ESBD_506442_1776178389461_580-26-RFQ-0016_ARBITRAGE COMPLIANCE SERVICES.pdf

REQUEST FOR QUALIFICATIONS NO. 580-26-RFQ-0016

FOR

ARBITRAGE COMPLIANCE SERVICES

CLASS-ITEM CODE(S): 946-30 CASH/SECURITIES AND BONDING SERVICES; 946-75

SECURITIES AND COMMODITIES MARKET SERVICES, INCLUDING DIRECT OR

INDIRECT PURCHASES, SALES AND TRANSITIONS OF EQUITIES, FIXED INCOME,

OPTIONS AND DERIVATIVES; 949-02 ARBITRAGE

RELEASE DATE: APRIL 14, 2026

DEADLINE FOR SUBMISSION: MAY 28, 2026, at 5:00 p.m.

Solicitation Point of Contact:

Victoria De Leon Contract Specialist victoria.deleon@twdb.texas.gov

You, the Respondent, are responsible for checking the Electronic State Business Daily (ESBD) website, http://www.txsmartbuy.com/sp, for any addenda to this Solicitation. Please search under Agency Code 580 (Texas Water Development Board). Respondent’s failure to periodically check the ESBD will in no way release that Respondent from addenda or additional information resulting in additional requirements of the Solicitation.

mailto:victoria.deleon@twdb.texas.gov http://www.txsmartbuy.com/sp

Updated 0326 580-26-RFQ-0016 Page 2 of 31

TABLE OF CONTENTS

SECTION I - OVERVIEW, DEFINITIONS AND AUTHORITY 3

SECTION II – SCOPE OF WORK 5

SECTION III – DELIVERABLES 8

SECTION IV – GENERAL INFORMATION 9

SECTION V – GENERAL TERMS AND CONDITIONS 13

580-26-RFQ-0016 Page 3 of 31

SECTION I –OVERVIEW, DEFINITIONS AND AUTHORITY

1.1 OVERVIEW

The Texas Water Development Board (TWDB) requests responses to this Request for Qualifications (RFQ) for the award of Arbitrage Compliance and related services to ensure compliance with Internal Revenue Code Section 148 and Treasury regulations promulgated thereunder (hereinafter referred to as “Section 148”).

The Project will include assisting with arbitrage compliance reporting and related services to ensure TWDB’s compliance with Internal Revenue Code, Section 148 and Treasury regulations promulgated thereunder (hereinafter referred to as “Section 148”).

TWDB will consider qualifications from business entities that demonstrate the ability to complete the Project within the guidelines of this Solicitation and any applicable federal, state, and local laws, rules, and regulations. Respondents must execute Content Item 1, Execution of Response to the Request for Qualifications, and complete other items listed under 4.1.B, Contents, to be considered. Additional information on TWDB and its programs can be found at http://www.twdb.texas.gov.

1.2 DEFINITIONS

“ADA” means the Americans with Disabilities Act.

“Addendum” means a written clarification or revision to the Request for Qualifications issued by the Texas Water Development Board. Respondents must acknowledge receipt of any addenda in the submission of the Solicitation Response.

“Affiliate” means any individual or entity that, directly or indirectly, controls, is controlled by, or is under common control with, Respondent. “Control” means the ability to directly or indirectly direct the management and policies of an entity, whether through the ownership of voting securities or membership interests, by contract, or otherwise.

“Contract/Contract Documents” means all documents that govern this Solicitation and any resulting contract(s), including without limitation the RFQ document, Respondents response, all contract exhibits, and any bonds and insurance as required..

“Contract Price” means the total compensation payable to Contractor for completion of the work in accordance with the terms of the contract.

“Contractor” means Respondent(s) awarded a contract under this Solicitation.

“ESBD” means the Electronic State Business Daily,.https://www.txsmartbuy.gov/esbd

“General Conditions” means those items and related costs that are specified in this document.

“HUB” means Historically Underutilized Business as defined by Texas Government Code Chapter 2161and 34 Texas Administrative Code § 20.282.

http://www.twdb.texas.gov/ https://www.txsmartbuy.gov/esbd

580-26-RFQ-0016 Page 4 of 31

“HUB Subcontracting Plan” or “HSP” means the form required by Texas Government Code §

2161.252 and 34 Texas Administrative Code § 20.285 for each contract with an expected value of $100,000 or more, in which Respondent must demonstrate a Good Faith Effort to subcontract with HUBs. The HSP must be included with the Solicitation Response.

“Key Staff” means experienced, professional and/or technical personnel who will have major responsibilities under the Contract and/or provide unusual or unique expertise essential for successful completion of the work performed.

“Notice to Proceed” or “NTP” means written notice provided by TWDB to begin the Project.

“OSHA” means the U.S. Occupational Safety and Health Administration.

“PIA” means the Public Information Act, Texas Government Code Chapter 552.

“Project” means the work solicited under this Solicitation.

“Respondent” means the entity responding to this Solicitation.

“RFQ” means Request for Qualifications.

“Solicitation” means this RFQ.

“Solicitation Response” means Respondent’s entire response to this Solicitation, including all documents requested.

“SOQ” means Statement of Qualifications.

“State” means the State of Texas and any state agency; the Texas Water Development Board or state agency identified in this Solicitation, its officers, employees, or authorized agents.

“TAC” means Texas Administrative Code.

“TWDB” means the Texas Water Development Board.

1.3 AUTHORITY

TWDB is posting this Solicitation pursuant to the State Purchasing and General Services Act, Texas Government Code Chapter 2155; Texas Water Code §§ 6.012 and 6.190

1.4 BACKGROUND

The mission of TWDB is to lead the state’s efforts in ensuring a secure water future for Texas.

Our mission is a vital part of Texas' overall vision and the state's mission and goals that relate to maintaining the viability of the state's natural resources, health, and economic development.

To accomplish our goals of planning for the state's water resources and providing affordable water and wastewater services, TWDB provides water planning, data collection and dissemination, financial assistance, and technical assistance services to the citizens of Texas.

The tremendous population growth that the state continues to experience, and the recurrent

580-26-RFQ-0016 Page 5 of 31 threat of severe drought only intensify the need for TWDB to accomplish its goals in an effective and efficient manner.

TWDB regularly issues tax exempt municipal bonds and uses the proceeds of those bonds to provide financial assistance to political subdivisions for water facilities. The tax-exempt nature of the bond issues carries certain requirements, such as prohibition on TWDB investing funds received from a bond sale at higher rates than allowed by federal regulations. TWDB relies on consultants to perform the required calculations in order to determine whether any funds are owed to the federal government.

As shown in Exhibit 1 on the next page, TWDB had 39 outstanding bond issues as of August 31, 2025, for which Internal Revenue Section 148 calculations are performed. (Note: Exhibit 1 includes taxable series that are not subject to this RFQ).

580-26-RFQ-0016 Page 6 of 31

Exhibit 1:

580-26-RFQ-0016 Page 7 of 31

SECTION II – SCOPE OF WORK

2.1 SCOPE OF SERVICES REQUESTED

The awarded Contractor(s) may be required to complete some or all of the duties and services necessary to assist with arbitrage compliance reporting and related services to ensure TWDB’s compliance with Internal Revenue Code, Section 148 and Treasury regulations promulgated thereunder.

2.2 REQUIREMENTS

Respondents to this RFQ are required to have the following abilities:

A. Create and maintain records necessary to determine arbitrage liability or excess investment yield, if any, on outstanding obligations to TWDB.

B. Perform all calculations, including a calculation of arbitrage yield, arbitrage liability, and yield restriction requirements not less than annually, and at each required calculation anniversary date, for each issue of outstanding debt listed in the exhibit in Section I. Introduction, 1.2. Background and subsequent issues as needed.

C. Provide TWDB a report of the calculations of arbitrage liability or yield reduction payments within 90 days after the end of each fiscal year and within 60 days of each required calculation date. At a minimum, the report of the calculations should include:

1) A description of the amount of rebate accrued during a specific period;

2) The accumulated amount accrued over the life of the issue;

3) The amount of rebate paid to date; and

4) The amount required to be paid at the end of the anniversary period.

D. Prepare transmittals and forms necessary to report and pay arbitrage liability or yield reduction payments, if any, on time to the IRS.

E. Prepare status reports at least quarterly highlighting upcoming calculation dates and communicate to TWDB any required information for which TWDB will be responsible.

F. Provide advice and assistance, including such calculation as may be necessary, to TWDB for any yield reduction payments to be made to the U.S. Department of the Treasury.

G. Review reports of investment and expenditure of bond proceeds, within the meaning of Section 148, as necessary to ensure compliance with Section 148.

H. Assist TWDB in preparing or causing to be prepared any schedules, reports, or records necessary to perform or support a calculation of arbitrage liability.

I. Provide advice and recommendation as TWDB may request concerning unique or extraordinary compliance issues that may arise from time to time.

J. Provide advice and assistance should TWDB receive an inquire or audit on an issue for which Contractor has provided such relevant calculation(s).

2.3 SUBCONTRACTORS

Subcontractors providing services must meet the same requirements and level of experience as required of Respondent. No subcontract should relieve the primary Respondent of responsibility for the service. If Respondent uses a subcontractor for any or all work required, the following conditions must apply under the listed circumstances:

(a) Respondents planning to subcontract all or a portion of the work must identify the proposed subcontractors on the HUB Subcontracting Plan.

580-26-RFQ-0016 Page 8 of 31

(b) Subcontracting must be at Respondent’s expense.

(c) TWDB retains the right to check a subcontractor’s background and decide to approve or reject the use of a submitted subcontractor. A subcontractor may not be compensated for any work prior to the approval date of the subcontract agreement between Contractor and Subcontractor(s) by TWDB.

(d) Respondent will be the only contact for TWDB and subcontractors. Respondent must list a designated point of contact for all TWDB and subcontractor inquiries.

2.4 CONTRACT TERM

The Service requested will start upon execution of the Contract and end on August 31, 2029, with potential extensions by amendment up to 3 times for one additional year increments.

2.5 COMPENSATION

The maximum total project cost will not exceed $363,000.00 amount. Failure to arrive at mutually agreeable terms of a contract with the most qualified Respondent will constitute a rejection of TWDB's offer and may result in negotiations with the next most qualified respondent.

TWDB reserves the right to reject any or all responses.

2.6 LIQUIDATED DAMAGES

If a selected Contractor breaches its obligation to provide deliverables in accordance with the schedule in Section 3.1, the selected Contractor agrees to pay TWDB $100.00 per day for each day of delay as liquidated damages. The parties agree that quantifying losses arising from a selected Contractor’s delay is inherently difficult, and stipulate that the sum agreed upon for liquidated damages is not a penalty, but rather a reasonable measure of damages based on the parties’ experience in the industry and the nature of the losses that may result from delay.

SECTION III – DELIVERABLES

3.1 CONTRACT DELIVERABLES

Deliverables under this RFQ will include, but are not limited to, items described in Section II Scope of Work and 2.2 Requirements. Staff will review deliverables, confirm completion, notify the Contractor of any delinquencies and request a plan to remedy. Reporting deliverables as outlined in that section include:

A. A report for each calculation performed by issuance, including supporting documentation, of arbitrage liability within 90 days after the end of each TWDB fiscal year. TWDB’s fiscal year end is August 31.

B. A report for each calculation performed by issuance, including supporting documentation, of arbitrage liability within 60 days after the issuance’s required calculation date.

C. Status reports on a quarterly basis highlighting upcoming calculation dates and detailed communication of any required information for which TWDB will be responsible.

NOTE: The electronic copy of a final report(s) or other deliverable(s) must comply with the requirements and standards specified in 1 Texas Administrative Code (TAC) Chapters 206 and 213 (related to Accessibility and Usability of State Web Sites). Web Content Accessibility Guidelines (WCAG) 2.1 Level AA Standard – WCAG 2.1 Quick Reference can be found at: https://www.w3.org/WAI/WCAG21/quickref/ Complying with this clause will require demonstrated proof of compliance utilizing TWDB's checklists. For the deliverable in .PDF format, use the checklist and verification https://www.w3.org/WAI/WCAG21/quickref/

580-26-RFQ-0016 Page 9 of 31 form found at https://www.twdb.texas.gov/about/contract_admin/doc/Accessibility- Checklist-and-Certification-with-Instructions.pdf to demonstrate compliance and submit the completed form with the deliverable. Acceptance of the final report(s) or other deliverable(s) is contingent upon compliance with this clause.

SECTION IV – GENERAL INFORMATION

4.1 RFQ REQUIREMENTS

A brief transmittal letter summarizing the key points of the Statement of Qualifications (SOQ). A letter signed by an authorized representative who is responsible for committing the firm’s resources must accompany the response. The SOQ including attachments, must not exceed 23 pages, excluding required appendices, as noted. The cover page will not count towards the page limit. Please clearly identify the content item at the beginning of each response and provide a separate section for that response or indicate why no response is given.

A. Submittals: Respondent must submit an original electronic copy of the SOQ as follows:

1) One (1) complete ORIGINAL SOQ in Portable Document Format (PDF) submitted through email to bid-room@twdb.texas.gov with a copy (CC) to Victoria DeLeon at victoria.deleon@twdb.texas.gov

2) SOQ pages should be numbered and contain an organized, paginated table of contents corresponding to the section and pages of the SOQ. File size is limited to

100 MB.

3) Proposals must be clearly marked RESPONSE TO RFQ 580-26-RFQ-0016 and delivered electronically to the address noted in the RFQ.

B. Contents: Respondent must submit all information listed below, in the order given, as the response to this RFQ. The response will only be considered if ALL items are submitted as required. Incomplete/late responses to this RFQ will not be considered.

1) Item 1: Signed/dated Execution of Response to the Request for Qualifications (one

(1) page maximum)

2) Item 2: Company Profile Summary and History (two (2) pages maximum)

Response should include the following:

a. Company name, address, phone number, and legal status (corporation, partnership, joint venture, sole proprietorship).

b. Name and title of person submitting the response with the authority to bind the company.

c. Name, phone number, and email address of contact person for any questions on the response.

d. Describe the general nature of previous work, the number of years in business, size and scope of operation.

3) Item 3: Resumes of Individuals - Submit resumes for each individual (three (3) pages maximum per individual) who will work on the project.

PLEASE NOTE: Resumes do NOT count towards total response page maximums.

4) Item 4: Historically Underutilized Businesses Subcontracting Plan (HUB-SUB)

PLEASE NOTE:

a. HUB-SUB Plans do NOT count towards total response page maximums.

https://www.twdb.texas.gov/about/contract_admin/doc/Accessibility-Checklist-and-Certification-with-Instructions.pdf https://www.twdb.texas.gov/about/contract_admin/doc/Accessibility-Checklist-and-Certification-with-Instructions.pdf mailto:bid-room@twdb.texas.gov

580-26-RFQ-0016 Page 10 of 31

b. HUB-SUB plan documents ARE REQUIRED even if not applicable to your submittal.

5) Item 5: Name(s) for each person with at least 25 Percent Ownership of the Business Entity submitting the response to the RFQ (one (1) page maximum)

6) Item 6: Arbitrage Compliance Capabilities and Experience – Include the following items for each project description (eight (8) pages maximum):

a. Please describe your firm’s arbitrage rebate reporting and consulting capabilities in detail. Include the name(s) and office location of the advisor(s) that would be assigned to TWDB’s account.

b. Identify and discuss two transactions that are most applicable and best demonstrate your ability to serve TWDB.

c. Describe the firm’s experience in assisting a client with an audit or other regulatory proceedings related to the services solicited in this RFQ.

7) Item 7: Organizational Chart (one (1) page maximum) – Include role, name, and organization for each individual listed.

8) Item 8: Approach to Monitoring and Compliance (nine (9) pages maximum

a. Describe the methodology for accomplishing the work, including how you ensure that all IRS requirements are addressed.

b. Provide a step-by-step plan for accomplishing the work.

c. Provide a sample report as a required appendix.

9) Item 9: Include a populated “Fee Schedule” form as found in this RFQ.

(one (1) page maximum)

10) Item 10: Receipt of all addenda to this solicitation, if applicable, must be acknowledged by returning a signed copy of each addendum with the submitted response. If there are not addenda, on the addendum tracking table, write “none,” sign, date and submit page with the response to confirm.

NOTE:

1) Failure to return the required items with the response will result in rejection of your Statement of Qualifications.

2) Failure to abide by page limitations will result in rejection of your Statement of Qualifications.

3) TWDB will not be responsible for locating or securing information that is not included in your Statement of Qualifications.

4.2 SCHEDULE OF EVENTS

The solicitation process for this RFQ will proceed according to the following schedule:

EVENT DATE (Central Daylight Time)

EVENT DATE/TIME

Solicitation Release Date April 14, 2026 Deadline for Submitting Questions April 21, 2026, at 5:00 p.m.

Anticipated Q&A Addendum Release Date April 30, 2026

580-26-RFQ-0016 Page 11 of 31

Deadline for submission of Solicitation Responses [NOTE:

Responses must be RECEIVED by TWDB by the deadline.]

May 28, 2026, at 5:00 p.m.

Anticipated Contract Start Date September 1, 2026 Contract End Date August 31, 2029

4.3 REVISIONS TO SCHEDULE

TWDB reserves the right to change the dates in the Schedule of Events above upon written notification to prospective Respondent(s) as an addendum posted on the Electronic State Business Daily.

4.4 RESPONSE SUBMITTAL

All submitted Solicitation Responses become the property of TWDB after the submittal deadline.

Solicitation Responses submitted constitute an offer for a period of ninety (90) days or until selection is made by TWDB, whichever occurs first.

4.5 RESPONSE PREPARATION COSTS

Respondents are responsible for all costs incurred in the preparation and delivery of the Solicitation Response to TWDB.

4.6. TRAVEL EXPENSES

Any travel requirements under this Contract may include travel throughout the State of Texas to perform the tasks therein. Any travel expenses will be reimbursed in accordance with the state travel and per diem allowances detailed at https://fmx.cpa.texas.gov/fmx/travel/.

4.7 MEETINGS

Any meetings and or/conference calls will be held on regular business days, Monday through Friday, during regular business hours (8 a.m. to 5 p.m.) or on other mutually agreed dates and times.

4.8 INQUIRIES

A. Contact All requests, questions, or other communications about this Solicitation must be made in writing to the TWDB Purchasing Department, addressed to the person listed below.

Name: Victoria DeLeon Email : bid-room@twdb.texas.gov with a copy (CC) to victoria.deleon@twdb.texas.gov Subject: Ensure the RFQ number is included in all correspondence.

B. Clarifications

TWDB will allow written requests for clarification of this Solicitation. Questions may be e-mailed to the contact listed above. Respondents’ names will be removed from questions when the written answers are released. Questions must be submitted in the following format. Submissions that deviate from this format may not be accepted:

1) Identifying Solicitation number https://fmx.cpa.texas.gov/fmx/travel mailto:bid-room@twdb.texas.gov

580-26-RFQ-0016 Page 12 of 31

2) Section number

3) Text of passage being questioned

4) Question

5) Provide company name, address, phone number, e-mail address, and name of contact person when submitting questions.

Note: The deadline for submitting questions is noted in Section 4.2 above.

C. Responses

All accepted questions will result in a written response posted to the ESBD at:

https://www.txsmartbuy.gov/esbd. Responses will be posted as an Addendum to the Solicitation. It is Respondent’s responsibility to check the ESBD for updated responses and submit a signed acknowledgement by the deadline

D. Prohibited Communications

On issuance of this Solicitation, except for the written inquiries described in Section 4.10 above, TWDB, its representative(s), or partners will not answer questions or otherwise discuss the contents of this Solicitation with any potential Respondent or their representative(s). Attempts to ask questions by phone, email, or in person will not be allowed or recognized as valid. Failure to observe this restriction may disqualify the Respondent. Respondents should rely only on written statements and information issued through or by TWDB’s purchasing staff. This restriction does not preclude discussions between affected parties for the purposes of conducting business unrelated to this Solicitation.

4.9 RESPONSE EVALUATION AND AWARD

A. TWDB will make an award on the basis of demonstrated competence and qualifications to perform the services for a fair and reasonable price and required by Texas Government Code § 2254.004.

B. TWDB will not enter into a contract with any individual who is required by Texas Government Code Chapter 305 to register as a lobbyist as stated in Texas Government Code § 556.005, Employment of Lobbyist.

C. A committee will be established by TWDB (including TWDB employees) to evaluate the Statement of Qualifications.

The evaluation committee will determine best value by applying the following criteria:

POINTS

AVAILABLE

CATEGORY

45 Firms Experience and Qualifications 25 Approach and Methodology 30 Qualifications of Personnel Assigned to TWDB

100 TOTAL POSSIBLE POINTS

D. The evaluation committee will determine if a Best and Final Offer (BAFO) is necessary. Award of a contract may be made without a BAFO. TWDB may, at its discretion, elect to have Respondents provide oral presentations and respond to https://www.txsmartbuy.gov/esbd

580-26-RFQ-0016 Page 13 of 31 inquiries from the evaluation committee related to their response. A request for a BAFO is at the sole discretion of TWDB and will be extended in writing.

E. A Respondent’s performance will be measured by a Grade of A-F in the Texas

Comptroller’s Vendor Performance Tracking System. The selected Contractor(s) will be evaluated on performance both during and at the conclusion of the Contract. Prior VPTS grades will be considered in the selection process for this contract and future contracts. Contractor performance information is located on the CPA website at: http://www.txsmartbuy.com/vpts.

4.10 CONTRACT AWARD

It is the intent of TWDB to award one contract under this Solicitation. An award notice will be sent to the selected Respondent(s). Any award is contingent upon the successful negotiation of final contract terms and upon approval of the TWDB Executive Administrator. Negotiations will be confidential and not subject to disclosure to competing Respondents unless and until an agreement is reached. If contract negotiations cannot be concluded successfully, TWDB may negotiate a contract with the next highest scoring Respondent or may withdraw this Solicitation.

SECTION V – GENERAL TERMS AND CONDITIONS

5.1 GENERAL TERMS AND CONDITIONS

Any contract awarded as a result of this RFQ will contain the general terms and conditions provided in this document. Subcontractors must also comply, if applicable. TWDB will consider exceptions to terms and conditions during the contract negotiation phase; see Section 4.12.

Contractor is required to make any information created or exchanged with the state pursuant to this contract and not otherwise excepted from disclosure under the Texas Public Information Act, available in a format that is accessible by the public at no additional charge to the state.

5.2 PATENTS OR COPYRIGHTS

The selected Contractor agrees to protect the State and TWDB from claims involving infringement of patents or copyrights. TWDB will not consider any RFQ that bears a copyright.

RFQs will be subject to the Texas Public Information Act, Texas Government Code Chapter 552, and may be disclosed to the public upon request. Subject to the Act, Respondents may protect trade and confidential information from public release. Trade secrets or other confidential information submitted as part of a SOQ must be clearly marked in boldface type and at least 14-point font.

5.3 CONTRACTOR ASSIGNMENTS

Respondent hereby assigns to TWDB any and all claims for overcharges associated with the Contract arising under the antitrust laws of the United States, 15 U.S.C.A. Section 1 et seq. , and the antitrust laws of the State of Texas, Tex. Bus. & Com. Code § 15.01 et seq.

5.4 HISTORICALLY UNDERUTILIZED BUSINESSES SUBCONTRACTING PLAN

It is the policy of TWDB to make a good faith effort to achieve the annual program goals by contracting directly with HUBs or indirectly through subcontracting opportunities in accordance with Texas Government Code Chapter 2161, Subchapter F, and HUB Rules promulgated by the Comptroller of Public Accounts (CPA), 34 TAC Chapter 20.

http://www.txsmartbuy.com/vpts https://www.govinfo.gov/content/pkg/USCODE-2018-title15/html/USCODE-2018-title15-chap1-sec1.htm https://statutes.capitol.texas.gov/Docs/BC/htm/BC.15.htm https://statutes.capitol.texas.gov/Docs/GV/htm/GV.2161.htm

580-26-RFQ-0016 Page 14 of 31

Any contract(s) awarded as a result of this RFQ must include reporting responsibilities related to Historically Underutilized Business (HUB) subcontracting. Awarded contractors may not change any subcontractor without submitting a revised HUB Subcontracting Plan (HSP) to TWDB. Any change to a subcontractor and revised HSP must be approved in writing by TWDB prior to implementation.

HUBs are strongly urged to respond to this RFQ. Under Texas law, state agencies are required to make a good faith effort to assist HUBs in receiving certain percentages of the total value of contract awards. Contractors who meet the qualifications are strongly encouraged to apply for certification as HUBs.

ALL RESPONDENTS TO THIS RFQ, INCLUDING THOSE THAT ARE HUB CERTIFIED OR

THOSE WHO DO NOT PLAN TO SUBCONTRACT, MUST COMPLETE A HUB

SUBCONTRACTING PLAN (HSP) IN ACCORDANCE WITH THE STATE’S POLICY ON

UTILIZATION OF HUBs. THE HSP MUST BE INCLUDED AS PART OF THE PROPOSAL TO

THIS RFQ. FAILURE TO COMPLETE THE HSP AS INSTRUCTED MAY RESULT IN

DISQUALIFICATION OF THE PROPOSAL FROM CONSIDERATION. Please review the HSP forms carefully and allow sufficient time to identify and contact HUBs and allow them to respond.

Note that contractors must demonstrate a good faith effort to contract with new HUBs if currently proposed HUBs have performed as subcontractors to Contractor for more than five (5) years. If a Contractor does not plan to subcontract, Contractor must state that fact in their plan. The completed plan will become part of the Contract awarded as a result of this Solicitation.

5.5 HUB RESOURCES AVAILABLE

A list of certified HUBs is available on the Texas Comptroller of Public Accounts (CPA) Web site at: https://mycpa.cpa.state.tx.us/tpasscmblsearch/tpasscmblsearch.do. For additional information, contact the CPA’s HUB program office at StatewideHUBProgram@cpa.texas.gov.

If contractors know of any businesses that may qualify for certification as a HUB, they should encourage those businesses to contact the CPA HUB program office.

5.6 REQUIRED AFFIRMATIONS AND CERTIFICATIONS

A. Antitrust. Respondent represents and warrants that, in accordance with Texas Government Code § 2155.005, neither Respondent nor the firm, corporation, partnership, or institution represented by Respondent, or anyone acting for such firm, corporation, partnership or institution, has (1) violated any provision of the Texas Free Enterprise and Antitrust Act of 1983, Texas Business and Commerce Code Chapter 15, or the federal antitrust laws; or (2) communicated directly or indirectly the contents of its proposal to any competitor or any other person engaged in the same line of business as Respondent.

B. Child Support Obligation. Under Texas Family Code § 231.006, Respondent certifies that the individual or business entity named in its proposal is not ineligible to receive the specified payment and acknowledges that any Contract resulting from this Solicitation may be terminated, and payment may be withheld if this certification is inaccurate. Any Respondent subject to Texas Family Code § 231.006 must include in the response the names and Social Security numbers of each person with at least 25 percent ownership of the business entity submitting the Response.

https://mycpa.cpa.state.tx.us/tpasscmblsearch/tpasscmblsearch.do mailto:StatewideHUBProgram@cpa.texas.gov

580-26-RFQ-0016 Page 15 of 31

C. COVID-19 Vaccine Passport Prohibition. Respondent certifies that it does not require its customers to provide any documentation certifying the customer’s COVID-19 vaccination or post-transmission recovery on entry to, to gain access to, or to receive service from the Respondent’s business. Respondent acknowledges that such a vaccine or recovery requirement would make Respondent ineligible for a state-funded contract.

D. Dealings with Public Servants. Pursuant to Texas Government Code § 2155.003, Respondent represents and warrants that it has not given, offered to give, nor intends to give at any time hereafter any economic opportunity, future employment, gift, loan, gratuity, special discount, trip, favor, or service to a public servant in connection with the goods or services being supplied.

E. Debts and Delinquencies. Respondent agrees that any payments due under the

Contract will be applied towards any debt or delinquency that is owed to the State of Texas, including but not limited to delinquent taxes, delinquent student loan payments and delinquent child support.

F. Energy Company Boycotts. Respondent represents and warrants that: (1) it does not, and will not for the duration of any Contract resulting from this Solicitation, boycott energy companies or (2) the verification required by Texas Government Code § 2276.002 does not apply to the Contract. If circumstances relevant to this provision change during the Contract, Respondent must promptly notify TWDB.

G. Entities that Boycott Israel. Pursuant to Texas Government Code § 2271.002, Respondent certifies that either (i) it meets one of the exemption criteria under § 2271.002; or (ii) it does not boycott Israel and will not boycott Israel during the term of any contract resulting from this Solicitation. Respondent must state any facts that make it exempt from the boycott certification in its Response.

H. E-Verify Program. Respondent certifies that for contracts for services, Respondent will utilize the U.S. Department of Homeland Security’s E-Verify system during the term of the Contract to determine the eligibility of: (1) all persons employed by Respondent to perform duties within Texas; and (2) all persons, including subcontractors, assigned by Respondent to perform work pursuant to the contract within the United States of America.

I. Excluded Parties. Respondent certifies that it is not listed on the federal government’s terrorism watch list as described in Executive Order 13224, “Blocking Property and Prohibiting Transactions with Persons Who Commit, Threaten to Commit, or Support Terrorism”, published by the United States Department of the Treasury, Office of Foreign Assets Control.

J. Executive Head of a State Agency. In accordance with Texas Government Code §

669.003, relating to contracting with the executive head of a state agency, Respondent certifies that it is not (1) the executive head of TWDB, (2) a person who at any time during the four years before the date of the contract was the executive head of TWDB, or

(3) a person who employs a current or former executive head of TWDB.

K. Financial Participation Prohibited. Pursuant to Texas Government Code §

2155.004(a), Respondent certifies that neither Respondent nor any person or entity

580-26-RFQ-0016 Page 16 of 31 represented by Respondent has received compensation from TWDB or any agency of the State of Texas for participation in the preparation of the specifications for this bid or proposal. Pursuant to Texas Government Code § 2155.004(b), Respondent certifies that the individual or business entity named in this bid or response is not ineligible to receive the specified contract and acknowledges that the Contract may be terminated, and payment withheld if this certification is inaccurate.

The following clause applies only to contracts for $100,000 or more with companies employing at least 10 full-time people and paid at least in part with public funds. It does not apply when such contracts are sole source or no-bid.

L. Firearm Entities and Trade Associations Discrimination. Respondent verifies that:

(1) it does not and will not for the duration of any contract resulting from this Solicitation, have a practice, policy, guidance, or directive that discriminates against a firearm entity or firearm trade association or (2) the verification required by Texas Government Code §

2274.002 does not apply to the Contract. If circumstances relevant to this provision change during the course of the Contract, Respondent must promptly notify TWDB.

M. Hardening of State Government. Respondent certifies that neither nor its holding companies or subsidiaries is: (1) listed in Section 889 of the 2019 National Defense

Authorization Act (NDAA); or (2) listed in Section 1260H of the 2021 NDAA; or (3) owned by the government of a country on the United States Department of Commerce’s foreign adversaries list under 15 C.F.R. § 791.4; or (4) controlled by any governing or regulatory body located in a country on the United States Department of Commerce’s foreign adversaries list under 15 C.F.R. § 791.4.

N. Human Trafficking Prohibition. Under Texas Government Code § 2155.0061, Respondent certifies that the individual or business entity named in this Response or Contract is not ineligible to receive the specified contract and acknowledges that this Contract may be terminated, and payment withheld if this certification is inaccurate.

O. Lobbying Prohibition. Respondent represents and warrants that TWDB’s payments to

Respondent and Respondent’s receipt of appropriated or other funds under any contract resulting from this Solicitation are not prohibited by Texas Government Code §§ 556.005 or 556.0055, related to the prohibition on payment of state funds to a lobbyist or for lobbying activities.

P. No Conflict of Interest. Respondent represents and warrants that the provision of goods and services or other performance under the Contract will not constitute an actual or potential conflict of interest or reasonably create an appearance of impropriety.

Q. Prior Disaster Relief Contract Violation. Texas Government Code §§ 2155.006 and

2261.053 prohibit state agencies from accepting a Response or awarding a contract that includes proposed financial participation by a person who, in the past five years, has been convicted of violating a federal law or assessed a penalty in connection with a contract involving relief for Hurricane Rita, Hurricane Katrina, or any other disaster occurring after September 24, 2005, as defined by Texas Government Code § 418.004.

Under Texas Government Code §§ 2155.006 and 2261.053, Contractor certifies that the individual or business entity named in this Response is not ineligible to receive the

580-26-RFQ-0016 Page 17 of 31 specified contract and acknowledges that any contract resulting from this Solicitation may be terminated, and payment withheld if this certification is inaccurate.

R. Restricted Employment for Certain State Personnel. Pursuant to Texas Government

Code § 572.069, Respondent certifies that it has not employed and will not employ a former state officer or employee who participated in a procurement or contract negotiations for Agency involving Respondent within two (2) years after the date that the Contract is signed or the procurement is terminated or withdrawn. This certification only applies to former state officers or employees whose state service or employment ceased on or after September 1, 2015.

S. Suspension and Debarment. Respondent certifies that it and its principals are not suspended or debarred from doing business with the state or federal government as listed on the State of Texas Debarred Vendor List maintained by the Texas Comptroller of Public Accounts and the System for Award Management (SAM) maintained by the General Services Administration.

T. Texas Bidder Affirmation. Respondent certifies that if a Texas address is shown as the address of Respondent on its Response, Respondent qualifies as a Texas Bidder as defined in Texas Government Code § 2155.444(c).

U. Buy Texas. Respondent agrees to comply with Texas Government Code § 2155.4441, requiring the purchase of products and materials produced in the State of Texas when performing service contracts.

5.7 INDEMNIFICATION

RESPONDENT AGREES TO DEFEND, INDEMNIFY AND HOLD HARMLESS THE STATE OF

TEXAS AND TWDB, AND/OR THEIR OFFICERS, AGENTS, EMPLOYEES,

REPRESENTATIVES, CONTRACTORS, ASSIGNEES, AND/OR DESIGNEES FROM ANY

AND ALL LIABILITY, ACTIONS, CLAIMS, DEMANDS, OR SUITS, AND ALL RELATED

COSTS, ATTORNEY FEES, AND EXPENSES ARISING OUT OF, OR RESULTING FROM

ANY ACTS OR OMISSIONS OF RESPONDENT OR ITS AGENTS, EMPLOYEES,

SUBCONTRACTORS, ORDER FULFILLERS, OR SUPPLIERS OF SUBCONTRACTORS IN

THE EXECUTION OR PERFORMANCE OF THE CONTRACT AND ANY PURCHASE

ORDERS ISSUED UNDER THE CONTRACT. THE DEFENSE MUST BE COORDINATED BY

RESPONDENT WITH THE OFFICE OF THE TEXAS ATTORNEY GENERAL WHEN TEXAS

STATE AGENCIES ARE NAMED DEFENDANTS IN ANY LAWSUIT, AND RESPONDENT MAY

NOT AGREE TO ANY SETTLEMENT WITHOUT FIRST OBTAINING CONCURRENCE FROM

THE OFFICE OF THE TEXAS ATTORNEY GENERAL. RESPONDENT AND TWDB AGREE

TO FURNISH TIMELY WRITTEN NOTICE TO EACH OTHER OF ANY SUCH CLAIM.

5.8 ADDITIONAL TERMS

Any terms and conditions attached to your Response will not be considered unless specifically referred to in the Response.

5.9 DISPUTE RESOLUTION

The dispute resolution process provided for in Texas Government Code Chapter 2260 must be used by TWDB and Respondent to attempt to resolve all disputes arising under any contract resulting from this Solicitation.

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5.10 EXCESS OBLIGATIONS PROHIBITED

Any contract resulting from this Solicitation is subject to termination or cancellation without penalty to TWDB, either in whole or in part, subject to the availability of state funds.

5.11 PUBLIC INFORMATION ACT

Information, documentation, and other material in connection with this Solicitation or any resulting contract may be subject to public disclosure pursuant to Texas Government Code Chapter 552 (the “Public Information Act”). In accordance with Texas Government Code § 2252.907, Respondent is required to make any information created or exchanged with the State pursuant to the Solicitation or Contract and not otherwise excepted from disclosure under the Public Information Act available in a format that is accessible to the public at no additional charge to the State.

5.12 GOVERNING LAW AND VENUE

Any contract resulting from this Solicitation will be governed by the laws of the State of Texas, without regard to the conflicts of law provisions. The venue of any suit arising under a contract resulting from this Solicitation is fixed in any court of competent jurisdiction of Travis County, Texas, unless the specific venue is otherwise identified in a statute that directly names or otherwise identifies its applicability to TWDB.

5.13 ETHICS

Under Texas Government Code Section 2155.003, an individual who interacts with public purchasers in any capacity is required to adhere to the guidelines Under Texas Government Code § 2155.003, an individual who interacts with public purchasers in any capacity is required to adhere to the Ethics Laws and Professional Standards in the State of Texas Procurement and Contract Management Guide, which outlines the ethical standards required of public purchasers, employees, and bidders who interact with public purchasers in the conduct of state business, and with any opinions of or rules adopted by the Texas Ethics Commission. Entities who are interested in seeking business opportunities with the state must be mindful of these restrictions when interacting with public purchasers of TWDB or purchasers of other state agencies.

Specifically, a TWDB employee may not have an interest in, or in any manner be connected with a contract or bid for a purchase of goods or services by an agency of the state; or in any manner, including by rebate or gift, accept or receive from a person to whom a contract may be awarded, directly or indirectly, anything of value or a promise, obligation, or contract for future reward or compensation.

5.14 FRAUD STATEMENT

Respondents understand that TWDB does not tolerate any type of fraud. TWDB’s policy is to promote consistent, legal, and ethical organizational behavior by assigning responsibilities and providing guidelines to enforce controls. Any violations of law, agency policies, or standards of ethical conduct will be investigated, and appropriate actions will be taken. Contractors are expected to report any possible fraudulent or dishonest acts, waste, or abuse to the agency’s Internal Audit division at 512-463-7978 or Nicole.Campbell@twdb.texas.gov.

5.15 CONFLICT OF INTEREST

A Respondent will not be selected if there is a conflict of interest that will or may arise during the performance of its obligations under any Contract resulting from this Solicitation. For this reason, the submission in response to this RFQ must disclose all business interests and all https://comptroller.texas.gov/purchasing/publications/procurement-contract.php https://comptroller.texas.gov/purchasing/publications/procurement-contract.php mailto:Nicole.Campbell@twdb.texas.gov

580-26-RFQ-0016 Page 19 of 31 relationships that could reasonably be considered to pose possible conflicts of interest in Respondent’s performance of the contract obligations. In addition, respondents must represent and warrant in the response to this RFQ and in the Contract that in the performance of services under the Contract, (1) Respondent does not have and will not have any actual or potential conflict of interest, and (2) Respondent will take whatever reasonable actions may be necessary and prudent to avoid even the appearance of impropriety.

5.16 RIGHT TO AUDIT

The state auditor may conduct an audit or investigation of any entity receiving funds from the state directly under a contract or indirectly through a subcontract under the Contract. The acceptance of funds under a contract or subcontract acts as acceptance of the authority of the state auditor, under the direction of the legislative audit committee, to conduct an audit or investigation in connection with those funds. Under the direction of the legislative audit committee, an entity that is the subject of an audit or investigation by the state auditor must provide the state auditor with access to any information the state auditor considers relevant to the investigation or audit.

5.17 CONTRACT ADMINISTRATION

TWDB will designate a project manager for the Contract. The project manager will serve as the point of contact between TWDB and the selected Contractor(s). The TWDB project manager will supervise TWDB's review of Contractor’s technical work, deliverables, draft reports, final report, payment requests, schedules, financial and budget administration, and similar matters.

The project manager does not have any express or implied authority to vary the terms of the Contract, amend the Contract in any way, or waive strict performance of the terms or conditions of the Contract.

5.18 CONTRACT AMENDMENT/TERMINATION

Any contract resulting from this Solicitation may be altered or amended by mutual written consent or terminated by the Executive Administrator at any time by written notice to Contractor.

Upon receipt of such termination notice, Contractor must, unless the notice directs otherwise, immediately discontinue all work in connection with the performance of the Contract and promptly cancel all existing orders chargeable to the Contract. Contractor must submit a statement showing in detail the work performed under the Contract to the date of termination.

TWDB will pay Contractor for the work actually performed under the Contract, less all payments that have been previously made. Thereupon, copies of all work accomplished under the Contract must be delivered to TWDB.

5.19 STOP WORK ORDER

The Executive Administrator may issue a Stop Work Order to Contractor at any time. Upon receipt of such order, Contractor must discontinue all work under the Contract and cancel all orders pursuant to the Contract, unless the order directs otherwise. If the Executive Administrator does not issue a Restart Order within 60 days after Contractor of the Stop Work Order, the Contract is terminated in accordance with the foregoing provisions.

5.20 DISASTER RECOVERY PLAN Upon request of TWDB, Respondent must provide descriptions of its business continuity and disaster recovery plans.

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5.21 DEFAULT

If Contractor is found to be in default under any provision of the Contract, TWDB may cancel the Contract without notice and either re-solicit or award the Contract to the next best responsive and responsible Respondent. In the event of abandonment or default, Contractor will be responsible for paying damages to TWDB, including but not limited to re-procurement costs, and any consequential damages to the State of Texas or TWDB resulting from Contractor’s non-performance. The defaulting contractor will not be considered in the re-solicitation and may not be considered in future solicitations for the same type of work unless the specification or scope of work is significantly changed.

5.22 FORCE MAJEURE

Neither Respondent nor TWDB will be liable to the other for any delay in or failure of performance of any requirement included in the Contract caused by force majeure. The existence of such causes of delay or failure will extend the period of performance until after the causes of delay or failure have been removed, provided the non-performing party exercises all reasonable due diligence to perform. Force majeure is defined as acts of God, war, fires, explosions, hurricanes, floods, failure of transportation, or other causes that are beyond the reasonable control of either party and that by exercise of due foresight such party could not reasonably have been expected to avoid, and which, by the exercise of all reasonable due diligence, such party is unable to overcome.

5.23 OWNERSHIP/INTELLECTUAL PROPERTY, INCLUDING RIGHTS TO DATA,

DOCUMENTS AND COMPUTER SOFTWARE

For the purposes of the Contract, the term “Work” is defined as all reports, statistical analyses, work papers, work products, materials, approaches, designs, specifications, systems, documentation, methodologies, concepts, research, materials, and intellectual property or other property developed, produced, or generated in connection with the Contract. All work performed pursuant to the Contract is made the exclusive property of TWDB. All right, title and interest in said property will vest in TWDB upon creation and will be deemed to be a work for hire and made in the course of the services rendered pursuant to the Contract. To the extent that title to any such work may not, by operation of law, vest in TWDB, or such work may not be considered a work made for hire, all rights, title and interest therein are hereby irrevocably assigned to TWDB. TWDB has the right to obtain and to hold in its name any and all patents, copyrights, registrations, or such other protection as may be appropriate to the subject matter, and any extensions and renewals thereof. Contractor must give TWDB and/or the state of Texas, as well as any person designated by TWDB and/or the state of Texas, all assistance required to perfect the rights defined herein without any charge or expense beyond those amounts payable to Contractor for the services rendered under the Contract.

Contractor must maintain and retain supporting fiscal and any other documents relevant to showing that any payments under the Contract were expended in accordance with the laws and regulations of the state of Texas, including but not limited to, requirements of the Comptroller of the state of Texas and the State Auditor. Contractor must maintain all such documents and other records relating to the Contract and the State’s property for a period of seven (7) years after the date of submission of the final invoices or until a resolution of all billing questions, whichever is later.