REVISED Attachment B - Scope of Work.pdf

4050 Esplanade Way Tallahassee, FL 32399-0950

Ron DeSan�s, Governor Pedro Allende, Secretary

REVISED ATTACHMENT B – SCOPE OF WORK

ADVISORY SERVICES

BUSINESS TRANSACTIONS AND POLICY INITIATIVES

RFP NO. DMS-22/23-106

THE STATE OF FLORIDA

DEPARTMENT OF MANAGEMENT SERVICES

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SECTION 1. OVERVIEW

The Contractor is responsible for providing the Department with Advisory Services for business transactions and policy initiatives, which may include the provision of strategic and economic analyses of the transaction or initiative’s regulatory and economic impacts, and as further described in Section 2 (the “Advisory Services”).

The Contractor will be responsible for providing all services outlined in this Scope of Work and Customer-Specific Scopes of Work (Scope of Work may sometime be abbreviated to “SOW”).

This Contract does not have a guaranteed minimum spend. Advisory Services are separate and distinct from Management Consulting Services.

SECTION 2. SCOPE OF SERVICES

The Contractor, through its personnel, shall provide Advisory Services in accordance with a Customer-Specific Scope of Work. A Customer-Specific Scope of Work may require Advisory Services for a variety of business transactions and policy initiatives, including:

• Business transactions and proposed transactions, including, but not limited to, technology, cybersecurity, acquisitions, infrastructure, risk, and resilience.

• Policies and proposed polices affecting, amongst other items, technology, cybersecurity, acquisitions, infrastructure, risk, and resilience.

• Business transactions and polices which may affect the State of Florida.

• Foreign influence which may affect the State of Florida.

• Strategies to enhance Florida’s competitiveness, including, but not limited to, economic promotion, partnership, and goodwill.

• Strategies employed by countries, including foreign countries of concern, as defined in section 286.101, F.S.

Anticipated services include, but are not limited to:

• Research, document review, and drafting.

• Provision of studies, analyses, scenarios, and reports relating to business transactions and policy initiatives.

• Providing advice to the Department’s executive and management team.

• Meeting with and presenting before committees and staff.

• Providing training as needed on business transactions and policy initiatives.

• Assistance with policy and regulation development as related to business transactions and policy initiatives, including procurement support.

• Expert witness services in support of litigation, claims, or other formal cases relating to

Advisory Services.

• Other Advisory Services related services as agreed upon by the Contractor and Customer.

SECTION 3. ORDERING

The Department may purchase Advisory Services under this Contract by issuing a Customer Specific Scope of Work detailing the specific services or projects to be performed by the selected Contractor, which will also be set forth in the contract or MyFloridaMarketPlace Purchase Order

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(collectively referred to as a “PO”). Services are provided on an ad-hoc basis, with no guaranteed or minimum spend.

SECTION 4. PRICING

Contractor’s Price Sheet, Contract Attachment C, provides maximum hourly rates for Advisory Services. When requested, Contractor shall provide prices in response to a Customer-Specific Scope of Work at or below the pricing provided in the Contractor’s Price Sheet, Contract Attachment C.

Under no circumstance may Contractor charge a price greater than the hourly rates included in the Price Sheet. Pricing shall be inclusive of all Contractor costs, including, but not limited to, supplies, food, lodging, and transportation. The Department may request a Not-to-Exceed Total Cost within a Customer-Specific Scope of Work. Contractor will not be entitled to any compensation in excess of a Not-to-Exceed Total Cost no matter the additional amount of time Contractor spent performing the Customer-Specific Scope of Work, if requested. In the event only one Contractor is selected under this RFP, then said Contractor is required to perform, when requested, the Customer- Specific Scope of Work at or below the pricing provided in the Contractor’s Price Sheet, Contract Attachment C. Failure to perform will be considered a material breach of the Contract.

SECTION 5. JOB TITLE AND DUTIES

The following section describes the responsibilities of the personnel on the Contractor’s Project Team who may be used to provide the Department with Advisory Services in accordance with a Customer-Specific Scope of Work. The Contractor is responsible for ensuring that adequately skilled and experienced Advisors are utilized for each Contractor-Specific Scope of Work, depending on the complexity of the engagement and that the Department is not being overcharged. For example, a Senior Advisor should not be performing services that a Junior Advisor is capable of adequately performing. However, in the event that a more senior level member of the Project Team is required to perform a functional responsibility of someone of a level junior to them, the senior member shall bill the Department in accordance with the level of functional responsibility as set forth below.

1) Senior Advisor: Contractor personnel with a minimum of ten (10) years’ experience in duties associated with Advisory Services is required for Senior Advisor positions. The functional responsibilities of this position may include, but are not limited to:

• Providing executive-level Advisory Services to the Department.

• Ensuring timely performance and completion of all deliverables under a Customer

Specific Scope of Work.

• Overseeing the performance of the Customer-Specific Scope of Work.

• Possessing the authority to make binding decisions on behalf of the Contractor.

• Formulating organizational strategy and directing major strategic initiatives.

• Ensuring that goals and objectives are accomplished within budgetary parameters.

• Assisting on large, complex or multi-discipline engagements.

• Allocating financial and human resources and material assets.

• Formulating and enforcing work standards.

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• Participating in the design phase of tasks and ensuring their successful execution.

2) Advisor: Contractor personnel with a minimum of five (5) years’ experience in duties associated with Advisory Services is required for Advisor positions. The functional responsibilities of this position may include, but are not limited to:

• Applying administrative, consultative, and technical expertise in fulfillment of

Customer-Specific Statement of Work.

• Planning, organizing, executing, and controlling project tasks in successful delivery of Advisory Services.

• Interfacing with Customer on a day-to-day basis to ensure timely delivery of project or services.

• Applying management skills and technical expertise.

• Providing solutions through analysis.

• Directing subordinates in the completion of tasks orders.

• Organizing, directing, and managing services.

• Assigning tasks and overseeing projects.

• Directing activities.

3) Junior Advisor: Contractor personnel with a minimum of three (3) years’ experience in duties associated with Advisory Services is required for Junior Advisor positions. The functional responsibilities of this position may include, but are not limited to:

• Applying a broad set of subject matter and technical expertise.

• Directing Advisory Services within estimated timeframes and budget constraints.

• Organizing, directing, and managing services.

• Performing assignments.

• Providing solutions through analysis.

4) Administrative Support: Contractor personnel with no minimum experience required in duties associated with Advisory Services. The functional responsibilities of this position may include, but are not limited to:

• Administrative tasks related to Advisory Services

• Assisting Senior Advisors, Advisors, and Junior Advisers as needed.

SECTION 6. CONTRACTOR’S RESPONSIBILITIES

The Contractor shall provide all management, administrative, clerical, and supervisory functions required for the effective and efficient performance of all work performed pursuant to this Contract and shall be responsible for the supervision, direction and control, payment of salary (including withholding of income taxes and social security), and any benefits for its personnel. The Contractor is accountable for all actions of its personnel, and overseeing the completion of all Customer-Specific Scope of Work.

SECTION 7. PAYMENT INVOICES AND TIMESHEETS

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Unless otherwise provided within the Customer-Specific Scope of Work, Contractor shall be compensated for ad-hoc Customer-Specific Scopes of Work on a monthly basis by submitting timesheets by the 3rd Calendar Day of the month, and invoices by the 10th Calendar Day of the month to the Contract Manager, or in accordance with the deliverable schedule within a Customer- Specific Scope of Work. Contractor will not be entitled to any compensation in excess of a Not-to-Exceed Total Cost.

SECTION 8. FINANCIAL CONSEQUENCES FOR NONPERFORMANCE

The Contractor shall be subject to the following Financial Consequences for failure to perform its obligations to the Department’s satisfaction. The following financial consequences may be superseded by the Customer-Specific Scope of Work.

Contract Requirement Description Frequency Daily Financial Consequence

Failure to provide an invoice by the 10th Calendar Day of the month or as specified in the Customer-Specific SOW

Contractor shall provide a monthly invoice to the Contract Manager by the 10th calendar day of each month or as specified in the Customer-Specific

SOW

Monthly or as specified in the Customer- Specific SOW

$100 per Calendar Day of nonperformance.

Failure to submit timesheets by the 3rd Calendar Day of the month or as specified in the Customer-Specific SOW

Contractor shall provide monthly timesheets to the Contract Manager by the 3rd Calendar Day of each month or as specified in the Customer-Specific

SOW

Monthly or as specified in the Customer- Specific SOW

$100 per Calendar Day of nonperformance.

Failure to provide a Draft Report acceptable to the Department by the deadline within a Customer-Specific

SOW

Provide acceptable Draft Reports as provided within a Customer- Specific Scope of Work

As provided within a Customer- Specific Scope of Work

$500 per Calendar Day of nonperformance.

Failure to provide a Final Report acceptable to the Department by the deadline within a Customer-Specific

SOW

Provide acceptable Rinal Reports as provided within a Customer- Specific Scope of Work

As provided within a Customer- Specific Scope of Work

$500 per Calendar Day of nonperformance.

Failure to timely meet any other deliverable deadline as specified in the Customer-Specific SOW

Provide any other deliverables as provided within a Customer- Specific Scope of Work

As provided within a Customer- Specific Scope of Work

$500 per Calendar Day of nonperformance.

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The Department reserves the right to recoup such financial consequences by withholding payment or by requiring the Contractor to pay financial consequences via check or money order in US Dollars within thirty (30) Calendar Days after the required deliverable submission date. The Department also reserves the right to implement other appropriate remedies, such as Contract termination or non-renewal, when the Contractor has failed to perform/comply with the provisions of the Contract. These consequences for nonperformance shall not be considered penalties and are non-exhaustive to any other available legal remedies.

SECTION 9. USE BY OTHER FLORIDA AGENCIES

Other state of Florida agencies may utilize this Contract and purchase services set forth in this Scope of Work at the prices provided by the Contractor on Revised Attachment C – Price Sheet, but only upon prior written approval from the Department. Prices provided by the Contractor on Revised Attachment C – Price Sheet, are maximum prices for Advisory Services. The Contractor may not exceed this price. Contractor’s services shall be limited to those included in this Scope of Work. Agencies may negotiate lower pricing with the Contractor. In the event another state of Florida agency utilizes this Contract, the following references in the Contract shall be interpreted as follows: “Department” shall mean the customer state agency ordering the services and “Contract Manager” shall mean the representative designated by the state of Florida agency customer who will oversee all aspects of any resulting contract between the Contractor and the State of Florida agency customer.

SECTION 10. CUSTOMER-SPECIFIC SCOPE OF WORK REQUIREMENTS

Customers needing Advisory Services will create a Customer-Specific Scope of Work that shall, at a minimum, include and specify the following information:

• Statement of purpose.

• Required tasks and deliverables, satisfactory completion of which is subject to Customer acceptance and discretion.

• Contractor’s estimate of the hours needed to complete the projects or deliverables, as described in the Customer Specific Scope of Work.

• Customer project timeline.

• List of Contractor responsibilities, duties, and deliverables for the project.

• Project-specific Non-Disclosure Agreement.

• Customer-specific financial consequences for non-performance (Note that the financial consequences listed in section 8 herein are minimum financial consequences applicable to all contracts which may be increased in the Customer Specific Scope of Work).

• Customer-specific terms and conditions.

When creating a Customer-Specific Scope of Work, Customers are permitted to negotiate terms and conditions which supplement, but do not contradict, those contained in this Contract. Such additional terms must be for services contemplated in the Contract and must not reduce the Contractor’s obligations under the Contract (if any such conflicting terms are included in the Customer-Specific Scope of Work, the conflict between the terns of the Customer-Specific Scope of Work and this Contract will be resolved in favor of terms most favorable to the Customer as determined in the sole discretion of the Customer). Specific and/or supplemental terms and conditions within a Customer-Specific Scope of Work are only applicable to each respective

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Customer-Specific Scope of Work and shall not carry over to any other Customer-Specific Scope of Work unless otherwise stated.

SECTION 11. CONTRACTOR’S ADMINISTRATIVE RESPONSIBILITIES

The Contractor shall provide all management, administrative, clerical, and supervisory functions required for the effective and efficient performance of all Customer POs it is issued and shall have sole responsibility for the supervision, daily direction and control, payment of salary (including withholding of income taxes and social security), and any benefits for its personnel. The Contractor is accountable for the actions of its personnel. Contractor's responsibilities include, but are not limited to, the following:

• Ensuring personnel understand the work to be performed.

• Ensuring personnel know their management chain and adhere to Contractor policies and exhibit professional conduct to perform in the best interest of the Customer.

• Ensuring personnel adhere to applicable laws, regulations, and Contract conditions governing Contractor performance and relationships with the Customer.

• Regularly assessing personnel performance and providing feedback to improve overall task performance. and

• Ensuring high quality results are achieved through task performance.

SECTION 12. ROUTINE COMMUNICATIONS

All routine communications and reports related to the Contract shall be sent to the Department’s Contract Manager. Communications relating to a PO should be addressed to the contact person identified in the PO. Communications may be by e-mail, regular mail, or telephone.

SECTION 13. CONTRACTOR WARRANTY

The Contractor agrees to the following representation and warranty:

Should any defect or deficiency in any deliverable, or the remedy of such defect or deficiency, cause incorrect data to be introduced into any Customer’s database or cause data to be lost, the Contractor shall be required to correct and reconstruct, within the timeframe established by the Customer, all production, test, acceptance, and training files or databases affected, at no additional cost to the Customer.

SECTION 14. PRICE ADJUSTMENTS

The Contractor shall adhere to the initial and renewal term hourly rates provided in its Revised Attachment C – Price Sheet. The Department will not allow for increases to these rates. Hourly rates included in Revised Attachment C – Price Sheet are not-to-exceed hourly rates and lower hourly rates may be negotiated by the Department and/or the Customer.

SECTION 15. CONTRACT TRANSITION

Upon the expiration or termination of the Contract or PO, the Contractor shall ensure a seamless transfer of Contract responsibilities to the Department or any subsequent vendor as necessary to transition the services provided under the Contract. The Contractor agrees to cooperate with the

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Department and any subsequently awarded vendor to coordinate the transition including, but not limited to, attending meetings and furnishing necessary information. The Contractor shall assume all expenses related to its obligations to assist in the Contract transition.