OCPF Online Training RFQ 7-4-2022~1.pdf

Request for Quotes (“RFQ”)

The Massachusetts Office of Campaign and Political Finance (“OCPF”) is seeking a highly qualified Vendor to develop a new campaign finance political committee treasurer online training course. All times in this RFQ are prevailing Eastern Time. Quotes should be submitted to CFO Margaret Muise (mmuise@cpf.state.ma.us) by 1:00 p.m. on Monday, August 8, 2022.

Responses must be received no later than the response due date and time or they will not be evaluated. All questions relative to this RFQ must be submitted by email to mmuise@cpf.state.ma.us on or before 1:00 p.m. on Friday, July 22, 2022. All questions and answers will be posted on COMMBUYS by 4:00 p.m. on Thursday, July 28, 2022. Vendors may not contact any employee of OCPF regarding this RFQ, except as specifically set forth in this paragraph.

In accordance with M.G.L. c. 66 and M.G.L. c. 4 s. 7 (26), this RFQ and all responses hereto, including the winning bid, shall become public records and can be obtained from OCPF by sending an email to CFO Margaret Muise (mmuise@cpf.state.ma.us). Any portions of a response that are labelled as confidential will still be considered a public record.

This RFQ contains two Tasks/Deliverables sections, “Part 1: Course Creation” and “Part 2: Content Delivery/Learning Management System.” Vendors must respond to both “Part 1: Course Creation” and “Part 2: Content Delivery/Learning Management System” as one quote.

This RFQ does not commit OCPF to approve a Statement of Work, pay any costs incurred in the preparation of a Vendor’s response to this RFQ, or to procure or contract for products or services. OCPF 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 Vendors in response to this RFQ; (iii) negotiate with one or more of the qualified Vendors; or (iv) cancel, in part or in its entirety, this RFQ if it is in the best interest of OCPF to do so. OCPF may amend this RFQ at any time prior to the date the responses are due.

Background

The Office of Campaign and Political Finance is an independent state agency that administers Massachusetts General Law Chapter 55, the campaign finance law, and Chapter 55C, the limited public financing program for statewide candidates. OCPF is statutorily obligated to produce, and from time to time, update online training resources to all (approximately 3,000) political committee treasurers throughout the Commonwealth who file reports with OCPF.

OCPF is required (G.L. c. 55, § 5C) to prepare and update from time to time an online training program to provide information on the requirements of this chapter applicable to treasurers of political committees that file reports with the office. A treasurer of a political committee that files reports with the office shall, within 30 days after filing an acceptance of the position with the office in accordance with section 5 and every 2 years after filing the acceptance, complete the online training program. The office shall establish procedures for implementing and ensuring compliance with this section.

OCPF is also charged (G.L. c. 55, § 27) with making available to all candidates and political committees required to file with the director a summary of the chapter.

Currently, OCPF delivers this training to political committee treasurers through a simplified online test consisting of situational references and questions on appropriate action, which has been in place for approximately seven years. Political committee treasurers are mandated to complete the online training course within thirty (30) days of acceptance of the office and once every two years thereafter. OCPF is required to track and record the completion of the political committee treasurer training to ensure compliance. Based on training cycles, not all users access the system at the same time. The current training is web-based and accessed from the OCPF webserver. The program must be able to be deployed (via SCORM and HTML packages or comparable technologies) to other platforms.

Tasks/Deliverables Requested

OCPF’s deliverable requested is a new political committee treasurer online training course or courses and content delivery/learning management system. The new course materials must be fully capable of being delivered to political committee treasurers with an accompanying content delivery/learning management system which also tracks completion of the course by the treasurer.

Part 1: Course Creation The selected Vendor will provide expertise in the development, creation and implementation of a more modern, engaging, and effective political committee treasurer online training course or courses.

Requirements for the course include the following:

Approximately 35 minutes of core content applicable to all end-users, which includes additional knowledge check examples and questions. This additional content could be cycled-through or rotated on an annual basis.

Branched content that provides job-specific content to end-users based on their committee type. There should be 4 to 8 sections of branched committee-specific content, each approximately 10 minutes in length.

Solution for updating course content in the future, including an authoring tool.

An appropriate mix of media (live action video, animation, voice-over slides) in accordance with current best practices in electronic learning.

A variety of tools and completion verification exercises that will offer political committee treasurers a deeper understanding of the requirements of the campaign finance law. These include, but are not limited to, knowledge checks, test questions and course completion records.

The course materials should be accessible across desktop and mobile devices.

The course must be compliant with all state and federal requirements for accessibility and compatibility with adaptive/assistive technology.

The course must be available in multiple languages in accordance with current electronic learning best practices.

The course must be able to be accessed by political committee treasurers using the accompanying content delivery/learning management system.

The course must be able to be hosted on other learning management systems (LMS) via

SCORM or comparable technology.

Part 2: Content Delivery/Learning Management System

OCPF requires a system capable of hosting its training content. The solution must be able to handle large volumes of very infrequent end-users and meet the challenges posed by periodic turnover within the end-user population. The solution should be capable of tracking end-users’ completion of OCPF’s training materials and provide OCPF with basic analytics, including data that is exportable to Excel software.

Vendor Qualifications

The selected Vendor shall possess expertise in online/electronic learning methods, pedagogy, course creation and best practices. The Vendor shall be proficient in Shareable Content Object Reference Model (“SCORM”) compliant courses and Learning Management Systems (“LMS”).

The Vendor will have expertise in current technologies, including proprietary and open source applications and cloud-based solutions.

Preferred qualifications:

Experience working with trainings related to ethics or compliance.

Experience working with federal, state, and local government agencies and/or public colleges and universities.

The Vendor will be required to sign a confidentiality agreement requiring the Vendor and all of its employees, contractors, agents or representatives to comply with all statutory requirements regarding the confidentiality of information received or maintained by OCPF to the same extent applicable to OCPF employees. Violation of such agreement may result in civil penalties and/or criminal fines and/or imprisonment.

Awarding of a contract is contingent upon execution of a Statement of Work (SOW) by the Commonwealth and the Vendor selected under this RFQ. For informational purposes, a templated version of a Statement of Work is attached to this RFQ as Attachment A: Template Statement of Work.

Warranties

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

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

2) Vendor and its subcontractors will be sufficiently staffed and equipped to fulfill Vendor’s obligations under any SOW or engagement resulting from this RFQ. Vendor 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) Vendor’s services will be performed: (a) by appropriately qualified and trained personnel; (b) with due care and diligence and to a high standard of quality as is customary in the industry;

(c) in compliance with the Milestone Schedule and the terms and conditions of this RFQ and any contract hereunder; and (d) in accordance with all applicable professional standards for the field of expertise.

Order of Precedence

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

(1) the Commonwealth’s Terms and Conditions;

(2) the Commonwealth’s Standard Contract Form;

(3) the Statewide Contract, if applicable;

(4) the Vendor’s response thereto;

(5) this RFQ (including all amendments, OCPF’s answers to related Vendor questions and clarifications hereto);

(6) any agreement negotiated between and executed by OCPF and Vendor; and

(7) the Vendor’s response to this RFQ (including all amendments, clarifications, and best and final offers).

References

Vendor must describe three references to OCPF illustrating examples in which Vendor has provided similar services. Vendor must provide the name and contact information for an individual employed by the customer. Vendor agrees that OCPF or its agents may contact any individual(s) named as references hereunder. References can 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=2.206388954.891907013.1563542725-372871650.1562964984.

Additional Requirements

A. Enterprise Information Security Standards and Policies

All services performed and materials delivered by the Vendor must meet all applicable policies adopted by OCPF, which shall be made available to Vendor prior to contract execution. At a minimum, Vendor must comply with the Enterprise Information Security Policies and Standards located at: https://www.mass.gov/handbook/enterprise-information-security-policies-and-standards.

B. Contract Negotiation and Amendments

OCPF 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. OCPF may negotiate and execute contract amendments with the awarded Vendor(s) which OCPF reasonably determines are within the scope of this RFQ and necessary to result in best value to the Commonwealth.

C. Promotional Materials

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

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

D. Pending Litigation

Vendor must affirm that there is no pending litigation involving the Vendor that may impair or interfere with OCPF’s right to use the services.

E. Oral Presentations and Demonstrations

In its discretion, OCPF may invite one or more Vendors 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. Presentations may be conducted remotely. OCPF may use these demonstrations and oral presentations to clarify aspects of the Vendor’s response or to inquire as to the Vendor’s approach, recommendations, and experience. OCPF may adjust its scoring of a prospective Vendor based on the Vendor’s performance during product demonstration and/or oral presentation.

OCPF reserves the right to apply restrictions to the structure and content of Vendor’s product demonstrations and oral presentations. Demonstrations and oral presentations to OCPF staff 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 Vendors selected by OCPF. Failure of a Vendor to agree to a date and time may result in rejection of the Vendor’s response.

F. Review Rights

Responses to this RFQ may be reviewed and evaluated by any person(s), including, but not limited to staff from other stakeholders, at the discretion of OCPF for the sole purpose of evaluating and analyzing responses.

Vendor Responses

OCPF is prioritizing the following key requirements and abilities:

Content creation and management o Ability to create online training programs with modern technology and pedagogy.

o Ability to advise on best practice course design and delivery.

o Ability to create content that is accessible with script/PDF supplemental documents for hearing impaired, color coding, languages, etc.

o Ability to be delivered to political committee treasurers through an accompanying content delivery/learning management system.

Technology o Modern technology – SaaS solution with updated user interface and workflows.

o Usable across all devices (desktop/mobile/tablet), offline access and integrations with different systems.

o Reporting capabilities and analysis for the training program.

o Scalability to handle high volume of users.

o Ability for political committee treasurers to notify their political committee of completion of training and compliance requirements without significant effort, including but not limited, a completion certificate that can be printed and delivered.

o Accessible for all political committee treasurers with disabilities and language barriers.

o Available in multiple languages.

o Compliant with all federal, state laws for accessibility by those using assistive technology.

o Minimal upkeep required and easy to maintain.

o Automated tracking of completion of training by user.

o Requirement for holding training completion data for up to 6 years.

o Data in a format that can be exported to Excel software.

Vendors’ responses should include, at a minimum, the following:

1. A cover letter including Vendor’s relevant contact information and a statement that Vendor agrees to the terms of this RFQ.

2. Business and Technical Response

a. Provide a chart showing the names and roles of Vendor personnel who will perform the professional services under this RFQ. Include statement of qualifications and resume for each proposed individual.

b. Provide the timeframe for delivery of services once a Purchase Order is issued.

c. Attach all other agreements and terms that Vendor expects to apply to work under this

RFQ (for example, Vendor’s standard terms and any applicable licensing agreements), if any, in unlocked, editable Microsoft Word format.

3. Cost Response

a. Provide a chart showing the names, roles, hourly rates and hours per resource of all Vendor personnel. All proposed services rates must include all costs and expenses, including without limitation delivery services, travel and all other costs and expenses.

b. A valid quote that can be used to issue a purchase order. The quote must include address and contact information for the person to whom the purchase order can be sent. All quotes must be valid for a minimum of ninety (90) days.

c. The Cost Response must identify all costs related to this engagement, including without limitation costs of all products and professional services. OCPF will not pay any costs and expenses not included in the Cost Response.

d. The Cost Response must include a total fixed price cost for all Deliverables and Tasks.

e. The Cost Response must include an hourly rate for additional time and materials work.

Vendors are encouraged to address the following in their RFQ responses as applicable:

a. Please identify and describe all software and hardware necessary to implement a solution to the proposed problem identified by this RFQ. Describe how the platform is hosted and delivered.

b. Identify and describe all suggested consulting services that would support the goals detailed in this RFQ.

c. Is/Are the product(s) and/or solution(s) compliant with Federal and Commonwealth Accessibility Standards? Please describe how you came to your assessment.

d. Describe how your product/solution allows for a self-service user login process to allow minimal handling.

e. Describe any current known implementations of product and solution and note any business partners involved with that implementation.

f. Please describe similar projects that have been successfully completed and describe the critical success factors for such projects.

g. Please describe your solutions ability to be accessed on multiple platforms (smartphones, tablets, computers etc.)

h. Describe any third-party relationships or dependencies that would be relied upon for the solution described in response to this RFQ.

i. Costs:

i. If not already provided as part of your response, please list the cost(s) for implementation of the product and provide a detailed breakdown for the cost of hardware, software, services, and give contexts/scenarios.

ii. Describe how you would work with the Commonwealth to provide your content delivery/learning management system platform to the large number of users that only need this platform for a single course every two years.

iii. Please provide a copy of a standard associated license agreement.

j. Are administration and technical user training offered with these solutions?

i. Is training an additional charge?

ii. Please list the training(s) offered.

iii. Provide the duration and location of the training.

iv. Are any materials provided for the training?

k. What levels of maintenance and support are available for the software?

i. Please provide a breakdown of the maintenance and support costs.

ii. What are the hours of operation?

iii. What are the guaranteed response times?

iv. What location is the support provided from?

v. Are product updates and bug fixes included in the cost of support?

vi. What is the helpdesk escalation procedure?

vii. How are multiple installations of the product supported?

viii. Are new releases priced separately?

ix. Please provide a copy of the template maintenance agreement.

l. Can the proposed solution be customized and, if so, what costs are associated with such customization?

m. Please provide a sample of previous course materials developed by the Vendor, preferably related to ethics and/or compliance.

Evaluation Criteria

The responses to this RFQ will be evaluated based on the criteria listed below. The procurement management team may remove from further consideration non-responsive bids and bids that do not include all required items listed in the Section titled Vendor Responses. Prior to such an exclusion, OCPF may request one or more clarification(s) from Vendor. A Vendor’s response may be excluded for failure to meet OCPF’s budgetary thresholds.

Any remaining responses will be evaluated based upon:

Vendor qualifications and previous experience Price Vendor’s stated methodology and business process Time for delivery

ATTACHMENT A – TEMPLATE STATEMENT OF WORK

(INCLUDED FOR INFORMATIONAL PURPOSES)

STATEMENT OF WORK

BETWEEN

[AGENCY]

AND

[CONTRACTOR NAME]

FOR THE

[PROJECT NAME]

1. INTRODUCTION

The following document will serve as a Statement of Work (“SOW”) between [AGENCY] (“[AGENCY ABBREVIATION]”) and [CONTRACTOR NAME] (“Contractor”) governing Contractor’s work on the [PROJECT NAME]. The entire agreement (the “Agreement”) between the parties consists of the following documents, in the following order of precedence. In the event of a conflict, the document of higher precedence shall govern.

(1) the Commonwealth Standard Terms and Conditions

(2) the Commonwealth’s Standard Form Contract

(3) Request for Response [RFR NAME] (“RFR”)

(4) Contractor’s response thereto

(5) the Request for Quotes [RFQ NAME, RFQ NUMBER AND DATE] (“RFQ”)

(6) this SOW, including Appendix A, and any Task Orders or other documents negotiated between the parties under the RFQ

(7) Contractor’s response to the RFQ

2. DEFINITIONS

The following terms shall have the following meanings. All other terms used in this SOW shall have the meaning ascribed to them in the other documents that constitute the Agreement.

“Deliverable” means any work product that Contractor delivers for the purposes of fulfilling its obligations to [AGENCY].

“Task” means a material activity engaged in by Contractor for the purpose of fulfilling its obligations to [AGENCY].

“Task Order” means an amendment to this SOW that specifies Tasks or Deliverables to be completed by Contractor within a specified time period.

3. EFFECTIVE DATE AND TERM

This SOW’s term (the “Term”) begins on the date on that it is executed by both parties (the “Effective Date”) and shall terminate on [INSERT END DATE] (“Termination Date”) unless extended or renewed via written amendment executed by the parties.

4. PROJECT BACKGROUND AND OVERVIEW

[Provide background and high-level overview of project.]

5A. TIME AND MATERIALS SERVICES

This Section describes the general Tasks and Deliverables to be completed by the Contractor. A Task or Deliverable will be considered “complete” when all the acceptance criteria set forth in this SOW have been met. All written work product shall be delivered in a format specified by [AGENCY]. All meetings shall be held on-premises at the address of [AGENCY], unless agreed to otherwise by the Project Managers.

TABLE 1A: TASKS AND DELIVERABLES

Task/Deliverable Name Metrics of Acceptance Estimated Completion Date

For the Time and Materials Services, Contractor shall complete the work described in Table 1A or in the relevant Task Order, and as scheduled through [weekly] planning meetings. Contractor will submit [weekly] reports to the [AGENCY] PM detailing the hours worked by each Named Resource. The weekly reporting must show actual resource hours worked against assigned Tasks and/or Deliverables and a description of completed Tasks or progress toward completion. Contractor will also report [weekly] to the [AGENCY] PM its expected work effort the forthcoming week, showing each Named Resource’s expected level of effort. Prior review and authorization of each report by the [AGENCY] PM is required to authorize any work by the Named Resource.

5B. FIXED PRICE TASKS AND DELIVERABLES

In addition to the Time and Materials services detailed above, this Section describes the Tasks to be completed by the Contractor, the Deliverables to be provided by the Contractor, and a timeline for delivery. A Task or Deliverable will be considered “complete” when all the acceptance criteria set forth in this SOW have been met. All written Deliverables shall be delivered in a format specified by [AGENCY]. All meetings shall be held on-premises at the address of [AGENCY], unless agreed to otherwise by the Project Managers.

For the Fixed Price Tasks and Deliverables of this Agreement, Contractor shall perform Tasks and deliver Deliverables in conformance with the Description and Metrics of Acceptance on or before the Due Dates set forth in Table 1B. Upon acceptance by [AGENCY] of the Deliverables or Tasks, the amounts specified in Table 1B associated with each Deliverable or Task shall be payable to Contractor.

TABLE 1B: FIXED PRICE TASKS AND DELIVERABLES

Number Name Description and Metrics of Acceptance

(Refer to Attachments if needed) Due Date Amount

Due

TOTAL

6 KEY PERSONNEL

6.1 Commonwealth Project Manager(s)

[NAME] ([email address], [phone number]) will serve as the [AGENCY] Project Manager (“PM”) and will: (i) work closely with the Contractor PM to ensure successful completion of the project; (ii) consult with Contractor PM to develop the Project Management Plan; (iii) review weekly status reports and schedule weekly meetings with Contractor, as necessary; (iv) coordinate participation from other agencies and/or Vendors as required during the engagement; (v) acquire [AGENCY] project team members as needed; and (vi) coordinate [AGENCY]’ review of the Tasks and weekly report, and sign an acceptance form to signify acceptance for each accepted weekly report.

[OPTIONAL: [NAME] ([email address], [phone number]) will serve as the [AGENCY] Technical Project Manager (“Technical PM”) and will: (i) work closely with the [AGENCY] PM and Contractor PM to ensure successful completion of the project; (ii) consult with the [AGENCY] PM and Contractor PM to develop the Project Management Plan; and (iii) serve as a technical resource for Contractor PM and Contractor personnel.]

[OPTIONAL: [NAME][email address][phone number]] will serve as the [OTHER AGENCY] Project Manager (“PM”) and will: (i) work closely with the [AGENCY] and Contractor PM to ensure successful completion of the project; (ii) consult with the [AGENCY] and Contractor PM to develop the Project Management Plan;

(iii) review [weekly] status reports and schedule [weekly] meetings with Contractor, as necessary; (iv) coordinate participation from other agencies and/or Vendors as required during the engagement; (v) acquire [Agency Abbreviation] project team members as needed; and (vi) coordinate [Agency Abbreviation]’s review of the Deliverables and sign an acceptance form to signify acceptance for each accepted Deliverable.

6.2 Contractor Project Manager

[NAME] ([email address], [phone number]) will serve as the Contractor Project Manager (the “Contractor PM”) and will (i) be responsible for administering this SOW and the managing of the day-to-day operations under this SOW, (ii) serve as an interface between the [AGENCY] PM and all Contractor personnel participating in this engagement; (iii) develop and maintain the Project Management Plan in consultation with the [AGENCY] PM; (iv) facilitate regular communication with the [AGENCY] PM, including weekly status reports/updates, and review the project performance against the project plan and facilitate weekly project status meetings for the duration of the engagement; (v) update the Project Management Plan on a weekly basis and distribute it at weekly meetings for the duration of the engagement; (vi) sign acceptance forms to acknowledge receipt; and (vii) be responsible for the management and deployment of Contractor personnel.

The [AGENCY] PM and Contractor PM bear the primary responsibility for issue resolution. If an issue cannot be resolved by the PMs, the [AGENCY] PM shall escalate to [NAME] and the Contractor PM shall escalate to [NAME]. The PMs shall be responsible for coordinating a meeting with [AGENCY] and Contractor leadership to review and resolve any issues.

6.3 Contractor Personnel

Contractor shall assign each of the following Names Resources to this SOW in accordance with Table 2. If a change to the assigned personnel is necessary, the Contractor PM will provide a written change request at least two weeks prior to the change to the [AGENCY] PM. The [AGENCY] PM may reject or accept such change. The [AGENCY] PM may terminate use of any Named Resource by providing five (5) days written notice to the Contractor PM. If termination is for cause, or for a violation of a term of this Agreement, [AGENCY] may terminate use of the Named Resource effective immediately by providing written notice to the Contractor PM.

Contractor shall take full responsibility for project management and shall obtain [AGENCY]’s written pre-approval for the use of any subcontractor(s). Contractor shall ensure any subcontractor(s) providing work under this SOW comply with all terms of the Agreement and Contractor shall be responsible for the performance, acts, and omissions, of each such subcontractor.

TABLE 2: TIME AND MATERIALS RATES

Named Resource Role / Title Hourly Rate Estimated

Number of Hours

Estimated Cost

TOTAL ESTIMATED COST

TOTAL NOT TO EXCEED AMOUNT

Contractor’s key personnel must provide documentation that they have completed the Political committee treasurer Online Training Program for State and County Employees (“Training”), which is available at http://www.stateprog.eth.state.ma.us/, since January 1, 2021. Contractor’s key personnel must provide documentation acknowledging that they have received the Summary of the Political committee treasurer for State Employees (“Summary”), which is available at https://www.mass.gov/service-details/summary-of-the-conflict-of-interest-law-for-state-employees, since January 1, 2021. The Key Personnel must complete the Training and acknowledge receipt of the Summary within thirty (30) days of commencing Tasks.

7. ACCEPTANCE OR REJECTION PROCESS

Time and Materials

The Contractor PM will submit each weekly report to the [AGENCY] PM. [AGENCY] will review each weekly report and approve these reports based on satisfactory work performance by each Named Resource, satisfactory completion of Tasks listed in Table

1A or in the relevant Task Order, and fulfillment of Metrics of Acceptance in this Agreement.

Within five (5) business days of each weekly report, the [AGENCY] PM will notify the Contractor PM, in writing, of acceptance or rejection. A rejection will include a written description of any relevant defects or issues. If the [AGENCY] PM does not respond with acceptance or rejection within five (5) business days of receipt, the Contractor PM shall provide a reminder notice to the [AGENCY] PM. Upon receipt of rejection, Contractor will act diligently to correct the specified defects or issues.

Fixed Price

The Contractor PM will submit each Deliverable to the [AGENCY] PM on or before the Due Date specified in Table 1B. [AGENCY] will review each Deliverable and determine whether it has met in all material respects the criteria established in this Agreement.

Within ten (10) business days of receipt of each Deliverable, the [AGENCY] PM will notify the Contractor PM, in writing, of acceptance or rejection. A rejection will include a written description of the defects of the Deliverable. If the [AGENCY] PM does not respond with acceptance or rejection within ten (10) business days of receipt, the Contractor PM shall provide a reminder notice to the [AGENCY] PM. Upon receipt of rejection of a Deliverable, Contractor will act diligently to correct the specified defects and deliver an updated version of the Deliverable to the [AGENCY] PM. Acceptance or rejection of the updated version of the Deliverable will be subject to the process described in this paragraph.

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

8. PAYMENT TERMS

Time and Materials

Contractor shall provide a bi-weekly invoice to the [AGENCY] PM for the actual hours worked per week of the Named Resource identified in Table 2 or in the relevant Task Order. Each invoice must include resource names, dates of service, and the hours worked and approved for each date of service. The [AGENCY] PM will review and approve these invoices based on satisfactory work performance by each Named Resource, satisfactory completion of Tasks listed in Table 1A or in the relevant Task Order, and fulfillment of Metrics of Acceptance in this Agreement. Approved invoices will be payable by [AGENCY] in accordance with the Commonwealth’s bill-paying policies.

Fixed Price

A Deliverable or Task will be considered “completed” when the [AGENCY] PM has accepted the Deliverable or Task in accordance with Section 7 of this SOW. Contractor shall issue invoices to [AGENCY] for the Deliverables or Tasks that are completed (each, a “Valid Invoice”). Valid invoices shall be payable by [AGENCY] in accordance with the Commonwealth’s bill-paying policies.

9. AMENDMENTS TO THE SOW

The SOW may be amended prior to the end of the Term. The PM who would like to request a change will provide the suggested amendment in writing to the other party’s PM. The PMs will jointly determine whether the change impacts any terms contained within the Agreement. The parties may mutually agree to the change through a written signed amendment to the SOW.

10. ADDITIONAL CONTRACTOR REQUIREMENTS

[Include any additional privacy / security requirements based on data being accessed or used by Contractor. Include additional technical specifications, support terms, etc. Refer to attached documents if needed.

e.g. Any personnel providing services under this SOW who will have access to [AGENCY]’s premises and/or systems will be subject to [AGENCY]’s background screening requirements prior to commencement of such services.]

Contractor will not perform any management functions, make management decisions, or otherwise perform in capacity equivalent to that of an employee or officer of AGENCY, however, the key personnel identified in this Statement of Work will be considered state employees for purposes of the Political committee treasurer, G.L. c.

268A.

11. TOTAL COSTS

Unless otherwise agreed to by the parties in the form of an executed written amendment or Task Order hereto, the total amount payable to Contractor by [AGENCY] is as follows:

For Time and Materials Work: Not to exceed XXXXX USD

For Fixed Price Deliverables and TASKS: XXXX USD

12. AUTHORITY TO EXECUTE

The undersigned hereby represent that they are duly authorized to execute this Statement of Work on behalf of their respective organizations. The signer on behalf of Contractor further represents that he/she is listed as an Authorized Signatory under the applicable Statewide Contract or RFR. This Statement of Work may be signed in two or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.

[AGENCY] [Enter Contractor Name]

Signature: _____________________ Signature: ______________________________

Name: ________________________ Name: ________________________________

Title: _________________________ Title: __________________________________

Date: _________________________ Date: __________________________________

APPENDIX A

The following terms are entered into by and between the Commonwealth entity and the Contractor signing the Statement of Work (“SOW”) attached hereto. The term “Agency” as used in this Appendix A shall refer to the Commonwealth entity signing the SOW. The following terms cannot be modified unless a written waiver is provided by the Agency General Counsel, or designee. The following Sections shall continue in effect beyond the Termination Date of the SOW: 2, 3, 6, 8, 9, 10, and any other Sections that would under the circumstances reasonably extend beyond the Termination Date of the SOW.

1. Equipment and Workplace The Agency will provide standard workspace, office equipment, and network connectivity, as provided to state employees, and as required to enable Contractor personnel working on-site to provide the services contemplated under the SOW.

Contractor will submit a list of personnel who will need access to the building and to state systems before execution of the SOW. Any Contractor personnel who have access to IT resources must comply with the Acceptable Use of Information Technology Policy (https://www.mass.gov/policy-advisory/acceptable-use-of-information-technology-policy) and any other workplace policies provided to Contractor by Agency.

2. System Security

Contractor shall comply with the Commonwealth’s Enterprise Information Security Policies and Standards (https://www.mass.gov/handbook/enterprise-information-security-policies-and-standards).

Contractor will be required to use data provided by Agency (“Commonwealth Data”) and will implement commercially reasonable safeguards necessary to: (i) prevent unauthorized access to Commonwealth Data from any public or private network; (ii) prevent unauthorized physical access to any information technology resources involved in the SOW project; and (iii) prevent interception and manipulation of Commonwealth Data during transmission to and from any servers.

If Contractor uses, or receives access or potential access to, Commonwealth personal data under M.G.L. c. 66A or personal information under M.G.L. c. 93H (collectively, “Commonwealth Personal Data”). Contractor shall implement the maximum feasible safeguards reasonably needed to: (i) ensure the security, confidentiality and integrity of electronic personal data and personal information; (ii) prevent unauthorized access to electronic personal data or personal information or any other Commonwealth Personal Data from any public or private network; and (iii) notify the Agency immediately if any breach of such system or of the security, confidentiality, or integrity of electronic personal data or personal information occurs.

If the Deliverables include software or code that will be developed by Contractor and migrated into a production environment, Contractor shall implement the following controls for the purpose of maintaining software integrity and traceability throughout the software or code creation life cycle, including during development, testing, and production: (i) Contractor shall configure at least two software environments including a development/quality assurance (QA) environment and a production environment; (ii) Contractor shall implement a change management procedure to ensure that activities in the development/QA environment remain separate and distinct from the production environment; (iii) Contractor shall segregate duties between development and testing of software changes and migration of changes to the production environment; (iv) Contractor shall implement security controls to restrict individuals who have development or testing responsibilities from migrating changes to the production environment; (v) Contractor shall create a process to log and review all source control activities; (vi) Contractor 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; (vii) Contractor shall not make any development or code changes in a production environment; and (viii) Contractor shall implement additional internal controls as specified in the Agreement.

3. Accessibility

Contractor shall comply with the obligations and requirements set forth in the Accessibility for IT Solutions Contract Language (https://www.mass.gov/service-details/accessibility-for-it-solutions-contract-language).

4. MassGIS Web Mapping Services

MassGIS is the Commonwealth’s Office of Geographic and Environmental Information.

Its legislative mandate includes coordinating GIS activities in the Commonwealth’s public agencies and distributing GIS data. MassGIS has also developed and is the host for the Commonwealth’s e-government geospatial web mapping initiative.

If the Deliverables include the capability for viewing maps and related information on an internet web site and if that web site will display map information available through MassGIS web mapping services (e.g., parcels, orthophotos, streets, wetlands), then Contractor shall use MassGIS geospatial web mapping services. MassGIS may grant a waiver of this requirement if Contractor demonstrates to MassGIS’ satisfaction that using the MassGIS web mapping services for the proposed application is not reasonably practical due to one or more of the following: (i) performance of the application would be degraded due to using the MassGIS services; (ii) the proposed application requires reliability that exceeds those that MassGIS can reasonably be expected to provide; (iii) the security requirements of the application preclude using the MassGIS services; and (iv) cost. Waivers are not valid under this Agreement unless they are provided in writing by the Director or Assistant Director of MassGIS.

5. Code Review

If the Deliverables include software code or applications developed by Contractor for the Agency, such code or applications shall follow current industry design and best practices, including, but not limited to those published by The National Institute of Standards & Technology (NIST), the SANS (SysAdmin, Audit, Network, Security (SANS) Institute), and other recognized bodies.

Contractor shall cooperate with the Agency’s code review of the relevant software or application Deliverables. Prior to implementation or acceptance of a Deliverable, Contractor shall subject such Deliverable, if it includes software code or script, to independent application review by Agency or its delegated reviewer to validate that all applicable enterprise IT standards and security policies have been met, as well as other specifications as identified in this Agreement. The review shall be performed by individuals other than Contractor’s or Agency’s personnel who developed the Deliverables. For purposes of this requirement, "independent" may include other staff of the Agency provided that no direct reporting relationships exist between the development and review organizations.

6. Intellectual Property Rights

If the Deliverables include new software, code, or other Deliverables that contain intellectual property, developed or created by Contractor for the Agency, the following Section 6 shall apply.

The term Property includes the following: (1) confidential, proprietary, and trade secret information; (2) trademarks, trade names, discoveries, inventions processes, methods and improvements, whether or not patentable or subject to copyright protection and whether or not reduced to tangible form or reduced to practice; and (3) works of authorship which are used by Contractor to complete its work under the SOW (which may consist of computer programs (in object and source code form), scripts, data, documentation, the audio, visual and audiovisual content related to layout and graphic presentation, text, photographs, video, pictures, animation, sound recordings, training materials, images, techniques, methods, algorithms, program images, text visible on the Internet, HTML code and images, illustrations, graphics, pages, storyboards, writings, drawings, sketches, models, samples, data, other technical or business information, reports, and other works of authorship fixed in any tangible medium).

Contractor’s work under the SOW may involve: (1) a third party’s intellectual property;

(2) Property created by Contractor for the open market (e.g. Contractor’s commercial off the shelf software); (3) Property developed by Contractor for other individual clients or for internal purposes prior to the Effective Date of the SOW and not delivered to any other client of Contractor; or (4) Property developed by Contractor specifically for the purposes of fulfilling its obligations to Agency under the terms of the Agreement.

Ownership of the first and second categories of intellectual property is addressed in separate agreements. This Section 6 addresses exclusively ownership rights in the third and fourth categories of Property.

Contractor will retain all right, title and interest in and to all Property referenced in subsection (3) of the paragraph immediately preceding (hereinafter the "Contractor Property"). The Agency’s possession, installation or use of Contractor Property will not transfer to it any title to such property. The Agency acknowledges that Contractor Property may contain commercially valuable and proprietary trade secrets of Contractor, the development of which may involve the expenditure of substantial time and money and the use of skilled experts. The Agency will take no affirmative steps to disclose such information to third parties, provided that the Agency may do so if required under the Commonwealth’s Public Records Law, M.G.L. c. 66 § 10, or by legal process.

Except as expressly authorized herein, the Agency will not copy, modify, distribute or transfer by any means, display, sublicense, rent, reverse engineer, decompile or disassemble Contractor Property. Contractor grants to Agency a fully-paid, royalty-free, non-exclusive, non-transferable, worldwide, irrevocable, perpetual, assignable license to make, have made, use, reproduce, distribute, modify, publicly display, publicly perform, digitally perform, transmit, copy, sublicense to any Agency contractor for purposes of creating, implementing, maintaining or enhancing a Deliverable, and create derivative works based upon Contractor Property, in any media now known or hereafter known, to the extent the same are embodied in the Deliverables, or otherwise required to exploit the Deliverables. During the Term of this Agreement and immediately upon any expiration or termination thereof for any reason, Contractor will provide to Agency the most current copies of any Contractor Property to which Agency has rights pursuant to the foregoing, including any related documentation.

Notwithstanding anything contained herein to the contrary, and notwithstanding Agency’s use of Contractor Property under the license created herein, Contractor shall have all the rights and incidents of ownership with respect to Contractor Property, including the right to use such property for any purpose whatsoever and to grant licenses in the same to third parties. Contractor shall not encumber or otherwise transfer any rights that would preclude a free and clear license grant to the Commonwealth.

In conformance with the Commonwealth’s Standard Terms and Conditions, all Deliverables created under this Agreement whether made by Contractor, subcontractor, or both are the property of the Agency, except for the Contractor Property embodied in the Deliverable. Contractor irrevocably and unconditionally sells, transfers and assigns to the Agency or its designee(s), the entire right, title, and interest in and to all intellectual property rights that it may now or hereafter possess in said Deliverables, except for the Contractor Property embodied in the Deliverables, and all derivative works thereof. This sale, transfer and assignment shall be effective immediately upon creation of each Deliverable and shall include all copyright, patent, trade secret, trademark and other intellectual property rights created by Contractor or subcontractor in connection with such work (hereinafter the "Commonwealth Property").

All copyrightable material contained within a Deliverable and created under this Agreement are works made for hire. Contractor bears the burden to prove that a work within a Deliverable was not created under this Agreement. If work is determined to not be made for hire or that designation is not sufficient to secure rights, to the fullest extent allowable and for the full term of protection otherwise accorded to Contractor under such law, Contractor shall and hereby irrevocably does, assign and transfer to the Agency free from all liens and other encumbrances or restrictions, all right, title and interest that Contractor may have or come to have in and to such Deliverable.

CONTRACTOR HEREBY WAIVES IN FAVOR OF THE AGENCY (AND SHALL CAUSE

ITS PERSONNEL TO WAIVE IN FAVOR OF CLIENT IN WRITING SIGNED BY SUCH

PERSONNEL) ANY AND ALL ARTIST’S OR MORAL RIGHTS (INCLUDING,

WITHOUT LIMITATION, ALL RIGHTS OF INTEGRITY AND ATTRIBUTION) IT MAY

HAVE PURSUANT TO ANY STATE OR FEDERAL LAWS OF THE UNITED STATES

IN RESPECT TO ANY DELIVERABLE AND ALL SIMILAR RIGHTS UNDER THE

LAWS OF ALL OTHER APPLICABLE JURISDICTIONS.

Contractor agrees to execute all documents and take all actions that may be reasonably requested by the Agency to evidence the transfer of ownership of or license to intellectual property rights described in this Section 6, including providing any code used exclusively to develop such Deliverables to the Agency and the documentation for such code. Contractor acknowledges that there are currently and that there may be future rights that the Commonwealth may otherwise become entitled to with respect to Commonwealth Property that does not yet exist, as well as new uses, media, means and forms of exploitation, current or future technology yet to be developed, and that Contractor specifically intends the foregoing ownership or rights by the Commonwealth to include all such now known or unknown uses, media and forms of exploitation.

The Commonwealth retains all right, title and interest in and to all derivative works of Commonwealth Property. The Agency hereby grants to Contractor a nonexclusive, revocable license to use, copy, modify and prepare derivative works of Commonwealth Property only during the Term and only for the purpose of performing services and developing Deliverables for the Agency under this Agreement.

If Contractor’s Tasks and Deliverables include development of a web site, the Agency will bear sole responsibility for registering the software or system domain name or URL, applying for any trademark registration relating to the software or system domain name or URL and applying for any copyright registration related to its copyright ownership with respect to any Commonwealth Property.

If the Deliverables contain or will contain any third-party intellectual property to which Contractor intends to provide a sublicense, Contractor must provide copies of all such sublicense agreements as early in the process as possible. The sublicense agreements must be included in Contractor’s initial quotation to the Agency, or, if the requirement to utilize sublicensed intellectual property is not known at the outset of the project, as soon as the requirement becomes known.