ESBD_548451_1786544589877_582-26-17351 - RFO.pdf

Updated May 2026

TEXAS COMMISSION ON ENVIRONMENTAL QUALITY

Cover Page

”The issuing office believes that the requested items in this request for offers may be proprietary to one vendor under

Section 2155.067 of the Government Code; however, the issuing office strongly encourages offers from all qualified respondents that may be able to provide the requested items.”

Date: 8/12/2026

Type of Solicitation: Request for Offers

Name of Solicitation: Renewal of Labworks Assist Support Plan

Solicitation Number: 582-26-17351

Class 920, Item 45

Responses Due

8/27/2026 at 1:00PM Central Time

Deadline for Submission of Questions

8-18-2026 at 12:00PM Central Time

Anticipated TCEQ reply to Vendor Questions (This date is only an estimate):

8/21/2026 at 1:00PM Central Time

Description:

TCEQ is soliciting offers for the renewal of Labworks Assist Support Plan for the existing Laboratory Information Management System (LIMS) software used by the TCEQ Sugar Land Laboratory. Note: Support is provided for both the production and test LIMS environments customized for TCEQ requirements.

Subcontracting Plan:

Subcontracting opportunities have not been identified. See information regarding the HUB program and completing the HUB Subcontract Plan in the Responder General Instructions and in the HUB Subcontracting Plan form in Section 4 of this Solicitation. See additional information under the Responder General Instructions.

PURCHASING AUTHORITY:

Purchase of Automated Information Systems (RFO) Gov’t Code Chapter 2157

Solicitation Table of Contents

SECTION 1: General Information

• Cover Page

• Solicitation Table of Contents

SECTION 2: Specifications

• Specifications

• Price

SECTION 3: Draft Contract Documents

• General Terms and Conditions

• Insurance Section

• Notices, Project Representatives, and Records Location

SECTION 4: Response Documents – To be submitted with Response, unless otherwise noted below

• Responder’s Signature and Information

• Response Contents (not submitted as part of Response)

• Signed Cover Pages of Addenda (If applicable)

• Price Form

• Preferences

• Subcontracting Plan (If applicable)

• Certifications (read and confirm, but not submitted as part of Response)

TCEQ Points of Contact for This Solicitation

TCEQ Procurements and Contracts Representative

Primary Contact

Name: Leslie Delvige Telephone: 512-239-0385 Email: Leslie.delvige@tceq.texas.gov

Secondary Contact

Name: Christine Kelm Telephone: 512-239-1367 Email: Christine.kelm@tceq.teas.gov

Please allow one business day before contacting the secondary contact.

Exception: If there is less than 24 hours before a Solicitation deadline, you may contact the secondary contact after attempting to contact the primary contact.

Except for contacting the VetHUB Coordinator, all communication regarding this Solicitation must be directed to the TCEQ Procurements and Contracts Representative. If this requirement is not met, then the Response may be disqualified.

Email for Vendor Questions: Leslie.delvige@tceq.texas.gov

TCEQ VetHUB Coordinator Name: Claribel Diaz Email: Claribel.Diaz@tceq.texas.gov mailto:Claribel.Diaz@tceq.texas.gov

Response Submission Procedure via TCEQ’s Send Portal

The Response (proposal) must be signed, and the Responder must submit the Response to TCEQ as one Adobe portable document format (PDF) searchable file.

Responses to the Solicitation may only be submitted through TCEQ’s Send portal. A user-friendly quick guide for using TCEQ’s Send portal can be found attached, as Exhibit A, after the response instructions:

Responder's Quick Guide to Send Portal

(Clicking the link, above will take you directly to Exhibit A.)

For more detailed information regarding TCEQ’s Send portal, please visit the following resources:

• Submitting To a File Drop

(https://send.tceq.texas.gov/img/help.html#external-filedrop)

• Send User Guide

(https://send.tceq.texas.gov/img/help.html) https://send.tceq.texas.gov/img/help.html#external-filedrop https://send.tceq.texas.gov/img/help.html#external-filedrop https://send.tceq.texas.gov/img/help.html#external-filedrop https://send.tceq.texas.gov/img/help.html https://send.tceq.texas.gov/img/help.html

Responder General Instructions The terms response, proposal, and offer are used interchangeably to mean the submission by the Responder to this Solicitation. Responder is defined as the business entity that proposes to enter a contract with TCEQ to perform the Work described in this Solicitation as a prime Contractor.

Pre-Proposal Conference

None

Pre-Proposal Conference will be held virtually (no physical location). The date and time are listed on the Cover Page of this Solicitation.

Participants can join the Microsoft Teams Town Hall event for this conference by following the link on the Cover Page. Participants will be asked to either download the Windows application or view the presentation on the web.

Any scheduling changes to the Pre-Proposal Conference made after the posting of this Solicitation will be announced in an addendum posted on the Electronic State Business Daily (ESBD) link https://www.txsmartbuy.gov/esbd.

Questions Regarding the Solicitation

Deliver questions in writing no later than the Deadline for Submission of Questions listed on the Cover Page. Questions must be submitted to the following email address: Leslie.delvige@tceq.texas.gov.

Please include the following information in the subject line of the email: Solicitation Number, Solicitation Name, and the Due Date for Responses.

TCEQ will provide answers to questions in one or more addenda posted on the ESBD. TCEQ may, at its sole discretion, extend the Due Date for Responses to provide Responders additional time to make revisions.

Addenda

Any changes to the Solicitation, deadline/due dates, and all responses to questions will be posted as addenda on the ESBD. All addenda are part of the Solicitation. No other explanations, interpretations, or changes will be considered official or binding. It is Responder’s responsibility to review all addenda and submit signed and dated cover sheets to confirm receipt.

Changes to the Terms and Conditions

Exceptions that are not advantageous to TCEQ may result in the deduction of points in the evaluation or disqualification of the Response. Requested changes to the terms and conditions must be included.

Cost of Preparing the Response

The Responder is responsible for all costs incurred in the preparation and submission of a Response.

Quantity and Nature of the Work

Responders are required to inform themselves of all conditions that may affect the performance or the prices. By submitting a Response, Responder expressly waives any claims that there was a misunderstanding concerning the quantities or the nature of the Work.

https://www.txsmartbuy.gov/esbd

Subcontracting Plan

A Subcontracting Plan is not required because:

☐ TCEQ has not identified any subcontracting opportunities for this Solicitation.

☐ TCEQ has identified no probability of subcontracting with VetHUBs for this Solicitation.

☒ TCEQ expects the value of the Solicitation to be less than $90,000, including all renewals.

If the Responder’s proposal includes subcontracting opportunities or the potential value of any contract will exceed $90,000, including all renewals, then the Responder must include a Subcontracting Plan.

The Subcontracting Plan forms and additional information about the VetHUB Program are found at the Texas Comptroller’s website:

(https://www.comptroller.texas.gov/purchasing/vendor/hub/forms.php).

https://www.comptroller.texas.gov/purchasing/vendor/hub/forms.php

Preparation of Responses

Responses become TCEQ records and cannot be returned, except for Responses withdrawn by the Responder prior to the due date and time for Responses. Responses must be in the format of one (1) electronic searchable PDF document of the entire Response and must not be password protected or submitted in a portfolio format. In order for the Response to be deemed responsive, the electronic version must contain the entire Response. Additionally, the electronic version must contain a signed Responder’s Signature and Information page. If these requirements are not met, then the Response may be disqualified.

Prepare the Response as follows:

• Include all information listed on the Response Contents page.

• Obtain any missing applicable forms from TCEQ with sufficient time to complete and submit them in the Response.

• Complete the applicable, required forms in this Solicitation.

• Create any other applicable documents.

• Insert all applicable documents behind cover pages for the specified tabbed sections. If there is no information to include behind a tab, include a page behind the cover page for the tab stating “Not Applicable”.

• All pages of the Response shall be submitted to allow for printing on standard 8.5-inch x 11-inch paper. Any maps may be submitted to allow for printing on 11-inch x 17-inch paper.

Standard font size for the Response shall be 10 to 12 point. Charts and maps may use smaller font size, but not less than 8 point. Language shall be American English.

• If page limits are specified, any information provided by the Responder in excess of the allowable page limits will not be evaluated.

• Each page of the Response shall be labeled with the Responder’s name and the Solicitation number.

• Sign all documents that require a signature, including the Response on the Responder’s Signature and Information page. Create a PDF of each signed document and place behind the required tab. Responses not containing a PDF of a signed Responder’s Signature and Information Page may not be considered.

• Create a PDF of the entire Response for submission to the TCEQ.

Submission of Responses

• Submit the Response by the due date and time on the Cover Page using the TCEQ Send portal, as specified under Response Submission Procedure section. TCEQ will not consider Responses submitted via any other method.

• If the Response lacks required information or does not follow these instructions, the Response may be considered non-responsive and disqualified. TCEQ is not responsible for documents that cannot be read. Unreadable Responses may be rejected as non-compliant, at TCEQ’s discretion.

• Responses cannot be altered, amended, or withdrawn after the Due Date and Time. To withdraw a Response prior to the Due Date and Time, the Responder must submit the request to: Leslie.delvige@tceq.texas.gov

• The Responder shall notify the TCEQ of material changes to the Response (such as changes in staffing structure) during the time interval between the due date for the Response and date of contract award.

Due Date/Late Responses

It is Responder’s responsibility to ensure timely delivery of the Response to TCEQ by the date and time on the Cover Page of this Solicitation. Except under extreme circumstances beyond the control of the Responder, late Responses will not be considered.

TCEQ’s Acceptance of Responses

TCEQ may reject Responses that do not comply with requirements in the Solicitation and state and federal laws. TCEQ may accept or reject all or any part of any Response, waive procedures for submitting Responses, waive formalities and/or minor technicalities, and award by item or groups of items, whichever best serves the interests of TCEQ. TCEQ may also cancel this procurement and withdraw this Solicitation at any time before a contract is signed by TCEQ.

TCEQ shall have sole discretion of what is in the best interests of TCEQ.

Evaluation

The pricing and all terms and conditions of Responses are fixed for 120 days from receipt by TCEQ. Best and Final Offers (BAFOs), if requested by TCEQ, are fixed for 60 days. To determine the most advantageous Response, in addition to price, TCEQ may consider other relevant criteria, which are described more fully in Section 2, Evaluation Criteria. TCEQ may use information regarding the Responder’s performance on past TCEQ contracts in the evaluation of qualifications. In addition, TCEQ will use the information contained in the Texas Comptroller of Public Account’s vendor performance tracking system in the evaluation of qualifications.

Selection

Scoring will be done in accordance with evaluation criteria published in this Solicitation.

For scientific and technical environmental service Solicitations and other Solicitations procured under Government Code Ch. 2254.003, selection and awards will be based on demonstrated competence and qualifications to perform the service and for a fair and reasonable price.

For engineering or surveying Solicitations under Government Code Ch. 2254.004, selection and awards will be based on selection of the most highly qualified provider on the basis of demonstrated competence and qualifications, and then attempting to negotiate a fair and reasonable price with that provider. If TCEQ plans to make multiple awards, TCEQ may open negotiations with the number of most highly qualified providers with which it intends to enter contracts. TCEQ may continue negotiating with Responders until an agreement is reached or cancel the Solicitation.

For other purchases of goods and services, selection will be based on the applicable statutory requirements (generally, best value to the state).

Depending on the type of solicitation, applicable procurement method, and legal requirements, TCEQ may take one or more of the following actions in the selection process:

• Accept the highest scoring Response without changes.

• Request clarifications, assurances, and corrections.

• Modify the selection criteria and apply it to BAFOs, provided that the modifications do not materially affect initial applicant eligibility or invitation to submit a BAFO. Conduct discussions on Responses scoring within a competitive range/for RFQ’s, with the most highly qualified provider and request Best and Final Offers (BAFOs).

• Select the highest scoring BAFO and accept it without changes or negotiate acceptable terms.

• Award one or more contracts based on the amount of Work that TCEQ foresees needing performed.

• Award contracts to other contractors at a later date under this Solicitation or through another appropriate method, including another solicitation.

Angela Burnett For RFQs, �request that GLD update provisions in the solicitation that state that pricing is due with the Response.

• In the case of a tie that cannot be resolved by application of one or more statutory preferences, make a selection, in the best interest of the State, by drawing lots, tossing a coin, or drawing names with two witnesses to oversee the tiebreaking activity.

• Reject all Responses or BAFO Responses and cancel the procurement.

Certification of Interested Parties

Section 2252.908 of the Texas Government Code states that a state agency may not enter into certain contracts with a business entity unless the business entity submits a disclosure of interested parties (Form 1295) to the state agency at the time the business entity submits the signed contract to the state agency. The contract is voidable if the business entity fails to provide the disclosure of interested parties as required by statute.

Form 1295 must be filed electronically through the Texas Ethics Commission at https://www.ethics.state.tx.us/filinginfo/1295/ . The web site includes a list of Frequently Asked Questions.

The selected vendor(s) for a contract that meet the requirements to provide a Certification of Interested Parties will be given instructions at the time of award on how to submit the certification form.

Protest Procedures

An actual or prospective Responder or Contractor who is aggrieved in connection with the Solicitation, evaluation, or award of a contract by TCEQ may formally protest to the TCEQ Manager of Procurements and Contracts. TCEQ Protest Procedures can be found at 30 Texas Administrative Code Part 1, Chapter 11, Subchapter B, § 11.2.

Public Information

The Response is a public record. By signing and submitting a Response, Responder hereby acknowledges:

• That the Response and subsequent documents submitted to TCEQ are subject to the Texas Public Information Act (PIA);

• That it is Responder’s obligation to specifically identify information it contends to be confidential or proprietary and accepts that TCEQ may in its sole discretion deem a Response as non-compliant; and

• That Responder grants a royalty-free, irrevocable, world-wide, perpetual license to reproduce any copyrighted portions of the Response and subsequent documents to comply with Legislative Budget Board (LBB) reporting requirements, PIA disclosures, or any other reporting requirements mandated by law or statute.

Conflict of Interest

Responder shall disclose apparent, potential or actual conflicts of interest known to it regarding the Responder or individuals who will work on the Contract or have access to Contract-related information. Responder has a continuing obligation to disclose conflicts of interest during this Solicitation, and if awarded a contract, during the Contract Period. TCEQ may refuse to contract with Responder or terminate any Contract due to an apparent, potential, or actual conflict of interest.

https://www.ethics.state.tx.us/filinginfo/1295/ https://www.ethics.state.tx.us/filinginfo/1295/ https://www.ethics.state.tx.us/resources/FAQs/FAQ_Form1295.php https://www.ethics.state.tx.us/resources/FAQs/FAQ_Form1295.php https://texas-sos.appianportalsgov.com/rules-and-meetings?$locale=en_US&interface=VIEW_TAC_SUMMARY&queryAsDate=12%2F10%2F2025&recordId=129890 https://texas-sos.appianportalsgov.com/rules-and-meetings?$locale=en_US&interface=VIEW_TAC_SUMMARY&queryAsDate=12%2F10%2F2025&recordId=129890

Exhibit A

Responder’s Quick Guide to Send Portal

1. Enter this web address into your browser:

https://send.tceq.texas.gov/filedrop/Solicitation-Response.

This screen will appear.

Enter your email address and click the blue “Authenticate” button:

2. Check your email for a response from TCEQ Send.

Open the email to retrieve the unique Secure Token. Please note that the token has a time limit.

https://send.tceq.texas.gov/filedrop/Solicitation-Response

Click on the blue “Validate Email” button inside the email. This will return you to the Send portal (see screenshot in #3, below).

Alternatively, you can manually return to the Send portal and type in the Secure Token and click the blue “Verify” button. The Secure Token is case-sensitive.

Either method will take you to the next screen (see the screenshot in #3, below).

3. Complete this screen to submit your response. Fields marked with an “*” are required.

Subject: Enter a subject line. (i.e.: solicitation name, etc.)

Solicitation Number*: Enter the solicitation number found on the front of the solicitation document. Use the complete solicitation number as shown on the document.

Submitter Company Name*: Enter your company’s name.

TCEQ Contact Name*: Enter the name of the individual listed as the Primary Contact.

This is found on the solicitation page named “TCEQ Points of Contact for this Solicitation”.

Message: Use the optional field to include information you feel is pertinent (e.g., ”3 files uploaded”). The message text will not be scored as part of the Response.

Upload all files that are part of your response to the solicitation. You have the option to either drag and drop files into the “Drop Files Here” box, or you can upload the files by clicking on the green “+Add Files…” button.

Note: A list of uploaded files will display under the “Attached files” area at the bottom of the screen.

When all files have been uploaded and you are ready to submit your response, click the blue “Send” button.

4. After submitting your response, this screen will appear.

You can now logout.

5. A confirmation email will be sent to the email address you used to submit your response.

Keep this for your records.

-End-

SECTION 2:

SPECIFICATIONS

SPECIFICATIONS

LABWORKS Assist Support Plan Renewal provides support services for LABWORKS. The plan includes the following: License Software and Documentation Updates (excluding Bartender & Crystal Reports Software):

800 Support Number; Telephone Help Desk: Email Support; Remote Support Sessions; Escalation Process and access to LABWORKS webinars and workshops. 5 days of Remote Project Management Services (Customer to schedule in advance)

Current LABWORKS Options:

LABWORKS Oracle System {15 User} Process Scheduler Laboratory Personnel Training LABWORKS Explorer (Read Only} Report Designer Custom Interface - ICPMS (6109) LABWORKS Inventory Module (10/22)

Components Removed 2024:

interface- Instruments (14) NWA QA/QC (5 User LAN Pack} 2025

Note: Bid to includes 5 days of Remote Project Management Services. Customer to schedule in advance. These days are only available during the support term.

Period of service to be from September 1, 2026 through August 31, 2027

Updated August 2026

GENERAL TERMS AND CONDITIONS

GENERAL TERMS AND CONDITIONS

Revised August 3, 2026

1. DEFINITIONS

The following terms shall have the meanings ascribed below when used in this document:

1.1 “Conforming” and “Conformity” and similar words refer to the condition or status of a good, service, property or the Work as meeting and being compliant with the requirements of the Contract.

1.2 “Fiscal Year” means the period of time that begins on September 1 and ends on August 31. The fiscal year is designated by the calendar year in which it ends;

for example, Fiscal Year (FY) 2016 begins on September 1, 2015 and ends on August 31, 2016.

1.3 Whenever used in this contract, “include,” and similar words are intended to mean include but not limited to; they are not intended to be exhaustive.

1.4 “Nonconforming” or “Nonconformity” means a failure of a good, service, property or the Work to conform to this Contract, and includes a defect in a good, service, property or the Work.

1.5 “Work” means the services, goods and property the Contractor is required to provide in this Contract. The term includes the entire completed undertaking and the various separately identifiable parts. The term also includes all duties of the Contractor.

2. ORDER OF PRECEDENCE

The entire Contract between TCEQ and Contractor consists of the documents identified in the Contract Documents List. The Contract Documents are intended to be interpreted in harmony with each other. Any inconsistency in the solicitation or the Contract shall be resolved by giving precedence in the following order:

a. Contract Signature Page

b. Federal Conditions and Forms

c. Special Terms and Conditions

d. Procedures for Work Orders

e. Scope of Work

f. Price Form (completed)

g. Insurance Section

h. General Terms and Conditions

i. Subcontracting Plan and Progress Assessment Report (PAR)

j. Work Orders and Notices to Proceed (incorporated by reference)

k. Work Plans and other Work Order-related documents created during the

Contract (incorporated by reference)

l. TCEQ Solicitation (incorporated by reference)

m. Other documents, exhibits, and attachments listed in the Contract Documents

List.

3. CONTRACT AMENDMENTS

3.1 Material Changes. Material changes to the contract require a written amendment signed by both parties. These Amendments take effect when signed by the Contractor and TCEQ, unless otherwise designated in the Amendment. Material changes include the following:

https://comptroller.texas.gov/purchasing/docs/hub-forms/ProgressAssessmentReportForm.xlsx

3.1.1 Changes in the total amount of funds in the Budget or the Contract;

3.1.2 Changes to the Contract’s Expiration Date;

3.1.3 Changes to the Scope of Work that affect TCEQ’s obligations to the entity providing funding, such as the United States Environmental Protection Agency (EPA), another state or federal agency, or the Texas Legislature; and

3.1.4 Changes that affect the material obligations of the Contractor in this Contract.

3.2 Unilateral Amendments. As specifically allowed by the Contract, TCEQ may issue unilateral amendments. Unilateral amendments take effect when issued by

TCEQ.

3.3 Minor Changes. The TCEQ Contract Manager and/or the TCEQ Project Manager has the authority, without a formal Amendment, to correct typographical errors;

make written Contract interpretations; and make minor, non-material changes to the requirements in the Scope of Work, the Procedures for Work Orders, or the Work Orders; or as agreed to elsewhere in the Contract. Contractor must provide TCEQ with a written objection to any Notice of Interpretation no later than five (5) business days from the effective date of the Notice. A copy of the agreed change must be retained in the appropriate file by both the Contractor and TCEQ.

3.3.1 Minor, non-material changes include:

3.3.1.1 Changes to the schedule in the Scope of Work including an extension of a deliverable due date, not to exceed the expiration date of the Contract;

3.3.1.2. Changes to the schedule in the Work Order including an extension of a deliverable due date, not to exceed the expiration date of the Work Order;

3.3.1.3 Changes to the individual tasks in the Scope of Work or Work Order, if applicable, that do not substantially change the obligations of the Parties relative to those tasks;

3.4 It is the Contractor’s responsibility to request extensions to the deliverable schedule and other changes that are within the authority of TCEQ.

4. TERM AND AMOUNT OF CONTRACT

4.1 Contract Period. The Contract Period begins on the later of: 1) the Effective Date on the Contract signature page, or 2) the latest date of the parties’ signatures shown on the Contract signature page. The Contract Period ends on the Expiration Date on the signature page.

4.2 Renewals and Extensions. This Contract may be renewed up to three one-year periods by amendment. TCEQ, by unilateral amendment, may extend the Contract for 180 days beyond any expiration of the Contract Period. In a renewal or extension, TCEQ may increase the Maximum TCEQ Obligation by an amount up to the original Maximum TCEQ Obligation.

4.3 Maximum TCEQ Obligation. The Maximum TCEQ Obligation is the greatest amount TCEQ may pay for the Work. There is no guaranteed minimum expenditure by TCEQ.

4.4 Service Adjustment/Contingency Requirement (SACR). TCEQ may in its sole discretion make allowances for unforeseen circumstances or contingency requirements. TCEQ may increase the current Maximum TCEQ Obligation by an amount not to exceed 200% of the original Maximum TCEQ Obligation at the time the Contract was signed.

5. PRICES AND REIMBURSEMENT

5.1 Prices. Prices are firm, fixed, and fully-loaded.

5.2 Cost Reimbursement. Reimbursement is limited to direct costs for items specifically identified on the Price Form or in the Scope of Work and approved by the TCEQ Project Manager before the cost is incurred. Reimbursement requests must be itemized and documented in a format acceptable to TCEQ.

5.3 Records. Contractor must maintain records supporting its costs in accordance with generally accepted accounting principles.

5.4 Reimbursement for Travel. Travel reimbursement is limited to actual costs, and shall not exceed the maximum allowed for State employees by the Texas Comptroller of Public Accounts.

6. QUALITY AND ACCEPTANCE

6.1 Quality Standard. All Work must be complete and satisfactory to the TCEQ. All materials and equipment shall be handled in accordance with instructions of the supplier, except as otherwise provided in the Contract.

6.2 Acceptance. TCEQ relies on Contractor to inspect and test the Work to ensure that it conforms to the Contract requirements. TCEQ relies on the Contractor’s greater expertise in the field of the Work. Any act by TCEQ indicating acceptance, whether express or implied, shall not be deemed to mean that TCEQ has tested or inspected the Work, but rather that TCEQ has accepted the Work in reliance on Contractor’s greater expertise and Contractor’s representation that the Work conforms to all Contract requirements. Contractor's obligation to perform and complete the Work in accordance with the Contract Documents shall be absolute. None of the following will constitute an acceptance of nonconforming Work or a release of Contractor's obligation to perform the Work in accordance with the Contract Documents:

• payment;

• use of the Work or any part of the Work by TCEQ;

• review or approval of a submittal;

• inspection or testing by TCEQ; or

• correction of defective Work by TCEQ.

6.3 Quality Assurance. All Work that involves the acquisition of environmental data shall be performed in accordance with a TCEQ-approved Quality Assurance Project Plan (QAPP) meeting all applicable TCEQ and EPA requirements.

Environmental data includes any measurements or information that describe (1) environmental processes, location, or conditions; or (2) ecological or health effects and consequences. Environmental data includes information collected directly from measurements, produced from models, and compiled from other sources such as databases or the literature. No data collection or other Work covered by this requirement shall be implemented until Contractor receives the QAPP approved by TCEQ and, if necessary, the EPA. TCEQ may refuse payment or reimbursement for any environmental data acquisition performed without an approved QAPP.

6.4 Laboratory Accreditation. Any laboratory data or analyses provided under this Contract must be prepared by a laboratory that is accredited in accordance with 30 Texas Administrative Code (TAC) Chapter 25, Subchapters A and B, for the matrices, methods, and parameters of analysis used, unless one of the regulatory exceptions specified in 30 TAC § 25.6 applies.

7. PAYMENTS AND INVOICES

7.1 Excess Obligations Prohibited. TCEQ’s obligations under this Contract are contingent upon the continued availability of funding. If funds become unavailable due to lack of appropriations, legislative or executive budget cuts, amendment of the Appropriations Act, state agency consolidations, or any other disruption of current appropriations, TCEQ may terminate this contract.

7.2 Invoice. Contractor will submit invoices no later than the 15th day of every month after the services are completed. The invoice may be rejected for failure to comply with all invoice requirements.

7.2.1 If the Contract has an approved Subcontracting Plan, a Progress Assessment Report (PAR Form) describing any subcontracting activity must also be submitted with the invoice.

7.3 Invoice Contents. The Contractor must include the following information on the face of all invoices: invoice number, invoice date, TCEQ Contract number, Work Order number if any, Vendor Identification Number, period covered by the invoice, item and unit description, quantity, unit price, extended price, and total amount for which Contractor is requesting payment. Contractor shall submit its invoice to the TCEQ Contract Manager.

7.4 State Agencies/Institutions of Higher Education. If the Contractor is a State agency or institution of higher education payments must be made via interagency transaction voucher (ITV), please provide a Recurring Transaction Index (RTI) number on the face of the invoice OR if payments are to be deposited into a local bank account, the following statement must be placed on the face of the invoice: “Funds to be deposited into local bank account.” For additional information, please refer to the Texas Comptroller’s Accounting Policy Statement (APS) 014.

7.5 Progress Payment. A progress payment is a payment made on a portion of the Work that is part of a line item designated on the Price Form. The Contractor’s written request must include a description of the relevant portion of the Work.

Contractor may request, and TCEQ at its sole discretion may issue or refuse, a progress payment.

7.6 Final Payment. Contractor must submit its invoice for final payment within 30 days of completion of the Work.

7.7 Retainage. TCEQ may withhold 5% or less of each payment as retainage. Release of retainage may be requested in the final invoice.

7.8 Release of Claims by Contractor. The final invoice shall be accompanied by a complete and legally effective release of TCEQ from all known and unknown claims relating to the Contract on a form provided by TCEQ. Contractor’s acceptance of final payment constitutes a waiver of all claims against TCEQ related to the Contract, known or unknown.

7.9 Assignment of Claims. Contractor may assign its right to be paid under this Contract. Any assignment shall cover all unpaid amounts payable under this

Contract. An assignment does not relieve Contractor of any obligation under this Contract. All assignments must be approved by both assignor and assignee in writing and submitted to the TCEQ Contract Manager. Notwithstanding any contrary provision in applicable law, TCEQ shall have no liability to Contractor or to any assignee on any claim arising from TCEQ’s directing payment to Contractor instead of an assignee, or to an assignee instead of Contractor.

7.10 Prompt Payment Act. In accordance with the Texas Prompt Payment Act, TCEQ will pay an acceptable invoice within 30 days of receipt.

7.11 Disputed Invoices. TCEQ may dispute an invoice by sending a notice in writing to the Contractor within 21 days of receipt. TCEQ may make a partial payment and dispute the difference on the invoice.

7.12 Liability for Taxes. Contractor will pay all taxes resulting from this Contract including, any federal, state, or local income, sales or excise taxes of Contractor or its employees.

7.13 Lobbying. In accordance with Texas Government Code Chapter 556, funds received under this Contract may not be used toward lobbying expenses of an individual or entity.

7.14 Debts and Delinquencies Affirmation. Contractor agrees that any payments due under the Contract shall be applied towards any debt or delinquency that it owes to the State of Texas.

8. COMMUNICATIONS AND NOTICES

8.1 Notices. All notices shall be made in writing and be delivered to a party's designated Contract Manager and Project Manager. Notices are effective upon receipt. If the Contractor has no Contract Manager, TCEQ may send notices to any address previously provided by the Contractor.

8.2 Claim. Contractor shall give notice to TCEQ of any claim, demand, suit, or other action (a “Claim”) asserted against Contractor which either arises in relation to the Contract, or which could have an adverse material effect on Contractor’s ability to perform the Work. Contractor shall give notice directly to the TCEQ Manager of Procurements and Contracts within three days of Contractor’s receipt of notice of the Claim. The notice shall state the date of the Claim, the names and addresses of the claimants, the basis of the Claim, the name of each person or entity against whom the Claim is asserted, and the amount of the Claim.

8.3 Notice of Conflict of Interest. Contractor shall give notice to TCEQ of any actual, apparent, or potential conflict of interest regarding Contractor or any entity or individual performing any portion of the Work. As determined by TCEQ, any entity with an organizational conflict of interest and any individual with a personal conflict of interest must not take part in any way in the performance of any portion of the Work that creates the conflict of interest. TCEQ has sole discretion to decide whether an actual, apparent, or potential conflict exists.

Any such conflict is cause for termination.

8.4 Bankruptcy. If Contractor becomes the subject of a voluntary or involuntary bankruptcy proceeding, Contractor shall immediately give notice to TCEQ and send a copy of this notice to TCEQ Bankruptcy Program MC-132, P. O. Box 13087, Austin, TX 78711-3087. The notice must include the Contract number.

9. SHIPMENT AND DELIVERY OF GOODS AND MATERIAL SAFETY DATA

SHEETS

9.1 Shipping Terms. All shipments shall be made Free on Board (FOB) destination, full freight allowed and not invoiced. Delivery shall be made between the hours of 8 a.m. and 5 p.m. Central Time, Monday through Friday, excluding State holidays, unless prior approval for another delivery time has been granted by TCEQ. Each shipment must be accompanied by a packing slip. Packing slips should reflect the TCEQ contract number, item description, lot number and quantity, if applicable.

9.2 Safety Data Sheet. Contractor must provide to TCEQ, at no cost, at least one copy of any applicable manufacturer's Safety Data Sheet (SDS) (formerly known as Material Safety Data Sheet or MSDS) for any chemical materials provided.

Contractor must make available, at no cost, the relevant manufacturer’s SDS to any person that may be affected by the Work.

10. SUPERINTENDENCE BY THE CONTRACTOR

10.1 Contractor’s Responsibility for Subcontractors. All acts and omissions of subcontractors, suppliers and others performing or furnishing any of the Work under a direct or indirect contract with Contractor (“Subcontractors”) are imputed to Contractor. Nothing in this Contract creates a contractual relationship between TCEQ and any Subcontractor except for product warranties for goods supplied by a third-party manufacturer and delivered to TCEQ. Nothing in this Contract creates any obligation for TCEQ to pay any Subcontractor. Contractor is solely responsible for scheduling and coordinating the work of Subcontractors, and for all communications to Subcontractors.

10.2 Superintendence of the Work. Contractor shall supervise all Work. Contractor is solely responsible for the means, methods, design, processes, procedures and conduct of the Work. This responsibility includes control of associated hazards to assure the safety of the performance of the Work, and for the protection of all persons, property, premises and facilities which may be affected by the Work. No action by TCEQ will transfer this responsibility to TCEQ. Contractor shall maintain a superintendent capable of overseeing performance of the Work at any location where Work is performed.

10.3 Routine Reviews. If the Contractor will perform research or work on critical infrastructure, or have access to critical infrastructure, the Contractor has a continuing obligation to ensure its actions are consistent with the requirements of Executive Order No. GA-48. Critical infrastructure is defined in Section 117.001(2), Texas Business and Commerce Code.

This includes completing routine reviews of its applicants, employees, subcontractors, and subcontractor’s employees to determine whether their criminal history or continuous connections to the government or political apparatus of a foreign adversary, or something else might prevent the applicant, employee, subcontractor, or subcontractor’s employee from being able to maintain the security or integrity of the infrastructure. Contractor must notify the TCEQ Contract Manager within two business days if it finds any of the aforementioned information.

11. SUBCONTRACTORS AND EMPLOYEES

11.1 Personnel. Contractor shall provide competent, suitably qualified personnel to perform the Work. Contractor shall at all times maintain good discipline and order at the site of the Work. Contractor shall require its personnel to execute any confidentiality agreements, and any other required assignments, licenses or other instruments, and to provide information related to Intellectual Property, as may be necessary to effectuate the provisions of the Contract. Contractor will, upon request of TCEQ, obtain and provide background checks on personnel performing Work at a TCEQ campus.

11.2 TCEQ Objection. Contractor shall not use any subcontractor, employee, supplier, or other person or organization to whom TCEQ reasonably objects.

11.3 Key Personnel and Subcontractors. Contractor’s Project Manager and any individuals specified for the key personnel positions listed in the Contract are material to the performance of the Work. Contractor shall provide notice to TCEQ within five (5) business days of making substitutions to key personnel.

Substitutes shall be at least as qualified as the personnel or subcontractors being replaced.

11.4 Flowdown of Contract Provisions. Contractor shall include in its subcontracts, supplier contracts, employment contracts, and employment policies any provision included in this Contract, or shall include a similar provision, whenever and to the extent necessary in order for Contractor to fulfill its obligations under this Contract, regardless of whether or not the provision expressly requires that it be included in such contracts or policies.

11.5 E-Verify. Contractor will use the U.S. Department of Homeland Security’s E- Verify system to determine the eligibility of (1) all persons employed during the Contract term to perform duties within Texas; and (2) all persons (including subcontractors) within the United States of America assigned by the contractor to perform Work pursuant to the Contract.

11.6 Equal Opportunity. Contractor shall not discriminate against any person on the basis of race, color, national origin, religion, sex, age, and disability in the performance of this Contract.

12. BOOKS AND RECORDS

12.1 Contractor’s Books and Records. During the Contract and for four years thereafter, Contractor shall maintain books, records, documents, and other evidence reasonably pertinent to Contractor’s performance of the Work.

Contractor shall maintain all financial records in accordance with generally accepted accounting principles. Contractor shall permit representatives and agents of TCEQ, or authorized state and federal agencies, to have unrestricted access to all records, data and facilities as necessary to review, inspect, and audit all financial activities and services associated with TCEQ funds. Contractor shall provide appropriate facilities for such access and inspection.

12.2 Right to Audit. Pursuant to Section 2262.154 of the Texas Government Code, the State auditor may conduct an audit or investigation of the Contractor or any other entity or person receiving funds from the State directly under this contract or indirectly through a subcontract under this contract. The acceptance of funds by the Contractor or any other entity or person directly under this contract or indirectly through a subcontract under this contract 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, the Contractor or other 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. Contractor will ensure that this clause concerning the authority to audit funds received indirectly by subcontractors through the Contractor and the requirement to cooperate is included in any subcontract it awards.

12.3 Time Sheets. Contractor shall maintain and, upon request by TCEQ, submit weekly time sheets for each person providing services on behalf of Contractor or a subcontractor. The time sheets must state the position held by each person and the number of hours worked. Upon request, the timesheets must be submitted to the TCEQ Contract Manager weekly by noon Central Time on Monday of the following week.

13. WARRANTIES AND CERTIFICATIONS

13.1 In addition to all warranties established or implied by law, Contractor warrants that:

13.1.1 All goods, services and property provided conform to this Contract and to all representations made or provided by the Contractor for the purpose of inducing the TCEQ to enter this Contract, and are merchantable, fit for the purpose intended, of best quality and workmanship, and free from all deficiencies in media, material, workmanship, and quality;

13.1.2 All goods, services and property provided conform to standards established for such goods in accordance with any applicable laws and regulations, including the Occupational Safety and Health Act (29 U.S.C. §§ 651-678);

13.1.3 All services are performed in a professional and workmanlike manner, consistent with relevant accepted standards and practices.

13.2 The warranties set forth above are effective upon TCEQ’s issuance of final payment under the Contract or Work Order, and for 24 months thereafter.

Nonconformities are not deemed waived by TCEQ’s failure to notify Contractor upon receipt of goods, property or completion of services or by payment of invoice. Contractor shall, at its expense, repair or replace any goods and property and re-perform any services that are found to be or that become nonconforming or defective. If, after notice of a claim under these warranties, Contractor fails to promptly repair, replace, or re-perform as required, TCEQ may undertake its own remedial action and Contractor shall reimburse the TCEQ for all costs of such action. If TCEQ does not choose to repair, replace, or re-perform in place of the Contractor, Contractor shall promptly refund to TCEQ the full purchase price paid for the entire Work.

13.3 Ability to Perform. Contractor has the corporate authority, capability, experience and means to enter into this Contract and to perform the Work.

14. INTELLECTUAL PROPERTY

14.1 Work for Hire. All Work created under this Contract is a work for hire. TCEQ is the owner of the Work, including user documentation, and all intellectual property in the Work. Contractor will enter into written agreements with its employees and subcontractors that confirm TCEQ’s ownership interest.

14.2 License. If any intellectual property that is incorporated into the Work or intellectual property created under this Contract is not work for hire, Contractor grants to TCEQ a royalty-free, nonexclusive, perpetual, irrevocable, fully paid-up, enterprise-wide and worldwide license to use, reproduce, publish, modify, create derivative works, distribute, publicly perform and display the intellectual property and associated user documentation, and to authorize others to do the same.

14.3 Third Party Intellectual Property. Contractor shall secure the necessary intellectual property rights from third parties to comply with this article.

Contractor’s prices include all user documentation, and applicable license and/or royalty fees necessary for TCEQ to use the Work. Commercially available software that is necessary to use the Work may be exempted from this requirement with prior approval from TCEQ. Contractor shall take all necessary steps to pass-through to TCEQ all warranties, representations and other service commitments applicable to third party intellectual property incorporated into the Work.

14.4 Electronic Deliverables. Electronic deliverables must be delivered in a format approved by TCEQ.

15. INDEMNIFICATION

15.1 TO THE FULLEST EXTENT PERMITTED BY LAW, CONTRACTOR SHALL

INDEMNIFY, DEFEND, AND HOLD HARMLESS THE STATE OF TEXAS, INCLUDING

TCEQ AND ITS OFFICERS, AGENTS, EMPLOYEES, REPRESENTATIVES,

CONTRACTORS, ASSIGNEES, AND/OR DESIGNEES, FROM AND AGAINST ALL

LOSSES, LIABILITIES, ACTIONS, DAMAGES, DEMANDS, SUITS, AND OTHER

CLAIMS OF ANY TYPE ARISING OUT OF, OR RESULTING FROM ANY ACTS OR

OMISSIONS OF THE CONTRACTOR OR ITS EMPLOYEES, SUBCONTRACTORS,

SUPPLIERS, OR AGENTS IN THE EXECUTION OR PERFORMANCE OF THE

CONTRACT. THE DEFENSE SHALL BE COORDINATED BY CONTRACTOR WITH

THE OFFICE OF THE TEXAS ATTORNEY GENERAL WHEN TEXAS STATE

AGENCIES ARE NAMED DEFENDANTS IN ANY LAWSUIT AND CONTRACTOR

MAY NOT AGREE TO ANY SETTLEMENT WITHOUT FIRST OBTAINING THE

CONCURRENCE FROM THE OFFICE OF THE TEXAS ATTORNEY GENERAL.

CONTRACTOR AND TCEQ AGREE TO FURNISH TIMELY WRITTEN NOTICE TO

EACH OTHER OF ANY SUCH CLAIM.

16. Veteran Heroes United in Business (VetHUB)

16.1 If applicable, Contractor will comply with the requirements of Texas Government Code, Chapter 2161 and the VetHUB rules under 34 Texas Administrative Code Ch. 20, Subchapter D, Division 1. If this Contract includes an approved Subcontracting Plan, Contractor shall implement the Subcontracting Plan in good faith. Any substitutions of personnel or subcontractors or other changes that require a revision of the Contractor’s approved Subcontracting Plan must receive prior review and approval from TCEQ and comply with the good faith effort requirements of 34 TAC § 20.285.

16.2 The Subcontracting Plan must contain the subcontractors’ Texas Comptroller-issued Texas Identification Number System (TINS) identifier. If the subcontractor does not have a TINS identifier, the Contractor will obtain a completed Application for Texas Identification Number from its subcontractor and immediately submit it to TCEQ. If the subcontractor is being proposed for addition to the Subcontracting Plan, the Contractor will submit a completed Application for Texas Identification Number with the Contractor’s Subcontracting Plan Amendment Request. The Texas Identification Number form must be submitted to TCEQ using a secure method approved by TCEQ.

16.3 During the Contract Period, TCEQ will monitor the Contractor’s compliance with the Subcontracting Plan by reviewing the PAR form submitted with each invoice and confirming that those subcontractors are listed on the approved Subcontracting Plan.

17. PUBLIC INFORMATION, CONFIDENTIALITY, AND PUBLICITY

17.1 Public Information and Release of Information.

17.1.1 All information provided by TCEQ and the Work are the property of TCEQ. The Texas Public Information Act (PIA), Texas Government Code Chapter 552, applies to all information provided by TCEQ and the Work. At no additional charge to the TCEQ, Contractor shall surrender or return information regarding this Contract, including information provided by TCEQ or the Work, to TCEQ not later than the 10th day after the date TCEQ requests the information.

17.1.2 Requests for Public Information. TCEQ has sole responsibility to respond to any requests for information regarding this Contract, including information provided by TCEQ or the Work. If Contractor receives a request for information from any third party, Contractor shall immediately forward the request to TCEQ. Except as provided below, the Contractor will not release any information without the express written authorization of the TCEQ Contract Manager or relevant TCEQ Project Manager. The Contractor may release the amount of the Contract and any information required to comply with laws or rules.