ESBD_358328_1715177589232_701-24-018 FINAL for ESBD.pdf

RFQ 701-24-018

OUTSIDE COUNSEL

SCHOOL LAW ATTORNEY

AND INVESTIGATIVE SERVICES

Summary The Texas Education Agency (TEA) is seeking responses from qualified law firms to provide legal services concerning compliance and investigations. The work will require advanced regulatory investigative work related to alleged violations and noncompliance with laws and regulations pertaining to the Texas educational system, including the Texas Education Code and Texas Administrative Code.

Authorized by: Texas Administrative Code, Title 1, Chapter 57

Responses are due June 5, 2024 - 2:00 P.M. Central Time

TEA Contracts and Purchasing Division TEASolicitations@tea.texas.gov

Ms. Demetreus Jones https://texreg.sos.state.tx.us/public/readtac$ext.ViewTAC?tac_view=4&ti=1&pt=3&ch=57&rl=Y mailto:TEASolicitations@tea.texas.gov

Table of Contents

1. Purpose, Background, and Scope of Work

1.1. Purpose

Background and Defined Terms

1.2. TEA Mission and Procurement Authority

1.3. Anticipated Schedule of Events

1.4. Contract Term

1.5. Budget

1.6. Scope of Work, Project Description, and Project Requirements

1.7. Project Deliverables and Milestones

1.8. Collaboration

1.9. Contract Monitoring and Dispute Resolution Procedures

2. Submission Process and Instructions

2.1. Response Format

2.2. Electronic Submission Process

2.3. Communication

2.4. Response Requirements

2.5. Conflict of Interest

3. Response Format and Content

3.1. Response Checklist

3.2. Understanding of the Project, Methodology, and Technical Components

3.3. Management Plan, Experience, and Qualifications

3.4. Outside Counsel Contract

3.5. Fee/Rate Schedule

3.6. Contractors Financial Capability

4. Response Review and Evaluation

4.1. Response Review

4.2. Evaluation Criteria

5. Contractual Requirements

5.1. Incorporation and Order of Precedence

ATTACHMENT A: NOTICE OF INTENT TO SUBMIT A RESPONSE

ATTACHMENT B: EXECUTION OF OFFER AND AFFIRMATION OF OCC TERMS AND CONDITIONS

ATTACHMENT C: HISTORICALLY UNDERUTILIZED BUSINESS SUBCONTRACTING PLAN

ATTACHMENT D: RESPONSE COVER PAGE AND CHECKLIST

ATTACHMENT E: SAMPLE OUTSIDE COUNSEL CONTRACT…………………………………………………………………………….. 28

ATTACHMENT F: FEE/RATE SCHEDULE………………………………………………………………………………………………………….. 29

ATTACHMENT G: CONFLICT OF INTEREST ANALYSIS FORM

ATTACHMENT H: OAG LETTER TO AGENCIES AND PROSPECTIVE OUTSIDE COUNSEL…………………………………… 34

ATTACHMENT I: TEXAS ADMINISTRATIVE CODE, TITLE 1, CHAPTER 57………………………………………………………. 35

1. Purpose, Background, and Scope of Work

1.1. Purpose

The Texas Education Agency (TEA) is seeking responses from qualified law firms to provide legal services concerning compliance and investigations. The work will require advanced regulatory investigative work related to alleged violations and noncompliance with laws and regulations pertaining to the Texas educational system, including the Texas Education Code and Texas Administrative Code.

Background and Defined Terms

State law authorizes the Commissioner of Education to conduct special investigations (See Texas Education Code, Chapter 39, Subchapter A). Although the agency employs a team of dedicated investigators to serve in this capacity, the ever-increasing volume of referrals made to the Special Investigation Unit, and the Agency altogether, requires additional resources to address these complex investigation matters in a timely manner.

Additionally, the Agency currently lacks certain specific subject matter expertise or resources to ensure a comprehensive review of certain matters presented to the Agency for investigative review and needs to retain outside expertise for this purpose.

Moreover, state law was amended during the 87th legislative session to authorize the Commissioner to defer taking an enforcement action on an investigation until a third party has reviewed programs or other subjects of an investigation under Texas Education Code, Chapter 39, Subchapter A and submitted a report identifying problems and proposing solutions.

As used in this solicitation, the following capitalized terms shall have the meaning as specified below:

Term Definition Counsel Individuals or firms acting in an advisory or contractor like capacity, providing professional legal advice or services.] Contractor “Contractor” refers to entities who desire to do business with TEA.

ESBD Electronic State Business Daily HSP Historically Underutilized Business Subcontracting Plan HUB Historically Underutilized Business as defined in Texas Government Code

§ 2161.001 LEA Lead Education Agency NIGP National Institute of Governmental Purchasing OAG Office of the Attorney General of Texas OCC Outside Counsel Contract PAR Progress Assessment Report QAP Quality Assessment Plan https://statutes.capitol.texas.gov/Docs/GV/htm/GV.2161.htm https://statutes.capitol.texas.gov/Docs/GV/htm/GV.2161.htm

Response “Response” refers to content submitted by Contractors to TEA in response to this solicitation.

State or Texas State of Texas TAC Texas Administrative Code TEA Texas Education Agency TEA Procurement Staff

TEA procurement professional(s) responsible for leading the planning, solicitation, and contract formation processes.

TEA Project Manager, TEA Program Staff, or TEA Contract Manager

TEA staff members who are the subject matter experts concerning this solicitation, one or more of whom will manage the contract(s) resulting from this solicitation.

TGC Texas Government Code VPTS Vendor Performance Tracking System

1.2. TEA Mission and Procurement Authority

The Texas Education Agency (TEA) is the state agency responsible for overseeing primary and secondary public education in Texas. TEA’s mission is to improve outcomes for all public-school students in the state by providing leadership, guidance, and support to school systems.

TEA has adopted a strategic plan comprised of four strategic priorities built upon five key actions identified below. These may be updated in the future and can be found on the TEA website located here, https://tea.texas.gov/about-tea/welcome-and-overview/tea-strategic-plan:

• Strategic Priorities o Recruit, support and retain teachers and principals o Build a foundation for reading and math o Connect high school to career and college o Improve low-performing schools

• Key Actions (Continuous Improvement) o Supported Educators o Ready Students o Rigorous Engagement o Aligned Systems o Actionable Goal-setting https://tea.texas.gov/about-tea/welcome-and-overview/tea-strategic-plan

This procurement aligns with TEA’s strategic plan and priority of improving low-performing schools by providing legal counsel and services regarding compliance and investigations related to alleged violations and noncompliance with laws and regulations pertaining to the Texas educational system, including the Texas Education Code and Texas Administrative Code . Additionally, this procurement benefits the key action of Actionable Goalsetting through providing additional support for the Agency Interactions strategic initiative. .

This procurement is authorized by Texas Education Code, Chapter 39, Subchapter A and/or Section 8.104.

Pursuant to Texas Government Code §§2151.004(d) and 2155.131, The Office of the Comptroller of Public Accounts has delegated authority to TEA to conduct this solicitation and to award a contract for the purposes stated herein.

https://statutes.capitol.texas.gov/Docs/GV/htm/GV.2151.htm https://statutes.capitol.texas.gov/Docs/GV/htm/GV.2155.htm

1.3. Anticipated Schedule of Events

DATE EVENT

May 8, 2024 Publication of solicitation in the Electronic State Business Daily (ESBD) at:

http://www.txsmartbuy.com/esbd Questions must be directed to TEASolicitations@tea.texas.gov or the HUB Office HUBOffice@tea.texas.gov, as appropriate.

May 15, 2024 Last day to submit written questions about this solicitation no later than 2:00 P.M.

Central Time to TEASolicitations@tea.texas.gov

May 22, 2024 Final publication of questions and answers in the ESBD at:

http://www.txsmartbuy.com/esbd

June 5, 2024 TEA preferred date to receive Notice of Intent to submit a Response June 5, 2024 Response(s) due no later than 2:00 P.M. Central Time June – July 2024 Response Check-In, Evaluations, and Oral Presentations (if required) July 2024 Commencement of contract negotiations with selected contractor(s) August 2024 Anticipated start date of contract

1.4. Contract Term

The term of any contract resulting from this solicitation shall be from contract execution to August 31, 2025.

TEA, in its sole discretion, may renew any contract awarded pursuant to this solicitation for three additional years under the same scope of work. All contracts are subject to appropriation of funds by the Texas Legislature. If the contract is renewed, the first optional renewal period shall be from September 1, 2025 through August 31, 2026.

Contractors must not perform work before both parties have signed a contract. TEA will not pay for services contractor performs for TEA prior to contract execution.

1.5. Budget

One or more contracts may be awarded from this solicitation. TEA reserves the right to not award a contract from this solicitation. Responses must include a detailed Fee/Rate Schedule, as described in Section 3.5 of this solicitation (See also, Attachment F)

Payment will be made upon satisfactory performance of services, receipt and acceptance of specified deliverables, and receipt of properly prepared invoices and supporting documentation. TEA will establish monthly invoicing procedures for the awarded contract(s) aligned to completion and acceptance of the deliverables and pursuant to the OAG rules and procedures.

http://www.txsmartbuy.com/esbd mailto:HUBOffice@tea.texas.gov

1.6. Scope of Work, Project Description, and Project Requirements

The OAG generally provides legal representation to TEA. The TEA Office of General Counsel has primary responsibility to manage, monitor, and coordinate the provision of legal services by outside counsel in other matters. Outside counsel are selected by TEA and approved by the OAG. Any engagement resulting from this solicitation will be documented by a formal contract that has been approved by the OAG and is subject to further modification by TEA or the OAG. (TGC § 402.0212) (See also, Attachments E and H)

A. This solicitation is designed to seek high-quality responses from law firms who will perform the following tasks and activities. Services and deliverables include, but are not limited to the following:

a) Counsel will prepare legal documents necessary for the Agency’s Compliance and Investigations

Department to operate in compliance with the Texas Education Code.

b) Review allegations and conduct investigations of alleged violations of law, rules, and regulations to determine compliance with Texas codes, standards, and laws and/or applicable federal education laws.

c) Review of records and data provided by a local education agency (LEA), regional education service center (ESC), educator, any third party, or otherwise already in possession of TEA.

d) Collect and analyze evidence and data through video/online and in-person interviews, depositions, audits, and inspections.

e) Identify potential risks of the allegation(s) and the relative severity of each alleged violation.

f) Evaluate and provide detailed investigative findings, determine the cause(s) of violation, and propose corrective actions and recommendations.

g) Draft preliminary reports in accordance with Section 39.004 of the TEC.

h) Provide testimony in depositions, administrative hearings, and trials.

1.7. Minimum Qualifications

Contracted outside counsel must meet the following minimum qualifications throughout the entire term of the contract:

A. Must be currently eligible to practice law in the state of Texas as reflected by the State Bar of Texas online membership directory.

B. Must be in good standing with the State Bar of Texas with no public disciplinary history as reflected by the State Bar of Texas online membership directory.

C. Must not be proposed for debarment or suspension.

D. Must not be declared ineligible or voluntarily excluded from contracting with any federal, state, or local department or agency.

E. Must not have had one or more governmental contracts terminated for cause or default.

https://statutes.capitol.texas.gov/Docs/GV/htm/GV.402.htm#402.0212

F. Evidence and depth of proposed staff experience in providing advice and related services regarding and/or incorporated within Titles 1 and 2 of the Texas Education Code, including but not limited to the following areas:

1. School Governance, Board Meeting Requirements, and Texas Open Meeting Act

2. School District Operations and Administrative Law

3. School related Real Estate and Construction

4. School Finance, Budgetary and Fiscal Compliance, and Tax Rates

5. School related Elections and Redistricting

6. Civil and other Student Rights and Student Discipline

7. School related Employment Matters

8. Student and Employee Health Safety and Welfare

9. Special Education/Bilingual/English as a Second Language (ESL), and other academic programs

10. Procurement, Conflicts of Interest, and Nepotism

G. Must have experience representing governmental entities, including school districts and/or open enrollment charter schools.

H. Must maintain malpractice insurance in an amount acceptable to TEA and in accordance with the OCC Contract Terms and Conditions (see Attachment B).

I. Must be able to complete and certify a Disclosure Statement regarding conflicts of interest.

OAG policy requires that outside counsel disclose any and all conflicts that the entire firm, including any offices located outside the State of Texas, has to any and all agencies of the State of Texas, not merely the agency that is a party to the OCC. This obligation continues throughout the life of the contract.

1.8. Collaboration

The awarded contractor(s) will collaborate closely with TEA staff for this project. These responsibilities include, for example:

Awarded Contractor Responsibilities:

• Engaging in ongoing, responsive communication about the project(s);

• Participating in scheduled project meetings;

• Working continuously on the project, including during summer months;

• Adhering to the Task, Activity, Deliverable, and Budget Plan, or other schedules for deliverables as specified by TEA after consultation with the awarded contractor, including proposed deadlines for draft work products;

• Notifying TEA within 48 hours of project-related issues that negatively impact timelines;

• Obtaining advance written approval from TEA prior to any staffing changes or additions, especially changes to key staff members assigned to this project;

• Producing high-quality drafts of all submitted work products, reports, evaluation plans, analysis plans, and instruments, etc. with minimal typos and in alignment with applicable guidelines (branding, accessibility, reading level, etc.);

• Responding within 5 business days to all requests for feedback on evaluation plans, methodology, analysis plans, instruments, data manipulation, analysis results, reports, etc.;

• Responding within 48 hours to inquiries regarding invoicing and document requests (as in the case of an audit);

• Adhering to policies and procedures regarding use of confidential data and data collection procedures;

• Adhering to policies and procedures regarding fingerprinting and criminal background checks prior to conducting any school visits, as applicable; and

• Adhering to all terms and conditions of the contract with TEA, for example, following the change management process for contract revisions; informing TEA of changes in ownership, key staff, or subcontractors; and immediately reporting actual or potential conflicts of interest to TEA.

TEA Responsibilities:

• Providing awarded contractor(s) and any subcontractors information on changes in legislation, reporting needs, or any other activities that may impact the project(s);

• Collaborating with the awarded contractor(s) to address unforeseen developments, identify issues, and propose solutions;

• Coordinating support and resources for the project;

• Providing necessary data and documentation;

• Reviewing and approving the contractor’s evaluation and analysis plans, including all qualitative and quantitative methodologies and data analyses;

• Reviewing use of data, data sources, data manipulation, data processing business rules, and analytic results;

• Monitoring the awarded contractor’s progress, as outlined in contractor-submitted monthly progress reports to ensure compliance with contract terms;

• Reviewing and approving monthly invoices (including disputing invoices as necessary and working with contractor(s) to resolve disputes);

• Providing and coordinating feedback on all submitted reports;

• Monitoring the awarded contractor’s performance and compliance with the terms and conditions of the contract, including following the change management policy for all amendments and budget revisions;

• Coordinating on-site presentations of findings prior to the submission of major deliverables; and

• Monitoring proper transmission and destruction of data.

1.9. Contract Monitoring and Dispute Resolution Procedures

TEA monitors its contracts to ensure contractors adhere to the terms and conditions of their TEA contracts and to prevent fraud, waste, and abuse. TEA Contract Managers carefully review invoices to verify the following:

• Goods and/or services provided are included in the contract;

• Charges match the contract budget and pricing clearly ties to the task plan;

• Invoice charges are within scope, allowable, and reasonable;

• Invoice amounts are tied to specific contract tasks with enough supporting documentation to show that goods and/or services were received and were of acceptable quality; and

• Each invoice shows the contract number, purchase order number, dates of service, tasks, and pricing.

All pricing provided in the Response should include a specific deliverable or a set of deliverables that demonstrate successful completion of activities. All activities must have documentation to support their completion. TEA reserves the right to reject goods or services which do not address the deliverables stated in the contract and do not meet TEA quality review.

In addition to carefully reviewing invoices prior to authorizing payment, TEA Contract Managers conduct ongoing contract monitoring activities depending on the nature and risk factors associated with the contract.

Examples of standard contract monitoring activities include:

• Monitoring the contractor’s progress and performance to ensure goods and services conform to the contract requirements;

• Managing, approving, and documenting any changes to the contract through the change management process authorized by the terms of the contract;

• Maintaining documentation verifying that goods and/or services were reviewed and accepted;

• Monitoring the contract budget to ensure sufficient funds are available throughout the term of the contract;

• Identifying and resolving disputes with the contractor promptly;

• Exercising legal remedies, as appropriate, when a contractor’s performance is deficient; and

• Confirming all goods and/or services have been delivered and delivery is completed prior to the expiration date of the contract.

TEA will determine whether a contract should be subject to enhanced monitoring, an increased level of monitoring. For example, a contractor who has access to sensitive data or contact with students may be subject to enhanced monitoring. In addition to the responsibilities that come with standard contract monitoring, Contract Managers may implement any of the following examples of enhanced monitoring measures:

• Developing a Quality Assessment Plan (QAP) to document contract monitoring activities;

• Conducting site visits to a contractor’s facility;

• Holding regular project management meetings with contractors to ensure the project is meeting established milestones and deadlines;

• Reviewing contractor-prepared progress reports;

• Reviewing satisfaction surveys from training attendees or other quality assurance reports;

• Implementing a corrective action plan if contractor is not meeting contract performance expectations;

• Monitoring contractor performance and invoking applicable remedies for contract breaches (for example, liquidated damages assessed for service level agreement breaches); and

• Monitoring contractor’s access to sensitive data and ensuring data is handled properly and returned or destroyed at the end of the contract, as appropriate.

TEA expects contractors to support these monitoring efforts including responding promptly to requests for documentation and working together in good faith to resolve disputes.

In the event of a dispute, TEA will make every effort to resolve the issue(s) with contractor’s project staff before escalating to executive-level management. Throughout the dispute resolution process, the parties should make a good faith effort to work together toward a mutually beneficial resolution. Resolution may include corrective action plans, substitutions, liquidated damages, or other remedies, as appropriate.

2. Submission Process and Instructions

2.1. Response Format

Contractors must submit a complete response and follow all instructions contained within this solicitation.

Responses with conditional clauses, alterations, or irregularities are subject to rejection by TEA in its sole discretion. Contractors must submit Responses electronically and ensure TEA receives them no later than the deadline stated in the Anticipated Schedule of Events. TEA will not accept late Responses.

Response Format and Requirements:

- Responses must be submitted as a single portable document format (PDF) file containing all required components and attachments.

- The file name should be short but descriptive and avoid special characters. Use capital letters, hyphens, or underscores instead of spaces or periods. (i.e., 2X-0XX_CompanyName_Response).

- Contractors must ensure an authorized representative sign all required forms and those signatures are included in the electronic file (digital signatures or scanned ink signatures are both acceptable).

- The contractor must sign the Execution of Offer contained within Attachment B. By signing the Execution of Offer, the contractor affirms that all statements within the Response are true and correct.

Discovery of any false statement in the Response may void the submitted Response or any resulting contracts.

- Contractors must submit Responses by ShareFile link.

2.2. Electronic Submission Process

Submission by ShareFile

TEA will only accept responses using ShareFile as a secure electronic submission method. In order to upload their Response document(s), contractors must navigate to the specially created ShareFile folder linked below.

Contractors must include their name, company name, and email address prior to the upload. TEA encourages contractors to follow the filename conventions outlined above.

Once uploaded, the ShareFile application will notify TEA of the upload and send confirmation of the submission to the contractor’s email address entered prior to document upload. The file(s) will be date and time-stamped upon upload. Only approved TEA staff will have access to the information contained in the secure ShareFile folder. TEA relies on the upload confirmation to determine the timeliness of the Response.

Contractors are advised to plan ahead to ensure TEA receives their Responses ahead of the deadline. TEA determines whether a Response is on time or late based on when TEA receives the Response, not when it is uploaded or submitted.

The secure ShareFile link for this solicitation is: https://tea.sharefile.com/r-r7122612e0437441097edfec38aaf052a

Intent to Submit Response

TEA requests contractors notify TEA via email at TEASolicitations@tea.texas.gov as soon as possible of their intent to submit a Response (see Attachment A). Filing this notice is not mandatory; however, it assists TEA in anticipating the volume of Responses to better expedite the review process and finalize the contract award(s).

Filing this notice in no way obliges the filer to submit a Response. Failure to submit a Notice of Intent will not disqualify a contractor from consideration. A contractor that does not file this notice is still eligible to submit a Response.

2.3. Communication

To protect the integrity of the procurement process, contractors must adhere to the communication procedures outlined in this solicitation.

Limited Contact Policy

Contractors must send all communications about this solicitation via email to the designated TEA Procurement Staff member at TEASolicitations@tea.texas.gov. Contractors may contact the TEA Historically Underutilized Business (HUB) office at HUBOffice@tea.texas.gov for the purpose of addressing HUB and HUB Subcontracting Plan (HSP) questions only.

TEA will not accept phone inquiries regarding this procurement.

Non-procurement staff at TEA may not discuss this procurement with outside parties. If a potential contractor fails to observe this prohibition or attempts to circumvent the limited contact policy, their Response may be subject to disqualification.

The limited contact policy does apply to discussions concerning matters unrelated to this procurement, including business related to current contracts with TEA.

Question and Answer Process https://tea.sharefile.com/r-r7122612e0437441097edfec38aaf052a mailto:HUBOffice@tea.texas.gov

TEA will post additional information regarding this procurement on the ESBD at http://www.txsmartbuy.com/esbd.

Contractors may submit questions to TEASolicitations@tea.texas.gov within the date and time specified in the Anticipated Schedule of Events. TEA will compile questions and related responses into one or more addenda documents and post them on the ESBD. Failure to periodically check the ESBD will in no way release contractors from complying with additional requirements contained within additional information posted on the ESBD.

Communication after the Response Due Date

Between the response due date and contract execution, TEA may communicate with contractors to:

- Seek clarification regarding response(s).

- Invite contractors to participate in oral presentations.

- Conduct negotiations, including requesting a potential contractor’s best and final offer (BAFO).

- Exchange of information required to facilitate a potential contract award.

TEA will notify all contractors of the award or non-selection upon contract execution. The Limited Contact Policy remains in force until all contract(s) from this solicitation have been executed.

2.4. Response Requirements

TEA will not consider late or incomplete Responses. Responses that address only part of the requirements of this solicitation are non-responsive.

The contractor must sign the Execution of offer and Affirmation of OCC Terms and Conditions (See Attachment B). Failure to formalize the terms of the response by signing the Execution of Offer and Affirmation of OCC Terms and Conditions will result in disqualification of the offer contained within the response.

Contractors must carefully review and complete all forms within the solicitation. TEA encourages contractors to review TAC § 20.285 regarding the good faith effort requirements of the HSP and to reach out to the HUB Office at HUBOffice@tea.texas.gov with questions. Failure to comply with HUB requirements, including correctly filling out all HUB related forms, will result in disqualification.

TEA reserves the right to reject responses and to negotiate portions thereof, including the proposed Task, Activity, Deliverable, and Budget Plan and identified personnel.

Contractors must furnish clarifying information to TEA if requested. Failure to provide the requested material or information may disqualify the Response.

The selected contractor must collaborate with TEA staff to clarify the project design, design of the materials, project activities and/or other work products, and modify these items, if necessary.

All Responses received in response to this solicitation are the property of TEA. TEA is not liable for any costs incurred in the preparation or submission of a Response.

Texas Public Information Act http://www.txsmartbuy.com/esbd mailto:TEASolicitations@tea.texas.gov https://texreg.sos.state.tx.us/public/readtac$ext.TacPage?sl=R&app=9&p_dir=&p_rloc=&p_tloc=&p_ploc=&pg=1&p_tac=&ti=34&pt=1&ch=20&rl=285 mailto:HUBOffice@tea.texas.gov

Responses submitted in response to this solicitation are subject to release under TGC, Chapter 552, Public Information Act. If TEA receives a Public Information Act request for Response(s) received under this solicitation, contractors may have the opportunity to demonstrate that some or all their Response falls into one or more exceptions to disclosure. Contractors should indicate on the Response cover if their submission contains proprietary information and identify the specific sections within the Response that are proprietary. It is not sufficient to mark every page as confidential; rather, contractors should identify specific information or sections as proprietary.

Historically Underutilized Business (HUB) Subcontracting Plan (HSP)

In alignment with state law and public policy, TEA encourages contracting and subcontracting opportunities for HUBs in all contracts. If TEA determines that subcontracting opportunities are probable, then a HUB Subcontracting Plan (HSP) is a required element of the response.

Statement of Probability

TEA has determined that subcontracting opportunities are probable in connection with this procurement.

Therefore, All contractors must submit an HSP in their proposal. Proposals that do not include an HSP will be rejected for non-compliance.

If the contractor is itself a HUB, the HSP is still required to identify the percentage of the work to be performed by subcontractors and document whether the contractor is self-performing or made a good faith effort to subcontract work to other HUBs.

If the contractor (HUB or non-HUB) is not subcontracting any portion of the work, the Self Performance portion of the HSP must be completed and returned with the proposal.

The contractor shall develop and administer the HSP as a part of the proposal in accordance with the TEA policy on utilization of HUBs and State law. The contractor must make a good faith effort and solicit a minimum of three Texas-certified HUBs from the State’s Centralized Master Bidders List (CMBL) / HUB Directory for work that they cannot complete with their own staff and resources. The contractor must also notify minority or women trade organizations or development centers of subcontracting opportunities.

Additional requirements are listed in Attachment C. The HSP will be incorporated into the contract between TEA and the selected contractor.

HUB Subcontracting Goal

The HUB subcontracting goal for this procurement is 26.0% minority-owned, woman-owned and/or service-disabled veteran-owned business participation.

TEA encourages contractors to collaborate with TEA Procurement Staff to develop mentor-protégé opportunities. Under 34 TAC § 20.298, a contractor’s participation in a Mentor-Protégé Program under TGC § 2161.065, and the submission of a protégé as a subcontractor in the HUB subcontracting plan constitutes a good faith effort for the work to be subcontracted with the protégé.

https://statutes.capitol.texas.gov/Docs/GV/htm/GV.552.htm https://statutes.capitol.texas.gov/Docs/GV/htm/GV.552.htm

HUB Subcontract Progress Assessment Reporting

The contractor will be responsible for maintaining business records documenting compliance with HUB Program requirements. The contractor must submit a Progress Assessment Report (PAR) monthly documenting all subcontractor payments made in the preceding month. Submission of the PAR is a condition for payment. PARs are due no later than the 10th day of the following month. The PAR must be submitted monthly, even if no subcontracting activity occurred during the month, to TEA’s HUB Office at HUBOffice@tea.texas.gov.

How to Find Texas Certified HUBs for Subcontracting Opportunities

Manufacturers, suppliers, and other vendors, including Historically Underutilized Businesses, may be found on the Centralized Master Bidders List (CMBL) / HUB Directory at:

https://comptroller.texas.gov/purchasing/vendor/cmbl/. Vendors are listed by the National Institute of Governmental Purchasing (NIGP) commodity codes for which they’ve self-identified as related to the service and/or goods they provide. TEA has identified the following sample list of NIGP commodity codes that may be related to this solicitation, but each contractor is responsible for identifying the subcontracting needs for their unique proposal.

1. Class Code: 915 – Communications and Media Related Services

Item: 07, Audio Recording Services

2. Class Code: 953 – Insurance and Insurance Services, All types

Item: 53, Investigation Services

3. Class Code: 961 – MISCELLANEOUS SERVICES, NO. 1 (NOT OTHERWISE CLASSIFIED)

Item: 50, Legal Service including depositions and Expert Witness Testimony

2.5. Conflict of Interest

An entity will not be selected if it has a conflict of interest that will or may arise during the performance of its obligations under the contract. The contractor must disclose any existing or potential conflicts of interest or possible issues that might create appearances of impropriety relative to the submission of a Response by the entity and its proposed subcontractors. The contractor must complete the Conflict of Interest Analysis Form in Attachment G. TEA prefers that the supporting documents identified in Attachment G be included where highlighted on the last page of the attachment.

Failure to provide this information will result in disqualification from further consideration.

As part of this disclosure requirement, each Response must include all past and present contractual, business, financial, or personal relationships between the contractor or contractor’s staff and TEA and between the https://comptroller.texas.gov/purchasing/vendor/cmbl/ contractor’s planned subcontractors or such subcontractor’s staff, if any, and TEA. Failure to disclose the identities of known subcontractors in Attachment G will subject a Response to disqualification.

For purposes of this disclosure requirement:

• “Past” means within the two calendar years prior to the deadline for submission of Responses in response to this solicitation;

• “TEA” means the statewide elected official who heads TEA, as well as TEA’s employees or recent former employees;

• “Recent former employee” means a TEA employee who has terminated TEA employment within the two calendar years prior to the deadline for submission of Responses in response to this solicitation;

• “Personal relationship” means a current or past connection other than a clearly contractual, business, financial, or similar relationship and includes family relationships or other connections outside simply providing a response to this solicitation; and

• For this purpose, “family relationship” means a relationship within the third degree of consanguinity or second degree of affinity. TGC Chapter 573 defines these degrees of consanguinity and affinity.

Connections other than such family relationships fall within this definition and must be disclosed, if:

• A reasonable person could expect the connection to diminish the contractor’s independence of judgment or effectiveness in the performance of its responsibilities to TEA or the State under the contract; or

• If a reasonable person could expect the connection, within the overall context of the contractor’s submission of a Response, possible selection for an award, or its performance of the contract, to create an issue for TEA’s consideration relative to a potential appearance of impropriety or conflict of interest.

For each item, contractor must provide a detailed explanation as to why the entity does or does not believe such item poses a conflict of interest, potential conflict of interest, or appearance of impropriety relative to submission of a Response, possible selection as contractor, or its performance of the contract.

The contractor must certify compliance with TGC § 669.003, relating to contracting with the executive head of a state agency. If TGC § 669.003 applies, the contractor must provide the following information: name of former executive; name of state agency; date of separation from state agency; position with the contractor;

and date of employment with the contractor. The contractor agrees that it has a continuing duty to supplement its Response under this provision and that the duty to disclose any conflicts of interest is an ongoing obligation throughout the term of the contract. The contractor must submit updated information as soon as reasonably possible upon learning of any updates that are required to these mandatory disclosures.

Certificate of Interested Parties Form 1295

A state agency may not enter into certain contracts with a business entity unless the business entity submits a certificate of interested parties form. Subject to the exemptions found in TGC § 2252.908(c), the law applies to any state agency contract that either: (i) requires an action or vote by the governing body of the state agency or entity before the contract may be signed; or (ii) has a value of at least $1 million.

https://statutes.capitol.texas.gov/Docs/GV/htm/GV.669.htm#669.003 https://statutes.capitol.texas.gov/Docs/GV/htm/GV.2252.htm#2252.908

The Form 1295 is not required to be submitted with the Response. The contractor recommended for an award will be required to submit Form 1295 electronically through the Texas Ethics Commission’s website. An authorized agent of the contractor must sign the printed form. TEA will notify the Texas Ethics Commission of receipt of the filed Form 1295 as required.

3. Response Format and Content

Contractors must submit Responses in PDF format, standard 8 ½” X 11” sized pages and in a manner which does not carry any personal benefit or value for members of the evaluation team or other TEA staff.

Responses must include a cover page, which clearly states the name of the organization and the name, position, and telephone number of the contractor’s project manager TEA may contact regarding the Response.

The cover page must also include other information in Attachment D.

3.1. Response Checklist

Responses should be organized, indexed, and clearly labeled according to the contents below. TEA provides the Response checklist to assist contractors with including all required information in their response and to assist the evaluation team during their review of the responses. The contractor should refer to the appropriate section of this solicitation for detailed information on the items listed in the checklist. Failure to provide the required information will result in the disqualification of the Response from consideration.

RESPONSE CHECKLIST

Response Cover Page Attachment D Table of Contents N/A Understanding of the Project, Methodology, and Technical Components

Section 3.2

Management Plan, Experience, and Qualifications Section 3.3 Evidence of Good Standing/Licensure- Printed copies from State Bar of Texas online membership directory

Section 1.6 & 3.3

Fee/Rate Schedule Section 3.5, Attachment F

Signed Contract Execution of Offer and Affirmation of Outside Counsel Contract (OCC) Terms and Conditions

Attachment B

Conflict of Interest Analysis Form including all attachments (i.e.

organization charts, resumes, etc.)

Section 2.5, Attachment G

3.2. Understanding of the Project, Methodology, and Technical Components

The response must communicate an understanding of the required services and legal experience in the areas of the project. The response must also describe the tasks to be performed, identify potential problems in the execution of the project, and provide methods to identify and solve such problems. The contractor must describe clearly, specifically, and as completely as possible, the methodology for carrying out the objectives and requirements of the project.

The response must describe the project design, project activities, deliverables, materials, and other goods, services, and reports to be generated during the contract period and show how they advance the purposes and specifications described in this solicitation. Technical evidence relating to the contractor’s ability to perform the proposed services should be sufficiently detailed within the response. The overall quality of these components and of the response itself will be considered.

Failure to provide a response to the requirements in this section will result in the disqualification of the response from consideration.

3.3. Management Plan, Experience, and Qualifications

The contractor must provide satisfactory evidence of its ability to manage and coordinate the types of tasks, activities, and deliverables described in this solicitation and to produce the specified goods and/or services on time and with high quality. At a minimum, the contractor must include the following information:

A. The contractor’s organizational chart (with names and titles) and a description of its management structure;

B. Evidence of good standing/licensure from the State Bar of Texas;

C. Indication of ability and experience performing the tasks described in this solicitation;

D. Evidence and depth of proposed staff experience in providing advice and related services in the following areas:

1. School Governance and School District Operation

2. Administrative Law

3. Elections and Redistricting

4. School related Real Estate and construction

5. Construction

6. Civil Rights

7. Student Rights and Student Discipline

8. Employment Matters

9. Student and Employee Health Safety and Welfare

10. Special Education/Bilingual/ESL and other academic programs

11. Fiscal Compliance

12. Procurement, Conflicts of Interest, and Nepotism

E. Evidence to include samples where relevant, of successful past performance for similar projects;

F. Number of years the contractor has provided the type(s) of services described in this solicitation;

G. Name and detailed resume of the proposed attorney(s) who will direct the overall project throughout the duration of the contract, if awarded;

H. Names and resumes for each member of the proposed project team* including the time allocations proposed personnel will devote to fulfillment of the contract. (Resumes of all project staff members shall be submitted as an appendix. If the resumes include references, the references will not be considered in the review.); and

I. At least three similar project experiences within the past five years (similar in size, scope, and complexity) to the one described in this solicitation. Contractors should also include information about current and/or past TEA contracts (and project managers) but this information should be provided in addition to the non-TEA projects and references. The response must include a description of each project and include at least one customer reference contact per project, including current contact information. For each reference provided, the response should include the:

o Quality of deliverables, methodology and timeliness/adherence to schedule and budget;

o Business conduct and innovation; and o Problem resolution and customer satisfaction

*Note: The contractor must also complete the Conflict of Interest Analysis Form (Attachment G.) TEA will not accept information provided in response to Section 3.3 as satisfaction in lieu of full completion of Attachment G and its required attachments. TEA recommends the completed form and responsive attachments be incorporated into a separate and distinct section in the response.

Failure to provide a response to the requirements in this section will result in the disqualification of the response from consideration.

3.4. Outside Counsel Contract

The OAG must approve TEA’s selection of outside counsel and review the resulting contract and payments to the outside counsel. The Disclosure Statement (see Section 1.6.I.) and other relevant documents must be submitted to the OAG prior to contract execution.

3.5. Fee/Rate Schedule

The contracted outside counsel will only receive compensation for work performed as requested by TEA.

Services for this procurement are on an as-needed basis; there is no guarantee of a minimum number of hours needed. The OAG has placed a maximum limit of $525 per hour for outside counsel services and $225 per hour for paralegal rates. Responses should include fee/rates well-aligned to market rates, but within the maximum rates allowed. Billing must be provided in increments of tenths of an hour.

To qualify, a respondent must include a detailed fee schedule in accordance with the requirements of ATTACHMENT F. Fees must be justified in terms of activities and anticipated expenditures must be reasonable (i.e., consistent with current market price and practice) and necessary to accomplish objectives stated herein.

Any travel for activities must be approved in advance by TEA to receive reimbursement. Any reimbursement for travel expenditures will be limited to state approved rates in accordance with state travel regulations.

https://fmx.cpa.state.tx.us/fm/travel/index.php. Payment shall be made upon satisfactory performance of services, receipt by TEA of specified deliverables, receipt of properly prepared and certified invoices/expenditures, and in accordance with OAG rules and procedures.

Failure to provide this information will result in disqualification of the response from consideration.

3.6. Contractors Financial Capability

In its sole discretion, TEA may require contractors to provide evidence of financial capability to fulfill the requirements of this solicitation as well as all services offered in the response.

TEA reserves the right to determine the financial integrity and responsibility of a contractor and to reject a response on the grounds of contractor’s lack of financial soundness. The agency may require submission of the following information in the response to assess the financial viability of a contractor:

- A copy of the most recent audited financial statements, including financial statements with all sub-schedules and footnotes, to include balance sheets, profit and loss statements, change in financial position and management letters, with findings and responses to findings; or

- If audited financial statements are unavailable, unaudited financial statements compiled, reviewed, and attested by an independent certified public accountant or certified public accounting firm.

Depending on the procurement, TEA may determine that the financial statements certified as accurate by the entity’s chief financial officer are acceptable.

Failure to provide the information, if TEA requests it, will result in disqualification. Following a disqualification, TEA may, in its sole discretion, commence negotiations with another contractor.

4. Response Review and Evaluation https://fmx.cpa.state.tx.us/fm/travel/index.php

4.1. Response Review

TEA will review responses as soon as practical after the response deadline. At its sole discretion, TEA may request contractors with the highest scoring responses to participate in oral presentations. In most cases, oral presentations will take place via video conference. In the event TEA requires oral presentations to take place in Austin, Texas, contractors will be responsible for their own travel expenses.

If oral presentations take place, the TEA evaluation team will score responses again following oral presentations. The evaluation team shall consist of TEA staff with subject matter expertise who are knowledgeable in the content area. Absent good cause, the evaluation team will consist of the same individuals if written and oral presentations are required.

TEA Procurement Staff will compile the scores, verify them, and present the evaluation team’s recommendations to TEA senior executive staff. TEA senior executive staff will exercise one of three options:

- Approve the recommendation to award the contract to the highest ranked contractor.

- Tentatively award the contract to the highest ranked contractor subject to successful completion of negotiations; or

- Not award the solicitation.

TEA will not disclose information about the status of this procurement until a contract is executed by both parties. If TEA awards multiple contracts, TEA will not disclose information until all contracts are signed. Upon contract award, TEA will post the contract award notice to the ESBD at: http://www.txsmartbuy.com/esbd.

TEA will notify each contractor in writing of the selection or non-selection for award after contract execution.

4.2. Evaluation Criteria

TEA intends to award one or more contract(s) based on the ability of a contractor to complete all requirements contained in this solicitation. A contractor who is in default or otherwise not in good standing under any other current or prior contract with TEA at the time of selection will not be eligible for an award.

State agencies report contractor performance to the Comptroller of Public Accounts via the VPTS to assist all state agencies in determining the best value for future awards. In accordance with TGC §2262.055, TEA will use the VPTS to determine whether or not a contractor’s Vendor Performance Rating meets best value standards for contracting with the state. An overall score of “D”, or “F”, will result in a disqualification from consideration/evaluation for the current solicitation.

CATEGORIES POINTS

A. Understanding if the Project and Methodology

1. Relevant legal knowledge and expertise related to this project (10)

2. Understanding of the tasks to be performed (10)

3. Demonstrated experience and in the area of conducting investigations related to the Texas education system. (10) https://statutes.capitol.texas.gov/Docs/GV/htm/GV.2262.htm#2262.055

Qualifications and Required Experience

1. Legal expertise and experience in the field of school law (15)

2. Experience drafting policies and procedures to school district boards of trustees (15)

3. Experience providing recommendations to boards of trustees in the following areas:

• Administrative law (5)

• Elections and Redistricting (5)

• School Governance and School District Operation (5)

• School related Real…