RFQ 1506 Response Template.docx

[Insert Firm Name]

Response to OPEN and ROLLING PRE-QUALIFICATION OF STRIPS/ANNUITY PARTICIPATING FIRMS COMMBUYS Bid Number: BD-15-1062-LOT-00001-00000002534 MSLC Document Number: RFQ LOT Number 1506

Submitted on [date of submittal]

Initial Proposal Due Date: April 27, 2015 at 5:00 P.M. EDT

Open/Rolling Entire RFQ Period through January 31, 2018

ALL RESPONSES MUST BE SUBMITTED THROUGH COMMBUYS

Response Checklist

or Per Mandate Response Template Page Number

General Instructions (Must be followed) Instructions: The following pages are the exact form and format that all responses are to follow and use. For each form there is a brief “Instructions” section that precedes it giving firms as much information as possible explaining how to fill in the form. Please follow these instructions exactly.

Do not change the order of the documents when providing a response. If you must separate your response into different files due to size or logistical constraints, please provide the files in a manner that retains the sequence defined herein, and name the files [Firm Name] Response to MSLC Document Number: RFQ LOT Number 1506 File X of Y where “X” is the sequence of the files and “Y” is the total number of separate files.

Please make sure that all signatures on all forms are listed in the table at the top of the form called “Contractor Authorized Signatory Listing”. There should be no signature on any form that is not listed in that table. Also, please make sure you fill in all required lines, boxes, etc. on each form as the instructions dictate.

Do not delete any forms, do not remove any forms. All forms are REQUIRED even if in some cases you are simply signing the form or you feel the form does not apply to your firm. There is no form or submission that is considered optional for mandates. If you need to separate the forms in order to get them signed and scanned either put them in the file (PDF) in the same order or add them as a separate file as indicated above as “RFQ LOT Number 1506 File x of y”.

Transmittal/Cover Letter Instructions Instructions: Fill in the transmittal letter as detailed below making sure that the appropriate blanks are filled in, the mandates are checked, and the signature block is fully filled in, and signed by a person listed in the Contractor Authorized Signatory Listing table on the upper half of the form.

Do not list multiple names for the “Primary Point of Contact”

Transmittal/Cover Letter [Insert Firm Logo if desired] Firm Name: Firm Address:

Name of Primary Contact:

Title of Primary Contact:

Address of Primary Contact:

Phone Number of Primary Contact:

Email Address of Primary Contact:

Confirmation of Key RFQ Requirements Instructions: Checking the boxes below confirms acceptance of these proposal commitments. Any unchecked items can be considered grounds for elimination from this procurement. Any exceptions to the checked items must be listed below and this form needs to be signed by a person listed on the Firm/Contractor Authorized Signature Verification form – e.g., a person who has authority to legally bind the firm.

· This proposal is a firm and irrevocable offer that will be valid for one hundred twenty (120) days from the date of submission.

· Firm confirms that it agrees with and its proposal is in conformance with all requirements and terms in this RFQ.

· Firm confirms that the signature below binds the firm to all statements, enclosures, and attachments contained within this proposal response document.

Name: ______________________________________ (Print)

Statement of Minimum Qualifications Instructions: Check each minimum qualification that your firm meets. If your firm meets the qualification (by checking the box), state your basis for an affirmative assertion and provide any documentation that supports such assertion. If your firm does not meet the qualification as stated, provide information explaining why this minimum qualification does not apply to your firm. It is in the PMT’s sole discretion to determine if a minimum qualification will result in a disqualification, cure, or no action relating to this RFQ.

· Is designated as a Government Securities Dealer;

· Maintains a rating of investment grade or better by a nationally recognized rating agency;

· Maintains excess net capital of two hundred fifty million dollars ($250 million) or greater;

· Is authorized to conduct the business of dealing securities in the Commonwealth of Massachusetts;

· Has submitted its most recent audited financial statements, and SEC Form 10K;

· Firms must have been in the business of purchasing STRIPS for at least the five (5) most recent consecutive years prior to the submission or provide alternative documentation supporting adequate experience or qualifications;

· Prior STRIPS purchases for governmental entities;

Additional Required Submissions Instructions: Check each statement to acknowledge submission of the requested information.

Firms responding to this RFQ understand and agree that the General Terms and Conditions will apply to all selected Firms and will not be negotiated with individual Firms to include vendor specific terms. The General Terms and conditions have been drafted to address the requested language submitted by all interested Firms and the unique characteristics of government contracts. Several interested Firms have indicated that the terms meet their needs and it is intended that there will be no protracted negotiation on these terms with any firms selected for award. Therefore, Firms’ responses to this RFQ may not condition the submission of their Response on the Commonwealth’s acceptance of additional or different submitted terms. Any exceptions or changes made by Firms to any of the RFQ terms will subject their quote/response to possible disqualification.

☐ Identify the specific individual(s) who are responsible for product details, communications, and the delivery with the MSLC.

☐ Provide a summary description of the firm (entity) including but not limited to the structure (proprietorship, partnership, corporation, etc.), principals of the entity, number of employees, locations, etc. Also, provide a description of the resources available to the entity to assist in performing the work required in this RFQ, such as computer resources and proper records retention.

☐ If applicable, list and describe all litigation (including outcome) for the last five (5) years that relates to any action taken by a private, state or federal actor against the firm as a whole or an employee(s) specifically, which emanates from the improper conduct of any employee(s)/former employee(s) during their term of employment with the firms, including but not be limited to, actions of perjury, bribery, corruption, conflict of interest, larceny, environmental violation, and other civil and/or criminal actions that would be contrary to the accepted conduct of a firm working in partnership with a State Agency.

☐ Will continue to provide any such new information, including but not limited to notices of bankruptcy, litigation, and contract defaults, during the life of the contract period. The Successful firm must also include last bankruptcy, current/pending litigation, and any defaults on contracts.

Statement of Standard Procedures Instructions: Check each statement if your firm complies with the agreed upon procedures, which consist of the offering parameters, trade procedure, and settlement procedure. If your firm is not able to comply with the Standard Procedures as stated, provide information explaining why this Standard Procedure does not apply to your firm. It is in the PMT’s sole discretion to determine if a failure to comply with the Standard Procedure will result in a disqualification, cure, or no action relating to this procedure.

Confirmation of Key RFQ Requirements Instructions: Checking the boxes below confirms acceptance of these RFQ commitments. Any unchecked items can be considered grounds for elimination. This form needs to be signed by a person listed on the Firm/Contractor Authorized Signature Verification form (Attachment H) – e.g., a person who has authority to legally bind the firm.

· Responses must remain in effect for at least one hundred twenty (120) days from the submission deadline and thereafter until either, the firm withdraws the response in writing, a contract is executed or the procurement is canceled, whichever occurs first.

· Firm confirms that it agrees with and its proposal is in conformance with all requirements and terms in this RFQ.

· Firm confirms that the signature below binds the firm to all statements, enclosures, and attachments contained within this proposal response document.

Commonwealth Terms and Conditions

Instructions: Click on the link below to open a copy of the Commonwealth Terms and Conditions Form. Fill in 2nd page blanks. Please ensure you sign the form. This form cannot be changed or modified. This form must be signed as is.

Standard Contract Form

Instructions: Click on the link below to open a copy of the Standard Contract Form. Please ensure you sign the form. This form cannot be changed or modified. This form must be signed as is.

Massachusetts Substitute W-9 Form

Instructions: Click on the link below to open a copy of the W-9 form. Follow the instructions and paste the filled in form on this page or provide as an attachment. Filling in the form and signing is required. You do not need to provide a copy of the 2nd page instructions.

Contractor Authorized Signatory Listing

Instructions: Please note, this form typically accounts for eighty percent (80%) of the cures necessary during procurements due to firms not following the instructions. Please read all instructions carefully. At the bottom of this page is a link to the proper Contractor Authorized Signatory Form. Follow the instructions below and paste the filled in form on this page or provide as an attachment. Filling in the form and signing is required. It is essential that the person signing the cover letter and all forms is listed on this form as a signature legally authorized to bind the firm.

The person or people signing any of the proposal documents must be listed here. If the person signing the proposal documents is the President, CEO, or Legal Counsel then their name would be listed in the table as well as the signature block below This signature must be one of these corporate officers OR Bidder must supply notarized corporate documents showing that the signatory has the right to delegate binding corporate authority.

BUSINESS REFERENCES

Instructions: Fill in the form below with the information for three (3) business references for which you have provided similar or related services as defined in this RFQ:

The firm must provide ____Three (3) ______ business references.

Reference #1 Organization Name: ________________________________________________________

Contact Name and Title: ________________________________________________________________

Address: _____________________________________________________________________________ Phone: #

Email Address:

Description and date(s) of commodities and/or services provided:

Reference #2 Organization Name: ________________________________________________________

Contact Name and Title: ________________________________________________________________

Address: _____________________________________________________________________________ Phone: #

Email Address:

Description and date(s) of commodities and/or services provided:

Reference #3 Organization Name: ________________________________________________________

Contact Name and Title: ________________________________________________________________

Address: _____________________________________________________________________________ Phone: #

Email Address:

Description and date(s) of commodities and/or services provided:

References will be contacted to confirm the firm’s abilities and qualifications as stated in their response at an appropriate time in the procurement cycle (e.g., references will not be contacted pre-maturely or unnecessarily). The MSLC may deem the firm’s response unresponsive if a reference is not accessible from a listed reference after reasonable attempts.

Please list your largest customers in MA if applicable, and the largest state government customers if applicable.

Tax Compliance Certification

Instructions: The firm must demonstrate that it is in compliance with all Federal and Commonwealth tax laws (regardless of corporate locations) including M.G.L. Chapter 62C, Section 49A. The firm must submit a Certificate of Tax Compliance in Good Standing, which has been issued by the Commonwealth of Massachusetts Department of Revenue (DOR) within the past year. This Certificate may be obtained by submitting a request to:

Taxpayer Services Division, Certificate Unit Department of Revenue PO Box 7066 Boston, Massachusetts 02204

(617) 887-6550

The application must list the tax types for which the business is liable, including such items as meals, room occupancy, sales, use, withholding, corporate income and others as applicable. The issuance of the certificate normally takes several weeks and, as such, firms should indicate that their request for a certificate is sought in connection with a Commonwealth solicitation (with a deadline). If the firm does not submit the requested tax certificate with the proposal, the firm must submit documentation evidencing that the appropriate application has been filed. Evidence includes: facsimile transmittal, mailing receipt, receipt-stamped application, etc. The Certificate must be issued and provided to the MSLC prior to the final execution of the Standard Contract Form.

Simplified Instructions/Clarifications:

· A proper response to this requirement entails one of the following two (2) submission requirements:

· If your firm DOES NOT HAVE A CURRENT (within the past year) Massachusetts Compliance Certificate:

· If requested via FAX you must provide two (2)things:

· A copy of the filled in request form that was sent to MA DOR. If this method is used, you simply need to print a copy of the request confirmation and insert an image or hardcopy in this response template.

· A copy of the transmission request. Make sure you retain a copy of the fax transmittal confirmation receipt and provide an image or Photocopy of the proof of transmittal along with a copy of the original form faxed.

· If you requested via the MA DOR Website at https://wfb.dor.state.ma.us/webfile/certificate/Public/Webforms/Welcome.aspx you only need to provide a screenshot or copy of the request confirmation showing the request number

· If your firm DOES HAVE A CURRENT (within the past year) Massachusetts Compliance Certificate which has a date of certificate no more than one year from your submission date of this proposal, then provide a copy of the certificate.

· Do not provide a copy of the Secretary of State form from Massachusetts or your state of incorporation certifying that you are a registered corporation in your state or in Massachusetts. The form required is a Tax Compliance form that can only come from the Commonwealth of Massachusetts’ Department of Revenue. Even if you are not a registered tax-paying corporation in Massachusetts, the Massachusetts’ DOR will still supply a Tax Compliance certificate upon request.

Clicking on the link below is the PDF form to be sent to the Massachusetts DOR:

Supplier Diversity Program

Instructions: Firms are required to fill in and submit this form even if they choose not to participate in the program. If a firms does not wish to participate they should fill in Part I of the form and only sign the form. Firms are welcome to cross out the other Parts of the form to make it clear that they are not participating.

A link for the SDP response forms are located below. Provide Form 1 (page 1 only) along with your response in this section. A certified Bidder may not list itself as being a Supplier Diversity Program Partner to its own Firm. This form is NOT the same as the SDO certification of the Bidder’s Firm.

Invest in Massachusetts Plan

Instructions: Firms are required to fill in and submit this form even if they choose not to participate in the program. If a firm does not wish to participate they should fill in Part I completely and in Part II check the “no” box and fill in the signature block completely. Firms are welcome to cross out the other Parts of the form to make it clear that they are not participating. Firms are not obligated to participate in this program.

Firms are not obligated to participate in this program. However, as much as five percent (5%) of the scoring points are allocated to a high quality Invest in Massachusetts Plan. A link for the Invest in MA response form is located below. Provide the form (not the instructions also included in a link below) along with your response in this section.

Certificate of Non-Collusion

Instructions: This form must be filled in fully and provided. A link to the Certificate of Non-Collusion response form is located below. Insert a signed version of this form here (either as a pasted image or as a hardcopy).

Please note: In addition Attachments A, B, D, E, F, G, H, J, L, M, and N, are available in electronic form at www.COMMBUYS.com.

Including the sample MSLC’s Official Offer Forms A, B, and C.

Attachment L – Commonwealth of MSLC’s Disclosure Statement [Three (3) Pages].

Attachment M – Certification of Compliance Concerning Personal Information and Personal Data Form [One (1) Page].

Attachment N – Certificate of Compliance Concerning Conflicts of Interest [One (1) Page].

Sample Attachments specific to this RFQ Official Offer Form A

Official Offer Form B

Official Offer Form C

Document Title: On-Going PRE-QUALIFICATION OF STRIPS/ANNUITY PARTICIPATING FIRMS COMMBUYS Number: BD-15-1062-LOT-00001-00000002534 MSLC Document Number: RFQ LOT Number 1506 image2.emf

Attachment_B_Standard_Contract.doc

COMMONWEALTH OF MASSACHUSETTS ~ STANDARD CONTRACT FORM

This form is jointly issued and published by the Executive Office for Administration and Finance (ANF), the Office of the Comptroller (CTR) and the Operational Services Division (OSD) as the default contract for all Commonwealth Departments when another form is not prescribed by regulation or policy. Any changes to the official printed language of this form shall be void. Additional non-conflicting terms may be added by Attachment. Contractors may not require any additional agreements, engagement letters, contract forms or other additional terms as part of this Contract without prior Department approval. Click on hyperlinks for definitions, instructions and legal requirements that are incorporated by reference into this Contract. An electronic copy of this form is available at www.mass.gov/osc under Guidance For Vendors - Forms or www.mass.gov/osd under OSD Forms.

CONTRACTOR LEGAL NAME:

(and d/b/a):

COMMONWEALTH DEPARTMENT NAME: Massachusetts State Lottery Commission

MMARS Department Code: LOT

Legal Address: (W-9, W-4,T&C):

Business Mailing Address: 60 Columbian Street, Braintree, MA 02184-1738

Contract Manager:

Billing Address (if different):

E-Mail:

Contract Manager: MSLC

Phone:

Fax:

E-Mail: @masslottery.com

Contractor Vendor Code:

Phone: 781-849-

Fax: 781-849-

Vendor Code Address ID (e.g. “AD001”): AD .

(Note: The Address Id Must be set up for EFT payments.)

MMARS Doc ID(s):

RFR/Procurement or Other ID Number: RFR LOT # 1506 - OPEN and ROLLING PRE-QUALIFICATION OF STRIPS/ANNUITY PARTICIPATING FIRMS COMMBUYS Bid Number: BD-15-1062-LOT-00001-00000002534

___ NEW CONTRACT

PROCUREMENT OR EXCEPTION TYPE: (Check one option only)

__ Statewide Contract (OSD or an OSD-designated Department)

__ Collective Purchase (Attach OSD approval, scope, budget)

__ Department Procurement (includes State or Federal grants 815 CMR 2.00) (Attach RFR and Response or other procurement supporting documentation)

__ Emergency Contract (Attach justification for emergency, scope, budget)

__ Contract Employee (Attach Employment Status Form, scope, budget)

__ Legislative/Legal or Other: (Attach authorizing language/justification, scope and budget)

___ CONTRACT AMENDMENT

Enter Current Contract End Date Prior to Amendment: , 20 .

Enter Amendment Amount: $ . (or “no change”)

AMENDMENT TYPE: (Check one option only. Attach details of Amendment changes.)

__ Amendment to Scope or Budget (Attach updated scope and budget)

__ Interim Contract (Attach justification for Interim Contract and updated scope/budget)

__ Contract Employee (Attach any updates to scope or budget)

__ Legislative/Legal or Other: (Attach authorizing language/justification and updated scope and budget)

The following COMMONWEALTH TERMS AND CONDITIONS (T&C) has been executed, filed with CTR and is incorporated by reference into this Contract.

__ Commonwealth Terms and Conditions __ Commonwealth Terms and Conditions For Human and Social Services

COMPENSATION: (Check ONE option): The Department certifies that payments for authorized performance accepted in accordance with the terms of this Contract will be supported in the state accounting system by sufficient appropriations or other non-appropriated funds, subject to intercept for Commonwealth owed debts under 815 CMR 9.00.

__ Rate Contract (No Maximum Obligation. Attach details of all rates, units, calculations, conditions or terms and any changes if rates or terms are being amended.)

__ Maximum Obligation Contract Enter Total Maximum Obligation for total duration of this Contract (or new Total if Contract is being amended). $ .

PROMPT PAYMENT DISCOUNTS (PPD): Commonwealth payments are issued through EFT 45 days from invoice receipt. Contractors requesting accelerated payments must identify a PPD as follows: Payment issued within 10 days __% PPD; Payment issued within 15 days __ % PPD; Payment issued within 20 days __ % PPD; Payment issued within 30 days __% PPD. If PPD percentages are left blank, identify reason: __agree to standard 45 day cycle __ statutory/legal or Ready Payments (G.L. c. 29, § 23A); __ only initial payment (subsequent payments scheduled to support standard EFT 45 day payment cycle. See Prompt Pay Discounts Policy.)

BRIEF DESCRIPTION OF CONTRACT PERFORMANCE or REASON FOR AMENDMENT: (Enter the Contract title, purpose, fiscal year(s) and a detailed description of the scope of performance or what is being amended for a Contract Amendment. Attach all supporting documentation and justifications.)

ANTICIPATED START DATE: (Complete ONE option only) The Department and Contractor certify for this Contract, or Contract Amendment, that Contract obligations:

__ 1. may be incurred as of the Effective Date (latest signature date below) and no obligations have been incurred prior to the Effective Date.

__ 2. may be incurred as of , 20 , a date LATER than the Effective Date below and no obligations have been incurred prior to the Effective Date.

__3. were incurred as of , 20 , a date PRIOR to the Effective Date below, and the parties agree that payments for any obligations incurred prior to the Effective Date are authorized to be made either as settlement payments or as authorized reimbursement payments, and that the details and circumstances of all obligations under this Contract are attached and incorporated into this Contract. Acceptance of payments forever releases the Commonwealth from further claims related to these obligations.

CONTRACT END DATE: Contract performance shall terminate as of , 20 , with no new obligations being incurred after this date unless the Contract is properly amended, provided that the terms of this Contract and performance expectations and obligations shall survive its termination for the purpose of resolving any claim or dispute, for completing any negotiated terms and warranties, to allow any close out or transition performance, reporting, invoicing or final payments, or during any lapse between amendments.

CERTIFICATIONS: Notwithstanding verbal or other representations by the parties, the “Effective Date” of this Contract or Amendment shall be the latest date that this Contract or Amendment has been executed by an authorized signatory of the Contractor, the Department, or a later Contract or Amendment Start Date specified above, subject to any required approvals. The Contractor makes all certifications required under the attached Contractor Certifications (incorporated by reference if not attached hereto) under the pains and penalties of perjury, agrees to provide any required documentation upon request to support compliance, and agrees that all terms governing performance of this Contract and doing business in Massachusetts are attached or incorporated by reference herein according to the following hierarchy of document precedence, the applicable Commonwealth Terms and Conditions, this Standard Contract Form including the Instructions and Contractor Certifications, the Request for Response (RFR) or other solicitation, the Contractor’s Response, and additional negotiated terms, provided that additional negotiated terms will take precedence over the relevant terms in the RFR and the Contractor’s Response only if made using the process outlined in 801 CMR 21.07, incorporated herein, provided that any amended RFR or Response terms result in best value, lower costs, or a more cost effective Contract.

AUTHORIZING SIGNATURE FOR THE CONTRACTOR:

X: . Date: .

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

Print Name: .

Print Title: .

AUTHORIZING SIGNATURE FOR THE COMMONWEALTH:

X: . Date: .

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

Print Name: .

Print Title: .

INSTRUCTIONS AND CONTRACTOR CERTIFICATIONS

The following instructions and terms are incorporated by reference and apply to this Standard Contract Form. Text that appears underlined indicates a "hyperlink" to an Internet or bookmarked site and are unofficial versions of these documents and Departments and Contractors should consult with their legal counsel to ensure compliance with all legal requirements. Using the Web Toolbar will make navigation between the form and the hyperlinks easier. Please note that not all applicable laws have been cited.

CONTRACTOR LEGAL NAME (AND D/B/A): Enter the Full Legal Name of the Contractor's business as it appears on the Contractor's W-9 or W-4 Form (Contract Employees only) and the applicable Commonwealth Terms and Conditions If Contractor also has a “doing business as” (d/b/a) name, BOTH the legal name and the “d/b/a” name must appear in this section.

Contractor Legal Address: Enter the Legal Address of the Contractor as it appears on the Contractor's W-9 or W-4 Form (Contract Employees only) and the applicable Commonwealth Terms and Conditions, which must match the legal address on the 1099I table in MMARS (or the Legal Address in HR/CMS for Contract Employee).

Contractor Contract Manager: Enter the authorized Contract Manager who will be responsible for managing the Contract. The Contract Manager should be an Authorized Signatory or, at a minimum, a person designated by the Contractor to represent the Contractor, receive legal notices and negotiate ongoing Contract issues. The Contract Manager is considered “Key Personnel” and may not be changed without the prior written approval of the Department. If the Contract is posted on COMMBUYS, the name of the Contract Manager must be included in the Contract on COMMBUYS.

Contractor E-Mail Address/Phone/Fax: Enter the electronic mail (e-mail) address, phone and fax number of the Contractor Contract Manager. This information must be kept current by the Contractor to ensure that the Department can contact the Contractor and provide any required legal notices. Notice received by the Contract Manager (with confirmation of actual receipt) through the listed address, fax number(s) or electronic mail address will meet any written legal notice requirements.

Contractor Vendor Code: The Department must enter the MMARS Vendor Code assigned by the Commonwealth. If a Vendor Code has not yet been assigned, leave this space blank and the Department will complete this section when a Vendor Code has been assigned. The Department is responsible under the Vendor File and W-9s Policy for verifying with authorized signatories of the Contractor, as part of contract execution, that the legal name, address and Federal Tax Identification Number (TIN) in the Contract documents match the state accounting system.

Vendor Code Address ID: (e.g., “AD001”) The Department must enter the MMARS Vendor Code Address Id identifying the payment remittance address for Contract payments, which MUST be set up for EFT payments PRIOR to the first payment under the Contract in accordance with the Bill Paying and Vendor File and W-9 policies.

COMMONWEALTH DEPARTMENT NAME: Enter the full Department name with the authority to obligate funds encumbered for the Contract.

Commonwealth MMARS Alpha Department Code: Enter the three (3) letter MMARS Code assigned to this Commonwealth Department in the state accounting system.

Department Business Mailing Address: Enter the address where all formal correspondence to the Department must be sent. Unless otherwise specified in the Contract, legal notice sent or received by the Department’s Contract Manager (with confirmation of actual receipt) through the listed address, fax number(s) or electronic mail address for the Contract Manager will meet any requirements for legal notice.

Department Billing Address: Enter the Billing Address or email address if invoices must be sent to a different location. Billing or confirmation of delivery of performance issues should be resolved through the listed Contract Managers.

Department Contract Manager: Identify the authorized Contract Manager who will be responsible for managing the Contract, who should be an authorized signatory or an employee designated by the Department to represent the Department to receive legal notices and negotiate ongoing Contract issues.

Department E-Mail Address/Phone/Fax: Enter the electronic mail (e-mail) address, phone and fax number of the Department Contract Manager. Unless otherwise specified in the Contract, legal notice sent or received by the Contract Manager (with confirmation of actual receipt) through the listed address, fax number(s) or electronic mail address will meet any requirements for written notice under the Contract.

MMARS Document ID(s): Enter the MMARS 20 character encumbrance transaction number associated with this Contract which must remain the same for the life of the Contract. If multiple numbers exist for this Contract, identify all Doc Ids.

RFR/Procurement or Other ID Number or Name: Enter the Request for Response (RFR) or other Procurement Reference number, Contract ID Number or other reference/tracking number for this Contract or Amendment and will be entered into the Board Award Field in the MMARS encumbrance transaction for this Contract.

NEW CONTRACTS (left side of Form):

Complete this section ONLY if this Contract is brand new. (Complete the CONTRACT AMENDMENT section for any material changes to an existing or an expired Contract, and for exercising options to renew or annual contracts under a multi-year procurement or grant program.)

PROCUREMENT OR EXCEPTION TYPE: Check the appropriate type of procurement or exception for this Contract. Only one option can be selected. See State Finance Law and General Requirements, Acquisition Policy and Fixed Assets, the Commodities and Services Policy and the Procurement Information Center (Department Contract Guidance) for details.

Statewide Contract (OSD or an OSD-designated Department). Check this option for a Statewide Contract under OSD, or by an OSD-designated Department.

Collective Purchase approved by OSD. Check this option for Contracts approved by OSD for collective purchases through federal, state, local government or other entities.

Department Contract Procurement. Check this option for a Department procurement including state grants and federal sub-grants under 815 CMR 2.00 and State Grants and Federal Subgrants Policy, Departmental Master Agreements (MA). If multi-Department user Contract, identify multi-Department use is allowable in Brief Description.

Emergency Contract. Check this option when the Department has determined that an unforeseen crisis or incident has arisen which requires or mandates immediate purchases to avoid substantial harm to the functioning of government or the provision of necessary or mandated services or whenever the health, welfare or safety of clients or other persons or serious damage to property is threatened.

Contract Employee. Check this option when the Department requires the performance of an Individual Contractor, and when the planned Contract performance with an Individual has been classified using the Employment Status Form (prior to the Contractor's selection) as work of a Contract Employee and not that of an Independent Contractor.

Legislative/Legal or Other. Check this option when legislation, an existing legal obligation, prohibition or other circumstance exempts or prohibits a Contract from being competitively procured, or identify any other procurement exception not already listed. Legislative “earmarks” exempt the Contract solely from procurement requirements, and all other Contract and state finance laws and policies apply. Supporting documentation must be attached to explain and justify the exemption.

CONTRACT AMENDMENT (Right Side of Form)

Complete this section for any Contract being renewed, amended or to continue a lapsed Contract. All Contracts with available options to renew must be amended referencing the original procurement and Contract doc ids, since all continuing contracts must be maintained in the same Contract file (even if the underlying appropriation changes each fiscal year.) “See Amendments, Suspensions, and Termination Policy.)

Enter Current Contract End Date: Enter the termination date of the Current Contract being amended, even if this date has already passed. (Note: Current Start Date is not requested since this date does not change and is already recorded in MMARS.)

Enter Amendment Amount: Enter the amount of the Amendment increase or decrease to a Maximum Obligation Contract. Enter “no change” for Rate Contracts or if no change.

AMENDMENT TYPE: Identify the type of Amendment being done. Documentation supporting the updates to performance and budget must be attached. Amendment to Scope or Budget. Check this option when renewing a Contract or executing any Amendment (“material change” in Contract terms) even if the Contract has lapsed. The parties may negotiate a change in any element of Contract performance or cost identified in the RFR or the Contractor’s response which results in lower costs, or a more cost-effective or better value performance than was presented in the original selected response, provided the negotiation results in a better value within the scope of the RFR than what was proposed by the Contractor in the original selected response. Any “material” change in the Contract terms must be memorialized in a formal Amendment even if a corresponding MMARS transaction is not needed to support the change. Additional negotiated terms will take precedence over the relevant terms in the RFR and the Contractor’s Response only if made using the process outlined in 801 CMR 21.07, incorporated herein, provided that any amended RFR or Response terms result in best value, lower costs, or a more cost effective Contract.

Interim Contracts. Check this option for an Interim Contract to prevent a lapse of Contract performance whenever an existing Contract is being re-procured but the new procurement has not been completed, to bridge the gap during implementation between an expiring and a new procurement, or to contract with an interim Contractor when a current Contractor is unable to complete full performance under a Contract.

Contract Employee. Check this option when the Department requires a renewal or other amendment to the performance of a Contract Employee.

Legislative/Legal or Other. Check this option when legislation, an existing legal obligation, prohibition or other circumstance exempts or prohibits a Contract from being competitively procured, or identify any other procurement exception not already listed. Legislative “earmarks” exempt the Contract solely from procurement requirements, and all other Contract and state finance laws and policies apply. Attach supporting documentation to explain and justify the exemption and whether Contractor selection has been publicly posted.

COMMONWEALTH TERMS AND CONDITIONS

Identify which Commonwealth Terms and Conditions the Contractor has executed and is incorporated by reference into this Contract. This Form is signed only once and recorded on the Vendor Customer File (VCUST). See Vendor File and W-9s Policy.

COMPENSATION

Identify if the Contract is a Rate Contract (with no stated Maximum Obligation) or a Maximum Obligation Contract (with a stated Maximum Obligation) and identify the Maximum Obligation. If the Contract is being amended, enter the new Maximum Obligation based upon the increase or decreasing Amendment. The Total Maximum Obligation must reflect the total funding for the dates of service under the contract, including the Amendment amount if the Contract is being amended. The Maximum Obligation must match the MMARS encumbrance. Funding and allotments must be verified as available and encumbered prior to incurring obligations. If a Contract includes both a Maximum Obligation component and Rate Contract component, check off both, specific Maximum Obligation amounts or amended amounts and Attachments must clearly outline the Contract breakdown to match the encumbrance.

PAYMENTS AND PROMPT PAY DISCOUNTS

Payments are processed within a 45 day payment cycle through EFT in accordance with the Commonwealth Bill Paying Policy for investment and cash flow purposes. Departments may NOT negotiate accelerated payments and Payees are NOT entitled to accelerated payments UNLESS a prompt payment discount (PPD) is provided to support the Commonwealth’s loss of investment earnings for this earlier payment, or unless a payments is legally mandated to be made in less than 45 days (e.g., construction contracts, Ready Payments under G.L. c. 29, s. 23A). See Prompt Pay Discounts Policy. PPD are identified as a percentage discount which will be automatically deducted when an accelerated payment is made. Reduced contracts rates may not be negotiated to replace a PPD. If PPD fields are left blank please identify that the Contractor agrees to the standard 45 day cycle; a statutory/legal exemption such as Ready Payments (G.L. c. 29, § 23A); or only an initial accelerated payment for reimbursements or start up costs for a grant, with subsequent payments scheduled to support standard EFT 45 day payment cycle. Financial hardship is not a sufficient justification to accelerate cash flow for all payments under a Contract. Initial grant or contract payments may be accelerated for the first invoice or initial grant installment, but subsequent periodic installments or invoice payments should be scheduled to support the Payee cash flow needs and the standard 45 day EFT payment cycle in accordance with the Bill Paying Policy. Any accelerated payment that does not provide for a PPD must have a legal justification in Contract file for audit purposes explaining why accelerated payments were allowable without a PPD.

BRIEF DESCRIPTION OF CONTRACT PERFORMANCE

Enter a brief description of the Contract performance, project name and/or other identifying information for the Contract to specifically identify the Contract performance, match the Contract with attachments, determine the appropriate expenditure code (as listed in the Expenditure Classification Handbook) or to identify or clarify important information related to the Contract such as the Fiscal Year(s) of performance (ex. “FY2012” or “FY2012-14”). Identify settlements or other exceptions and attach more detailed justification and supporting documents. Enter “Multi-Department Use” if other Departments can access procurement. For Amendments, identify the purpose and what items are being amended. Merely stating "see attached" or referencing attachments without a narrative description of performance is insufficient.

ANTICIPATED START DATE

The Department and Contractor must certify WHEN obligations under this Contract/Amendment may be incurred. Option 1 is the default option when performance may begin as of the Effective Date (latest signature date and any required approvals). If the parties want a new Contract or renewal to begin as of the upcoming fiscal year then list the fiscal year(s) (ex. “FY2012” or “FY2012-14”) in the Brief Description section. Performance starts and encumbrances reflect the default Effective Date (if no FY is listed) or the later FY start date (if a FY is listed). Use Option 2 only when the Contract will be signed well in advance of the start date and identify a specific future start date. Do not use Option 2 for a fiscal year start unless it is certain that the Contract will be signed prior to fiscal year. Option 3 is used in lieu of the Settlement and Release Form when the Contract/Amendment is signed late, and obligations have already been incurred by the Contractor prior to the Effective Date for which the Department has either requested, accepted or deemed legally eligible for reimbursement, and the Contract includes supporting documents justifying the performance or proof of eligibility, and approximate costs. Any obligations incurred outside the scope of the Effective Date under any Option listed, even if the incorrect Option is selected, shall be automatically deemed a settlement included under the terms of the Contract and upon payment to the Contractor will release the Commonwealth from further obligations for the identified performance. All settlement payments require justification and must be under same encumbrance and object codes as the Contract payments. Performance dates are subject to G.L. c.4, § 9.

CONTRACT END DATE

The Department must enter the date that Contract performance will terminate. If the Contract is being amended and the Contract End Date is not changing, this date must be re-entered again here. A Contract must be signed for at least the initial duration but not longer than the period of procurement listed in the RFR, or other solicitation document (if applicable). No new performance is allowable beyond the end date without an amendment, but the Department may allow a Contractor to complete minimal close out performance obligations if substantial performance has been made prior to the termination date of the Contract and prior to the end of the fiscal year in which payments are appropriated, provided that any close out performance is subject to appropriation and funding limits under state finance law, and CTR may adjust encumbrances and payments in the state accounting system to enable final close out payments. Performance dates are subject to G.L. c.4, § 9.

CERTIFICATIONS AND EXECUTION

See Department Head Signature Authorization Policy and the Contractor Authorized Signatory Listing for policies on Contractor and Department signatures.

Authorizing Signature for Contractor/Date: The Authorized Contractor Signatory must (in their own handwriting and in ink) sign AND enter the date the Contract is signed. See section above under “Anticipated Contract Start Date”. Acceptance of payment by the Contractor shall waive any right of the Contractor to claim the Contract/Amendment is not valid and the Contractor may not void the Contract. Rubber stamps, typed or other images are not acceptable. Proof of Contractor signature authorization on a Contractor Authorized Signatory Listing may be required by the Department if not already on file.

Contractor Name /Title: The Contractor Authorized Signatory’s name and title must appear legibly as it appears on the Contractor Authorized Signatory Listing.

Authorizing Signature For Commonwealth/Date: The Authorized Department Signatory must (in their own handwriting and in ink) sign AND enter the date the Contract is signed. See section above under “Anticipated Start Date”. Rubber stamps, typed or other images are not accepted. The Authorized Signatory must be an employee within the Department legally responsible for the Contract. See Department Head Signature Authorization. The Department must have the legislative funding appropriated for all the costs of this Contract or funding allocated under an approved Interdepartmental Service Agreement (ISA). A Department may not contract for performance to be delivered to or by another state department without specific legislative authorization (unless this Contract is a Statewide Contract). For Contracts requiring Secretariat signoff, evidence of Secretariat signoff must be included in the Contract file.

Department Name /Title: Enter the Authorized Signatory’s name and title legibly.

CONTRACTOR CERTIFICATIONS AND LEGAL REFERENCES

Notwithstanding verbal or other representations by the parties, the “Effective Date” of this Contract or Amendment shall be the latest date that this Contract or Amendment has been executed by an authorized signatory of the Contractor, the Department, or a later Contract or Amendment Start Date specified, subject to any required approvals. The Contractor makes all certifications required under this Contract under the pains and penalties of perjury, and agrees to provide any required documentation upon request to support compliance, and agrees that all terms governing performance of this Contract and doing business in Massachusetts are attached or incorporated by reference herein:

Commonwealth and Contractor Ownership RIghts. The Contractor certifies and agrees that the Commonwealth is entitled to ownership and possession of all “deliverables” purchased or developed with Contract funds. A Department may not relinquish Commonwealth rights to deliverables nor may Contractors sell products developed with Commonwealth resources without just compensation. The Contract should detail all Commonwealth deliverables and ownership rights and any Contractor proprietary rights.

Qualifications. The Contractor certifies it is qualified and shall at all times remain qualified to perform this Contract; that performance shall be timely and meet or exceed industry standards for the performance required, including obtaining requisite licenses, registrations, permits, resources for performance, and sufficient professional, liability; and other appropriate insurance to cover the performance. If the Contractor is a business, the Contractor certifies that it is listed under the Secretary of State’s website as licensed to do business in Massachusetts, as required by law.

Business Ethics and Fraud, Waste and Abuse Prevention. The Contractor certifies that performance under this Contract, in addition to meeting the terms of the Contract, will be made using ethical business standards and good stewardship of taxpayer and other public funding and resources to prevent fraud, waste and abuse.

Collusion. The Contractor certifies that this Contract has been offered in good faith and without collusion, fraud or unfair trade practices with any other person, that any actions to avoid or frustrate fair and open competition are prohibited by law, and shall be grounds for rejection or disqualification of a Response or termination of this Contract.

Public Records and Access The Contractor shall provide full access to records related to performance and compliance to the Department and officials listed under Executive Order 195 and G.L. c. 11, s.12 seven (7) years beginning on the first day after the final payment under this Contract or such longer period necessary for the resolution of any litigation, claim, negotiation, audit or other inquiry involving this Contract. Access to view Contractor records related to any breach or allegation of fraud, waste and/or abuse may not be denied and Contractor can not claim confidentiality or trade secret protections solely for viewing but not retaining documents. Routine Contract performance compliance reports or documents related to any alleged breach or allegation of non-compliance, fraud, waste, abuse or collusion may be provided electronically and shall be provided at Contractor’s own expense. Reasonable costs for copies of non-routine Contract related records shall not exceed the rates for public records under 950 C.M.R. 32.00.

Debarment. The Contractor certifies that neither it nor any of its subcontractors are currently…