MOTT RFQ for OFF48.docx

Commonwealth of Massachusetts Executive Office of Economic Development & Office of Travel and Tourism Executive Office RFQ

Commonwealth of Massachusetts Executive Office of Economic Development & Massachusetts Office of Travel and Tourism Request for Quotation for OFF48 Promotional Items

COMMBUYS Bid Number: BD-25-1100-EED01-EED01-108778

Date: 10/18/2024

IN ACCORDANCE WITH M.G.L. C. 66 AND M.G.L. C. 4, § 7 (26), THIS RFQ AND ALL RESPONSES HERETO, INCLUDING THE WINNING BID, SHALL BECOME PUBLIC RECORD, AND MAY BE OBTAINED FROM THE MASSACHUSETTS MARKETING PARTNERSHIP/MASSACHUSETTS OFFICE OF TRAVEL & TOURISM BY SUBMITTING A REQUEST AT LINK. ANY PORTIONS OF A RESPONSE THAT ARE LABELED AS CONFIDENTIAL WILL STILL BE CONSIDERED PUBLIC RECORD.

General Procurement Information

A. General Information Purchasing Entity: Executive Office of Economic Development Address: McCormack Building, One Ashburton Place, Room 2101, Boston, MA 02108

Procurement Contact: Daniel Billings

Telephone: 857-283-6311

E-Mail Address: daniel.w.billings@mass.gov RFQ File Number and Title: RFQ: TBD

Attachments:

Attachment A – COMMBUYS Instructions Attachment B – RFQ Bidders Response Form Attachment C – Statement of Work Attachment D – Intellectual Property and Work Effort Agreement for Vendor’s Employees, Consultants, and Agents Attachment E – SBPP and SDP Plan

This Request for Quotes (“RFQ”) does not commit the Commonwealth of Massachusetts (“Commonwealth”) or the Purchasing Entity to approve a Statement of Work, pay any costs incurred in the preparation of a Bidder’s response to this RFQ, or to procure or contract for products or services. The Purchasing Entity may (i) accept or reject any and all proposals received as a result of this RFQ; (ii) contract for some, all, or none of the products and services offered by Bidders in response to this RFQ; (iii) negotiate with one or more of the qualified Bidders; or (iv) cancel, in part or in its entirety, this RFQ if it is in the best interest of the Commonwealth to do so.

The Purchasing Entity may amend this RFQ at any time prior to the date responses are due. Any such amendment will be posted to the Commonwealth’s e-procurement platform, COMMBUYS (www.commbuys.com).

Bidders must submit their bids through COMMBUYS as detailed in Attachment A. Bidders are advised to check COMMBUYS regularly, as this will be the sole method used for notification of changes.

B. Applicable Procurement Law:

Executive Branch Goods and Services

C. Acquisition Method:

D. Whether Single or Multiple Contractors are Required for Contract:

Check One (“X”):

E. Estimated Number of Awards:

The target maximum number of Contractors is one (1); the Purchasing Department may award more or fewer contracts, if it is in the best interests of the Commonwealth to do so.

F. Entities Eligible to Use the Resulting Contract:

G. Eligible Bidders:

This RFQ is restricted to Bidders on the following Statewide Contracts:

OFF48 – Category 1 & 2: Printed Promotional Products

H. Event Calendar:

All times in this RFQ are prevailing Eastern Time. Responses must be received no later than the response due date and time indicated below, or they will not be evaluated. Bidders must have their responses fully loaded and accepted in COMMBUYS prior to the RFQ Response Due date and time listed below. Bidders are urged to allow sufficient time to upload their entire response.

3:00pm

The dates may change and are not binding on EOED. Any change in the date and time of the submission deadline will be posted on COMMBUYS. Bidders are responsible for actively monitoring COMMBUYS for any and all updates to this RFQ. If there is a conflict between the dates in this calendar and dates on COMMBUYS, the dates on COMMBUYS shall prevail. Any changes in this calendar that are made after the RFQ has been published will not result in amendments to the RFQ. Such changes will appear only on COMMBUYS. Bidders are solely responsible for checking COMMBUYS for calendar updates.

DEADLINE FOR RESPONSES:

Deadline Date: November 9, 2024 Deadline Time: 5:30 p.m. EST

1. Purchasing Entity

The Massachusetts Office of Travel and Tourism (MOTT) is the state agency responsible for marketing Massachusetts to domestic and international travelers

1. Description and Purpose of Procurement

1. Background

The Massachusetts Office of Travel and Tourism (MOTT) is the state agency responsible for marketing Massachusetts to domestic and international travelers. MOTT is seeking a full-service printing vendor to manage a variety of our agency’s digital print and finishing needs for marketing collateral.

I. Description of Services

A. Scope of Services:

· MOTT is seeking a full-service printing vendor to manage our agency’s digital print and finishing needs for marketing collateral. MOTT is seeking a vendor to manage MOTT’s printing needs by offering the following with regards to our current and future publications, including the Massachusetts Travel Guide, Historic Women Trailblazers of Massachusetts, Massachusetts State Highway Maps, and the Wine & Cheese Trails of Massachusetts, and other printing needs as they may arise. MOTT, or another vendor under contract with MOTT, will provide files of the publications to the vendor.

Services shall include:

· Efficient on-time processing of printing orders

· Coordination of shipment to MOTT office or MOTT’s contracted consumer fulfillment house

B. Administrative requirements:

· Quarterly check-in with MOTT program manager to review productivity and procedures

· Monthly inventory report or access to inventory to monitor needs

III. Estimated Term The estimated term of any contract entered into under this RFQ shall consist of an initial 12-month term and may be renewed or extended upon written agreement by the awarded Bidder and the Purchasing Entity, but no such continuations may extend past 48 months. The initial term and all renewals or extensions shall be referred to collectively as the “Term.” The maximum Term length will be governed by the applicable Statewide Contract.

Initial Duration

12 months

Total Maximum Contract Duration

48 months

IV. Order of Precedence

The agreement resulting from this RFQ shall consist of the following documents in the following order of precedence:

V. Data Classification

The Commonwealth of Massachusetts collects, manages, and stores information to support its business operations. The Commonwealth is committed to preserving the confidentiality, integrity, and availability of its information assets. Such information assets may include, without limitation, personal information, confidential information, and information protected under applicable law. Bidder agrees and acknowledges that its access, or potential access, to certain information assets may require certifications, background checks, or other additional requirements. Purchasing Entity anticipates that the awarded Bidder will have access, or potential access, to the following checked data types as a result of providing services/products to Purchasing Entity under this RFQ.

M. G. L. c. 66A M. G. L. c. 93I

-Commonwealth of Massachusetts Dept. of Revenue background check

NCIC 2000 Operating Manual CJIS Security Policy Title 28, CFR Part 20 -Dept. of Criminal Justice Information certification -background check

NCIC 2000 Operating Manual CJIS Security Policy Title 28, CFR Part 20 -Dept. of Criminal Justice Information certification -background check

5 U.S.C. 552a s. 1106

Bidder certifies that its products or services, as offered in its RFQ response, meet all applicable legal and regulatory requirements pertaining to the identified data types indicated above. Bidder also agrees to enter into additional agreement(s) as reasonably requested by the Commonwealth prior to gaining access, or potential access, to Commonwealth information assets. Bidder acknowledges that the list above is not exhaustive, and Purchasing Entity may designate additional data types, applicable laws and regulations, and additional required documentation in the contract resulting from this RFQ or any amendment thereto.

VI. Additional Requirements

A. Enterprise Information Security Standards and Policies

All products and services provided to the Commonwealth must comply with all applicable policies adopted by the Purchasing Entity, which shall be made available to Bidder prior to contract execution. At a minimum, all goods and services provided to the Commonwealth must comply with the Enterprise Information Security Standards and Policies (https://www.mass.gov/handbook/enterprise-information-security-policies-and-standards)[footnoteRef:2]. Bidders shall provide information that demonstrates that their security practices meet the requirements detailed in these policies. [2: The Enterprise Information Security Standards and Policies apply to Commonwealth Executive Department Purchasing Entities and Purchasing Entities using the Commonwealth network.]

B. Accessibility for IT Solutions Contract Language

The Commonwealth is obligated to ensure non-discrimination and equal access to state services on the part of persons with disabilities and reasonable accommodations to state employees with disabilities. To effectively meet its responsibilities, the Commonwealth must achieve accessibility in the acquisition, deployment, and utilization of information technology. The Commonwealth defines accessibility to include compliance with its Enterprise Accessibility Standards and Web Accessibility Standards. Bidders must comply with the accessibility obligations detailed at https://www.mass.gov/info-details/accessibility-contract-language-for-it-solutions.

C. Contract Negotiation and Amendments

The Purchasing Entity may negotiate changes to the original performance measures, quantities, Term length, and requirements identified in this RFQ at any time, provided that such changes are consistent with the scope of this RFQ. The Purchasing Entity may negotiate and execute contract amendments with the awarded Bidder(s) which the Purchasing Entity reasonably determines are within the scope of this RFQ and necessary to result in best value to the Commonwealth.

D. Promotional Materials

Bidder must not reference the Purchasing Entity or the Commonwealth in any promotional or marketing materials, including but not limited to use of the Purchasing Entity’s or the Commonwealth’s name or logo, without first obtaining the Purchasing Entity’s prior written approval for such use. Bidder must not use the Commonwealth’s seal in any promotional or marketing materials.

Bidders are discouraged from including extraneous promotional or marketing materials in their responses and excessive promotional or marketing materials may detract from the Bidders’ overall score.

E. Pending Litigation

Bidder must affirm that there is no pending litigation involving the Bidder, Provider, or the services provided in the response that may impair or interfere with the Purchasing Entity’s right to use the services. Bidder must warrant that there are no actual or threatened actions arising from or alleged under any intellectual property rights of any third party.

F. Oral Presentations and Demonstrations

In its discretion, the Purchasing Entity may invite one or more Bidders whose responses have been judged competitive and responsive in the course of the evaluation to participate in a facilitated oral presentation, including a demonstration of the proposed services. The Purchasing Entity may use these demonstrations and oral presentations to clarify aspects of the Bidder’s response or to inquire as to the Bidder’s approach, recommendations, and experience. The Purchasing Entity may adjust its scoring of a prospective Bidder based on the Bidder’s performance during production demonstration and/or oral presentation.

The Purchasing Entity reserves the right to apply restrictions to the structure and content of Bidder’s product demonstrations and oral presentations. Demonstrations and oral presentations shall not be open to the public nor to any competitors. The schedule of the demonstrations and oral presentations will be arranged directly with the Bidders selected by the Purchasing Entity. Failure of a Bidder to agree to a date and time may result in rejection of the Bidder’s response.

G. Review Rights

Responses to this RFQ may be reviewed and evaluated by any person(s) at the discretion of the Purchasing Entity, including non-allied and independent consultants retained by the Purchasing Entity for the sole purpose of evaluating and analyzing responses.

H. Permitted Copies

If applicable, Bidders must authorize the Purchasing Entity to make, and retain reasonable number of machine-readable copies of all licensed, core software components included in the deliverables for testing, backup, or archival purposes (the “Permitted Copies”). Such authorization shall be provided to the Purchasing Entity at no additional cost.

I. Risk Management

The bidder must indicate the types of system audits or assessments (e.g. SOC 2) it conducts or engages third parties to conduct on its behalf pertaining to the quoted products or services, and the frequency of such audits or assessments. Any time after submitting its Bid, upon Purchasing Entity's request, Bidder shall provide audit or assessment reports to the Purchasing Entity.

J. Warranties The Bidder must agree to provide the following warranties. Additional warranties may be agreed to in the contract resulting from this RFQ.

1) Bidder must provide all warranties required by the applicable Statewide Contract.

2) Bidder and its subcontractors will be sufficiently staffed and equipped to fulfill Bidder’s obligations under any SOW or engagement resulting from this RFQ. Bidder warrants that it shall be responsible for the actions and omissions of all subcontractors and shall ensure that all subcontractors comply with the terms of an agreement resulting from this RFQ.

3) Bidder’s services will be performed: (i) by appropriately qualified and trained personnel; (ii) with due care and diligence and to a high standard of quality as is customary in the industry; (iii) in compliance with the Milestone Schedule and the terms and conditions of this RFQ and any contract hereunder; and (iv) in accordance with all applicable professional standards for the field of expertise.

4) The Deliverables will substantially conform with the Deliverable descriptions set forth in any SOW or engagement resulting from this RFQ.

5) All media on which the Bidder provides any software shall be free from defects.

6) All software delivered by the Bidder under the applicable Statewide Contract or this RFQ shall be free of Trojan horses, back doors, and other malicious code.

7) Bidder will obtain all rights, grants, assignments, conveyances, licenses, permissions, and authorizations necessary or incidental to any materials owned by third parties supplied or specified by the Bidder for incorporation in the Deliverables to be developed under the applicable Statewide Contract.

8) Documentation to be provided by the Bidder shall be in sufficient detail to allow suitably skilled, trained, and educated Purchasing Entity personnel to understand the operation of the Deliverables. The bidder agrees to promptly make corrections to any documentation that does not conform to this warranty, at no additional cost to the Purchasing Entity.

9) Bidder warrants that any systems that Bidder creates or modifies will operate in conformance with the Specifications for the system or modifications for six (6) months after acceptance (“Warranty Period”). As used in this RFQ, “Specifications” means (i) the requirements set forth in this RFQ; (ii) the functional, performance, and interoperability requirements set forth in any agreement entered hereunder; and (iii) the functionality and description provided in Bidder’s response to this RFQ. If the Purchasing Entity discovers a non-conformity during the Warranty Period, then the Bidder shall use commercially reasonable efforts to correct the non-conformity or provide a work around that is acceptable to the Purchasing Entity (a “Fix”). If Bidder is unable to remedy a non-conformity or to provide a Fix that is acceptable to the Purchasing Entity within a reasonable period, then the Purchasing Entity may terminate any agreement effective immediately upon written notice to Bidder. Any replacement or error correction will not extend the original Warranty Period. During the Warranty Period, Bidder will not charge the Purchasing Entity for services, parts, labor, or transportation.

K. Environmental and Climate Preferable Products

Please visit https://www.mass.gov/guides/epp-program-environmentally-preferable-products-and-services-on-statewide-contracts#-information-technology-(it)-to learn how Buyers may incorporate any of the requirements, whether its EPEAT or TCO registered devices, requirements on cloud service centers, etc. If the services will involve recommendations involving hardware, the vendor agrees that all recommended products are in compliance with the requirements of the appropriate OSD hardware contracts, https://www.mass.gov/info-details/information-technology-hardware.

In 2009, Executive Order 515, establishing an Environmental Purchasing Policy for Executive Departments, was signed. View the Environmentally Preferable Products (EPPs) Procurement Program General Information, Requirements and Guidance for detailed information about the program at https://www.mass.gov/doc/epp-general-information-requirements-and-guidance/download.

Bidders also should be aware that in 2021, Senate Bill 9 - An Act Creating a Next Generation Roadmap for Massachusetts Climate Policy was signed to achieve Net Zero emissions in 2050 and furthers the Commonwealth’s efforts to combat climate change and protect vulnerable communities. The full Act may be viewed at https://malegislature.gov/Bills/192/S9. In 2021, Executive Order 594, Leading By Example: Decarbonizing and Minimizing Environmental Impacts of State Government, was signed. EO594 requires all eligible state agencies to assess and implement strategies to mitigate greenhouse gas emissions and other environmental impacts when planning for and executing projects related to the design, construction, operations, and maintenance of state facilities, and the procurement of goods and services, including vehicles. View EO594: Leading By Example requirements at https://www.mass.gov/executive-orders/no-594-leading-by-example-decarbonizing-and-minimizing-environmental-impacts-of-state-government.

https://www.mass.gov/environmentally-preferable-products-epp-procurement-program or https://www.mass.gov/handbook/environmentally-preferable-products-and-services-guide

L. Bidder Responses

Bidders must complete the RFQ Response Form in Attachment B

Bidders must agree to document all services using a Statement of Work Template (Attachment C). The intent of this RFQ is to obtain companies to perform projects on a fixed price basis. Time and materials work is only permitted as expressly agreed to by the Purchasing Entity and Apparent Successful Bidder.

Bidders must agree to the SDP Plan (Attachment E).

M. Evaluation Criteria

The responses to this RFQ will be evaluated based on the criteria listed below, in descending order of importance with the most important criteria listed first. The Strategic Sourcing Team (SST) may remove from further consideration non-responsive bids and bids that do not include all required items listed in ATTACHMENT B (Bidder Responses). Prior to such an exclusion, the Purchasing Entity may request one or more clarification(s) from Bidders. A Bidder’s response may be excluded for failure to meet the Purchasing Entity’s budgetary thresholds.

Should this RFQ result in a contract with an annual spend amount of less than $250,000, bids from certified small businesses are highly desired, in accordance with ReOrg Plan S.2937 “An Act to Elevate the Supplier Diversity Office to Ensure Equal Opportunity in State Contracting,” the Agency will follow guidance provided by the Supplier Diversity Office in evaluating Bidder responses.

Any remaining responses will be evaluated based upon:

1. Company information =5 points

a. general overview

b. years in business

c. number of full- and part-time employees and consultants/contract employees by functional area

d. Contact person for this RFQ

2. Submission of similar work product or narrative related to working with state agencies in a collaborative strategic plan = 15 points

3. Strength of narrative related to addressing scope of service = 25 points

4. Supplier Diversity Plan = 25 points

a. Bidders responding to this RFQ are required to submit a Supplier Diversity Plan. Please refer to Attachment D for additional details pertaining to the SDO requirement. Search for SDO Certified Companies here: SDO List of Certified Businesses

5. Pricing of project = 30 points

Failure to perform contractual obligations As outlined in the Standard Contract Form, Terms and Conditions, and RFQ, infractions may result in the following actions:

· Corrective Action Plan

· Termination

· Suspension

· Adding additional contractor

· Cover/Replacement Cost

· Liquidated Damages

ATTACHMENT A – COMMBUYS INSTRUCTIONS

Interested Bidders must submit their response using COMMBUYS.

Useful links:

1. Job aid on how to submit a quote: https://www.mass.gov/doc/how-to-create-a-quote-in-commbuys/download

1. Webcast: How to Locate and Respond to a Bid in CommBuys, which will familiarize bidders with CommBuys terminology, basic navigation, and provide guidance for locating bid opportunities in CommBuys and submitting an online quote.

1. Bidders MUST have their complete bid fully loaded and submitted prior to the time and date listed in the calendar. COMMBUYS will not allow for bids to be submitted after the posted time.

Bidder may contact the OSD Help Desk at osdhelpdesk@mass.gov or call during normal business hours (8AM – 5PM, Monday – Friday) at 1-888-627-8283 or 617-720-3197.

Written questions via the Bid Q&A on COMMBUYS The “Bid Q&A” provides the opportunity for Bidders to ask written questions and receive written answers from the SST regarding this Bid. All Bidders’ questions must be submitted through the Bid Q&A tab in COMMBUYS (see below for instructions). Questions may be asked prior to the Deadline for Submission of Questions stated in the Procurement Calendar. The Purchasing Entity reserves the right not to respond to questions submitted after this date. It is the Bidder’s responsibility to verify receipt of questions.

Please note that questions submitted to the SST using another medium (including those sent by mail, fax, email, or voicemail, etc.) will not be answered. To reduce the number of redundant or duplicate questions, Bidders are asked to review all questions previously submitted to determine whether the Bidder’s question has been posted.

Bidders are responsible for entering content suitable for public viewing, since all the questions are accessible to the public. Bidders must not include information that could be considered personal, security sensitive, inflammatory, incorrect, collusory, or otherwise objectionable, including information about the Bidder’s company or other companies. The SST reserves the right to edit or delete any submitted questions that raise these issues or that are not in the best interest of the Commonwealth or this Bid.

All answers are final when posted. Subsequent revisions to previously provided answers will be dated.

It is the responsibility of the prospective Bidder and awarded Bidder to maintain an active registration in COMMBUYS and to maintain the current email address of the Bidder’s contact person and prospective contract manager, if awarded a contract, and to monitor that email inbox for communications from the Purchasing Entity, including requests for clarification. The Purchasing Entity and the Commonwealth assume no responsibility if a prospective Bidder’s/awarded Bidder’s designated email address is not current or if technical problems, including those with the prospective Bidder’s/awarded Bidder’s computer, network, or internet service provider (ISP), cause email communications sent to/from the prospective Bidder/Awarded Bidder and the Purchasing Entity to be lost or rejected by any means, including email or spam filtering.

Locating Bid Q&A Log into COMMBUYS, locate the Bid, acknowledge receipt of the Bid, and scroll down to the bottom of the Bid Header page. The “Bid Q&A” button allows Bidders access to the Bid Q&A page.

ATTACHMENT B – RFQ RESPONSE FORM

Bidders should avoid including components in their responses which are not expressly requested in the RFQ. If multiple options are available and responsive to the RFQ, Bidders must clearly identify the differences in cost and functionality of each option.

I. Statement of Interest and Contact Information

Company or Organization Name:

_______________________________________________ (“Bidder”)

Bidder Address:

Bidder Contact(s):

By submitting this RFQ Response, the Bidder hereby agrees and acknowledges that any agreement resulting from the RFQ will be subject to the documents incorporated therein, as provided in Section IV (Order of Precedence) of the RFQ. Subject to Section II (F) in this RFQ Response Form, the Bidder agrees to all terms of the RFQ, including all documents incorporated into the agreement.

II. References

___ If marked, Bidder must describe three references to the Purchasing Entity illustrating examples in which Bidder has provided similar hardware, software, maintenance, and services to organizations of comparable size to the Purchasing Entity within the last five to ten years, if applicable. Bidders must provide the name and contact information for an individual employed by the customer. Bidders are encouraged to provide references of government organizations within the Commonwealth. Bidder agrees that the Purchasing Entity or its agents may contact any individual(s) named as references hereunder. References must be submitted in the format specified on the OSD business reference form, which is available at https://www.mass.gov/files/documents/2016/08/wd/business-reference-form_0.doc?_ga=2.37941354.891907013.1563542725-372871650.1562964984.

III. Data Classification

A. Bidder must describe its information security practices and policies with respect to the Data Types identified in Section V (Data Classification) of the RFQ. Additional documentation may be attached to this Response form.

IV. Business and Technical Response

A. Description of the specific products/service (Deliverables, Tasks) offered: ____________________________________________________________________________________________________________________________________________________________________________ B. Description of warranty, maintenance, and support applicable to the products and services listed. Note that warranty, maintenance, and support must be consistent with requirements set forth in the applicable statewide contract. ____________________________________________________________________________________________________________________________________________________________________________

C. Provide an estimate timeframe for commencement, milestones, due dates, and completion of services once a Purchase Order is issued. (Please attach as Excel spreadsheet, if applicable) ____________________________________________________________________________________________________________________________________________________________________________

D. If Bidder is providing services, provide a list of resource assumptions, if any, on which it is basing its bid. ____________________________________________________________________________________________________________________________________________________________________________

E. Attach an unlocked, editable copy of any relevant license agreement, subscription agreement, warranty, or maintenance agreement, technical support description and any other forms or agreements related to the procurement of the Bidder’s proposed solution, in MS Word format.

V. Cost Response

A. Provide a description of pricing, inclusive of all costs and expenses. Bidder must provide either a total fixed price cost for all Deliverables and Tasks, or a not-to-exceed cost for all Time and Materials Services.

B. Include a redline (track changes) version of the Statement of Work (Form 2). Insert pricing, assumptions, and descriptions of Tasks, Deliverables, and milestone due dates, as applicable. Proposed professional services rates must include all costs and expenses, including without limitation delivery services, travel, and all other costs and expenses. Bidder must provide either a total fixed price cost for all deliverables and tasks, or a total not-to-exceed cost for all time and materials services. The bidder must provide hourly rates if bidding either Firm Fixed Price or Time and Materials work, to be used in the event that additional work is required during the SOW Term. The bidder agrees that all professional services will be documented in substantially the same form as Form 2.

C. Attach a valid quote that may be used to issue a purchase order. The quote must include address and contact information for the person to whom the quote may be sent. All quotes must be valid for a minimum of ninety (90) days after the date of submission.

D. Bidder shall provide all questions related to costs to Purchasing Entity via COMMBUYS Q&A prior to submitting a Response.

ATTACHMENT C – STATEMNT OF WORK

STATEMENT OF WORK

BETWEEN

THE [AGENCY NAME]

AND

[VENDOR NAME]

FOR THE

[PROJECT NAME]

1. INTRODUCTION

The following document will serve as a Statement of Work (“SOW”) between the [Agency Name] (“[Agency Abbreviation]”) [of the [Name Parent Agency]] and [Vendor Name] (“[Vendor Abbreviation]”) to apply to work on the [Name of System or Project to be Completed] ([Abbreviated Project Name]). The entire agreement (the “Agreement”) between the parties consists of the following documents in the following order of precedence: (1) the Commonwealth Standard Terms and Conditions; (2) the Commonwealth’s Standard Form Contract; (3) Request for Response OFF48 Project Services (“RFQ”) ; (4) [Vendor Abbreviation]’s response thereto; (5) the Request for Quotes [name and date of Agency’s RFQ] (“RFQ”); (6) this SOW and any other documents negotiated between the parties under the RFQ; and (7) [Vendor Abbreviation]’s response to the RFQ.

2. DEFINITIONS

The terms used in this SOW, unless defined in this SOW or in an amendment made hereto, shall have the meaning ascribed to them in the other documents that constitute the Agreement between the parties.

“Deliverable” means any work product that [Vendor Abbreviation] delivers for the purposes of fulfilling its obligations to [Agency Abbreviation] under the terms of the Agreement, including work product that [Vendor Abbreviation] must submit to [Agency Abbreviation] for [Agency Abbreviation]’s approval in accordance with the formal acceptance procedures set forth within the SOW or the Task Order(s) entered into hereunder.

“Milestone Payment” means a defined payment amount associated with the completion of a particular Deliverable or set of Deliverables.

“Task” means a material activity engaged in by [Vendor Abbreviation] for the purpose of fulfilling its obligations to [Agency Abbreviation] under the terms of the Agreement, which may or may not result in the creation of a Deliverable.

“Task Order” means an amendment to this SOW that specifies Tasks, Deliverables, or hourly rate services to be completed by [Vendor Abbreviation] under the terms of this Agreement.

3. OVERVIEW, EFFECTIVE DATE AND TERM

[Provide a high-level description of the project, including the purpose of the project, outcomes, expected timeframe, and brief description of the business need for the project.] This Agreement’s term (the “Term”) begins on the date on that it is executed by both parties (the “Effective Date”) and shall terminate at 5:00 p.m. on [INSERT END DATE] (“Termination Date”). Notwithstanding the foregoing, Sections 5.1 and 5.2 of System Security, Section 11.2 Warranty, and Section 11.3, Title and Intellectual Property Rights [Agency choose other sections that will survive termination] shall survive the termination of the remainder of this SOW.

[Vendor Abbreviation] and [Agency Abbreviation] will each assign a single point of contact with respect to this SOW. It is anticipated that the contact person will not change during the Term of this Agreement. In the event that a change is necessary, the party requesting the change will provide prompt written notice to the other. In the event a change occurs because of a non-emergency, two weekswritten notice is required. For a change resulting from an emergency, prompt notice is required.

[Vendor Abbreviation]’s contact person is [Vendor Contact Name and Title], who can be reached at [Vendor Contact Address, phone number(s), email].

[Agency Abbreviation]’s contact is [Agency Contract Name and Title] who can be reached at [Agency Contact Address, phone number(s), email].

4.2. Subcontractors [Delete provision 4.2, the following provision, if the Vendor is not using subcontractors] [Vendor Abbreviation] shall take full responsibility for project management. [Vendor Abbreviation] shall submit all subcontracts related to work to be performed hereunder for approval by [Agency Abbreviation] within two weeks of the Execution Date of this SOW and within two weeks for any Task Order issued hereunder which entails work by [Vendor Abbreviation] subcontractors. [Vendor Abbreviation] shall ensure that its subcontractor(s) that perform work efforts under this SOW shall comply with all terms of the Agreement.

[Vendor Abbreviation] will act as prime contractor for each of its subcontractors and will be responsible for the performance of each such subcontractor. [Vendor Abbreviation] must submit for approval, be responsible for, and pass on all covenants, and warranties, etc. to each such subcontractor.

5. SYSTEM SECURITY

As part of its work efforts under this SOW, [Vendor Abbreviation] will be required to use Commonwealth data and IT resources. For purposes of this work effort, “Commonwealth Data” shall mean data provided by the [Agency Abbreviation] to [Vendor Abbreviation], which may physically reside at a Commonwealth or [Agency Abbreviation] or [Vendor Abbreviation] location. In addition to the security requirements in the Agreement, Vendor must comply with the Enterprise Information Security Policies and Standards located at https://www.mass.gov/handbook/enterprise-information-security-policies-and-standards, or a successor link.

5.1 Commonwealth Data

In connection with Commonwealth Data, [Vendor Abbreviation] will implement commercially reasonable safeguards necessary to:

5.1.1 Prevent unauthorized access to Commonwealth Data from any public or private network.

5.1.2 Prevent unauthorized physical access to any information technology resources involved in the development effort; and

5.1.3 Prevent interception and manipulation of Commonwealth Data during transmission to and from any servers.

5.2 Commonwealth Personal Data

In addition to the above requirements for Commonwealth Data, [Vendor Abbreviation] may be required to use the following Commonwealth personal data under MGL ch. 66A and/or personal information under MGL ch. 93H, or to work on or with information technology systems that contain such data as [here agency should list the categories of such data that the vendor will be required to use] in order to fulfill part of its specified tasks. For purposes of this work effort, electronic personal data and personal information includes data provided by the [Agency Abbreviation] to [Vendor Abbreviation] which may physically reside at a location owned and/or controlled by the Commonwealth or [Agency Abbreviation] or [Vendor Abbreviation]. In connection with electronic personal data and personal information, [Vendor Abbreviation] shall implement the maximum feasible safeguards reasonably needed to:

5.2.1 Ensure the security, confidentiality and integrity of electronic personal data and personal information.

5.2.2 Prevent unauthorized access to electronic personal data or personal information or any other Commonwealth Data from any public or private network.

5.2.3 Notify [Agency Abbreviation] immediately if any breach of such system or of the security, confidentiality, or integrity of electronic personal data or personal information occurs.

5.2.4 [Vendor Abbreviation] represents that it has either executed the Commonwealth’s Standard Contract Form, which includes EO504 certification, or executed the EO504 Contractor Certification Form, available at https://www.mass.gov/lists/osd-forms.

5.3 Software Integrity Controls [Address the following controls if applicable, usually in the case wherein the Vendor will be developing code and migrating that code to a production environment] [Vendor Abbreviation] and [Agency Abbreviation] recognize the serious threat of fraud, misuse, and destruction or theft of data or funding. These threats could be introduced when unauthorized or inappropriate modifications are made to a production system. [Vendor Abbreviation] shall implement the following controls for the purpose of maintaining software integrity and traceability throughout the software creation life cycle, including during development, testing, and production:

5.3.1 [Vendor Abbreviation] shall configure at least two software environments including a development/quality assurance (QA) environment and a production environment.

5.3.2 [Vendor Abbreviation] shall implement a change management procedure to ensure that activities in the development/QA environment remain separate and distinct from the production environment. In particular the change management procedure shall incorporate at least the following:

5.3.2.1 Segregates duties between development and testing of software changes and migration of changes to the production environment.

5.3.2.2 Implement security controls to restrict individuals who have development or testing responsibilities from migrating changes to the production environment.

5.3.2.3 Includes a process to log and review all source control activities.

5.3.3 [Vendor Abbreviation] shall implement a source control tool to ensure that all changes made to the production system are authorized, tested, and approved before migration to the production environment.

5.3.4 [Vendor Abbreviation] shall not make any development or code changes in a production environment.

5.3.5 [Vendor Abbreviation] shall implement additional internal controls as specified in [Agency and Vendor incorporate attachment if relevant].

6. ACCEPTANCE OR REJECTION PROCESS

[Vendor Abbreviation] will submit the required Deliverables specified in this SOW, or any Task Order entered into hereunder, to the [Agency Abbreviation] Project Manager for approval and acceptance. [Agency Abbreviation] will review work product for each of the Deliverables and evaluate whether each Deliverable has clearly met in all material respects the criteria established in this Agreement and the relevant Task Order specifications. Once reviewed and favorably evaluated, the Deliverables will be deemed acceptable.

Within ten (10) working days of receipt of each Deliverable, the [Agency Abbreviation] Project Manager will notify [Vendor Abbreviation], in writing, of the acceptance or rejection of said Deliverable using the acceptance criteria specified in this Section and associated with the Task or Deliverable specifications in this Agreement. A form signed by [Agency Abbreviation] shall indicate acceptance. [Vendor Abbreviation] shall acknowledge receipt of acceptance forms in writing. Any rejection will include a written description of the defects of the Deliverable. If [Agency Abbreviation] does not respond to the submission of the Deliverable, within five (5) working days of [Agency Abbreviation]’s receipt of each Deliverable, [Vendor Abbreviation] shall provide a reminder notice to the [Agency Abbreviation] Project Manager. If [Agency Abbreviation] fails to reject a Deliverable within five (5) business days after [Agency Abbreviation]’s receipt of the reminder notice, the Task or Deliverable is deemed accepted.

If [Agency Abbreviation] rejects a Deliverable, [Vendor Abbreviation] will, upon receipt of such rejection, act diligently to correct the specified defects and deliver an updated version of the Deliverable to the Commonwealth. [Agency Abbreviation] will then have an additional 5 (five) business days from receipt of the updated Deliverable to notify [Vendor Abbreviation], in writing, of the acceptance or rejection of the updated Deliverable. Any such rejections will include a description of the way in which updated Deliverable fails to correct the previously reported deficiency.

Following any acceptance of a Deliverable which requires additional work to be entirely compliant with the pertinent specifications, and until the next delivery, [Vendor Abbreviation] will use reasonable efforts to provide a prompt correction or workaround.

7. PROJECT MANAGEMENT

[Vendor Abbreviation] and [Agency Abbreviation] must notify the other party’s Project Managers of any change in the name, address, phone number, fax number, or email address of their respective Project Manager.

7.1 [Agency Abbreviation] Project Manager

[INSERT NAME OF Agency Abbreviation Designed Project Manager, Agency Project Manager Title] (“[Agency Abbreviation]’s Project Manager”) shall perform project management on behalf of [Agency Abbreviation] for this engagement. [Agency Abbreviation]’s Project Manager will:

7.1.3 Review weekly status reports and schedule weekly meetings with [Vendor Abbreviation], as necessary.

7.1.4 Coordinate participation from [name other agencies and/or vendors] as required during the engagement.

7.1.5 Acquire [Agency Abbreviation] project team members as needed.

7.1.6 Coordinate [Agency Abbreviation]’s review of the Deliverables and sign an acceptance form to signify acceptance for each accepted Deliverable.

[Agency Abbreviation]’s Project Manager reports to [name and title], who reports to [name and title] [repeat this phrase until last named individual is agency head]. [Name individual, with title] will sign this SOW and all amendments hereto on behalf of [Agency Abbreviation].

7.2 Vendor Project Manager

[The parties may insert additional language in this Section to incorporate the vendor’s additional project management practices for project planning, tracking, reporting and management, including the types, frequency and contents of reports that will be provided by the developer to the agency.]

[INSERT NAME OF Vendor Abbreviation Designed Project Manager, Vendor Project Manager Title] (“[Vendor Abbreviation]’s Project Manager”) shall perform project management on behalf of [Vendor Abbreviation] for this engagement. [Vendor Abbreviation]’s Project Manager will:

7.2.1 Be responsible for administering this Agreement and the managing of the day-to-day operations under this Agreement.

7.2.2 Serve as an interface between the [Agency Abbreviation] Project Manager and all [Vendor Abbreviation] personnel participating in this engagement.

7.2.3 Develop and maintain the Project Management Plan, in consultation with the [Agency Abbreviation] Project Manager.

7.2.4 Facilitate regular communication with the [Agency Abbreviation] Project Manager, including weekly status reports/updates, and review the project performance against the project plan. Facilitate weekly project status meetings for the duration of the engagement.

7.2.5 Update the project plan on a weekly basis and distribute at weekly meetings for the duration of the engagement.

7.2.6 Sign acceptance forms to acknowledge their receipt from [Agency Abbreviation].

7.2.7 Be responsible for the management and deployment of [Vendor Abbreviation] personnel.

[Vendor Abbreviation]’s Project Manager reports to _____, who reports to_____ [repeat until reaching engagement partner or equivalent]. [Name and title], being an authorized signatory named in [Vendor Abbreviation]’s response to RFR, will sign this SOW and all amendments thereto on behalf of [Vendor Abbreviation].

7.3 Issue Resolution

The Project Managers from each organization bear the primary responsibility for ensuring issue resolution. If they mutually agree that they are unable to resolve an issue, they are responsible for escalating the issue to [insert name and title of respective persons at agency and vendor].

8. Amendments to the Scope of Work

This Agreement may be amended prior to the end of the Term. The Project Manager who would like to request a change in scope for this engagement or any other terms contained within the Agreement, will provide the suggested amendment in writing to the other party’s Project Manager. The Project Managers will jointly determine whether the change impacts any terms contained within the Agreement. The parties may mutually agree to the change through a written amendment to this SOW.

For any amendment entered into under this Agreement where [Vendor Abbreviation] will be providing services on a Time and Materials basis, the parties shall apply the Time and Materials terms as described in Section 12 of this SOW to the relevant Task Order.

9. Personnel

9.1 Key Personnel

[Vendor Abbreviation] agrees to provide the following personnel for the following amounts of time for the duration of this project:

TABLE 1

KEY PERSONNEL

[Vendor Abbreviation] shall assign all of the foregoing personnel to this engagement on the time basis set forth in Table 1. In the event that a change is necessary, [Vendor Abbreviation] Project Manager will provide prompt written notice to [Agency Abbreviation] Project Manager of the proposed change. If the personnel change is a result of a non-emergency, the [Vendor Abbreviation] Project Manager shall provide the [Agency Abbreviation] Project Manager two-week written notice. For personnel changes that result from an emergency, [Vendor Abbreviation] Project Manager shall provide prompt written notice to [Agency Abbreviation] Project Manager. [Agency Abbreviation] Project Manager has the right to accept or reject all personnel. [Vendor Abbreviation]’s personnel must comply with the Executive Office of Technology Services and Security’s relevant Policies, Standards and Guidance, located at https://www.mass.gov/handbook/enterprise-information-security-policies-and-standards, and [Agency Abbreviation]’s workplace policies, located at [Agency – put in URL for location of relevant workplace policies or attach policies to SOW].

9.2 Equipment, Workspace, Office Supplies

[Agency Abbreviation] will provide [workspace, cubicles, standard office…