ESBD_504575_1776692472116_HHS0016852 Exhibit H, (SOW).pdf

RFQ No. HHS0016852 Exhibit H, Scope of Work (SOW)

Exhibit H - Scope of Work (SOW) RFQ No. HHS0016852 Page 1 of 19

RFQ No. HHS0016852

Professional Multi Audit Services

Exhibit H, Scope of Work (SOW)

Exhibit H - Scope of Work (SOW) RFQ No. HHS0016852 Page 2 of 19

Table of Contents

Article I. Introduction

1.1 Introduction

Article II. Scope of Work

2.1 Description of Services

2.1.1 Audit Services and Objectives

2.1.2 Contractor Requirements

2.1.3 Required Qualifications and Experience

2.1.4 Required Auditing Experience – FSR Audits

2.1.5 Contractor Key Personnel

2.1.6 Replacement and Removal of Contractor’s Key Personnel

2.1.7 Agency Responsibilities

2.1.8 Performance Measures and Remedies

2.1.9 Work Order Process

Exhibit H - Scope of Work (SOW) RFQ No. HHS0016852 Page 3 of 19

ARTICLE I. INTRODUCTION

1.1 INTRODUCTION

This Scope of Work defines the Services to be provided by Contractors awarded a Master Contract as a result of this RFQ.

ARTICLE II. SCOPE OF WORK

2.1 DESCRIPTION OF SERVICES

Contractor will work primarily with HHSC’s Division of Medical and Social Services. Audits may involve onsite visits (field work), desk work, and meetings with HHSC staff in Austin, Texas. Different types of Audits will be performed based on program requirements and risks.

These Audits will be identified on a Work Order basis with each Work Order Request including a scope of work, individual requirements including Deliverables, schedule of Services to be performed, estimated value of Services to be performed and best value selection criteria.

Exhibit H - Scope of Work (SOW) RFQ No. HHS0016852 Page 4 of 19

2.1.1 Audit Services and Objectives

Contractors must have knowledge and experience of auditing best practices and the ability to provide HHSC with the following types of Audits which include, but are not limited to:

2.1.1.1 Managed Care Organization (MCO) Financial Statistical Reports (FSR) Audits (MCO FSR Audits)

MCO FSR Audits are Audits of the financial reporting submitted by Managed Care Organizations (MCOs) and Dental Maintenance Organizations (DMOs), who are contracted by the State to perform the duties of the Medicaid and CHIP Programs. The Medicaid contracts are paid on a capitated full-risk basis to MCO/DMO Vendors with the FSR functioning as the reporting tool for the additional revenue generated by the MCO/DMO Vendor, as well as reporting of all Medicaid related expenses. There are currently twenty (20) to twenty-two (22) MCOs/DMOs that will be audited per year, and the allotted time to complete these Audits is approximately eight (8) to nine (9) months. Other MCO FSR Audits may be more specific to a portion of the FSR or a specific reporting practice of the MCO/DMO Vendor.

MCO’s must comply with the requirement of submitting financial reports that are audited in accordance with generally accepted accounting principles and auditing standards on an annual basis as established under Title 42 Chapter IV Subchapter C Part 438 Sub part A § 438.3. More details on MCO FSR Audits can be located via Medicaid and CHIP Financial Statistical Reports | Texas Health and Human Services or https://www.hhs.texas.gov/services/health/medicaid-chip/managed-care-contract-management/medicaid-chip-financial-statistical-reports.

At a minimum, Contractor shall conduct MCO FSR Audits as follows:

a. Adhere to Agreed-Upon Procedures (AUP) attached to the Work Order Agreement;

b. Examine accounting records of the Contractor and the Contractor’s Subcontractor(s) to determine applicability and allowability of revenues and expenses reported on the FSR;

c. Examine the accuracy and reliability of Contractor practices in allocating revenues and expenses to the Medicaid/CHIP contracts;

d. Follow and apply any applicable State and federal laws as well as the regulations set forth in the Texas Medicaid contracts;

e. Follow each assigned step to evaluate the entirety of the FSRs included in the Work Order Agreement; and

f. Report to HHSC indicating whether the MCO FSR Audit has identified any missing or incomplete documentation and/or information related to a transaction.

https://www.ecfr.gov/current/title-42/section-438.3#p-438.3(m) https://www.hhs.texas.gov/services/health/medicaid-chip/managed-care-contract-management/medicaid-chip-financial-statistical-reports https://www.hhs.texas.gov/services/health/medicaid-chip/managed-care-contract-management/medicaid-chip-financial-statistical-reports https://www.hhs.texas.gov/services/health/medicaid-chip/managed-care-contract-management/medicaid-chip-financial-statistical-reports https://www.hhs.texas.gov/services/health/medicaid-chip/managed-care-contract-management/medicaid-chip-financial-statistical-reports

Exhibit H - Scope of Work (SOW) RFQ No. HHS0016852 Page 5 of 19

2.1.1.2 MCO Risk Assessments

MCO Risk Assessments consist of evaluating, determining risk, and reporting to HHSC the most significant operational and financial risks of a contract and the associated MCO Vendors, from both a qualitative and quantitative standpoint. The assessments identify the various risks of non-compliance with the contract and relevant regulations.

MCO Risk Assessments shall include, but are not limited to:

a. Conducting a desk review of external Audit Reports;

b. Conducting a desk review of Health Plan Management Reports; and

c. Creating Liquidated Damages Reports and corrective action plans.

2.1.1.3 MCO Performance Audits

The MCO Performance Audits address specific concerns by HHSC for a given MCO.

MCO Performance Audits shall include, but are not limited to:

a. Developing an understanding of the MCO’s internal processes with respect to a specified issue;

b. Assessing MCO for compliance and effectiveness; and

c. Making recommendations for improvements.

2.1.1.4 Financial Audits

Financial Audits will cover the Appropriateness of billed amounts for all Vendors related to the Work Order Request. Financial Audits may also look at specific issues identified with MCOs and DMOs of which routine Audits may not capture.

Financial Audits shall include, but are not limited to:

a. Attestation Engagement Examinations to issue an examination, a review, or agreed-upon procedure report;

b. Issuance of a definitive auditor opinion, which is the conclusion in an Audit Report that states whether the financial statements are presented fairly, in all material respects, and in conformity with the applicable accounting standards; and

c. Audits of financial statements, accounting policies, and internal controls over financial reporting.

2.1.1.4.1 Financial Reimbursement Audits

Financial Reimbursement Audits center on the proper reimbursement of reported incurred costs and will likely require extrapolation, (i.e. by estimating total potential future overpayments or

Exhibit H - Scope of Work (SOW) RFQ No. HHS0016852 Page 6 of 19 other financial misstatements). A single Financial Reimbursement Audit could involve the review of thousands, millions, or possibly billions of dollars in a year. They may center on identification and evaluation of accounting, finance, and billing practices.

Financial Reimbursement Audits shall include, but are not limited to:

a. Retrospective cost settlement audits;

b. Recovery Audits; and

c. Pre-payment Audit and post payment Audits.

2.1.1.5 Other Performance Audits

Other Performance Audits will cover other Vendors besides MCOs, or DMOs.

Other Performance Audits may include, but are not limited to:

a. Conducting non-financial verifications of reported performance metrics;

b. Conducting a review of compliance with contract requirements; and

c. Conducting risk assessments.

2.1.1.6 Special Purpose Audits

Special Purpose Audits include encounter audits, affiliate transaction audits, or other specialty Audits that may be applicable to any Vendor.

Special Purpose Audits shall consist of, but are not limited to:

a. Auditing specific financial information to assess the compliance of contractual agreements;

and

b. Auditing to ensure compliance with regulations for grants or funding.

2.1.1.7 Combined Performance/Financial Audits

Combined Performance/Financial Audits determine the Appropriateness of billed amounts, which is driven by certain performance metrics that may enhance the effectiveness of the processes.

Combined Performance/Financial Audits shall include, but are not limited to:

a. Auditing the organization’s policies and procedures to determine whether the effectiveness of the process is efficient or needs improvement; and

b. Auditing the organization's process for ensuring compliance with current laws and regulations.

Exhibit H - Scope of Work (SOW) RFQ No. HHS0016852 Page 7 of 19

2.1.1.8 Audit Management

The Audit Management firms shall oversee and manage other auditors on other HHSC contracts and will Audit Services performed as described in this SOW. The auditor will report directly to HHSC and provide recommendations, including opportunities to improve efficiency and effectiveness. HHSC will determine if any improvements must be implemented.

Audit Management Audits shall include, but are not limited to:

a. Examining, analyzing, and interpreting accounting records to prepare financial statements, give advice, or audit and evaluate statements prepared by others; and

b. Summarizing audits and offering information that could increase efficiency and potentially lead to effective process improvement.

2.1.1.9 Other Audits

Other Audits will consist of additional Audits or Services applicable to any type of contractor that would assist HHSC in performing its statutory duties and may include the continuation of current HHSC Audit projects.

Other Audits shall require, but are not limited to:

a. Audits of systems or procedures to evaluate their efficiency, effectiveness, and alignment with company goals; and

b. System and Organization Controls (SOC) Audits, which include reports that must be prepared in compliance with the American Institute of Certified Public Accountants Statement of Standards for Attestation Engagements (SSAE 18).

2.1.2 Contractor Requirements

Contractor must possess knowledge, expertise, skills, and abilities to complete the Services as described in the Contract. The Services included in this SOW are applicable to all Work Orders under the Master Contract.

a. Contractor must follow the Work Order process described herein;

b. Contractor must work within the budget outlined in each Work Order Agreement;

c. Contractor must create and outline Audit timelines and schedules in each Work Order Agreement;

d. Contractor must meet interim and final deadlines;

e. Contractor must conduct fieldwork and may be required to appear for meetings, presentations and conferences associated with the Audit as outlined in each Work Order Agreement;

Exhibit H - Scope of Work (SOW) RFQ No. HHS0016852 Page 8 of 19

f. Contractors are not expected to be housed in Austin, Texas. In the event a Contractor needs to report for in-person meetings or specific work, it will be included in the Work Order Request. Refer to Exhibit N, Work Order Request and Response Form Template;

g. If requested, Contractor must be able to conduct business at one of HHSC’s primary business office locations during Business Hours or virtually, as agreed upon by the Contractor and HHSC. HHSC’s primary business office locations are as follows:

Health and Human Services Commission (HHSC)

701 West 51st Street, Mail Code W-359

Austin, TX 78751

Or

North Austin Campus

4601 W. Guadalupe Street

Austin, TX 78751

h. Contractor must communicate proactively with the assigned Contract Manager for the Work Order Agreement as established during the Work Order Process and provide feedback to eliminate unexpected or unplanned changes and misinterpretations;

i. Contractor must maintain active cellular and or telephone – landline service to be answered during Business Hours;

j. Contractor must designate a minimum of two (2) Contractor personnel to act as the point of contact for each Work Order Response. The point of contact shall communicate issues which require immediate attention or any other issues that may occur. Responses or callbacks must be made to HHSC’s designated point of contact within 24 hours. HHSC’s point of contact will be designated on the Work Order Agreement;

k. Contractor must manage Subcontractors, including the use of HUB Subcontractors as needed, to fulfill the Audit goals included in the Work Order Request;

l. Contractor must provide preliminary reports, progress reports and final reports specified in each Work Order Agreement. Reports will include measurable objectives at an agreed-upon frequency as determined by HHSC at the time of the award of the Work Order Agreement;

m. Contractor must provide any additional reports, as required by HHSC at the time of the award of the Work Order Agreement, depending on the nature of the Audit; and

Exhibit H - Scope of Work (SOW) RFQ No. HHS0016852 Page 9 of 19

n. Contractor must provide knowledgeable and experienced key personnel as set forth in Section 2.1.5 (Contractor Key Personnel) of this SOW.

2.1.3 Required Qualifications and Experience

Contractor must have sufficient skills, expertise and qualifications to perform the required Services as described in this SOW which include, but are not limited to, the following:

a. Contractor must be independent of HHSC, any HHSC staff, and the audited organizations for which it submits a Work Order Response;

b. Contractor must have a minimum of three (3) years of experience conducting public sector internal Audits;

c. Contractor must have a minimum of three (3) years of experience conducting Audits in accordance with the Institute of Internal Auditor’s International Standards for the Professional Practice of Internal Auditing, and the Government Accountability Office’s Generally Accepted Government Auditing Standards (GAGAS);

d. Contractor must have a minimum of three (3) years of experience conducting call center Audits to include auditing call center programs, functions, and operations, and must be knowledgeable of industry standards for call center operations and pricing structures;

e. Contractors must have a minimum of three (3) years of experience auditing multi-million-dollar government contracts;

f. Contractor must have a minimum of three (3) years of organizational knowledge relating to public sector internal auditing;

g. Contractor must have a minimum of three (3) years of experience with MCO’s and DMOs, claims administrator and vendor drug program contracts;

h. Contractors must possess verifiable experience in auditing services;

i. Contractor must be able to perform extrapolations of Audit results for statistically adequate sample sizes;

j. Contractor must have knowledge of Medicaid and CHIP legal requirements including federal privacy laws, auditing related parties, affiliate or external entity transactions; and

k. Contractor’s staff must possess an associate, bachelors, or masters degree(s) in Finance, Accounting, and/or, health care related fields.

Exhibit H - Scope of Work (SOW) RFQ No. HHS0016852 Page 10 of 19

2.1.4 Required Auditing Experience – FSR Audits

Contractors must have specific auditing experience relevant to the Services described in Sections

2.1.5.1 (Certified Internal Auditor) through Section 2.1.5.5 (Certified Public Accountant), including:

a. Conducting attestation engagements (agreed-upon procedures or examinations);

b. Examining the Appropriateness of affiliate transactions;

c. Auditing billing invoices; and

d. Working with Federal Acquisition Regulations (FAR).

2.1.5 Contractor Key Personnel

a. Contractor must provide qualified personnel for the roles listed below throughout the Contract Term referenced in Section 2.2.2 (Contract Term) of the RFQ; and

b. Contractor must provide qualified personnel as indicated in the Work Order Request Authorization Form.

2.1.5.1 Certified Internal Auditor (CIA)

Contractor must employ one (1) staff member that serves as a CIA that meets the following requirements at a minimum:

a. Must have a minimum of one (1) year of experience in providing CIA services;

b. Must possess and maintain active licensure as a CIA through the Institute of Internal Auditors (IIA); and

c. Must have in-depth knowledge of CIA methodologies and Audit requirements.

2.1.5.2 Certified Information Systems Auditor (CISA)

Contractor must employ one (1) staff member that serves as a CISA that meets the following requirements at a minimum:

a. Must have a minimum of one (1) year of experience in providing CISA services; and

b. Must possess and maintain active licensure as a CISA through Information Systems Audit and Control Association (ISACA).

https://www.theiia.org/en/learning/conferences/?utm_source=google&utm_medium=cpc&utm_campaign=22090055021&utm_content=178718608971&utm_term=&gad_source=1&gad_campaignid=22090055021&gbraid=0AAAAADsnbmxM869C4jf_Y1HXSlQrpWe7R&gclid=EAIaIQobChMIj46g8Om4kQMVpy3UAR3d8zoMEAAYASAAEgIWHvD_BwE https://www.theiia.org/en/learning/conferences/?utm_source=google&utm_medium=cpc&utm_campaign=22090055021&utm_content=178718608971&utm_term=&gad_source=1&gad_campaignid=22090055021&gbraid=0AAAAADsnbmxM869C4jf_Y1HXSlQrpWe7R&gclid=EAIaIQobChMIj46g8Om4kQMVpy3UAR3d8zoMEAAYASAAEgIWHvD_BwE

Exhibit H - Scope of Work (SOW) RFQ No. HHS0016852 Page 11 of 19

2.1.5.3 Certified Fraud Examiner (CFE)

Contractor must employ one (1) staff member that serves as a CFE that meets the following requirements at a minimum:

a. Must have a minimum of one (1) year of experience in providing CFE services;

b. Must possess and maintain active licensure as a CFE through the Association of Certified Fraud Examiners (ACFE);

c. Must monitor healthcare provider reimbursements/payments to detect fraud, waste, and compliance issues;

d. Must have advanced knowledge of auditing, accounting, legislative and regulatory reporting, and compliance standards;

e. Must have experience in regulatory compliance to effectively navigate State and federal laws relevant to the public sector or government sponsored health insurance; and

f. Must have extensive experience in performing examinations, Audits, desk reviews, and developing reconciliation documents.

2.1.5.4 Certified Fraud Examiners (CFE)

Contractor must employ one (1) staff member that serves as a CFE that meets the following requirements at a minimum:

a. Must have a minimum of one (1) year of experience in providing CFE services; and

b. Must possess and maintain active licensure as a CFE through Association of Certified Fraud Examiners (ACFE).

2.1.5.5 Certified Public Accountant (CPA)

Contractor must employ one (1) staff member that serves as a senior CPA that meets the following requirements at a minimum:

a. Must have a minimum of one (1) year of experience in providing public accounting and Audit services to state Medicaid agencies related to healthcare reimbursements;

b. Must possess and maintain active licensure as a CPA through the Texas State Board of Public Accountancy (TSBPA);

c. Must have in-depth knowledge of State and federal Medicare/Medicaid regulations, payment methodologies, and Audit requirements;

Exhibit H - Scope of Work (SOW) RFQ No. HHS0016852 Page 12 of 19

d. Must possess strong analytical skills to interpret complex financial data;

e. Must have experience in regulatory compliance to effectively navigate State and federal laws relevant to the public sector or government sponsored health insurance;

f. Must deliver, coordinate, and direct resources to meet the requirements of the Contract and to address all concerns and issues raised by HHSC; and

g. Must have knowledge of Medicaid and CHIP legal requirements including federal privacy laws, auditing related parties, affiliate or external entity transactions.

2.1.6 Replacement and Removal of Contractor’s Key Personnel

Contractor must not replace or remove any staff member until the Work Order Agreement has been completed. In the event a staff member separates from employment, or the Contractor determines that a change in staff member(s) is required, or HHSC requests the replacement or removal of a staff member, the Contractor will ensure the following:

a. Contractor must provide five (5) days advanced written notice, via email, to HHSC prior to removal of any staff member;

b. Contractor must obtain prior approval from HHSC before removing any key personnel until the Services as required by the Contract are completed;

c. Contractor must obtain prior approval from HHSC before the reassignment of any key personnel; and

d. Contractor must provide HHSC with the resumes of qualified individual(s) that Contractor proposes to replace or substitute key personnel during the Contract Term. The resumes for the proposed key personnel replacement must be provided to HHSC:

1. Within ten (10) Business Days prior to the proposed start date of any additional (e.g., individual filling a new position) or replacement (e.g., individual replacing a removed individual) key personnel; or

2. Within ten (10) Business Days of notification of resignation or illness, if less than ten (10) Business Days are given by key personnel, immediately upon key personnel’s notice of resignation or illness, provide the substitute key personnel’s resume

Replacement and substitute key personnel must have a level of qualification and experience equal or superior to the original key personnel being replaced.

2.1.7 Agency Responsibilities

HHSC shall be responsible for the following:

Exhibit H - Scope of Work (SOW) RFQ No. HHS0016852 Page 13 of 19

a. HHSC, at its sole discretion, will review and approve qualifications and credentials of any proposed replacement key personnel as outlined in Section 2.1.6 (Replacement and Removal of Contractor’s Key Personnel) of this SOW.

b. HHSC reserves the right to alter the designation of any Contractor personnel as key personnel.

HHSC, at its discretion, may request that the Contractor remove key personnel providing Services under the Contract, if HHSC believes that such an individual is not providing the Services as described within the Contract and the Contractor, after notice, has been unable to resolve performance issues relative to the individual;

c. HHSC shall obtain delegation from the State Auditor’s Office (SAO) if applicable. HHSC will coordinate with SAO to obtain a delegation of authority to procure Audit services prior to soliciting the Contractor Pool prior to initiating a Work Order Request;

d. HHSC shall provide access to remote or physical documentation, and/or personnel, as outlined in the Work Order Request. Contractors will use these documents for comparison to professional auditing standards for the purpose of determining compliance;

e. HHSC shall provide at least one point of contact to the Contractor;

f. HHSC shall monitor the Contractor’s performance, Work Order Agreements, Deliverables, and compliance with the Contract; and

2.1.8 Performance Measures and Remedies

HHSC will monitor the performance of the Work Order Agreements issued pursuant to this Contract. All Services and Deliverables under the Work Order Agreement shall be provided at an acceptable quality level and in a manner consistent with acceptable industry standards, customs, and practices. Deliverables shall be invoiced by the Contractor upon completion and paid for by

HHSC.

In the event Contractor fails to timely meet the performance measures enumerated below, it will be difficult if not impossible for HHSC to determine the actual damage to HHSC. As such, a reasonable estimate of HHSC’s projected financial loss and damage from Contractor’s failure to timely meet performance measures may be assessed against the Contractor as liquidated damages.

HHSC reserves the right to waive liquidated damages at any time. The performance measures and liquidated damages are indicated in the table below.

Texas Government Code Section 2261.101 requires that all Contracts contain a remedies schedule, a graduated sanction schedule, or both. In accordance with that statutory requirement, remedies will be implemented for any incidents described in the Work Order Request, if applicable. HHSC, in its sole discretion, will include in each Work Order Request a schedule of liquidated damages, or other remedies, alone or in an appropriate combination.

https://statutes.capitol.texas.gov/?tab=1&code=GV&chapter=GV.2261&artSec=2261.101

Exhibit H - Scope of Work (SOW) RFQ No. HHS0016852 Page 14 of 19

Key Performance Measure

Performance Measure Frequency Liquidated Damages

MCO FSR Audit Contractor must complete the requested Services and reports within the negotiated date contained in the WO Agreement.

Per Occurrence

In accordance with the terms of the Work Order Request and Response Form.

MCO Risk Assessments

Contractor must complete the requested Services by the WO Agreement end date for each Audit.

Per Occurrence

In accordance with the terms of the Work Order Request and Response Form.

MCO

Performance Audits

Contractor must complete the requested Services by the WO Agreement end date for each Audit.

Per Occurrence

In accordance with the terms of the Work Order

Financial Audits Contractor must complete the requested Services by the WO Agreement end date for each Audit.

Per Occurrence

In accordance with the terms of the Work Order

Combined Performance/Fina ncial Audits

Contractor must complete the requested Services by the WO Agreement end date for each Audit.

Per Occurrence

In accordance with the terms of the Work Order

Exhibit H - Scope of Work (SOW) RFQ No. HHS0016852 Page 15 of 19

Key Performance Measure

Performance Measure Frequency Liquidated Damages

Special Purpose Audits

Contractor must complete the requested Services by the WO Agreement end date for each Audit.

Per Occurrence

In accordance with the terms of the Work Order

Response form.

Audit Management

Contractor must complete the requested Services by the WO Agreement end date for each Audit.

Per Occurrence

In accordance with the terms of the Work Order

Other Audits Contractor must complete the requested Services by the WO Agreement end date for each Audit.

Per Occurrence

In accordance with the terms of the Work Order

Exhibit H - Scope of Work (SOW) RFQ No. HHS0016852 Page 16 of 19

2.1.9 Work Order Process

During the Contract Term, HHSC may request Contractor to perform certain tasks expressly authorized under a Work Order Request, a sample of which is attached as Exhibit N, Work Order Request and Response Form Template.

Contractors will be given the opportunity to submit a Work Order Response for any Work Order Request. Additional minimum or preferred selection criteria may be identified when the Work Order Request is issued. These may include, but not be limited to, additional years of experience or subject matter expertise required for certain Audits.

All Work Orders Requests will be in writing and shall include a scope of work, a list of tasks to be performed by Contractor, a schedule, a list of Deliverables if any, and such other information or special conditions as may be necessary for the Work requested.

Contractor must provide information specified in the Work Order Request, including detailed cost information for each Deliverable or task. HHSC will evaluate the Contractor’s Work Order Response and if selected, HHSC will enter into a bilateral Work Order Agreement with Contractor. Submission of the Work Order Response does not guarantee funding or assignment to Contractor unless and until a bilateral Work Order Agreement is signed by both HHSC and Contractor.

Contractor must have completed the requested Services and provide the Deliverables prior to invoicing. Contractor must email the HHSC Contract Manager or designee requesting approval to invoice for specific Deliverables or tasks associated with any Work Order Agreement. HHSC will reimburse Contractor for successfully performing each individual Deliverable or task not to exceed the total amount authorized on the associated Work Order Agreement. The actual costs reimbursed for all Work Order Agreements issued under any Master Contract resulting from this RFQ must not exceed the total amount stated in the Master Contract. HHSC will not reimburse Contractor for any amount in excess of an approved Work Order Agreement.

2.1.9.1 Issuing Work Order Requests

The procedure for the Work Order process that will be issued to the pool of awarded Contractors for each project is as follows:

a. Upon identifying a specific Audit assignment, HHSC will issue a Work Order Request to the Contractors that includes, but is not limited to, a project description, services required, proposed schedule, and method of compensation selected by HHSC. Refer to Exhibit N, Work Order Request and Response Form Template.

b. All contract clauses contained in the Master Contract shall be incorporated into all resulting Work Order Agreements. In the event of any conflicts between the language of the Master Contract and any resulting Work Order Agreement, language in the Master Contract will prevail; and

Exhibit H - Scope of Work (SOW) RFQ No. HHS0016852 Page 17 of 19

c. Contractors are not required to submit a response pursuant to a Work Order Request. Those eligible Contractors that decide not to submit a Work Order Response shall advise the Contract Manager, in writing, of their intention not to submit a Work Order Response on or before the closing date and time established in the Work Order Request. An election not to respond to a Work Order Request will not negatively affect or prohibit a Contractor from competing on future requests. However, continuous non-responses may affect the Contractor’s eligibility for renewals and/or extensions of the Master Contract.

2.1.9.2 Competitive Process

a. Contractors will receive e-mail notification from HHSC advising them of the availability of each Work Order Request;

b. Contractors will be provided with adequate time to prepare and submit responses based on the complexity of a proposed Work Order Request, and HSP modifications, if applicable. A Work Order Response received after the specified due date and time will not be accepted;

c. HHSC will screen the Work Order Response for required forms and signatures. An unsigned Work Order Response or a Work Order Response that does not include all completed required forms is subject to rejection without further evaluation; and

d. Each Work Order Request will include Work Order Response evaluation criteria. A Work Order Response shall demonstrate the Contractor’s capability for each criterion to be evaluated.

2.1.9.3 Work Order Response

After receiving a Work Order Request, Contractors may submit questions in writing to HHSC regarding the Work Order Request. Questions must be received by the due date specified in the Work Order Request. HHSC will provide answers to all Contractors receiving the Work Order Request. Contractors submitting a Work Order Response must submit for HHSC’s review in accordance with the Work Order Request instructions.

2.1.9.4 Work Order Response Evaluation and Award

HHSC will evaluate Work Order Responses that are received on time and meet the screening requirements as set out in Section 2.1.9.2(c) (Competitive Process) of this SOW. Each Work Order Request will include best value selection criteria and will identify the basis for selecting a Contractor for award of a Work Order Agreement.

Upon completion of evaluations, the Contract Manager will notify the Contractor(s) of the selection decision in writing. HHSC shall notify the awarded Contractor if the Work Order Response is accepted as originally submitted or if the Contractor must prepare to participate in a contract negotiation meeting(s) to further discuss the terms of the Work Order Agreement. The

Exhibit H - Scope of Work (SOW) RFQ No. HHS0016852 Page 18 of 19 approved Contractor will be asked to present an engagement letter to the Contract Manager summarizing the work to be performed, duration, and the agreed cost of the engagement. HHSC reserves the right to cancel, make partial award, multiple awards, or decline to award a Work Order Agreement under a Work Order Request at any time at its sole discretion.

All Work Order Agreements will be in writing and will include a Purchase Order, Work Order Scope of Work, a list of tasks to be performed by Contractor, a schedule, a not-to-exceed amount payable and any other information or special conditions as may be necessary for the Work requested. Each Work Order Agreement shall be incorporated as an Amendment to the Master Contract. All Work Order Agreements will be signed by all Parties and a list of Deliverables will be incorporated as part of the Work Order Request.

2.1.9.5 Project Implementation

Contractor shall not begin Work until a fully executed Work Order Agreement from HHSC is received. Upon award of a Work Order Agreement, the awarded Contractor will provide all of the Services that are applicable in the Work Order Agreement executed between HHSC and the Contractor.

2.1.9.6 Change Management Process

In the event of changes to a Work Order duration or budget, a request for review and approval must be submitted to HHSC’s assigned Contract Manager outlined in the Work Order Agreement.. All changes must be in writing and signed by all Parties, using a bilateral Amendment to the Work Order Agreement.

2.1.9.7 Travel Expenses

Section 2.1.2(f) (Contractor Requirements) of this SOW outlines travel expectations applicable to the Master Contract. Contractors should anticipate that services may require travel within the State of Texas, depending on project scope and operational needs.

Travel requirements may include, but are not limited to:

a. On-site visits for evaluations, monitoring, or technical assistance;

b. Attendance at required meetings, training, or stakeholder engagements; and

c. Travel necessary to fulfill Deliverables outlined in the Work Order Request.

All travel must be pre-approved by HHSC, when applicable, and conducted in accordance with HHSC travel policies and state guidelines. Refer to https://fmx.cpa.texas.gov/fmx/travel/textravel/rates/index.php for further information.

https://fmx.cpa.texas.gov/fmx/travel/textravel/rates/index.php

Exhibit H - Scope of Work (SOW) RFQ No. HHS0016852 Page 19 of 19

2.1.9.8 Prompt Payment Act

All payments to a Contractor by HHSC, any payments by a Contractor to any Subcontractor, and any payments by a Subcontractor to any other person or entity that provides goods or services under the Work Order Agreement shall be made in compliance with Chapter 2251 of the Texas Government Code and Title 34 of the Texas Administrative Code Part 1, Chapter 20, Subchapter F, Division 1, Section 20.487.

a. Payments related to Work Orders will be tied to specific Deliverables and the invoice for each Deliverable must be marked with its Audit Deliverable and include its Purchase Order number and expended by the deadlines specified in the Work Order;

b. No work can be done or billed until PCS issues the Purchase Order for the Audit;

c. Contractor must use the billing and reporting forms provided by HHSC; and

d. Contractor will prepare and submit a detailed monthly invoice identifying each Deliverable as referenced in the Work Order Request, expense detail, and copies of all receipts to HHSC no later than the last Business Day of the month following when the expenses were incurred.

The final invoice should be submitted no later than ten (10) Business Days following the date the Service was performed. HHSC will review Contractor’s final invoice to ensure fulfillment of the Project scope, all Work Order Deliverables, and costs outlined in the Work Order Agreement. Upon certification of costs and Work Order objectives, HHSC will initiate payment of the final invoice. HHSC will confirm final payment was rendered upon completion, and HHSC will consider the PO closed.

https://tcss.legis.texas.gov/resources/gv/pdf/gv.2251.pdf https://tcss.legis.texas.gov/resources/gv/pdf/gv.2251.pdf https://tcss.legis.texas.gov/resources/gv/pdf/gv.2251.pdf