ESBD_376990_1726687754628_5 Attachment D - Statement of Work.pdf

IFB No. 608-24-96172A Page 1 of 13 Court Reporting and Transcription Services

Attachment D

Statement of Work

1. Purpose

The purpose of any Contract that may result from this Solicitation, is for the “Contractor” (as defined in the Solicitation document also includes any services provided by the Contractor’s employees and/or Subcontractor(s) on its behalf in this document) to provide court reporting and transcription services (the “Deliverables”) for the Department of Motor Vehicles and the Motor Vehicle Crime Prevention Authority (collectively referred to herein as “TxDMV”).

All Deliverables under the Contract must be provided at the quality level and in the manner consistent with industry standards, customs, and practice, and are subject to review, acceptance, and audit by a TxDMV authorized representative at any time, to ensure compliance with all terms and conditions of the Contract.

2. Contractor Responsibilities

To provide the Deliverables under the Contract, the Contractor agrees to the following duties, obligations, and requirements:

2.1. Description of Deliverables/Specifications

The Contractor’s contractual obligations under the Contract include, but are not limited to, providing the Deliverables on an as needed basis during live or virtual meetings, events, depositions, proceedings, and various other types of gatherings (collectively referred to herein as “Meetings”) held primarily at the TxDMV Headquarters but may be held at various other locations statewide (the “Project Site”)

During the Contract term, the Contractor must satisfy all the terms set forth in this Statement of Work, including the following:

• Designate an individual to be the Contractor’s designated Contract representative for the purposes scheduling, billing, contract management, and day-to-day management of Deliverables to be provided under the Contract.

• Provide the necessary employees to fulfill the Deliverables and requirements for Meetings in accordance with the agreed upon schedule.

• Collaborate with the TxDMV Contract Monitor to ensure successful implementation and completion of the Deliverables.

• Be honest, open, courteous, respectful, and fair in all contact with TxDMV personnel and the general public.

• Identify and communicate any risks to the Deliverables to the TxDMV Contract Monitor.

2.2. Minimum Experience and Qualifications

The Contractor must have the knowledge and expertise to provide the Deliverables described below, which must be clearly documented in its Response. The minimum experience and

IFB No. 608-24-96172A Page 2 of 13 qualifications under the Contract are as follows:

2.2.1. The Contractor must be an individual or a company engaged in the business of providing services comparable to the Deliverables described in this Statement of Work for a minimum of five years’ experience within the last seven years. Recent start-up businesses do not meet the requirements of the Solicitation.

2.2.2. The Contractor must have no conflict of interest with regard to any other services performed by the Contractor or its employees in providing the Deliverables.

2.2.3. The Contractor must be either a Certified Court Reporting Firm or a Certified Court Reporter, which certification must remain in effect for the duration of the Contact.

Additionally, the Contractor must provide proof of certification with its Response and yearly thereafter, or upon request during the Contract term. Failure to remain certified during the term of the Contract will result in Contract termination for cause.

2.2.4. The Contractor’s employees (must include a court reporter and legal transcriptionist) assigned to providing the Deliverables must have a minimum of three years’ experience in providing the same or similar services requested (e.g., public meetings or events, hearings, depositions, contested cases, or adjudicative proceedings) and possess the appropriate license, certification, or training necessary for providing the Deliverables in the State of Texas.

2.3. General Requirements

The specifications described within this Subsection describe the Deliverables the Contractor must provide, on an as needed basis, for Meetings. Additionally, the Contractor must provide TxDMV with contact information for the Contractor’s key personnel for business hours and non-business hours Deliverables needs.

2.3.1. Service 1 – Standard Meeting Reporting with Transcription Services:

In its Response, the Contractor must outline the necessary equipment and connectivity that TxDMV must furnish to facilitate the delivery of the Deliverables during a Meeting that requires standard reporting (e.g., a board meeting requiring transcription services or a proceeding requiring court reporting with transcription services), if any. For the avoidance doubt, Meeting under this service can take place in person, virtually, or as a hybrid combination of both.

a) Contractor must provide all supplies and equipment necessary for reporting a

Meeting, including, but not limited to, enough audiotapes, tape recorders, microphones, extension cords, and machinery.

b) Contractor must arrive at the location of the Meeting no later than 20 minutes prior to the scheduled time for the Meeting. Additionally, the Contractor must have all equipment completely set up and must be ready to begin work at the time the Meeting is scheduled to commence.

c) Contractor must attend and record the Meeting by recognized stenographic or

IFB No. 608-24-96172A Page 3 of 13 non-stenographic means in such a manner as to create a verbatim record of the entire Meeting.

d) Everything spoken during the Meeting must be reported and incorporated into the transcript, unless the TxDMV presiding official otherwise directs. This will include a record of appearances, with the names and identification of the parties who speak or testify at the Meeting or who request the entering of their appearances together with such other matters as may be directed by TxDMV.

e) Nothing spoken at the Meeting will be “off the record,” unless directed otherwise by the TxDMV presiding official. Should the Contractor have any questions on the technical aspects of or fail to hear any part of the Meeting, he or she shall ask the TxDMV presiding official or the specific party(ies) to clarify the statement(s).

f) Upon request by the Contractor to recess due technical issues, or other necessary materials used in providing the Deliverables, TxDMV will grant such a request and order a recess for a reasonable time. In addition, upon request, the Contractor will be allowed a 15-minute recess approximately every two hours during which a Meeting is being reported.

g) When exhibits (or documents) are presented or referred to the Meeting, TxDMV will require the parties to furnish either the paper or a copy thereof to the Contractor for reference during transcription. Copies of agendas or registration forms prepared for distribution at the Meeting will be furnished to the Contractor at the time of the Meeting. The Contractor must also do the following, if applicable:

(1) For each Meeting, the Contractor will provide to TxDMV an original exhibit index, separately bound, setting forth by party: a summary description of each exhibit number, and a citation to the transcript pages on which the exhibit was marked and admitted or reflected.

(2) Unless otherwise directed by TxDMV, exhibits shall be marked and numbered or lettered and arranged in numerical or alphabetical order by the parties.

(3) Parties will provide a proposed exhibit list to the Contractor prior to the Meeting in which exhibits are to be introduced.

(4) The Contractor will ensure the exhibits are correctly marked and transmitted with the transcript to which they relate. The marking shall indicate clearly by whom each exhibit was offered.

(5) Documentary exhibits shall not be copied into the record, unless the TxDMV presiding official so directs; TxDMV may, at its discretion, direct that such exhibits are read or copied into the record in part or in full.

(6) If any exhibit is withdrawn, or for any other reason is not filed with the transcript, a memorandum will be inserted by the Contractor in the place of the exhibit stating its nature, how numbered or lettered and marked, and the reason for its absence.

(7) The numbering of exhibits introduced by a party will follow consecutively the number of the last previous exhibit introduced by

IFB No. 608-24-96172A Page 4 of 13 that party.

(8) The Contractor will maintain the record copy of all exhibits pending completion and delivery of the original transcript to TxDMV, unless otherwise requested by TxDMV.

(9) Upon the conclusion of the Meeting during which exhibits were admitted into the record, and prior to adjourning, TxDMV may instruct the Contractor to verify that he or she has the record copy of all exhibits introduced during that same Meeting.

(10) If the Contractor is missing any of the exhibits, TxDMV will direct the party introducing the exhibit to provide a duplicate record copy to the Contractor.

(11) The Contractor will maintain all confidential documents and exhibits entrusted to the Contractor in such a manner as to ensure the continual confidentiality of those documents and exhibits. Unless otherwise instructed by TxDMV, the Contractor will maintain all exhibits designated as confidential in a sealed envelope.

2.3.2. Service 2 - Real Time Meeting Reporting with Transcription Services:

In its Response, the Contractor must outline the necessary equipment and connectivity that TxDMV must furnish to facilitate the delivery of the Deliverables during a Meeting that requires real time reporting (e.g., real time court reporting), if any. For the avoidance doubt, Meeting under this service can take place in person, virtually, or as a hybrid combination of both.

a) Contractor must provide all supplies and equipment necessary for reporting the

Meeting, including, but not limited to, audiotapes, tape recorders, microphones, extension cords, and machinery.

b) Contractor must arrive at the location of the Meeting no later than 20 minutes prior to the scheduled time for the Meeting. Additionally, the Contractor must have all equipment completely set up and must be ready to begin work at the time the Meeting is scheduled to commence.

c) Contractor must attend and record the Meeting by real time court reporting in such a manner as to create an instantaneous translation verbatim record of the entire Meeting.

d) Everything spoken during the Meeting must be reported and incorporated into the real time report and transcription by the Contractor, unless the TxDMV presiding official otherwise directs. This will include a record of appearances, with the names and identification of the parties who speak or testify at the Meeting or who request the entering of their appearances together with such other matters as may be directed by TxDMV.

e) Nothing spoken at the Meeting will be “off the record,” unless directed otherwise

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f) Upon request by the Contractor to recess due technical issues, or other necessary materials used in providing the Deliverables, TxDMV will grant such a request and order a recess for a reasonable time. In addition, and upon request, the Contractor will be allowed a 15-minute recess approximately every two hours during which a Meeting is being reported.

g) When exhibits (or documents) are presented or referred to the Meeting, TxDMV will require parties to furnish either the paper or a copy thereof to the Contractor for reference during transcription. Copies of agendas or registration forms prepared for distribution at Meeting will be furnished to the Contractor at the time of the Meeting. The Contractor must also do the following, if applicable:

(1) For each Meeting, the Contractor will provide to TxDMV an original exhibit index, separately bound, setting forth by party: a summary description of each exhibit number, and a citation to the transcript pages on which the exhibit was marked and admitted or reflected.

(2) Unless otherwise directed by TxDMV, exhibits shall be marked and numbered or lettered and arranged in numerical or alphabetical order by the parties.

(3) Parties will provide a proposed exhibit list to the Contractor prior to the Meeting in which exhibits are to be introduced.

(4) The Contractor will ensure the exhibits are correctly marked and transmitted with the transcript to which they relate. The marking shall indicate clearly by whom each exhibit was offered.

(5) Documentary exhibits shall not be copied into the record, unless the TxDMV presiding official so directs; TxDMV may, at its discretion, direct that such exhibits are read or copied into the record in part or in full.

(6) If any exhibit is withdrawn, or for any other reason is not filed with the transcript, a memorandum will be inserted by the Contractor in the place of the exhibit stating its nature, how numbered or lettered and marked, and the reason for its absence.

(7) The numbering of exhibits introduced by a party will follow consecutively the number of the last previous exhibit introduced by that party.

(8) The Contractor will maintain the record copy of all exhibits pending completion and delivery of the original transcript to TxDMV, unless otherwise requested by TxDMV.

(9) Upon the conclusion of the Meeting during which exhibits were admitted into the record, and prior to adjourning, TxDMV may instruct the Contractor to verify that he or she has the record copy of all exhibits introduced during that same Meeting.

(10) If the Contractor is missing any of the exhibits, TxDMV will direct the party introducing the exhibit to provide a duplicate record copy to the Contractor.

(11) The Contractor will maintain all confidential documents and exhibits entrusted to the Contractor in such a manner as to ensure the continual confidentiality of those documents and exhibits. Unless otherwise

IFB No. 608-24-96172A Page 6 of 13 instructed by TxDMV, the Contractor will maintain all exhibits designated as confidential in a sealed envelope.

2.3.3. Service 3 - Transcription Services Only:

Upon request, the Contractor will provide transcription services only. The following requirements apply to transcripts service only, if any.

a) Contractor must transcribe audio or video recordings made by TxDMV or a third-party onto a USB flash drive, Adobe® portable document format (“PDF”), or other agreed upon electronic device.

b) Transcription will be provided by the Contractor through an electronic copy in

PDF, emailed to the TxDMV Contract Monitor with a copy to any other party designated in the Deliverables request. In the event the file is too large, the original hard copy may be requested via a USB flash drive.

c) Contractor must be able to accommodate and transcribe from all common file types such as but not limited to, Digital Speech Standard (“DSS”), MPEG-1 Audio Layer 3 (“MP3”), Windows Media Audio Waveform Audio (“WAV”), Quick Time Movie Format (“MOV”), Audio Interchange File Format (“Aiff”), Mpeg4, and more.

2.3.4. Service 4 - Videography Services Only:

Upon request, the Contractor will be required to video tape Meetings. The following requirements apply to videography service only, if any.

a) Contractor must have the capability of producing videos on a USB flash drive with subtitle to synchronize with the video testimony.

b) Contractor must arrive at the place of the Meeting no later than 20 minutes prior to the scheduled time for the Meeting. Additionally, the Contractor must have all equipment completely set up and must be ready to begin work at the time the Meeting is scheduled to start.

c) Everything spoken during the Meeting must be reported and incorporated into the transcription or video by the Contractor, unless the TxDMV presiding official otherwise directs. This will include a record of appearances, with the names and identification of the parties who speak or testify at the Meeting or who request the entering of their appearances together with such other matters as may be directed by TxDMV.

d) Nothing spoken at the Meeting will be “off the record,” unless directed otherwise

e) Upon request by the Contractor to recess due technical issues, or other necessary

IFB No. 608-24-96172A Page 7 of 13 materials used in providing the Deliverables, TxDMV will grant such a request and order a recess for a reasonable time. In addition, and upon request, the Contractor will be allowed a 15-minute recess approximately every two hours during which a Meeting is being reported.

f) Contractor must provide the following delivery options for electronic, USB flash drive, and/or hard copies:

(1) Daily Copy - USB drive must be delivered no later than 9:30 A.M.

Central Time of the following business day of the request;

(2) Expedited Copy 2-Day - USB drive must be delivered within two business days of request;

(3) Expedited Copy 3-Day - USB drive must be delivered with three business of request;

(4) Intermediate Copy - USB drive must be delivered within five business days of request; or

(5) Regular Copy - USB drive must be delivered within 10 business days of the request.

2.4. Transcript Requirements

The transcript requirements set forth below are applicable to all Deliverables provided by the Contractor under the Contract where a transcript is requested and is applicable to the type of Meeting.

2.4.1. Transcript General Requirements

a) The Contractor must furnish complete transcripts which accurately reflect the full and complete verbatim record of the Meeting.

b) The Contractor must, upon request by TxDMV, correct the errors and prepare an errata sheet within ten calendar days after receipt of notification without cost to TxDMV, regardless of the delivery time specified by the Deliverable request.

c) The Contractor will provide TxDMV with errata sheets with each transcript for the correction of errors noted by parties for submission to TxDMV.

d) The Contractor must not make any corrections or alterations to the certified transcript at the direction of any of the parties. Additionally, the Contractor will make corrections and alterations only upon order of TxDMV.

e) The Contractor must ensure all transcriptions and information contained therein shall remain the property of TxDMV. All taped recordings and the stenographic notes of the Meetings are the property of the Contractor. However, the stenographic notes are to be retained by the Contractor for a period of not less than three years, unless a longer period of time is specified in writing by TxDMV.

2.4.2. Transcript Format

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a) All transcripts must include:

• One electronic copy in PDF emailed to TxDMV Contract Monitor with a copy to any other party designated in the Deliverables request. And, if required,

• One original hard copy signed by the typist that provided the Deliverables; if applicable.

b) Transcripts, both hard and electronic copy, will begin with a title page(s), showing the caption of the Meeting time, date, and location; the agency’s presiding official(s); and the name of the typist that provided the Deliverable.

c) If applicable, a witness, attorney, and exhibit index must be contained in each transcript. Attorneys must be identified by name and address on a separate sheet contained in each transcript. The index will give the name of each speaker and state whether the testimony is in direct examination, cross examination, redirect examination, re-cross examination, final argument, public comment, or otherwise.

d) Transcript pages will be in 8.5” X 11” in size (hard copy) containing a minimum of 25 numbered lines with the numbers printed outside and adjacent to the left margin of each reporting page.

e) Pages will be filled as much as possible, but it is recognized in instances where several typists work on one transcript, short pages will occur. These will be numbered and billed for when the page contains 10 or more lines in accordance with the usual and customary practice of the profession.

f) All pages will be numbered consecutively and will appear in the top right-hand corner of each page. Each line will be numbered regardless of the line upon which the text stops.

g) Each transcript volume must include a table of contents.

h) The outside cover of the transcript must be folded so that no transcript fasteners are visible from the outside of the transcript. The completed transcript must be bound securely before delivery to the parties.

i) Must be enclosed in a secured package, marked “Confidential” and addressed to

TxDMV Contract Monitor with a copy to any other party designated in the Deliverables request.

j) Electronic transcripts must contain ‘Optical Character Recognition’ and be in

PDF format. The electronic copy of transcript or other deliverable(s) must comply with the accessibility requirements and standards specified in Tex. Gov’t Code § 2054.457, 1 Tex. Admin. Code pt. 10, ch. 206, subch. B, § 206.50 and pt. 10, ch.

213. Refer to W3C Web Content Accessibility Guidelines (WCAG) 2.0.

Acceptance of the transcript or other deliverable(s) is contingent upon compliance with this clause.

https://statutes.capitol.texas.gov/Docs/GV/htm/GV.2054.htm#2054.457 https://statutes.capitol.texas.gov/Docs/GV/htm/GV.2054.htm#2054.457 https://texreg.sos.state.tx.us/public/readtac$ext.TacPage?sl=R&app=9&p_dir=&p_rloc=&p_tloc=&p_ploc=&pg=1&p_tac=&ti=1&pt=10&ch=206&rl=50 https://texreg.sos.state.tx.us/public/readtac$ext.ViewTAC?tac_view=4&ti=1&pt=10&ch=213 https://texreg.sos.state.tx.us/public/readtac$ext.ViewTAC?tac_view=4&ti=1&pt=10&ch=213 https://www.w3.org/TR/WCAG20/

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2.4.3. Transcript Delivery

a) TxDMV requires transcripts to be submitted in PDF format, and a hard copy, if requested. The cost of providing a transcript must be clearly identified by the Contractor within Attachment E, Pricing Sheet and include all administrative expenses required for preparation and delivery. Delivery timelines listed in Subsection 2.4.4. apply to this Subsection.

b) Additionally, TxDMV may request any of the following transcript formats with a transcript order:

(1) USB drive or other agreed upon electronic device with the Deliverables request.

(2) Condensed Transcript – A miniaturized copy of the original transcript printed in such a way as to place four or more pages of transcript on a single sheet of paper, front and back. TxDMV to specify quantity of pages per sheet at time of with the Deliverables request.

(3) Transcript Excerpt – TxDMV may request an excerpt from a transcript.

2.4.4. Transcript Delivery Timeline

a) The Contractor will offer the following delivery options for hard, compressed hard, and electronic copies:

(1) Daily Copy – Complete transcripts of each day’s Meeting must be delivered no later than 9:00 AM of the following business day, except when a Meeting goes past 5:00 PM, in which case, the 9:30 AM delivery will be extended two hours for each hour in which the hearing continued past 5:00 PM.

(2) Expedited Copy 2-Day – Transcripts must be delivered within two business days after the conclusion of the Meeting.

(3) Expedited Copy 3-Day – Transcripts must be delivered within three business days after the conclusion of the Meeting.

(4) Intermediate Copy – Transcripts must be delivered within five business days after the conclusion of the Meeting.

(5) Regular Copy – Transcripts must be delivered within ten business days of the Meeting.

b) In the absence of specification of the time for delivery by the TxDMV Contract

Monitor, the transcript shall be deemed to have been requested on a Regular Copy basis.

c) In no event will the Contractor exceed the ‘Regular Copy’ time of delivery of ten business days after the conclusion of the Meeting.

d) In the event a Meeting is continued or recessed for more than five business days, IFB No. 608-24-96172A Page 10 of 13

TxDMV reserves the right to request a transcript for the completed portion of the Meeting, in addition to the full transcript after the conclusion of the Meeting.

e) The Contractor must provide hard-copy transcripts via a secure and trackable shipping method and provide the TxDMV Contract Monitor with the associated tracking number, unless the TxDMV Contract Monitor requests another method.

2.5. Scheduling, Hours of Services, Delays, and Cancellation

2.5.1. Scheduling: The Contractor must be available to provide the Deliverables when requested based on the following scheduling options:

a) Standard Scheduling (5 business days’). For standard scheduling, the Contractor will have a minimum of five business days’ notice from the Deliverable request.

(1) TxDMV will request a Deliverable via email.

(2) The Contractor must confirm via email to the TxDMV Contract

Monitor that it is available to provide the Deliverables with the name and contact information for the individual assigned by the Contractor within 24-hours of receipt of the request, or Contractor must inform TxDMV that Contractor cannot fulfill the request.

(3) If the Contractor needs to cancel a confirmed Deliverable, the Contractor must notify the TxDMV Contract Monitor via email and telephone no less than three business days prior to the Deliverable date scheduled.

b) Expedited scheduling (2 to 4 business days’). For expedited scheduling, the

Contractor will have two to four business days’ notice from the Deliverable request.

(1) TxDMV will request a Deliverable via email and telephone.

Monitor that it is available to provide the Deliverables with the name and contact information for the individual assigned by the Contractor within 24-hours of receipt of the request, or Contractor must inform TxDMV that Contractor cannot fulfill the request.

c) Emergency Scheduling (1 business day). For emergency scheduling, the

Contractor will have less than one business day (24-hours) notice from the Deliverable request.

(1) TxDMV will request a Deliverable via email and telephone.

Monitor that it is available to provide the Deliverables with the name and contact information for the individual assigned by the Contractor within 2-hours of receipt of the request, or Contractor must inform TxDMV that Contractor cannot fulfill the request.

2.5.2. Scheduling: The Contractor must be available to provide the Deliverables when

IFB No. 608-24-96172A Page 11 of 13 requested based on the following scheduling options:

2.5.3. Hours of Services: The Contractor must be available to provide the Deliverables when requested on Monday through Friday between the hours of 8:00 AM to 5:00 PM Central Time (“Normal Business Hours”), excluding observed state or federal holidays when TxDMV’s offices are officially closed. Any Deliverables requested and provided outside Normal Business Hours require the advance written approval of the TxDMV Contract Monitor and will be paid at no more than 1 ½ times the hourly rate stated within Attachment E, Pricing Sheet. For the avoidance of doubt, the time needed to set up and take down equipment by the Contractor and the time during a lunch break are excluded from the hourly rate and shall not be included on any invoice(s) submitted to TxDMV.

2.5.4. Delays or Wait Times: The Contractor shall not charge any delay or wait time fees beyond its hourly rate stated within Attachment E, Pricing Sheet, as long as the delay or wait time is not a result of an action or inaction by the Contractor or its employees and/or Subcontractor(s).

2.5.5. Cancellation or Postponement: If a Meeting is cancelled or postponed, TxDMV will attempt to notify the Contractor at least 24 hours before the engagement is to take place, and no minimum charge will be paid. However, should TxDMV fail to provide advance notification to the Contractor of a cancellation or postponement, TxDMV will pay a minimum fee in accordance with the following:

a) If the cancellation or postponement is for a pre-set multiple-day hearing, with less than 24 hours pre-notification, TxDMV will pay a one day or eight-hour maximum charge; or

b) If the cancellation or postponement is necessary for a single day hearing, with less than 24 hours pre-notification, TxDMV will pay a one-half day or four-hour maximum charge.

2.6. Travel

2.6.1. Travel within Travis County: The Contractor must travel to the Project Site as designated in the Deliverable request by the TxDMV Contract Manager. Travel expenses for all Deliverables within a 75-mile radius of Travis County, Texas, must be factored into the Contractor’s fees as set forth in Attachment E, Pricing Sheet and provided at no additional charge to TxDMV.

2.6.2. Travel outside Travis County: If the Contractor must travel to a Project Site outside the 75-mile radius of Travis County, Texas, TxDMV, in its sole discretion, may reimburse the Contractor for travel time or per diem expenses. All travel by the Contractor within the scope of this Subsection must be approved in writing by the TxDMV Contract Monitor in advance to receive reimbursement. Any reimbursement for travel expenditures will be at the State of Texas approved rates in accordance with State travel regulations and must comply with the current State Travel Management Program Guide, which can currently be accessed at: https://comptroller.texas.gov/ purchasing/programs/travel-management/.

https://comptroller.texas.gov/purchasing/programs/travel-management/ https://comptroller.texas.gov/purchasing/programs/travel-management/

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3. Subcontracting Deliverables

The Contractor may subcontract the Deliverables under the Contract. However, prior to any subcontracting of the Deliverables, the Contractor understands and agrees the following conditions apply:

3.1. Subcontractor(s) must meet or exceed the requirements and qualifications of the Contractor as set forth in the Solicitation and Section 2 of this Statement of Work and provide the same quality of Deliverables required under the Contract.

3.2. The Contactor remains the sole point of contact under the Contract and is solely responsible for communications with and keeping Subcontractor(s) informed regarding the Deliverables.

3.3. The Contractor must manage all quality and performance, project management, and schedules for Subcontractors, and will be held solely responsible and accountable for the completion of all Deliverables for which the Contractor has subcontracted.

3.4. Subcontracting must be at the Contractor’s sole expense, at no cost to TxDMV, beyond those costs authorized under the Contract.

3.5. Subcontract(s) may not relieve the Contactor of its duties, obligations, and responsibilities under the Contract. TxDMV will look solely to the Contractor for the performance of all contractual obligations under the Contract.

3.6. If the Contractor determines a need for a Subcontractor change during the term of the Contract, the Contractor must provide advance written notice to the TxDMV Contract Monitor of the proposed change. The written notice must include references and work history for any proposed Subcontractor. The Contractor cannot make any change to a Subcontractor without written approval by the TxDMV Contract Monitor (which consent shall not be unreasonably withheld or delayed).

4. TxDMV Responsibilities

TxDMV agrees to the following requirements during the Contract Term:

4.1. TxDMV will designate a TxDMV Contract Monitor that is authorized to administer activities that include, but are not limited to, non-legal notices, consents, approval, inspections, requests, or other general communications provided for or permitted under the Contract. The TxDMV Contract Monitor may be changed by providing written notice to the Contractor’s designated representative.

4.2. TxDMV will attempt to request services at least five days prior to a Meeting, when possible, with each request including the type of Deliverable being requested, the date, start time, estimated duration, and location.

4.3. TxDMV will collaborate with the Contractor to ensure the success of each Meeting, which may include providing subject-matter experts and/or technical staff as needed to assist the Contractor in providing the Deliverables.

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4.4. TxDMV will assign a designated parking space or location for the Contractor, its employees, and/or Subcontractor(s) to park while providing the Deliverables, if applicable.

4.5. Notwithstanding anything to the contrary in the Contract, TxDMV reserves the right to check the Contactor’s, its employees, and/or Subcontractor(s) background and make a determination as to approving or rejecting the use of a Contractor’s employee and/or Subcontractor. Any negative background checks, in TxDMV’s sole and absolute discretion, may result in disqualification of the Contractor, its employee, and/or Subcontractor.

4.6. Notwithstanding anything to the contrary in the Contract, TxDMV reserves the right, in its sole and absolute discretion, to refuse entry, remove, or request the immediate removal of the Contractor, its employee, and/or Subcontractor deemed unsatisfactory.

5. Performance Measures

TxDMV will actively monitor the Contractor’s performance of all duties, obligations, and requirements under the Contract and will submit a report on the Contractor’s performance under the Contract to the Texas Comptroller of Public Accounts’ Vendor Performance Tracking System (“VPTS”) in accordance Tex. Gov’t Code § 2155.089 and 34 Tex. Admin. Code pt. 1, ch. 20, subch. F, div. 2, § 20.509. The Contractor, its employees, and/or Subcontractor(s) must fully cooperate with all performance monitoring activities initiated by or on behalf of TxDMV.

(Reminder of Page Intentionally Left Blank) https://statutes.capitol.texas.gov/Docs/GV/htm/GV.2155.htm#2155.089 https://texreg.sos.state.tx.us/public/readtac$ext.TacPage?sl=R&app=9&p_dir=&p_rloc=&p_tloc=&p_ploc=&pg=1&p_tac=&ti=34&pt=1&ch=20&rl=509 https://texreg.sos.state.tx.us/public/readtac$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=509