2024-AD-0006 Audit Services final.pdf

2024-AD-0006, Banking Services Page 1

REQUEST FOR PROPOSALS

2024-AD-0006

Audit Services

Issue Date: May 7, 2024

Commodity Code: 94620 - Auditing

Purchasing Agency: Richmond Behavioral Health Authority

420 E Cary Street

Richmond, VA 23219

Procurement Manager: Dawn M. Parent, VCO

Dawn.Parent@rbha.org

(804) 343-7647

Location where work will be performed: Richmond, VA

Initial Period of Contract: From initial award date of date of contract award through two (2) years with four

(4) 2-year renewals.

PROPOSALS WILL BE RECEIVED UNTIL 2:00 PM, May 30, 2024, for furnishing the services described herein.

Mail or hand deliver proposals to Richmond Behavioral Health Authority, 420 E Cary Street, Richmond, Virginia 23219. All inquiries should be directed to the Procurement Department. The offeror is responsible for ensuring that its offer is received at the location indicated by the date and time listed herein. If an addendum is issued to this RFP, it is the responsibility of the offeror to provide acknowledgement of that addendum as part of the proposal submission.

PREPROPOSAL CONFERENCE: A pre-proposal conference will not be held. Reference Section VI.

In compliance with this request for proposal and to all the conditions imposed therein, the undersigned firm hereby agrees to furnish all goods and services in accordance with the attached signed proposal or as mutually agreed upon by subsequent negotiation.

Further, the undersigned firm hereby warrants and certifies that –

(1) All information provided below and, in any schedule, attached hereto is true, accurate and complete;

(2) The individual signing on Offeror’s behalf is authorized to bind the Offeror in any and all contractual matters relating to this Request for Proposals;

(3) The Offeror, the individual signing on behalf of the Offeror, or any officer of the firm does not have any business or personal relationships with any other persons, including RBHA employees, mailto:Dawn.Parent@rbha.org

2024-AD-0006, Banking Services Page 2 officers or executives; or companies that are in conflict with the Commonwealth of Virginia’s Conflict of Interest Act or of any RBHA terms and conditions;

(4) The Offeror has not employed or retained any firm or person other than a bona fide employee working solely for the firm to solicit or secure this contract and has not paid or agreed to pay any firm or person other than a bona fide employee working solely for the firm any fee, commission, percentage, brokerage fee, gifts or other consideration contingent upon or resulting from the award or making of this contract. For breach or violation of this warranty, RBHA shall have the right to annul or void any resulting contract without liability or, in its sole discretion, to deduct from the contract price or consideration, or otherwise recover the full amount of such fee, commission, percentage, brokerage fee, gift or contingent fee.

If the Offeror knowingly makes a material misrepresentation in submitting information to the

Authority, such misrepresentation will be sufficient grounds for rescinding an award to the Offeror.

OFFEROR INFORMATION:

Sign in ink and type or print requested information.

(Official Signature in Ink)

Print Name

Title

Date

Name of Firm (Offeror) eVA Vendor ID

_____________________________________________________________________________ Offeror Business Address

Print Telephone Number Facsimile

_____________________________________________________________________________ Email Address

If applicable:

Virginia Contractor License and Classification: _________________________________________

Note: This public body does not discriminate against faith-based organizations in accordance with the Code of Virginia, § 2.2-

4343.1 or against a Offeror or Bidder because of race, religion, color, sex, national origin, age, disability, or any other basis prohibited by state law relating to discrimination in employment.

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TABLE OF CONTENTS

I. PURPOSE

II. BACKGROUND

III. STATEMENT OF NEEDS

IV. PREPARATION AND SUBMISSION OF PROPOSALS

V. EVALUATION, SELECTION AND AWARD PROCESS

VI. PRE-PROPOSAL CONFERENCE

VII. GENERAL TERMS AND CONDITIONS

VIII. SPECIAL TERMS AND CONDITIONS

IX. METHOD OF PAYMENT

X. ATTACHMENTS

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I. PURPOSE

Purpose: The purpose of this Request for Proposals (RFP) is to solicit sealed proposals from independent certified public accountants or more qualified businesses to establish a term contract through competitive negotiation providing financial and compliance auditing services to the Richmond Behavioral Health Authority, (herein referred to as the “Authority”) a political subdivision of the Commonwealth of Virginia.

II. BACKGROUND

The Richmond Behavioral Health Authority (RBHA) is the statutorily established local authority responsible for Mental Health, Developmental, Substance Abuse and Prevention Services in the City of Richmond, Virginia.

During the 1996 Session, the General Assembly passed, and the Governor signed HB 748 allowing the creation of behavioral health authorities in Richmond, Chesterfield County and Virginia Beach.

Separately, the Richmond City Council introduced resolutions eliminating the Department of Mental Health, Developmental and Substance Abuse, effective June 30, 1996, transforming the Richmond Community Services

Board into an authority and transferring all functions, responsibilities, staff and assets to a newly created authority. The Richmond City Council established the Richmond Behavioral Health Authority on July 1, 1996.

A governmental entity, the RBHA also serves as the Community Services Board for the jurisdiction of the City of Richmond, on a policy level, through the process of appointment of volunteer citizens to the RBHA Board of

Directors by the Richmond City Council.

The RBHA receives federal, state and local funds to provide behavioral health services to City residents pursuant to §37.1-242 through §37.1-253 of the Code of Virginia (1950), as amended. Its primary sources of revenue are

State and Medicaid funds, HMO, and other health insurance reimbursements. The RBHA is responsible for providing mental health, developmental, substance abuse, prevention, and related services to the citizens of

Richmond. Services are provided directly by professionally trained, Board-certified staff and through contracts with private corporations in the community. The RBHA has a diverse staff and client population. The staff of approximately 700 serves a client population that includes all categories of age, race, sex and socio-economic status.

The Richmond Behavioral Health Foundation (RBHF) is a 501(c) (3) and was established as a Virginia Non-

Stock Corporation in 2007 to be operated solely in connection with, and exclusively for the benefit of Richmond

Behavioral Health Authority. RBHF fosters and promotes the development and welfare of RBHA, including its ability to provide timely access and effective consumer services.

III. STATEMENT OF NEEDS

1. Financial Audit.

A. The Independent Auditor (Auditor) shall audit all funds and account groups of the Authority. The audit shall result in the preparation of financial statements from the audited records of RBHA with the Auditors' opinion thereon OR the rendering of the Auditors' opinion on the financial statements prepared by RBHA. The

Auditor should note that the RBHA utilizes the enterprise fund method of accounting whereby revenue and expenses are recognized on the accrual basis. The Auditor’s opinion shall be expressed in the report and include its reasons for qualifying the opinion, disclaiming an opinion, or rendering an adverse opinion.

B. The Auditor also shall express an opinion as to the fair presentation of the combining, individual fund and individual account group financial statements in conformity with auditing standards generally accepted in the

United States of America. The Auditor is required to provide an "in-relation-to" report on the supporting schedules and statistical tables based upon the audit of the financial statements.

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C. The Auditor is not required to audit the schedule of expenditures of federal awards. However, the Auditor is to provide an "in-relation-to" report on that schedule based on the auditing procedures applied during the audit of the financial statements.

D. In connection with the audit of the financial statements, the Auditor shall perform tests of compliance and internal controls.

E. In connection with the audit of the financial statements, the Auditor shall also prepare and file Form 990, Tax

Return of Organization Exempt from Income Tax, for the foundation.

F. Submission of reports: The Contractor shall provide RBHA with 30 copies of the financial statements and

Auditor's report and management letter including management responses no later than October 1, to be included in the City of Richmond consolidated report. In addition, a copy of the financial report, report on internal controls, and report on compliance must be submitted to each State agency that provided Federal funds to RBHA.

G. State Requirements: Auditor should provide the following information for use by State agencies. This information should be reported as supplemental information in the financial statements. The Auditor should refer to the Financial Management Standards Guide issued by Virginia Department of Behavioral Health and

Development Services (DBHDS) for additional reporting requirements and disclosures. This guide can be found on the Department's web site at: www.dbhds.virqinia.qov under the Office of Budget and Financial

Reporting.

1. Include in the audit report 1) a schedule, by disability and total, of the reconciliation of revenues and expenditures to the fourth quarter report and 2) uniform cost report information.

2. The Auditor should audit the Substance Abuse Prevention and Treatment Grant (both revenues and expenditures) for accounting accuracy and expenditure appropriateness as if the grant were a major program (Circular A-133) regardless of dollar amount received by RBHA.

3. Based on a sample, the Auditor shall determine the appropriateness of expenditures charged to

Federal funds as guided by OMB Circular A-87.

4. The Auditor shall disclose the local tax dollar funding received by RBHA specified by locality.

5. The Auditor should disclose insurance information (company, employees covered, and amounts of coverage per Code of Virginia, §2.1-526.9) in the format recommended by DBHDS.

H. The Auditor should submit a management letter including management's response with each audit. The letter should offer suggestions for improvement in financial management and internal controls.

I. As guided by AICPA Auditing Standards Board Statement on Auditing Standard No.68, the Auditor should exercise due professional care in understanding the type of engagement and also requiring that if during the audit the auditor becomes aware that RBHA is subject to audit requirements which may not be encompassed in the terms of the engagement it should communicate to management or others with equivalent authority and responsibility that the audit may not satisfy the requirements

2. Reporting Requirements.

A. Draft Reports: The Auditor shall have drafts of the audit reports and recommendations to management available for review by the Authority’s Auditor and Comptroller at least two (2) weeks prior to due date.

B. Report Preparation: Report preparation, editing and printing shall be the responsibility of the Auditor.

C. Required reports. Based on the audit work performed, the Auditor shall issue the following reports.

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1. A report on the fair presentation of the financial statements in conformity with accounting principles generally accepted in the United States of America.

2. A report on the internal control structure based on the Auditor's understanding of the control structure and assessment of control risk. The Auditor shall communicate all reportable conditions (as defined by the AICPA) found during the audit in the report on internal controls. Non-reportable conditions discovered by the Auditor shall be reported either in the report on internal controls or in a separate letter to management. If the non-reportable conditions are reported in a separate letter, the letter will be referred to in the report on internal controls and copied to the DBHDS.

3. A report on the internal control structure used in administering federal assistance programs. The

Auditor shall communicate all weaknesses that could have a material effect on a federal assistance program in the report on internal controls. Other conditions discovered by the Auditors shall be reported either in the report on internal controls or in a separate letter to management. If the non-reportable conditions are reported in a separate letter, the letter will be referred to in the report on internal controls and copied to the DBHDS.

4. A report on compliance based on the audit of the financial statements performed in accordance with

Government Auditing Standards. The Auditor shall communicate all instances of non-compliance that could have a material effect on the general-purpose financial statements in the report on compliance.

5. A report on compliance with specific requirements applicable to major federal assistance programs.

The Auditor shall communicate all instances of noncompliance with the specific requirements for major federal assistance programs in the report on compliance or in the Schedule of Findings and

Questioned Costs. If matters of noncompliance are disclosed in the Schedule of Findings and

Questioned Costs, the Schedule shall be referred to in the Auditor's report on compliance.

6. A report on compliance with the general requirements applicable to federal assistance programs.

This report should be prepared regardless of whether RBHA has major assistance programs. The

Auditor shall communicate all instances of noncompliance with the general requirements in the report on compliance or in the Schedule of Findings and Questioned Costs. If matters of noncompliance are disclosed in the Schedule of Findings and Questioned Costs, the Schedule shall be referred to in the Auditor's report on compliance.

7. A report on compliance with the requirements applicable to non-major federal assistance programs if transactions from non-major assistance programs were selected for testing during the audit. The

Auditor shall communicate all instances of noncompliance with the requirements governing non-major programs in the report on compliance or in the Schedule of Findings and Questioned Costs.

If matters of noncompliance are disclosed in the Schedule of Findings and Questioned Costs, the

Schedule shall be referred to in the Auditor's report on compliance.

8. A report disclosing the status of findings and recommendations from previous audits that has remained uncorrected.

9. Auditors shall be required to make an immediate, written report of all irregularities and illegal acts, or indications of illegal acts of which they become aware to the Chairman of the Board of Directors, the Chief Executive Officer, the Comptroller, and the Commissioner of the Department of

Behavioral Health & Developmental Services.

10. A report on the fair presentation of the Schedule of Expenditures of Federal Awards.

3. Assistance to be Provided to the Auditor.

A. Books of Account. The CSB represents that the books of account will be fully balanced, all subsidiary ledgers reconciled to control accounts, and all bank accounts for all months reconciled no later than sixty (60) days immediately following close of year.

B. Schedules. The staff of RBHA will prepare the following information on forms acceptable to the

Auditor.

1. A final trial balance of each fund;

2. A final trial balance of each subsidiary ledger;

3. A schedule of federal program revenues, expenditures and beginning and ending balances by program

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4. A copy of the final budget presented to the board for the audit period, the original budget ordinance for the audit period, and all amendments to the budget ordinance;

5. A copy of all capital projects and all amendments thereto for all projects beginning during the period or not fully completed prior to the period;

6. A schedule of insurance in force during the year and of insurance expense for the year;

7. A schedule of investments of all funds at statement date showing both book value and estimated market value at statement date;

8. A schedule of all capital outlays during the period;

9. A schedule of all capital asset dispositions during the period;

10. A schedule of accounts payable at statement date;

11. Reconciliation of the final quarter's fringe benefit tax returns;

12. Copies of all contracts with governmental grantor or grantee agencies;

13. Copies of all other contracts in force at statement date of a material amount; and

14. Such reasonable additional schedules as may be requested for financial audits.

C. Other Assistance. The staff of RBHA and responsible management personnel will be available during the audit to assist the firm by providing information and explanation.

IV. PREPARATION AND SUBMISSION OF PROPOSALS

1. General Instructions:

a. In order to be considered for selection, Offerors must submit a complete response to this RFP that includes:

One (1) original (so marked) and five (5) copies of each proposal; One original version in electronic format (USB drive); and one redacted version in electronic form in PDF format. No other distribution of the proposal shall be made by the offerors. Proposals will not be accepted by facsimile transmission or by electronic mail.

b. Late Proposals. No proposal received after the date and time specified for receipt of offers will be considered. The time a proposal is received in hand is determined by the time stamped on the proposal receipt by the time clock at the Receptionist Desk on the Lobby Level of RBHA. Proposals received late will be not be accepted. RBHA is not responsible for delay in delivery by U.S. Postal Service, private carrier, hand delivery or inter-office mail. It is incumbent upon the Offeror to ensure its proposal is received at the date, time and place specified.

2. Proposal Preparation:

a. Proposals shall be signed by an authorized representative of the firm. All information requested should be submitted. Failure to submit all information requested may result in the RBHA requiring prompt submission of missing information and/or giving a lowered evaluation of the proposal. Proposals which are substantially incomplete or lack key information may be rejected. Mandatory requirements are those required by law or regulation or are such that they cannot be waived and are not subject to negotiation.

b. Proposals should be prepared simply and economically, providing a straightforward, concise description of capabilities to satisfy the requirements of the RFP. Emphasis should be placed on completeness and clarity of content. Proposals that are not substantive may be considered non-responsive. It is not sufficient for the Offeror to address the proposal in general terms or in terms other than those outlined in the proposal.

c. Proposals should be organized in the order in which the requirements are presented in the RFP. All pages of the proposal should be sequentially numbered. Each paragraph in the proposal should reference the paragraph number of the corresponding section of the RFP. It is also helpful to cite the paragraph number, subletter, and repeat the text of the requirement as it appears in the RFP. If a response covers more than one page, the paragraph number and subletter should be repeated at the top of the next page. The proposal should contain a table of contents which cross-references the RFP requirements. Information which the offeror desires to present that does not fall within any of the requirements of the RFP should be inserted at an appropriate place or be attached at the end of the proposal and designated as additional material.

Proposals that are not organized in this manner risk elimination from consideration if the evaluators are unable to find where the RFP requirements are specifically addressed.

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d. Each copy of the proposal should be bound or contained in a single volume where practical. All documentation submitted with the proposal should be contained in that single volume.

e. Ownership of all data, materials, and documentation originated and prepared for RBHA pursuant to the

RFP shall belong exclusively to RBHA and be subject to public inspection in accordance with the Virginia

Freedom of Information Act. Trade secrets or proprietary information submitted by an offeror shall not be subject to public disclosure under the Virginia Freedom of Information Act; however, the offeror must invoke the protections of § 2.2-4342F of the Code of Virginia, in writing, either before or at the time the data or other material is submitted. The written notice must specifically identify the data or materials to be protected and state the reasons why protection is necessary. The proprietary or trade secret material submitted must be identified by some distinct method such as highlighting or underlining and must indicate only the specific words, figures, or paragraphs that constitute trade secret or proprietary information. The classification of an entire proposal document, line-item prices, and/or total proposal prices as proprietary or trade secrets is not acceptable and may result in rejection of the proposal. If, after being given reasonable time the offeror refuses to withdraw the prohibited classification designation, the proposal will be rejected.

f. All proposals submitted in response to this RFP will become the property of RBHA and are not returned.

However, if any portion of the proposal is marked "proprietary” and is highlighted, this portion can be returned after award of contract if requested, at the vendor’s expense.

g. Offerors who submit a proposal in response to this RFP may be required to give an oral presentation of their proposal. This provides an opportunity for the offeror to clarify or elaborate on its proposal. This is a fact finding and explanation session only and does not include negotiation. The Purchasing Agency will schedule the time and location of these presentations. Oral presentations are an option of RBHA and may or may not be conducted.

3. Offeror’s Understanding of the Requirements:

a. Offerors are responsible to inquire about and clarify any requirement of this RFP that is not understood.

Oral requests for information will not be accepted.

b. All inquiries must be submitted in writing to Dawn Parent via email at Dawn.Parent@rbha.org. Please include “RFP #2024-AD-0006, Auditing Services Questions” in the subject line.

c. All written inquiries must be received at the Purchasing Office no later than noon on May 16, 2024. NO

FURTHER INQUIRIES WILL BE ACCEPTED. Written answers will be provided by an addendum and posted to the Commonwealth of Virginia’s procurement website at www.eva.virginia.gov. The offerors are responsible for ascertaining the existence of any addendum.

4. Specific Proposal Instructions:

a. Proposals should be as thorough and detailed as possible so that RBHA may properly evaluate the

Offeror’s capabilities to provide the required goods or services. Offerors are required to submit the following items as a complete proposal:

Tab 1: Forms

Return the RFP cover sheet completed and signed as required, including signed addenda acknowledgments, if any.

• Completed and signed cover sheet (Title page and page 2)

• Attachment A - Vendor Data Sheet (1 page)

• Attachment B - State Corporation Commission Form (1 page)

Tab 2: Qualifications And Experience of Offeror

1) Written narrative statement to include:

• The firm’s organizational structure and history, locations and subsidiaries; legal status (e.g.

corporation, joint venture) and location from which the services will be performed.

• Names, qualifications and experience of principals.

http://www.eva.virginia.gov/

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• Resume of all key staff to be assigned to the project and the roles of the individuals.

2) Approach to providing the required services. Describe how your firm plans to execute the scope of work identified by this RFP. Each requirement of the Statement of Needs should be addressed. Provide completion timetables, if appropriate.

3) Relevant and relatable history of similar contracts demonstrating your firm’s capability of performing the services described in this RFP.

4) Litigation

Disclose any information about pending legal proceedings or business litigation against the firm, any officer or principal (jointly and separately). If necessary, provide an explanation and indicate the current status of disposition.

5) Alternative Services.

• Additional services that the Offeror proposes that will enhance RBHA’s proposed cash management system.

• Alternative services not provided under this RFP that may be of financial benefit to RBHA. Alternative services shall be fully and completely described.

Tab 3: Demonstrated Knowledge And Experience

1) Provide specific plans for providing the proposed services including:

• Provide a detailed narrative describing the firm’s approach to providing the types of services required in the Statement of Needs including quality control measures.

• Describe what, when and how the services will be performed (techniques and procedures).

2) Provide a time frame for any implementation and transition requirements.

3) Provide a list of customers or clients, which involves services similar to the scope of work identified in this

RFP that your organization has handled or is currently handling. The list should include the contact name for the account; a valid telephone number, a current e-mail address, a brief description of the services, and the length the relationship has been in place. By submitting a proposal, you authorize the RBHA to contact each reference and discuss any non-confidential information concerning the relationship.

Tab 4: Financial Data and Proposed Price

1) Financial Data. Provide financial data such as bonding capabilities, Financial Statement or Annual Report.

2) SSAE 18 Audit or appropriate SOC 1 Letter must be provided.

3) Proposed Price. Provide a detail of all charges and fee schedules for the services your firm is offering.

Tab 5: Small And Minority Business Utilization

Provide your firm’s plan to use and encourage participation of small, women-owned and minority-owned businesses. Include relevant information such as business name, contact information, anticipated dollar value, roles, etc. RBHA encourages the use of Commonwealth of Virginia DSBSD-certified businesses.

Tab 6: Additional Information

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1) Sample Bank Agreements. Provide examples of any agreements RBHA would be expected to sign (e.g. wire transfer agreements, direct deposit agreements, ACH and EDI agreements, automatic investment agreements, promissory notes, credit agreements).

2) Provide any additional information or alternatives that are relevant to the delivery of the services desired and that may assist RBHA in the evaluation of the Offeror’s response. RBHA neither requires nor desires promotional literature or other material that is not specific to the solicitation.

5. Exceptions (Optional). Provide a narrative explanation of any limitations, exceptions to terms and conditions or exclusions of service, and a description of any assumptions made or expectations of RBHA not herein delineated. The Offeror shall state any exception to any liability provisions contained in the Request for

Proposal in writing at the beginning of negotiations, and such exceptions shall be considered during negotiation. In the case of a proposal for information technology, as defined in Va. Code § 2.2-2006, Offerors are not required to state in a proposal any exception to any liability provisions contained in the Request for

Proposal

6. Identification and Delivery of Proposal:

a. The signed RFP response must be returned in a separate envelope by the date and time set herein, and identified as follows:

Return Address: Vendor’s name and complete mailing address

Address to: Richmond Behavioral Health Authority

Attn: Dawn Parent, Sr. Procurement Manager

420 E Cary Street

Richmond, VA 23219

Lower left: RFP # 2024-AD-0006

Title: Auditing Services

Closing Date: May 30, 2024, 2:00 p.m., EST

b. If an RFP response is mailed, the Offeror takes the risk that the envelope, even if marked as described above, may be inadvertently opened and the information compromised which may cause the response to be disqualified. RFP responses delivered that require an “Additional Postage Due” payment will not be accepted.

c. RFP responses may be hand delivered to the designated location identified on the cover page. No other correspondence or other RFP response should be placed in the envelope.

V. EVALUATION, SELECTION AND AWARD PROCESS

1. Offerors are to make written proposals that present the Offeror's qualifications and understanding of the work to be performed. Offerors should address each evaluation criteria and to be specific in presenting its qualifications. Proposals should be as thorough and detailed as possible so that RBHA may properly evaluate

Offeror’s capabilities to provide the required goods/services.

2. As soon as practical following the closing time, RBHA will open and list the proposals for the record. This is not a public opening.

3. During the evaluation phase, proposals are reviewed by the Evaluation Committee to ascertain which proposals address all the requirements of the RFP, and to conduct an analysis to document the adequacy of the proposals. Proposals deemed technically non-responsive or not as responsive as other proposals may be eliminated at this point. The Evaluation Committee may conduct interviews or site visits with selected

Offerors to clarify specific matters presented in the proposals. The Evaluation Committee will use information gained during these discussions, and information presented in the proposal, to rank Offerors in accordance with criteria stated in the RFP.

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4. The Evaluation Committee will use the following evaluation criteria and weighing factors in selecting the firm(s) for negotiation and recommendation for award of the contract:

Criterion Weight

1. Proven record of expertise and independence in the auditing of local governments

30 pts.

2. The audit plan indicating an understanding of the work, how the audit work is to be performed, the timing of the audit work is to be performed, the timing of the audit work and the assistance needed from the Authority

30 pts.

3. Experience and professional qualifications of the audit team, including applicable Virginia licensing requirements

20 pts.

4. References from other governmental entities 10 pts.

5. Overall completeness, clarity and quality of the proposal including inclusion of technical requirements.

10 pts.

AVAILABLE POINTS 100 pts.

5. For goods, non-professional services and insurance: Selection will be made of the Offerors deemed fully qualified and best suited among those submitting proposals on the basis of the evaluation factors included in the RFP, including costs. Negotiations will then be conducted with each of the Offerors so selected. Price will be considered, but may not be the sole or primary determining factor. After negotiations have been conducted with each Offeror so selected, RBHA will select the Offeror which, in its opinion, has made the best proposal and provides the best value, and will award the contract to that Offeror. Should RBHA determine in writing and in its sole discretion that only one Offeror is fully qualified, or that one Offeror is clearly more highly qualified than the others under consideration, a contract may be negotiated and awarded to that Offeror.

The contract awarded will incorporate by reference all requirements, terms and conditions of the solicitation

(RFP), all negotiated requirements and the Offeror’s proposals as negotiated.

VI. PRE-PROPOSAL CONFERENCE

1. A pre-proposal conference is not scheduled.

2. Potential Offerors are encouraged to submit any questions pertaining to this RFP in writing must be received at the Procurement Office no later than noon on May 16, 2024. NO FURTHER INQUIRIES WILL BE

ACCEPTED. All questions should be submitted to Dawn Parent via email at Dawn.Parent@rbha.org put in the subject ““RFP #2024-AD-0006, Auditing Services Questions”.

VII. GENERAL TERMS AND CONDITIONS

The following Terms and Conditions are MANDATORY and shall be incorporated verbatim in any contract award:

1. APPLICABLE LAWS AND COURTS: This solicitation and any contract resulting from this solicitation shall be governed and construed in accordance with Virginia law without taking into account conflicts of laws rules.

The parties hereto expressly agree that the proper forum for adjudication of matters arising under or relating to

2024-AD-0006, Banking Services Page 12 the contract resulting from this solicitation shall be the Circuit Court of the City of Richmond. The Authority may at its discretion, and if agreeable to the Contractor, resolve any issues in controversy arising from the award of the contract or any contractual dispute using Alternative Dispute Resolution (ADR) procedures (Code of Virginia, § 2.2-4366). The Contractor shall comply with applicable federal, state and local laws and regulations.

2. ANTI-DISCRIMINATION: By submitting its offer, Offeror certifies to the Richmond Behavioral Health

Authority that it will conform to the provisions of the Federal Civil Rights Act of 1964, as amended, as well as the Virginia Fair Employment Contracting Act of 1975, as amended, where applicable, the Virginians with

Disabilities Act, the Americans with Disabilities Act and § 2.2-4311 of the Virginia Public Procurement Act

(VPPA). If the award is made to a faith-based organization, the organization shall not discriminate against any recipient of goods, services, or disbursements made pursuant to the contract on the basis of the recipient's religion, religious belief, refusal to participate in a religious practice, or on the basis of race, age, color, gender or national origin and shall be subject to the same rules as other organizations that contract with public bodies to account for the use of the funds provided; however, if the faith-based organization segregates public funds into separate accounts, only the accounts and programs funded with public funds shall be subject to audit by the public body. (Code of Virginia, § 2.2-4343.1E).

In every contract over $10,000, the provisions in A. and B. below apply:

A. During the performance of this contract, the vendor agrees as follows:

1) The contractor will not discriminate against any employee or applicant for employment because of race, religion, color, sex or national origin or disabilities, except where religion, sex or national origin is a bona fide occupational qualification reasonably necessary to the normal operation of the vendor.

The contractor agrees to post in conspicuous places, available to employees and applicants for employment, notices setting forth the provisions of this nondiscrimination clause, including the names of all contracting agencies with which the contractor has contracts over $10,000.00.

2) The contractor, in all solicitations or advertisements for employees placed by or on behalf of the contractor, will state that such vendor is an equal opportunity employer.

3) Notices, advertisements and solicitations placed in accordance with federal laws, rules or regulations shall be deemed sufficient for meeting the requirements of this Section.

B. The contractor will include the provisions of A. above in every subcontract or purchase order of over

$10,000, so that the provisions will be binding upon each subcontractor or vendor.

3. ANTITRUST: By entering into a contract, the contractor conveys, sells, assigns, and transfers to RBHA all rights, title and interest in and to all causes of the action it may now have or hereafter acquire under the antitrust laws of the United States and the Commonwealth of Virginia, relating to the particular goods or services purchased or acquired by the Authority under said contract.

4. ASSIGNMENT OF CONTRACT: A contract shall not be assignable by the contractor in whole or in part without the written consent of RBHA.

5. ANNOUNCEMENT OF AWARD: Upon the award or decision to award a contract as a result of this solicitation, RBHA will publicly post such notice on the Commonwealth of Virginia’s procurement website

(www.eva.virginia.gov) for a minimum of 10 days.

6. AUTHORIZATION TO CONDUCT BUSINESS IN THE COMMONWEALTH: Refer to attached form. A contractor organized as a stock or non-stock corporation, limited liability company, business trust, or limited partnership or registered as a registered limited liability partnership shall be authorized to transact business in the Commonwealth as a domestic or foreign business entity if so required by Title 13.1 or Title 50 of the Code http://www.eva.virginia.gov/

2024-AD-0006, Banking Services Page 13 of Virginia or as otherwise required by law. Any business entity described above that enters into a contract with a public body pursuant to the Virginia Public Procurement Act shall not allow its existence to lapse or its certificate of authority or registration to transact business in the Commonwealth, if so required under Title 13.1 or Title 50, to be revoked or cancelled at any time during the term of the contract. A public body may void any contract with a business entity if the business entity fails to remain in compliance with the provisions of this section.

7. AVAILABILITY FUNDS: It is understood and agreed between the parties herein that RBHA shall be bound hereunder only to the extent of the funds available or which may hereafter become available for the purpose of this contract.

8. CLARIFICATION OF TERMS: If any prospective Offeror has questions about the specifications or other solicitation documents, the prospective Offeror should contact the contract officer whose name appears on the face of the solicitation, no later than five days before the due date. Any revisions to the solicitation will be made only by addendum issued by the contract officer.

9. CHANGES TO THE CONTRACT: Changes can be made to the contract in any of the following ways:

A. The parties may agree in writing to modify the terms, conditions, or scope of the contract. Any additional goods or services to be provided shall be of a sort that is ancillary to the contract goods or services, or within the same broad product or service categories as were included in the contract award. Any increase or decrease in the price of the contract resulting from such modification shall be agreed to by the parties as a part of their written agreement to modify the scope of the contract.

B. RBHA may order changes within the general scope of the contract at any time by written notice to the contractor. Changes within the scope of the contract include, but are not limited to, things such as services to be performed, the method of packing or shipment, and the place of delivery or installation. The contractor shall comply with the notice upon receipt, unless the contractor intends to claim an adjustment to compensation, schedule, or other contractual impact that would be caused by complying with such notice, in which case the contractor shall, in writing, promptly notify RBHA of the adjustment to be sought, and before proceeding to comply with the notice, shall await the RBHA’s written decision affirming, modifying, or revoking the prior written notice. If RBHA decides to issue a notice that requires an adjustment to compensation, the contractor shall be compensated for any additional costs incurred as the result of such order and shall give RBHA a credit for any savings. Said compensation shall be determined by one of the following methods:

1) By mutual agreement between the parties in writing; or

2) By agreeing upon a unit price or using a unit price set forth in the contract, if the work to be done can be expressed in units, and the contractor accounts for the number of units of work performed, subject to the Purchasing Agency’s right to audit the contractor’s records and/or to determine the correct number of units independently; or

C. By ordering the contractor to proceed with the work and keep a record of all costs incurred and savings realized. A markup for overhead and profit may be allowed if provided by the contract. The same markup shall be used for determining a decrease in price as the result of savings realized. The contractor shall present RBHA with all vouchers and records of expenses incurred and savings realized. The RBHA shall have the right to audit the records of the contractor as it deems necessary to determine costs or savings.

Any claim for an adjustment in price under this provision must be asserted by written notice to RBHA within thirty (30) days from the date of receipt of the written order from RBHA. If the parties fail to agree on an amount of adjustment, the question of an increase or decrease in the contract price or time for performance shall be resolved in accordance with the procedures for resolving disputes provided by the

Disputes Clause of this contract or, if there is none, in accordance with the disputes provisions of the Code of Virginia. Neither the existence of a claim nor a dispute resolution process, litigation or any other

2024-AD-0006, Banking Services Page 14 provision of this contract shall excuse the contractor from promptly complying with the changes ordered by RBHA or with the performance of the contract generally.

10. CURRENCY: Unless stated otherwise in the solicitation, Offerors shall state prices in US dollars.

11. DEBARMENT STATUS: By submitting its proposal, Offeror certifies that it is not currently debarred suspended or otherwise excluded from submitting offers on contracts by any public body of the

Commonwealth of Virginia, nor is it an agent of any person or entity that is currently debarred from submitting offers on contracts by a public body of the Commonwealth of Virginia or by an agency of the United States of

America.

12. DEFAULT: In case of failure to deliver goods or services in accordance with the contract terms and conditions, the Authority, after due oral or written notice, may procure them from other sources and hold the contractor responsible for any resulting additional purchase and administrative costs. This remedy shall be in addition to any other remedies which RBHA may have.

13. DRUG-FREE WORKPLACE: During the performance of this contract, the contractor agrees to (i) provide a drug-free workplace for the contractor's employees; (ii) post in conspicuous places, available to employees and applicants for employment, a statement notifying employees that the unlawful manufacture, sale, distribution, dispensation, possession, or use of a controlled substance or marijuana is prohibited in the contractor's workplace and specifying the actions that will be taken against employees for violations of such prohibition;

(iii) state in all solicitations or advertisements for employees placed by or on behalf of the contractor that the contractor maintains a drug-free workplace; and (iv) include the provisions of the foregoing clauses in every subcontract or purchase order so that the provisions will be binding upon each subcontractor or vendor.

For the purposes of this section, “drug-free workplace” means a site for the performance of work done in connection with a specific contract awarded to a contractor, the employees of whom are prohibited from engaging in the unlawful manufacture, sale, distribution, dispensation, possession or use of any controlled substance or marijuana during the performance of the contract.

14. ETHICS IN PUBLIC CONTRACTING: By submitting its proposal, Offeror certifies that its proposal is made without collusion or fraud and that it has not offered or received any kickbacks or inducements from any other vendor, supplier, manufacturer or subcontractor in connection with its proposal, and that it has not conferred on any public employee having official responsibility for this procurement transaction any payment, loan, subscription, advance, deposit of money, services or anything of more than nominal value, present or promised, unless consideration of substantially equal or greater value was exchanged.

15. IMMIGRATION REFORM AND CONTROL ACT OF 1986: By submitting its proposal, Offeror certifies that it does not and shall not during the performance of this contract for goods and services in the Commonwealth, knowingly employ an unauthorized alien as defined in the Federal Immigration Reform and Control Act of

1986 (the “Act”) or otherwise violate the provisions of the Act.

16. INSURANCE: By signing and submitting a proposal under this solicitation, the Offeror certifies that if awarded the contract, it will have the following insurance coverage at the time the contract is awarded. For construction contracts, if any subcontractors are involved, the subcontractor will have workers’ compensation insurance in accordance with §§ 2.2-4332 and 65.2-800 et seq. of the Code of Virginia. The Offeror further certifies that the contractor and any subcontractors will maintain these insurance coverage during the entire term of the contract and that all insurance coverage will be provided by insurance companies authorized to sell insurance in Virginia by the Virginia State Corporation Commission.

MINIMUM INSURANCE COVERAGES AND LIMITS:

1. Workers’ Compensation - Statutory requirements and benefits. Coverage is compulsory for employers of three or more employees, to include the employer. Contractors who fail to notify the Authority of

2024-AD-0006, Banking Services Page 15 increases in the number of employees that change their workers’ compensation requirements under the

Code of Virginia during the course of the contract shall be in noncompliance with the contract.

2. Employer’s Liability - $100,000

3. Commercial General Liability - $1,000,000 per occurrence and $2,000,000 in the aggregate. Commercial

General Liability is to include bodily injury and property damage, personal injury and advertising injury, products and completed operations coverage. The Richmond Behavioral Health Authority must be named as an additional insured and so endorsed on the policy.

Additionally Insured needs to be written as stated below.

“The Richmond Behavioral Health Authority and its subsidiaries and appointed officials, officers, consultants, agents and employees, and affiliate or boards are additional insured must be listed as additional insured and so endorsed on the policy.”

Please list the Certificate Holders as

RBHA

Attn: Procurement Department

4. Blanket Banker’s Bond insuring against claims that arise from the theft of the Authority and or Authority property, including but not limited to money and securities at a limit of not less than $10,000,000 per occurrence.

5. Banker’s Professional Liability Insurance (“Errors and Omissions”) insuring against claims resulting from wrongful professional acts in an amount not less than $10,000,000 per occurrence.

6. Data Breach and Privacy/Cyber Liability Insurance including coverage for failure to protect confidential information and failure of the security of the Proposer’s computer systems or the Authority systems due to the actions of the Proposer which results in unauthorized access to the Authority data. The limit applicable to this policy shall be no less than $10,000,000 per occurrence and must apply to incidents related to the cyber theft of the Authority property, including but not limited to, money and securities.

The Authority, must be protected as additional insured on policies held by the selected Proposer and any of its subcontractors.

Other insurance as required based upon the nature of the contract.

17. MANDATORY USE OF FORMS: Failure to submit a proposal on the forms provided for that purpose may be cause for rejection of the proposal as non-responsive. Modifications of or additions to any portion of the proposal forms including to the Terms and Conditions of the solicitation may be cause for rejection of the proposal; however, RBHA reserves the right to decide, on a case by case basis, in its sole discretion, whether to accept or reject such a proposal.

18. NO CONTACT POLICY: During the conduct of this solicitation, no Offeror shall initiate contact with any representative of RBHA concerning the conduct of this solicitation. Any contact with an RBHA representative is prohibited and may result in disqualification from the procurement process.

19. NONDISCRIMINATION OF CONTRACTORS: An offeror or contractor shall not be discriminated against in the solicitation or award of this contract because of race, religion, color, sex, national origin, age, disability, faith-based organizational status, any other basis prohibited by state law relating to discrimination in employment or because the offeror employs ex-offenders unless the state agency, department or institution has made a written determination that employing ex-offenders on the specific contract is not in its best interest. If the award of this contract is made to a faith-based organization and an individual, who applies for or receives

2024-AD-0006, Banking Services Page 16 goods, services, or disbursements provided pursuant to this contract objects to the religious character of the faith-based organization from which the individual receives or would receive the goods, services, or disbursements, the public body shall offer the individual, within a reasonable period of time after the date of his objection, access to equivalent goods, services, or disbursements from an alternative provider.

20. PAYMENT:

a. To Prime Contractor:

1) Invoices for services delivered shall be submitted by the Contractor directly to Accounts Payable in the

Finance…