STATE OF DELAWARE

OFFICE OF THE STATE BANK COMMISSIONER

REQUEST FOR PROPOSALS FOR PROFESSIONAL SERVICES

REGULATORY CONSULTING AND ADVISORY SERVICES

ISSUED BY STATE OF DELAWARE OFFICE OF THE STATE BANK COMMISSIONER

CONTRACT NUMBER STA263186-PROREGSVCS

Contents:

I. Overview

II. Scope of Services

III. Required Information

IV. Professional Services RFP Administrative Information

V. Contract Terms and Conditions

VI. RFP Miscellaneous Information

VII. Attachments Attachment 1 - Non-Collusion Statement Attachment 2 - Exception Form Attachment 3 - Confidential Information Form Attachment 4 - Business References Attachment 5 - Office of Supplier Diversity Application Appendix A – Scope of Work and Technicial Requirements Appendix B - State of Delaware Department of Technology and Information ("DTI") Requirements

Appendix B-1 - State of Delaware Terms and Conditions Governing Cloud Storage and Data Usage Agreement Appendix B-2 - State of Delaware Terms and Conditions Governing Cloud Storage and Data Usage Policy Appendix B-3 - State of Delaware Cyber Responsibilities, Liability, and Insurance

I. Overview and Background Information The State of Delaware Office of the State Bank Commissioner (“OSBC”) seeks to engage a qualified, experienced vendor (“Vendor”), such as a specialized law firm or regulatory advisory firm, to provide and perform professional services to support rulemaking, supervisory program development, examiner training, examiner staff augmentation, and strategic advisory work, all as more fully described in this Request for Proposals (“RFP”), which is issued pursuant to 29 Del. C. §§ 6981 and 6982.

OSBC is the primary regulator and supervisor of Delaware state-chartered banks and trust companies, licensed money transmitters, and other licensed non-depository financial institutions established under Title 5 of the Delaware Code (“the Banking Code”).

The following legislation (collectively the “2026 Title 5 Legislation”) amending the Banking Code was enacted by the 153rd Delaware General Assembly and signed into law by the Governor on July 6, 2026, which is the effective date of the 2026 Title 5 Legislation (the “Effective Date”):

• Senate Substitute 1 for Senate Bill 16 (SS1 for SB 16) – This legislation (the “Delaware Banking Modernization Act of 2026”) amended Chapters 1, 7, 9, and 16 of Title 5 to, among other things, define "digital asset" and "virtual currency," confirm that digital assets are personal property for purposes of trust powers (5 Del. C. § 761(c)), authorize tailored, risk-based application requirements for certificates of public convenience and advantage (5 Del. C. § 701(b)), and modernize provisions governing trust company mergers, conversions, and out-of-state trust institutions.

• Senate Bill 18 (SB 18) – This legislation repealed and replaced the existing Chapter 23 of Title 5 with a new Chapter 23 (the “Delaware Money Transmission and Virtual Currency Modernization Act”), which consists of a modernized money transmission framework that is aligned with the Conference of State Bank Supervisors’ multistate “Money Transmission Modernization Act” previously enacted into law in more than 30 states, and includes a new Subchapter VIII governing virtual currency business activity (5 Del. C. §§ 2333–2339).

• Senate Substitute 2 for Senate Bill 19 (SS2 for SB19) – This legislation created a new

Chapter 35 of Title 5 (“Delaware Payment Stablecoins Act” or "PSA"), which establishes a licensing and supervisory framework for payment stablecoin issuers (“Issuers”) and a voluntary registration framework for digital asset service providers. The PSA is designed and drafted to be substantially similar to the federal Guiding and Establishing National Innovation for U.S. Stablecoins Act, Pub. L. 119-27, 12 U.S.C. § 5901 et seq. (the "GENIUS Act"), and to qualify Delaware for certification by the federal Stablecoin Certification Review Committee ("SCRC"). The PSA requires the State Bank Commissioner (“Commissioner”) to promulgate implementing regulations in 14 mandatory areas within one year of the legislation’s Effective Date (5 Del. C. § 3566(a)), to adopt safe harbor and interim authorization regulations (§ 3566(e)), and to submit a certification application to the SCRC within six months after the required regulations are promulgated (§ 3567(b)). Issuers are subject to periodic examination under OBSC’s examination authority, and Issuers with outstanding issuance exceeding $1 billion are subject to mandatory annual examination by OSBC (§ 3551).

The need for specialized professional services is driven by three primary factors:

(1) The statutes have deadlines that are compressed and interlocking: certain regulations are due within one (1) year of the Effective Date of SS1 for SB 16, the SCRC certification application is due six months after those regulations are promulgated, and the interim authorization timeframe for entities to issue a payment stablecoin may be as early as 120 days after the final regulations are published.

(2) The supervisory subject matter is highly specialized and entails knowledge and expertise in the areas of reserve composition and attestation, digital asset custody controls, blockchain transaction tracking de-pegging, and redemption-run dynamics.

This core knowledge base is crucial to OSBC’s regulatory oversight responsibilities;

however, because of the newly enacted 2026 Title 5 Legislation, these areas are not currently covered by OSBC’s examination process or manuals, and are not addressed in any current examiner training programs.

(3) OSBC’s need to examine licensees who are licensed “early” on a statutory annual cycle for any issues exceeding $1 billion in outstanding issuance before initial capability can realistically be built organically.

Through this RFP, OSBC is soliciting proposals from qualified firms (“Vendors”) with extensive experience in the areas of cryptocurrency and broader digital assets to perform professional legal or consulting services, as fully described herein in Section II, to support OSBC’s efforts in developing and implementing newly created statutory requirements, as well as establishing internal controls and processes, under the 2026 Title 5 Legislation.

The proposed schedule of events subject to the RFP is outlined below:

Public Notice Date: September 2, 2026

Deadline for Questions Date: September 14, 2026

Response to Questions Posted by: Date: September 18, 2026

Deadline for Receipt of Proposals Date: September 30, 2026 at 1:00 PM (EDT)

Estimated Notification of Award Date: October 9, 2026

Each proposal must be accompanied by a transmittal letter which briefly summarizes the proposing firm’s interest in providing the required professional services. The transmittal letter must also clearly state and justify any exceptions to the requirements of the RFP which the applicant may have taken in presenting the proposal. (Applicant exceptions must also be recorded on Attachment 2).

The State of Delaware reserves the right to deny any and all exceptions taken to the RFP requirements.

A mandatory pre-bid meeting has not been established for this Request for Proposal.

II. Scope of Services

OSBC seeks a Vendor to provide legal or consulting services covering the following six areas: (1) rulemaking - drafting and promulgation of implementing regulations; (2) supervisory program development - development of examination manuals, work programs, and supervisory policies for payment stablecoin issuers and digital asset custody; (3) examiner and staff training – develop training materials and deliver training to OSBC examiners; (4) licensing operations - develop licensing, reporting, enforcement, and resolution policies and programs; and provide examination staff augmentation for early licensees; and (5) SCRC certification - strategic analysis and advisory services, including support for OSBC’s SCRC certification application.; and (6) strategic analysis and advisory support – regulatory benchmarking, market landscape analysis, and stakeholder mapping.

Vendor’s role will be strictly advisory and technical, with OSBC retaining all regulatory decision-making authority.

OSBC intends to award a single contract structured as a base agreement with task orders corresponding to these six tasks (Tasks 1 through 6) set forth in Appendix A, which is attached hereto and incorporated herein by reference. OSBC may issue, defer, re-scope, or decline task orders at its discretion, including to reflect the content and timing of final federal regulations implementing the GENIUS Act. Compensation is anticipated on a time-and-materials basis (i.e., hourly rates) with not-to-exceed ceilings per task order; respondents may propose fixed-fee alternatives for defined deliverables.

III. Required Information The following information shall be provided in each proposal in the order listed below. Failure to respond to any request for information within this proposal may result in rejection of the proposal at the sole discretion of the OSBC.

A. Minimum Requirements

1. Provide Delaware license(s) and/or certification(s) necessary to perform services as identified in the scope of work.

Prior to the execution of an award document, the successful Vendor shall either furnish OSBC with proof of State of Delaware Business Licensure or initiate the process of application where required.

2. Vendor shall provide responses to this RFP scope of work and clearly identify capabilities as presented in the General Evaluation Requirements below.

3. Complete all appropriate attachments and forms as identified within this RFP.

4. Proof of insurance and amount of insurance shall be furnished to the Agency prior to the start of the contract period and shall be no less than as identified in this RFP at Section V.G.8 (Insurance).

B. Additional Submission Requirements

1. Vendors shall propose a detailed work plan and schedule. OSBC’s controlling constraints are:

required regulations must be promulgated within one year of the PSA's effective date; SCRC certification application due six months after promulgation of required regulations; and licensing beginning as early as 120 days after promulgation. OSBC expects Tasks 1 and 5 (SCRC certification; rulemaking), Tasks 2, 3, and 4 (supervisory program development; operations) and Task 6 (benchmarking) to begin immediately upon award, with the remainder of Task 3 (examiner training manuals and in-person examiner training) to be delivered before the first examinations, and the remainder of Task 4 (examiner augmentation) to be available upon licensing of the first licensees.

All written deliverables shall become the property of OSBC and shall be delivered in editable native formats.

2. Bidders should demonstrate all of the following additional minimum requirements (and any bidder not demonstrating each minimum qualification may be rejected without further evaluation:

• A proposed team with demonstrated understanding of insured banks, trust banks and trust companies, and uninsured financial institutions, and extensive knowledge of federal and state banking laws.

• Extensive experience with, and considerable knowledge of, compliance and operations relating to digital assets and stablecoins, and related supervisory and regulatory processes, including reserve management, custody, AML/sanctions compliance, and blockchain analytics.

• Experience advising regulatory agencies and regulated financial institutions on the topics described in the Scope of Work, including development of examination programs or supervisory manuals for a state or federal financial regulator.

• Key persons with a minimum of six (6) years of experience in the areas described above. Respondents shall provide documentation sufficient to verify qualifications, including any applicable licenses and descriptions of relevant prior engagements, and shall make such documentation available for verification upon request.

3. Conflict of Interest; confidentiality - Because qualified Vendors may also advise prospective applicants for licenses under Title 5, each bidder shall:

• Disclose all current and reasonably anticipated engagements within the past twenty-four (24) months, with any person the respondent knows or reasonably should know is a prospective applicant for a license, registration, or charter from OSBC, or an affiliate of such a person, including engagements relating to the GENIUS Act or any state digital asset framework.

• Describe the information barriers, staffing separation, and screening procedures it will maintain between work for OSBC and work for regulated or prospective-applicant clients.

• Agree that, during the contract term, it will not accept a new engagement that presents a conflict with its work for OSBC without prior written consent of OSBC, and that personnel assigned under Task 4 will not perform services for any institution they examined for a period of twelve (12) months following the examination.

All non-public information obtained in performance of the contract, including confidential supervisory information, examination reports and workpapers, and applicant information, is and shall remain confidential. Upon execution of the professional services contract, Vendor and all assigned personnel shall execute confidentiality agreements in a form approved by OSBC and shall comply with the terms thereof and with the confidentiality provisions of Title 5 and any information-sharing agreements entered under 5 Del. C. §§ 3552(e) and 3567(a).

Deliverables containing confidential supervisory information may not be reused, cited, or disclosed in any other engagement or in any other manner.

4. Proposal Content Requirements – Proposals shall include the following, in the order listed below:

• Transmittal letter signed by a person authorized to bind the respondent.

• Technical approach: methodology and work plan for each task, including a proposed schedule keyed to the statutory deadlines in the PSA and the GENUIS Act, and an approach to rescoping federal-alignment deliverables following finalization of federal regulations.

• Staffing plan: key persons, roles, resumes, allocation percentages, and location;

identification of any subcontractors and their roles.

• Qualifications and references: demonstration of each minimum qualification set forth in Section III.B.2 of this RFP; at least [three] references from engagements of similar scope, including at least [one] government or regulatory agency client.

• Sample work product (may be redacted): e.g., an examination module, training module, or regulatory benchmarking analysis relevant to the Scope of Work.

• Conflicts and confidentiality disclosures and protocols (see Section III.B.3 of this

RFP).

• Cost proposal submitted separately: fully loaded hourly rates by labor category, any proposed fixed fees by deliverable, estimated hours by task, and expense policy.

• Required forms, licenses, and certifications: State standard certifications, including non-collusion, Delaware business license or commitment to obtain, W-9, etc.

C. General Evaluation Requirements

1. Experience, expertise, and reputation

2. Capacity to provide requested services

3. Sample work product and references / Demonstrated ability to perform services

4. Management of actual or potential conflicts of interest and confidentiality

5. Pricing / Cost

6. Location / Proximity

IV. Professional Services RFP Administrative Information A. RFP Issuance

1. Public Notice

Public notice has been provided in accordance with 29 Del. C. § 6981.

2. Obtaining Copies of the RFP This RFP is available in electronic form through the State of Delaware Procurement website at https://bids.delaware.gov/. Paper copies of this RFP will not be provided to OSBC or otherwise available unless printed from this website.

3. Assistance to Vendors with a Disability

Vendors with a disability may receive accommodation regarding the means of communicating this RFP or participating in the procurement process. For more information, contact the Designated Contact no later than ten days prior to the deadline for receipt of proposals.

4. RFP Designated Contact All requests, questions, or other communications about this RFP shall be made in writing to OSBC. Address all communications to the person listed below; communications made to other State of Delaware personnel or attempting to ask questions by phone or in person will not be allowed or recognized as valid and may disqualify Vendor. Vendors should rely only on written statements issued by the RFP designated contact.

State of Delaware, Office of the State Bank Commissioner Senior Deputy Bank Commissioner Christopher L. Hall 1110 Forrest Avenue Dover, Delaware 19904 bankcommissioner@delaware.gov

To ensure that written requests are received and answered in a timely manner, electronic mail (e-mail) correspondence is acceptable, but other forms of delivery, such as postal and courier services, can also be used.

5. Consultants and Legal Counsel OSBC may retain consultants or legal counsel to assist in the review and evaluation of this RFP and Vendors’ proposals. Bidders shall not contact the OSBC’s consultant or legal counsel on any matter related to the RFP.

6. Contact with State Employees Direct contact with State of Delaware employees other than the State of Delaware Designated Contact regarding this RFP is expressly prohibited without prior consent.

Vendors directly contacting State of Delaware employees risk elimination of their proposal from further consideration. Exceptions exist only for organizations currently doing business in the State who require contact in the normal course of doing that business.

7. Organizations Ineligible to Bid Any individual, business, organization, corporation, consortium, partnership, joint venture, or any other entity including subcontractors currently debarred or suspended is ineligible to bid.

Any entity ineligible to conduct business in the State of Delaware for any reason is ineligible to respond to the RFP.

8. Exclusions The Proposal Evaluation Team reserves the right to refuse to consider any proposal from a Vendor who:

a. Has been convicted of commission of a criminal offense as an incident to obtaining or attempting to obtain a public or private contract or subcontract, or in the performance of the contract or subcontract:

b. Has been convicted under State or Federal statutes of embezzlement, theft, forgery, bribery, falsification or destruction of records, receiving stolen property, or other offense indicating a lack of business integrity or business honesty that currently and seriously affects responsibility as a State contractor:

c. Has been convicted or has had a civil judgment entered for a violation under State or Federal antitrust statutes:

d. Has violated contract provisions such as;

1) Known failure without good cause to perform in accordance with the specifications or within the time limit provided in the contract; or

2) Failure to perform or unsatisfactory performance in accordance with terms of one or more contracts;

e. Has violated ethical standards set out in law or regulation; and

f. Any other cause included in the laws or regulations of the State of Delaware determined to be serious and compelling as to affect responsibility as a State contractor, including suspension or debarment by another governmental entity for a cause listed in the regulations.

B. RFP Submissions

1. Acknowledgement of Understanding of Terms By submitting a bid, each Vendor shall be deemed to acknowledge that it has carefully read all sections of this RFP, including all forms, schedules and exhibits hereto, and has fully informed itself as to all existing conditions, requirements, and specifications.

2. Proposal Submission Requirements and Format Proposals are to be submitted in paper format. Each Proposal must be submitted with four (4) paper copies. One paper copy shall be marked “Master Copy” and shall contain original signatures in all locations requiring a Vendor signature. An electronic copy of the complete submission, on USB, must be included with the paper submission.

Bidders shall submit their Proposal in the format specified above. Failure to submit a Proposal in the required format or through the required submission method may result in the Proposal being deemed non-responsive. OSBC reserves the right to reject any non-responsive or non-conforming proposals.

All Proposals must be sent/submitted/delivered to OSBC and received no later than 1:00 PM (EDT) on September 30, 2026 (as set forth in Section I of this RFP).

Proposals may be delivered by Express Delivery (e.g., FedEx, UPS, etc.), US First Class Mail, or by hand to:

Office of the Delaware State Bank Commissioner Attention: Christopher L. Hall, Senior Deputy Bank Commissioner 1110 Forrest Avenue Dover, DE 19904

Response submitted electronically (i.e., email or via facsimile transmission, or received after the Proposal Due Date and Time will not be accepted. The proposing Vendor bears all risk of delays in delivery, regardless of delivery method.

Vendors are directed to clearly print “BID ENCLOSED” and “CONTRACT NO. STA263186- PROSVCS” on the outside of the bid submission package.

Upon receipt of vendor Proposal, each Vendor shall be presumed to be thoroughly familiar with all specifications and requirements of this RFP. The failure or omission to examine any form, instrument or document shall in no way relieve vendors from any obligation in respect to this

RFP.

3. Proposal Modifications Any changes, amendments or modifications to a proposal must be made in writing, submitted in the same manner as the original response and conspicuously labeled as a change, amendment, or modification to a previously submitted proposal. Changes, amendments, or modifications to proposals shall not be accepted or considered after the hour and date specified as the deadline for submission of proposals in Section I of this RFP

4. Proposal Costs and Expenses Neither the State of Delaware nor OSBC will not pay any costs incurred by any Vendor associated with any aspect of responding to this RFP, including proposal preparation, printing or delivery, attendance at Vendor’s conference, system demonstrations or negotiation process.

5. Proposal Expiration Date Prices quoted in the proposal shall remain fixed and binding on the bidder at least through June 30, 2027. OSBC reserves the right to ask for an extension of time if needed.

6. Late Proposals Proposals received after the specified date and time set forth in Section I of this RFP will not be accepted or considered. To guard against premature opening, sealed proposals shall be submitted, plainly marked with the proposal title, vendor name, and time and date of the proposal opening. Evaluation of the proposals is expected to begin shortly after the proposal due date. To document compliance with the deadline, the proposal will be date and time stamped upon receipt.

7. Proposal Opening OSBC will not conduct a public opening of Proposals, which will be opened only in the presence of OSBC personnel. OSBC will maintain a public log of the names of all Vendors that submitted proposals. Unless required by applicable law, the contents of any proposal shall not be disclosed prior to contract award, in accordance with 29 Del. C. § 10001, et seq.

(“FOIA”).

8. Non-Conforming Proposals

Non-conforming proposals will not be considered. Non-conforming proposals are defined as those that do not meet the requirements of this RFP. The determination of whether an RFP requirement is substantive, or a mere formality shall reside solely within OSBC and the State of Delaware.

9. Concise Proposals OSBC discourages overly lengthy and costly proposals. It is the desire that proposals be prepared in a straightforward and concise manner. Unnecessarily elaborate brochures or other promotional materials beyond those sufficient to present a complete and effective proposal are not desired. OSBC’s interest is in the quality and responsiveness of the proposal.

10. Realistic Proposals It is the expectation of OSBC that vendors can fully satisfy the obligations of the proposal in the manner and timeframe defined within the proposal. Proposals must be realistic and must represent the best estimate of time, materials and other costs including the impact of inflation and any economic or other factors that are reasonably predictable.

OSBC shall bear no responsibility or increase obligation for a vendor’s failure to accurately estimate the costs or resources required to meet the obligations defined in the proposal.

11. Confidentiality of Documents The State of Delaware and its constituent agencies are required to comply with the State of Delaware Freedom of Information Act, 29 Del. C. § 10001, et seq. (“FOIA”). FOIA requires that the State of Delaware’s records are public records (unless otherwise declared by FOIA or other law to be exempt from disclosure) and are subject to inspection and copying by any person upon a written request. All proposals are subject to FOIA’s public disclosure obligations.

The State of Delaware wishes to create a business-friendly environment and procurement process. As such, the State respects the vendor community’s desire to protect its intellectual property, trade secrets, and confidential business information (collectively referred to herein as “confidential business information”). Proposals must contain sufficient information to be evaluated. If a vendor feels that they cannot submit their proposal without including confidential business information, they must adhere to the following procedure, or their proposal may be deemed unresponsive, may not be recommended for selection, and any applicable protection for the vendor’s confidential business information may be lost.

In order to allow OSBC to assess its ability to protect a vendor’s confidential business information, Vendors will be permitted to designate appropriate portions of their proposal as confidential business information.

Vendor(s) may submit portions of a proposal considered to be confidential business information in a separate, sealed envelope labeled “Confidential Business Information” and include the specific RFP number. The envelope must contain a letter from the Vendor’s legal counsel describing the documents in the envelope, representing in good faith that the information in each document is not “public record” as defined by 29 Del. C. § 10002, and briefly stating the reasons that each document meets the said definitions.

Upon receipt of a proposal accompanied by such a separate, sealed envelope, OSBC will open the envelope to determine whether the procedure described above has been followed.

A vendor’s allegation as to its confidential business information shall not be binding on the State. OSBC shall independently determine the validity of any vendor designation as set forth in this section. Any vendor submitting a proposal or using the procedures discussed herein expressly accepts the State’s absolute right and duty to independently assess the legal and factual validity of any information designated as confidential business information.

Accordingly, vendor(s) assume the risk that confidential business information included in a proposal may enter the public domain.

12. Discrepancies and Omissions Vendor is fully responsible for the completeness and accuracy of their proposal, and for examining this RFP and all addenda. Failure to do so will be at the sole risk of vendor. Should vendor find discrepancies, omissions, unclear or ambiguous intent or meaning, or should any questions arise concerning this RFP, vendor shall notify the State of Delaware’s Designated Contact, in writing, of such findings at least ten (10) days before the proposal submission deadline. This will allow issuance of any necessary addenda. It will also help prevent the opening of a defective proposal and exposure of vendor’s proposal upon which award could not be made. All unresolved issues should be addressed in the proposal.

Protests based on any omission or error, or on the content of this RPF will be disallowed if these faults have not been brought to the attention of the Designated Contact, in writing, at least ten (10) calendar days prior to the time set for submission of proposals.

a. RFP Question and Answer Process OSBC will allow written requests for clarification of the RFP. All questions shall be received no later than September 14, 2026. All questions will be consolidated into a single set of responses and posted on the State’s website at bids.delaware.gov no later than September 18, 2026. Vendor names will be removed from questions in the responses released. Questions should be submitted in the following format.

Deviations from this format will not be accepted.

• Section number

• Paragraph number

• Page number

• Text of passage being questioned

Questions not submitted electronically shall be accompanied by a USB drive and questions shall be formatted in Microsoft Word.

13. State’s Right to Reject Proposals

OSBC and the State of Delaware reserve the right to accept or reject any or all proposals or any part of any proposal, to waive defects, technicalities or any specifications (whether they be in OSBC’s specifications or vendor’s response), to sit and act as sole judge of the merit and qualifications of each product offered, or to solicit new proposals on the same project or on a modified project which may include portions of the originally proposed project as the OSBC or the State of Delaware may deem necessary in the best interest of OSBC and the State of Delaware.

14. State’s Right to Cancel Solicitation OSBC and the State of Delaware reserves the right to cancel this solicitation at any time during the procurement process, for any reason or for no reason. Neither OSBC nor the State of Delaware makes no commitments expressed or implied, that this process will result in a business transaction with any vendor.

This RFP does not constitute an offer by OSBC or the State of Delaware. Vendor’s participation in this process may result in the OSBC selecting your organization to engage in further discussions and negotiations toward execution of a contract. The commencement of such negotiations does not, however, signify a commitment by the State of Delaware or OSBC to execute a contract nor to continue negotiations. OSBC or the State of Delaware may terminate negotiations at any time and for any reason, or for no reason.

15. State’s Right to Award Multiple Source Contracting Pursuant to 29 Del. C. § 6986, the State of Delaware may award a contract for a particular professional service to two or more vendors if the Delaware State Bank Commissioner makes a determination that such an award is in the best interest of OSBC and the State of Delaware.

16. Potential Contract Overlap Vendors are advised that the State of Delaware, at its sole discretion, shall retain the right to solicit for goods and/or services as required by its agencies and as it serves the best interest of the State. As needs are identified, there may exist instances where contract deliverables, and/or goods or services to be solicited and subsequently awarded, overlap previous awards.

OSBC reserves the right to reject any or all bids in whole or in part, to make partial awards, to award to multiple vendors during the same period, to award by types, on a zone-by-zone basis or on an item-by-item or lump sum basis item by item, or lump sum total, whichever may be most advantageous to OSBC and the State of Delaware.

17. Supplemental Solicitation The State reserves the right to advertise a supplemental solicitation during the term of the Agreement if deemed in the best interest of the State.

18. Notification of Withdrawal of Proposal Vendor may modify or withdraw its proposal by written request, provided that both proposal and request is received by the State of Delaware prior to the proposal due date. Proposals may be re-submitted in accordance with the proposal due date in order to be considered further.

Proposals become the property of the State of Delaware at the proposal submission deadline.

All proposals received are considered firm offers at that time.

19. Revisions to the RFP If it becomes necessary to revise any part of the RFP, an addendum will be posted on the State of Delaware’s website at bids.delaware.gov. Neither the State of Delaware nor OSBC is bound by any statement related to this RFP made by any State of Delaware employee, contractor or its agents.

20. Exceptions to the RFP Any exceptions to the RFP, or the State of Delaware’s terms and conditions, must be recorded on Attachment 2. Acceptance of exceptions is within the sole discretion of the evaluation committee.

21. Business References Provide at least three (3) business references consisting of current or previous customers of similar scope and value using Attachment 4. Include business name, mailing address, contact name and phone number, number of years doing business with, and type of work performed.

Personal references cannot be considered.

22. Award of Contract The final award of a contract is subject to approval by OSBC. OSBC has the sole right to select the successful vendor(s) for award, to reject any proposal as unsatisfactory or non-responsive, to award a contract to other than the lowest priced proposal, to award multiple contracts, or not to award a contract, as a result of this RFP.

Notice in writing to a vendor of the acceptance of its proposal by OSBC and the subsequent full execution of a written contract will constitute a contract, and no vendor will acquire any legal or equitable rights or privileges until the occurrence of both such events.

a. RFP Award Notifications

After reviews of the evaluation committee report and its recommendation, and once the contract terms and conditions have been finalized, OSBC will award the contract.

The contract shall be awarded to the vendor whose proposal is most advantageous, taking into consideration the evaluation factors set forth in this RFP.

It should be explicitly noted that OSBC is not obligated to award the contract to the Vendor who submits the lowest bid or the Vendor who receives the highest total point score, rather the contract will be awarded to the vendor whose proposal is the most advantageous to the State of Delaware. The award is subject to the appropriate State of Delaware approvals.

After a final selection is made, the winning vendor will be invited to negotiate a contract with OSBC; remaining vendors will be notified in writing of their selection status.

23. Cooperatives Vendors, who have been awarded similar contracts through a competitive bidding process with a cooperative, are welcome to submit the cooperative pricing for this solicitation. State of Delaware terms will take precedence.

C. RFP Evaluation Process

An evaluation team composed of representatives of the State of Delaware will evaluate proposals on a variety of quantitative criteria. Neither the lowest price nor highest scoring proposal will necessarily be selected.

OSBC reserves full discretion to determine the competence and responsibility, professionally and/or financially, of Vendors. Vendors are to provide in a timely manner any and all information that OSBC may deem necessary to make a decision.

1. Proposal Evaluation Team

The Proposal Evaluation Team shall be comprised of representatives of the State of Delaware. The Team shall determine which Vendors meet the minimum requirements pursuant to selection criteria of the RFP and procedures established in 29 Del. C. §§ 6981 and 6982. Professional services for this solicitation are considered under 29 Del. C. § 6982(b).

The Team may negotiate with one or more Vendors during the same period and may, at its discretion, terminate negotiations with any or all Vendors. The Team shall make a recommendation regarding the award to the State Bank Commissioner, who shall have final authority, subject to the provisions of this RFP and 29 Del. C. § 6982(b), to award a contract to the successful vendor in the best interests of OSBC and the State of Delaware.

2. Proposal Selection Criteria The Proposal Evaluation Team shall assign up to the maximum number of points for each Evaluation Item to each of the proposing vendor’s proposals. All assignments of points shall be at the sole discretion of the Proposal Evaluation Team.

The proposals shall contain the essential information on which the award decision shall be made. The information required to be submitted in response to this RFP has been determined by the State of Delaware to be essential for use by the Team in the bid evaluation and award process. Therefore, all instructions contained in this RFP shall be met in order to qualify as a responsive and responsible contractor and participate in the Proposal Evaluation Team’s consideration for award. Proposals which do not meet or comply with the instructions of this RFP may be considered non-conforming and deemed non-responsive and subject to disqualification at the sole discretion of the Team.

The Team reserves the right to:

• Select for contract or for negotiations a proposal other than that with lowest costs.

• Reject any and all proposals or portions of proposals received in response to this RFP or to make no award or issue a new RFP.

• Waive or modify any information, irregularity, or inconsistency in proposals received.

• Request modification to proposals from any or all vendors during the contract review and negotiation.

• Negotiate any aspect of the proposal with any vendor and negotiate with more than one vendor at the same time.

Criteria Weight All proposals shall be evaluated using the same criteria and scoring process. The following criteria shall be used by the Evaluation Team to evaluate proposals:

Vendor’s (employees/staff members) experience, expertise, and reputation:

• Length of time in business and in the subject matter areas of financial services, financial regulation, cryptocurrency, and digital assets.

• Experience and expertise in the area of financial intuitions.

• Experience and expertise in the area of cryptocurrency, including stablecoin.

• Experience and expertise in drafting and interpreting statutes and regulations.

• Experience and expertise advising or counselling financial institutions.

• Experience and expertise advising or counselling financial services regulators (State and/or Federal)

30%

Vendor’s capacity to provide the requested professional services

• Size

• Staffing

• Financial condition

• Use of technology and technological capacity and capabilities

• Technical approach and understanding of statutory framework and deadlines

25%

Quality of Vendor’s sample work product and references (Vendor’s demonstrated ability to perform requested services)

15%

Vendor’s proposed management of actual or potential conflicts of interest and confidentiality

10%

Vendor’s pricing / cost 15%

Vendor’s location / proximity 5%

Total 100%

Vendors are encouraged to review the evaluation criteria and to provide a response that addresses each of the scored items. Evaluators will not be able to make assumptions about a Vendor’s capabilities so the responding Vendor should be detailed in their proposal responses. Evaluators may conduct interviews from bidders as part of the evaluation process

3. Proposal Clarification The Evaluation Team may contact any Vendor in order to clarify uncertainties or eliminate confusion concerning the contents of a proposal. Proposals may not be modified as a result of any such clarification request.

4. References The Evaluation Team may contact any customer of the Vendor, whether or not included in the Vendor’s reference list, and use such information in the evaluation process. Additionally, the State of Delaware may choose to visit existing installations of comparable systems, which may or may not include Vendor personnel. If the Vendor is involved in such site visits, the State of Delaware will pay travel costs only for State of Delaware personnel for these visits.

5. Oral Presentations After initial scoring and a determination that Vendor(s) are qualified to perform the required services, certain Vendors may be invited to make oral presentations to the Evaluation Team.

All vendor(s) selected will be given an opportunity to present to the Evaluation Team.

The selected Vendors will have their presentations scored or ranked based on their ability to successfully meet the needs of the contract requirements, successfully demonstrate their product and/or service, and respond to questions about the solution capabilities.

The Vendor representative(s) attending the oral presentation shall be technically qualified to respond to questions related to the proposed system and its components. All of the Vendor's costs associated with participation in oral discussions and system demonstrations conducted for the State of Delaware are the Vendor’s responsibility.

V. Contract Terms and Conditions A. Contract Use by Other Agencies

In accordance with 29 Del. C. § 6904(e), if no state contract exists for a certain good or service, covered agencies may procure that certain good or service under another agency's contract so long as the arrangement is agreeable to all parties. Agencies, other than covered agencies, may also procure such goods or services under another agency's contract when the arrangement is agreeable to all parties.

B. Cooperative Use of Award

As a publicly competed contract awarded in compliance with Chapter 69 of Titel 29 of the Delaware Code, this contract is available for use by other states and/or governmental entities through a participating addendum. Interested parties should contact the State Contract Procurement Officer identified in the contract for instruction. Final approval for permitting participation in this contract resides with the Director of Government Support Services and in no way places any obligation upon the awarded Vendor(s).

C. General Information

1. The contract period is for one (1) year, with three (3) optional extensions, to be exercised at OSBC’s sole discretion, for a period of one (1) year for each extension, subject to the satisfactory negotiation of terms (including a cost acceptable to both OSBC and the Selected Vendor) and the annual availability of an appropriation by the General Assembly. OSBC is under no express or implied obligation, legal or otherwise, to extend the Contract.

2. The selected Vendor will be required to enter into a written agreement with OSBC. OSBC reserves the right to incorporate standard State contractual provisions into any contract negotiated as a result of a proposal submitted in response to this RFP. Any proposed modifications to the terms and conditions of the standard contract are subject to review and approval by the OSBC. Vendors will be required to sign the contract for all services and may be required to sign additional agreements.

3. The selected Vendor or Vendors will be expected to enter negotiations with OSBC, which will result in a formal contract between parties. Procurement will be in accordance with subsequent contracted agreement. This RFP and the selected Vendor’s response to this RFP will be incorporated as part of any formal contract.

4. The successful Vendor shall promptly execute a contract incorporating the terms of this RFP within twenty (20) days after award of the contract. No Vendor is to begin any service prior to receipt of a State of Delaware purchase order signed by two authorized representatives of the agency requesting service, properly processed through the State of Delaware Accounting Office and the Department of Finance. The purchase order shall serve as the authorization to proceed in accordance with the bid specifications and the special instructions, once it is received by the successful Vendor.

5. If the Vendor to whom the award is made fails to enter into the agreement as herein provided, the award will be annulled, and an award may be made to another Vendor. Such Vendor shall fulfill every stipulation embraced herein as if they were the party to whom the first award was made.

6. OSBC reserves the right to extend this contract on a month-to-month basis for a period of up to three months after the term of the full contract has been completed.

7. Vendors are not restricted from offering lower pricing at any time during the contract term.

D. Collusion or Fraud Any evidence of agreement or collusion among Vendor(s) and prospective Vendor(s) acting to illegally restrain freedom from competition by agreement to offer a fixed price, or otherwise, will render the offers of such Vendor(s) void.

By responding, Vendor shall be deemed to have represented and warranted that its proposal is not made in connection with any competing vendor submitting a separate response to this RFP, and is in all respects fair and without collusion or fraud; that the vendor did not participate in the RFP development process and had no knowledge of the specific contents of the RFP prior to its issuance; and that no employee or official of the State of Delaware participated directly or indirectly in the vendor’s proposal preparation.

Advance knowledge of information which gives any particular vendor advantages over any other interested Vendor(s), in advance of the opening of proposals, whether in response to advertising or an employee or representative thereof, will potentially void that particular proposal.

E. Lobbying and Gratuities Lobbying or providing gratuities shall be strictly prohibited. Vendors found to be lobbying, providing gratuities to, or in any way attempting to influence a State of Delaware employee or agent of the State of Delaware concerning this RFP or the award of a contract resulting from this RFP shall have their proposal immediately rejected and shall be barred from further participation in this RFP.

The selected Vendor will warrant that no person or selling agency has been employed or retained to solicit or secure a contract resulting from this RFP upon agreement or understanding for a commission, or a percentage, brokerage or contingent fee. For breach or violation of this warranty, the State of Delaware shall have the right to annul any contract resulting from this RFP without liability or at its discretion deduct from the contract price or otherwise recover the full amount of such commission, percentage, brokerage or contingent fee.

All contact with State of Delaware employees, contractors or agents of the State of Delaware concerning this RFP shall be conducted in strict accordance with the manner, forum and conditions set forth in this RFP.

F. Solicitation of State Employees Until contract award, Vendors shall not, directly or indirectly, solicit any employee of the State of Delaware to leave the State of Delaware’s employ in order to accept employment with the vendor, its affiliates, actual or prospective contractors, or any person acting in concert with Vendor, without prior written approval of the State of Delaware’s contracting officer. Solicitation of State of Delaware employees by a Vendor may result in rejection of the vendor’s proposal.

This paragraph does not prevent the employment by a vendor of a State of Delaware employee who has initiated contact with the Vendor. However, State of Delaware employees may be legally prohibited from accepting employment with the contractor or subcontractor under certain circumstances. Vendors may not knowingly employ a person who cannot legally accept employment under state or federal law. If a vendor discovers that they have done so, they must terminate that employment immediately.

G. General Contract Terms

1. Independent Contractors

The parties to the contract shall be independent contractors to one another, and nothing herein shall be deemed to cause this agreement to create an agency, partnership, joint venture or employment relationship between parties. Each party shall be responsible for compliance with all applicable workers compensation, unemployment, disability insurance, social security withholding and all other similar matters. Neither party shall be liable for any debts, accounts, obligations or other liability whatsoever of the other party or any other obligation of the other party to pay on the behalf of its employees or to withhold from any compensation paid to such employees any social benefits, workers compensation insurance premiums or any income or other similar taxes.

It may be at the State of Delaware’s discretion as to the location of work for the contractual support personnel during the project period. The State of Delaware may provide working space and sufficient supplies and material to augment the Vendor’s services.

2. Temporary Personnel are Not State Employees Unless and Until They are Hired

Vendor agrees that any individual or group of temporary staff person(s) provided to the State of Delaware pursuant to this Solicitation shall remain the employee(s) of Vendor for all purposes including any required compliance with the Affordable Care Act by the Vendor.

Vendor agrees that it shall not allege, argue, or take any position that individual temporary staff person(s) provided to the State pursuant to this Solicitation must be provided any benefits, including any healthcare benefits by the State of Delaware and Vendor agrees to assume the total and complete responsibility for the provision of any healthcare benefits required by the Affordable Care Act to aforesaid individual temporary staff person(s). In the event that the Internal Revenue Service, or any other third party governmental entity determines that the State of Delaware is a dual employer or the sole employer of any individual temporary staff person(s) provided to the State of Delaware pursuant to this Solicitation, Vendor agrees to hold harmless, indemnify, and defend the State to the maximum extent of any liability to the State arising out of such determinations.

Notwithstanding the content of the preceding paragraph, should the State of Delaware subsequently directly hire any individual temporary staff employee(s) provided pursuant to this Solicitation, the aforementioned obligations to hold harmless,…