ESBD_477963_1766158517994_301-26-06320 Part A_FINAL.pdf

STATE OF TEXAS

OFFICE OF THE GOVERNOR

ECONOMIC DEVELOPMENT AND TOURISM OFFICE

for

FINANCIAL ADVISORY SERVICES FOR TEXAS ECONOMIC

DEVELOPMENT BANK PROGRAMS AND RELATED MATTERS

Solicitation No. 301-26-06320

NIGP CLASS ITEMS

946-48

Response Date and Due Time: January 26, 2026 no later than 2:00 pm CT

Point of Contact

Jodie Johnston

CTCD/CTCM 1900041692/1900041693

Contract Manager

Office of the Governor of Texas

Financial Services Division

P.O. Box 12428

Austin, Texas 78711-2878

512-936-6745

Jodie.Johnston@gov.texas.gov

PART A: SPECIFIC TERMS AND CONDITIONS

Solicitation No. 301-26-06320 - Part A

1. STRUCTURE OF SOLICITATION

This Solicitation is composed of three parts:

Part A: Specific Terms and Conditions, including exhibits and other attachments and appendices, if any;

Part B: Standard Terms and Conditions; and

Part C: Provisions Governing the Solicitation Process.

Resolution of Conflicting Provisions. In the event an instruction or term in Part A conflicts with an instruction or term in Part B or Part C, the instruction or term in Part A prevails. Any addenda or amendment to Part A, Part B, or Part C control over their original versions, respectively.

2. GLOSSARY OF TERMS

This Glossary assigns definitions to the listed terms. The definition given to a term listed in this

Glossary applies whenever the term appears in any Part of or Exhibit to this Solicitation and in any response to this Solicitation.

2.1 Bank

The Texas Economic Development Bank, also known as the Economic Development Finance division, as established by Chapter 489 of the Texas Government Code, within the OOG.

2.2 Disclosure Statement for Outside Financial Advisors and Service Providers

The uniform form developed by the State Auditor’s Office as required by Chapter 2263 of the

Texas Government Code, which may be found at https://sao.texas.gov/Documents/Forms/UniformDisclosureForm202x.pdf

2.3 Office

The Economic Development and Tourism Office as established by Chapter 481 of the Texas

Government Code, within the OOG,

2.4 Texas Bond Review Board

Composed of the Governor, Lieutenant Governor, Speaker of the House of Representatives, and the Comptroller of Public Accounts, the Texas Bond Review Board’s legal authority is established in Chapter 1231 and Chapter 1372 of the Texas Government Code. Its mission is to ensure that debt financing is used prudently to meet Texas infrastructure needs and other public purposes, to support and enhance the debt issuance and management functions of state and local entities, and to administer the allocation of state private activity bonds.

https://sao.texas.gov/Documents/Forms/UniformDisclosureForm202x.pdf

3. GENERAL INFORMATION

Purpose of Procurement.

The OOG is seeking written qualifications to establish a Contract with one or more qualified, independent financial advisor to provide financial advisory services on an a project-by-project, as-needed basis to OOG’s bond and loan financing programs authorized in Chapters 481 and 489 of the Texas Government Code, including, but not limited to advice and assistance on matters relating to bond issuances, lending practices, portfolio management, and related activities, and other related programs and endeavors.

The OOG may, in part, fund the Contract (if any) by federal funds from the American Rescue Plan

Act of 2021 (Pub. L. No 117-2) (“ARPA”), including, but not necessarily limited to, those funds distributed according to Senate Bill 8 (87-3) and House Bill 3271 (87-R)). Therefore, the Contract is subject to certain Special Terms and Conditions further described in Section 6 of Part A of this

RFP and Appendix A to Part B of this RFP.

Procurement Authority

Section 481.021(3) of the Texas Government Code authorizes the Office to enter contracts, and

Section 489.106 of the Texas Government Code, authorizes the Bank to make, execute, and deliver contracts necessary to carry out the purposes of Chapter 489 of the Texas Government

Code.

The Bank is directed in Chapter 489 of the Texas Government Code to offer a variety of financial incentives to help Texas communities and businesses compete and succeed in the global marketplace, and to assist communities in accessing financing to fund their economic development efforts. These include the Texas Small and Rural Community Success Program; the

Industrial Revenue Bond Program; and programs to incentivize lenders to make loans to near-bankable businesses, such as access to capital programs the Bank is authorized to create under Subchapter BB of the Texas Government Code. The Bank is directed to administer these programs and is given the powers necessary to carry out their purposes, including the power to execute contracts.

This solicitation is authorized by Texas Government Code, Title 10, Subtitle D (the “Purchasing

Act”) and subject to all applicable requirements of the Purchasing Act, in particular Chapters

2151 (General Provisions) and 2155 (Purchasing: General Rules and Procedures) of the Texas

Government Code; those requirements established by rule of the CPA, Statewide Procurement

Division, as contained in Title 34, Texas Administrative Code, Chapter 20; and subject to other applicable Federal and State statutes and rules, including, but not necessarily limited to, the rules and guidance applicable to ARPA as promulgated by the United States Department of the

Treasury.

Term of Contract

3.3.1. Primary Term

The primary term of any Contract awarded as the result of this Solicitation shall commence on the date of the last signature on the Contract (“Effective Date”), and shall terminate on August 31, 2026, unless terminated earlier pursuant to the terms of the

Contract. The primary term plus any renewal terms or extensions, if any, shall constitute the “Contract Term.”

3.3.2. Renewal Term

The OOG shall have the right to renew the term of the Contract for up to three (3) additional twelve (12) month periods through August 31, 2029 with consideration to

Contractor performance. The OOG shall provide the Contractor with written notice of its intention to renew the term of the Contract in writing at least thirty days prior to the

Contract termination date.

3.3.3. Optional Extension

Upon the exhaustion of any and all renewal terms, the OOG may, in its sole discretion, extend the term of the Contract in any increment of months for up to six months if the

OOG determines that an extension is necessary to facilitate a transition to a new vendor.

The OOG shall provide the Contractor with written notice of its intention to extend the term of the Contract in writing at least thirty days prior to the Contract termination date.

Any compensation to the Contractor for this extension period would be based upon negotiated rates between the OOG and the Contractor and/or the reimbursement for actual expenses.

Office of the Governor’s Point of Contact Information. The mailing address of the

OOG for all notices is:

Jodie Johnston

CTCD/CTCM 1900041692/1900041693

Contract Manager

Office of the Governor of Texas

Financial Services Division

P.O. Box 12428

Austin, TX 78711-2878

512-936-6745

Jodie.Johnston@gov.texas.gov

Captions and Headings

The captions to the sections of this Solicitation are for convenience only and shall not affect the construction or interpretation of the Solicitation’s substantive terms.

4. STATEMENT OF WORK – SERVICE REQUIREMENTS

Contractor’s Service Requirements

Deliverables shall include, but are not limited to, the requirements contained in this Solicitation.

Deliverables set forth that contain the words “must” or “shall” are mandatory and must be provided as specified with no alteration, modification, or exception. Deliverables set forth that contain the words “may” or “can” allow Respondents to offer alternatives to the manner in which the

Deliverables are provided.

Contractor’s duties shall include, but may not be limited to, the following on an as-needed basis:

4.1.1. Determine the timing of bond offerings and the sizing of the bond issue;

4.1.2. Devise and recommend to the Bank a plan for financing the bonds to be issued, including a maturity schedule and other terms and conditions, that will result in the most advantageous terms to the Bank, and consistent with a minimum effective interest rate;

4.1.3. Participate in document preparation and provide assistance to bond counsel in the coordination of bond offerings and related transactions;

4.1.4. Prepare necessary information for the rating agencies and assist in the presentation of required information to such agencies;

4.1.5. Assist the Bank in maintaining ongoing relationship with the rating agencies;

4.1.6. Advise the Bank concerning the need for any credit enhancements and provide all necessary assistance in related negotiations;

4.1.7. Assist in the approval process of the Texas Bond Review Board, Office of the

Attorney General of Texas, and any other state or federal agency as necessary to the issuance of the bonds; and

4.1.8. Assist in coordinating closing details and post-closing duties, including the development of a closing memorandum and a final report to the Texas Bond

Review Board, which must include a verification of all cost of issuance.

4.1.9. Answer questions or requests for additional information from prospective investors;

4.1.10. Evaluate proposals submitted for the purchase of bonds;

4.1.11. Advise the Bank with respect to the investment of bond proceeds and the accounting of arbitrage earnings;

4.1.12. Assist the Bank in providing information to various legislators and other state agencies;

4.1.13. Advise the staff of the Bank of ongoing developments in municipal markets and the bond industry as they affect the Bank;

4.1.14. Solicit and negotiate proposals on behalf of the Bank for contracting for any fees associated with the printing of bond offering documents, ratings, trustee and paying agent fees, and related services when necessary;

4.1.15. Monitor and control the costs of fees and expenses incurred in connection with the issuance of the bonds;

4.1.16. Monitor and advise the Bank on refunding opportunities, derivatives and other financial products that would help the Bank lower its cost of borrowing;

4.1.17. Assist in administration of the Bank's commercial paper, bond, and other debt programs;

4.1.18. Advise the Bank on taxable versus tax-exempt bond issuances and loan contracts;

4.1.19. Advise the Bank on the structure and alternative loans using bond proceeds; and

4.1.20. Provide guidance on all other matters necessary or incidental to the issuance and administration of debt obligations.

Disclosure Statement Required

By no later than April 15 of each calendar year period, the Contractor shall file an annual uniform

Disclosure Statement for Outside Financial Advisors and Service Providers with the OOG and the

Texas State Auditor’s Office as required by Chapter 2263 of the Texas Government Code to disclose information regarding certain relationships with, and direct or indirect pecuniary interest in, any party to a transaction with the OOG.

Standard of Performance

The Contractor shall discharge all duties solely in the interest of the OOG and with the judgment, care, skill, prudence and diligence that an expert would use in a similar situation.

The Contractor’s Relationship to the OOG

The OOG is a part of the executive branch of Texas state government, and does not relinquish control over decisions related to the Deliverables specified in Part A of this Solicitation to the

Contractor. Rather, the Contractor shall provide all Deliverables under the Contract with the

OOG’s prior approval.

Limitation of Authority

The Contractor shall have no authority to act for or on behalf of the OOG or the State of Texas, except as expressly provided for in the Contract; no other authority, power, use, or joint enterprise is granted or implied. The Contractor may not incur any debts, obligations, expenses, or liabilities of any kind on behalf of the OOG or the State of Texas.

Contracted Account Staff

The Contractor shall dedicate qualified professional staff who have demonstrated experience in providing the Deliverables necessary for the completion of Contract requirements. The Contractor must dedicate an Account Manager to oversee all activities of the Contract including, but not limited to, the management, accounting for the entire Contract, billing and reporting. The Account

Manager will be the OOG’s primary day-to-day contact. The OOG reserves the right to approve and accept key professional staff, including the Account Manager. The Contractor must notify the

OOG in writing if key professional staff cannot continue on the account, and the OOG must approve replacement personnel.

The personnel proposed by Respondent and subcontractor, if applicable, may be required to undergo periodic standard Criminal History Background Checks during the Contract Term.

End of Contract Transition

Upon any termination of the Contract, beginning at a time determined solely by the OOG, the

OOG may require the Contractor to provide all necessary work products to ensure account transition, account familiarization, and transfer of work to any new vendor of the OOG. The OOG may, in its sole discretion, maintain concurrent contracts for a limited period in order to facilitate this transition.

4.8. Required Certification

Contractor shall certify that neither it, nor its holding companies or subsidiaries, is: (a) Listed in

Section 889 of the 2019 National Defense Authorization Act; (b) Listed in Section 1260H of the

2021 National Defense Authorization Act; or (c) Owned by the government of a country on the

U.S. Department of Commerce’s foreign adversaries list under 15 C.F.R Section 791.4; or (d)

Controlled by any governing or regulatory body located in a country on the U.S. Department of

Commerce’s foreign adversaries list under 15 C.F.R Section 791.4.

5. FINANCIAL TERMS AND CONDITIONS

Maximum Contract Amount

The OOG’s maximum liability to the Contractor, in consideration for the full, satisfactory and timely performance of all its duties, responsibilities and obligations as set forth in the Contract or arising out of any performance as the result of this Solicitation, shall not exceed (amount to be determined at time of Contract award) (“Maximum Contract Amount”) for the initial Performance

Period beginning Effective Date. The Contractor will not be compensated for Deliverables provided before the Effective Date of the Contract. The Contractor shall have no entitlement to payment of the Maximum Contract Amount.

6. SPECIAL TERMS AND CONDITIONS RELATING TO FEDERAL FUNDING

Specific Provisions Due to Funding Source

The Contract may, in part, involve ARPA federal funds. Any costs incurred under the Contract related to programs funded by ARPA are payable only in compliance with, as applicable, the cost principles set forth in ARPA; 2 CFR Part 200, Uniform Administrative Requirements, Cost

Principles, and Audit Requirements for Federal Awards; and any other applicable laws, regulations, and legal authorities. As a condition of the receipt of federal funds, the Contractor agrees to comply with the terms, conditions, certifications, and assurances as set forth in Appendix

A to Part B of this RFP and all other applicable statutes, regulations, guidance, terms, conditions, certifications, and assurances.

Additionally, any contract clauses required by 2 C.F.R. § 200.327 and the Appendix II to Part 200 incorporated by reference to the Contract. If the language in the contract is worded differently than the specified required contract clauses, the language in the clauses required by 2 C.F.R. § 200.327 and the Appendix II to Part 200 controls. https://www.ecfr.gov/current/title-2/subtitle-A/chapter-

II/part-200?toc=1

Contract funds are not eligible for use to provide an advance payment to the Contractor. For services funded by ARPA, the Contractor must adhere to the following administrative requirements; however, additional provisions may control:

6.1.1. Federal Law Compliance. The Contractor shall ensure activities are allowable and costs authorized under ARPA and other relevant statutes, rules, guidance, and regulations. Contractor further certifies and agrees to comply with the required terms of 2 C.F.R. §200.327, which are also summarized in Appendix A to Part B of the RFP.

6.1.2. State Law Compliance. The Contractor shall also ensure that such activities are allowable under and authorized by state law.

Upon successful negotiation and award of the Contract, if any, the approved invoices will only include costs that are reasonable, necessary, and allowable under applicable state statutes, OOG policies and procedures, applicable federal statutes, 2 CFR 200 – Uniform Administrative

Requirements, Cost Principles, and Audit Requirements for Federal Awards, and the Contract. The

OOG, in its sole discretion, will make the final determination of whether or not a cost is allowable.

https://www.ecfr.gov/current/title-2/subtitle-A/chapter-II/part-200?toc=1 https://www.ecfr.gov/current/title-2/subtitle-A/chapter-II/part-200?toc=1

7. TIMELINE FOR SOLICITATION

7.1. Calendar of Events

Time is of the essence in the providing the Deliverables required by the Contract. The OOG may require the Contractor to provide Deliverables according to a date-sensitive schedule.

The OOG reserves the right to revise any of the time periods listed below and will post all changes by published Addendum on the ESBD at https://www.txsmartbuy.gov/esbd.

Event Date

Solicitation Posting Date December 19, 2025

Deadline for Respondent Submission of Solicitation

Questions

January 8, 2026

The OOG’s Response to Questions Posted on the ESBD January 12, 2026

Deadline for Respondent HSP Courtesy Review Request January 14, 2026

OOG Provides HSP Courtesy Review January 20, 2026

Deadline for Respondent Submission of Response January 26, 2026

Anticipated Start Date February 2, 2026

8. EVALUATION SCORING CRITERIA

Weighted Evaluation Scoring Criteria. The OOG will evaluate Responses using the following weighted scoring criteria, subject to overall best value considerations as authorized by law. The evaluation process and criteria are further described in-depth in

Part C of the Solicitation.

Criteria Weight

Company Information and Financial Responsibility 5%

Experience, Qualifications, and References 15%

Response Content and Responsiveness 15%

Proposed Solution 30%

Compensation Sought 35%

Total 100%

Detailed Evaluation Criteria. The OOG will use the following standards:

8.2.1. Company Information and Financial Responsibility. The OOG will review company information and Financial Responsibility, as provided in Tab 3 of the https://www.txsmartbuy.gov/esbd

Response, including a review of the Respondent’s demonstrated financial capacity to provide the Deliverables described in Part A of this Solicitation.

8.2.2. Experience, Qualifications and References. The OOG will review the qualifications, experience and resources of each Respondent, and each

Respondent’s past experience in servicing accounts of similar type and scope as required by the OOG, as provided in Tabs 4, 5, and 6 of the Response. This evaluation may include, but is not limited to, demonstrated success in providing similar Deliverables, provided work samples, proposed account personnel, past performance, and each Respondent’s resources and capability to provide the

Deliverables.

8.2.3. Response Content and Responsiveness. The OOG will review the quality and responsiveness to the specifications set forth in the Solicitation. The OOG will examine the comprehensiveness of the Response, including, but not limited to, the extent to which the Response addresses the specifications in the Solicitation, the incorporation of non-negotiable elements, and the feasibility of the Respondent’s response. The OOG will select a Contractor that demonstrates knowledge and experience and compatibility with the goals and objectives of the OOG.

8.2.4. Proposed Solution. The OOG will review the Respondent’s Proposed Solution. This evaluation may include, but is not limited to, the quality of the Proposed Solution, as provided in Tab 7, incorporation of non-negotiable elements, the effectiveness of the

Proposed Solution, in meeting the Service Requirements specified in Part A of this

Solicitation and the financial and time feasibility of the Proposed Solution.

8.2.5. Compensation. The OOG will review the Cost Proposal from the Respondent. This evaluation will include consideration of all work and costs to be included in the amount sought. The OOG will more favorably consider those Responses that offer best value to the State of Texas for the compensation sought.

9. HUB SUBCONTRACTING

In addition to the information pertaining to HUBs in Part C of this Solicitation, the OOG has identified potential subcontracting opportunities under this Solicitation:

CLASS 946: FINANCIAL SERVICES

946-48 Financial Advisor