This is a Statement of Work dated May 4, 2022, by and between Kentucky State University ("Client" or "KYSU") and Protiviti Government Services, Inc. ("ProGov" or "Protiviti"). As agreed herein, this SOW incorporates the terms and conditions of ProGov's U.S. General Services Administration ("GSA") Schedule number GS-35F-0280X (the "GSA Schedule").
Engagement Managing Director – Zachary Unger
• Engagement Associate Director – Emmily Hu
Upon establishing and confirming the project schedule and specific requirements of Protiviti resources with Gerald D. Shields, Ph. D., Vice President of Finance and Administration/CFO, Client's project sponsor, Protiviti will require at least two weeks' notice prior to the effective date of any modification to the Protiviti personnel schedules.
Protiviti shall provide to Client the Personnel based on Client's resource requirements and specific personnel requests ("Personnel"). Client shall provide day-to-day supervision, oversight and direction of the Personnel. Personnel shall provide the following Services: Audit Readiness Support. The parties may increase, reduce or change Personnel and/or Services by mutual written agreement.
Personnel shall report directly and exclusively to Client, and Client shall be solely responsible for reviewing and approving any and all work performed by Personnel. Personnel shall observe Client's reasonable policies regarding working conditions and business hours, to the extent such policies are made known to Personnel; provided that Protiviti's sole responsibility for the refusal of any Personnel to observe such policies shall be to furnish Client with replacement Personnel who agree to observe such policies.
Personnel will provide Services commencing on May 9, 2022, and will provide the Services until approximately September 30, 2022. If, for any reason, any Personnel is unable to complete the service period, or if his (her) performance does not meet Client's expectations, Protiviti will endeavor to provide a suitable replacement, subject to Client's approval. If Protiviti is unable to identify a replacement acceptable to Client, this Agreement will be deemed to have automatically ended with respect to that individual, except that Client shall remain liable to Protiviti for Services of such Personnel prior to his/her termination.
Client shall not permit or require Personnel (i) to sign contracts or statements, (ii) to make any final decisions regarding system design, software development or the acquisition of hardware or software, (iii) to make any management decisions, (iv) to sign, endorse, wire, transport or otherwise convey cash, securities, checks, or any negotiable instruments or valuables, or (v) to operate machinery (other than office machines) or automotive equipment.
Since Protiviti is not a professional accounting firm, Client agrees that it will not permit or require Personnel (a) to render an opinion on behalf of Protiviti or on Client's behalf regarding financial