PRF78 Saltonstall Audit SOW~1.docx

COMMONWEALTH OF MASSACHUSETTS

QUOTE FORM AND STATEMENT OF WORK (SOW)

RFR#: PRF78 CATEGORIES OF SERVICE C-1, C-2, C-3, C-4

ACCOUNTING AND AUDIT SERVICES

COMMBUYS CONTRACT#: PO-21-1080-OSD03-SRC01-20833

RFR#: PRF78

COMMBUYS: Master Blanket Purchase Order Contract Duration: January 1, 2025 – December 31, 2026 MMARS #: MAOSDPRF78DesignatedCTR01 – Must be used by State Departments on MMARS This Quote Form/SOW is to be used by all Commonwealth Eligible Entities for any engagements for Statements of Work (SOW) under RFR# PRF78DESIGNATEDCTR00. This Quote Form/SOW must be used by any Commonwealth Eligible Entity in any branch of government that uses the Statewide Contract for Ancillary Audit Services.

Once a Contractor has been selected, the details of the engagement (services to be performed, timeline or schedule of performance completion dates and pricing) should be completed as part of this Quote Form/SOW (and not by separate attachment) as the formal engagement of a Contractor. Note: all allowable additional terms and conditions have been included in the Statewide Contract. Eligible Entities may NOT execute a separate Standard Contract Form or ANY OTHER contract form or addendum with engagement or contractual terms. All performance expectations must be included as part of this Quote Form/SOW.

If an amendment is needed, this Quote Form/SOW must be used for any amendments. This Quote Form/SOW is not a separate contract but serves as the scope of performance and budget for each ancillary audit engagement which incorporates by reference all the terms of the Contractor submitted in its Response to the Statewide Contract. Performance may not begin until the Quote Form/SOW has been executed by authorized signatories of the Eligible Entity and the Contractor.

The scope of performance identified in this Quote Form for the purpose of Contractor selection is an estimate in order to evaluate potential Contractors and select the best value qualified Contractor for the engagement. The Eligible Entity will determine which Contractor provides the best value and may base final selection on the best fit of experience, expertise and skills, interviews with Contractors and project managers, the willingness of Contractors to negotiate the best value for a project (including allocation of resources) and the ability to perform the engagement in the time required.

ENTER COMMONWEALTH ENTITY ENGAGING A PRF78DESIGNATEDCTR00 CONTRACTOR

Eligible Entity Name: Division of Capital Asset Management & Maintenance Identify if Eligible Entity is a State Department or other type of Eligible Entity: State Agency Business Mailing Address: One Ashburton Place, 15th Floor, Boston, MA 02108 Quote Form/SOW Contact: Jean Nuzzo E-Mail Address: Jean.Nuzzo@mass.gov Phone: 617-388-3540 Fax:

ENTER PRF78DESIGNATEDCTR00 CONTRACTOR:

Statewide Contractor Legal Name:

Vendor Code:

Authorized Representative (Contact) Name:

Telephone:

Email Address:

Fax:

CHECK ONE OPTION. IDENTIFY IF THIS IS A NEW QUOTE FORM/SOW OR AN AMENDMENT TO AN EXISTING SOW:

X NEW Engagement SOW#: . (Enter identifying number or project name and number for this SOW.)

AMENDMENT to existing SOW #: . (Enter amendment # with consecutive letter or number for each amendment of the original SOW #.)

Check All Service Options that the Eligible Entity is seeking under this engagement or Amendment. For the purposes of submitting the Quote Form/SOW to the Contractors for pricing, identify a brief description of the engagement needed and then provide a more detailed description below. Contractors bidding on a SOW must have submitted an RFR Response for the listed services and may not provide services that were not bid under the Statewide Contract. General qualification, key personnel, contract manager and pricing are listed in the Contractors RFR Response and pricing. Eligible entities are required to review the RFR Response and pricing for any Contractor submitting an Quote Form/SOW available on www.commbuys.com under PRF78 or from the Office of the Comptroller. Prices may not exceed the blended hourly prices listed in the RFR Response and Pricing document posted for this Statewide Contract or a negotiate contingent fee. All prices have been negotiated as all inclusive bundled prices per hour. Separate fees for travel, costs and materials may not be billed.

All potential SOWs by State Departments must be reviewed by the CTR to ensure no conflict with the Single State Audit, state finance law or the state financial systems. Submit any proposed Quote Form/SOW via email to PRF78Audit@mass.gov requesting conflict review prior to sending the SOW to potential Contractors for responses.

CHECK OFF THE SERVICE CATEGORIES SOUGHT UNDER THIS QUOTE FORM/SOW

INCLUDE DESCRIPTION OF SERVICE REQUIRED UNDER ENGAGEMENT.

. ACCOUNTING: General: A full suite of accounting, ancillary, banking, tax and consulting services . ACCOUNTING: Specialty: Cost Allocation, Valuations and Appraisals.

X . AUDIT: General: A full suite of audit and compliance services . AUDIT: Specialty: Information Technology

NARRATIVE DESCRIPTION OF HISTORY, BACKGROUND AND SCOPE OF PERFORMANCE UNDER ENGAGEMENT/AMENDMENT (Insert below):

The Division of Capital Asset Management and Maintenance (DCAMM) is Tenant under an Office Sublease of 286,308 RSF of office space at 100 Cambridge Street, Boston, MA. US REIF 100 Cambridge Street Massachusetts, LLC is the Landlord. The property is managed by Intercontinental Management Corporation. Pursuant to the Office Sublease, Tenant pays estimated Operating Expenses and the Landlord provides an Annual Statement of Operating Expenses for the fiscal year and a Statement of Operating Expenses Adjustment for the fiscal year.

This assignment is to perform a review of the Landlord’s books and records for the Operating Expenses, the Annual Statement of Operating Expenses, and the Operating Expenses Adjustment for the period July 1, 2024 to June 30, 2025. Deliverables include a draft report and final report.

DCAMM seeks a one-year contract with three one-year extension terms, exercised at DCAMM’s option, to perform the services once per year for each subsequent fiscal year, i.e. July 1, 2025 to June 30, 2026; July 1, 2026 to June 30, 2027; and July 1, 2027 to June 30, 2038.

SPECIFIC SKILLS THAT CONTRACTOR MUST DEMONSTRATE FOR SELECTION UNDER SOW

Contractors have already identified overall qualifications in the designated areas in the RFR Response posted on www.commbuys.com under PRF78.

The following are additional specific skills, experience or expertise required for this engagement and to evaluate Contractors responding to this Quote Form. Contractors should identify why their experience, skills or expertise are superior and best suited for this engagement, why Contractor is the best partner and the best economic value for this engagement and what additional benefits an engagement with the Contractor would provide the Eligible Entity.

Engagement specific skills, expertise required for this engagement.

· Demonstrated experience in performing reviews of building operating expenses for commercial office buildings.

· Demonstrated experience in commercial real estate lease accounting reviews or audits.

Contractor’s Response to this need: (Contractor must respond to these needs requirements for a Quote to be complete.)

ANTICIPATED SOW START DATE:

Part I. For Quote Purposes Only: If this SOW is being submitted to multiple Contractors for a competitive quote, the Eligible Entity may identify an anticipated period of performance as follows. The Eligible Entity anticipates that the work under this SOW will begin on or about : June 22 , 20 26 ; and will run for approximately 12 months, with three one-year option terms at the Eligible Entity’s sole option. Additional details: Contractor will provide pricing for the services for each of the three year periods .

Part II. For SOW Execution once Contractor selected. (Check one option when SOW is executed. Not required for Quote.)

____ may be incurred as of the Effective Date of the latest Authorizing Signature of this SOW and the parties certify that no obligations have been incurred prior to the Effective Date.

____ may be incurred as of: , 20 , a date LATER than the Effective Date of the Signatures below. No obligations have been incurred prior to the Effective Date.

____ were incurred as of: , 20 , a date EARLIER than the Effective Date of the Signatures below. Any obligations incurred by the Contractor prior to the Effective Date are documented as part of this SOW and are intended to be considered a final Settlement and Release incorporated herein, and upon payment of these obligations, the Contractor forever releases the Commonwealth from any further claims related to these obligations.

Additional performance calendar details: (Insert details here):

CONTRACT END DATE: SOW performance shall terminate as of: June 30 , 20 30 , with no new performance after this date unless the SOW is amended, provided that the terms of this SOW and performance expectations and obligations shall survive its termination for the purpose of resolving any claim, dispute or other SOW action, or for effectuating any negotiated representations and warranties, any close out performance, transition performance to a new Contractor, reporting, invoicing or final payment obligations. SOWs under this Statewide Contract may not be entered into after the termination date of this Statewide Contract as of December 31, 2026. SOWs entered into prior to this termination day (or as amended) may complete the engagement as executed but may not extend beyond December 31, 2027. Statements of Work (SOW) under 815 CMR 8.00 (Contingent Fee Contracts) may be no longer than 36 months.

DETAILS OF PERFORMANCE AND SOW PROJECT SCHEDULE (The Eligible Entity engaging a Contractor will enter as much information as is available to enable a Contractor to submit a response to the SOW Quote. This section will be updated once final performance is negotiated by the parties.)

3.

4.

5.

Enter Additional deliverable details of performance information here:

Attachments to the SOW may not include additional terms and conditions not negotiated as part of the Statewide Contract or approved in writing by CTR.

DATA AND APPLICATION CONFIDENTIALITY

Contractors have strict requirements under the RFR# PRF78DESIGNATEDCTR00 terms to ensure the confidentiality of any and all data, IT applications, systems or other information viewed or accessed as part of SOW compliance performance, including but not limited to security diagrams, systems, code and other data. The Contractors are responsible for any damages due to inappropriate access of disclosure of any data related to this SOW and therefore take data and information security very seriously. In order to properly evaluate a Contractor’s SOW compliance and any potential or actual security vulnerabilities, the Contractor must provide full access to any data, systems or other data or information requested by the Eligible Entity in order to complete SOW compliance performance. The Eligible Entity may require additional security verification or steps to ensure data or system security outlined here as follows:

Contractor’s Response to these additional requirements: (Insert Response here):

KEY PERSONS ASSIGNED TO THE TASK ORDER AND THEIR ROLES.

For the purposes of the Quote, the Eligible Entity does not have to enter the Project Team unless known at time of the quote. Contractors bidding on an SOW must identify the Project Team that will be assigned to this SOW. The SOW project will be managed by a Project Team composed of appropriate Eligible Entity stakeholders. In addition to informal communications, Contractors should expect formal project control procedures to include:

· Reporting of activity and status at weekly or bi-weekly meetings or calls with Project Team.

· Weekly progress reports produced outlining work accomplished during the preceding period and work planned for the succeeding period.

· Timely and accurate identification of any problems encountered by the Contractor.

· Mandatory written documentation of any potential or actual security vulnerabilities or SOW compliance issues that are discovered and recommendations for remediation.

LIST OF KEY PERSONS ASSIGNED TO THE TASK ORDER AND THEIR ROLES.

Eligible Entity Project Team Member

Email Address

DCAMM

DCAMM

(include details of day to day responsibilities)

Project Manager

Contractor Project Team Members may not be replaced without prior written approval from the Eligible Entity and must be replaced with individuals with comparable experience and skills to ensure no loss in the quality or level of services under the SOW. The Contractor may not charge time necessary to train replacements.

QUOTE AND BUDGET

The following items identify the estimated cost quote for the package or services selected. Contractors proposing costs may insert any additional lines as needed. Once a Contractor has been selected the Eligible Entity and the Contractor will negotiate the final performance terms and the final budget making adjustments to the original Quote provided by the Contractor. All costs must be included in this budget and performance may not be made if the services/deliverables are not identified as part of this SOW. All costs must be part of authorized price listing under PRF78DESIGNATEDCTR00. Contractors have submitted itemized schedules of the proposed all inclusive composite maximum blended hourly rates of compensation for all professional levels identified in the Qualifications Section of the RFR, and percentages for contingent fees for revenue recovery services.

COMPENSATION - SOW Cap for Competitive Quotes. If there is a cap in the amount of funding available for this SOW project the Eligible Entity should identify the cap here for the purposes of the Quote. Check one option:

$ Estimated Maximum Obligation for Project X Estimated Maximum Obligation for Project Unknown, and will be based upon Quotes submitted.

COMPENSATION FOR SOW. The MAXIMUM OBLIGATION of the SOW will be determined by the final total listed below as negotiated and approved by the Eligible Entity.

The hourly rates include all related fringe benefit costs and profit as negotiated and identified in the Contractor’s Cost Sheet posted on www.Commbuys.com for this Statewide Contract. In addition, all other direct, clerical, administration, indirect, overhead and incidental costs, such as travel, accommodations, meals, non-deliverable related printing, equipment and supplies are included as part of the blended rate, or as otherwise negotiated and detailed below. Contractors may propose an alternative funding structure that will be more cost effective than the blended hourly rate times the # of Units of service if the engagement can be priced as a performance based or other method that will cap the total costs of the engagement and be less costly than an hourly rate. Time and materials are not authorized under this pricing structure.

For rate based Maximum Obligation Quotes, the Contractor will complete the following table with an estimated Quote for the Project which will be negotiated and finalized if Contractor Selected for engagement.

1.

$0.00

1.

$0.00

1.

$0.00

1.

$0.00

1.

$0.00

1.

$0.00

1.

$0.00

1.

$0.00

1.

$0.00

1.

$0.00

1.

$0.00

MAXIMUM OBLIGATION OF THIS SOW TOTAL

$0.00

INSERT ALTERNATIVE PRICING STRUCTURE (if applicable):

The total amount of the SOW may not be exceeded without an SOW Amendment. The Contractor is not authorized to perform services which will result in obligations in excess of the SOW total costs without an SOW Amendment, even if requested by an eligible entity, there may be insufficient funds to compensate the Contractor for any services knowingly incurred in excess of the total cost of the SOW. Additional funds may become available during the engagement and the Eligible Entity may add funding and performance criteria to this SOW through an SOW amendment as needed, executed by authorized signatories prior to the start of additional performance. The Eligible Entity is responsible for encumbering sufficient funds for the total maximum cost of the SOW for the duration of the SOW project in accordance with Comptroller policies.

PAYMENT TERMS

Pursuant to state finance law and the terms of the contract, payments can not be made until deliverables are received and accepted by the Eligible Entity. The parties may negotiate a payment plan based upon the expected delivery and acceptance of deliverables and the deliverable acceptance criteria identified in this SOW. Services capable of being divided into phases of completion that can be independently delivered and accepted may be identified above to enable periodic payments as the phases of delivery and acceptance are completed.

Prompt Payment Discount (PPD). Contractors have listed Prompt Pay Discounts in the Standard Contract Form for payment of invoices issued in less than the standard 42 days from an accurately submitted invoice. Eligible Entities should identify any retainage that will be applied to payments. Payments can not be made in less than 45 days from the receipt of an invoice without a PPD. Discounts must be entered into the state accounting system as a percentage off the total payment and may not be taken as credits or other reductions. Timely review and turnaround of deliverables are critical to meeting the project schedule, and all parties agree that they will use best efforts to expedite the review process.

Retainage. The Eligible Entity will retain ______% on each periodic invoice until full performance is completed under this Contract Statement of Work. See Retainage Policy. Retainage of budgetary funds must be resolved prior to the close of the fiscal year in which the operating funds will revert.

QUOTE SUBMISSION REQUIREMENTS:

Contractors will complete this SOW with the proposed SOW response and submit the UNSIGNED document to the requesting Eligible Entity for evaluation.

Deadline date and time: June 18, 2026, at 2PM EST

EVALUATION CRITERIA

The Eligible Entity will select the best value Response to the Quote Form submitted by Contractors. The following Evaluation Criteria will be used. Weighting and other criteria may be added by Eligible Entity. (The following are standard criteria which may be amended by the Eligible Entity per engagement.)

A. Qualifications of Bidder and Personnel B. Quality of Work Plan to Meet Required Needs of Eligible Entity C. Costs of Services D. Oral Presentation/Interview, if warranted E. Best and Final offer, if warranted.

SELECTION AND AWARD

Once a Contractor (s) is selected the details of performance will be negotiated and the Quote Form/SOW must be updated with the details of performance and schedule, project team members and budget and then executed by the parties. All documentation related to performance, funding and other contract file contents must be retained for audit purposes. Once the Quote Form/SOW is finalized and executed by authorized signatories of the Eligible Entity and Contractor, performance may begin.

STATEMENT OF WORK CHANGE ORDERS

Any additional work that may be required outside the scope of an executed Statement of Work (SOW) will require the SOW to be amended prior to the start of performance of the additional work. It will be the responsibility of Contractor project manager to maintain work within scope.

ACCEPTANCE OF TERMS OF STATEMENT OF WORK (SOW).

The Quote Form/SOW does not need to be executed for submission to the Contractors for a quote. The parties will execute the Quote Form/SOW when the Eligible Entity has selected a Contractor and the terms of the SOW performance have been negotiated and finalized, funding has been identified, and performance is ready to begin.

The terms of this Final SOW are accepted by authorized signatories of the Eligible Entity and the Contractor as of the latest dates of signatures below.

AUTHORIZING SIGNATURE FOR THE CONTRACTOR:

X: . Date: .

(Signature and Date Must Be Captured At Time of Signature)

Print Name: .

Print Title: .

AUTHORIZING SIGNATURE FOR THE ELIGIBLE ENTITY:

X: . Date: .

(Signature and Date Must Be Captured At Time of Signature)

Print Name: .

Print Title: .

AUTHORIZING SIGNATURE FOR THE ELIGIBLE ENTITY:

X: . Date: .

(Signature and Date Must Be Captured At Time of Signature)

Print Name: .

Print Title: .

AUTHORIZING SIGNATURE FOR THE ELIGIBLE ENTITY:

X: . Date: .

(Signature and Date Must Be Captured At Time of Signature)

Print Name: .

Print Title: .

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