RFP for TikTok Outside Counsel.pdf

COMMONWEALTH OF

MASSACHUSETTS

OFFICE OF THE ATTORNEY GENERAL

INVITATION FOR LEGAL SERVICES

REQUEST FOR PROPOSAL

I. INTRODUCTION

The Office of the Attorney General (“AGO”) hereby gives notice that it is issuing this request for proposals (“RFP”) for outside counsel to advise the AGO regarding conduct on the part of social media company TikTok, Inc. and its affiliated entities (“TikTok”), and representation of the Commonwealth in pending litigation related to same, including without limitation Commonwealth of Massachusetts v. TikTok Inc., et al., Suffolk Superior Court Civil Action No. 2484CV02638BLS1 (the “TikTok case”). The AGO is soliciting proposals for Outside Counsel.

Any law firm or lawyer is eligible to respond. The law firm or lawyer applying must be approved by the Attorney General and meet all requirements set forth herein.

Information related to the Bid submission process is contained in these Instructions.

Prospective respondents are urged to read the Commonwealth of Massachusetts Standard Contract and Terms and Conditions forms (linked below) and these Instructions carefully. Failure to do so shall be at the Respondent’s risk.

II. SCOPE OF SERVICES

Duties and responsibilities may include:

1. Performing related tasks as reasonably needed to facilitate the goals and objectives of the AGO related to the representation in the TikTok case.

2. Following and applying the highest professional standards.

3. Achieving deadlines for deliverables as determined by the AGO.

4. Operating under the direction of the AGO. The AGO, at all times, will exercise final discretion and direction in all respects, including but not limited to, whether and when to initiate litigation, against whom actions will be taken, the claims to be brought in said litigation, final approval of filings in litigation, legal positions and arguments made in litigation, litigation strategies and tactics, approval and rejection of all settlement offers, and the amount and type of monetary damages and injunctive relief to be sought.

Examples of work which the AGO may require of Outside Counsel include, but are not limited to:

1. Assist in investigation, negotiation, and litigation of claims and/or potential claims against TikTok in the TikTok case, which, at the discretion of the AGO may include:

a. the development of case strategies and tactics against TikTok and its affiliated corporate entities;

b. representing the Commonwealth of Massachusetts in any potential negotiated settlement of the TikTok case and related litigation;

c. providing support to the AGO regarding local rules of practice, court filings and service of court filings, and act as a liaison to the local court, as needed;

d. motions practice;

e. discovery (fact and expert);

f. appearing in court for status conferences or hearings;

g. taking or defending depositions;

h. identifying and assisting in preparing witnesses to testify on behalf of the

Commonwealth of Massachusetts;

i. representing the Commonwealth of Massachusetts at trial;

j. representing the Commonwealth of Massachusetts in responding to pretrial and post-trial motions;

k. representing the Commonwealth of Massachusetts on any appeal of any judgment or verdict rendered in the action, and if applicable, any remand from appeal; and/or

l. coordinating with other State AG partners and public or private plaintiffs engaged in similar and/or relevant investigations, negotiations, or litigation to the Commonwealth’s TikTok case.

The precise scope of representation will be negotiated between the selected Outside Counsel and the AGO and then memorialized in a separate retention agreement.

III. COMPENSATION

Compensation will be negotiated between Outside Counsel and AGO under a separate, contingency fee contract.

IV. SELECTION CRITERIA

In the selection of Outside Counsel, this RFP seeks:

• Demonstrated experience in complex civil litigation, such as, but not limited to, experience litigating cases involving social media and/or large software companies;

• An excellent reputation within the legal community and beyond;

• A firm with staffing and resources sufficient to contribute meaningfully to the pursuit of this matter and the scope of services above;

• Counsel admitted or eligible to be admitted pro hac vice to practice in the

Commonwealth of Massachusetts or the jurisdiction where litigation is filed and eligible for pro hac vice admission to other courts, as needed;

• A willingness and ability to work under the direction of the AGO on this matter;

• Experience representing government entities;

• A contingency fee structure that, when considered with all other pertinent factors set forth in this RFP (relating to the firm’s ability to maximize recovery by the Commonwealth), represents value to the Commonwealth; and

• No conflicts of interest under section VI.3, below.

V. COMMONWEALTH OF MASSACHUSETTS STANDARD CONTRACT FORM

AND TERMS AND CONDITIONS

Any Successful Bidder shall agree to and abide by the terms of the Commonwealth of Massachusetts Standard Contract Form and Commonwealth Terms and Conditions, which are available at the Comptroller's website. The AGO is prohibited from amending these documents or agreeing to any change in the language. Any Bidder suggestion or requirement altering these documents will be disregarded.

VI. BEST AND FINAL OFFER (BAFO)

The AGO may offer one or more Bidders an opportunity to provide a Best and Final Offer (BAFO). If it so chooses, the AGO will distribute specific information regarding submission requirements, timelines, and information about its BAFO evaluation process to those Bidder(s) selected for participation in the BAFO. Bidders may be asked to reduce costs, increase the scope of goods and services, or provide additional clarification to specific sections of the RFP response. Bidders are not required to submit a BAFO in response to the AGO’s offer and may notify the AGO in writing that their response remains as originally submitted.

VII. PROPOSAL FORMAT

The proposal should include the following information:

1. A description of your areas of expertise and experience, including experience with the matters identified above in this RFP.

2. A description of your law firm and your proposed contingency fee structure.

3. A description of the existence of any possible conflicts of interest, including any lawsuits and disputes where you or your firm represents interests adverse to the Commonwealth of Massachusetts, or represents a company that offers social media services; and a representation that you and your firm would forgo the https://www.macomptroller.org/wp-content/uploads/form_commonwealth-terms-and-conditions.pdf representation that would conflict with the interest of the Commonwealth of Massachusetts during the pendency of this matter. RESPONSES TO THIS PART

OF THE PROPOSAL MAY BE SEPARATELY MARKED AS CONFIDENTIAL AND

NON-DISCLOSABLE IF DISCLOSURE WOULD BE A VIOLATION OF THE

RULES OF PROFESSIONAL CONDUCT.

4. Please report any professional sanctions or other pending or threatened governmental or regulatory proceedings which would have an adverse impact on you or any member of the firm where you work.

5. Within the last five (5) years, have you or your firm, or a partner or attorney in your firm, been involved in litigation or other legal proceedings related to the provision of legal services? If so, please provide an explanation and indicate the current status or disposition.

6. Please provide three (3) references.

Please be aware that the AGO is subject to the Massachusetts Public Records Law, G. L. c. 66 et seq. As a consequence, the Commonwealth cannot assure the confidentiality of an RFP response except as set forth in paragraph VI.3 above for submissions separately marked as confidential.

Requirements for Submission:

If interested in serving the AGO in the capacity described above, please submit an electronic copy of the proposal no later than 5:00 pm on April 9, 2026, to the AGO General Counsel’s Office at GCOMailbox@mass.gov. All proposals must have the e-mail heading: TikTok Investigation and Litigation.

Proposals received after the submission deadline will not be considered.

Proposal Inquiries:

Questions concerning this request for proposal should be submitted in COMMBUYS by March 31, 2026.

Statement of Rights

This RFP and all submissions received as a result does not obligate the AGO to select Outside Counsel as a result of this RFP. The AGO may provide answers or clarifications to inquiries received, and will make a good faith effort to share these responses to inquiries with the persons who have received this RFP. The final selection of Outside Counsel will be based not only on the Submission but also on personal interviews and presentations to be requested by the AGO upon invitation.