REQUEST FOR PROPOSALS

FOR

IT STAFF AUGMENTATION SERVICES

ISSUING OFFICE

OFFICE OF ADMINISTRATION

RFP NUMBER

6100030999

DATE OF ISSUANCE

SEPTEMBER 15, 2014

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REQUEST FOR PROPOSALS

FOR

IT STAFF AUGMENTATION SERVICES

TABLE OF CONTENTS

CALENDAR OF EVENTS PAGE 3

PART I - GENERAL INFORMATION PAGE 5

PART II - PROPOSAL REQUIREMENTS

PAGE Error:

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foundPART III - CRITERIA FOR SELECTION PAGE 28

PART IV - WORK STATEMENT

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found

APPENDIX A, IT CONTRACT TERMS AND CONDITIONS

APPENDIX B, PROPOSAL COVER SHEET

APPENDIX C, COST MATRIX

APPENDIX D, DOMESTIC WORKFORCE UTILIZATION CERTIFICATION

APPENDIX E, TRADE SECRET/CONFIDENTIAL PROPRIETARY INFORMATION NOTICE

APPENDIX F, PROJECT REFERENCES

APPENDIX G, COSTARS PROGRAM ELECTION FORM

APPENDIX H, JOB TITLES AND SKILL CATEGORIES

APPENDIX I, SERVICE LEVEL AGREEMENTS

APPENDIX J, RIGHT TO REPRESENT ACKNOWLEDGEMENT

APPENDIX K, PERSONNEL EXPERIENCE BY KEY POSITION

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APPENDIX L, QUESTION TEMPLATE

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CALENDAR OF EVENTS

The Commonwealth will make every effort to adhere to the following schedule:

Activity Responsibility DateDeadline to submit questions via email to RA-OITPurchases@state.pa.us with the subject line "RFP 6100030999 Question".

Potential Offerors September 26, 2014

Answers to potential Offeror questions posted to the DGS website (http://www.dgsweb.state.pa.us/RTA/Search.aspx) no later than this date.

Issuing Office October 1, 2014

Please monitor the DGS website for all communications regarding the RFP.

Potential Offerors On-going

Sealed proposals must be received by the Issuing Office at:

Attn: Joseph M. MillovichBureau of IT Procurementc/o Commonwealth Mail Processing Center2 Technology Park (rear)Attn: IT Procurement, 506 FinanceHarrisburg, PA 17110

Proposals must be time and date stamped by the facility receiving the proposal. Proposals may only be hand delivered between 6:15 a.m. and 2:15 p.m., Monday through Friday, excluding Commonwealth holidays.

Offerors October 30, 20141:00 p.m.

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PART I

GENERAL INFORMATION

I-1.Purpose:This request for proposals ("RFP") provides to those interested in submitting proposals ("Offerors") sufficient information to enable them to prepare and submit proposals for the Office of Administration’s consideration on behalf of the Commonwealth of Pennsylvania ("Commonwealth") to satisfy a need for IT staff augmentation services ("Project").

I-2.Issuing Office:The Office of Administration ("Issuing Office") has issued the RFP on behalf of the Commonwealth. The sole point of contact in the Commonwealth for the RFP shall be Joseph M. Millovich (RA-OITPurchases@state.pa.us), 613 North St., Finance Building – Rm. 506, Harrisburg, PA 17120, the Issuing Officer for the RFP. Please refer all inquiries to the Issuing Officer.

I-3.Scope:The RFP contains instructions governing the requested proposals, including the requirements for the information and material to be included, a description of the services to be provided, requirements which Offerors must meet to be eligible for consideration, general evaluation criteria and other requirements specific to the RFP.

I-4.Problem Statement:The Commonwealth has a need to procure IT staff augmentation services from a managed service provider ("MSP"). For purposes of this RFP, a MSP is defined as a prime contractor which utilizes multiple subcontractors to provide staffing resources. The result of the RFP will be a single award made to an Offeror whose proposal is determined to be the most advantageous to the Commonwealth. The Commonwealth intends to utilize the selected Offeror’s resources, subcontractors, and vendor management system ("VMS") to meet the Commonwealth’s needs for IT staff augmentation services. Additional detail is provided in Part IV of the RFP.

I-5.Type of Contract:It is proposed that if the Issuing Office enters into an agreement as a result of the RFP ("Contract"), it will be a firm, fixed price Contract containing the terms and conditions as shown in Appendix A, IT Contract Terms and Conditions. The Issuing Office, in its sole discretion, may undertake negotiations with Offerors whose proposals, in the judgment of the Issuing Office, show them to be qualified, responsible and capable of performing the Project.

I-6.Rejection of Proposals:The Issuing Office reserves the right, in its sole and complete discretion, to reject any proposal received as a result of the RFP.

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I-7.Incurring Costs:The Issuing Office is not liable for any costs the Offeror incurs in preparation and submittal of its proposal, in participating in the RFP process or in anticipation of award of the Contract.

I-8. Questions and Answers:If an Offeror has any questions regarding the RFP, the Offeror must submit the questions via email (with the subject line: "RFP 6100030999 Question") to the Issuing Officer named in Part I, Section I-2., of the RFP utilizing Appendix L, Question Template. Questions must be submitted via email no later than the date indicated on the Calendar of Events. The Offeror shall not attempt to contact the Issuing Officer by any other means. The Issuing Officer shall post the answers to the questions on the DGS website by the date stated on the Calendar of Events. An Offeror who submits a question after the deadline date for receipt of questions indicated on the Calendar of Events assumes the risk that its proposal will not be responsive or competitive because the Commonwealth is not able to respond before the proposal receipt date or in sufficient time for the Offeror to prepare a responsive or competitive proposal. When submitted after the deadline date for receipt of questions indicated on the Calendar of Events, the Issuing Officer may respond to questions of an administrative nature by directing the questioning Offeror to specific provisions in the RFP. To the extent that the Issuing Office decides to respond to a non-administrative question after the deadline date for receipt of questions indicated on the Calendar of Events, the answer must be provided to all Offerors through an addendum.

All questions and responses as posted on the DGS website are considered as an addendum to, and part of, the RFP in accordance with Part I, Section I-10. Each Offeror shall be responsible to monitor the DGS website for new or revised RFP information. The Issuing Office shall not be bound by any verbal information nor shall it be bound by any written information that is not either contained within the RFP or formally issued as an addendum by the Issuing Office. The Issuing Office does not consider questions to be a protest of the specifications or of the solicitation.

I-9.Addenda to the RFP:If the Issuing Office deems it necessary to revise any part of the RFP before the proposal response date, the Issuing Office will post an addendum to the DGS website at http://www.dgsweb.state.pa.us/RTA/Search.aspx. It is the Offeror’s responsibility to periodically check the DGS website for any new information or addenda to the RFP. Answers to the questions asked during the question and answer period also will be posted to the DGS website as an addendum to the RFP.

I-10. Response Date:To be considered for selection, hard copies of proposals must arrive at the Issuing Office on or before the time and date specified in the Calendar of Events. The Issuing Office will not accept proposals via email or facsimile transmission. Offerors who send proposals by mail or other delivery service should allow sufficient delivery time to ensure timely receipt of their proposals. If, due to inclement weather, natural disaster, or any other cause, the Commonwealth office location to which proposals are to be returned is

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closed on the proposal response date, the deadline for submittal will be automatically extended until the next Commonwealth business day on which the office is open, unless the Issuing Office otherwise notifies Offerors by posting an addendum to the RFP. The hour for submittal of proposals shall remain the same. The Issuing Office will reject, unopened, any late proposals.

I-11. Proposals:To be considered, Offerors should submit a complete response to the RFP to the Issuing Office, using the format provided in Part II, providing seven (7) paper copies of the technical submittal and one (1) paper copy of the cost submittal and two (2) paper copies of the Small Diverse Business participation submittal. In addition to the paper copies of the proposal, Offerors must submit two (2) complete and exact copies of the entire proposal (technical, cost and Small Diverse Business participation submittals, along with all requested documents) on CD-ROM or flash drive in Microsoft Office or compatible format, and one (1) complete and exact copy of the entire proposal in Adobe PDF format. The electronic copies on CD-ROM or flash drive must be exact copies of the paper copy and any spreadsheets must be in Microsoft Excel. The Offerors may not lock or protect any cells or tabs. Offerors should ensure that there is no costing information in the technical submittal. Offerors should not reiterate technical information in the cost submittal. The CD-ROM or flash drive should clearly identify the Offeror and include the name and version number of the virus scanning software that was used to scan the CD-ROM or flash drive before it was submitted. The Offeror shall make no other distribution of its proposal to any other Offeror or Commonwealth official or Commonwealth consultant. Each proposal page should be numbered for ease of reference. Appendix B, Proposal Cover Sheet must be signed and returned by the Offeror; the signature contained within must be from an official authorized to bind the Offeror to its provisions. For the RFP, the proposal must remain valid until a Contract is fully executed. If the Issuing Office selects the Offeror’s proposal for award, the contents of the selected Offeror’s proposal will become, except to the extent the contents are changed through best and final offers or negotiations, contractual obligations.

Each Offeror submitting a proposal specifically waives any right to withdraw or modify it, except that the Offeror may withdraw its proposal by written notice received at the Issuing Office’s address for proposal delivery prior to the exact hour and date specified for proposal receipt. An Offeror or its authorized representative may withdraw its proposal in person prior to the exact hour and date set for proposal receipt, provided the withdrawing person provides appropriate identification and signs a receipt for the proposal. An Offeror may modify its submitted proposal prior to the exact hour and date set for proposal receipt only by submitting a new sealed proposal or sealed modification which complies with the requirements of the RFP.

I-12. Small Diverse Business Information:The Issuing Office encourages participation by Small Diverse Businesses ("SDBs") as prime Offerors and encourages all prime Offerors to make a significant commitment to use SDBs as subcontractors and suppliers.

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An SDB is a DGS verified minority owned business, woman owned business, veteran owned business or service disabled veteran owned business.

A small business is a business in the United States which is independently owned, not dominant in its field of operation, employs no more than 100 full time or full time equivalent employees, and earns less than $7 million in gross annual revenues for building design, $20 million in gross annual revenues for sales and services and $25 million in gross annual revenues for those businesses in the information technology sales or service business.

Questions regarding this program can be directed to:

Department of General ServicesBureau of Small Business Opportunities ("BSBO")

Room 611, North Office BuildingHarrisburg, PA 17125

Phone: (717) 783-3119Fax: (717) 787-7052

Email: gs-bsbo@pa.govWebsite: http://www.dgs.state.pa.us

The DGS directory of BSBO verified minority, women, veteran and service disabled veteran owned businesses can be accessed from: http://www.dgsweb.state.pa.us/mbewbe/

I-13. Economy of Preparation:Offerors should prepare proposals simply and economically, providing a straightforward, concise description of the Offeror’s ability to meet the requirements of the RFP.

I-14. Alternate Proposals:The Issuing Office will not accept alternate proposals.

I-15. Discussions for Clarification:Offerors may be required to make an oral or written clarification of its proposal to the Issuing Office to ensure thorough mutual understanding and Offeror responsiveness to the requirements of the RFP. The Issuing Office will initiate requests for clarification. Clarifications may occur at any stage of the evaluation and selection process prior to Contract execution.

I-16. Prime Contractor Responsibilities:The Contract will require the selected Offeror to assume responsibility for all services offered in its proposal whether the services are produced itself or by subcontract. The Issuing Office will consider the selected Offeror to be the sole point of contact with regard to contractual matters. The prime contractor must perform 100% of the services required to perform the Contract other than those services provided by staff augmentation resources.

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I-17. Proposal Contents:

A. Confidential Information:The Commonwealth is not requesting, and does not require, confidential proprietary information or trade secrets to be included as part of the Offeror’s submittal in order to evaluate proposals submitted in response to the RFP. Accordingly, except as provided herein, Offerors should not label proposal submittal as confidential or proprietary or trade secret protected. Any Offeror who determines that it must divulge such information as part of its proposal must submit the signed written statement described in subsection C. below and must additionally provide a redacted version of its proposal, which removes only the confidential proprietary information and trade secrets, for required public disclosure purposes.

B. Commonwealth Use:All material submitted with the proposal shall be considered the property of the Commonwealth and may be returned only at the Issuing Office’s option. The Commonwealth has the right to use any or all ideas not protected by intellectual property rights that are presented in any proposal regardless of whether the proposal becomes part of a contract. Notwithstanding any Offeror copyright and/or trademark designations contained on proposals, the Commonwealth shall have the right to make copies and distribute proposals internally and to comply with public record or other disclosure requirements under the provisions of any Commonwealth or United States statute or regulation, or rule or order of any court of competent jurisdiction.

C. Public Disclosure:After the award of a Contract, all proposal submittals are subject to disclosure in response to a request for public records made under the Pennsylvania Right to Know Law, 65 P.S. § 67.101, et seq. If a proposal submittal contains confidential proprietary information or trade secrets, a signed written statement to this effect must be provided with the submittal in accordance with 65 P.S. § 67.707(b) for the information to be considered exempt under 65 P.S. § 67.708(b)(11) from public records requests (see Appendix E, Trade Secret/Confidential Proprietary Information Notice). If financial capability information is submitted in response to Part II of the RFP such financial capability information is exempt from public records disclosure under 65 P.S. § 67.708(b) (26).

I-18. Best and Final Offers:

A. While not required, the Issuing Office reserves the right to conduct discussions with Offerors for the purpose of obtaining best and final offers. To obtain best and final offers from Offerors, the Issuing Office may do one (1) or more of the following, in any combination and order:

1. Schedule oral presentations;

2. Request revised proposals;

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3. Conduct a reverse online auction; and

4. Enter into pre selection negotiations.

B. The following Offerors will not be invited by the Issuing Office to submit a best and final offer:

1. Those Offerors, which the Issuing Office has determined to be not responsible or whose proposals the Issuing Office has determined to be not responsive.

2. Those Offerors, which the Issuing Office has determined in accordance with Part III, Section III-5., from the submitted and gathered financial and other information, do not possess the financial capability, experience or qualifications to assure good faith performance of the Contract.

3. Those Offerors whose score for their technical submittal is less than 70% of the total amount of technical points allotted to the technical criterion.

The Issuing Office may further limit participation in the best and final offers process to those remaining responsible Offerors which the Issuing Office has, within its discretion, determined to be within the top competitive range of responsive proposals.

C. The evaluation criteria found in Part III, Section III-4., shall also be used to evaluate the best and final offers.

D. Price reductions offered through any best and final offer process shall have no effect upon the Offeror’s technical submittal. Dollar commitments to SDBs can be reduced only in the same percentage as the percent reduction in the total price offered through any reverse online auction or negotiations.

I-19. News Releases:Offerors shall not issue news releases, internet postings, advertisements or any other public communications pertaining to the Project without prior written approval from the Issuing Office, and then only in coordination with the Issuing Office.

I-20. Restriction of Contact:From the issue date of the RFP until the Issuing Office selects a proposal for award, the Issuing Officer is the sole point of contact concerning the RFP. Any violation of this condition may be cause for the Issuing Office to reject the offending Offeror’s proposal. If the Issuing Office later discovers that the Offeror has engaged in any violations of this condition, the Issuing Office may reject the offending Offeror’s proposal or rescind its Contract award. Offerors must agree not to distribute any part of its proposals beyond the Issuing Office. An Offeror who shares information contained in its proposal with other Commonwealth personnel and/or competing Offeror personnel may have its proposal rejected.

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I-21. Issuing Office Participation:Offerors shall provide all services, supplies, facilities, and other support necessary to complete the identified work, except as otherwise provided in this Part I, Section I-22. The Commonwealth may provide office space, reproduction facilities and other logistical support for the Project.

I-22. Term of Contract:The term of the Contract will commence on October 1, 2015 and will end on September 30, 2017. The Commonwealth may renew the Contract for up to an additional three (3) years. Renewal terms may be executed in single or multiple year terms. The selected Offeror shall not begin to perform or incur any expenses under the Contract until (1) the Contract effective date has arrived; (2) it has received a copy of the fully executed Contract; and (3) it has received a purchase order ("PO") or other written notice to proceed signed by the Commonwealth.

I-23. Offeror’s Representations and Authorizations:By submitting its proposal, the Offeror understands, represents and acknowledges that:

A. All of the Offeror’s information and representations in the proposal are true, correct, material and important, and the Issuing Office may rely upon the contents of the proposal in awarding the Contract. The Commonwealth shall treat any misstatement, omission or misrepresentation as fraudulent concealment of the true facts relating to the proposal submittal, punishable pursuant to 18 Pa. C.S. § 4904.

B. The Offeror has arrived at the prices and amounts in its proposal independently and without consultation, communication, or agreement with any other Offeror or potential Offeror.

C. The Offeror has not disclosed the prices, the amount of the proposal, nor the approximate prices or amounts of its proposal to any other firm or person who is an Offeror or potential Offeror for the RFP, and the Offeror shall not disclose any of these items on or before the proposal submittal deadline specified in the Calendar of Events of the RFP.

D. The Offeror has not attempted, nor will it attempt, to induce any firm or person to refrain from submitting a proposal for the RFP, or to submit a proposal higher than this proposal, or to submit any intentionally high or noncompetitive proposal or other form of complementary proposal.

E. The Offeror makes its proposal in good faith and not pursuant to any agreement or discussion with, or inducement from, any firm or person to submit a complementary or other noncompetitive proposal.

F. To the best knowledge of the official authorized to bind the proposal for the Offeror, the Offeror, its affiliates, subsidiaries, officers, directors, and employees are not currently under investigation by any local, state or federal governmental agency and

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have not in the last four (4) years been convicted or found liable for any act prohibited by local, state or federal law in any jurisdiction, involving conspiracy or collusion with respect to bidding or proposing on any public contract, except as the Offeror has disclosed in its proposal.

G. To the best of the knowledge of the official authorized to bind the proposal for the Offeror and except as the Offeror has otherwise disclosed in its proposal, the Offeror has no outstanding, delinquent obligations to the Commonwealth including, but not limited to, any state tax liability not being contested on appeal or other obligation of the Offeror that is owed to the Commonwealth.

H. The Offeror is not currently under suspension or debarment by the Commonwealth, any other state or the federal government, and if the Offeror cannot so certify, then it shall submit along with its proposal a written explanation of why it cannot make such certification.

I. The Offeror has not made, under separate contract with the Issuing Office, any recommendations to the Issuing Office concerning the need for the services described in its proposal or the specifications for the services described in the proposal. See the Pennsylvania State Adverse Interest Act:http://www.legis.state.pa.us/WU01/LI/LI/US/PDF/1957/0/0451..PDF

J. The Offeror, by submitting its proposal, authorizes the Commonwealth to release information concerning the Offeror's state taxes, unemployment compensation and workers’ compensation liabilities.

K. Until the selected Offeror receives a fully executed and approved written Contract from the Issuing Office, there is no legal and valid Contract, in law or in equity.

I-24. Notification of Selection:

A. Contract Negotiations:The Issuing Office will notify all Offerors in writing of the Offeror selected for Contract negotiations after the Issuing Office has determined, taking into consideration all of the evaluation factors, the proposal that is the most advantageous to the Commonwealth.

B. Award:Offerors whose proposals are not selected will be notified when Contract negotiations have been successfully completed and the Issuing Office has received the final negotiated Contract signed by the selected Offeror.

I-25. Debriefing Conferences:Upon notification of award, Offerors whose proposals were not selected will be given the opportunity to be debriefed. The Issuing Office will schedule the debriefing at a mutually agreeable time. The debriefing will not compare the Offeror with other

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Offerors, other than the position of the Offeror’s proposal in relation to all other Offeror proposals. An Offeror’s exercise of the opportunity to be debriefed does not constitute nor toll the time for filing a protest (See Part I, Section I-27.).

I-26. RFP Protest Procedure:

A. Who May File a Protest:An Offeror or prospective Offeror which is aggrieved in connection with the RFP or award of the Contract may file a protest. An Offeror is an entity which submits a proposal in response to an RFP. A prospective Offeror is an entity which has not submitted a proposal in response to the RFP. No protest may be filed if the RFP is cancelled or if all proposals received in response to the RFP are rejected.

B. Place for Filing:A protest must be filed with the agency head or designee by either email or hardcopy.

1. A protest filed by email should be submitted to RA-oitprotests@pa.gov, with a subject line including the solicitation number for which the action is being filed.

2. A protest filed by hardcopy should be submitted to the attention of the agency head or designee at the following address:

John M. Clark613 North St.

Finance Building - Room 207Harrisburg, PA 17120

C. Time for Filing:

1. A prospective Offeror which is considering filing a proposal must file the protest within seven (7) days after the prospective Offeror knew or should have known of the facts giving rise to the protest, but in no event later than the proposal submittal deadline specified in the RFP.

2. A protest filed by an Offeror which submits a proposal must be filed within seven (7) days after the protesting Offeror knew or should have known of the facts giving rise to the protest, but in no event may an Offeror file a protest later than seven (7) days after the date the notice of award of the Contract is posted on the DGS website.

3. The date of filing the protest is the date the agency head or designee receives the protest.

4. For purposes of the RFP, to be timely, a protest must be received by 4:00 p.m. of the seventh day.

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5. The Commonwealth is required by law to disregard any protest received beyond the deadlines established in this Part I, Section I-27.

D. Contents of Protest:

1. A protest must be in writing. Hardcopy in paper and electronic copy via email are acceptable.

2. A protest shall state all grounds upon which the protesting party asserts that the RFP or Contract award was improper.

3. The protesting party may submit with the protest any documents or information it deems relevant.

E. Notice of Protest:

1. The agency head or designee will notify the successful Offeror of the protest if Offeror selection has already been made.

2. If the agency head or designee receives the protest before selection, and is it determined that substantial issues are raised by the protest, the agency head or designee will, in the sole discretion of the agency head or designee, notify all Offerors which appear to have a substantial and reasonable prospect of selection, as determined by the agency head or designee, that a protest has been filed.

F. Stay of Procurement:

1. The agency head or designee will promptly decide upon receipt of a timely protest whether or not the award of the Contract shall be delayed, or if the protest is timely received after the award and whether the performance of the Contract should be suspended.

2. The Issuing Office shall not proceed further with the RFP unless the agency head or designee makes a written determination that the protest is clearly without merit or that award of the Contract without delay is necessary to protect the substantial interests of the Commonwealth.

G. Response and Reply:

1. Within fifteen (15) days of receipt of the protest, a response to the protest may be submitted to the agency head or designee. The protesting party must be copied on the response.

2. The protesting party may file a reply to the response within ten (10) days of the date of the response.

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H. Procedures:1. The agency head or designee shall review the protest and any response and reply.

2. The agency head or designee may request and review such additional documentation or information he deems necessary to render a decision and may, at their sole discretion, conduct a hearing.

3. The agency head or designee shall provide to the protesting party and the Contract Manager a reasonable opportunity to review and address any additional documentation or information deemed necessary by the agency head or designee to render a decision.

I. Determination:The agency head or designee shall promptly, but in no event later than sixty (60) days from the filing of the protest unless both parties agree to an extension, issue a written determination. The determination shall:

1. State the reason for the decision, and

2. If the determination is a denial of the protest, inform the protesting party of its right to file an action in the Commonwealth court within fifteen (15) days of the determination mailing date.

3. The agency head or designee shall send a copy of the determination to the protesting party and any other person determined by the agency head or designee, in their sole discretion, to be affected by the determination.

I-27. Use of Electronic Versions of the RFP:The RFP is being made available by electronic means. If an Offeror electronically accepts the RFP, the Offeror acknowledges and accepts full responsibility to ensure that no changes are made to the RFP. In the event of a conflict between a version of the RFP in the Offeror’s possession and the Issuing Office’s version of the RFP, the Issuing Office’s version shall govern.

I-28. Information Technology Policies:The RFP is subject to the Information Technology Policies ("ITP") issued by the Office of Administration, Office for Information Technology. ITP’s may be found at http://www.portal.state.pa.us/portal/server.pt?open=512&objID=416&PageID=210791&mode=2

All proposals must be submitted on the basis that all ITP’s are applicable to this procurement. It is the responsibility of the Offeror to read and be familiar with the ITP’s. Notwithstanding the foregoing, if the Offeror believes that any ITP is not applicable to this procurement, it must list all such ITP’s in its technical response, and explain why it believes the ITP is not applicable. The Issuing Office may, in its sole discretion, accept or reject any request that an ITP not be considered to be applicable to the procurement. The

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Offeror’s failure to list an ITP will result in its waiving its right to do so later, unless the Issuing Office, in its sole discretion, determines that it would be in the best interest of the Commonwealth to waive the pertinent ITP’s.

I-29. COSTARS PROGRAM:COSTARS Purchasers:Section 1902 of the Commonwealth Procurement Code, 62 Pa.C.S. § 1902 ("Section 1902"), authorizes local public procurement units and state-affiliated entities (together, "COSTARS Members") to participate in Commonwealth procurement contracts that DGS may choose to make available to COSTARS Members. DGS has identified the Contract as one (1) which will be made available for COSTARS Members’ participation.

A. Only those entities registered with DGS are authorized to participate as COSTARS Members in the Contract. A COSTARS Member may be either a local public procurement unit or a state-affiliated entity.

1. A "local public procurement unit" is:

a. Any political subdivision (local government unit), such as a municipality, school district, or commission;

b. Any public authority (including authorities formed under the Municipality Authorities Act of 1955 or other authorizing legislation, such as the Public Transportation Law or the Aviation Code);

c. Any tax-exempt, nonprofit educational institution or organization;

d. Any tax-exempt, nonprofit public health institution or organization;

e. Any nonprofit fire, rescue, or ambulance company; and

f. Any other entity that spends public funds for the procurement of supplies, services, and construction (such as a council of governments, an area government, or an organization that receives public grant funds).

2. A state-affiliated entity is a Commonwealth authority or other Commonwealth entity that is not a Commonwealth agency. The term includes:

a. The Pennsylvania Turnpike Commission;

b. The Pennsylvania Housing Finance Agency;

c. The Pennsylvania Municipal Retirement System;

d. The Pennsylvania Infrastructure Investment Authority;

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e. The State Public School Building Authority;

f. The Pennsylvania Higher Education Facilities Authority, and

g. The State System of Higher Education.

The term does not include any court or other officer or agency of the unified judicial system, the General Assembly and its officers and agencies, any state-related institution, or any Commonwealth executive or independent agencies, boards, or commissions not listed above. Statewide "row" offices, including the Auditor General, Attorney General and State Treasurer are not state-affiliated entities under the Procurement Code.

However, elements of the court system, the General Assembly and independent agencies, boards, or commissions have been deemed eligible for COSTARS membership as entities that spend public funds for the procurement of supplies, services and construction.

3. A complete list of local public procurement units and state affiliated entities that have registered with DGS and that are authorized to procure items from the Contract can be found at http://www.costars.state.pa.us/SearchCOMember.aspx.

B. COSTARS Members have the option to purchase from the Contract, from any DGS contract established exclusively for COSTARS Members in accordance with the requirements of Section 1902, from any other cooperative procurement contracts, or from its own procurement contracts established in accordance with the applicable laws governing such procurements. The selected Offeror understands and acknowledges that there is no guarantee that a COSTARS Member will place an order under the Contract, and that the decision to procure from the Contract is within the sole discretion of each COSTARS Member.

C. DGS is acting as a facilitator for COSTARS Members who may wish to purchase under the Contract. COSTARS Members that participate in the Contract and issue POs to the selected Offeror are third party beneficiaries who have the right to sue and be sued for breach of contract without joining the Commonwealth or DGS as a party. The Commonwealth will not intervene in any action between a selected Offeror and a COSTARS Member unless substantial interests of the Commonwealth are involved.

D. COSTARS Members electing to participate in the Contract will order items directly from the selected Offeror and be responsible for payment directly to the selected Offeror.

E. Those selected Offerors electing to permit COSTARS Members to procure from the Contract shall pay the required administrative fee applicable to the selected Offeror’s classification:

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Contractor Classification Required Administrative FeeDGS certified small business Offeror $500

All other Offerors $1,500

1. If the selected Offeror elects to permit COSTARS Members to participate in the Contract it must submit Appendix G, COSTARS Program Election Form with its proposal and pay the applicable administrative fee upon Contract award in order to sell the awarded items/services to COSTARS Members. If the Offeror is a DGS certified small business, a copy of its active certification must be included with its proposal.

2. At the beginning of each Contract year and upon any Contract renewal, the selected Offeror shall submit a check for the required amount, payable to "Commonwealth of PA". The selected Offeror must pay the administrative fee at each Contract renewal date to continue to sell the awarded items/services to COSTARS Members. If the Offeror is a DGS certified small business, a copy of its active certification must be included with the administrative fee for each Contract year and upon each renewal.

F. DGS has registered the COSTARS name and logo (together, the "COSTARS Brand") as a trademark with the Pennsylvania Department of State. Therefore, the selected Offeror may use the COSTARS Brand only as permitted under in this subsection.

1. The selected Offeror shall pay the administrative fee covering its participation in the program, including without limitation any use of the COSTARS Brand, for each year of the Contract period. The fee is payable upon Contract award and prior to the renewal date for each succeeding Contract period.

2. DGS grants the selected Offeror a nonexclusive license to use the COSTARS Brand, subject to the following conditions:

a. The selected Offeror agrees not to transfer to any third party, including without limitation any of its subcontractors or suppliers, any privileges it may have to use the COSTARS Brand under the Contract.

b. The selected Offeror agrees not to use the COSTARS Brand to represent or imply any Commonwealth endorsement or approval of its products or services.

c. The selected Offeror is permitted to use the COSTARS Brand in broadcast, or internet media solely in connection with the Contract and any other contract with the Commonwealth under which it has agreed to make sales to COSTARS Purchasers. The selected Offeror may use the COSTARS Brand on business cards, brochures, and other print publications so long as the purpose is to identify the selected Offeror as a COSTARS vendor, and only so long as the required Contract fee is kept current.

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d. Should the Contract be terminated for any reason, the selected Offeror agrees promptly to remove the COSTARS Brand from any and all print and electronic media and to refrain from using the COSTARS Brand for any purpose whatsoever from the date the Contract was terminated and forward.

e. The selected Offeror agrees to defend, indemnify, and hold harmless the Commonwealth and DGS from and against all claims, demands, liabilities, obligations, costs, and expenses of any nature whatsoever arising out of or based upon the selected Offeror’s use of the COSTARS Brand.

f. The selected Offeror agrees it has no property rights in the use of the COSTARS Brand by virtue of this nonexclusive license. The selected Offeror expressly waives any claims, including without limitation due process claims that may otherwise be available under the law in the event of any dispute involving these terms of use.

G. The selected Offeror shall furnish to the DGS COSTARS Program Office a quarterly electronic Contract sales report detailing the previous quarters Contract purchasing activity, using the form and in the format prescribed by DGS. The selected Offeror shall submit its completed quarterly report no later than the fifteenth (15) calendar day of the succeeding Contract quarter.

1. The selected Offeror shall submit the reports via the web based COSTARS suppliers’ gateway at www.dgs.state.pa.us/costars. If the selected Offeror does not have access to the internet, the selected Offeror shall send the reports, using the form and in the format prescribed by DGS, on CD-ROM via US Postal Service to the DGS COSTARS Program Office, Bureau of Procurement, 6th Floor Forum Place, 555 Walnut Street, Harrisburg, PA 17101-1914.

2. For each PO received, the selected Offeror shall include on the report the name and address of each COSTARS registered purchaser that has used the Contract along with the sales date, and dollar volume of sales to the specific purchaser for the reporting period.

3. DGS may suspend the selected Offeror’s participation in the COSTARS Program for failure to provide the quarterly sales report within the specified time.

H. Additional information regarding the COSTARS Program is available on the DGS COSTARS website at www.dgs.state.pa.us/costars

1. If the selected Offeror is aware of any qualified entity not currently registered and wishing to participate in the COSTARS Program, please refer the potential purchaser to the DGS COSTARS website at www.dgs.state.pa.us/costars, where it may register by completing the online registration form and receiving DGS

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confirmation of its registration. To view a list of currently registered COSTARS member entities, please visit the COSTARS website.

2. Direct all questions concerning the COSTARS Program to:

Department of General ServicesCOSTARS Program Office555 Walnut Street, 6th Floor

Harrisburg, PA 17101Telephone: 1-866-768-7827

Email: GS-PACostars@state.pa.us

I-30. Participating Addendum with an External Procurement Activity:Section 1902 of the Commonwealth Procurement Code, 62 Pa.C.S. § 1902, permits external procurement activities to participate in cooperative purchasing agreements for the procurement of services, supplies or construction.

A. Definitions:

The following words and phrases have the meanings set forth in this provision:

1. External procurement activity:The term, as defined in 62 Pa. C. S. § 1901, means a "buying organization not located in the Commonwealth [of Pennsylvania] which if located in this Commonwealth would qualify as a public procurement unit [under 62 Pa. C.S. §1901]. An agency of the United States is an external procurement activity".

2. Participating addendum:A bilateral agreement executed by the selected Offeror and an external procurement activity that clarifies the operation of the Contract for the external procurement activity concerned. The terms and conditions in any participating addendum shall affect only the procurements of the purchasing entities under the jurisdiction of the external procurement activity signing the participating addendum.

3. Public procurement unit:The term, as defined in 62 Pa. C. S. § 1901, means a "local public procurement unit or purchasing agency".

4. Purchasing agency:The term, as defined in 62 Pa. C. S. § 103, means a "Commonwealth agency authorized by this part or any other law to enter into contracts for itself or as the agent of another Commonwealth agency".

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B. General:A participating addendum shall incorporate the terms and conditions of the Contract. The selected Offeror shall not be required to enter into any participating addendum.

C. Additional Terms:

1. A participating addendum may include additional terms that are required by the law governing the external procurement activity.

2. A participating addendum may include new, mutually agreed upon terms that clarify ordering procedures specific to a participating external procurement activity.

3. The construction and effect of any participating addendum shall be governed by and construed in accordance with the laws governing the external procurement activity.

4. If an additional term requested by the external procurement activity will result in an increased cost to the selected Offeror, the selected Offeror shall adjust its pricing up or down accordingly.

D. Prices:

1. Price adjustment:For any costs affecting the percent markup that the selected Offeror will or will not incur or that differ from costs incurred or not incurred in the fulfillment of the Contract, the selected Offeror shall adjust its pricing up or down accordingly. These costs may include, but not be limited to:

a. State and local taxes;

b. Unemployment and workers compensation fees;

c. E-commerce transaction fees; and

d. Costs associated with additional terms, established pursuant to this Part I, Section I-31.

2. The selected Offeror’s pricing for an external procurement activity shall be firm and fixed for the duration of the initial term of the Contract. After the initial term of the Contract, if the Contract is renewed, the selected Offeror’s pricing may be adjusted up or down based on market conditions only with the mutual agreement of both the selected Offeror and any external procurement activity.

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E. Usage Reports on External Procurement Activities:The selected Offeror shall provide an electronic quarterly usage report to the Contract Manager, preferably in spreadsheet format no later than the fifteenth (15) calendar day of the succeeding calendar quarter. Reports shall be emailed to the Contract Manager. Each report shall indicate the name and address of the selected Offeror, Contract number, period covered by the report, the name of the external procurement activity that has used the Contract and the total volume of sales to the external procurement activity for the reporting period.

F. Electronic Copy of Participating Addendum:The selected Offeror, upon request of the Contract Manager, shall submit one (1) electronic copy of the participating addendum to the Contract Manager within ten (10) days after request.

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PART II

PROPOSAL REQUIREMENTS

Offerors must submit proposals in the format, including heading descriptions, outlined below. To be considered, the proposal must respond to all requirements in Part II of the RFP. Offerors should submit any other information thought to be relevant, but not applicable to the enumerated categories, as an appendix to its proposal. All cost data relating to the Offeror’s proposal and all SDB cost data should be kept separate from, and not included in the technical submittal. Each proposal shall consist of the following three (3) separately sealed submittals:

Technical submittal, which shall be a response to Part II, Sections II - 1. , through II - 8. ; SDB participation submittal, in response to Part II, Section II - 9. ; and Cost submittal, in response to Part II, Section II - 10.

The Issuing Office reserves the right to request additional information which, in the Issuing Office’s opinion, is necessary to assure that the Offeror’s competence, number of qualified employees, business organization, and financial resources are adequate to perform according to the RFP.

The Issuing Office may make investigations as deemed necessary to determine the ability of the Offeror to perform the Project, and the Offeror shall furnish to the Issuing Office all requested information and data. The Issuing Office reserves the right to reject any proposal if the evidence submitted by, or investigation of, such Offeror fails to satisfy the Issuing Office that such Offeror is properly qualified to carry out the obligations of the RFP and to complete the Project as specified.

II-1. Statement of the Problem:State in succinct terms your understanding of the problem presented or the service required by the RFP.

II-2. Management Summary:Include a narrative description of the proposed effort and a list of the items to be delivered or services to be provided.

II-3. Work Plan:Describe in narrative form your technical plan for accomplishing the work required for the Contract. Use the task descriptions in Part IV as your reference point. Modifications of the task descriptions are permitted; however, reasons for changes should be fully explained. Indicate the number of person hours allocated to each task. Include a Program Evaluation and Review Technique ("PERT") or similar type display, time related, showing each event. If more than one (1) approach is apparent, comment on why this approach was chosen.

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II-4. Prior Experience:Include experience in IT staff augmentation services. Using Appendix F, Project References, Offerors must submit a summary of at least three (3) staff augmentation contracts where the Offeror was the prime contractor acting as a Managed Service Provider. The project references must indicate the number of IT resources engaged concurrently for each staff augmentation contract. Experience shown should be work done by individuals who will be assigned to the Project as well as that of the Offeror. For each reference, Offerors must submit the names of the contracting parties, a summary of the contract and description of the services provided, the annual and total dollar amount of the contract, and the name, address, telephone number, and email address of the responsible official of the customer, company, or agency who may be contacted.

Offeror should provide details of any industry-recognized quality standard to which it is compliant (such as ITIL), as well as any industry certifications or awards received.

Submit an organizational chart showing all levels of management, down to the project manager, that will be involved throughout the entire length of the Contract.

A. State how many years has the Offeror been in the business of providing IT staff augmentation services.

B. State how many companies/organizations are currently using the Offeror’s IT staff augmentation services.

II-5. Personnel:Include the number of executive and professional personnel, analysts, auditors, researchers, programmers, consultants, etc., who will provide MPS services to the Commonwealth. Show where these personnel will be physically located during the time they are engaged in the Project. Indicate the responsibilities each individual will have in the Project and how long each has been with your company. Identify by name any subcontractors you intend to use and the services they will perform.

Offerors must submit the resume of the individual who is to be named the project manager, along with a minimum of two (2) references for that individual, to demonstrate the required skills and experience outlined in Part IV, Section IV-3.D. Offerors must also submit a resume and references of the individual with the same or better qualifications who will act as the substitute/temporary project manager in the case that the assigned project manager is unavailable for an extended period of time.

Provide an organizational chart depicting the project team proposed for this effort, including all key personnel involved. For key personnel, include the employee’s name, title, responsibilities, whether they will be working full or part-time on the Project, how long each has been employed by the Offeror, roles to be performed on the Project and through a resume or similar document, the key personnel’s education and experience in the role they will serve on the Project. Identify if any key personnel are subcontractors.

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Resumes are not to include personal information that will, or will be likely to, require redaction prior to release of the proposal under the Pennsylvania Right to Know Law. This includes home addresses and phone numbers, social security numbers, drivers’ license numbers or numbers from state ID cards issued in lieu of a drivers’ license, financial account numbers, etc. If the Commonwealth requires any of this information for security verification or other purposes, the information will be requested separately and as necessary (see Appendix K, Personnel Experience by Key Position).

II-6. Training:If appropriate, indicate recommended training of Commonwealth personnel. Include the Commonwealth personnel to be trained, the number to be trained, duration of the program, place of training, curricula, training materials to be used, number and frequency of sessions, and number and level of instructors.

II-7. Financial Capability:Describe your organization’s financial stability and economic capability to perform requirements for the Contract. Provide your organization’s financial statements (audited, if available) for the past three (3) years. Financial statements must include a balance sheet and income statement or profit/loss statements. Also include a Dun & Bradstreet comprehensive report, if available. If your organization is publicly traded, please provide a link to your financial records in lieu of providing hardcopies. The Commonwealth reserves the right to request additional information it deems necessary to evaluate an Offeror’s financial capability.

II-8. Objections and Additions to Standard Contract Terms and Conditions:The Offeror will identify which, if any, of the terms and conditions, contained in Appendix A, IT Contract Terms and Conditions, it would like to negotiate and what additional terms and conditions the Offeror would like to add to the standard contract terms and conditions. The Offeror’s failure to make a submittal under this paragraph will result in its waiving its right to do so later, but the Issuing Office may consider late objections and requests for additions if to do so, in the Issuing Office’s sole discretion, would be in the best interest of the Commonwealth. The Issuing Office may, in its sole discretion, accept or reject any requested changes to the standard contract terms and conditions. The Offeror shall not request changes to the other provisions of the RFP, nor shall the Offeror request to completely substitute its own terms and conditions for Appendix A, IT Contract Terms and Conditions. All terms and conditions must appear in one (1) integrated contract. The Issuing Office will not accept references to the Offeror’s, or any other, online guides or online terms and conditions contained in any proposal.

Regardless of any objections set out in its proposal, the Offeror must submit its proposal, including the cost proposal, on the basis of the terms and conditions set out in Appendix A, IT Contract Terms and Conditions. The Issuing Office will reject any proposal that is conditioned on the negotiation of the terms and conditions set out in Appendix A, IT Contract Terms and Conditions or to other provisions of the RFP as specifically identified above.

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II-9. Small Diverse Business Participation Submittal:SDB participation submittals must include SDB commitments as follows:

A. Offerors must provide a general SDB commitment for staff augmentation resources as a yearly percentage of the total amount that will be paid to Offeror by the Commonwealth for the staff augmentation resources provided under the Contract, if the Contract is awarded to the Offeror. The percentage commitment must be based on the dollar value of the services (as billed to the Commonwealth) provided by SDB resources divided by the dollar value of the services (as billed to the Commonwealth) provided by all staff augmentation resources ("SDB Utilization Rate").

Note: The SDB Utilization Rate will take into account only those requisitions released to the selected Offeror’s network of staff augmentation resources. Specific resource requests made by the Commonwealth, as defined in Part IV, Section IV-4,B.3., will not count towards the calculation of the SDB Utilization Rate. The SDB commitment for staff augmentation resources will become a contractual obligation once the Contract is fully executed.

B. In addition to the Offeror’s general SDB commitment for staff augmentation resources, an Offeror must include within its SDB participation submittal, a detailed SDB project plan that sets forth how the Offeror will reach its yearly SDB commitment for staff augmentation resources throughout the duration of the initial term of the Contract and any renewal years. The detailed SDB project plan should include a list of potential SDBs that the Offeror may choose from to meet its commitments and the name and telephone number of the Offeror’s contact person for the SDB information.

C. An Offeror is required to submit two (2) copies of its SDB participation submittal. The submittal shall be clearly identified as SDB information and sealed in its own envelope, separate from the remainder of the proposal.

D. Offerors are not required to submit SDB documentation for the subcontractors in the Offeror’s staff augmentation resource network until the Commonwealth makes a Contract award. It is the responsibility of the awarded Offeror to validate all SDBs as DGS verified in order to receive credit towards their SDB commitments during the initial term of the Contract and any renewal years.

II-10. Cost Submittal:The cost submittal shall be placed in a separate sealed envelope within the sealed proposal, separated from the technical submittal. The total proposed cost shall be broken down into the following components: Offerors must submit an MSP markup percentage and the hourly rate for all job categories, skill levels, and areas listed in Appendix C, Cost Matrix. Any subcontractor markup must be included in the hourly rate. The Commonwealth will pay the selected Offeror the Bill Rate for each hour worked by a resource.

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Offerors should not include any assumptions in its cost submittals. If the Offeror includes assumptions in its cost submittal, the Issuing Office may reject the proposal. Offerors should direct in writing to the Issuing Office pursuant to Part I, Section I-9., of the RFP any questions about whether a cost or other component is included or applies. All Offerors will then have the benefit of the Issuing Office’s written answer so that all proposals are submitted on the same basis.

The selected Offeror’s pricing must remain fixed for the initial twelve (12) months of the Contract. Sixty (60) days prior to that date, the Commonwealth will meet with the selected Offeror to conduct a review of the rate card based on market conditions and update pricing at the Commonwealth’s sole discretion. Following the first review, the Commonwealth and the selected Offeror will repeat this review process quarterly. The Commonwealth may update pricing at its sole discretion.

The Issuing Office will reimburse the selected Offeror for work satisfactorily performed after execution of a written Contract and the start of the Contract term, in accordance with the requirements of the RFP, and only after the Issuing Office has issued a notice to proceed.

II-11. Domestic Workforce Utilization Certification:Complete and sign Appendix D, Domestic Workforce Utilization Certification. Offerors who seek consideration for this criterion must submit the signed form, in hardcopy, in the same sealed envelope with the technical submittal.

II-12. COSTARS Program Election to Participate:Offerors who elect to participate in the COSTARS program should complete and sign Appendix G, COSTARS Program Election Form. If the Offeror is asserting that it is a DGS certified small business, also provide an active DGS small business certification. Submit the form and the certification, as applicable, in the same sealed envelope with the technical submittal only if the Offeror elects to participate in the program.

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PART III

CRITERIA FOR SELECTION

III-1. Mandatory Responsiveness Requirements:

To be considered responsive and eligible for selection, a proposal must be:

A. Timely received from an Offeror;

B. Properly signed by the Offeror; and

III-2. Technical Nonconforming Proposals:The mandatory responsiveness requirements set forth in Part III, Section III-1., are the only requirements that the Commonwealth will consider to be non-waivable. The Issuing Office reserves the right, in its sole discretion, to (1) waive any other technical or immaterial nonconformities in an Offeror’s proposal; (2) allow the Offeror to cure the nonconformity; or (3) consider the nonconformity in the scoring of the Offeror’s proposal.

III-3. Evaluation:The Issuing Office has selected a committee of qualified personnel to review and evaluate timely submitted proposals. Independent of the committee, BSBO will evaluate the SDB participation submittal and provide the Issuing Office with a rating for this component of each proposal. The Issuing Office will notify in writing of its selection for negotiation the responsible Offeror whose proposal is determined to be the most advantageous to the Commonwealth as determined by the Issuing Office after taking into consideration all of the evaluation factors.

III-4. Evaluation Criteria:

The following criteria will be used in evaluating each proposal: A. Technical:

The Issuing Office has established the weight for the technical criterion for the RFP as fifty percent (50%) of the total points. Evaluation will be based upon the following criterion; Soundness of Approach, Contractor Qualifications, Personnel Qualifications and Understanding the Problem. The final technical scores are determined by giving the maximum number of technical points available to the proposal with the highest raw technical score. The remaining proposals are rated by applying the technical scoring formula set forth at the following webpage: http://www.portal.state.pa.us/portal/server.pt/community/rfp_scoring_formulas_overview/20124

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B. Cost:

The Issuing Office has established the weight for the cost criterion for the RFP as thirty percent (30%) of the total points. The cost criterion is rated by giving the proposal with the lowest total cost the maximum number of cost points available. The remaining proposals are rated by applying the cost formula set forth at the following webpage: http://www.portal.state.pa.us/portal/server.pt/community/rfp_scoring_formulas_overview/20124

C. Small Diverse Business Participation:

BSBO has established the weight for the SDB participation criterion for the RFP as 20% of the total points.

Each SDB Participation Submittal for staff augmentation resources will be rated for its approach to enhancing the utilization of SDBs subject to the following requirements and in accordance with the below listed priority rankings:

1. To receive credit for an SDB subcontracting commitment during the Contract term, the SDB subcontractor must perform at least fifty percent (50%) of the work subcontracted to it.

2. A subcontracting commitment less than five percent (5%) for staff augmentation resources will be considered nominal and will receive reduced or no SDB points.

Priority Rank 1:Proposals submitted by SDBs as prime Offerors will receive 150 points. In addition, SDB prime Offerors that have significant subcontracting commitments to additional SDBs may receive up to an additional 50 points (200 points total available).

Subcontracting commitments to additional SDBs are evaluated based on the proposal offering the highest total percentage SDB subcontracting commitment. All other Offerors will be scored in proportion to the highest total percentage SDB subcontracting commitment within this ranking (see formula below).

Priority Rank 2:Proposals submitted by SDBs as prime Offerors, with no or nominal subcontracting commitments to additional SDBs, will receive 150 points.

Priority Rank 3:Proposals submitted by non-SDBs as prime Offerors, with significant subcontracting commitments to SDBs, will receive up to 100 points. Proposals submitted with nominal subcontracting commitments to SDBs will receive points equal to the percentage level of its total SDB subcontracting commitment.

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SDB subcontracting commitments are evaluated based on the proposal offering the highest total percentage SDB subcontracting commitment. All other Offerors will be scored in proportion to the highest total percentage SDB subcontracting commitment within this ranking. See formula below.

Priority Rank 4:Proposals by non-SDBs as prime Offerors with no SDB subcontracting commitments shall receive no points under this criterion.

To the extent that there are multiple SDB participation submittals in Priority Rank 3 that offer significant subcontracting commitments to SDBs, the proposal offering the highest total percentage SDB subcontracting commitment shall receive the highest score (or additional points) available in that priority rank category and the other proposal(s) in that category shall be scored in proportion to the highest total percentage SDB subcontracting commitment. Proportional scoring is determined by applying the following formula:

SDB % being scored x points/additional = awarded/additionalhighest % SDB commitment points available* SDB points

Priority Rank 1 = 50 Additional Points AvailablePriority Rank 3 = 100 Total Points Available

Please refer to the following webpage for an illustrative chart which shows SDB scoring based on a hypothetical situation in which the Commonwealth receives proposals for each Priority Rank:http://www.portal.state.pa.us/portal/server.pt/community/rfp_scoring_formulas_overview/20124

D. Domestic Workforce Utilization:

Any points received for the domestic workforce utilization criterion are bonus points in addition to the total points for the RFP. The maximum amount of bonus points available for this criterion is three percent (3%) of the total points for the RFP. To the extent permitted by the laws and treaties of the United States, each proposal will be scored for its commitment to use domestic workforce in the fulfillment of the services related to the Contract. Maximum consideration will be given to those Offerors who will perform the contracted direct labor exclusively within the geographical boundaries of the United States or within the geographical boundaries of a country that is a party to the World Trade Organization Government Procurement Agreement. Those who propose to perform a portion of the direct labor outside of the United States and not within the geographical boundaries of a party to the World Trade Organization Government Procurement Agreement will receive a correspondingly smaller score for this criterion. See the following webpage for the domestic workforce utilization formula:

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http://www.portal.state.pa.us/portal/server.pt/community/rfp_scoring_formulas_overview/20124. Offerors who seek consideration for this criterion must submit in hardcopy the signed Appendix D, Domestic Workforce Utilization Certification Form in the same sealed envelope with the technical submittal. The certification will be included as a contractual obligation when the Contract is executed.

III-5. Offeror Responsibility:

To be responsible, an Offeror must submit a responsive proposal and possess the capability to fully perform the requirements in all respects and the integrity and reliability to assure good faith performance for the Contract.

In order for an Offeror to be considered responsible and therefore eligible for selection for best and final offers or selection for Contract negotiations:

A. The total score for the technical submittal of the Offeror’s proposal must be greater than or equal to seventy percent (70%) of the available technical points; and

B. The Offeror’s financial information must demonstrate that the Offeror possesses the financial capability to assure good faith performance of the Contract. The Issuing Office will review the Offeror’s previous three (3) years of financial statements, any additional information received from the Offeror, and any other publicly available financial information concerning the Offeror, and assess each Offeror’s financial capacity based on calculating and analyzing various financial ratios, and comparison with industry standards and trends.

An Offeror which fails to demonstrate sufficient financial capability to assure good faith performance for the Contract as specified herein may be considered by the Issuing Office, in its sole discretion, for best and final offers or Contract negotiation contingent upon such Offeror providing contract performance security, in a form acceptable to the Issuing Office, for twenty percent (20%) of the proposed value of the base term of the Contract. Based on the financial condition of the Offeror, the Issuing Office may require a certified or bank (cashier’s) check, letter of credit, or a performance bond conditioned upon the faithful performance of the Contract by the Offeror. The required performance security must be issued or executed by a bank or surety company authorized to do business in the Commonwealth. The cost of the required performance security will be the sole responsibility of the Offeror and cannot increase the Offeror’s cost proposal or the Contract cost to the Commonwealth.

Further, the Issuing Office will only award a Contract to an Offeror determined to be responsible in accordance with the most current version of Commonwealth Management Directive 215.9, Contractor Responsibility Program.

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III-6. Final Ranking and Award:

A. After any best and final offer process conducted, the Issuing Office will combine the evaluation committee’s final technical scores, BSBO’s final SBD participation scores, the final cost scores, and, when applicable, the domestic workforce utilization scores, in accordance with the relative weights assigned to these areas.

B. The Issuing Office will rank responsible Offerors according to the total overall score assigned to each, in descending order.

C. The Issuing Office must select for Contract negotiations the Offeror with the highest overall score; provided, however, that an award will not be made to an Offeror whose proposal received the lowest technical score and had the lowest cost score of the responsive proposal received from responsible Offerors. In the event such a proposal achieved the highest overall score, it shall be eliminated from consideration and award shall be made to the Offeror with the next highest overall score.

D. The Issuing Office has the discretion to reject all proposals or cancel the RFP, at any time prior to the time a Contract is fully executed, when it is in the best interests of the Commonwealth. The reasons for the rejection or cancellation shall be made part of the Contract file.

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PART IV

WORK STATEMENT

IV-1. Objectives:

A. General:The Commonwealth is seeking to procure IT staff augmentation services from a managed service provider ("MSP"). The Contract resulting from the RFP will establish a vehicle to provide IT staff augmentation resources to the Commonwealth.

B. Specific:Through the RFP, the Commonwealth is interested in securing proposals from Offerors of IT staff augmentation management services. The selected Offeror must fulfill the Commonwealth’s need for resources with the job titles and skills listed in Appendix H, Job Titles and Skill Categories and meet the service level agreements ("SLA") listed in Appendix I, Service Level Agreements.

IV-2. Nature and Scope of the Project:

Although the Contract is intended to be the Commonwealth’s main vehicle to procure IT staff augmentation services, it is not an exclusive contract. Throughout the term of the Contract, the Commonwealth retains full control and flexibility with regard to the types, quantities and timing of Offeror personnel usage. The Commonwealth is not required to end any current agreements and reserves the right to enter into new agreements with suppliers for similar services throughout the term of the Contract. The Contract resulting from this RFP is intended to be utilized for short term engagements.

The table below depicts historical data related to the current contract:

Fiscal Year Total Hours Worked

Average # of Concurrent Resources Total Spend

FY 10-117/1/10-6/30/11 363,741.50 235 $24,184,592.92

FY 11-127/1/11-6/30/12 646,069 388 $45,768,051.12

FY 12-137/1/12-6/30/13 872,460 531 $64,040,492.27

FY 13-147/1/13-6/30/14 1,057,122.75 644 $84,592,522.26

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IV-3. Requirements:

The selected Offeror must meet the following requirements.

Offerors must provide a response for all of the proposal requirements below as part of the technical submittal. Failure to provide information for all of the proposal requirements below may result in the rejection of an Offeror’s proposal.

A. Confidential Information:

1. Confidentiality Statements:Commonwealth requisitions may require the selected Offeror’s resources to access confidential and/or secure data. Prior to the start of an engagement, the selected Offeror’s resources may be required to sign a confidentiality statement.

2. Background Checks:The selected Offeror must, at its expense, arrange for a background check for each of its employees, as well as for the employees of its subcontractors, who will have access to Commonwealth locations and/or data, either through on site or remote access. Background checks will be conducted by the selected Offeror or its subcontractors according to policy and practice of the selected Offeror and consistent with Commonwealth policies. The background check must be conducted prior to initial access by the selected Offeror and/or subcontractor staff and occur every year thereafter until end of engagement. Before the Commonwealth will permit the selected Offeror or subcontractor personnel access to Commonwealth facilities and/or data, the selected Offeror must provide written confirmation to the agency that the background check has been conducted.

Any background check requirements must comply with Commonwealth Information technology Policies (ITP) as described in ITP_SEC009 - Minimum Contractor Background Checks Policy.

The Commonwealth specifically reserves the right to conduct background checks over and above that described herein.

Failure of the selected Offeror to comply with the confidentiality and security requirements may result in default of the selected Offeror under the Contract. In addition, unauthorized access by any employees or resources placed by the selected Offeror may result in immediate removal of such employees or resources and civil actions or criminal prosecutions.

B. Candidates:

1. The selected Offeror must provide candidates for all job titles and skill categories listed in Appendix H, Job Titles and Skill Categories. The Offeror must provide a detailed explanation how it will provide candidates for all of the job titles and

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skill categories listed in Appendix H, Job Titles and Skill Categories. The Offeror must describe how subcontractors are qualified to be part of its network, how subcontractors are contractually bound to the pricing and how subcontractor services will be accurately tracked and reported.

2. The selected Offeror must maintain an open subcontractor network that allows additional subcontractors to join at any time during the term of the Contract.

3. The selected Offeror must propose candidates that are able to work for the entire duration of the requisition unless the Commonwealth provides prior written approval.

4. The selected Offeror must disclose if any candidate is a former employee of the Commonwealth. Any former Commonwealth employee must be in compliance with all applicable laws and policy, including specifically the Pennsylvania Public Official and Employee Ethics Act.

5. If a replacement is required for any reason, the selected Offeror must provide a group of resumes (minimum of three (3) per request, but no more than five (5)) for the agency to review within two (2) business days.

6. The selected Offeror’s candidates must work onsite unless the Commonwealth provides prior written approval.

7. Candidates must follow all applicable laws, processes and procedures that govern the Commonwealth and/or agencies.

8. Candidates may be required to purchase a security badge to gain access to buildings or work areas at the selected Offeror’s expense. The current price for a security badge is $20 per badge.

C. Maintain Skill Categories with Changing Technology:As new technologies emerge, the Commonwealth expects that specific skills sets and technical needs will change. This may include, but is not limited to, such as changing methodologies and disciplines relative to Information Technology Infrastructure Library (ITIL), Capability Maturity Model Integration (CMMI), Project Management, Enterprise Architecture, Business Analysis, Business Process Engineering, Systems Architecture and Engineering, Software Engineering and Development, Information Systems Security Assessments and Testing. The Commonwealth reserves the right to update job titles, skill categories and position descriptions found in Appendix H, Job Titles and Skill Categories according to current market situations, such as moving previous skills to a more mature skill category, or adding new technologies to the appropriate skill category. The Commonwealth will monitor the changing technology environment, with the help of the selected Offeror, and will make changes to job titles, skill categories and position descriptions, and may propose changes to the selected Offeror based on current market conditions.

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D. Project Manager:The selected Offeror must have a project manager available throughout the term of the Contract. The project manager must function as the Offeror’s authorized point of contact with the Commonwealth and must be available to respond promptly and fully to all requirements of the Contract. The project manager’s responsibilities include, but are not limited to: providing administrative, supervisory, and technical direction to project personnel; monitoring work performance for accuracy, timeliness, efficiency and adherence to Contract requirements; coordinating the resolution of Contract problems and the implementation and completion of problem escalation procedures. If requested by the Commonwealth, the project manager must meet monthly with each agency during the first six (6) months of the Contract. Agencies may continue meetings with the project manager as necessary. The project manager must be an employee of the selected Offeror and must be authorized to make binding decisions on behalf of the selected Offeror and all subcontractors. The project manager may not be reassigned during the term of the Contract without sixty (60) days prior written notice and the Commonwealth’s approval.

The project manager must have a minimum of five (5) years of experience with increased levels of responsibility. The project manager must have experience managing projects of similar size. Additionally, the project manager must demonstrate effective oral and written communication skills. A temporary project manager must be designated and available in the absence of the project manager and must have at least the same qualifications that the named project manager possesses.

E. Project Team:The project team of account managers must be of sufficient size to manage the Contract. If at any time during the term of the Contract the selected Offeror’s organizational structure or personnel involved with the Contract changes, a new organizational chart must be provided to the Contract Manager within thirty (30) days of the change.

F. Vendor Management System (VMS):The selected Offeror must provide a web based workflow VMS for use by the Commonwealth. The VMS will be used to facilitate the staff augmentation process defined in the selected Offeror’s user guide. The selected Offeror must administer the VMS and register users based on their role in the process. The current VMS is PeopleFluent. The Commonwealth will not incur any direct cost for use of the VMS. Commonwealth agencies must be able to access reports showing Contract utilization, for their specific agency based on user login, and the Issuing Office must have the ability to access full Contract utilization reports. The selected Offeror must provide access to agencies for their specific agency POs based on user login.

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The Offeror shall describe its VMS which will be used to facilitate the process. The Offeror shall describe the features, functions, and other capabilities of the VMS. In addition to entering a resource’s hours in the VMS, resources may be required to enter time worked into an agency timekeeping system for audit, chargeback, or capacity management/tracking purposes, at the agencies discretion.

G. Reporting Process:The Offeror must describe its reporting process which will be utilized to meet the requirements outlined in Part IV, Section IV-5.B. Include sample reports for the Issuing Office and the using agencies. Describe any enhanced reporting capabilities, capability to deliver reports electronically, ability to utilize the VMS to provide direct access to reports and frequency of data updates in these reporting tools. Describe the reporting capabilities of the VMS to include the frequency of report availability such as daily, weekly, monthly. Describe the capability of the VMS to filter reports by agency, requisitioner and resource. Describe how and what kind of records will be kept, and on what schedule the invoicing will be audited to ensure contractual compliance.

H. Right to Represent:The selected Offeror must have the express consent of each candidate the selected Offeror submits in response to an agency requisition, either directly from the candidate or through a member of the selected Offeror's network who has the legal right to represent the candidate in matters of work assignment. Upon request by the agency, the selected Offeror must supply a completed Appendix J, Right to Represent Acknowledgement form as evidence of its right to represent a specific candidate. The selected Offeror may use its own form as a substitute with written approval by the Commonwealth.

Candidates provided in response to agency requisitions for which it is determined that the selected Offeror did not have the right to represent will not be credited toward the selected Offeror’s compliance with applicable performance metrics and SLAs concerning the number and timing of candidate submittals. Repeated instances of the selected Offeror providing candidates for which the selected Offeror does not have the express right to represent may result in the Commonwealth exercising its rights under the Contract, up to and including termination.

I. Overtime Policy:No overtime premiums will be paid to the selected Offeror for work which is performed after normal business hours. All hours worked during an engagement will be paid in accordance with the rate for the appropriate job title and skill category set forth in Appendix C, Cost Matrix for the resource’s job title and skill category.

J. Travel Expenses:Travel expenses will be paid in accordance with the Commonwealth Management Directive 230.10 only if preapproved by the agency and the Contract Manager. The travel expenses must be reflected on the PO in order to receive payment. The

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Commonwealth requires that the selected Offeror provide resources to meet Commonwealth needs at various locations requested by agencies without the need for significant travel on the part of the resource. Therefore, the Commonwealth will not reimburse the selected Offeror for travel, meals, lodging or other expenses except when the Commonwealth requires an engagement to travel outside the requested location. See the following webpage for a copy of the management directive: http://www.portal.state.pa.us/portal/server.pt?open=512&objID=711&PageID=228891&mode=2&contentid=http://pubcontent.state.pa.us/publishedcontent/publish/cop_general_government_operations/oa/oa_portal/omd/p_and_p/management_directives/management_administrative_support/items/md230_10.html

K. Other Expenses:The Commonwealth will not pay for any costs in addition to the rate for the appropriate job title and skill category set forth in Appendix C, Cost Matrix for a resource to perform his or her duties during an engagement with the Commonwealth. This includes, but is not limited to, training, certifications, parking, background checks and security badges.

L. Service Level Agreements (SLA):The Commonwealth requires that the selected Offeror demonstrate a high level of quality control standards and service to the Commonwealth. The Commonwealth has developed a set of minimum SLAs, defined in Appendix I, Service Level Agreements, which the selected Offeror must meet or exceed throughout the term of the Contract. Failure to achieve an SLA will result in a service credit as described in Appendix I, Service Level Agreements. In addition, the selected Offeror must submit a corrective action plan to the Commonwealth within fifteen (15) days of the quarter’s end for any missed SLA. This plan is subject to Commonwealth approval. The selected Offeror shall execute the corrective action plan upon Commonwealth approval.

The selected Offeror will be allowed a ninety (90) day grace period during the implementation phase of the Contract to ramp up services, without being evaluated on the SLAs in Appendix I, Service Level Agreements. After the grace period, tracking of each of the SLAs will begin, and the first report shall be due to the Contract Manager one (1) month after the grace period ends.

Note: SLA calculations shall be limited to requisitions that have been released to the selected Offeror’s network of staff augmentation resources.

M. Quality Control:The Commonwealth has developed a high level process, described below, that must be utilized throughout the term of the Contract to ensure that the selected Offeror is providing the best possible service to the Commonwealth:

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1. Agencies will request candidates through the selected Offeror’s VMS. The project manager and/or account manager must then provide a group of resumes (minimum of three (3) per request, but no more than five (5)) for the agency to review. If the agency selects a candidate from this first group of resumes, the agency will proceed to Part IV, Section IV-3.M.2.

If the agency determines the resumes provided do not meet the requirements as stated in the requisition, the agency may request a new group of resumes from the selected Offeror. If a second group of resumes is provided and no resumes within the group meet the requirements as stated in the requisition and clarified in the reorder process, the agency may continue with the process described above until an acceptable candidate is selected. The agency, at any time, may utilize a separate procurement method to meet its service needs.

2. Agencies will have the opportunity to conduct skills assessments of the candidates chosen from the selected Offeror’s group of provided resumes. The method (phone interviews, face to face interviews, web conference, video conference, capabilities tests, etc.) for the skill assessment is at the agencies sole discretion. If the agency conducts a skills assessment and determines that the candidates do not meet the requirements of the requisition, the agency will request another group of resumes from the selected Offeror. If this process occurs twice with the same requisition and the agency is still unable to find a candidate who meets the requirements of the requisition, the agency may utilize a separate procurement method or contract to meet the service need.

3. If a resource begins work for a particular agency, and the agency determines within five (5) business days that the resource does not have the skills or capabilities necessary to complete the requirements as defined in the requisition, the agency may request that the resource be replaced immediately, and the agency will not pay for the work conducted by the unacceptable resource. The Commonwealth may also reject any replacement resource according to these procedures.

4. A quarterly meeting shall take place among the project manager, account managers, Commonwealth management and the Contract Manager to review the quality of service provided to the Commonwealth by the selected Offeror. It is at this time that the Commonwealth will evaluate the selected Offeror on a variety of performance metrics, including, but not limited to, the SLAs outlined in Appendix I, Service Level Agreements. If three (3) consecutive quarterly meetings occur with minimal or no improvement in the identified areas, the selected Offeror may be considered in default and the Commonwealth may terminate the Contract.

5. The selected Offeror shall conduct monthly surveys of the satisfaction of the agency for the resource(s) placed at that agency by the selected Offeror. Surveys must be used to highlight both positive and negative points about the selected Offeror's processes and resources. Survey results shall be used to identify areas

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for improvement. All survey metrics must be submitted to the Contract Manager no later than ten (10) business days past the end of the month that is being reported on.

6. The Offeror shall describe any additional quality control measures it will use to ensure the selected Offeror is providing the best possible service to the Commonwealth.

N. Change Management:The Commonwealth reserves the right to add, remove and/or modify job titles, skill categories and position descriptions throughout the term of the Contract. The Commonwealth will send notice to the selected Offeror at least thirty (30) days prior to the date that changes are to be effective.

O. Purchase Order Management:Resource’s hours worked must not exceed the hours on the PO without agency approval. Hours which exceed the PO limit without an approved change to the PO will not be paid by the agency. It is preferred that the VMS track the available hours and usage and prohibit billing beyond the allotted hours on the PO. The Offeror shall describe how it will manage PO limits and the capability of its VMS to track and manage POs.

P. Emergency Preparedness:To support continuity of operations during an emergency, including a pandemic, the Commonwealth needs a strategy for maintaining operations for an extended period of time. One (1) part of this strategy is to ensure that essential contracts that provide critical business services to the Commonwealth have planned for such an emergency and put contingencies in place to provide needed goods and services.

1. Describe how Offeror anticipates such a crisis will impact its operations.

2. Describe Offeror’s emergency response continuity of operations plan. Attach a copy of the plan, or at a minimum, summarize how the plan addresses the following aspects of pandemic preparedness:

a. Employee training (describe Offeror’s training plan and how frequently it will be shared with employees)

b. Identified essential business functions and key employees (within Offeror) necessary to carry them out

c. Contingency plans for:

i. How Offeror will handle staffing issues when a portion of key employees are incapacitated due to illness.

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ii. How Offeror employees will carry out the essential functions if contagion control measures prevent them from coming to the primary workplace.

d. How Offeror will communicate with staff and suppliers when primary communications systems are overloaded or otherwise fail, including key contacts, chain of communications (including suppliers), etc.

e. How and when Offeror’s emergency plan will be tested and if the plan will be tested by a third party.

Q. Value Added Services:Describe any additional value added services the Offeror provides as part of its MSP solution. The Commonwealth requires these value added services to be included in the rates set forth in Appendix C, Cost Matrix.

IV-4. Tasks:All of the following tasks must be met or exceeded by the selected Offeror throughout the term of the Contract.

A. Implementation:In its proposal, the Offeror shall submit its project implementation methodology and draft implementation plan which it proposes to use for implementation of the project. At a minimum, the implementation plan must include the structure of account managers who will be dedicated to the Commonwealth, the roll out of the VMS and the process the Offeror will use to ensure all billing meets Commonwealth standards.

The Offeror must provide a clear plan for managing the implementation of the Contract, which will take place in a peak period of demand for IT staff augmentation services by the Commonwealth. The Offeror must be prepared to work with agencies which have not utilized this type of contract in the past. The Offeror must describe the plan for taking on a large volume of requests during this first phase of the Contract, adding employees to the Offeror’s internal resource pool, partnering with additional subcontractors to meet Commonwealth needs and assigning dedicated account managers to work with the Commonwealth in implementing the Contract.

The Offeror must include such activities as knowledge transfer, training activities for Commonwealth agencies and Offeror staff training.

The selected Offeror must meet with the Commonwealth to review potential technical and logistical issues of the draft implementation plan. The selected Offeror shall provide a finalized implementation plan based on the feedback received from the Commonwealth. To ensure a timely and satisfactory implementation, the selected Offeror and the Commonwealth must jointly agree to a final implementation plan to be incorporated into the Contract.

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The selected Offeror must facilitate one (1) or more training sessions with agencies to demonstrate the VMS, as well as review any additional services and processes.

The implementation plan, at a minimum, must identify the critical tasks that need to occur to provide a seamless transition of functions from the incumbent contractor and the selected Offeror with minimal disruption to operations. The implementation plan shall include all items as described in Part IV, Section IV-5.A.1.

The selected Offeror must execute the implementation plan upon the Commonwealth’s request.

B. Resource Management:

1. Network of Subcontractors:The selected Offeror must maintain an open subcontractor network with equal opportunity for SDBs in the network to provide resources for consideration for requisitions made under the Contract. The selected Offeror must utilize subcontractors as a significant source of resources for the Contract.

a. A signed agreement must exist between the selected Offeror and each subcontractor listed as a member of the network. The selected Offeror shall make these agreements available to the Commonwealth upon request.

b. The selected Offeror must timely pay its subcontractors, within forty five (45) days of receipt of proper invoices from the subcontractors.

c. The Commonwealth may require the selected Offeror to survey the network to check for the availability of resources, without the commitment of a PO.

2. Full Service Model Approach:The selected Offeror must provide a full service model approach for managing the Contract while meeting all of the SLAs as defined in Appendix I, Service Level Agreements. The selected Offeror must perform the following:

a. Consult with agencies to develop cost effective IT needs.

b. Manage and mentor the subcontractor network.

c. Screen candidates to select the best price performance.

d. Manage all resource related human resources issues.

e. Maintain a public web portal that contains key performance data.

f. Manage requests (normal and urgent) from request through the conclusion of the resource engagement.

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3. Specific Resource Requests:A specific resource request includes any requisition of a resource that is not released to the selected Offeror’s network of staff augmentation resources for the Commonwealth to make a selection This includes all extensions and renewals of resources currently providing services to an agency.

a. Agencies may request a specific resource from the selected Offeror if the resource meets at least one (1) of the following conditions:

i. The resource has performed as a subject matter expert on a custom application or within a similar business environment within the last five (5) years.

ii. The resource has a specific skill set required by an agency, e.g., an organization implements a new software product and an agency needs support that is not covered under an existing software contract.

iii. The resource is required due to an emergency situation.

b. Agency CIO or designee approval is required to request a specific resource from the selected Offeror.

c. Approximately 82.44% of spend against the current contract comes from specific resource requests.

4. Exceptions:An exception job category may be used when an agency has a need for IT staff augmentation services that are not included in the current list of job titles and skill categories or rates.

a. Agencies may utilize the exception job category only after the following conditions have been met:

i. The agency has made an effort to classify a requisition under the current job titles and skill categories or rates.

ii. The agency has requested that the selected Offeror survey the network of qualified subcontractors to validate the job title, skill classification and rate.

b. Exception requisitions may be released to the selected Offeror’s network of staff augmentation resources or filled by a specific resource request.

c. Agency CIO or designee and Contract Manager approval is required for the use of the exception job category.

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C. User Guide Maintenance:The selected Offeror must develop and maintain a user guide for the Contract. The user guide must define the staff augmentation process from resource engagement development to the conclusion of the resource engagement. The user guide must describe the process for agencies using the Contract to obtain IT staff augmentation resources. The user guide must describe the Contract in general, guidelines for use, user roles and the process for using the Contract. The user guide is subject to Commonwealth approval.

D. Turnover:The selected Offeror must submit a turnover plan within 180 days prior to the end of the term of the Contract. At a minimum, the turnover plan must identify the critical tasks that need to occur to provide a seamless transition of functions between the selected Offeror as the incumbent contractor and the new contractor with minimal disruption to operations. The turnover plan must include all items as described in Part IV, Section IV-5.A.6. The selected Offeror must execute the turnover plan upon the Commonwealth’s request.

IV-5. Reports and Project Control:The selected Offeror must create, maintain and execute the following plans, reports and documentation in a file type and format agreed to by the Commonwealth. All plans and reports are subject to Commonwealth approval.

A. Project Management Plan:The project management plan must include but not be limited to the following:

1. Implementation Plan:The implementation plan must describe activities necessary for the successful implementation of the service as described in Part IV, Section IV-4.A., and how the activities will be managed. The project implementation plan must act as a confirmation of implementation activities, phasing, objectives and be detailed enough to ensure the project meets the requirements as specified in the RFP. The project implementation plan must include, but is not limited to: Major milestones/deliverables Work Breakdown Structure ("WBS") Timeline Roles and responsibilities; Technical tools and technical staff training.

2. Issue Management Plan:The issue management plan must describe the approach for capturing and managing issues throughout the term of the Contract. The issues management plan must include: Issues management approach Roles and responsibilities Tools

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Issues escalation approach

3. Change Management Plan:The change management plan must describe the approach to effectively manage changes throughout the term of the Contract as described in Part IV, Section IV-3.N. The plan must include the process to track change requests from submittal to final disposition. The change control management plan must include: Change management process Roles and responsibilities Rules/procedures

4. Communications Management Plan:The communications management plan must describe the communications process that will be used throughout the term of the Contract. The process must include the tools and techniques that will provide timely and appropriate generation, collection, distribution, storage, retrieval and disposition of project information. The communications management plan must include: Communications management process Roles and responsibilities Reporting tools and techniques

5. Quality Management Plan:The quality management plan must describe the approach used to address quality assurance and quality control throughout the term of the Contract and adhere to quality control standards as described in Part IV, Section IV-3.M. The quality management plan must identify the internal quality processes and practices that will be used to manage and ensure the level and quality required by the Commonwealth. The plan must also include the criteria by which quality is measured, how compliance is measured and the process for addressing those instances whenever quality measures are out of tolerance or compliance. The plan must reference the SLAs listed in Appendix I, Service Level Agreements which be met throughout the term of the Contract. The quality management plan must include: Quality management process Roles and responsibilities Tools Quality standards

6. Turnover Plan:The turnover plan must describe activities necessary for the successful turnover of the service at the end of the term of the Contract as described in Part IV, Section IV-4.D. The turnover plan must include: The strategy for transferring system responsibility to agency staff Areas that require continued support by the selected Offeror Timeline that will be applied to the turnover plan Roles and responsibilities Breakdown of activities that will be performed in the turnover phase

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Knowledge transfer process Training activities Technical tools and technical staff training.

B. Reports and Meetings:The selected Offeror is responsible for periodic reports and meetings covering activities, problems and recommendations.

1. Commonwealth Quarterly Meeting:The selected Offeror must meet with the Issuing Office on a quarterly basis, or upon request, to present reports showing: Active network subcontractors Pending network subcontractors Inactive network subcontractors SDB utilization Industry trends Contract utilization by agency and job category COSTARS utilization Activities seeking potential subcontractors to be added to the network

Quarters are defined by the Commonwealth as follows: Quarter 1: January through March Quarter 2: April through June Quarter 3: July through September Quarter 4: October through December

2. Subcontractor Network Quarterly Meeting:The selected Offeror shall hold quarterly meetings with the network subcontractors to update the subcontractors with Contract information and performance metrics. The selected Offeror must notify the Commonwealth when these meetings will occur, at least five (5) business days prior to the date of the meeting. The Commonwealth reserves the right to attend.

3. Quarterly Reports:The selected Offeror must submit quarterly reports to the Issuing Office within fifteen (15) business days of the quarter’s end. Quarterly reports shall include at a minimum, a summary report with the sales for the period, subtotaled by agency, current hours and bill rates, a detailed report containing the line item details of each PO by agency, bureau/purchasing organization and subcontractor, a utilization report and an SLA achievement report.

4. Monthly Reports:The selected Offeror must make all monthly reports available to the agencies through the VMS. Monthly reports must contain the percent of revenue and percent of resources provided through the selected Offeror’s subcontractor network, a utilization report and a PO Limit report if requested by the agency.

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5. Ad-hoc Reports:The selected Offeror must provide any additional reports requested by the Commonwealth at no additional cost.

IV-6. Contract Requirements - Small Diverse Business Participation:All contracts containing SDB participation must include a provision requiring the selected Offeror to meet and maintain those commitments made to SDBs at the time of proposal submittal or Contract negotiation, unless a change in the commitment is approved by the BSBO. All contracts containing SDB participation must include a provision requiring SDB subcontractors to perform at least fifty percent (50%) of the subcontracted work.

The selected Offeror’s commitments to SDBs made at the time of proposal submittal or Contract negotiation shall, to the extent so provided in the commitment, be maintained throughout the term of the Contract and through any renewal or extension of the Contract. Any proposed change must be provided to BSBO, which will make a recommendation to the Contract Manager regarding a course of action. The selected Offeror may add new SDBs to its subcontractor network throughout the term of the Contract. Once BSBO approves the addition of a SDB subcontractor, the Commonwealth will count participation by the new SDB toward the selected Offeror’s general SDB commitment for staff augmentation resources.

The selected Offeror shall adhere to the SLA requirement that it will maintain compliance with the established SDB commitment(s) described in this Contract. SDB compliance will be measured for the selected Offeror on a quarterly basis.

If a Contract is assigned to another contractor, the new contractor must maintain the SDB participation of the original Contract.

The selected Offeror shall complete the quarterly utilization report, or similar type document containing the same information, and provide it to the Contract Manager and BSBO within ten (10) workdays at the end of each quarter the Contract is in force. This information will be used to determine the actual dollar amount paid to SDB subcontractors and suppliers. Also, this information will serve as a record of fulfillment of the commitment the selected Offeror made and for which it received SDB participation points. If there was no activity during the quarter then the form must be completed by stating there was no activity.

In addition, the selected Offeror will be required to attend quarterly, in-person SDB utilization and reporting meetings with the Commonwealth. The purpose of the meetings will be to review the quarterly utilization reports and SDB project plan progress to assess the selected Offeror’s compliance with its SDB commitments.

The selected Offeror shall notify the Contract Manager and BSBO if circumstances arise that may negatively impact its ability to comply with SDB commitments. In the event the

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selected Offeror is not meeting its SDB commitment for staff augmentation resources in accordance with its SDB project plan, or the selected Offeror has identified circumstances that my negatively impact its ability to meet its commitment, the selected Offeror will be required to submit a corrective action plan to the Commonwealth outlining how the selected Offeror will achieve compliance with its SDB project plan. Any disputes will be decided by the Issuing Office and DGS. To the extent the selected Offeror fails to satisfy its SDB commitment(s), it will be subject to a determination that it is not responsible under the Commonwealth’s Contractor Responsibility Program or other action by the Commonwealth, up to and including termination by default.

Note: Equal employment opportunity and Contract compliance statement referring to company equal employment opportunity policies or past contract compliance practices do not constitute proof of SDB status or entitle an Offeror to receive credit for SDB utilization.

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