exceed total firm fixed price stated on the Exhibit 2, Pricing Pages.

If the Department used a federal grant to pay the Contractor, the Catalog of Federal Domestic Assistance (CFDA) number assigned to the grant and the dollar amount paid from the grant is available on the State of Missouri Vendor Services Portal under the Vendor Payment section at https://www.Vendorservices.mo.gov/Vendorservices/Portal/Default.aspx. The CFDA name is available at https://sam.gov/content/assistance-listings.

Other than the payments and reimbursements specified in the contract, no other payments or reimbursements shall be made to the Contractor.

****END OF SCOPE OF WORK SECTION****

TERMS AND CONDITIONS SECTION

Applicable Laws and Regulations:

The contract shall be construed according to the laws of the State of Missouri. The Contractor and the State of Missouri must follow all applicable federal, state, and local laws and regulations that apply to the performance of the contract. To the extent that a provision of the contract is contrary to the Constitution or laws of the State of Missouri or of the United States, the provisions shall be void and unenforceable. However, the balance of the contract shall remain in force between the parties unless terminated by consent of both the Contractor and Department.

Non-Discrimination and Affirmative Action:

The Contractor must comply with applicable federal and state laws and regulations addressing discrimination in employment.

Americans with Disabilities Act:

In connection with the furnishing of equipment, supplies, and/or services under the contract, the Contractor and all subcontractors shall comply with all applicable requirements and provisions of the Americans with Disabilities Act (ADA), ADA is 42 U.S.C. section 1201, et seq.

Authorized Personnel/E-Verify:

For work performed under the contract, the Contractor shall only employ personnel authorized to work in the United States in accordance with applicable federal and state laws, including section 285.530, RSMo and Executive Order 07-13. If the Contractor employs personnel not authorized to work in the United States, the state shall have the right to cancel the contract immediately without penalty or recourse, and to pursue any other remedies permitted by the contract or by applicable state or federal law.

Prior to the performance of any services, a Contractor meeting the definition of a business entity in section 285.525, RSMo, shall maintain enrollment and participation in the E-Verify Federal work authorization program with respect to the employees hired after enrollment in the program for work in connection with the contracted services included herein. If the Contractor’s business status changes during the life of the contract to become a business entity as defined in section 285.525, RSMo, pertaining to section 285.530, RSMo, then the Contractor shall enroll and participate in the E-Verify program.

The Contractor shall only be required to provide the affidavits required in section 285.530.2, RSMo, to the state on an annual basis. https://purch.oa.mo.gov/Vendor-information/affidavit-work-authorization-annual-renewal

The Contractor shall ensure that its subcontractors comply with section 285.530, RSMo.

Business Registration:

The Contractor must meet the requirements for conducting business in the State of Missouri, prior to performance of services under the contract, and for the duration of the contract. The Contractor must be registered and maintain good standing with the Secretary of State of the State of Missouri and other regulatory agencies, as may be required by law or regulations. Such business requirements for formation and operation include, but are not limited to, those in Chapters 347-359, RSMo.

Elected or Appointed Officials and Employees:

Elected or appointed officials or employees of the State of Missouri or any political subdivision thereof, serving in an executive or administrative capacity, must comply with sections 105.452 and 105.454, RSMo, regarding conflict of interest.

Indemnification:

Unless expressly provided by Missouri law to the contrary, pursuant to the Constitution of the State of Missouri, Article III, section 39, subsections 2 and 5, the state shall not indemnify, hold harmless, or agree in advance to defend, any person or entity.

Legal Proceedings:

For any legal action or other proceedings, per section 27.050 and section 27.060, RSMo, the Missouri Attorney General is given the authority to represent the State of Missouri’s interests. The venue for any legal proceeding relating to or arising out of the IFB or resulting contract shall be in circuit court for Cole County, Missouri or the United States District Court for the Western District of Missouri, Central Division.

The Contractor and the state agree that if a dispute concerning the contract arises that the parties shall make an attempt to resolve the dispute through informal methods before initiating litigation.

The State of Missouri does not agree to any arbitration. The State of Missouri does not voluntarily agree to the payment of attorneys’ fees. The state may, but is not required to, mediate any dispute arising under the contract, and any Vendor provisions requiring mediation or dispute resolution processes shall not be binding upon the state.

Invoicing and Payment:

Invoicing and payments must follow section 33.120, section 34.055, and section 8.960, RSMo. All payments shall be made in arrears, unless the requirements of 1 CSR 10-3.010 allow for advance payment of goods or services.

Non-Appropriation of Funds:

The Contractor understands and agrees that funds required to fund the contract must be appropriated by the General Assembly of the State of Missouri for each fiscal year included within the contract period. The contract shall not be binding upon the state for any period in which funds have not been appropriated, have been withheld, or have been restricted, and the state shall not be liable for any costs associated with termination caused by lack of appropriations or authority to spend. This includes, but is not limited to, the provisions of the Mo. Const. Article IV, sections 23, 27, 28 and in sections 33.030 and 33.065, RSMo and 1 CSR 10-3.010 (1)(B).

To the extent that federal funding is used for the contract, the contract shall not be binding upon the state for any period in which such funding is reduced, terminated, withheld, restricted, or is frozen or paused.

Work Outside the United States:

Unless work outside the United States is prohibited by the IFB, any work performed outside of the United States for the contract must comply with Executive Order 04-09.

Open Records:

Pursuant to section 610.021, RSMo, the contract and related documents are available for public review

Protests:

Any bid award protest must be received within ten (10) state business days after the date of award in accordance with the requirements of 1 CSR 40-1.050.

Record Access:

The Contractor shall grant the State Auditor access to records/items as stated in section 29.235, RSMo.

State Preferences:

If the Contractor’s awarded bid included state preferences, the Contractor must comply with the rules applicable to those preferences including:

Section 34.070 and section 34.073 RSMo for Missouri business preferences;

Section 34.074 RSMo and 1 CSR 40-1.050 for Service Disabled Veteran Enterprises; and Section 34.069 RSMo for Honorably Discharged Veteran Enterprises.

Taxes:

0. The Contractor must timely file and pay all Missouri sales, withholding, corporate and any other required Missouri tax returns and taxes, including interest and additions to tax.