Firms Proficient in Economic Development Strategic Planning Services. Kiersten Bourgeois, Vermont Agency of Commerce and Community Development

NATIONAL LIFE BUILDING, DRAWER 20 MONTPELIER, VERMONT 05620-0501 802-828-3211 TO: FROM: Firms Proficient in Economic Development Strategic Planning Services Kiersten Bourgeois, Vermont Agency of Commerce and Community Development DATE: January 22, 2013 SUBJ: Request for Proposals The Vermont Agency of Commerce and Community Development (ACCD) is requesting proposals from qualified and experienced firms to provide economic development strategic planning services. The scope of work to be performed and the information that must be presented in your proposal are described in this Request for Proposals. Five copies of each proposal must be submitted no later than February 15 at 4:00 PM EST to: Kiersten Bourgeois Senior Project Manager State of Vermont Agency of Commerce and Community Development National Life Building One National Life Drive North Building, 6 th Floor Montpelier, Vermont 05620-0501 The Agency reserves the right to accept or reject any or all bids. If a firm is selected, representatives will be invited to negotiate a contract. If you have any questions about the proposal process, please feel free to call Kiersten Bourgeois at (802) 828-5220. Enclosure

NATIONAL LIFE BUILDING, DRAWER 20 MONTPELIER, VERMONT 05620-0501 802-828-3211 Request for Proposals This is a Sealed Bid Response Economic Development Strategic Planning RFP Issuance Date: January 22, 2013 Submit Letter of Intent as Letter, Fax, or E-mail to: Kiersten Bourgeois Senior Project Manager National Life Building, Montpelier, Vermont 05620-0501 (802) 828-5220 Voice kiersten.bourgeois@state.vt.us Questions Due by: January 29, 2013 by 4PM EST Questions concerning this request for proposals must be in writing (via mail, e-mail) and received by January 29 by 4:00 PM EST 2013. The Agency will respond to written questions by February 5, 2013. Any responses will be in writing and distributed to all known potential bidders. The Agency reserves the right to select which questions it will answer. Proposal Due Date: February 15, 2013 by 4PM EST Five (5) Copies of the proposal must be received by the Department in printed form and delivered to: Kiersten Bourgeois Senior Project Manager Vermont Agency of Commerce and Community Development National Life Building Montpelier, Vermont 05620-0501 (802) 828-5220 Voice Sealed bid instructions after this page.

NATIONAL LIFE BUILDING, DRAWER 20 MONTPELIER, VERMONT 05620-0501 802-828-3211 RFP Contact Person: Kiersten Bourgeois, Vermont Agency of Commerce and Community Development, National Life Building, Drawer 20, Montpelier, Vermont 05620-0501, Voice (802) 828-5220 or kiersten.bourgeois@state.vt.us Sealed Bid Instructions All bids must be sealed and must be addressed to the Agency of Commerce and Community Development, National Life Building, Montpelier, Vermont 05620-0501. BID ENVELOPES MUST BE CLEARLY MARKED SEALED BID AND SHOW THE REQUISITION NUMBER AND /OR BID TITLE, OPENING DATE AND NAME OF BIDDER. All bidders are hereby notified that sealed bids must be in the office of the Vermont Department of Economic Development by the bid due date and time. Bidders are cautioned that it is their responsibility to originate the sending of bids in sufficient time to insure receipt by the Department on or before the bid due date. Hand carried bids shall be delivered to a representative of the Department on or before the bid due date. Bids not in possession of the Department by the due date and time will not be considered. The Department may change the date and/or time of bid opening. If a change is made, the Department will make a reasonable effort to inform all bidders. Bid results may be requested in writing and are available once an award has been made. FAXED BIDS: FAXED bids will NOT be accepted. ELECTRONIC BIDS: ELECTRONIC Bids will NOT be accepted. Included: Request for Information Attachment A - Standard State Provisions for Contracts and Grants dated 11/7/12 Attachment B Intent to Submit Form Attachment C Price Quotation Form Attachment D Vermont Tax Certificate

State of Vermont Economic Development Planning TABLE OF CONTENTS SECTION PAGE 1.0 INTRODUCTION... 5 2.0 SCOPE OF WORK... 5 3.0 SUBMISSION INSTRUCTIONS... 7 4.0 METHOD OF AWARD/SUBMISSION ACCEPTANCE... 8 5.0 SUBMISSION FORMAT... 9 6.0 EVALUATION OF SUBMISSIONS... 11 7.0 TERMS AND CONDITIONS... 11 ATTACHMENT A: ACKNOWLEDGEMENT OF ATTACHMENT C... 14 ATTACHMENT B: INTENT TO SUBMIT FORM... 19 ATTACHMENT C: PRICE QUOTATION FORM... 199 ATTACHMENT D: VERMONT TAX CERTIFICATE FORM... 20 RFP Page 4 of 20

State of Vermont Economic Development Planning 1.0 INTRODUCTION The State of Vermont, Agency of Commerce and Community Development is seeking proposals for an economic consultant to develop a strategic plan that will serve as a Statewide Comprehensive Economic Development Plan. ACCD received an award from the U.S. Economic Development Administration in to create a strategic plan for the State of Vermont in the wake of Tropical Storm Irene. Vermont s business community is still rebuilding and it is a top priority of the Shumlin administration to continue these efforts. The final deliverable will also include a strategic industry sector (cluster) analysis that will help the Agency focus its expertise and resources. It will also include recommendations for Vermont economic development professionals and the Vermont business community for disaster resiliency activities. For the purposes of this RFP, vendor refers to an individual, a firm, or a team of individuals and/or firms which may respond to this RFP to provide comprehensive services as outlined in this RFP or some portion or division of the services outlined in this RFP. The Agency may contract with a qualified individual, firm, or team for comprehensive services outlined in this RFP based upon the content of such submissions. The Agency also may contract with one or more qualified individuals, firms, or teams for some portion or division of these services. The Agency has an advisory committee that will periodically review the work at predetermined intervals. 2.0 SCOPE OF WORK 2.1 Services to Be Provided This RFP is seeking vendor(s) to provide the following professional consulting and other services: Review the four existing CEDS either completed or in process in regions in the state for data and priorities. Review past economic strategies for common goals and objectives. A summary of past work is available at ACCD. Conduct a SWOT (Strengths, Weaknesses, Opportunities and Threats) Analysis based on existing data and community input, reports, studies and preliminary interviews. RFP Page 5 of 20

State of Vermont Economic Development Planning Development of Statewide priorities, goals, objectives and tasks brought forth from the regional level integrated with ACCD and Governor s priorities. These priorities will include recommendations and objectives for furthering disaster resilience for the Vermont business community. Develop performance measures for each priority and strategy. Establish statewide baseline data and information that will serve as a guideline for long-term strategy development Provide regional and statewide data in accordance with the baseline established. Distribute SWOT Analysis with the state enabled regional entities for their use in furthering their strategies Conduct 12 public regional forums to discuss data, SWOT and receive input on priorities for the regions. These input sessions will be held around Vermont both in regions with approved SCEDS and those without them. It is expected that this will be accomplished in six (6) months. Incorporate key recovery strategies as appropriate from around the state and include new ones that may be brought out due to this project. Create a statewide cluster analysis in conjunction with regional entities including the Vermont Regional Development Corporations and Vermont Regional Planning Commissions Prepare, publish and distribute a final report/plan 2.2 Develop a planning process Conduct in-depth interviews with regional partners as well as individuals involved in Tropical Storm Irene response 2.3 Provide a recommendation for implementation 2.4 Deliverables A Statewide Economic Development Plan that includes: o A through cluster analysis with identified sectors recommended o Inclusion of suggestions around business recovery post-irene o Priorities, goals, objectives and tasks brought forth from this exercise 2.5 Requisite Knowledge, Skills, and Abilities The following knowledge, skills and abilities are desirable: RFP Page 6 of 20

State of Vermont Economic Development Planning Considerable knowledge of economic and competitive forces affecting Vermont. Knowledge of general applied statistics. Working knowledge of principles and practices of economic analysis and economic forecasting. Ability to plan, coordinate, facilitate, and conduct public meetings and forums. Ability to effectively prepare and present complex data to various groups, both orally and in writing. Working knowledge of economic development issues locally, regionally, nationally and internationally. Sufficient experience, financial soundness and reputation to effectively assist ACCD in meeting expectations described in this RFP. Ability to work constructively with others of diverse viewpoints and abilities. 3.0 SUBMISSION INSTRUCTIONS 3.1 Issuing Office The State of Vermont, Agency of Commerce and Community Development 3.2 Issue Date January 22, 2013 3.3 Submissions 3.3.1 Contact information Kiersten Bourgeois Senior Project Manager State of Vermont Agency of Commerce and Community Development National Life Building One National Life Drive North Building, 6 th Floor Montpelier, Vermont 05620-0501 (needs to match info. on the memo) Additional contact information: Fred Kenney: 802.828.5256 (Bid submissions must not be submitted by email) 3.3.2 Submission of Questions Regarding RFP All questions regarding this RFP must be submitted IN WRITING to Kiersten Bourgeois at the address, or email listed above. All RFP questions must be received at ACCD by Tuesday, January 29 no later than 4 PM EST, by letter or email only. ACCD will respond to written questions by Tuesday, February 5 2013. Any responses will be in writing and distributed to all bidders who RFP Page 7 of 20

State of Vermont Economic Development Planning submitted the Intent to Bid Form. The Agency reserves the right to select which questions it will answer. In addition, any changes to, or changed interpretation of, the RFP resulting from the pre-bid questions or from any other cause, upon which ACCD intends vendors to rely, shall be communicated in writing in a timely manner only to vendors that have submitted an Intent to Submit Form stating an intent to respond to this RFP. 3.3.3 Submission of bid RFP bid submissions shall be submitted in a sealed package and clearly marked as stated in the Sealed Bid Instructions page of this RFP. Sealed bid submissions must be received no later than February 15, 2013. The vendor must submit an original and five (5) copies of their bid submission. Sealed bid submissions are to be delivered to: (Same as previous) U.S. mail or hand delivery of bid submissions by the vendor or a delivery service are acceptable. However, fax and e-mail bid submissions WILL NOT be accepted. Bid submissions and unsolicited amendments to submissions received after the deadline WILL NOT be considered. No extensions will be granted. It is the responsibility of each vendor to ensure that its submission is received by ACCD no later than the deadline. The failure of a third party to deliver a submission shall not be considered justification for an extension. 4.0 Method of Award/Submission Acceptance Submissions will be evaluated based upon their responsiveness to the RFP and the evaluation criteria stated in Section 6.1. Selection of, and an invitation to negotiate a contract or contracts with, a contractor or contractors may be made by February 27, 2013, if in the best interests of the State of Vermont. Vendors must demonstrate that they have the organization, experience, technical skill, equipment, financial resources, and proven ability to provide the service(s) and product(s) required. This RFP may result in a contract or contracts being signed, pending agreement by both parties, and all required administrative approvals. The resulting contract(s) may be for comprehensive services as outlined in this RFP or for portions or divisions of the services outlined in this RFP. The terms and conditions in this RFP will provide the basis for the material terms and conditions of the contract, together with any further terms and conditions that arise through negotiations of the final contract(s). The State reserves the right to accept or reject any and all submissions. Vendors whose submissions are not selected will be notified in writing or via email. The State reserves the right to narrow the selection of vendors and negotiate for the best and final offer furthering the best interests of the State of Vermont. RFP Page 8 of 20

4.1 Property of the State of Vermont State of Vermont Economic Development Planning All submissions shall become the property of the State of Vermont and remain confidential until a contract resulting from this RFP is executed. Thereafter, all submissions will become a matter of public record EXCEPT those portions of the submission that are clearly marked PROPRIETARY by the individual and/or firm submitting the submission and that are exempt from public inspection and copying pursuant to 1 V.S.A. Section 315 et seq. or any other provision of law. 4.2 Interviews and Oral Presentations The selection committee may elect to interview and/or request oral presentations of vendors in order to complete the evaluations outlined in Section 6.0. Vendors should be available to travel to Montpelier, Vermont at their own expense. 4.3 Signing the Submission In signing the submission, the vendor(s) agree to all the terms and conditions outlined in Section 7.0 and Attachment A should a contract or contracts be issued. 4.4 Performance Based Contracting: The contract awarded under this RFP will be a performance based contract, which will include adherence to specific performance structures by awarded contractor. 5.0 SUBMISSION FORMAT The vendor submissions shall include the following sections: 5.1 Transmittal/Cover Letter Submissions should be accompanied by a letter of transmittal acknowledging and agreeing to the provisions of this RFP, signed by individual(s) having authority to bind the individual or firm to sign formal contractual obligations and to verify and authenticate the commitments made by the individual and/or firm in the submission. If the submission is from a team of individuals or firms, an individual having authority to bind each individual or firm must sign. 5.2 Executive Summary Outline of the services and products, summary of related costs by the vendor and description of strategies for design, development, and implementation. The summary must indicate whether the vendor intends to provide comprehensive services or a portion or division of the services requested by this RFP. RFP Page 9 of 20

State of Vermont Economic Development Planning 5.3 Business Background Statement of organization form, state in which the business(es) is/are incorporated, principal place of business, certification of compliance with fair employment requirements (Federal and State) and Standard State Provisions for Contracts and Grants, Attachment A. 5.3.1 Financial Statements: Copy of the last two annual financial reports and any supplemental information to show the financial standing of the business(es). 5.3.2 Work Experience: Resumes with detailed qualifications and levels of expertise of individuals who may provide service including the account manager. Include a clear designation of which individuals will be assigned to this account and their scope of involvement. 5.3.3 References: A representative list or explanation of the types of services the vendor has provided within the last two (2) years. The list of contracts should also include the name and telephone number of a person who may be contacted as a reference regarding the contract. 5.4 Proposed Cost (Broken out by identified line items in the attached Price Quotation Form) 5.4.1 All costs for which the vendor charges (your hourly rates), administration charges, staff charges, etc., including any cost per hour for any additional work that may be requested and provided. 5.4.2 All variations of discount and payment options available. 5.4.3 The State requires that a proposal must provide one hourly rate for each staff class identified in the proposal. A blended rate, whereby a proposal identifies one hourly rate for all categories of services, is not acceptable. The State will also not accept a range of hourly compensation for the same staff level or function. All expenses associated with the cost of doing business should be included as part of the Contractors hourly rate. The State will not reimburse for the purchase of alcohol, all such purchases must be removed from all expense reimbursement requests. Mileage, for the use of Contractor s personal or company vehicle, will be reimbursed at the State of Vermont s current given rate. The current rate is $.55 ½ /per mile. RFP Page 10 of 20

State of Vermont Economic Development Planning Standard Provisions for Expenses All necessary expenses must be approved in advance by the Contract Manager prior to being incurred by Contractor 5.4.4 Any other overhead costs or supplemental items to be charged to the contract. 5.5 Proposed Work Plan 5.5.1 Your project management approach and schedule for accomplishing items outlined in Section 3.0. 6.0 EVALUATION OF SUBMISSIONS 6.1 Evaluation Criteria The Agency will consider the following criteria in evaluating submissions in response to this RFP: 1. Quality of vendor background, pursuant to Section 5.3, 2. Understanding of, and demonstrated ability to provide, specific services required and as stated in this RFP 3. Possession of requisite knowledge, skills, and abilities, pursuant to Section 3.3, 4. Reasonableness of proposed cost, pursuant to Section 5.4, 5. Strength of proposed work plan, contract project management and level of understanding of parties responsibilities, pursuant to Section 5.5; and 6. Quality and overall responsiveness or submission to all elements of this RFP. A selection committee will independently evaluate each proposal on the above criteria. Each criterion is evaluated as either: doesn t meet requirements, meets requirements, or exceeds requirements. Criteria evaluated as doesn t meet requirements are assigned a score of zero points; meets requirements are assigned a score of one point; criteria evaluated as exceeds requirements are assigned a score of three points. Each bidder s criteria score is totaled and evaluated for vendor selection. However, all submissions shall be further equally evaluated for overall cost effectiveness. 7.0 TERMS AND CONDITIONS 7.1 Taxes RFP Page 11 of 20

State of Vermont Economic Development Planning The State of Vermont is exempt under 32 VSA Section 9743(1) from payment of any Vermont sales and use taxes. 7.2 Governing Law All submissions and agreement shall be in conformance with and governed by applicable laws of the State of Vermont. 7.3 Submission Expenses 7.3.1 Submission Preparation: No expenses associated with the preparation of the submission response shall be borne by the State. 7.3.2 Presentations and/or Demonstrations: No expenses shall be borne by the State for oral presentations or demonstrations made by the individual and/or firm. 7.4 Discrimination The contractor will be required to agree to comply with all requirements of Title 21, Chapter 5, Sub-chapter 6, Section 495A relating to fair employment practices. 7.5 Tax Certification To meet the requirements of 32 V.S.A., Section 3113, no agency of the State may enter into, extend or renew any contract for the provision of goods, services or real estate space with any person unless such person first certifies, under the pains and penalties of perjury, that he or she is in good standing with the Vermont Department of Taxes. A person is in good standing when no taxes are due, if the liability for any tax that may be due is on appeal, or if the person is in compliance with a payment plan approved by the Commissioner of Taxes. In signing this submission, the bidder certifies under the pains and penalties of perjury that the company/individual is in good standing with respect to, or in full compliance with a plan to pay, any and all taxes due the State of Vermont as of the date that this statement is made. 7.6 Proprietary or Confidentiality Information All Submissions received, with the exception of any materials deemed confidential, will be open for public inspection after a contract is executed. The successful submission will be incorporated into the resulting contract and will be a matter of public record. If the submission includes material that is considered by the bidder to be proprietary and confidential under V.S.A. Title 1, Chapter 5 or any other provision of law, the bidder shall clearly designate the material as such, explaining why such material should be considered confidential. However, entire submissions cannot be designated confidential or proprietary information. Price information will not be considered confidential or proprietary information. RFP Page 12 of 20

VERMONT AGENCY OF COMMERCE AND COMMUNITY DEVELOPMENT 7.7 Advertising The name of the State of Vermont, Agency of Commerce and Community Development, its departments and divisions may not be used by any business responding or by the selected firm to this RFP in advertising or press releases without the express written consent of the Secretary or Deputy Secretary of the Agency of Commerce and Community Development. 7.8 Statement of Rights The State of Vermont reserves the right to accept or reject any, and all of submissions, with or without cause, and the individual and/or firm shall have no recourse. The State of Vermont reserves the right to waive technicalities to assure the project provides the greatest benefit to the State. The State reserves the right to issue specification changes, in writing, up to 14 days prior to the due date of submissions. 7.9 Submission Price or Best Final Offer Responses to this RFP will be considered firm for one hundred twenty (120) days after the closing date of submission. 8.0 Acknowledgement of Attachment C - Signed and dated Acknowledgement of Agreement to the Standard State Provisions for Contracts and Grants. Must be signed by duly authorized official of bidder. RFP Page 13 of 20

VERMONT AGENCY OF COMMERCE AND COMMUNITY DEVELOPMENT ATTACHMENT A Acknowledgement of: ATTACHMENT C: STANDARD STATE PROVISIONS FOR CONTRACTS AND GRANTS NOVEMBER 7, 2012 (UPDATED) 1. Entire Agreement: This Agreement, whether in the form of a Contract, State Funded Grant, or Federally Funded Grant, represents the entire agreement between the parties on the subject matter. All prior agreements, representations, statements, negotiations, and understandings shall have no effect. 2. Applicable Law: This Agreement will be governed by the laws of the State of Vermont. 3. Definitions: For purposes of this Attachment, Party shall mean the Contractor, Grantee or Subrecipient, with whom the State of Vermont is executing this Agreement and consistent with the form of the Agreement. 4. Appropriations: If this Agreement extends into more than one fiscal year of the State (July 1 to June 30), and if appropriations are insufficient to support this Agreement, the State may cancel at the end of the fiscal year, or otherwise upon the expiration of existing appropriation authority. In the case that this Agreement is a Grant that is funded in whole or in part by federal funds, and in the event federal funds become unavailable or reduced, the State may suspend or cancel this Grant immediately, and the State shall have no obligation to pay Subrecipient from State revenues. 5. No Employee Benefits For Party: The Party understands that the State will not provide any individual retirement benefits, group life insurance, group health and dental insurance, vacation or sick leave, workers compensation or other benefits or services available to State employees, nor will the state withhold any state or federal taxes except as required under applicable tax laws, which shall be determined in advance of execution of the Agreement. The Party understands that all tax returns required by the Internal Revenue Code and the State of Vermont, including but not limited to income, withholding, sales and use, and rooms and meals, must be filed by the Party, and information as to Agreement income will be provided by the State of Vermont to the Internal Revenue Service and the Vermont Department of Taxes. 6. Independence, Liability: The Party will act in an independent capacity and not as officers or employees of the State. The Party shall defend the State and its officers and employees against all claims or suits arising in whole or in part from any act or omission of the Party or of any agent of the Party. The State shall notify the Party in the event of any such claim or suit, and the Party shall immediately retain counsel and otherwise provide a complete defense against the entire claim or suit. After a final judgment or settlement the Party may request recoupment of specific defense costs and may file suit in Washington Superior Court requesting recoupment. The Party shall be entitled to recoup costs only upon a showing that such costs were entirely unrelated to the defense of any claim arising from an act or omission of the Party. RFP Page 14 of 20

VERMONT AGENCY OF COMMERCE AND COMMUNITY DEVELOPMENT The Party shall indemnify the State and its officers and employees in the event that the State, its officers or employees become legally obligated to pay any damages or losses arising from any act or omission of the Party. 7. Insurance: Before commencing work on this Agreement the Party must provide certificates of insurance to show that the following minimum coverages are in effect. It is the responsibility of the Party to maintain current certificates of insurance on file with the state through the term of the Agreement. No warranty is made that the coverages and limits listed herein are adequate to cover and protect the interests of the Party for the Party s operations. These are solely minimums that have been established to protect the interests of the State. Workers Compensation: With respect to all operations performed, the Party shall carry workers compensation insurance in accordance with the laws of the State of Vermont. General Liability and Property Damage: With respect to all operations performed under the contract, the Party shall carry general liability insurance having all major divisions of coverage including, but not limited to: Premises - Operations Products and Completed Operations Personal Injury Liability Contractual Liability The policy shall be on an occurrence form and limits shall not be less than: $1,000,000 Per Occurrence $1,000,000 General Aggregate $1,000,000 Products/Completed Operations Aggregate $ 50,000 Fire/ Legal/Liability Party shall name the State of Vermont and its officers and employees as additional insureds for liability arising out of this Agreement. Automotive Liability: The Party shall carry automotive liability insurance covering all motor vehicles, including hired and non-owned coverage, used in connection with the Agreement. Limits of coverage shall not be less than: $1,000,000 combined single limit. Party shall name the State of Vermont and its officers and employees as additional insureds for liability arising out of this Agreement. 8. Reliance by the State on Representations: All payments by the State under this Agreement will be made in reliance upon the accuracy of all prior representations by the Party, including but not limited to bills, invoices, progress reports and other proofs of work. 9. Requirement to Have a Single Audit: In the case that this Agreement is a Grant that is funded in whole or in part by federal funds, the Subrecipient will complete the Subrecipient Annual Report annually within 45 days after its fiscal year end, informing the State of Vermont whether or not a single audit is required for the prior fiscal year. If a single audit is required, the Subrecipient will submit a copy of the audit report to the granting Party within 9 months. If a single audit is not required, only the Subrecipient Annual Report is required. RFP Page 15 of 20

VERMONT AGENCY OF COMMERCE AND COMMUNITY DEVELOPMENT A single audit is required if the subrecipient expends $500,000 or more in federal assistance during its fiscal year and must be conducted in accordance with OMB Circular A-133. The Subrecipient Annual Report is required to be submitted within 45 days, whether or not a single audit is required. 10. Records Available for Audit: The Party will maintain all books, documents, payroll papers, accounting records and other evidence pertaining to costs incurred under this agreement and make them available at reasonable times during the period of the Agreement and for three years thereafter for inspection by any authorized representatives of the State or Federal Government. If any litigation, claim, or audit is started before the expiration of the three year period, the records shall be retained until all litigation, claims or audit findings involving the records have been resolved. The State, by any authorized representative, shall have the right at all reasonable times to inspect or otherwise evaluate the work performed or being performed under this Agreement. 11. Fair Employment Practices and Americans with Disabilities Act: Party agrees to comply with the requirement of Title 21V.S.A. Chapter 5, Subchapter 6, relating to fair employment practices, to the full extent applicable. Party shall also ensure, to the full extent required by the Americans with Disabilities Act of 1990, as amended, that qualified individuals with disabilities receive equitable access to the services, programs, and activities provided by the Party under this Agreement. Party further agrees to include this provision in all subcontracts. 12. Set Off: The State may set off any sums which the Party owes the State against any sums due the Party under this Agreement; provided, however, that any set off of amounts due the State of Vermont as taxes shall be in accordance with the procedures more specifically provided hereinafter. 13. Taxes Due to the State: a. Party understands and acknowledges responsibility, if applicable, for compliance with State tax laws, including income tax withholding for employees performing services within the State, payment of use tax on property used within the State, corporate and/or personal income tax on income earned within the State. b. Party certifies under the pains and penalties of perjury that, as of the date the Agreement is signed, the Party is in good standing with respect to, or in full compliance with, a plan to pay any and all taxes due the State of Vermont. c. Party understands that final payment under this Agreement may be withheld if the Commissioner of Taxes determines that the Party is not in good standing with respect to or in full compliance with a plan to pay any and all taxes due to the State of Vermont. d. Party also understands the State may set off taxes (and related penalties, interest and fees) due to the State of Vermont, but only if the Party has failed to make an appeal within the time allowed by law, or an appeal has been taken and finally determined and the Party has no further legal recourse to contest the amounts due. 14. Child Support: (Applicable if the Party is a natural person, not a corporation or partnership.) Party states that, as of the date the Agreement is signed, he/she: a. is not under any obligation to pay child support; or b. is under such an obligation and is in good standing with respect to that obligation; or RFP Page 16 of 20

VERMONT AGENCY OF COMMERCE AND COMMUNITY DEVELOPMENT c. has agreed to a payment plan with the Vermont Office of Child Support Services and is in full compliance with that plan. Party makes this statement with regard to support owed to any and all children residing in Vermont. In addition, if the Party is a resident of Vermont, Party makes this statement with regard to support owed to any and all children residing in any other state or territory of the United States. 15. Sub-Agreements: Party shall not assign, subcontract or subgrant the performance of his Agreement or any portion thereof to any other Party without the prior written approval of the State. Party also agrees to include in all subcontract or subgrant agreements a tax certification in accordance with paragraph 13 above. 16. No Gifts or Gratuities: Party shall not give title or possession of any thing of substantial value (including property, currency, travel and/or education programs) to any officer or employee of the State during the term of this Agreement. 17. Copies: All written reports prepared under this Agreement will be printed using both sides of the paper. 18. Certification Regarding Debarment: Party certifies under pains and penalties of perjury that, as of the date that this Agreement is signed, neither Party nor Party s principals (officers, directors, owners, or partners) are presently debarred, suspended, proposed for debarment, declared ineligible or excluded from participation in federal programs, or programs supported in whole or in part by federal funds. Party further certifies under pains and penalties of perjury that, as of the date that this Agreement is signed, Party is not presently debarred, suspended, nor named on the State s debarment list at: http://bgs.vermont.gov/purchasing/debarment 19. Certification Regarding Use of State Funds: In the case that Party is an employer and this Agreement is a State Funded Grant in excess of $1,001, Party certifies that none of these State funds will be used to interfere with or restrain the exercise of Party s employee s rights with respect to unionization. (End of Standard Provisions) I hereby acknowledge that I have read and understand all of the Attachment C: Standard State Provisions for Contracts and Grants, have had the opportunity to consult with legal counsel, and hereby state that my business and I agree to all of the same. Duly Authorized Representative of bidding entity (End of Standard Provisions) RFP Page 17 of 20

VERMONT AGENCY OF COMMERCE AND COMMUNITY DEVELOPMENT ATTACHMENT B INTENT TO SUBMIT FORM RFP Agency of Commerce and Community Development State of Vermont Drawer 20, National Life Drive, 6th Floor, North Lobby, Montpelier, VT 05620-0501 Email: kiersten.bourgeois@state.vt.us Fax: 802.828.3258 Please complete this form and provide to Kiersten Bourgeois January 28, 2013 by 4 PM EST by mail, hand delivery or fax. Company: Address: City: State: Zip Code: Contact Person: Title: Email: Phone: Fax: We will be submitting a response to the RFP for Economic Development Strategic Planning We understand that whether or not we submit a response, our status as a potential contractor with the Agency for other services in the future will not be affected. Signature: Date: If the above vendor is not submitting a response for comprehensive services outlined in the RFP, identify the portion or division to which the vendor intends to respond: If the above vendor expects to submit a response as part of a team of firms or individuals, each individual or firm must file an Intent to Bid Form and list here the individuals or firms that are expected to be part of the team: FAILURE TO PROVIDE THIS FORM WILL RESULT IN NO FURTHER COMMUNICATION WITH THE VENDOR REGARDING THIS RFP. RFP Page 18 of 20

VERMONT AGENCY OF COMMERCE AND COMMUNITY DEVELOPMENT ATTACHMENT C Price Quotation Form ESTIMATED CONTRACT PERIOD April, 2013 through November 2013 (Billable Rate Only) Date: And, provide a cost for each element: Classifications: Part 1: (classification) Job Title: Job Title: Job Title: Part 2: Job Title: Job Title: Job Title: Part 3: Job Title: Job Title: Job Title: Hourly Rate Total Number of Projected Hours: Total Estimated Expenses: Total Cost of Project: Specifications/Policies: This form must accompany your Bid Proposal In accordance with State of Vermont s Bulletin 3.5 all request for proposal bids for personal service contract must include a price quotation form. Instructions: fill out all job classifications pertinent to contract bid, hourly rate (per class.) and any specifications or policies. If job classification is not listed, write the title next to the closest described classification on the list. RFP Page 19 of 20

VERMONT AGENCY OF COMMERCE AND COMMUNITY DEVELOPMENT DATE: ATTACHMENT D Vermont tax certification Request for Proposals This is a Sealed Bid Response Strategic Economic Planning Services BIDS MUST BE RECEIVED BY: February 15, 2013 AT: 4:00 PM EST (VENDOR) (ADDRESS) (ADDRESS) (CITY, STATE ZIP) (COUNTRY) THIS FORM MUST BE COMPLETED AND SUBMITTED AS PART OF THE RESPONSE FOR THE BID TO BE CONSIDERED VALID. THE UNDERSIGNED HAS READ, UNDERSTOOD AND ACCEPTED ALL PROVISIONS, TERMS AND CONDITIONS OF THIS PROPOSAL. Vermont Tax Certificate To meet the requirements of Vermont Statute 32 V.S.A. 3113, by law, no agency of the State may enter into, extend or renew any contract for the provision of goods, services or real estate space with any person unless such person first certifies, under the pains and penalties of perjury, that he or she is in good standing with the Department of Taxes. A person is in good standing if no taxes are due, if the liability for any tax that may be due is on appeal, or if the person is in compliance with a payment plan approved by the Commissioner of Taxes, 32 V.S.A. 3113. In signing this bid, the bidder certifies under the pains and penalties of perjury that the company / individual is in good standing with respect to, or in full compliance with a plan to pay, any and all taxes due the State of Vermont as of the date this statement is made. Quotation Valid for 120 Days past (submission due date) Name of Company: Federal Identification Number: By: Signature (Proposal Not Valid Unless Signed) Title: Telephone Number: Ext. E-mail Address: Name: (Type or Print) RFP Page 20 of 20