RFP 643

Department of Human Services (DHS) REQUEST FOR PROPOSALS (RFP) Cost Allocation Services SOLICITATION NO . N00B8400326 Issue Date: February 1 4, 2018 NOTICE A Prospective Offeror that has received this document from the DHS website or https://emaryland .buyspeed.com/bso/ , or that has received this document from a source other than the Procurement Officer, and that wishes to assure receipt of any changes or additional materials related to this RFP , should immediately contact the Procurement Officer and pr ovide the Prospective Offeror’s name and mailing address so that addenda to the RFP or other communications can be sent to the Prospective Offeror. Minority Business Enterprises Are Encouraged to Respond to this Solicitation DHS Cost Allocation Services N000B8400326 RFP Number N00B8400326 RFP for Department of Human Services Page 2 STATE OF MARYLAND Department of Human Services (DHS) RFP KEY INFORMATION SUMM ARY SHEET RFP Title: Cost Allocation Services RFP Number: N000B8400326 RFP Issuing Department : DHS 311 W. Saratoga Street Baltimore, MD 21201 RFP Issue Date: 02/13/2018 Proposals Due Date and Time: 03/30/2018 at 02:00 PM Local Time Questions Due Date and Time: 03/15/2018 at 02:00 PM Local Time Procurement Officer: Danika Montague Phone: 410- 767-7072 Fax: 410- 333-0258 e-mail: danika.montague@maryland.gov Contract Manager: Patrick Mbanefo Phone: 410- 767-7260 Fax: 410- 333-0258 e-mail: Patrick.mbanefo1@maryland.gov Send Proposals to: DHS 311 W. Saratoga Street Baltimore, MD 21201 Attention: Danika Montague Send Questions (e-mail only) to: danika.montague1@maryland.gov Contract Type Fixed Pric e Contract Duration Three (3 ) years MBE Subcontracting Goal: 0 % VSBE Subcontracting Goal: 0 % Small Business Reserve No Pre-Proposal Conference: 02/26/2018 2:00 PM Local Time 311 West Saratoga Street, Rm. 508A Baltimore, Maryland, 21201 See Attac hment E for Response Form DHS Cost Allocation Services N000B8400326 RFP Number N00B8400326 RFP for Department of Human Services Page 3 STATE OF MARYLAND NOTICE TO OFFERORS/ BIDDERS /CONTRACTORS Maryland Wants to Do Business with You Please let us know why you are not proposing . (Check all that apply). ☐ We do not offer the services/commodities requested. ☐ Busy with other commitments. ☐ Specifications are unclear or too restrictive. ☐ Timetable is unworkable. ☐ Bonding/Insurance requirements are prohibitive. ☐ Our experience with State of Maryland has n ot been satisfactory. ☐ Other (Please specify) Additional Comments: Please add suggestions for improvement here: Name of commenter and Business (optional): _____________________________________________ Contact Person (optional): _________________________________ Phone (____) _____ - __________ Bid/proposal Number: N00B8400326 Entitled: Cost Allocation Services Your comments will help us improve the procurement process. Thank You. Please return your comments with your proposal. If you have chosen not t o propose to this RFP , please e-mail this completed form to the Procurement Officer’s e- mail address . DHS Cost Allocation Services N000B8400326 RFP Number N00B8400326 RFP for Department of Human Services Page 4 TABLE OF CONTENTS RFP KEY INFORMATION SUMMARY SHEET .................................................................................. 2 TAB LE OF CONTENTS ......................................................................................................................... 4 1 GENERAL INFORMATION ........................................................................................................... 8 1.1 Summary Statement ................................................................................................................... 8 1.2 Abbreviations and Definitions ................................................................................................... 8 1.3 Contract Type ........................................................................................................................... 13 1.4 Contract Duration ..................................................................................................................... 13 1.5 Procurement Officer ................................................................................................................. 13 1.6 Contract Manager ..................................................................................................................... 13 1.7 Pre-proposal Conference . ........................................................................................................ 13 1.8 eMaryland Marketplace ........................................................................................................... 14 1.9 Questions .................................................................................................................................. 14 1.10 Procurement Method ............................................................................................................ 14 1.11 Proposals Due (Closing) Date and Time .............................................................................. 14 1.12 Multiple or Alternate Proposals ........................................................................................... 15 1.13 Economy of Preparation ....................................................................................................... 15 1.14 Public Information Act Notice ............................................................................................. 15 1.15 Award Basis ......................................................................................................................... 15 1.16 Oral Presentation .................................................................................................................. 15 1.17 Duration of Proposal ............................................................................................................ 15 1.18 Revisions to the RFP ............................................................................................................ 16 1.19 Cancellations ........................................................................................................................ 16 1.20 Incurred Expenses ................................................................................................................ 16 1.21 Protest/Disputes .................................................................................................................... 16 1.22 Offeror Responsibilities ....................................................................................................... 16 1.23 Substitution of Contractor Personnel ................................................................................... 17 1.24 Mandatory Contractual Terms .............................................................................................. 17 1.25 Bid/Proposal Affidavit ......................................................................................................... 17 1.26 Contract Affidavit ................................................................................................................. 17 1.27 Compliance with Laws/Arrearages ...................................................................................... 17 1.28 Verification of Registration and Tax Payment ..................................................................... 18 DHS Cost Allocation Services N000B8400326 RFP Number N00B8400326 RFP for Department of Human Services Page 5 1.29 False Statements ................................................................................................................... 18 1.30 Payments by Electronic Funds Transfer ............................................................................... 18 1.31 Prompt Payment Policy ........................................................................................................ 18 1.32 Electronic Procurements Authorized .................................................................................... 19 1.33 Minority Business Enterprise Participation Goal ................................................................. 20 1.34 Living Wage Requirements .................................................................................................. 20 1.35 Federal Funding Acknowledgement .................................................................................... 20 1.36 Conflict of Interest Affidavit and Di sclosure ....................................................................... 20 1.37 Non-Disclosure Agreement .................................................................................................. 21 1.38 HIPAA - Business Associate Agreement ............................................................................. 21 1.39 Non-Visual Access ............................................................................................................... 21 1.40 Mercury and Products That Contain Mercury ...................................................................... 22 1.41 Veteran -Owned Small B usiness Enterprise Goals ............................................................... 22 1.42 Location of the Performance of Services Disclosure ........................................................... 22 1.43 Department of Human Services Hiring Agreement ............................................................. 22 1.44 Purchasing and Recycling Electronic Products .................................................................... 22 1.45 Contract Extended To Include Other Non- State Governments or Agencies ........................ 22 1.46 Retainage .............................................................................................................................. 22 1.47 Proposal/Bid Bond ............................................................................................................... 22 1.48 Surety Bond Assistance Program ......................................................................................... 22 1.49 Performance Bond ................................................................................................................ 22 1.50 Payment Bond ...................................................................................................................... 22 2 COMPANY AND PERSONNEL QUALIFICATIONS ................................................................ 23 2.1 Offeror Minimum Qualifications ............................................................................................. 23 2.2 Offeror Personnel Minimum Qualifications ............................................................................ 23 2.3 Offeror Preferred Qualifications .............................................................................................. 23 2.4 Offeror Personnel Preferred Qualifications ............................................................................. 23 3 SCOPE OF WORK......................................................................................................................... 24 3.1 Background and Purpose ......................................................................................................... 24 3.2 Agency / Project Background .................................................................................................. 24 3.3 General Requirements .............................................................................................................. 24 3.4 Security Requirements ............................................................................................................. 29 3.5 Labor Categories and Qualifications ........................................................................................ 33 3.6 Performance and Personnel ...................................................................................................... 33 DHS Cost Allocation Services N000B8400326 RFP Number N00B8400326 RFP for Department of Human Services Page 6 3.7 Problem Escalation Procedure ................................................................................................. 33 3.8 Service Level Agreements ....................................................................................................... 34 3.9 Work Order Process ................................................................................................................. 35 3.10 Insurance Requirements ....................................................................................................... 35 3.11 Invoicing ............................................................................................................................... 36 4 PROPOSAL FORMAT .................................................................................................................. 37 4.1 Two-Part Submission ............................................................................................................... 37 4.2 Volume I – Technical Proposal ................................................................................................ 37 4.3 Volume II – Financial Proposal ............................................................................................... 41 4.4 Proposal Packaging .................................................................................................................. 41 4.5 Proposal Delivery ..................................................................................................................... 41 5 EVALUATION CRITERIA AND PROCEDURE ........................................................................ 43 5.1 Evaluation Committee .............................................................................................................. 43 5.2 Technical Proposal Evaluation Criteria ................................................................................... 43 5.3 Financial P roposal Evaluation Criteria .................................................................................... 43 5.4 Reciprocal Preference .............................................................................................................. 43 5.5 Selection Procedures ................................................................................................................ 44 5.6 Documents Required upon Notice of Recommended Award .................................................. 45 6 RFP ATTACHMENTS .................................................................................................................. 46 Attachment A - CONTRACT ............................................................................................................. 48 Attachment B - BID/PROPOSAL AFFIDAVIT ................................................................................ 67 Attachment C - CONTRACT AFFIDAVIT ....................................................................................... 74 Attachment D - MINORITY BUSINESS ENTERPRISE FORMS .................................................... 78 Attachment E - PRE-PROPOSAL CONFERENCE RESPONSE FORM ......................................... 79 Attachment F - Financial Proposal PRICING INSTRUCTIONS ...................................................... 80 F-1 Financial Proposal Form .............................................................................................................. 81 Attachment G - LIVING WAGE REQUIREMENTS F OR SERVICE CONTRACTS ..................... 82 Attachment H - FEDERAL FUNDS ATTACHMENT ...................................................................... 83 Attachment I - CONFLICT OF INTEREST AFFIDAVIT AND DISCLOSURE ............................ 84 Attachment J - NON- DISCLOSURE AGREEMENT (CONTRACTOR) ........................................ 85 NON- DISCLOSURE AGREEMENT - ATTACHMENT J -1 ........................................................... 88 NON- DISCLOSURE AGREEMENT – ATTACHMENT J -2........................................................... 89 Attachment K - HIPAA BUSINESS ASSOCIATE AGREEMENT .................................................. 90 Attachment L - MERCURY AFFIDAVIT ......................................................................................... 91 DHS Cost Allocation Services N000B8400326 RFP Number N00B8400326 RFP for Department of Human Services Page 7 Attachment M - VETERAN -OWNED SMALL BUSINESS ENTERPRISE ..................................... 92 Attachment N - LOCATION OF THE PERFORMANCE OF SERVICES DISCLOSURE ............. 93 Attachment O - DHS HIRING AGREEMENT .................................................................................. 94 DHS Cost Allocation Services N000B8400326 RFP Number N00B8400326 RFP for Department of Human Services Page 8 1 GENERAL INFORMATION 1.1 Summary Statement 1.1.1 The Department of Human Services (DHS or “the Department ”) is issuing this Request for Proposal s (RFP) to provide a Software as a Service (SaaS) solution for cost allocation services . 1.1.2 It is the State’s intention to obtain services , as specified in this RFP , through a Contract between the s uccessful Offeror and the State. See Section 1.4 for contract duration information. 1.1.3 The Department intends to make a single award as a result of this RFP . 1.1.4 Offerors , either directly or through their S ubcontractor(s), must be able to provide all services and meet all of the requirements requested in this solicitation and the successful Offeror (the Contractor) shall remain responsible for Contract performance regardless of S ubcontractor participation in the work. 1.2 Abbreviations and Definitions For the purposes of this RFP , the following abbreviations and terms have the meanings indicated below: Term Description Agency The unit of the Maryland State government procuring equipment and services through the Contract issued as a result of this RFP, as specifie d in Section 3A -302(b) of the State Finance and Procurement Article Requesting/Billed Agency Any State executive branch unit under the resulting Contract with the State that has ordered services or whose name appears on an invoice OR Any State executive branch unit that is identified as the recipient of work under a Work Order. Task Order A document that describes all specifics regarding products and/or services ordered by a Requesting/Billed Agency under the Contract Department of Human Services (DHS , or the Department ) The unit of the Executive Branch of Maryland State government issuing the RFP DHS Cost Allocation Services N000B8400326 RFP Number N00B8400326 RFP for Department of Human Services Page 9 Term Description Access The ability or the means necessary to read, write, modify, or communicate data/information or otherwise use any information system resource Busines s Day Monday through Friday (excluding State holidays) COMAR Code of Maryland Regulations available on -line at www.dsd.state.md.us Contract The Contract awarded to the successful Offeror pursuant to this RFP, the form of which is attached to this RFP as Attachment A Contract Manager The State representative who is primarily responsible for Contract administration functions, including issuing written direction, invoice approval, monitoring the Contract to ensure compliance with the terms and conditions of the Contract, monitoring MBE and VSBE compliance, and achieving completion of the Contract on budget, on time, and within scope Contractor The successful Offeror awarded the Contract Contractor Personnel Employees and agents and subcontractor employees and agents performing work at the direction of the Contractor under the terms of the Contract awarded from this RFP Data Breach The unauthorized acquisition, use , modification or disclosure of Sensitive Data eMaryland Marketplace (eMM ) Maryland’s online procurement system Fixed Price Pricing option which places responsibility on the Contractor for the delivery of any products and the complete performance of any services in accordance with the RFP at a price that is not subject to adjustment Information System A discrete set of information resources organized for the collection, processing, maintenance, use, sharing, dissemination, or disposition of information Information Technology (IT) All electronic information -processing hardware and software, inclu ding: (a) Maintenance; (b) Telecommunications; and (c) Associated consulting services DHS Cost Allocation Services N000B8400326 RFP Number N00B8400326 RFP for Department of Human Services Page 10 Term Description Local Time Time in the Eastern Time zone as observed by the State of Maryland . Unless otherwise specified, all stated times shall be Local Time, even if not expressly d esignated as such Minority Business Enterprise (MBE) A Minority Business Enterprise certified by the Maryland Department of Transportation under COMAR 21.11.03 Normal State Business Hours Normal State business hours are 8:00 a.m. – 5:00 p.m. Monday throu gh Friday except State Holidays, which can be found at: www.dbm.maryland.gov – keyword: State Holidays Notice to Proceed (NTP) A written notice from the Procurement Officer that work on the Contract, project , or Work O rder shall begin on a specified dat e. A dditional NTPs may be issued by either the Procurement Officer or the Contract Manager regarding the start date for any service included within this solicitation with a delayed or non -specified implementation date. NTP Date The date specified in an N TP for work on the Contract, project, or Work Order to begin Offeror An entity that submits a proposal in response to this RFP Personally Identifiable Information (PII) Any information about an individual maintained by the State , including (1) any inform ation that can be used to distinguish or trace an individual’s identity, such as name, social security number, date and place of birth, mother’s maiden name, or biometric records; and (2) any other information that is linked or linkable to an individual, such as medical, educational, financial, and employment . information. Point of Contact ( POC ) The individual named as the person to coordinate on a particular topic Procurement Officer The State representative who is responsible for the Contract, determini ng scope issues and is the only State representative that can au thorize changes to the Contract Proposal As appropriate, either or both an Offeror’s Technical or Financial Proposal DHS Cost Allocation Services N000B8400326 RFP Number N00B8400326 RFP for Department of Human Services Page 11 Term Description Protected Health Information (PHI) Information that relates to the past , present, or future physical or mental health or condition of an individual; the provision of health care to an individual; or the past, present, or future payment for the provision of health care to an individual; and (i) that identifies the individual; or (ii) with respect to which there is a reasonable basis to believe the information can be used to identify the individual Request for Proposals (RFP) This Request for Proposals for the Department of Human Services , including any amendments / addenda the reto Security Incident A violation or imminent threat of violation of computer security policies, Security Measures, acceptable use policies, or standard security practices. “Imminent threat of violation” is a situation in which the organization has a factual basis for believing that a specific incident is about to occur. Security or Security Measures The te chnology, policy and procedures that a) protects and b) controls access to networks, systems, and data Sensitive Data Means PII; PHI; information abo ut an individual that (1) can be used to distinguish or trace an individual‘s identity, such as name, social security number, date and place of birth, mother‘s maiden name , or biometric records; (2) is linked or linkable to an individual, such as medical, educational, financi al, and employment information; or other proprietary or confidential data as defined by the State, including but not limited to “personal information” under Md. Code Ann., Commercial Law § 14 -3501(d) and Md. Code Ann., State Govt. § 10- 1301(c) Service Level Agreement (SLA) Measurable levels governing Contractor performance and establishing associated liquidated damages for failure to meet those performance standards DHS Cost Allocation Services N000B8400326 RFP Number N00B8400326 RFP for Department of Human Services Page 12 Term Description Software as a Service (SaaS) Software -as-a-Service (SaaS) as used in this document is defined as the capability provided to the State to use the Contractor’s applications running on a cloud infrastructure. The applications are accessible from various client devices through a thin client interface such as a Web browser (e.g. , Web -based email) or a program interface. The State does not manage or control the underlying cloud infrastructure, including network, servers, operating systems, or storage, but may be permitted limited user -specific application configuration settings. Under SaaS, the Contractor is responsible for the acquisition and operation of all hardware, software and network support related to the services being provided, and shall keep all software current. The technical and professional activities required for est ablishing, managing, and maintaining the environments are the responsibilities of the Contractor. State The State of Maryland Subcontractor An agent, service provider, supplier, or vendor selected by the Contractor to provide subcontracted services or products under the direction of the Contractor or other Subcontractors, and including any direct or indirect Subcontractors of a Subcontractor. Subcontractors are subject to the same terms and conditions as the Contractor. Technical Safeguards The technolo gy and the policy and procedures for its use that protect Sensitive Data and control access to it Total Evaluated Price The Offeror’s price as submitted on Attachment F - Price Sheet , upon which the Offeror’s Financial Proposal will be evaluated. (see RFP Section 5.3) Upgrade A new release of any component of the SaaS containing major new features, functionality and/or performance improvements . Veteran -owned Small Business Enterprise (VSBE) A business that is verified by the Center for Verification and Evaluation (CVE) of the United States Department of Veterans Affairs as a veteran -owned small business. See Code of Maryland Regulations (COMAR) 21.11.13 and http://www.vetbiz.gov. DHS Cost Allocation Services N000B8400326 RFP Number N00B8400326 RFP for Department of Human Services Page 13 Term Description Working Day(s) Same as “Business Day ” 1.3 Contract Type The Contract shall be a Fixed Price Contract in accordance with COMAR 21.06.03.02. 1.4 Contract Duration 1.4.1 The Contract shall start from the date of mutual contract execution by the parties (“Effective Date”) . 1.4.2 As of the NTP Date contained in the NTP , the Contractor shall perform all activities required by the Contract, including the requirements of this solicitation and the offerings in its Technical Proposal, for the compensation described in its Financial Proposal. 1.4.3 The Contract resulting from this RFP shall be for 3 years from t he NTP. The Contractor’s obligations to pay invoices to subcontractors that provide products/services during the Contract term, as well as the audit, confidentiality, document retention, and indemnification obligations of the Contract (see Attachment A) , shall survive expiration or termination of the Contract and continue in effect until all such obligations are satisfied. 1.5 Procurement Officer The sole point of contact in the State for purposes of this RFP prior to the award of a contract is the Procurement Officer as listed Key Information Summary Sheet. DHS may change the Procurement Officer at any time by written notice. 1.6 Contract Manager The DHS Contract Manager for the Contract is listed in the Key Information Summary Sheet. DHS may change the Contract M anager at any time by written notice. 1.7 Pre-proposal Conference . 1.7.1 A pre -proposal conference will be held at the time, date and location indicated on the Key Information Summary Sheet. Attendance at the pre -proposal conference is not mandatory, but all intere sted companies are encouraged to attend in order to facilitate better preparation of their proposals. 1.7.2 Seating at the pre-proposal conference will be limited to two (2) attendees per company. Attendees should bring a copy of the solicitation and a busines s card to help facilitate the sign - in process. 1.7.3 The pre -proposal conference will be summarized in writing. As promptly as is feasible subsequent to the pre -proposal conference, the attendance record and pre- proposal summary will be distributed via the same mechanism described for amendments and questions . DHS Cost Allocation Services N000B8400326 RFP Number N00B8400326 RFP for Department of Human Services Page 14 1.7.4 In order to assure adequate seating and other accommodations at the pre -proposal conference, please e -mail the Pre- Proposal Conference Response Form (Attachment E) no later than the time and date indicated on the form. In addition, if there is a need for sign language interpretation and/or other special accommodations due to a disability, please call the Procurement Officer no later than five (5) business days prior to the pre -proposal conference. The Depar tment will make reasonable efforts to provide such special accommodation. 1.8 eMaryland Marketplace 1.8.1 eMaryland Marketplace (eMM) is an electronic commerce system administered by the Maryland Department of General Services (DGS) . In addition to using the DHS ’s website http://dhr.maryland.gov/ and possibly using other means for transmitting the RFP and associated materials, the RFP, pre-proposal conference summary and attendance sheet , Offerors’ questions and the Procurem ent Officer’s responses, addenda, and other solicitation related information will be made available via eMM. 1.8.2 In order to receive a contract award, a company must be registered on eMM. Guidelines can be found on the eMaryland Marketplace website at http://emaryland.buyspeed.com . 1.9 Questions 1.9.1 All questions shall be submitted via e- mail to the Procurement Officer no later than the date and time indicated in the Key Information Summary Sheet. Please identify in the subject line the Solicitation Number and Title . Answers to all questions that are not clearly specific only to the requestor will be distributed via the same mechanism as for RFP amendments and posted on eMM. 1.9.2 Only answers that have been answered in writing by the State can be considered final and binding. 1.10 Procurement Method The Contract will be awarded in accordance with the Competitive Sealed Proposals procurement method as described in COMAR 21.05.03. 1.11 Proposals Due (Closing) Date and Time 1.11.1 Proposals , in the number and form set forth in Section 4 “ Proposal Format,” must be received by the Procurement Officer no later than the date and time listed on the Key Information Summary Sheet in order to be considered. 1.11.2 Requests for extension of this date or time shall not be granted. Offerors mailing Proposal s should allow sufficient mail delivery time to ensure timely receipt by the Procurement Officer. Except as provided in COMAR 21.05.02.10, Proposals received by the Procurement Officer after the due date and time shall not be considered. 1.11.3 Proposals may b e modified or withdrawn by written notice received by the Procurement Officer before the Proposals due time and date. DHS Cost Allocation Services N000B8400326 RFP Number N00B8400326 RFP for Department of Human Services Page 15 1.11.4 Proposals delivered by e -mail o r facsimile shall not be considered. 1.11.5 Companies not responding to this solicitation are requested to submit the “Notice to Offerors/ Bidders /Contractors” form, which includes company information and the reason for not responding (e.g., too busy, cannot meet mandatory requirements). 1.12 Multiple or Alternate Proposals Multiple and/or alternate Proposals will not be accepted. 1.13 Economy of Preparation Proposals should be prepared simply and economically and provide a straightforward and concise description of the Offeror’s Proposal to meet the requirements of this RFP. 1.14 Public Information Act Notice 1.14.1 Offerors should gi ve specific attention to the clear identification of those portions of their proposals that they deem to be confidential, proprietary commercial information or trade secrets and provide justification why such materials, upon request, should not be disclose d by the State under the Public Information Act, General Provisions Article, Title 4 , Md. Code Ann.,. (Also, see RFP Section 4.2.2.2 “Claim of Confidentiality”). This confidential and/or proprietary information should be identified by page and section number and placed after the Title Page and before the Table of Contents in the Technical Proposal and if applicable, separately in the Financial Proposal. 1.14.2 Offerors are advised that, upon request for this information from a third party, the Procurement Office r is required to make an independent determination whether the information must be disclosed. 1.15 Award Basis A Contract shall be awarded to the responsible Offeror submitting the Proposal that has been determined to be the most advantageous to the State, cons idering price and evaluation factors set forth in this RFP (see COMAR 21.05.03.03F), for providing the products/services as specified in this RFP. See RFP Section 5 for further award information. 1.16 Oral Presentation Offerors determined to be reasonably susceptible may be required to make oral presentations to State representatives. Offerors must confirm in writing any substantive oral clarification of, or change in, their Proposals made in the course of discussions. Any such written clarifications or cha nges then become part of the Offeror’s Proposal and are binding if the Contract is awarded. The Procurement Officer will notify Offerors of the time and place of oral presentations. 1.17 Duration of Proposal Proposals submitted in response to this RFP are irr evocable for the latest of the following: 180 days following the closing date for submission of proposals, best and final offers (if requested), or the date DHS Cost Allocation Services N000B8400326 RFP Number N00B8400326 RFP for Department of Human Services Page 16 any protest concerning this RFP is finally resolved. This period may be extended at the Procuremen t Officer’s request only with the Offeror’s written agreement. 1.18 Revisions to the RFP 1.18.1 If it becomes necessary to revise this RFP before the due date for Proposals, the Department shall endeavor to provide addenda to all prospective Offerors that were sent t his RFP or which are otherwise known by the Procurement Officer to have obtained this RFP. In addition, addenda to the RFP will be posted on the Department ’s procurement web page and through eMM. It remains the responsibility of all prospective Offerors to check all applicable websites for any addenda issued prior to the submission of Proposals. Addenda made after the due date for Proposals will be sent only to those Offerors that submitted a timely Proposal and that remain under award consideration as of the issuance date of the addenda. 1.18.2 Acknowledgment of the receipt of all addenda to this RFP issued before the Proposal due date shall be included in the Transmittal Letter accompanying the Offeror’s Technical Proposal. Acknowledgement of the receipt of ad denda to the RFP issued after the Proposal due date shall be in the manner specified in the addendum notice. Failure to acknowledge receipt of an addendum does not relieve the Offeror from complying with the terms, additions, deletions, or corrections set forth in the addendum , and may cause the Proposal to be deemed not susceptible for award. 1.19 Cancellations The State reserves the right to cancel this RFP, accept or reject any and all Proposals, in whole or in part, received in response to this RFP, to waive or permit the cure of minor irregularities, and to conduct discussions with all qualified or potentially qualified Offerors in any manner necessary to serve the best interests of the State. The State also reserves the right, in its sole discretion, to a ward a Contract based upon the written Proposals received without discussions or negotiations. 1.20 Incurred Expenses The State will not be responsible for any costs incurred by any Offeror in preparing and submitting a Proposal, in making an oral presentation, in providing a demonstration, or in performing any other activities related to submitting a Proposal in response to this solicitation. 1.21 Protest/Disputes Any protest or dispute related, respectively, to this solicitation or the Contract shall be subject to the provisions of COMAR 21.10 (Administrative and Civil Remedies). 1.22 Offeror Responsibilities 1.22.1 The successful Offeror shall be responsible for rendering products and services for which it has been selected as required by this RFP . All subcontractors shall be identified and a complete description of their role relative to the Proposal shall be included in the Offeror’s Proposal . If applicable, subcontractors utilized in meeting the established MBE or VSBE participation DHS Cost Allocation Services N000B8400326 RFP Number N00B8400326 RFP for Department of Human Services Page 17 goal(s) for this solicitation shall be identified as provided in the appropriate Attachment(s) of this RFP . 1.22.2 If an Offeror that seeks to perform or provide the products/services required by this RFP is the subsidiary of another entity, all information submitted by the Offeror, such as but not l imited to, references, financial reports, or experience and documentation (e.g. insurance policies, bonds, letters of credit) used to meet minimum qualifications, if any, shall pertain exclusively to the Offeror, unless the parent organization will guarant ee the performance of the subsidiary. If applicable, the Offeror ’s Proposal shall contain an explicit statement that the parent organization will guarantee the performance of the subsidiary. 1.23 Substitution of Contractor Personnel This section does not app ly to this RFP . 1.24 Mandatory Contractual Terms By submitting a Proposal in response to this RFP, an Offeror , if selected for award, shall be deemed to have accepted the terms and conditions of this RFP and the Contract, attached hereto as Attachment A. Any e xceptions to this RFP or the Contract shall be clearly identified in the Executive Summary of the Technical Proposal. The volume and severity of exceptions to the Contract terms, including the terms of the RFP, will be considered in the evaluation process . 1.25 Bid/Proposal Affidavit A Proposal submitted by an Offeror must be accompanied by a completed Bid/Proposal Affidavit. A copy of this Affidavit is included as Attachment B of this R FP. 1.26 Contract Affidavit All Offerors are advised that if a Contract is awar ded as a result of this solicitation, the successful Offeror will be required to complete a Contract Affidavit. A copy of this Affidavit is included for informational purposes as Attachment C of this RFP . This Affidavit must be provided within five (5) Business Days of notification of recommended award. 1.27 Compliance with Laws/Arrearages 1.27.1 By submitting a Proposal in response to this RFP , the Offeror, if selected for award, agrees that it will comply with all f ederal , State, and local laws applicable to its a ctivities and obligations under the Contract. 1.27.2 By submitting a response to this solicitation, the Offeror also represents that it is not in arrears in the payment of any obligations due to the State of Maryland, including the payment of taxes and employee b enefits, and that it shall not become so in arrears during the term of the Contract if selected for award. DHS Cost Allocation Services N000B8400326 RFP Number N00B8400326 RFP for Department of Human Services Page 18 1.28 Verification of Registration and Tax Payment 1.28.1 Before a business entity can do business in the State of Maryland it must be registered with the Departm ent of Assessments and Taxation (SDAT) , State Office Building, Room 803, 301 West Preston Street, Baltimore, Maryland 21201. The SDAT website is http://sdatcert3.resiusa.org/ucc -charter/ . 1.28.2 It is strongly recommended that any potential Offeror complete registration prior to the due date for receipt of Proposals. An Offeror’s failure to complete registration with the Department of Assessments and Taxation may disqualify an otherwise successful Offe ror from final consideration and recommendation for award. 1.29 False Statements Offerors are advised that Md. Code Ann., State Finance and Procurement Article, § 11- 205.1 provides as follows: 1.29.1 In connection with a procurement contract a person may not willfully : A. Falsify, conceal, or suppress a material fact by any scheme or device. B. Make a false or fraudulent statement or representation of a material fact . C. Use a false writing or document that contains a false or fraudulent statement or entry of a material fact. 1.29.2 A person may not aid or conspire with another person to commit an act under subsection (1) of this section. 1.29.3 A person who violates any provision of this section is guilty of a felony and on conviction is subject to a fine not exceeding $20,000 or imprisonment not exceeding five years or both. 1.30 Payments by Electronic Funds Transfer By submitting a response to this solicitation, the Offeror agrees to accept payments by electronic funds transfer (EFT) unless the State Comptroller’s Office grants an exemption. Payment by EFT is mandatory for contracts exceeding $ 200,000. The successful Offeror shall register using the COT/GAD X- 10 Vendor Electronic Funds (EFT) Registration Request Form. Any request for exemption must be submitted to the State Comptroller’s Of fice for approval at the address specified on the COT/GAD X -10 form and must include the business identification information as stated on the form and include the reason for the exemption. The COT/GAD X -10 form can be downloaded at: http://comptroller.ma rylandtaxes.com/Government_Services/State_Accounting_Information/Static_Fil es/APM/gadx -10.pdf . 1.31 Prompt Payment Policy This procurement and the Contract(s) to be awarded pursuant to this solicitation are subject to the Prompt Payment Policy Directive issued by the Governor’s Office of Small, Minority & Women Business Affairs (GOSBA) and dated August 1, 2008. Promulgated pursuant to Md. Code Ann., State DHS Cost Allocation Services N000B8400326 RFP Number N00B8400326 RFP for Department of Human Services Page 19 Finance and Procurement Article, §§ 11- 201, 13- 205(a), and Title 14, Subtitle 3, and COMAR 21.01.01.03 and 21.11.03.01, the Directive seeks to ensure the prompt payment of all subcontractors on non- construction procurement contracts. The Contractor shall comply with the prompt payment requirements outlined in the Contract, Section 31 “Prompt Pay Requirements” (s ee Attachment A ), should an MBE goal apply to this RFP. Additional information is available on GOSBA’s website at: http://www.gomdsmallbiz.maryland.gov/documents/legislation/promptpaymentfaqs.pdf . 1.32 Electronic Procurements Authorized 1.32.1 Under COMAR 21.03.05, unless otherwise prohibited by law, a primary procurement unit may conduct procurement transactions by electronic means, including the solicitation, bidding, award, execution, and administration of a contract, as provided in Md. Code Ann., Maryland Uniform Electronic Transactions Act, Commercial Law Article, Title 21. 1.32.2 Participation in the solicitation process on a procurement contract for which electronic means has been authorized shall constitute consent by the Offeror to conduct by electronic means all elements of the procurement of that Contract which are specifically authorized under the solicitation or the Contract. 1.32.3 “Electronic means” refers to exchanges or communications using electronic, digital, magnetic, wireless, optical, electromagnetic, or other means of electronically conducting transactions. Electronic means includes facsimile, e -mail, internet- based communications, electronic funds transfer, specific electronic bidding platforms (e.g., https://emaryland.buyspeed.com/bso/ ), and electronic data interchange. 1.32.4 In addition to specific electronic transactions specifically authorized in other sections of this solicitation (e.g., § 1.30 “Payments by Electronic Funds Transfer”) and subject to the exclusions noted in section 1.32.5of this subsection, the following transactions are authorized to be conducted by electronic means on the terms as authorized in COMAR21.03.05: 1. The Procurement Officer may conduct the procurement using eMM, or e-mail to issue: a. the solicitation (e.g., the RFP) b. any amendments c. pre-Proposal conference documents d. questions and responses e. communications regarding the solicitation or Proposal to any Offeror or potential offeror f. notices of award selection or non- selection g. the Procurement Officer’s decision on any solicitation protest or Contract claim 2. An Offeror or p otential Offeror may use e -mail to: a. ask questions regarding the solicitation b. reply to any material received from the Procurement Officer by electronic means that includes a Procurement Officer’s request or direction to re ply by e -mail or facsimile, but only on the terms specifically approved and directed by the Procurement Officer DHS Cost Allocation Services N000B8400326 RFP Number N00B8400326 RFP for Department of Human Services Page 20 c. submit a "No Bid /Proposal Response" to the solicitation 3. The Procurement Officer, the Contract Manager , and the Contractor may conduct day -to- day Contract administration, except as outlined in Section 1.32.5 of this subsection, utilizing e -mail or other electronic means if authorized by the Procurement Officer or Contract Manager . 1.32.5 The following transactions related to this procurement and any Co ntract awarded pursuant to it are not authorized to be conducted by electronic means: a. submission of initial Proposals; b. filing of protests; c. filing of Contract c laims; d. submission of documents determined by the Department to require original signatures (e.g., Contract executi on, Contract modifications ); or e. any transaction, submission, or communication where the Procurement Officer has specifically directed that a response from the Contractor or Offeror be provided in writing or hard copy. 1.32.6 Any e -mail tran smission is only authorized to the e -mail addresses for the identified person as provided in the solicitation, the Contract, or in the direction from the Procurement Officer or Contract Manager . 1.33 Minority Business Enterprise Participation Goal There is no M inority Business Enterprise ( MBE ) subcontractor participation goal for this procurement. 1.34 Living Wage Requirements This RFP does not involve any Living Wage requirements. 1.35 Federal Funding Acknowledgement The Contract does not contain federal funds. 1.36 Conflic t of Interest Affidavit and Disclosure 1.36.1 Offerors shall complete and sign the Conflict of Interest Affidavit and Disclosure (Attachment I) and submit it with their Proposal. All Offerors are advised that if a Contract is awarded as a result of this solicita tion, the Contractor’s personnel who perform or control work under this Contract and each of the participating subcontractor personnel who perform or control work under this Contract shall be required to complete agreements substantially similar to Attachm ent I Conflict of Interest Affidavit and Disclosure. 1.36.2 Additionally, contractors have an ongoing obligation to ensure that any necessary personnel or subcontractor personnel have completed such agreements prior to providing services under DHS Cost Allocation Services N000B8400326 RFP Number N00B8400326 RFP for Department of Human Services Page 21 individual Task Or ders issued under the Contract. For policies and procedures applying specifically to Conflict of Interests, the Contract is governed by COMAR 21.05.08.08. 1.36.3 Contractors should be aware that the State Ethics Law, Md. Code Ann., General Provisions Article, T itle 5, might limit the selected Contractor's ability to participate in future related procurements, depending upon specific circumstances. 1.36.4 By submitting a Conflict of Interest Affidavit and Disclosure, the Contractor shall be construed as certifying all p ersonnel and subcontractors are also without a conflict of interest as defined in COMAR 21.05.08.08A. 1.37 Non-Disclosure Agreement 1.37.1 Non-Disclosure Agreement (Offeror) A Non -Disclosure Agreement (Offeror) is not required for this procurement. 1.37.2 Non-Disclosure Agreement (Contractor) All Offerors are advised that this solicitation and any resultant Contract(s) are subject to the terms of the Non- Disclosure Agreement (NDA) contained in this solicitation as Attachment J. This Agreement must be provided w ithin five (5) Business Days of notification of recommended award; however, to expedite processing, it is suggested that this document be completed and submitted with the Proposal. 1.38 HIPAA - Business Associate Agreement A HIPAA Business Associate Agreement is not required for this procurement. 1.39 Non-Visual Access 1.39.1 By submitting a Proposal, the Offeror warrants that the information technology offered under the Proposal: (1) provides equivalent access for effective use by both visual and non- visual means; (2) wi ll present information, including prompts used for interactive communications, in formats intended for both visual and non- visual use; (3) if intended for use in a network, can be integrated into networks for obtaining, retrieving, and disseminating inform ation used by individuals who are not blind or visually impaired; and (4) is available, whenever possible, without modification for compatibility with software and hardware for non -visual access. The Offeror further warrants that the cost, if any, of modif ying the information t echnology for compatibility with software and hardware used for non- visual access will not increase the cost of the information technology by more than five percent (5%). For purposes of this solicitation, the phrase “equivalent access” means the ability to receive, use and manipulate information and operate controls necessary to access and use information technology by non- visual means. Examples of equivalent access include keyboard controls used for input and synthesized speech, Braille, or other audible or tactile means used for output. 1.39.2 The Non- visual Access Clause noted in COMAR 21.05.08.05 and referenced in this solicitation is the basis for the standards that have been incorporated into the Maryland regulations, which can be found at: www.doit.maryland.gov , keyword: NVA. DHS Cost Allocation Services N000B8400326 RFP Number N00B8400326 RFP for Department of Human Services Page 22 1.40 Mercury and Products That Contain Mercury This section does not apply to this solicitation. 1.41 Veteran -Owned Small Business Enterprise Goals There is no Veteran -Owned Small Business Enterprise (VSBE) subcontractor pa rticipation goal for this procurement. 1.42 Location of the Performance of Services Disclosure This solicitation does not require a Location of the Performance of Services Disclosure. 1.43 Department of Human Services Hiring Agreement This solicitation does not require a Department of Human Services ( DHS ) Hiring Agreement. 1.44 Purchasing and Recycling Electronic Products This section does not apply to this solicitation. 1.45 Contract Extended To Include Other Non -State Governments or Agencies This section does not apply to this solicitation. 1.46 Retainage This solicitation does not require retainage . 1.47 Proposal/Bid Bond This solicitation does not require a Proposal/Bid Bond. 1.48 Surety Bond Assistance Program This solicitation does not require a Surety Bond. 1.49 Performance Bond This solicitation does not require a Performance Bond. 1.50 Payment Bond This solicitation does not require a Payment Bond. DHS Cost Allocation Services N000B8400326 RFP Number N00B8400326 RFP for Department of Human Services Page 23 2 COMPANY AND PERSONNE L QUALIFICATIONS 2.1 Offeror Minimum Qualifications There are no Offeror Minimum Qualifications for this procurement. 2.2 Offeror Person nel Minimum Qualifications THIS SECTION IS NOT APPLICABLE TO THIS RFP. 2.3 Offeror Preferred Qualifications An Offeror may be evaluated higher for the Company Capability ( Section 5.2.5) evaluation factor, if it meets or exceeds the preferred qualifications . 2.3.1 The Offeror shall have three (3) years of experience providing web -based cost allocation services to state and/or local Public Assistance government agencies. 2.4 Offeror Personnel Preferred Qualifications THIS SECTION IS NOT APPLICABLE TO THIS RFP. THE REMAINDE R OF THIS PAGE IS INTENTIONALLY LEFT BLANK. DHS Cost Allocation Services N000B8400326 RFP Number N00B8400326 RFP for Department of Human Services Page 24 3 SCOPE OF WORK 3.1 Background and Purpose 3.1.1 The Department is issuing this solicitation in order to obtain a Software as a Service (SaaS) solution for cost allocation services . The awarded Offeror shall be able to perf orm all requirements as detailed in Section 3 of the RFP. Offerors shall be required to furnish satisfactory evidence that they meet or exceed all minimum qualifications listed in Section 2 of this RFP . 3.2 Agency / Project Background 3.2.1 As the single state age ncy responsible for the administration of one or more of the State Plans for public assistance (Title IV -A – TANF since 1996, IV -B, IV -E, and IV -D of the Social Security Act), the Department of Human Services (DHS) has a federally -approved public assistanc e cost allocation plan (PACAP) that consists of narrative descriptions of cost centers and allocation methods. Some methods of allocation are: direct (benefits one grant), Full -Time Equivalent (FTE) counts, case counts, and time study. Largely, the Depar tment’s non- assistance costs benefit more than one grant. Administrative costs are generally allocated based on a count of FTE’s and associated funding. The Department’s systems costs are allocated based on another estimate of benefiting programs. DHS utilizes two time studies to allocate worker costs -- the DCA -preferred methodology for allocating costs to federal programs. 3.2.2 Since 1998, the Department has performed multi -step cost allocation on a monthly and quarterly basis using a custom built Access pla tform database management system. The system allocates all Department costs incurred to fund sources in accordance with our approved PACAP. The system holds multiple variable rates, it calculates administrative cost allocation rates based on FTE’s, and applies the rates to provide cost allocation results – all Department costs by cost center by fund source. The current cost allocation system has been customized to meet the Department’s needs , however , the system is outdated and the Department needs a replacement system specifically configured for DHS . 3.2.3 The Department has over 1,000 active cost centers charged to over 60 fund sources utilizing approximately 200 methods of allocation. 3.2.4 The D epartment would like to replace the current system with a n SaaS solut ion for cost allocation services that will allow DHS to comply with federal cost allocation regulations. 3.3 General Requirements 3.3.1 Required Project Policies, Guidelines and Methodologies The Contractor shall be required to comply with all applicable laws, regul ations, policies, standards and guidelines affecting information technology projects, which may be created or changed periodically. It is the responsibility of the Contractor to ensure adherence and to remain abreast of new or revised laws, regulations, policies, standards and guidelines affecting project execution. These may include, but are not limited to: DHS Cost Allocation Services N000B8400326 RFP Number N00B8400326 RFP for Department of Human Services Page 25 A. The State of Maryland System Development Life Cycle (SDLC) methodology at: www.DoIT.maryland.gov - keyword: SDLC; B. The State of Maryland Information Technology Security Policy and Standards at: www.DoIT.maryland.gov - keyword: Security Policy; C. The State of Maryland Information Technology Non- Visual Standards at: http://doit.maryland.gov/policies/Pages/ContractPolicies.aspx 3.3.2 Any IT services personnel p rovided under this RFP shall maintain any required professional certifications for the duration of the resulting Contract. 3.3.3 Transition -In Requirements These requirements are due NTP + 90 days. 3.3.3.1 Upload existing fund sources and methods of allocation. DHS will pro vide this data in an Excel file . 3.3.3.2 Import cost data, run cost allocation, generate reports and compare to results generated by the Department’s current cost allocation system database for validation purposes. Perform validation on two ( 2) different sets of data. 3.3.3.3 Billing for monthly services may begin after validations performed. 3.3.4 Export, Backup, Disaster Recovery (DR) 3.3.4.1 Export/Import A. The Contractor shall provide to the State the ability to export data at will. If Contractor provides the State the abili ty to export data, access and instructions shall be provided. If Contractor intends to perform export data on the State’s behalf, Contractor shall perform an export of State data within 24 hours of a request. 3.3.4.2 Backup s A. The Contractor shall perform backups of the web, application, and database servers on a regular basis. This shall include daily incremental backups and full weekly backups of all volumes of servers. B. Daily backups shall be retained for one mont h and weekly backups shall be retained for two years by the Contractor . Daily backups shall be stored off -site by the Contractor. 3.3.4.3 Disaster Recovery The Contractor shall maintain disaster avoidance procedures designed to safeguard State data and confidential information, Contractor’s processing capabil ity, and the availability of services. Contractor shall describe in its Proposal its disaster recovery approach, including an explanation of how the data will be recoverable. A. Contractor shall have in place a working Disaster Recovery Plan (DRP) such that continuity of operations and preservation of data are assured in the event of a major disruption of normal operations at the Contractor's and/or subcontractors' facilities. Also, Contractor and subcontractors shall be able to continue providing Deliverable s in the event of an extended DHS Cost Allocation Services N000B8400326 RFP Number N00B8400326 RFP for Department of Human Services Page 26 disruption of operations at DHS , which causes either agency to implement their DRPs. That is, Contractor and subcontractors shall be able to continue interfacing with DHS , personnel and equipment (e.g. websites) at the Departm ent’s disaster recovery sites once they are operational. B. The Contractor shall have clear approaches to: 1) Working with DHS to create a technical solution to provide continuous operations of the services in this RFP; 2) Ensuring the preservation and availability of DHS’s critical data in the event of a disaster; 3) Deliver the initial DRP plan within sixty (60 ) calendar days of the NTP. The State Project Manager will review and approve the DRP or recommend changes as necessary. The final DRP shall be delivered 120 calendar days of the NTP; 4) Ensuring that the DRP meets or exceeds the guidelines and all audit specifications listed in the disaster recovery documents available on DoIT’s website - ( http://doit.maryland.gov/support/Pages/SecurityDisasterRecovery.aspx ). 3.3.5 Contractor -Supplied Hardware, Software, and Materials The scope of this RFP will not include hardware. This procurement is for a web -based fully configured SaaS solution that me ets all technical requirements in the RFP for c ost allocation s ervices . The SaaS applications shall be accessible from various client devices through a thin client interface such as a Web browser (e.g., Web- based email) or a program interface. 3.3.5.1 The Contrac tor shall provision all environments ( test, development and production). 3.3.5.2 All upgrades shall be provided by the Contractor at no additional cost to the State. 3.3.5.3 Licensed and/or copyrighted data shall be governed by the terms and conditions identified in the C ontract or the license. Offerors shall furnish any and all agreements the Offeror expects the State to sign in order to use the Offeror’s services under this Contract to be reviewed by the State and subject to the State’s approval. This includes physical copies of all agreements referenced and incorporated in primary documents and a copy of any software licensing agreement for any software proposed to be licensed to the State under this Contract (e.g., EULA, Enterprise License Agreements, Professional Ser vice agreement, Master Agreement). 3.3.6 Data 3.3.6.1 Data, databases and derived data products created, collected, manipulated, or directly purchased as part of a RFP shall become the property of the State. The purchasing State agency is considered the custodian of the data and shall determine the use, access, distribution and other conditions based on appropriate State statutes and regulations. 3.3.7 Travel Reimbursement Contractor shall not be reimbursed for travel or other expenses. DHS Cost Allocation Services N000B8400326 RFP Number N00B8400326 RFP for Department of Human Services Page 27 3.3.8 CONTRACTOR RESPONSIBILITIES The Contr actor shall provide resources to fully supply the following services as identified: 3.3.8.1 Help Desk /User Support Services The Contractor shall make available personnel resources for phone and on -site support between the hours of 8 a.m. to 6 p.m., Monday through Friday, excluding State closure days to provide technical support. M aintain an up- to-date Online FAQ / Knowledge base for questions related to Cost Allocation Services. 3.3.8.2 Technical Support Services The Contractor shall make available personnel resources fo r phone and on -site support between the hours of 8 a.m. to 6 p.m., Monday through Friday, excluding State closure days to provide technical support . 3.3.8.3 Backup and Recovery Services The Contractor shall perform backups of the web, application, and database ser vers on a regular basis. This shall include daily incremental backups and full weekly backups of all volumes of servers. Daily backups shall be retained for one month, and weekly backups s hall be retained for two years, by the Contractor . Daily backups s hall be stored off -site by the Contractor. 3.3.9 CONTRACTOR PERSONNEL DUTIES AND RESPONSIBILITIES Contractor personnel under this RFP shall perform the following: 3.3.9.1 Virus scans 3.3.9.2 Database maintenance 3.3.9.3 Data backups 3.3.9.4 User support and training 3.3.10 FUNCTIONAL / BUSINESS REQU IREMENTS 1. Technical support and maintenance in the form of troubleshooting issues with solution and providing recommendations for workarounds. 2. Customization and integra tion services of SaaS solution. Contractor shall provide initial system training to appr oximately five (5) Department staff and User Manual at conclusion of training. 3.3.11 TECHNICAL REQUIREMENTS 3.3.11.1 The Contractor shall host and support SaaS cost allocation services that perform the following : (1) Allow add, change and delete to the following fund source s: (a) General Funds DHS Cost Allocation Services N000B8400326 RFP Number N00B8400326 RFP for Department of Human Services Page 28 (b) Special Funds (c) Reimbursable Funds (d) Various Grants (2) Allow add, change and delete methods of allocation to multiple fund sources at varying rates. (3) Allow input by upload of costs and FTE’s by cost center with assigned method of allocation. (4) Calcu late administrative cost allocation rates based on: (a) FTEs (b) Funding requirements (e.g. direct charged costs at 75% FFP and associated administrative costs at 50% FFP) (5) Calculate charges by cost center to fund sources based on assigned method of allocation. (6) Have the ability to generate, print and export in Excel format the following reports : (a) Cost allocation rates by method and fund sources (b) Administrative cost allocation rates calculations (c) Cost allocation results by PCA (program level 5) and fund source (d) Cost allo cation results by sub -program (program level 4) and fund source (e) Cost allocation results by Appropriation Number (program level 3) and fund source (f) Cost allocation results by fund source by PCA (7) Have the ability to generate in a prescribed Excel format a repo rt of cost allocation results by PCA and fund source for upload to Department Federal Ledger. (8) Have the ability to import data, run cost allocation and produce results as often as needed. 3.3.11.2 The s olution shall support a minimum of 5 users, with an estimated 3 concurrent users. 3.3.11.3 The Contractor shall provide upgrades to service as necessitated by program revisions, PACAP revisions, or federal requirements. The Contractor shall deploy updates/upgrades upon approval from the State Project Manager. 3.3.11.4 The Contractor shall ensure the cost allocation SaaS contains validation and error check at every stage of the process . Example: Only valid entries can be made; entries shall be complete by providing a pop -up notification and rejection prompt when cost allocation rates do not total 1 by method.) DHS Cost Allocation Services N000B8400326 RFP Number N00B8400326 RFP for Department of Human Services Page 29 3.3.12 NON- FUNCTIONAL, NON- TECHNICAL REQUIREMENTS 3.3.13 Reporting The Contractor shall submit the following reports in the form required and at the frequency specified below as part of satisfactory performance under the Contract. 3.3.13.1 Monthly contr act status report of activities, issues and updates 3.4 Security Requirements 3.4.1 Additional security requirements may be established in a Task Order and/or a Work Order. 3.4.2 Information Technology 3.4.2.1 The Contractor agrees that it and Contractor Personnel shall (i) abi de by all applicable federal, State and local laws , rules and regulations concerning Security of Information Systems and Information Technology security and (ii) comply with and adhere to the State IT Security Policy and Standards as each may be amended or revised from time to time . Updated and revised versions of the State IT Policy and Standards are available online at: www.doit.maryland.gov – keyword: Security Policy. 3.4.3 The State shall, at its discretion, have the right to review and assess the Contractor’s compliance to the security requirements and standards defined in the Contract. 3.4.4 Contractor Personnel 3.4.4.1 Contractor Personnel shall display his or her company ID badge in a visual location at all times while on State premises. Upon request of authorized State personnel, each such Contractor Personnel shall provide additional photo identification. 3.4.4.2 At all times at any facility, the Contractor Personnel shall cooperate with State site requirements that include but are not limited to being prepared to be esc orted at all times and providing information for State badge issuance. 3.4.4.3 Contractor shall remove any Contractor Personnel from working on the Contract where the State determines, at its sole discretion, that said Contractor Personnel has not adhered to the Security requirements specified herein. 3.4.4.4 The State reserves the right to request that the Contractor submit proof of employment authorization of non- United States Citizens, prior to commencement of work under the Contract . 3.4.5 Security Clearance / Criminal Backg round Check A security clearance is not required for Contractor Personnel assigned to the Contract. A. The Contractor shall obtain at its own expense a Criminal Justice Information System (CJIS) State and federal criminal background check, including fingerpr inting, for all Contractor Personnel providing any services under the Contract . DHS Cost Allocation Services N000B8400326 RFP Number N00B8400326 RFP for Department of Human Services Page 30 B. The CJIS criminal record check of each Contractor Personnel who will work on State premises shall be reviewed by the Contractor for convictions of any of the following crimes described in the Annotated Code of Maryland, Criminal Law Article: 1) §§ 6- 101 through 6- 104, 6 -201 through 6- 205, 6 -409 (various crimes against property); 2) any crime within Title 7, Subtitle 1 (various crimes involving theft); 3) §§ 7- 301 through 7- 303, 7 -313 th rough 7- 317 (various crimes involving telecommunications and electronics); 4) §§ 8- 201 through 8- 302, 8 -501 through 8- 523 (various crimes involving fraud); 5) §§9-101 through 9- 417, 9 -601 through 9- 604, 9 -701 through 9 -706.1 (various crimes against public admini stration); or 6) a crime of violence as defined in CL § 14 -101(a). C. Contractor Personnel with access to systems supporting the State or to State data who have been convicted of a felony or of a crime involving telecommunications and electronics from the above list of crimes shall not be permitted to work on State premises under this Contract; Contractor Personnel who have been convicted within the past five (5) years of a misdemeanor from the above list of crimes shall not be permitted to work on State premises . D. Persons with a criminal record may not perform services under this Contract unless prior written approval is obtained from the Contract Monitor. The Contract Monitor reserves the right to reject any individual based upon the results of the background che ck. Decisions of the Contract Monitor as to acceptability of a candidate are final. The State reserves the right to refuse any individual Contractor Personnel to work on State premises, based upon certain specified criminal convictions, as specified by the State. 3.4.6 On-site Security Requirement(s) THIS SECTION IS NOT APPLICABLE TO THIS RFP. 3.4.7 Data Protection and Controls Contractor shall ensure satisfaction of the following requirements: 3.4.7.1 Administrative, physical and technical safeguards shall be implemented t o protect State data that are no less rigorous than accepted industry practices for information security such as those listed below), and all such safeguards, including the manner in which State data is collected, accessed, used, stored, processed, dispose d of and disclosed shall comply with applicable data protection and privacy laws as well as the terms and conditions of this Contract . 3.4.7.2 To ensure appropriate data protection safeguards are in place, at minimum , the Contractor shall implement and maintain the following controls at all times throughout the term of the Contract (the Contractor may augment this list with additional controls): 1. Establish separate production, test, and training environments for systems supporting the services provided under this Contract and ensure that production data is not replicated in test and/or training environment(s) unless it has been previously anonymized or otherwise modified to protect the confidentiality of Sensitive Data elements. DHS Cost Allocation Services N000B8400326 RFP Number N00B8400326 RFP for Department of Human Services Page 31 2. Apply hardware and software hardening procedures as recommended by the manufacturer and according to industry best practices to reduce the surface of vulnerability, eliminating as ma ny security risks as possible and document what is not feasible and/or not performed according to best practices . Any hardening practices not implemented shall be documented with a plan of action and/or compensating control. These procedures may include but are not limited to removal of unnecessary software, disabling or removing unnecessary services, removal of unnecessary usernames or logins, and the deactivation of unneeded features in the system configuration files. 3. Ensure that State data is not comingled with any other data through the proper application of compartmentalization security measures. 4. Apply data e ncryption to protect State data, especially personal identifiable information (PII), from improper disclosure or alteration. For State data the Contractor manages or controls, data encryption should be applied to State data in transit over networks and, w here possible, at rest; as well as to State data when archived for backup purposes. Encryption algorithms which are utilized for this purpose must comply with current Federal Information Processing Standards (FIPS), “Security Requirements for Cryptographi c Modules”, FIPS PUB 140- 2. http://csrc.nist.gov/publications/fips/fips140- 2/fips1402.pdf http://csrc.nist.gov/groups/STM/cmvp/documents/140- 1/1401vend.htm 5. Enable appropriate logging parameters on systems to monitor user access activities, authorized and failed access attempts, system exceptions, and critical information security events as recommended by the operating system and application manufacturers and information security standards, including State of Maryland Department of Information Security Policy. 6. Retain the aforementioned logs and review them at least daily to identify suspicious or que stionable activity for investigation and documentation as to their cause and remediation, if required. The Department shall have the right to inspect these policies an d procedures and the Contractor’s performance to confirm the effectiveness of these measu res for the services being provided under this Contract. 7. Ensure system and network environments are separated by properly configured and updated firewalls to preserve the protection and isolation of State data from unauthorized access as well as the separation of production and non- production environments. 8. Restrict network connections between trusted and untrusted networks by physically and/or logically isolating systems supporting the System from unsolicited and unauthenticated network traffic. 9. Review at regular intervals the aforementioned network connections, documenting and confirming the business justification for the use of all service, protocols, and ports allowed, including the rationale or compensating controls implemented for those protocols cons idered insecure but necessary. DHS Cost Allocation Services N000B8400326 RFP Number N00B8400326 RFP for Department of Human Services Page 32 10. Establish policies and procedures to implement and maintain mechanisms for regular vulnerability testing of operating system, application, and network devices. Such testing is intended to identify outdated software versions ; missing software patches; device or software misconfigurations; and to validate compliance with or deviations from the Contractor’s security policy. Contractor shall evaluate all identified vulnerabilities for potential adverse effect on security and i ntegrity and remediate the vulnerability promptly or document why remediation action is unnecessary or unsuitable. The Department shall have the right to inspect these policies and procedures and the performance of vulnerability testing to confirm the effectiveness of these measures for the services being provided under this Contract. 11. Enforce strong user authentication and password control measures to minimize the opportunity for unauthorized access through compromise of the user access controls. At a minimum, the implemented measures should be consistent with the most current State of Maryland Department of Information Technology’s Information Security Policy ( http://doit.maryland. gov/support/Pages/SecurityPolicies.aspx ), , including specific requirements for password length, complexity, history, and account lockout. 12. Ensure Sensitive Data under this service is not processed, transferred, or stored outside of the United States. 13. Ensure Contractor’s Personnel shall not connect any of its own equipment to a State LAN/WAN without prior written approval by the State, which may be revoked at any time for any reason. The Contractor shall complete any necessary paperwork as directed an d coordinated with the Contract Manager to obtain approval by the State to connect Contractor -owned equipment to a State LAN/WAN. 14. Ensure that anti -virus and anti -malware software is installed and maintained on all systems supporting the services provided under this Contract; that the anti- virus and anti-malware software is automatically updated; and that the software is configured to actively scan and detect threats to the system for remediation. 15. Where website hosting or Internet access is the service prov ided or part of the service provided, the Contractor and/or Subcontractor shall conduct regular external vulnerability testing. External vulnerability testing is an assessment designed to examine the Contractor and/or Subcontractor’s security profile from the Internet without benefit of access to internal systems and networks behind the external security perimeter. The Contractor and/or Subcontractor shall evaluate all identified vulnerabilities on Internet -facing devices for potential adverse effect on the system’s security and/or integrity and remediate the vulnerability promptly or document why remediation action is unnecessary or unsuitable. The Department shall have the right to inspect these policies and procedures and the performance of vulnerabil ity testing to confirm the effectiveness of these measures for the services being provided under this Contract. 3.4.7.3 Security Logs and Reports Access The Contractor shall provide reports to the State in a mutually agreeable format. DHS Cost Allocation Services N000B8400326 RFP Number N00B8400326 RFP for Department of Human Services Page 33 Reports shall include laten cy statistics, user access, user access IP address, user access history and security logs for all State files related to this Contract. 3.5 Labor Categories and Qualifications THIS SECTION IS NOT APPLICABLE TO THIS RFP. 3.6 Performance and Personnel 3.6.1 Work Hours 3.6.2 Business Hours Support: The collective assigned Contractor P ersonnel shall support Normal State Business Hours except for State holidays, Service Reduction days, and Furlough days observed by the Department . Contractor personnel may also be required to pr ovide occasional support outside of core business hours, including evenings, overnight, and weekends, to support specific efforts and emergencies to resolve system repair or restoration. 3.6.3 Non-Business Hours Support: After hours support may be necessary to r espond to IT Security emergency situations. Additionally, services may also involve some evening and/or weekend hours performing planned activities in addition to core business hours. Hours performing activities would be billed on actual time worked at t he rates proposed. 3.7 Problem Escalation Procedure 3.7.1 The Contractor must provide and maintain a Problem Escalation Procedure (PEP) for both routine and emergency situations. The PEP must state how the Contractor will address problem situations as they occur d uring the performance of the Contract, especially problems that are not resolved to the satisfaction of the State within appropriate timeframes. 3.7.2 The Contractor shall provide contact information to the Contract Manager, as well as to other State personnel , as directed should the Contract Manager not be available. 3.7.3 The Contractor must provide the PEP no later than ten (10) Business Days after notice of recommended award. The PEP, including any revisions thereto, must also be provided within ten (10) Busines s Days after the start of each Contract year and within ten (10) Business Days after any change in circumstance which changes the PEP. The PEP shall detail how problems with work under the Contract will be escalated in order to resolve any issues in a tim ely manner. The PEP shall include: A. The process for establishing the existence of a problem; B. The maximum duration that a problem may remain unresolved at each level in the Contractor’s organization before automatically escalating the problem to a higher le vel for resolution; C. Circumstances in which the escalation will occur in less than the normal timeframe; D. The nature of feedback on resolution progress, including the frequency of feedback to be provided to the State; DHS Cost Allocation Services N000B8400326 RFP Number N00B8400326 RFP for Department of Human Services Page 34 E. Identification of, and contact informati on for, progressively higher levels of personnel in the Contractor’s organization who would become involved in resolving a problem; F. Contact information for persons responsible for resolving issues after normal business hours (e.g., evenings, weekends, holi days) and on an emergency basis; and G. A process for updating and notifying the Contract Manager of any changes to the PEP. 3.7.4 Nothing in this section shall be construed to limit any rights of the Contract Manager or the State which may be allowed by the Contra ct or applicable law. 3.8 Service Level Agreement s 3.8.1 The State, in conjunction with the selected Offeror, intends to establish Service Level Agreements (SLAs) for the operations and help desk support of the Cost Allocation Servi ces SaaS solution. 3.8.2 It is importan t that the Offeror and the State enter into a contractual relationship that succinctly defines SLA agreements and commitments. It is the intent of this section to specifically define the minimum SLA criteria that is required by the State. The technical requirements that are presented throughout this RFP represent the State’s minimum requirements. The Offeror shall detail in their Proposal its understanding of and compliance with the requirements in the RFP, including how the Offeror will comply. The Offer or shall consider carefully the resources that will be required to meet these SLAs. The Offeror’s Proposal shall describe how the Offeror will measure and report on each performance category below, on a monthly basis. Proposed measurement and reporting tools must be described, as well as how the State will receive the reports – e.g. via on ‐line access, CD ‐ROM, or other means. TABLE 1: SERVICE LEVEL AGREEMENT Service Priority Response Time Resolution Time Response Availability Work Outage Users Affected Emergency Less than 15 minutes Within 2 hours of first report 24 hours per day, seven days per week Major portions of the SaaS are inaccessible SaaS or users are unable to work, or to perform some portion of their job. Users or internal SaaS functionalities are impaired. High Less than 30 minutes Within 4 hours a fter first report 24 hours per day, seven days per week Major portions of the SaaS are inaccessible SaaS or users are unable to work, or to perform some portion of their job. Affects the majority of users to include public facing users Affects high profi le users (i.e. executive management) DHS Cost Allocation Services N000B8400326 RFP Number N00B8400326 RFP for Department of Human Services Page 35 Service Priority Response Time Resolution Time Response Availability Work Outage Users Affected Normal Within 2 hours Within 1 day (24 hours) after first report. If the outage is not resolved a resolution plan must be in place. Mon -Fri, 8AM -5PM Specific non -critical features are not operating as specified SaaS or users are unable to perform a small portion of their job, but are able to complete most tasks. Affects a number of users Low Within 2 hours Within 3 days (72 hours) after first report. If the outage is not resolved a resolution plan must be in place. Mon -Fri, 8AM -5PM Lower priority features that can be done manually are not operating as specified Often a request for service with ample lead time. Affects a number of users 3.9 Work Order Process THIS SECTION IS NOT APPLICABLE TO THIS RFP. 3.10 Insurance Requirements Insurance shall be provided as specified in the Contract (Attachment A). 3.10.1 General Liability The Contractor shall maintain Commercial General Liability Insurance with limits sufficient to cover losses resulting from or arising out of Contractor ac tion or inaction in the performance of the Contract by the Contractor, its agents, servants, employees, or subcontractors, but no less than a Combined Single Limit for Bodily Injury, Property Damage, and Personal and Advertising Injury Liability of one (1) times the total amount of contract. 3.10.2 Certificates of Insurance The Contractor shall update certificate s of insurance from time to time but no less than annually in multi- year contracts, as directed by the Contract Manager . Such copy of the Contractor’s c urrent certificate of insurance shall contain Commercial General Liability. 3.10.3 State Inclusion on Insurance The State shall be listed as an additional insured on the policies with the exception of Professional Liability Insurance. All insurance policies shal l be endorsed to include a clause that requires that the DHS Cost Allocation Services N000B8400326 RFP Number N00B8400326 RFP for Department of Human Services Page 36 insurance carrier provide the Contract Manager , by certified mail, not less than 45 days’ advance notice of any non- renewal, cancellation, or expiration. In the event the Contract Manager receives a notice of non- renewal, the Contractor shall provide the Contract Manager with an insurance policy from another carrier at least 30 days prior to the expiration of the insurance policy then in effect. All insurance policies shall be with a company license d by the State to do business and to provide such policies. 3.10.4 Subcontractor Insurance The Contractor shall require that any subcontractors providing products or services under this Contract obtain and maintain similar levels of insurance and shall provide the Contract Manager with the same documentation as is required of the Contractor. 3.10.5 Notification of Insurance after Award The recommended awardee must provide a certificate of insurance with the prescribed limits set forth in Section 3.4 “Insurance Requirements,” naming the State as an additional insured if required, within five (5) Business Days from notice of recommended award . 3.11 Invoicing 3.11.1 All invoices shall be submitted by the Contractor within 30 days of delivery of services and shall include, at the minimum, the following information: a. Name and address of the Department being billed b. Contractor name c. Products(s) and/or service(s) purchased listed separately including the amount for each individual charge (i.e., 5 – ABC Hardware @ $2,000 Total $10,000.00, 2 - CD Training @ $100.00 Total $200.00, Installation one -time cost $300.00) d. Supporting Documentation e. E-mail address/phone number of Contractor’s POC f. Remittance address g. Federal taxpayer identification or (if owned by an individual) Contractor’s social security n umber h. Invoice period, invoice date, invoice number and amount due; and i. Purchase Order # being billed 3.11.2 The State is generally exempt from f ederal excise taxes, Maryland sales and use taxes, District of Columbia sales taxes and transportation taxes. The Cont ractor; however, is not exempt from such sales and use taxes and may be liable for the same. 3.11.3 Invoicing shall be submitted monthly. THE REMAINDER OF THIS PAGE IS INTENTIONALLY LEFT BLANK. DHS Cost Allocation Services N000B8400326 RFP Number N00B8400326 RFP for Department of Human Services Page 37 4 PROPOSAL FORMAT 4.1 Two -Part Submission Offerors shall submit Proposa ls in separate volumes: a) Volume I – TECHNICAL PROPOSAL b) Volume II – FINANCIAL PROPOSAL 4.2 Volume I – Technical Proposal Note: Provide no pricing information in the Technical Proposal (Volume I). Include pricing information only in the Financial Propos al (Volume II). 4.2.1 Format of Technical Proposal The Technical Proposal will include all items detailed below. In addition to the following instructions, responses in the Offeror’s Technical Proposal must reference the RFP’s organization and section numberi ng (ex. “Section 3.2.1 Response”). This proposal organization will allow direct mapping between Offeror responses and RFP requirements by Section number and will aid in the evaluation process. 4.2.2 The Technical Proposal shall include the following documents and information in the order specified as follows. Each section of the Technical Proposal shall be separated by a TAB as detailed below: 4.2.2.1 Title Page and Table of Contents (Submit under TAB A) The Technical Proposal should begin with a Title Page bearing th e name and address of the Offeror and the name and number of this RFP. A Table of Contents shall follow the Title Page for the Technical Proposal, organized by section, subsection, and page number. 4.2.2.2 Claim of Confidentiality (If applicable, submit under TAB A-1) Any information which is claimed to be confidential is to be noted by reference and included after the Title Page and before the Table of Contents, and if applicable, also in the Offeror’s Financial Proposal. The entire Proposal cannot be given a bl anket confidentiality designation - any confidentiality designation must apply to specific sections, pages, or portions of pages of the Proposal and an explanation for each claim shall be included (see Section 1.14 “Public Information Act Notice”). 4.2.2.3 Tran smittal Letter (Submit under TAB B) A Transmittal Letter shall accompany the Technical Proposal. The purpose of this letter is to transmit the Proposal and acknowledge the receipt of any addenda. The Transmittal Letter should be brief and signed by an individual who is authorized to commit the Offeror to its Proposal and the requirements as stated in this RFP. The Transmittal Letter should include the following: A. Name and address of the Offeror; B. Name, title, e -mail address, and telephone number of primary contact for the Offeror; DHS Cost Allocation Services N000B8400326 RFP Number N00B8400326 RFP for Department of Human Services Page 38 C. Solicitation Title and Solicitation Number that the Proposal is in response to; D. Signature, typed name, and title of an individual authorized to commit the Offeror to its Proposal; E. Federal Employer Identification Number (FEIN) of the Offeror, or if a single individual, that individual’s Social Security Number (SSN); F. Offeror’s eMM number; G. Offeror’s MBE certification number (if applicable); H. Acceptance of all State RFP and Contract terms and conditions (see Section 1.24); if any except ions are taken, they are to be noted in the Executive Summary (see Section 4.2.2.4); and I. Acknowledgement of all addenda to this RFP issued before the Proposal due date. 4.2.2.4 Executive Summary (Submit under TAB C) The Offeror shall condense and highlight the contents of the Technical Proposal in a separate section titled “Executive Summary.” The Summary should identify the Service Category(ies) and Region(s) for which the Offeror is proposing to provide services (if applicable). The Summary shall also identify a ny exceptions the Offeror has taken to the requirements of this RFP, the Contract (Attachment A), or any other attachments. Exceptions to terms and conditions may result in having the Proposal deemed unacceptable or classified as not reasonably susceptibl e of being selected for award. If the Offeror has taken no exceptions to the requirements of this RFP, the Executive Summary shall so state. Acceptance or rejection of exceptions is within the sole discretion of the State. If there are no assumptions, the Offeror shall so state. 4.2.2.5 Minimum Qualifications Documentation (If applicable, Submit under TAB D) The Offeror shall submit any Minimum Qualifications documentation that may be required, as set forth in Section 2 Offeror Minimum Qualifications. 4.2.2.6 Offeror Tech nical Response to RFP Requirements and Proposed Work Plan (Submit under TAB E) A. The Offeror shall address each Scope of Work requirement (Section 3) in its Technical Proposal and describe how its proposed services, including the services of any proposed subcontractor(s), will meet or exceed the requirement(s). If the State is seeking Offeror agreement to any requirement(s), the Offeror shall state its agreement or disagreement. Any paragraph in the Technical Proposal that responds to a Scope of Work requir ement shall include an explanation of how the work will be performed. The response shall address each requirement in Section 3 of this RFP in order, and shall contain a cross reference to the RFP requirement. B. The Offeror shall give a definitive descriptio n of the proposed plan to meet the requirements of the RFP, i.e., a Work Plan. The Work Plan shall include the specific methodology and techniques to be used by the Offeror in providing the required products/services as outlined in RFP Section 3, Scope of Work. The description shall DHS Cost Allocation Services N000B8400326 RFP Number N00B8400326 RFP for Department of Human Services Page 39 include an outline of the overall management concepts employed by the Offeror and a project management plan, including project control mechanisms and overall timelines. Project deadlines considered contract deliverables must be recognized in the Work Plan. C. The Offeror shall identify the location(s) from which it proposes to provide the services, including, if applicable, any current facilities that it operates, and any required construction to satisfy the State’s requirements as outlined in this RFP. 4.2.2.7 Offeror Qualifications and Capabilities (Submit under TAB G) The Offeror shall include information on past experience with similar projects and/or services. The Offeror shall describe how its organization can meet the requirements of this RFP and shall also include the following information: A. The number of years the Offeror has provided the similar services; B. The number of clients/customers and geographic locations that the Offeror currently serves; C. The names and titles of headquart ers or regional management personnel who may be involved with supervising the services to be performed under this Contract; D. The Offeror’s process for resolving billing errors; and E. An organizational chart that identifies the complete structure of the Offero r including any parent company, headquarters, regional offices, and subsidiaries of the Offeror. 4.2.2.8 References (Submit under TAB H) At least three (3) references are requested from customers who are capable of documenting the Offeror’s ability to provide the products/services specified in this RFP. References used to meet any Offeror Minimum Qualifications (see Section 2) may be used to meet this request. Each reference shall be from a client for whom the Offeror has provided products/services within the pas t three ( 3) years and shall include the following information: A. Name of client organization; B. Name, title, telephone number, and e -mail address, if available, of point of contact for client organization; and C. Value, type, duration, and description of products /services provided. The Department reserves the right to request additional references or utilize references not provided by an Offeror. Points of contact must be accessible and knowledgeable regarding Offeror performance. 4.2.2.9 List of Current or Prior State Contracts (Submit under TAB I) Provide a list of all contracts with any entity of the State of Maryland for which the Offeror is currently performing products/services or for which services have been completed within the last five (5) years. For each iden tified contract, the Offeror is to provide: A. The State contracting entity; B. A brief description of the products/services provided; C. The dollar value of the contract; DHS Cost Allocation Services N000B8400326 RFP Number N00B8400326 RFP for Department of Human Services Page 40 D. The term of the contract; E. The State employee contact person (name, title, telephone number, a nd, if possible, e - mail address); and F. Whether the contract was terminated before the end of the term specified in the original contract, including whether any available renewal option was not exercised. Information obtained regarding the Offeror’s level of performance on State contracts will be used by the Procurement Officer to determine the responsibility of the Offeror and considered as part of the experience and past performance evaluation criteria of the RFP. 4.2.2.10 Financial Capability (Submit under TAB J) An Offeror must include in its Proposal Financial Statements, for the last two (2) years. In addition, the Offeror may supplement its response to this Section by including one or more of the following with its response: A. Dunn and Bradstreet Rating; B. Standard and Poor’s Rating; C. Lines of credit; D. Evidence of a successful financial track record; and E. Evidence of adequate working capital. 4.2.2.11 Certificate of Insurance (Submit under TAB K) The Offeror shall provide a copy of its current certificate of insurance showing th e types and limits of insurance in effect as of the Proposal submission date. The current insurance types and limits do not have to be the same as described in Section 3.11. See Section 3.11.11 for the required insurance certificate submission for the apparent awardee. 4.2.2.12 Legal Action Summary (Submit under TAB M) This summary shall include: A. A statement as to whether there are any outstanding legal actions or potential claims against the Offeror and a brief description of any action; B. A brief description of any settled or closed legal actions or claims against the Offeror over the past five (5) years; C. A description of any judgments against the Offeror within the past five (5) years, including the court, case name, complaint number, and a brief description of the final ruling or determination; and D. In instances where litigation is on -going and the Offeror has been directed not to disclose information by the court, provide the name of the judge and location of the court. DHS Cost Allocation Services N000B8400326 RFP Number N00B8400326 RFP for Department of Human Services Page 41 4.3 Volume II – Financial Proposal The Finan cial Proposal shall contain all price information in the format specified in Attachment F. The Offeror shall complete the Price Sheet only as provided in the Price Sheet Instructions and the Price Sheet itself. 4.4 Proposal Packaging 4.4.1 Volume I – Technical Pro posal and Volume II – Financial Proposal shall be sealed separately from one another. It is preferred, but not required, that the name, e -mail address, and telephone number of the Offeror be included on the outside of the packaging for each volume. Each Volume shall contain an unbound original, so identified, and four (4) copies. Unless the resulting package will be too unwieldy, the State’s preference is for the two (2) sealed Volumes to be submitted together in a single package to the Procurement Offi cer prior to the date and time for receipt of Proposals and including a label bearing: a. The RFP title and number, b. Name and address of the Offeror, and c. Closing date and time for receipt of Proposals 4.4.2 An electronic version of the Technical Proposal in Microsof t Word format ( version 2007 or greater) must be enclosed with the original Technical Proposal. A second electronic version of Volume I in searchable Adobe .pdf format shall be submitted to support Public Information Act (PIA) requests. This copy shall be redacted so that confidential and/or proprietary information has been removed (see Section 1.14 “Public Information Act Notice”). Provide no pricing information on the media submitted in the Technical Proposal (Volume 1). Include pricing information only in the Financial Proposal media (Volume II). 4.4.3 An electronic version of the Financial Proposal in Microsoft Word or Microsoft Excel format (version 2007 or greater) must be enclosed with the original Financial Proposal. A second electronic version of Volume II in searchable Adobe .pdf format shall be submitted to support Public Information Act (PIA) requests. This copy shall be redacted so that confidential and/or proprietary information has been removed (see Section 1.14 “Public Information Act Notice”). 4.4.4 Electronic media (CD, DVD, or flash drive) must be labeled on the outside with the RFP title and number, name of the Offeror, and volume number. Electronic media must be packaged with the original copy of the appropriate Proposal (Technical or Financial). 4.4.5 All pages of both proposal volumes shall be consecutively numbered from beginning (Page 1) to end (Page “x”). 4.5 Proposal Delivery 4.5.1 Offero rs may submit proposals by hand or by mail as described below to the address provided in the Key Information Summary Sheet. A. For U.S. Postal Service deliveries, any Proposal that has been received at the appropriate mailroom, or typical place of mail receipt, for the respective procuring unit by the time and DHS Cost Allocation Services N000B8400326 RFP Number N00B8400326 RFP for Department of Human Services Page 42 date listed in the RFP will be deemed to be timely. If an Offe ror chooses to use the U.S. Postal Service for delivery, the Department recommends that it use Express Mail, Priority Mail, or Certified Mail only as these are the only forms for which both the date and time of receipt can be verified by the Department . An Offeror using first class mail will not be able to prove a timely delivery at the mailroom, and it could take several days for an item sent by first class mail to make its way by normal internal mail to the procuring unit. B. Hand -delivery includes delivery by commercial carrier acting as agent for the Offeror. For any type of direct (non- mail) delivery, Offerors are advised to secure a dated, signed, and time-stamped (or otherwise indicated) receipt of delivery. 4.5.2 The Procurement Officer must receive all Technical and Financial Proposal material by the RFP due date and time specified in the Key Information Summary Sheet. Requests for extension of this date or time will not be granted. Except as provided in COMAR 21.05.03.02F, Proposals received by the Procu rement Officer after the due date will not be considered. THE REMAINDER OF THIS PAGE IS INTENTIONALLY LEFT BLANK. DHS Cost Allocation Services N000B8400326 RFP Number N00B8400326 RFP for Department of Human Services Page 43 5 EVALUATION CRITERIA AND PROCEDURE 5.1 Evaluation Committee Evaluation of Proposals will be performed in accordance with COMAR 21.05.03 by a commit tee established for that purpose and based on the evaluation criteria set forth below. The Evaluation Committee will review Proposals, participate in Offeror oral presentations and discussions, and provide input to the Procurement Officer. The Department reserves the right to utilize the services of individuals outside of the established Evaluation Committee for advice and assistance, as deemed appropriate. 5.2 Technical Proposal Evaluation Criteria The criteria to be used to evaluate each Technical Proposal are listed below in descending order of importance. Unless stated otherwise, any sub- criteria within each criterion have equal weight. 5.2.1 Offeror’s Technical Response to RFP Requirements and Work Plan (See Section 4.2.2.6) The State prefers an Offeror’s resp onse to work requirements in the RFP that illustrates a comprehensive understanding of work requirements and mastery of the subject matter, including an explanation of how the work will be performed. Proposals which include limited responses to work requi rements such as “concur” or “will comply” will receive a lower ranking than those proposals that demonstrate an understanding of the work requirements and include plans to meet or exceed them. 5.2.2 The Offeror’s response to meeting the Service Level Agreements in Section 3.8. 5.2.3 The proposed Cost Allocation Services SaaS solution match es with the features in Section 3.3.11. 5.2.4 Offeror’s proposed sch edule to complete transition -in requirements (See Section 3.3.3) and SaaS solution to be available for use from NTP. 5.2.5 Offeror Qualifications and Capabilities (See Section 4.2.2.7) . 5.3 Financial Proposal Evaluation Criteria 5.3.1 All Qualified Offerors (see Section 5.5.2.4) will be ranked from the lowest to the highest price based on the Total Evaluated Price within the stated guidelines set forth in this RFP and as submit ted on Attachment F - Price Sheet. 5.4 Reciprocal Preference 5.4.1 Although Maryland law does not authorize procuring agencies to favor resident Offerors in awarding procurement contracts, many other states do grant their resi dent businesses preferences over Maryland contractors. COMAR 21.05.01.04 requires that procuring units apply a reciprocal preference under the following conditions: DHS Cost Allocation Services N000B8400326 RFP Number N00B8400326 RFP for Department of Human Services Page 44 5.4.1.1 The most advantageous offer is from a responsible Offeror whose headquarters, principal bas e of operations, or principal site that will primarily provide the products/services required under this RFP is in another state. 5.4.1.2 The other state gives a preference to its resident businesses through law, policy, or practice; and 5.4.1.3 The preference does not conflict with a Federal law or grant affecting the procurement Contract. 5.4.2 The preference given shall be identical to the preference that the other state, through law, policy, or practice gives to its resident businesses. 5.5 Selection Procedures 5.5.1 General 5.5.1.1 The C ontract will be awarded in accordance with the Competitive Sealed Proposals (CSP) method found at COMAR 21.05.03. The CSP method allows for the conducting of discussions and the revision of Proposals during these discussions. Therefore, the State may conduct discussions with all Offerors that have submitted Proposals that are determined to be reasonably susceptible of being selected for contract award or potentially so. However, the State reserves the right to make an award without holding discussions. 5.5.1.2 In either case (i.e., with or without discussions), the State may determine an Offeror to be not responsible and/or an Offeror’s Proposal to be not reasonably susceptible of being selected for award at any time after the initial closing date for receipt of Proposals and prior to Contract award. If the State finds an Offeror to be not responsible and/or an Offeror’s Technical Proposal to be not reasonably susceptible of being selected for award, that Offeror’s Financial Proposal will be returned if the Financial Proposal is unopened at the time of the determination. 5.5.2 Selection Process Sequence 5.5.2.1 If there is an MBE goal. the MDOT Certified MBE Utilization and Fair Solicitation Affidavit (Attachment D -1A) is included and is properly completed. If there is an VSBE goal, the Veteran -Owned Small Business Enterprise (VSBE) Utilization Affidavit and Subcontractor Participation Schedule (Attachment M -1) is included and is properly completed. 5.5.2.2 Technical Proposals are evaluated for technical merit and ranked. During this review, oral presentations and discussions may be held. The purpose of such discussions will be to assure a full understanding of the State’s requirements and the Offeror’s ability to perform the services, as well as to facilitate arrival at a Contract tha t is most advantageous to the State. Offerors will be contacted by the State as soon as any discussions are scheduled. 5.5.2.3 Offerors must confirm in writing any substantive oral clarifications of, or changes in, their Technical Proposals made in the course of discussions. Any such written clarifications or changes then become part of the Offeror’s Technical Proposal. Technical Proposals are given a final review and ranked. 5.5.2.4 The Financial Proposal of each Qualified Offeror (a responsible Offeror determined to ha ve submitted an acceptable Proposal) will be evaluated and ranked separately from the Technical DHS Cost Allocation Services N000B8400326 RFP Number N00B8400326 RFP for Department of Human Services Page 45 evaluation. After a review of the Financial Proposals of Qualified Offerors, the Evaluation Committee or Procurement Officer may again conduct discussions to f urther evaluate the Offeror’s entire Proposal. 5.5.2.5 When in the best interest of the State, the Procurement Officer may permit Qualified Offerors to revise their initial Proposals and submit, in writing, Best and Final Offers (BAFOs). The State may make an award without issuing a request for a BAFO. 5.5.3 Award Determination Upon completion of the Technical Proposal and Financial Proposal evaluations and rankings, each Offeror will receive an overall ranking. The Procurement Officer will recommend award of the Contract to the responsible Offeror that submitted the Proposal determined to be the most advantageous to the State. In making this most advantageous Proposal determination, technical factors will receive equal weight with financial factors. 5.6 Documents Requ ired upon Notice of Recommended Award Upon receipt of notice of recommended award, the following documents shall be completed, signed if applicable with original signatures, and submitted by the recommended awardee within five (5) Business Days, unless not ed otherwise. Submit three (3) copies of each of the following documents: A. Contract (Attachment A), B. Contract Affidavit (Attachment C), C. Non-Disclosure Agreement (Attachment J), D. Evidence of meeting insurance certificat e requirements (See Section 3.10) THE REMAINDER OF THIS P AGE IS INTENTIONALLY LEFT BLANK DHS Cost Allocation Services N000B8400326 RFP Number N00B8400326 RFP for Department of Human Services Page 46 6 RFP ATTACHMENTS ATTACHMENT A – Contract This is the sample contract used by the Department . It is provided with the RFP for informational purposes and is not required to be submitted at Proposal submiss ion time. Upon notification of recommended award, a completed contract will be sent to the recommended awardee for signature. The recommended awardee must return to the Procurement Officer three (3) executed copies of the Contract within five (5) Busines s Days after receipt. Upon mutual Contract execution , a fully - executed copy will be sent to the Contractor. ATTACHMENT B – Bid /Proposal Affidavit This Attachment must be completed and submitted with the Technical Proposal . ATTACHMENT C – Contract Affidavi t This Attachment must be completed and submitted by the recommended awardee to the Procurement Officer within five (5) Business Days of receivin g notification of recommended award. ATTACHMENT D – Minority Business Enterprise Forms - NOT REQUIRED ATTACHMENT E – Pre- Proposal Conference Response Form It is requested that this form be completed and submitted as described in Section 1.7 by those potential Offerors that plan on attending the Pre -Proposal Conference. ATTACHMENT F – Financial Proposal Instructions and Price Sheet The Price Sheet must be completed and submitted with the Financial Proposal . ATTACHMENT G – Maryland Living Wage Requirements for Service Contracts and Affidavit of Agreement - NOT REQUIRED ATTACHMENT H – Federal Funds Attachment - NOT REQUIRED ATTACHMENT I – Conflict of Interest Affidavit and Disclosure If required (see Section 1.36), this Attachment must be completed and submitted with the Technical Proposal . ATTACHMENT J – Non -Disclosure Agreement If required (see Section 1.37), this Attac hment must be completed and submitted within five (5) Business Days of receiving notification of recommended award. However, to expedite processing, it is suggested that this document be completed and submitted with the Technical Proposal . ATTACHMENT K – HIPAA Business Associate Agreement - NOT REQUIRED ATTACHMENT L – Mercury Affidavit - NOT REQUIRED ATTACHMENT M – Veteran -Owned Small Business Enterprise Forms - NOT REQUIRED DHS Cost Allocation Services N000B8400326 RFP Number N00B8400326 RFP for Department of Human Services Page 47 ATTACHMENT N – Location of the Performance of Services Disclosure – NOT REQUIRED DHS Cost Allocation Services N000B8400326 RFP Number N00B8400326 RFP for Department of Human Services Page 48 ATTACHMENT A - CONTRACT Department of Human Services (DHS) “Cost Allocation Services ” N00B84000326 THIS CONTRACT (the “Contract”) is made this ____ day of _______________, 20__ by and between ________________ and, on behalf of the STATE OF MARYLAND, the MARYLAND Department of Human Services (DHS) . IN CONSIDERATION of the following, the parties agree as follows: 1. Definitions In this Contract, the following words have the meanings indicated. 1.1. “COMAR” means the Code of Maryland Regulations. 1.2. “Contract” means this contract for Cost Allocation System Services. 1.3. “Contract Manager” means the individual identified in Section 1.6 of the Request for Proposals (RFP) , or a successor designated by the Department . 1.4. “Contractor” means ________________________, whose principal business addres s is: __________________________________________________. 1.5. “Department ” means the Department of Human Services (DHS) . 1.6. “eMM” means eMaryland Marketplace. 1.7. “Financial Proposal” means the Contractor’s finan cial proposal dated _________. 1.8. “Minority Business Enter prise” (MBE) means an entity meeting the definition at COMAR 21.0 1.02.01B ( 54), which is certified by the Maryland Department of Transportation under COMAR 21.11.03. 1.9. “Procurement Officer” means the person identifi ed in Section 1.5 of the RFP or a successo r designated by the Department . 1.10. “Proposal” means, as appropriate, either or both an Offeror’s Technical or Financial Proposal. 1.11. “RFP” means the Request for Proposals for Cost Allocation System Services, Solicitation # N00B84000326 and any amendments theret o issued in writing by the State. 1.12. “Sensitive Data” means any personally identifiable information (PII), protected health information (PHI) or other private/confidential data . 1.13. “Software” means the object code version of computer programs licensed pursuant t o this Contract. Embedded code, firmware, internal code, microcode, and any other term referring to software that is necessary for proper operation is included in this definition of Software. Software includes all prior, current, and future versions of t he Software and all maintenance updates and error corrections. Software also includes any upgrades, updates, bug fixes or modified versions or backup copies of the Software licensed to the State by Contractor or an authorized distributor. 1.14. Software -as-a-Service (SaaS) as used in this document is defined as the right provided to the State to access and use Software running on equipment operated by Contractor or its suppliers or Subcontractors, including network, servers, operating systems, and storage ( “Clo ud Infrastructure”). The Software is accessible from various client devices through a thin client interface such as a web DHS Cost Allocation Services N000B8400326 RFP Number N00B8400326 RFP for Department of Human Services Page 49 browser (e.g., web- based e- mail) or a program interface. The State does not manage or control the underlying Cloud Infrastructure, but may be permitted limited user -specific application configuration settings. The Contractor is responsible for the acquisition and operation of all equipment or hardware, Software and associated network services as it pertains to the services being provide d and shall keep all Software current to at least the previously released version (e.g., version “n -1”). The Contractor is responsible for any network service needed for it or its authorized users to access the Cloud Infrastructure via the internet. Under SaaS, t he technical and professional activities required for establishing, managing, and maintaining the Cloud Infrastructure and Software are the responsibilities of the Contractor. 1.15. “State” means the State of Maryland. 1.16. “Technical Proposal” means the Con tractor’s technical proposal dated____________. 1.17. “Veteran -owned Small Business Enterprise” (VSBE) means a business that is verified by the Center for Veterans Enterprise of the United States Department of Veterans Affairs as a veteran -owned small business. See Code of Maryland Regulations (COMAR) 21.11.13. 1.18. Capitalized terms not defined herein shall be ascribed the meaning given to them in the RFP. 2. Scope of Contract 2.1. The Contractor shall provide products and services as described in the RFP , providing the Department with a Cost Allocation System Service . 2.2. These products and services shall be provided in accordance with the terms and conditions of this Contract and the following Exhibits, which are attached and incorporated herein by reference. If there are any inconsistencies between this Contract and Exhibits A through D, the terms of this Contract shall control. If there is any conflict among the exhibits, the following order of precedence shall determine the prevailing provision. Exhibit A – The RFP Exhibit B – The Contract Affidavit dated ________________. Exhibit C – The Technical Proposal Exhibit D – The Financial Proposal 3. Period of Performance 3.1. The Contract shall start as of the date of full execution by the parties (the “Effective D ate”) . From this date, the Contract shall be for a period of three (3 ) years beginning [insert date] and ending on [ insert date] . 3.2. The Contractor shall provide products and services under this Contract as of the date provided in a written Notice to Pr oceed. 3.3. Audit, confidentiality, document retention, patents, copyrights & intellectual property (see §5 ), warranty and indemnification obligations under this Contract and any other obligations specifically identified shall survive expiration or term ination of the Contract. 4. Consideration and Payment 4.1. In consideration of the satisfactory performance of the Contract, the Department shall promptly process a proper invoice for payment in accordance with the terms of this Contract. 4.2. The total payment for products and services provided under a fixed price contract or the fixed price element of a combined fixed price – time and materials contract shall be the firm fixed price submitted by the Contractor in its Financial Proposal . For time and mat erials contracts, or contracts which include DHS Cost Allocation Services N000B8400326 RFP Number N00B8400326 RFP for Department of Human Services Page 50 both fixed price and time and materials elements, total payments to the Contractor pursuant to this Contract may not exceed $ _________________ (the “NTE Amount”), which includes $_______________ for the b ase per iod. The Contractor shall notify the Contract Manager, in writing, at least 60 days before time and material obligations are expected to reach the NTE Amount. The Contractor shall have no obligation to perform the time and materials requirements under this Contract after payments reach the NTE Amount. The cessation of the Contractor’s obligation to perform under this paragraph 4.2 is expressly conditioned on the following: that prior to the NTE Amount being reached, the Contractor shall: (i) give the notice required under this paragraph 4.2; (ii) promptly consult with the Department and cooperate in good faith with the Department to establish a plan of action to assure that every reasonable effort has been undertaken by the Contractor to complete critical wo rk in progress prior to the date the NTE Amount will be reached; and (iii) secure databases, systems, platforms and/or applications on which the Contractor is working so that no damage or vulnerabilities to any of the same will exist due to any such unfini shed work. 4.3. The Contractor shall submit invoices as required in the RFP . Invoices that contain both fixed price and time and material items must clearly identify the items to be either fixed price or time and material billing. Invoices for third- party Software support and maintenance will be paid on a monthly basis. Each invoice must include the Contractor’s Federal Tax Identification Number: ______________________. The Contractor’s eMM identification number is __________________________________. Paym ents to the Contractor pursuant to this Contract shall be made no later than 30 days after the Department ’s receipt of a proper invoice from the Contractor. Charges for late payment of invoices other than as prescribed by Title 15, Subtitle 1, of the State Finance and Procurement Article, Annotated Code of Maryland, as from time -to-time amended, are prohibited. Invoices shall be submitted to the Contract Manager. The final payment under this Contract will not be made until after certification is received from the Comptroller of the State that all taxes have been paid. 4.4. In addition to any other available remedies, if, in the opinion of the Procurement Officer, the Contractor fails to perform in a satisfactory and timely manner, then Contractor will be notified and provided a time specified by the State to cure the breach. If the breach is not cured within the time specified within the notification, the Procurement Officer may refuse or limit approval of any invoice for payment, and may cause payments to t he Contractor to be reduced or withheld until such time as the Contractor meets performance standards as establish ed by the Procurement Officer. 4.5. Payment of an invoice by the Department is not evidence that services were rendered as required under this Contract . 5. Patents, Copyrights, Intellectual Property 5.1. All copyrights, patents, trademarks, trade secrets, and any other intellectual property rights existing prior to the effective date of this agreement shall belong to the party that owned such r ights immediately prior to the Effective Date (Pre -Existing Intellectual Property) . If the Contractor ’s SaaS includes any design, device, material, process, or other item, which is covered by a patent or copyright or which is proprietary to or a trade secr et of another, the Contractor shall obtain the necessary permission or license to permit the State to use such item or items pursuant to its rights granted under the Contract . 5.2 Except for information created or otherwise owned by the Department or licen sed by the Department from third -parties, including all information provided by the Department to Contractor through the SaaS or for use in connection with the SaaS, all right, title , and interest in the intellectual p roperty embodied in the SaaS, includin g the know -how and methods by which the SaaS is provided and the processes that make up the SaaS, will belong solely and exclusively to Contractor and its licensors, and the Department will have no rights in any of the above except as expressly granted in this Agreement. Any SaaS Software developed by Contractor during the performance of the Contract will belong solely and DHS Cost Allocation Services N000B8400326 RFP Number N00B8400326 RFP for Department of Human Services Page 51 exclusively to Contractor and its licensors. 5.3. Subject to the terms of Section 6, Contractor shall defend, indemnify, and hold harml ess the State, including, but not limited to, the Department and its agents, officers, and employees, from and against any and all claims, costs, losses, damages, liabilities, judgments and expenses (including without limitation reasonable attorneys’ fees) arising out of or in connection with any third party clai m the Contractor -provided SaaS service infringes, misappropri ates or otherwise violates any third -party intellectual p roperty rights. Contractor shall not enter into any settlement involving third p arty claims that contains any admission of or stipulation to any guilt, fault, liability or wrongdoing by the State or that adversely affects the State’s rights or interests, without the State’s prior written consent. 5.4 Contractor shall be entitled to c ontrol the defense or settlement of such claim provided that the State will, upon requesting indemnification hereunder: (a) provide reasonable cooperation to Contractor in connection with the defense or settlement of any such claim, at Contractor’s expense ; and (b) be entitled to participate in the defense of any such claim at its own expense. 5.5 Except if Contractor has pre -existing knowledge of such infringement, Contractor’s obligations under this section will not apply to the extent any third -party in tellectual p roperty infringes, misappropriates or otherwise violates any third party intellectual rights as a result of modifications made by the State , Department in violation of the license granted to the State, Department pursuant to section 5.2 or whic h were not approved by Contractor , including (i) the combin ation, operation or use of the s ervice (including SaaS) or deliverable in connection with a third- party product or service not introduced by the Contractor (the combination of which causes the infr ingement); or (ii) Contractor’s compliance with the written specifications or directions of the State, Department to incorporate third p arty Software or other materials which causes infringement. 5.6. Without limiting Contractor’s obligations under Section 5.3, if all or any part of the deliverable or service is held, or Contractor reasonably determines that it could be held, to infringe, misappropriate or otherwise violate any third party intellectual property right, Contractor (after consultation with the State and at no cost to the State): (a) shall procure for the State the right to continue using the item or service in accordance with its rights under this Contract; (b) replace the item or service with an item that does not infringe, misappropriate or o therwise violate any third party intellectual property rights and, complies with the item’s specifications, and all rights of use and/or ownership set forth in this Contract; (c) modify the item or service so that it no longer infringes, misappropriates or otherwise violates any third party intellectual property right and complies with the item’s or service s’ specifications and all rights of use and/or ownership set forth in this Contract or (d) refund any pre -paid fees for the allegedly infringing services that have not been performed or provide a reasonable pro- rata refund for the allegedly infringing deliverable or item . 5.7. Except for any Pre -Existing Intellectual Property and third -party intellectual property, C ontractor shall not acquire any right, t itle or interest (including any intellectual property rights subsisting therein) in or to any goods, Software, technical information, specifications, drawings, records, documentation, data or any other materials (including any derivative works thereof) provided by the State to the Contractor. Notwithstanding anything to the contrary herein, the State may, in its sole and absolute discretion, grant the Contractor a license to such materials, subject to the terms of a separate writing executed by the Contract or and an authorized representative of the State. Notwithstanding the foregoing, the State agrees to secure all necessary rights, licenses and/or permissions to allow Contractor to access and use any goods, Software, technical information, specifications, drawings, records, documentation, data or any other materials the State provides to the Contractor in Contractor’s performance of the services or production of the deliverables. 5.9. Without limiting the generality of the foregoing, neither Contractor nor any of its subcontractors shall use any Software or technology in a manner that will cause any patents, copyrights or other intellectual property which are owned or controlled by the State or any of its affiliates (or for which the State or any DHS Cost Allocation Services N000B8400326 RFP Number N00B8400326 RFP for Department of Human Services Page 52 of its subcontractors has received license rights) to become subject to any encumbrance or terms and conditions of any third- party or open source license (including, without limitation, any open source license listed on http://www.opensource.org/licenses/alphabetica l) (each an “Open Source License”). These restrictions, limitations, exclusions and conditions shall apply even if the State or any of its subcontractors becomes aware of or fails to act in a manner to address any violation or failure to comply therewith. No act by the State or any of its subcontractors that is undertaken under this Contract as to any Software or technology shall be construed as intending to cause any patents, copyrights or other intellectual property that are owned or controlled by the Sta te (or for which the State has received license rights) to become subject to any encumbrance or terms and conditions of any Open Source License. 5.10. The Contractor shall report to the Department , promptly and in written detail, each notice or claim of copyright infringement received by the Contractor with respect to all deliverables delivered under this Contract. 5.11 The Contractor shall not affix (or permit any third party to affix), without the Department ’s consent, any restrictive markings upon any de liverables that are owned by the State, Department and if such markings are affixed, the Department shall have the right at any time to modify, remove, obliterate, or ignore such warnings. 6. Indemnification 6.1. Contractor shall indemnify, defend, and hol d the State, its directors, officers, employees and agents harmless from liability for (a) tangible property damage, bodily injury and death, to the extent caused by or contributed to by the Contractor, and (b) for the fraud or willful misconduct of Contra ctor, including all related defense costs and expenses (including reasonable attorneys’ fees and costs of investigation, litigation, settlement, judgments, interest and penalties) arising from or relating to the performance of the Contractor or its subcont ractors under this Contract. 6.2. The State has no obligation to provide legal counsel or defense to the Contractor or its subcontractors in the event that a suit, claim or action of any character is brought by any person not party to this Contract against the Contractor or its subcontractors as a result of or relating to the Contractor's obligations under this Contract. 6.3. The State has no obligation for the payment of any judgments or the settlement of any claims against the Contractor or its subcontrac tors as a result of or relating to the Contractor's obligations under this Contract. 6.4. The Contractor shall immediately notify the Procurement Officer of any claim or suit made or filed against the Contractor or its subcontractors regarding any matter r esulting from or relating to the Contractor's obligations under the Contract, and will cooperate, assist, and consult with the State in the defense or investigation of any claim, suit, or action made or filed by a third party against the State as a result of or relating to the Contractor's performance under this Contract. 6.5. Section 6 shall survive expiration of this Contract. 7. Limitations of Liability 7.1. Contractor shall be liable for any loss or damage to the State occasioned by the acts or omissions of Contractor, its subcontractors, agents or employees, including but not limited to personal injury; physical loss; or violations of the Patents, Copyrights, Intellectual Property sections of this Contract, as follows: 7.1.1. For infringement of patent s, trademarks, trade secrets and copyrights as provided in Section 5 (“Patents, Copyrights, Intellectual Property”) of this Contract; 7.1.2. Without limitation for damages for bodily injury (including death) and damage to real DHS Cost Allocation Services N000B8400326 RFP Number N00B8400326 RFP for Department of Human Services Page 53 property and tangible persona l property; and 7.1.3. For all other claims, damages, loss, costs, expenses, suits or actions in any way related to this Contract where liability is not otherwise set forth as being “without limitation,” and regardless of the basis on which the claim is made, Contractor’s liability shall not exceed two times the total value of the Contract or $1,000,000, whichever is greater. Third- party claims arising under Section 6 (“Indemnification”) of this Contract are included in this limitation of liability only if the State is immune from liability. Contractor’s liability for third -party claims arising under Section 6 of this Contract shall be unlimited if the State is not immune from liability for claims arising under Section 6. 7.1.4. In no event shall the existen ce of a subcontract operate to release or reduce the liability of Contractor hereunder. For purposes of this Contract, Contractor agrees that all Subcontractors shall be held to be agents of Contractor . 8. Prompt Pay Requirements 8.1. If the Contractor wit hholds payment of an undisputed amount to its subcontractor, the State, at its option and in its sole discretion, may take one or more of the following actions: (a) Not process further payments to the Contractor until payment to the subcontractor is verifi ed; (b) Suspend all or some of the Contract work without affecting the completion date(s) for the Contract work; (c) Pay or cause payment of the undisputed amount to the subcontractor from monies otherwise due or that may become due to the Contractor; (d) Place a payment for an undisputed amount in an interest -bearing escrow account; or (e) Default Contractor for failing to perform in accordance with the requirement to promptly pay sub- contractors. (f) Take other or further actions as appropriate to resolve the withheld payment. 8.2. An “undisputed amount” means an amount owed by the Contractor to a subcontractor for which t here is no good faith dispute. Such “undisputed amounts” include (a) retainage which had been withheld and is, by the terms of the agreement between the Contractor and subcontractor, due to be distributed to the subcontractor and (b) an amount withheld because of issues arising out of an agreement or occurrence unrelated to the agreement under which the amount is withheld. 8.3. An act, fai lure to act, or decision of a Procurement Officer or a representative of the Department concerning a withheld payment between the Contractor and subcontractor under this Contract, may not: (a) Affect the rights of the contracting parties under any other pr ovision of law; (b) Be used as evidence on the merits of a dispute between the Department and the Contractor in any other proceeding; or (c) Result in liability against or prejudice the rights of the Department . 8.4 The remedies enumerated above are in add ition to those provided under COMAR 21.11.03.13 with respect to subcontractors that have contracted pursuant to the Minority Business Enterprise program. 9. Risk of Loss; Transfer of Title Risk of loss for conforming supplies, equipment and materials speci fied as deliverables to the State hereunder shall remain with the Contractor until the supplies, equipment, materials and other deliverables are received and accepted by the State. Title of all such deliverables passes to the State upon acceptance by the S tate. DHS Cost Allocation Services N000B8400326 RFP Number N00B8400326 RFP for Department of Human Services Page 54 10. Confidentiality Subject to the Maryland Public Information Act and any other applicable laws, all confidential or proprietary information and documentation relating to either party (including without limitation, any information or data stored wi thin the Contractor’s computer systems and Cloud Infrastructure) shall be held in absolute confidence by the other party . Each party shall, however, be permitted to disclose relevant confidential information to its officers, agents and employees to the ex tent that such disclosure is necessary for the performance of their duties under this Contract, provided the data may be collected, used, disclosed, stored and disseminated only as provided by and consistent with the law. The provisions of this section shall not apply to information that (a) is lawfully in the public domain; (b) has been independently developed by the other party without violation of this Contract; (c) was already rightfully in the possession of such party; (d) was supplied to such party by a third party lawfully in possession thereof and legally permitted to further disclose the information; or (e) which such party is required to disclose by law. 11. Exclusive Use and Ownership Except as may otherwise be set forth in this Contract, Contrac tor shall not use, sell, sub- lease, assign, give, or otherwise transfer to any third party any other information or material provided to Contractor by the Department or developed by Contractor relating to the Contract, except that Contractor may provide sa id information to any of its officers, employees and subcontractors who Contractor requires to have said information for fulfillment of Contractor's obligations hereunder. Each officer, employee and/or subcontractor to whom any of the Department 's confidential information is to be disclosed shall be advised by Contractor of and bound by confidentiality and intellectual property terms substant ially equivalent to those of this Contract. 12. Source Code Escrow Source code escrow does not apply to this Contra ct. 13. Notification of Legal Requests The Contractor shall contact the State upon receipt of any electronic discovery, litigation holds, discovery searches and expert testimonies related to the State’s data under this Contract, or which in any way might reasonably require access to the data of the State, unless prohibited by law from providing such notice . The Contractor shall not respond to subpoenas, service of process and other legal requests related to the State without first notifying the State, unle ss prohibited by law from providing such notice. 14. Termination and Suspension of Service 14.1. In the event of a termination of the Contract, the Contractor shall implement an orderly return of all State data, as set forth in Section 14.2. 14.2 Upon te rmination or the end of the base period and option periods if any, of this Contract, the Contractor must provide transition assistance requested by the State to facilitate the orderly transfer of services to the State or a follow -on contractor for the Stat e as follows: (a) return to the State all State data in either the form it was provided to the State or a mutually agreed format; (b) provide the schema necessar y for reading of such returned data; (c) preserve, maintain, and protect all State data for a period of up to ninety (90) days after the termination or expiration date, so that the State can ensure that all returned data is readable; (d) not delete State data until the earlier of ninety (90) days or the date the State directs such deletion; (e) after the retention period, the Contractor shall securely dispose of all State data in all of its forms, such as disk, CD/DVD, backup tape and pape r; State data shall be permanently deleted and shall not be recoverable, according to NIST -approved methods; a nd certificates of destruction shall be provided to the State; and (f) prepare an accurate accounting from which the State and Contractor may reconcile all outstanding accounts. The final monthly invoice for the services provided hereunder shall include a ll charges for the ninety -day data retention period. 14.3 The Contractor shall, unless legally prohibited from doing so, securely dispose of all State data in its DHS Cost Allocation Services N000B8400326 RFP Number N00B8400326 RFP for Department of Human Services Page 55 systems or otherwise in its possession or under its control, in all of its forms, such as disk, CD/DVD, backup tape and paper, when requested by the State. Data shall be permanently deleted and shall not be recoverable, according to NIST -approved methods. Certificates of destruction shall be provided to the State. 14.2 During any period of se rvice suspension, the Contractor shall not take any action to intentionally erase any State data. 14.3 The State shall be entitled to any post -termination assistance generally made available with respect to the services. 15. Data Center Audit The Contrac tor and/or Subcontractor(s) shall perform an independent audit of its data centers at least annually at its expense as set forth in the RFP , and provide a redacted version of the audit report upon request. The Contractor and/or Subcontractor(s) may remove its proprietary information from the redacted version. 16. Change Control and Advance Notice The Contractor shall give advance notice to the State of any upgrades (e.g., major upgrades, minor upgrades, system changes) that may impact service availability a nd performance. Contractor may modify the functionality or features of the SaaS at any time, provided that the modification does not materially degrade the functionality of the SaaS service. 17. Redundancy, Data Backup and Disaster Recovery Unless speci fied otherwise in the RFP, the Contractor must maintain or cause to be maintained disaster avoidance procedures designed to safeguard State data and other confidential information, Contractor’s processing capability and the availability of hosted services, in each case throughout the base period, and any option periods and at all times in connection with its required performance of those services. Any force majeure provisions of this Contract do not limit the Contractor’s obligations under this “Redundancy , Data Backup and Disaster Recovery” Contract provision. 18. Effect of Contractor Bankruptcy All rights and licenses granted by the Contractor under this Contract are and shall be deemed to be rights and licenses to “intellectual property,” and the subject matter of this Contract, including services, is and shall be deemed to be “embodiments of intellectual property” for purposes of and as such terms are used and interpreted under § 365(n) of the United States Bankruptcy Code (“Code”) (11 U.S.C. § 365(n) (2010)). The State has the right to exercise all rights and elections under the Code and all other applicable bankruptcy, insolvency and similar laws with respect to this Contract (including all executory statement of works). Without limiting the generality of the foregoing, if the Contractor or its estate becomes subject to any bankruptcy or similar proceeding: (a) subject to the State’s rights of election, all rights and licenses granted to the State under this Contract shall continue subject to the respective terms and conditions of this Contract; and (b) the State shall be entitled to a complete duplicate of (or complete access to, as appropriate) all such intellectual property and embodiments of intellectual property, and the same, if not already in the State’s possession, shall be promptly delivered to the State, unless the Contractor elects to and does in fact continue to perform all of its obligations under this Contract. 19. Parent Company Guarantee (If Applicable) Parent Company Guarantee does not apply to this Contract. R20. General Terms and Conditions R20.1. Pre-Existing Regulations DHS Cost Allocation Services N000B8400326 RFP Number N00B8400326 RFP for Department of Human Services Page 56 In accordance with the provisions of Section 11- 206 of the State Finance and Procurement Article, Annotated Code of Maryland, the regulations set forth in Title 21 o f the Code of Maryland Regulations (COMAR 21) in effect on the date of execution of this Contract are applicable to this Contract. R20.2. Maryland Law Prevails This Contract shall be construed, interpreted, and enforced according to the laws of the State of Maryland. The Maryland Uniform Computer Information Transactions Act (Commercial Law Article, Title 22 of the Annotated Code of Maryland) does not apply to this Contract, the Software, or any Software license acquired hereunder. Any and all references t o the Annotated Code of Maryland contained in this Contract shall be construed to refer to such Code sections as from time to time amended. R20.3. Multi -year Contracts contingent upon Appropriations If the General Assembly fails to appropriate funds or if funds are not otherwise made available for continued performance for any fiscal period of this Contract succeeding the first fiscal period, this Contract shall be canceled automatically as of the beginning of the fiscal year for which funds were not approp riated or otherwise made available; provided, however, that this will not affect either the State's rights or the Contractor's rights under any termination clause in this Contract. The effect of termination of the Contract hereunder will be to discharge both the Contractor and the State of Maryland from future performance of the Contract, but not from their rights and obligations existing at the time of termination. The Contractor shall be reimbursed for the reasonable value of any nonrecurring costs incurr ed but not amortized in the price of the Contract. The State shall notify the Contractor as soon as it has knowledge that funds may not be available for the continuation of this Contract for each succeeding fiscal period beyond the first. R20.4. Cost and P rice Certification R20.4.1. The Contractor , by submitting cost or price information certifies that, to the best of its knowledge, the information submitted is accurate, complete, and current as of a mutually determined specified date prior to the conclusio n of any price discussions or negotiations for: (1) A negotiated contract, if the total contract price is expected to exceed $100,000, or a smaller amount set by the Procurement Officer; or (2) A change order or contract modification, expected to exceed $100,000, or a smaller amount set by the Procurement Officer. R20.4.2. The price under this Contract and any change order or modification hereunder, including profit or fee, shall be adjusted to exclude any significant price increases occurring because the Contractor furnished cost or price information which, as of the date agreed upon between the parties, was inaccurate, incomplete, or not current. R20.5. Contract Modifications The Procurement Officer may, at any time, by written order, make changes in th e work within the general scope of the Contract. No other order, statement or conduct of the Procurement Officer or any other person shall be treated as a change or entitle the Contractor to an equitable adjustment under this section. Except as otherwise p rovided in this Contract, if any change under this section causes an increase or decrease in the Contractor’s cost of, or the time required for, the performance of any part of the work, an equitable adjustment in the Contract price shall be made and the Co ntract modified in writing accordingly. Pursuant to COMAR 21.10.04, the Contractor must assert in writing its right to an adjustment under this section and shall include a written statement setting forth the nature and cost of such claim. No claim by the C ontractor shall be allowed if asserted after DHS Cost Allocation Services N000B8400326 RFP Number N00B8400326 RFP for Department of Human Services Page 57 final payment under this Contract. Failure to agree to an adjustment under this section shall be a dispute under Section 23.8, Disputes. Nothing in this section shall excuse the Contractor from proceeding with t he Contract as changed. R20.6. Termination for Default If the Contractor fails to fulfill its obligations under this Contract properly and on time, or otherwise violates any provision of the Contract, the State may terminate the Contract by written notice to the Contractor. The notice shall specify the acts or omissions relied upon as cause for termination. All finished or unfinished work provided by the Contractor shall, at the State's option, become the State's property. The State of Maryland shall pay th e Contractor fair and equitable compensation for satisfactory performance prior to receipt of notice of termination, less the amount of damages caused by the Contractor's breach. If the damages are more than the compensation payable to the Contractor, the Contractor will remain liable after termination and the State can affirmatively collect damages. Termination hereunder, including the termination of the rights and obligations of the parties, shall be governed by the provisions of COMAR 21.07.01.11B. R20.7. Termination for Convenience The performance of work under this Contract may be terminated by the State in accordance with this clause in whole, or from time to time in part, whenever the State shall determine that such termination is in the best interest of the State. The State will pay all reasonable costs associated with this Contract that the Contractor has incurred up to the date of termination, and all reasonable costs associated with termination of the Contract. However, the Contractor shall not be reimbursed for any anticipatory profits that have not been earned up to the date of termination. Termination hereunder, including the determination of the rights and obligations of the parties, shall be governed by the provisions of COMAR 21.07.01.12 (A)(2). R20.8. Disputes This Contract shall be subject to the provisions of Title 15, Subtitle 2, of the State Finance and Procurement Article of the Annotated Code of Maryland, as from time to time amended, and COMAR 21.10 (Administrative and Civil Remedies). Pending resolution of a claim, the Contractor shall proceed diligently with the performance of the Contract in accordance with the Procurement Officer's decision. Unless a lesser period is provided by applicable statute, regulation, or the Contract, the Contractor must file a written notice of claim with the Procurement Officer within 30 days after the basis for the claim is known or should have been known, whichever is earlier. Contemporaneously with or within 30 days of the filing of a notice of claim, but no later than the date of final payment under the Contract, the Contractor must submit to the Procurement Officer its written claim containing the information specified in COMAR 21.10.04.02. R20.9. Living Wage If a Contractor subject to the Living Wage law fails to submit all records required under COMAR 21.11.10.05 to the Commissioner of Labor and Industry at the Department of Labor, Licensing and Regulation, the Department may withhold payment of any invoice or retainage. The Department may require cer tification from the Commissioner on a quarterly basis that such records were properly submitted. R20.10. Non-Hiring of Employees No official or employee of the State of Maryland, as defined under General Provisions Article, §5 - 101, Annotated Code of Maryl and, whose duties as such official or employee include matters relating to or affecting the subject matter of this Contract, shall during the pendency and term of this Contract and while serving as an official or employee of the State become or be an emplo yee of the Contractor or any entity that is a subcontractor on this Contract. DHS Cost Allocation Services N000B8400326 RFP Number N00B8400326 RFP for Department of Human Services Page 58 R20.11. Nondiscrimination in Employment The Contractor agrees: (a) not to discriminate in any manner against an employee or applicant for employment because of race, color, reli gion, creed, age, sex, marital status, national origin, sexual orientation, sexual identity, ancestry, or disability of a qualified person with a disability, sexual orientation, or any otherwise unlawful use of characteristics; (b) to include a provision s imilar to that contained in subsection (a), above, in any underlying subcontract except a subcontract for standard commercial supplies or raw materials; and (c) to post and to cause subcontractors to post in conspicuous places available to employees and ap plicants for employment, notices setting forth the substance of this clause. R20.12. Commercial Non -Discrimination R20.12.1. As a condition of entering into this Contrac t, Contractor represents and warrants that it will comply with the State's Commercial Nondiscrimination Policy, as described under Title 19 of the State Finance and Procurement Article of the Annotated Code of Maryland. As part of such compliance, Contractor may not discriminate on the basis of race, color, religion, ancestry, national ori gin, sex, age, marital status, sexual orientation, sexual identity, disability, or other unlawful forms of discrimination in the solicitation, selection, hiring, or commercial treatment of subcontractors, vendors, suppliers, or commercial customers, nor shall Contractor retaliate against any person for reporting instances of such discrimination. Contractor shall provide equal opportunity for subcontractors, vendors, and suppliers to participate in all of its public sector and private sector subcontracting a nd supply opportunities, provided that this clause does not prohibit or limit lawful efforts to remedy the effects of marketplace discrimination that have occurred or are occurring in the marketplace. Contractor understands that a material violation of thi s clause shall be considered a material breach of this Agreement and may result in termination of this Contract , disqualification of Contractor from participating in State contracts, or other sanctions. This clause is not enforceable by or for the benefit of, and creates no obligation to, any third party. R20.12.2. As a condition of entering into this Contract , upon the request of the Commission on Civil Rights, and only after the filing of a complaint against Contractor under Title 19 of the State Financ e and Procurement Article of the Annotated Code of Maryland, as amended from time to time, Contractor agrees to provide within 60 days after the request a complete list of the names of all subcontractors, vendors, and suppliers that Contractor has used in the past four ( 4) years on any of its contracts that were undertaken within the State of Maryland, including the total dollar amount paid by Contractor on each subcontract or supply contract. Contractor further agrees to cooperate in any investigation conducted by the State pursuant to the State ‘s Commercial Nondiscrimination Policy as set forth under Title 19 of the State Finance and Procurement Article of the Annotated Code of Maryland, and to provide any documents relevant to any investigation that are r equested by the State. Contractor understands that violation of this clause is a material breach of this Contract and may result in Contract termination, disqualification by the State from participating in State contracts, and other sanctions. R20.13. Subcontracting and Assignment R20.13.1 The Contractor may not subcontract any portion of the products or services provided under this Contract without obtaining the prior written approval of the Procurement Officer, nor may the Contractor assign this Contra ct or any of its rights or obligations hereunder, without the prior written approval of the State , each at the State’s sole and absolute discretion . Any such subcontract or assignment shall include the terms of this Contract and any other terms and conditi ons that the State deems necessary to protect its interests. The DHS Cost Allocation Services N000B8400326 RFP Number N00B8400326 RFP for Department of Human Services Page 59 State shall not be responsible for the fulfillment of the Contractor’s obligations to any subcontractors. R20.13.2. Subcontractor Disclosure The Contractor shall identify all of its strategic business partners related to products or services provided under this Contract, including but not limited to all subcontractors or other entities or individuals who may be a party to a joint venture or similar agreement with the Contractor , and who shall be involved in any application development and/or operations. R20.14. Minority Business Enterprise Participation There is no Minority Business Enterprise subcontractor participation goal for this Contract . R20.15. Insurance Requirements The Contractor shall maintain workers’ compensation coverage, property and casualty insurance, cyber liability insurance, and any other insurance as required in the RFP. The minimum limits of such policies must meet any minimum requirements established by law and the limit s of i nsurance required by the RFP , and shall cover losses resulting from or arising out of Contractor action or inaction in the performance of services under the Contract by the Contractor, its agents, servants, employees or subcontractors. Effective no l ater than the date of execution of the Contract, and continuing for the duration of the Contract term, and any applicable renewal and transition periods, the Contractor shall maintain such insurance coverage and shall report such insurance annually or upon Contract renewal, whichever is earlier, to the Procurement Officer. The Contractor is required to notify the Procurement Officer in writing, if policies are cancelled or not renewed within five (5) days of learning of such cancellation and/or nonrenewal. Certificates of insurance evidencing this coverage shall be provided within five (5) days of notice of recommended award. All insurance policies shall be issued by a company properly authorized to do business in the State of Maryland. The State shall be in cluded as an additional named insured on the property and casualty policy and as required in the RFP . R20.16. Veteran Owned Small Business Enterprise Participation There is no VSBE subcontractor participation goal for this procurement. R20.18. Security Incident or Data Breach Notification The Contractor shall inform the State of any security incident or data breach. R20.18.1. Incident Response: The Contractor may need to communicate with outside parties regarding a security incident, which may include contacting law enforcement, fielding media inquiries and seeking external expertise as mutually agreed upon, defined by law or contained in the Contract. Discussing security incidents with the State should be handled on an urgent as - needed basis, as part o f Contractor communication and mitigation processes as mutually agreed upon, defined by law or contained in the Contract. R20.18.2. Security Incident Reporting Requirements: The Contractor shall report a security incident to the appropriate State -identified contact immediately. R20.18.3. Breach Reporting Requirements: If the Contractor has actual knowledge of a confirmed data breach that affects the security of any State content that is subject to applicable data breach notification law, the Contractor s hall (1) promptly notify the appropriate State - identified contact within 24 hours or sooner, unless shorter time is required by applicable law, and (2) take commercially reasonable measures to address the data breach in a timely manner. R20.19 Data Breach Responsibilities DHS Cost Allocation Services N000B8400326 RFP Number N00B8400326 RFP for Department of Human Services Page 60 This section only applies when a data breach occurs with respect to Sensitive Data within the possession or control of the Contractor. R20.19.1. The Contractor, unless stipulated otherwise, shall immediately notify the appropriate State - identified contact by telephone in accordance with the agreed upon security plan or security procedures if it reasonably believes there has been a security incident. R20.19.2. The Contractor, unless stipulated otherwise, shall promptly notify the appropriate State - identified contact within 24 hours or sooner by telephone, unless shorter time is required by applicable law, if it confirms that there is, or reasonably believes that there has been , a data breach. The Contractor shall (1) cooperate with the S tate to investigate and resolve the data breach, (2) promptly implement necessary remedial measures, if necessary, and (3) document responsive actions taken related to the data breach, including any post -incident review of events and actions taken to make changes in business practices in providing the services, if necessary. R20.19.3. Unless otherwise stipulated, if a data breach is a direct result of the Contractor’s breach of its Contract obligation to encrypt Sensitive Data or otherwise prevent its rel ease, the Contractor shall bear the costs associated with (1) the investigation and resolution of the data breach; (2) notifications to individuals, regulators or others required by State law; (3) a credit monitoring service required by State or federal l aw; (4) a website or a toll -free number and call center for affected individuals required by State law – all not to exceed the average per record per person cost calculated for data breaches in the United States (currently $201 per record/ person) in the m ost recent Cost of Data Breach Study: Global Analysis published by the Ponemon Institute at the time of the data breach; and (5) complete all corrective actions as reasonably determined by Contractor based on root cause; all [(1) through (5)] subject to this Contract’s limitation of liability. R21 Data Protection R21.1 Data Ownership The State will own all right, title and interest in its data that is related to the services provided by this contract. The Contractor and/or Subcontractor(s) shall not access public jurisdiction user accounts or public jurisdiction data, except (1) in the course of data center operations, (2) in response to service or technical issues, (3) as required by the express terms of this contract or (4) at the State’s written request . R21.2 Loss of Data In the event of loss of any State data or records where such loss is due to the intentional act, omission, or negligence of the Contractor or any of its subcontractors or agents, the Contractor shall be responsible for recreating such l ost data in the manner and on the schedule set by the Contract Manager. The Contractor shall ensure that all data is backed up and is recoverable by the Contractor. In accordance with prevailing federal or state law or regulations, the Contractor shall rep ort the loss of non- public data as directed in Section 20 .17. Protection of data and personal privacy (as further described and defined in section 20.17 shall be an integral part of the business activities of the Contractor to ensure there is no inappropri ate or unauthorized use of State information at any time. To this end, the Contractor shall safeguard the confidentiality , integrity and availability of State information and comply with the following conditions: R21.2.1 The Contractor shall implement and maintain appropriate administrative, technical and organizational security measures to safeguard against unauthorized access, disclosure or theft of Sensitive Data and non- public data. Such security measures shall be in accordance with recognized industry practice and not less stringent than the measures the Contractor applies to its own Sensitive Data and non- public data of similar kind. DHS Cost Allocation Services N000B8400326 RFP Number N00B8400326 RFP for Department of Human Services Page 61 R21.2.2 All data collected or created in the performance of this contract shall become and remain property of the Sta te. R21.2.3 All Sensitive Data shall be encrypted at rest and in transit with controlled access, including back -up data . Unless otherwise stipulated, the Contractor is responsible for encryption of the Sensitive Data . R21.2.4 Unless otherwise stipulated, the Contractor shall encrypt all non- public data at rest and in transit. The State shall identify data it deems as non -public data to the Contractor. The level of protection and encryption for all non- public data shall be identified and made a part of this Contract. R21.2.5 At no time shall any data or processes – that either belong to or are intended for the use of the State or its officers, agents or employees – be copied, disclosed or retained by the Contractor or any party related to the Contractor for subsequent use in any transaction that does not include the State. R21.2.6 The Contractor shall not use any information collected in connection with the service issued under this Contract for any purpose other than fulfilling the service. R22 Other Mandatory Items R22.1 Data Location The Contractor shall provide its services to the State and its end users solely from data centers in the United States (“U.S.”). Storage of State data at rest shall be located solely in data centers in the U.S. The Contr actor shall not allow its personnel or contractors to store State data on portable devices, including personal computers, except for devices that are used and kept only at its U.S. data centers. The Contractor shall permit its personnel and contractors to access State data remotely only as required to provide technical support. If requested by the State, t he Contractor shall provide technical user support on a 24/7 basis . R22.2 Import and Export of Data The State shall have the ability to import or export d ata in piecemeal or in entirety at its discretion without interference from the Contractor. This includes the ability for the State to import or export data to/from third parties. R22.3 Encryption of Data at Rest The Contractor shall ensure hard drive enc ryption consistent with validated cryptography standards as referenced in FIPS 140- 2, Security Requirements for Cryptographic Modules for all Sensitive Data, unless the State approves the storage of Sensitive Data on a Contractor portable device in order t o accomplish Contract work. R22.4 Compliance with federal Health Insurance Portability and Accountability Act (HIPAA) and State Confidentiality Law HIPAA clauses do not apply to this Contract. R22.5. Suspension of Work The Procurement Officer unilaterally may order the Contractor in writing to suspend, delay, or interrupt all or any part of its performance for such period of time as the Procurement Officer may determine to be appropriate for the convenience of the State. R22.6. Nonvisual Accessibility War ranty R22.6.1. The Contractor warrants that the information technology to be provided under the Contract. (a) provides equivalent access for effective use by both visual and non -visual means; DHS Cost Allocation Services N000B8400326 RFP Number N00B8400326 RFP for Department of Human Services Page 62 (b) will present information, including prompts used for intera ctive communications, in formats intended for both visual and non- visual use; (c) if intended for use in a network, can be integrated into networks for obtaining, retrieving, and disseminating information used by individuals who are not blind or visually i mpaired; and (d) is available, whenever possible, without modification for compatibility with Software and hardware for non- visual access. R22.6.2. The Contractor further warrants that the cost, if any, of modifying the information technology for compatibi lity with Software and hardware used for non- visual access does not increase the cost of the information technology by more than five percent. For purposes of this Contract, the phrase "equivalent access" means the ability to receive, use and manipulate in formation and operate controls necessary to access and use information technology by non -visual means. Examples of equivalent access include keyboard controls used for input and synthesized speech, Braille, or other audible or tactile means used for output . R22.7. Compliance with Laws/Arrearages The Contractor hereby represents and warrants that: R22.7.1 It is qualified to do business in the State of Maryland and that it will take such action as, from time to time hereafter, may be necessary to remain so qu alified; R22.7.2. It is not in arrears with respect to the payment of any monies due and owing the State of Maryland, or any department or unit thereof, including but not limited to the payment of taxes and employee benefits, and that it shall not become s o in arrears during the term of this Contract; R22.7.3. It shall comply with all federal, State and local laws, regulations, and ordinances applicable to its activities and obligations under this Contract; and, R22.7.4. It shall obtain, at its expense, all licenses, permits, insurance, and governmental approvals, if any, necessary to the performance of its obligations under this Contract. R22.8 Contingent Fee Prohibition The Contractor warrants that it has not employed or retained any person, partnership, c orporation, or other entity, other than a bona fide employee or bona fide agent working for the Contractor to solicit or secure this Contract, and that it has not paid or agreed to pay any person, partnership, corporation or other entity, other than a bona fide employee or bona fide agent, any fee or other consideration contingent on the making of this Contract. R22.9. Delays and Extensions of Time The Contractor agrees to perform this Contract continuously and diligently. No charges or claims for damages shall be made by the Contractor for any delays or hindrances from any cause whatsoever during the progress of any portion of the work specified in this Contract. Time extensions will be granted only for excusable delays that arise from unforeseeable causes beyond the control and without the fault or negligence of the Contractor, including but not restricted to acts of God, acts of the public enemy, acts of the State in either its sovereign or contractual capacity, acts of another contractor in the performanc e of a contract with the State, fires, floods, epidemics, quarantine restrictions, strikes, freight embargoes, or delays of subcontractors or suppliers arising from unforeseeable causes beyond the control and without the fault or negligence of either the Contractor or the subcontractors or suppliers. DHS Cost Allocation Services N000B8400326 RFP Number N00B8400326 RFP for Department of Human Services Page 63 R22.10. Financial Disclosure The Contractor shall comply with the provisions of §13- 221 of the State Finance and Procurement Article of the Annotated Code of Maryland, which requires that every business that e nters into contracts, leases, or other agreements with the State of Maryland or its agencies during a calendar year under which the business is to receive in the aggregate $100,000 or more, shall, within 30 days of the time when the aggregate value of these contracts, leases or other agreements reaches $100,000, file with the Secretary of State of Maryland certain specified information to include disclosure of beneficial ownership of the business. R22.11 Political Contribution Disclosure The Contractor shall comply with Md. Code Ann., Election Law Article, Title 14, which requires that every person that enters into a contract for a procurement with the State, a county, or a municipal corporation, or other political subdivision of the State, during a calendar year in which the person receives a contract with a governmental entity in the amount of $200,000 or more, shall, file with the State Board of Elections statements disclosing: (a) any contributions made during the reporting period to a candidate for ele ctive office in any primary or general election; and (b) the name of each candidate to whom one or more contributions in a cumulative amount of $500 or more were made during the reporting period. The statement shall be filed with the State Board of Elections: (a) before execution of a contract by the State, a county, a municipal corporation, or other political subdivision of the State, and shall cover the 24 months prior to when a contract was awarded; and (b) if the contribution is made after the executi on of a contract, then twice a year, throughout the contract term, on: (i) February 5, to cover the six (6) month period ending January 31; and (ii) August 5, to cover the six (6) month period ending July 31. Additional information is available on the Stat e Board of Elections website: http://www.elections.state.md.us/campaign_finance/index.html. R22.12 Retention of Records R22.12.1. The Contractor and Subcontractors shall retain and maintain all records and documents in any way relating to this Contract for three (3) years after final payment by the State under this Contract, or any applicable statute of limitations, prevailing federal or State law or regulation, or condition of award, whichever is longer, and shall make them available for inspection and audit by authorized representatives of the State, including the Procurement Officer or the Procurement Officer's designee, at all reasonable times. The Contractor shall, upon request by the Department , surrender all and every copy of documents needed by the State, including, but not limited to itemized billing documentation containing the dates, hours spent and work performed by the Contractor and its subcontractors under the Contract. The Contractor agrees to cooperate fully in any audit conducted by or on behalf of the State, including, by way of example only, making records and employees available as, where, and to the extent requested by the State and by assisting the auditors in reconciling any audit variances. Contractor shall not be compensated for pr oviding any such cooperation and assistance. All records related in any way to the Contract are to be retained for the entire time provided under this section. R22.12.2. This provision shall survive expiration of this Contract. R23. Right to Audit R23.1 The State reserves the right, at its sole discretion and at any time, to perform an audit of the Contractor’s and/or Subcontractors ’ performance under this Contract . In this agreement, an audit is defined as a planned and documented independent activity performed by qualified personnel , including but not limited to State and federal auditors, to determine by investigation, examination, or evaluation of objective evidence from data, statements, DHS Cost Allocation Services N000B8400326 RFP Number N00B8400326 RFP for Department of Human Services Page 64 records, operations and performance practices (financial or oth erwise) the Contractor’s compliance with the Contract, including but not limited to the adequacy and compliance with established procedures and internal controls over the services being performed for the State. R23.2 Upon three (3) business days’ notice, C ontractor and/or Subcontractors shall provide the State reasonable access during normal business hours to their records to verify conformance to the terms of this Contract. The State shall be permitted to conduct these audits with any or all of its own in ternal resources or by securing the services of a third party accounting/audit firm, solely at the State’s election. The State shall have the right to copy, at its own expense, any record related to the services performed pursuant to this Contract. R23.3 Contractor and/or Subcontractors shall cooperate with the State or the designated auditor and shall provide the necessary assistance for the State or the designated auditor to conduct the audit. R23.4 The right to audit shall include subcontractors in w hich goods or services are subcontracted by Contractor and/or Subcontractors and that provide essential support to the services provided to the State under this Contract. Contractor and/or Subcontractors shall ensure the State has the right to audit with any lower tier subcontractor. 24. Administrative Information 24.1. Procurement Officer and Contract Manager The day -to-day work to be accomplished under this Contract shall be performed under the direction of the Contract Manager and, as appropriate, the Procurement Officer. All matters relating to the interpretation of this Contract shall be referred to the Procurement Officer for determination. 24.2. Notices All notices hereunder shall be in writing and either delivered personally or sent by certified or registered mail, postage prepaid as follows: If to the State: Patrick Mbanefo Department of Human Services 311 W. Saratoga Street, 8th Floor Baltimore, Maryland 21201 Phone Number: 410- 767-7260 E-Mail: Patrick.mbanefo1@maryland.gov With a copy to: Danik a Montague Department of Human Services 311 W. Saratoga Street, 9th Floor Baltimore, Maryland 21201 Phone Number : 410 -767-7072 E-Mail: Danika.montague1@maryland.gov DHS Cost Allocation Services N000B8400326 RFP Number N00B8400326 RFP for Department of Human Services Page 65 If to the Contractor: __________________ __________________ __________________ Attn: _ _________________ DHS Cost Allocation Services N000B8400326 RFP Number N00B8400326 RFP for Department of Human Services Page 66 IN WITNESS THEREOF, the parties have executed this Contract as of the date hereinabove set forth. CONTRACTOR STATE OF MARYLAND Department of Human Services (DHS) ___________________________________ ___________________________________ By: By: Margaret Hughes, Deputy Chief Financial Officer ___________________________________ Or designee: Date ___________________________________ ___________________________________ Date Approved for form and legal sufficiency this ____ da y of _____________, 20___. ______________________________________ Assistant Attorney General DHS Cost Allocation Services N000B8400326 RFP Number N00B8400326 RFP for Department of Human Services Page 67 ATTACHMENT B - BID/PROPOSAL AFFIDAVIT A. AUTHORITY I hereby affirm that I, _______________ (name of affiant) am the ______________(title) and duly authorized representative of ______________(name of business entity) and that I possess the legal authority to make this affidavit on behalf of the business for which I am acting. B. CERTIFICATION REGARDING COMMERCIAL NONDISCRIMINATION The undersigned Bidder/Offeror hereby certifi es and agrees that the following information is correct: In preparing its Bid/Proposal on this project, the Bidder/Offeror has considered all quotes submitted from qualified, potential subcontractors and suppliers, and has not engaged in "discrimination" a s defined in § 19- 103 of the State Finance and Procurement Article of the Annotated Code of Maryland. "Discrimination" means any disadvantage, difference, distinction, or preference in the solicitation, selection, hiring, or commercial treatment of a vendo r, subcontractor, or commercial customer on the basis of race, color, religion, ancestry, or national origin, sex, age, marital status, sexual orientation, or on the basis of disability or any otherwise unlawful use of characteristics regarding the vendor' s, supplier's, or commercial customer's employees or owners. "Discrimination" also includes retaliating against any person or other entity for reporting any incident of "discrimination". Without limiting any other provision of the solicitation on this proj ect, it is understood that, if the certification is false, such false certification constitutes grounds for the State to reject the Bid/Proposal submitted by the Bidder/Offeror on this project, and terminate any contract awarded based on the Bid/Proposal. As part of its Bid/Proposal, the Bidder/Offeror herewith submits a list of all instances within the past 4 years where there has been a final adjudicated determination in a legal or administrative proceeding in the State of Maryland that the Bidder/Offeror discriminated against subcontractors, vendors, suppliers, or commercial customers, and a description of the status or resolution of that determination, including any remedial action taken. Bidder/Offeror agrees to comply in all respects with the State's C ommercial Nondiscrimination Policy as described under Title 19 of the State Finance and Procurement Article of the Annotated Code of Maryland. B-1. CERTIFICATION REGARDING MINORITY BUSINESS ENTERPRISES. The undersigned Bidder/Offeror hereby certifies and agrees that it has fully complied with the State Minority Business Enterprise Law, State Finance and Procurement Article, § 14- 308(a)(2), Annotated Code of Maryland, which provides that, except as otherwise provided by law, a contractor may not identify a certified minority business enterprise in a Bid/Proposal and: (1) Fail to request, receive, or otherwise obtain authorization from the certified minority business enterprise to identify the certified minority proposal; (2) Fail to notify the certified minority business enterprise before execution of the contract of its inclusion in the Bid/Proposal; (3) Fail to use the certified minority business enterprise in the performance of the contract; or (4) Pay the certified minority business enterprise solely for the use of its name in the Bid/Proposal. Without limiting any other provision of the solicitation on this project, it is understood that if the certification is false, such false certification constitutes grounds for the State to reject the Bid/Propo sal submitted by the Bidder/Offeror on this project, and terminate any contract awarded based on the Bid/Proposal. DHS Cost Allocation Services N000B8400326 RFP Number N00B8400326 RFP for Department of Human Services Page 6 8 B-2. CERTIFICATION REGARDING VETERAN- OWNED SMALL BUSINESS ENTERPRISES. The undersigned Bidder/Offeror hereby certifies and agrees that it has fully complied with the State veteran -owned small business enterprise law, State Finance and Procurement Article, § 14- 605, Annotated Code of Maryland, which provides that a person may not: (1) Knowingly and with intent to defraud, fraudulently obtain, attempt to obtain, or aid another person in fraudulently obtaining or attempting to obtain public money, procurement contracts, or funds expended under a procurement contract to which the person is not entitled under this title; (2) Knowingly and with inte nt to defraud, fraudulently represent participation of a veteran–owned small business enterprise in order to obtain or retain a Bid/Proposal preference or a procurement contract; (3) Willfully and knowingly make or subscribe to any statement, declaration, or other document that is fraudulent or false as to any material matter, whether or not that falsity or fraud is committed with the knowledge or consent of the person authorized or required to present the declaration, statement, or document; (4) Willfully and knowingly aid, assist in, procure, counsel, or advise the preparation or presentation of a declaration, statement, or other document that is fraudulent or false as to any material matter, regardless of whether that falsity or fraud is committed with th e knowledge or consent of the person authorized or required to present the declaration, statement, or document; (5) Willfully and knowingly fail to file any declaration or notice with the unit that is required by COMAR 21.11.12; or (6) Establish, knowingly aid in the establishment of, or exercise control over a business found to have violated a provision of § B -2(1)- (5) of this regulation. C. AFFIRMATION REGARDING BRIBERY CONVICTIONS I FURTHER AFFIRM THAT: Neither I, nor to the best of my knowledge, information, and belief, the above business (as is defined in Section 16- 101(b) of the State Finance and Procurement Article of the Annotated Code of Maryland), or any of its officers, directors, partners, controlling stockholders, or any of its employees di rectly involved in the business's contracting activities including obtaining or performing contracts with public bodies has been convicted of, or has had probation before judgment imposed pursuant to Criminal Procedure Article, § 6 -220, Annotated Code of M aryland, or has pleaded nolo contendere to a charge of, bribery, attempted bribery, or conspiracy to bribe in violation of Maryland law, or of the law of any other state or federal law, except as follows (indicate the reasons why the affirmation cannot be given and list any conviction, plea, or imposition of probation before judgment with the date, court, official or administrative body, the sentence or disposition, the name(s) of person(s) involved, and their current positions and responsibilities with the business): ____________________________________________________________ ____________________________________________________________ ___________________________________________________________. D. AFFIRMATION REGARDING OTHER CONVICTIONS I FURTHER AFF IRM THAT: DHS Cost Allocation Services N000B8400326 RFP Number N00B8400326 RFP for Department of Human Services Page 69 Neither I, nor to the best of my knowledge, information, and belief, the above business, or any of its officers, directors, partners, controlling stockholders, or any of its employees directly involved in the business's contracting activities in cluding obtaining or performing contracts with public bodies, has: (1) Been convicted under state or federal statute of: (a) A criminal offense incident to obtaining, attempting to obtain, or performing a public or private contract; or (b) Fraud, embezz lement, theft, forgery, falsification or destruction of records or receiving stolen property; (2) Been convicted of any criminal violation of a state or federal antitrust statute; (3) Been convicted under the provisions of Title 18 of the United States C ode for violation of the Racketeer Influenced and Corrupt Organization Act, 18 U.S.C. § 1961 et seq., or the Mail Fraud Act, 18 U.S.C. § 1341 et seq., for acts in connection with the submission of Bids/Proposals for a public or private contract; (4) Been convicted of a violation of the State Minority Business Enterprise Law, § 14- 308 of the State Finance and Procurement Article of the Annotated Code of Maryland; (5) Been convicted of a violation of § 11- 205.1 of the State Finance and Procurement Article of the Annotated Code of Maryland; (6) Been convicted of conspiracy to commit any act or omission that would constitute grounds for conviction or liability under any law or statute described in subsections (1) —(5) above; (7) Been found civilly liable unde r a state or federal antitrust statute for acts or omissions in connection with the submission of Bids/Proposals for a public or private contract; (8) Been found in a final adjudicated decision to have violated the Commercial Nondiscrimination Policy unde r Title 19 of the State Finance and Procurement Article of the Annotated Code of Maryland with regard to a public or private contract; (9) Been convicted of a violation of one or more of the following provisions of the Internal Revenue Code: (a) §7201, A ttempt to Evade or Defeat Tax; (b) §7203, Willful Failure to File Return, Supply Information, or Pay Tax, (c) §7205, Fraudulent Withholding Exemption Certificate or Failure to Supply Information; (d) §7206, Fraud and False Statements, or (e) §7207 Fraudule nt Returns, Statements, or Other Documents; (10) Been convicted of a violation of 18 U.S.C. §286 Conspiracy to Defraud the Government with Respect to Claims, 18 U.S.C. §287, False, Fictitious, or Fraudulent Claims, or 18 U.S.C. §371, Conspiracy to Defraud the United States; (11) Been convicted of a violation of the Tax -General Article, Title 13, Subtitle 7 or Subtitle 10, Annotated Code of Maryland; (12) Been found to have willfully or knowingly violated State Prevailing Wage Laws as provided in the State F inance and Procurement Article, Title 17, Subtitle 2, Annotated Code of Maryland, if: DHS Cost Allocation Services N000B8400326 RFP Number N00B8400326 RFP for Department of Human Services Page 70 (a) A court: (i) Made the finding; and (ii) Decision became final; or (b) The finding was: (i) Made in a contested case under the Maryland Administrative Procedure act; and (ii) Not overturned on judicial review; (13) Been found to have willfully or knowingly violated State Living Wage Laws as provided in the State Finance and Procurement Article, Title 18, Annotated Code of Maryland, if: (a) A court: (i) Made the finding; and (ii) Decision became final; or (b) The finding was: (i) Made in a contested case under the Maryland Administrative Procedure act; and (ii) Not overturned on judicial review; (14) Been found to have willfully or knowingly violated the Labor and Empl oyment Article, Title 3, Subtitles 3, 4, or 5, or Title 5, Annotated Code of Maryland, if: (a) A court: (i) Made the finding; and (ii) Decision became final; or (b) The finding was: (i) Made in a contested case under the Maryland Administrative Procedure act; and (ii) Not overturned on judicial review; or (15) Admitted in writing or under oath, during the course of an official investigation or other proceedings, acts or omissions that would constitute grounds for conviction or liability under any law or statute described in §§ B and C and subsections D(1) —(14 above, except as follows (indicate reasons why the affirmations cannot be given, and list any conviction, plea, or imposition of probation before judgment with the date, court, official or administrative body, the sentence or disposition, the name(s) of the person(s) involved and their current positions and responsibilities with the business, and the status of any debarment): ____________________________________________________________ ____________________________________________________________ ___________________________________________________________. E. AFFIRMATION REGARDING DEBARMENT I FURTHER AFFIRM THAT: DHS Cost Allocation Services N000B8400326 RFP Number N00B8400326 RFP for Department of Human Services Page 71 Neither I, nor to the best of my knowledge, information, and belief, the above busines s, or any of its officers, directors, partners, controlling stockholders, or any of its employees directly involved in the business's contracting activities, including obtaining or performing contracts with public bodies, has ever been suspended or debarre d (including being issued a limited denial of participation) by any public entity, except as follows (list each debarment or suspension providing the dates of the suspension or debarment, the name of the public entity and the status of the proceedings, the name(s) of the person(s) involved and their current positions and responsibilities with the business, the grounds of the debarment or suspension, and the details of each person's involvement in any activity that formed the grounds of the debarment or suspension). ____________________________________________________________ ____________________________________________________________ ___________________________________________________________. F. AFFIRMATION REGARDING DEBARMENT OF RELATED ENTITIES I FURTHER AFFIRM THAT: (1) The business was not established and it does not operate in a manner designed to evade the application of or defeat the purpose of debarment pursuant to Sections 16- 101, et seq., of the State Finance and Procurement Article of the A nnotated Code of Maryland; and (2) The business is not a successor, assignee, subsidiary, or affiliate of a suspended or debarred business, except as follows (you must indicate the reasons why the affirmations cannot be given without qualification): ____________________________________________________________ ____________________________________________________________ ___________________________________________________________. G. SUBCONTRACT AFFIRMATION I FURTHER AFFIRM THAT: Neither I, nor to the best of my knowledge, information, and belief, the above business, has knowingly entered into a contract with a public body under which a person debarred or suspended under Title 16 of the State Finance and Procurement Article of the Annotated Code of Mary land will provide, directly or indirectly, supplies, services, architectural services, construction related services, leases of real property, or construction. H. AFFIRMATION REGARDING COLLUSION I FURTHER AFFIRM THAT: Neither I, nor to the best of my knowledge, information, and belief, the above business has: (1) Agreed, conspired, connived, or colluded to produce a deceptive show of competition in the compilation of the accompanying Bid/Proposal that is being submitted; (2) In any manner, directly or indirectly, entered into any agreement of any kind to fix the Bid/Proposal price of the Bidder/Offeror or of any competitor, or otherwise taken any action in restraint of free competitive bidding in connection with the contract for which the accompanying Bid/Proposal is submitted. DHS Cost Allocation Services N000B8400326 RFP Number N00B8400326 RFP for Department of Human Services Page 72 I. CERTIFICATION OF TAX PAYMENT I FURTHER AFFIRM THAT: Except as validly contested, the business has paid, or has arranged for payment of, all taxes due the State of Maryland and has filed all required returns and reports with the Comptroller of the Treasury, the State Department of Assessments and Taxation, and the Department of Labor, Licensing, and Regulation, as applicable, and will have paid all withholding taxes due the State of Maryland prior to final settlement. J. CONT INGENT FEES I FURTHER AFFIRM THAT: The business has not employed or retained any person, partnership, corporation, or other entity, other than a bona fide employee, bona fide agent, bona fide salesperson, or commercial selling agency working for the busi ness, to solicit or secure the Contract, and that the business has not paid or agreed to pay any person, partnership, corporation, or other entity, other than a bona fide employee, bona fide agent, bona fide salesperson, or commercial selling agency, any f ee or any other consideration contingent on the making of the Contract. K. CERTIFICATION REGARDING INVESTMENTS IN IRAN (1) The undersigned certifies that, in accordance with State Finance and Procurement Article, §17- 705, Annotated Code of Maryland: (a) It is not identified on the list created by the Board of Public Works as a person engaging in investment activities in Iran as described in State Finance and Procurement Article, §17 -702, Annotated Code of Maryland; and (b) It is not engaging in investment activities in Iran as described in State Finance and Procurement Article, §17- 702, Annotated Code of Maryland. 2. The undersigned is unable to make the above certification regarding its investment activities in Iran due to the following activities: __ ______________________________________________________ L. CONFLICT MINERALS ORIGINATED IN THE DEMOCRATIC REPUBLIC OF CONGO (FOR SUPPLIES AND SERVICES CONTRACTS) I FURTHER AFFIRM THAT: The business has complied with the provisions of State Finance and Pr ocurement Article, §14 -413, Annotated Code of Maryland governing proper disclosure of certain information regarding conflict minerals originating in the Democratic Republic of Congo or its neighboring countries as required by federal law. M. I FURTHER AFF IRM THAT: Any claims of environmental attributes made relating to a product or service included in the bid or proposal are consistent with the Federal Trade Commission’s Guides for the Use of Environmental Marketing Claims as provided in 16 CFR §260, that apply to claims about the environmental attribut es of a product, package or service in connection with the marketing, offering for sale, or sale of such item or service. N. NON- ISRAEL BOYCOTT CERTIFICATION DHS Cost Allocation Services N000B8400326 RFP Number N00B8400326 RFP for Department of Human Services Page 73 The undersigned Offeror hereby certifies and agree s that the following information is correct: In preparing its bid or offer on this project, the Offeror has considered all proposals submitted from qualified, potential subcontractors and suppliers, and has not, in the solicitation, selection, or commercial treatment of any subcontractor, vendor, or supplier, refuses to transact or terminated business activities, or taken other actions intended to limit commercial relations, with a person or entity on the basis of Israeli national origin, or residence or in corporation in Israel and its territories. The Offeror also has not retaliated against any person or entity for reporting such refusal, termination, or commercially limiting actions. Without limiting any other provision of the solicitation or contract for this project, it is understood and agreed that, if this certification is false, such false certification will constitute grounds for the State to reject the bid or offer submitted by the Offeror on this project, and terminate any contract awarded based on the bid or offer. O. ACKNOWLEDGEMENT I ACKNOWLEDGE THAT this Affidavit is to be furnished to the Procurement Officer and may be distributed to units of: (1) the State of Maryland; (2) counties or other subdivisions of the State of Maryland; (3) other state s; and (4) the federal government. I further acknowledge that this Affidavit is subject to applicable laws of the United States and the State of Maryland, both criminal and civil, and that nothing in this Affidavit or any contract resulting from the submis sion of this Bid/Proposa l shall be construed to supersede, amend, modify or waive, on behalf of the State of Maryland, or any unit of the State of Maryland having jurisdiction, the exercise of any statutory right or remedy conferred by the Constitution and the laws of Maryland with respect to any misrepresentation made or any violation of the obligations, terms and covenants undertaken by the above business with respect to (1) this Affidavit, (2) the contract, and (3) other Affidavits comprising part of the contract. I DO SOLEMNLY DECLARE AND AFFIRM UNDER THE PENALTIES OF PERJURY THAT THE CONTENTS OF THIS AFFIDAVIT ARE TRUE AND CORRECT TO THE BEST OF MY KNOWLEDGE, INFORMATION, AND BELIEF. Date: _______________________ By: __________________________________ (print name of Authorized Representative and Affiant) ___________________________________ (signature of Authorized Representative and Affiant) DHS Cost Allocation Services N000B8400326 RFP Number N00B8400326 RFP for Department of Human Services Page 74 ATTACHMENT C - CONTRACT AFFIDAVIT A. AUTHORITY I hereby affirm that I, _______________ (name of affiant) am the ______________(title) and duly authorized representative of ______________ ( name of business entity) and that I possess the legal authority to make this affidavit on behalf of the business for which I am acting. B. CERTIFICATION OF REGISTRATION OR QUALIFICATI ON WITH THE STATE DEPARTMENT OF ASSESSMENTS AND TAXATION I FURTHER AFFIRM THAT: The business named above is a (check applicable box): (1) Corporation —  domestic or  foreign; (2) Limited Liability Company —  domestic or  foreign; (3) Partnership —  domestic or  foreign; (4) Statutory Trust —  domestic or  foreign; (5)  Sole Proprietorship. and is registered or qualified as required under Maryland Law. I further affirm that the above business is in good standing both in Maryland and (IF APPLICABLE ) in the jurisdiction where it is presently organized, and has filed all of its annual reports, together with filing fees, with the Maryland State Department of Assessments and Taxation. The name and address of its resident agent (IF APPLICABLE) filed wit h the State Department of Assessments and Taxation is: Name and Department ID Number:_____________________________Address:_______________________________ and that if it does business under a trade name, it has filed a certificate with the State Departmen t of Assessments and Taxation that correctly identifies that true name and address of the principal or owner as: Name and Department ID Number:_____________________________Address:_______________________________ C. FINANCIAL DISCLOSURE AFFIRMATION I FURTH ER AFFIRM THAT: I am aware of, and the above business will comply with, the provisions of State Finance and Procurement Article, §13 221, Annotated Code of Maryland, which require that every business that enters into contracts, leases, or other agreements with the State of Maryland or its agencies during a calendar year under which the business is to receive in the aggregate $100,000 or more shall, within 30 days of the time when the aggregate value of the contracts, leases, or other agreements reaches $100,000, file with the Secretary of State of Maryland certain specified information to include disclosure of beneficial ownership of the business. D. POLITICAL CONTRIBUTION DISCLOSURE AFFIRMATION DHS Cost Allocation Services N000B8400326 RFP Number N00B8400326 RFP for Department of Human Services Page 75 I FURTHER AFFIRM THAT: I am aware of, and the above business wi ll comply with, Election Law Article, Title 14, Annotated Code of Maryland, which requires that every person that enters into a contract for a procurement with the State, a county, or a municipal corporation, or other political subdivision of the State, during a calendar year in which the person receives a contract with a governmental entity in the amount of $200,000 or more, shall file with the State Board of Elections statements disclosing: (a) any contributions made during the reporting period to a candi date for elective office in any primary or general election; and (b) the name of each candidate to whom one or more contributions in a cumulative amount of $500 or more were made during the reporting period. The statement shall be filed with the State Boa rd of Elections: (a) before execution of a contract by the State, a county, a municipal corporation, or other political subdivision of the State, and shall cover the 24 months prior to when a contract was awarded; and (b) if the contribution is made after the execution of a contract, then twice a year, throughout the contract term, on: (i) February 5, to cover the six (6) month period ending January 31; and (ii) August 5, to cover the six (6) month period ending July 31. Additional information is available on the State Board of Elections website : http://www.elections.state.md.us/campaign_finance/index.html . E. DRUG AND ALCOHOL FREE WORKPLACE (Applicable to all contrac ts unless the contract is for a law enforcement agency and the agency head or the agency head’s designee has determined that application of COMAR 21.11.08 and this certification would be inappropriate in connection with the law enforcement agency’s undercover operations.) I CERTIFY THAT: (1) Terms defined in COMAR 21.11.08 shall have the same meanings when used in this certification. (2) By submission of its Bid/Proposal, the business, if other than an individual, certifies and agrees that, with respect to its employees to be employed under a contract resulting from this solicitation, the business shall: (a) Maintain a workplace free of drug and alcohol abuse during the term of the contract; (b) Publish a statement notifying its employees that the unlawful manufacture, distribution, dispensing, possession, or use of drugs, and the abuse of drugs or alcohol is prohibited in the business' workplace and specifying the actions that will be taken against employees for violation of these prohibitions; (c) Prohi bit its employees from working under the influence of drugs or alcohol; (d) Not hire or assign to work on the contract anyone who the business knows, or in the exercise of due diligence should know, currently abuses drugs or alcohol and is not actively en gaged in a bona fide drug or alcohol abuse assistance or rehabilitation program; (e) Promptly inform the appropriate law enforcement agency of every drug- related crime that occurs in its workplace if the business has observed the violation or otherwise ha s reliable information that a violation has occurred; (f) Establish drug and alcohol abuse awareness programs to inform its employees about: The dangers of drug and alcohol abuse in the workplace; DHS Cost Allocation Services N000B8400326 RFP Number N00B8400326 RFP for Department of Human Services Page 76 The business's policy of maintaining a drug and alcohol free workplace; Any available drug and alcohol counseling, rehabilitation, and employee assistance programs; and The penalties that may be imposed upon employees who abuse drugs and alcohol in the workplace; (g) Provide all employees engaged in the perf ormance of the contract with a copy of the statement required by §E(2)(b), above; (h) Notify its employees in the statement required by §E(2)(b), above, that as a condition of continued employment on the contract, the employee shall: Abide by the terms of the statement; and Notify the employer of any criminal drug or alcohol abuse conviction for an offense occurring in the workplace not later than 5 days after a conviction; (i) Notify the procurement officer within 10 days after receiving notice under §E(2)(h)(ii), above, or otherwise receiving actual notice of a conviction; (j) Within 30 days after receiving notice under §E(2)(h)(ii), above, or otherwise receiving actual notice of a conviction, impose either of the following sanctions or remedial measu res on any employee who is convicted of a drug or alcohol abuse offense occurring in the workplace: Take appropriate personnel action against an employee, up to and including termination; or Require an employee to satisfactorily participate in a bona fid e drug or alcohol abuse assistance or rehabilitation program; and (k) Make a good faith effort to maintain a drug and alcohol free workplace through implementation of §E(2)(a)—(j), above. (3) If the business is an individual, the individual shall certify and agree as set forth in §E(4), below, that the individual shall not engage in the unlawful manufacture, distribution, dispensing, possession, or use of drugs or the abuse of drugs or alcohol in the performance of the contract. (4) I acknowledge and agr ee that: The award of the contract is conditional upon compliance with COMAR 21.11.08 and this certification; (b) The violation of the provisions of COMAR 21.11.08 or this certification shall be cause to suspend payments under, or terminate the contract for default under COMAR 21.07.01.11 or 21.07.03.15, as applicable; and (c) The violation of the provisions of COMAR 21.11.08 or this certification in connection with the contract may, in the exercise of the discretion of the Board of Public Works, result in suspension and debarment of the business under COMAR 21.08.03. F. CERTAIN AFFIRMATIONS VALID I FURTHER AFFIRM THAT: To the best of my knowledge, information, and belief, each of the affirmations, certifications, or acknowledgements contained in that certain Bid/Proposal Affidavit dated ________ , 201___ , and DHS Cost Allocation Services N000B8400326 RFP Number N00B8400326 RFP for Department of Human Services Page 77 executed by me for the purpose of obtaining the contract to which this Exhibit is attached remains true and correct in all respects as if made as of the date of this Contract Affidavit and as if fully set forth herein. I DO SOLEMNLY DECLARE AND AFFIRM UNDER THE PENALTIES OF PERJURY THAT THE CONTENTS OF THIS AFFIDAVIT ARE TRUE AND CORRECT TO THE BEST OF MY KNOWLEDGE, INFORMATION, AND BELIEF. Date: ______________ By: __________________________ (printed name of Authorized Representative and Affiant) _________________________________ (signature of Authorized Representative and Affiant) DHS Cost Allocation Services N000B8400326 RFP Number N00B8400326 RFP for Department of Human Services Page 78 ATTACHMENT D - MINORITY BUSINESS ENTERPRISE FORMS The Minority Business Enterprise (MBE) subcontractor participation goal for this solicitation is 0% . DHS Cost Allocation Services N000B8400326 RFP Number N00B8400326 RFP for Department of Human Services Page 79 ATTACHMENT E - PRE -PROPOSAL CONFERENCE RESPONSE FORM Solicitation Number N000B8400326 Cost Allocation System Services A Pre -proposal conference will be held at 2:00 PM , on 2/26/2018, at 311 W. Sarat oga Street, Baltimo re, Maryland 21201 in Room 508A . Please return this form by 2/22/2018, advising whether or not you plan to attend. Return this form to the Procurement Officer via e -mail or fax : Danika Montague DHS 311 W. Saratoga Street, Baltimore, Maryland 21201 E-mail: danika.montague1@maryland.gov Fax #: 410- 333-0258 Please indicate: _____Yes, the following representatives will be in attendance: 1. 2. 3. _____No, we will not be in attendance. Please specify whether any reasonable accom modations are requested (see Section 1.7) : __________________________________________________________________________________ Signature Title ________________________________________________________________________________ Name of Firm (please pr int) DHS Cost Allocation Services N000B8400326 RFP Number N00B8400326 RFP for Department of Human Services Page 80 ATTACHMENT F - FINANCIAL PROPOSAL P RICING INSTRUCTIONS In order to assist Offerors in the preparation of their Financial Proposal and to comply with the requirements of this solicitation, Price Sheet Instructions and a Price Sheet have been prepared. Offerors shall submit their Financial Proposal on the Price Sheet in accordance with the instructions on the Price Sheet and as specified herein. Do not alter the Price Sheet or the Proposal may be determined to be not reasonably susceptible of being selected for award. The Price Sheet is to be signed and dated, where requested, by an individual who is authorized to bind the Offeror to the prices entered on the Price Sheet. The Price Sheet is used to calculate the Offeror’s TOTAL EVALUATED PRICE. Follow these instru ctions carefully when completing your Price Sheet: A) All Unit and Extended Prices must be clearly entered in dollars and cents, e.g., $24.15. Make your decimal points clear and distinct. B) All Unit Prices must be the actual price per unit the State will pay for the specific item or service identified in this RFP and may not be contingent on any other factor or condition in any manner. C) All calculations shall be rounded to the nearest cent, i.e., .344 shall be .34 and .345 shall be .35. D) Any goods or services required through this RFP and proposed by the vendor at No Cost to the State must be clearly entered in the Unit Price, if appropriate, and Extended Price with $0.00. E) Every blank in every Price Sheet shall be filled in. Any changes or corrections made to the Price Sheet by the Offeror prior to submission shall be initialed and dated. F) Except as instructed on the Price Sheet, nothing shall be entered on or attached to the Price Sheet that alters or proposes conditions or contingencies on the prices. Alterations and/or conditions may render the Proposal not reasonably susceptible of being selected for award. G) It is imperative that the prices included on the Price Sheet have been entered correctly and calculated accurately by the Offeror and that the respective total prices agree with the entries on the Price Sheet. Any incorrect entries or inaccurate calculations by the Offeror will be treated as provided in COMAR 21.05.03.03E and 21.05.02.12, and may cause the Proposal to be rejected. H) If option years are included, Offerors must submit pricing for each option year. Any option to renew will be exercised at the sole discretion of the State and will comply with all terms and conditions in force at the time the option is exercised. If exercised, the option period shall be for a period identified in the RFP at the prices entered in the Price Sheet. I) All Financial Proposal prices entered below are to be fully loaded prices that include all costs/expenses associated with the provision of services as required by the RFP. The Financial Proposal price shall include, but is not limited to : all labor, profit/overhead, general operating, administrative, and all other expenses and costs necessary to perform the work set forth in the solicitation. N o other amounts will be paid to the Contractor. If labor rates are requested, those amounts shall be fully -loaded rates; no overtime amounts will be paid. J) Unless indicated elsewhere in the RFP, sample amounts used for calculations on the Price Sheet ar e typically estimates for evaluation purposes only. Unless stated otherwise in the RFP, the Department does not guarantee a minimum or maximum number of units or usage in the performance of this Contract. DHS Cost Allocation Services N000B8400326 RFP Number N00B8400326 RFP for Department of Human Services Page 81 K) Failure to adhere to any of these instructions may result in the Proposal being determined not reasonably susceptible of being selected for award. F-1 Financial Proposal Form The Financial Proposal Form shall contain all price information in the format specified on these pages . Complete the Financial P roposal Form only as provided in the Financial Proposal Instructions . Do not amend, alter or leave blank any items on the Financial Proposal Form . If option years are included, Offerors must submit pricing for each option year . Failure to adhere to any of these instructions may result in the Proposal being determined not reasonably susceptible of being selected for award. See separate Excel Financial Proposal Form labeled DHS Cost Allocation Services Price Sheet .xls. Submitted by: Offeror: Offeror Name (please print or type) By: Signature of Authorized Representative Printed Name: Printed Name Title: Title Date: Date Address: Company Address DHS Cost Allocation Services N000B8400326 RFP Number N00B8400326 RFP for Department of Human Services Page 82 ATTACHMENT G - LIVING WAGE REQUIREM ENTS FOR SERVICE CONTRACTS This solicitation does not include this at tachment. DHS Cost Allocation Services N000B8400326 RFP Number N00B8400326 RFP for Department of Human Services Page 83 ATTACHMENT H - FEDERAL FUNDS ATTACH MENT This solicitation does not include a Federal Funds Attachment. DHS Cost Allocation Services N000B8400326 RFP Number N00B8400326 RFP for Department of Human Services Page 84 ATTACHMENT I - CONFLICT OF INTEREST AFFIDAVIT AND DISCLO SURE Reference COMAR 21.05.08.08 (submit with Bid/Proposal) A. "Conflict of interest" means that because of other act ivities or relationships with other persons, a person is unable or potentially unable to render impartial assistance or advice to the State, or the person’s objectivity in performing the contract work is or might be otherwise impaired, or a person has an unfair competitive advantage. B. "Person" has the meaning stated in COMAR 21.01.02.01B ( 64) and includes a Bidder/Offeror, Contractor, consultant, or subcontractor or sub- consultant at any tier, and also includes an employee or agent of any of them if the employee or agent has or will have the authority to control or supervise all or a portion of the work for which a Bid/Proposal is made. C. The Bidder/Offeror warrants that, except as disclosed in §D, below, there are no relevant facts or circumstances now giving rise or which could, in the future, give rise to a conflict of interest. D. The following facts or circumstances give rise or could in the future give rise to a conflict of interest (explain in detail—attach additional sheets if necessary): E. Th e Bidder/Offeror agrees that if an actual or potential conflict of interest arises after the date of this affidavit, the Bidder/Offeror shall immediately make a full disclosure in writing to the procurement officer of all relevant facts and circumstances. This disclosure shall include a description of actions which the Bidder/Offeror has taken and proposes to take to avoid, mitigate, or neutralize the actual or potential conflict of interest. If the contract has been awarded and performance of the contract has begun, the Contractor shall continue performance until notified by the procurement officer of any contrary action to be taken. I DO SOLEMNLY DECLARE AND AFFIRM UNDER THE PENALTIES OF PERJURY THAT THE CONTENTS OF THIS AFFIDAVIT ARE TRUE AND CORRECT TO THE BEST OF MY KNOWLEDGE, INFORMATION, AND BELIEF. Date: _ ___________________ By:______________________________________ (Authorized Representative and Affiant) DHS Cost Allocation Services N000B8400326 RFP Number N00B8400326 RFP for Department of Human Services Page 85 ATTACHMENT J - NON- DISCLOSURE AGREEMENT (CONTRACTOR) THIS NON -DISCLOSURE AGREEMENT (“Agreement”) is made b y and between the State of Maryland (the “State”), acting by and through ( Department of Human Services ) (the “Department ”), and _____________________________________________ (the “Con tractor”). RECITALS WHEREAS, the Contractor has been awarded a contract ( the “Contract”) following the solicitation for Cost Allocation System Services Solicitation # OBF/CARM/18 -002-S; and WHEREAS, in order for the Contractor to perform the work required under the Contract, it will be necessary for the State at times to provid e the Contractor and the Contractor’s employees, agents, and subcontractors (collectively the “Contractor’s Personnel”) with access to certain information the State deems confidential information (the “Confidential Information”). NOW, THEREFORE, in conside ration of being given access to the Confidential Information in connection with the solicitation and the Contract, and for other good and valuable consideration, the receipt and sufficiency of which the parties acknowledge, the parties do hereby agree as f ollows: 1. Regardless of the form, format, or media on or in which the Confidential Information is provided and regardless of whether any such Confidential Information is marked as such, Confidential Information means (1) any and all information provided by or made available by the State to the Contractor in connection with the Contract and (2) any and all personally identifiable information (PII) (including but not limited to personal information as defined in Md. Ann. Code, State Govt. § 10- 1301(c) ) and protected health information (PHI) that is provided by a person or entity to the Contractor in connection with this Contract. Confidential Information includes, by way of example only, information that the Contractor views, takes notes from, copies (if the State agrees in writing to permit copying), possesses or is otherwise provided access to and use of by the State in relation to the Contract. 2. Contractor shall not, without the State’s prior written consent, copy, disclose, publish, release, transfe r, disseminate, use, or allow access for any purpose or in any form, any Confidential Information except for the sole and exclusive purpose of performing under the Contract. Contractor shall limit access to the Confidential Information to the Contractor’s Personnel who have a demonstrable need to know such Confidential Information in order to perform under the Contract and who have agreed in writing to be bound by the disclosure and use limitations pertaining to the Confidential Information. The names of the Contractor’s Personnel are attached hereto and made a part hereof as ATTACHMENT J -1. Contractor shall update ATTACHMENT J -1 by adding additional names (whether Contractor’s personnel or a subcontractor’s personnel) as needed, from time to time. 3. If the Contractor intends to disseminate any portion of the Confidential Information to non- employee agents who are assisting in the Contractor’s performance of the Contract or who will otherwise have a role in performing any aspect of the Contract, the Con tractor shall first obtain the written consent of the State to any such dissemination. The State may grant, deny, or condition any such consent, as it may deem appropriate in its sole and absolute subjective discretion. 4. Contractor hereby agrees to hold the Confidential Information in trust and in strictest confidence, to adopt or establish operating procedures and physical security measures, and to take all other measures necessary to protect the Confidential Information from inadvertent release or disclosure DHS Cost Allocation Services N000B8400326 RFP Number N00B8400326 RFP for Department of Human Services Page 86 to unauthorized third parties and to prevent all or any portion of the Confidential Information from falling into the public domain or into the possession of persons not bound to maintain the confidentiality of the Confidential Information. 5. Contractor shall promptly advise the State in writing if it learns of any unauthorized use, misappropriation, or disclosure of the Confidential Information by any of the Contractor’s Personnel or the Contractor’s former Personnel. Contractor shall, at its ow n expense, cooperate with the State in seeking injunctive or other equitable relief against any such person(s). 6. Contractor shall, at its own expense, return to the Department all Confidential Information in its care, custody, control or possession upon request of the Department or on termination of the Contract. 7. A breach of this Agreement by the Contractor or by the Contractor’s Personnel shall constitute a breach of the Contract between the Contractor and the State. 8. Contractor acknowledges that an y failure by the Contractor or the Contractor’s Personnel to abide by the terms and conditions of use of the Confidential Information may cause irreparable harm to the State and that monetary damages may be inadequate to compensate the State for such breach. Accordingly, the Contractor agrees that the State may obtain an injunction to prevent the disclosure, copying or improper use of the Confidential Information. The Contractor consents to personal jurisdiction in the Maryland State Courts. The State’s r ights and remedies hereunder are cumulative and the State expressly reserves any and all rights, remedies, claims and actions that it may have now or in the future to protect the Confidential Information and to seek damages from the Contractor and the Cont ractor’s Personnel for a failure to comply with the requirements of this Agreement. In the event the State suffers any losses, damages, liabilities, expenses, or costs (including, by way of example only, attorneys’ fees and disbursements) that are attributable, in whole or in part to any failure by the Contractor or any of the Contractor’s Personnel to comply with the requirements of this Agreement, the Contractor shall hold harmless and indemnify the State from and against any such losses, damages, liabil ities, expenses, and costs. 9. Contractor and each of the Contractor’s Personnel who receive or have access to any Confidential Information shall execute a copy of an agreement substantially similar to this Agreement, in no event less restrictive than as s et forth in this Agreement, and the Contractor shall provide originals of such executed Agreements to the State. 10. The parties further agree that: a. This Agreement shall be governed by the laws of the State of Maryland; b. The rights and obligations of the Contractor under this Agreement may not be assigned or delegated, by operation of law or otherwise, without the prior written consent of the State; c. The State makes no representations or warranties as to the accuracy or completeness of any Confide ntial Information; d. The invalidity or unenforceability of any provision of this Agreement shall not affect the validity or enforceability of any other provision of this Agreement; e. Signatures exchanged by facsimile are effective for all purposes hereu nder to the same extent as original signatures; f. The Recitals are not merely prefatory but are an integral part hereof; and DHS Cost Allocation Services N000B8400326 RFP Number N00B8400326 RFP for Department of Human Services Page 87 g. The effective date of this Agreement shall be the same as the effective date of the Contract entered into by the parties. IN W ITNESS WHEREOF, the parties have, by their duly authorized representatives, executed this Agreement as of the day and year first above written. Contractor : _____________________________ DHS By: ____________________________(SEAL) By: __________________________________ Printed Name: _________________________ Printed Name: _________________________ Title: _________________________________ Title: _________________________________ Date: _________________________________ Date: _________________________________ DHS Cost Allocation Services N000B8400326 RFP Number N00B8400326 RFP for Department of Human Services Page 88 NON- DISCLOSURE AGREEMENT - ATTACHMENT J -1 LIST OF CONTRACTOR’S EMPLOYEES AND AGENTS WHO WILL BE GIVEN ACCESS TO THE CONFIDENTIAL INFORMATION Printed Name and Address of Individual/Agent Employee (E) or Agent (A) Signature Date _________________________ __________ ____________________________ _________ _________________________ __________ ____________________________ _________ _________________________ __________ ____________________________ _________ _________________________ __________ ____________________________ _________ _________________________ __________ ____________________________ _________ _________________________ __________ ____________________________ _________ _________________________ __________ ____________________________ _________ _________________________ __________ ____________________________ _________ _________________________ __________ ____________________________ _________ _________________________ __________ ____________________________ _________ _________________________ __________ ____________________________ _________ _________________________ __________ ____________________________ _________ _________________________ __________ ____________________________ _________ _________________________ __________ ____________________________ _________ _________________________ __________ ____________________________ _________ _________________________ __________ ____________________________ _________ _________________________ __________ ____________________________ _________ DHS Cost Allocation Services N000B8400326 RFP Number N00B8400326 RFP for Department of Human Services Page 89 NON- DISCLOSURE AGREEMENT – ATTACHMENT J -2 CERTIFICATION TO ACCOMPANY RETURN OF CONFIDENTIAL INFORMATION I AFFIRM THAT: To the best of my knowledge, information, and belief, and upon due inquiry, I hereby certify that: (i) all Confidential Information which is the subject matter of that certain Non -Disclosure Agreement by and between the State of Maryland and ____________________________________________________________ (“Contractor”) dated __________________, 20_____ (“Agreement”) is attached hereto and is hereb y returned to the State in accordance with the terms and conditions of the Agreement; and (ii) I am legally authorized to bind the Contractor to this affirmation. I DO SOLEMNLY DECLARE AND AFFIRM UNDER THE PENALTIES OF PERJURY THAT THE CONTENTS OF THIS AFF IDAVIT ARE TRUE AND CORRECT TO THE BEST OF MY KNOWLEDGE, INFORMATION, AND BELIEF, HAVING MADE DUE INQUIRY. DATE:______________________________ NAME OF CONTRACTOR: _____________________________________________ BY:_____________________________________________________________ (Signature) TITLE: __________________________________________________________ (Authorized Representative and Affiant) DHS Cost Allocation Services N000B8400326 RFP Number N00B8400326 RFP for Department of Human Services Page 90 ATTACHMENT K - HIPAA BUSINESS ASSOCIATE AGREEMENT This solicitation does not require a HIPAA Business Associate Agreement. DHS Cost Allocation Services N000B8400326 RFP Number N00B8400326 RFP for Department of Human Services Page 91 ATTACHMENT L - MERC URY AFFIDAVIT This solicitation does not include the procurement of products known to likely include mercury as a component. DHS Cost Allocation Services N000B8400326 RFP Number N00B8400326 RFP for Department of Human Services Page 92 ATTACHMENT M - VETERAN- OWNED SMALL BUSINESS ENTERPRISE The Veteran -Owned Small Business Enterprise (VS BE) subcontractor participation goal for thi s solicitation is 0% . DHS Cost Allocation Services N000B8400326 RFP Number N00B8400326 RFP for Department of Human Services Page 93 ATTACHMENT N - LOCATION OF THE PERF ORMANCE OF SERVICES DISCLOSURE This solicitation does not require a Location of the Performance of Services Disclosure. DHS Cost Allocation Services N000B8400326 RFP Number N00B8400326 RFP for Department of Human Services Page 94 ATTACHMENT O - DHS HIRING AGREEMENT This solicitation does not require a DHS Hiring Agreement.