ESBD_551928_1787256520699_Grants Management System RFP Bid Package Final.pdf

Texas Division of Emergency Management 30-TDEM-RFP-1548

REQUEST FOR PROPOSAL

Grants Management System

RFP # TDEM-RFP-1548

PROPOSAL MUST BE RECEIVED BEFORE:

September 30, 2026 @ 4:00 PM CT NOTE: PROPOSALS must be submitted through AggieBid.

https://bids.sciquest.com/apps/Router/PublicEvent?CustomerOrg=TAMU

Please plan ahead and submit your proposal early just in case you have technical issues.

Pursuant to the Provisions of Texas Government Code Title 10, Chapter 2156.121 - 2156.127, sealed proposals will be received until the date and time established for receipt. After receipt, only the names of proposers will be made public. Prices and other proposal details will only be divulged after the award if one is made.

REFER INQUIRIES TO:

Joanna Morgan-Schaede, CTCD, CTCM Contract Administrator II/Vet HUB Coord email: joanna.morgan-schaede@tdem.texas.gov

SECTION 1. INTRODUCTION 4

1.1 Introduction

1.2 Brief History and Current Organization

1.3 Scope of Work

1.4 Award………………………………………………………………………………………………………11

1.5 Contract Term

1.6 Schedule of Events

SECTION 2. REQUIREMENTS 12

2.1 Technical Proposal

2.2 References

2.3 Specifications …………………………………………………………………………………………………….12

2.4 Pre-Bid Conference – Mandatory Meeting……………………………………………………………….12

SECTION 3. GENERAL INFORMATION 13

3.1 Submittal Deadline and Location

3.2 Submittal Instructions…………………………………………………………………………………….13

3.3 TDEM Contacts

3.4 Inquiries and Interpretations

3.5 Electronic State Business Daily Website

3.6 Open Records

3.7 Terms and Conditions

3.8 Proposal Components

SECTION 4. GENERAL TERMS AND CONDITIONS 15

4.1 General

4.2 Final Review and Approval

4.3 Definitions

4.4 Time of Performance

4.5 Default

4.6 Termination

4.7 Funding Out ……………………………………………………………………………………………. 17

4.8 Agreement Amendments

4.9 Independent Vendor Status

4.10 Right to Audit

4.11 Sales and Use Tax

4.12 Observance of Texas A&M Rules and Regulations

4.13 Non-Disclosure

4.14 Publicity

4.15 Severability

4.16 Non-Waiver of Defaults

4.17 Governing Law

4.18 Intellectual Property

4.19 Venue ………………………………………………………………………………………………………..18

4.20 Export Control ……………………………………………………………………………………………….18

4.21 Clarifications …………………………………………………………………………………………………19

4.22 Best and Final Offers …………………………………………………………………………………………19

SECTION 5. CONTRACTUAL REQUIREMENTS 20

5.1 Texas Public Information Act

5.2 Insurance Requirements

5.3 Indemnification

5.4 Other Benefits

5.5 Alternative Dispute Resolution

5.6 Prohibition Involving Human Trafficking

5.7 Not Eligible for Rehire

5.8 Boycotting Israel

5.9 Business with Certain Countries & Organizations………………………………………………………..21

5.10 Protecting the State of Texas from Malicious Espionage Activities by Foreign Adversaries……………21

5.11 Prohibited Software, Applications, and Developers ……………………………………………………..21

5.12 Billing Resolutions

5.13 Payment

5.14 Subcontracting Plan

5.15 Contract Monitoring ……………………………………………………………………………………..23

5.16 Documentation, Certification, and Reports …………………………………………………………….. 23

SECTION 6. EXECUTION OF OFFER 26

6.1 Proposer Affirmation

6.2 Texas Family Code Section 231.006

6.3 Substitute W-9

6.4 Direct Deposit

6.5 Signature

SECTION 7. RESPONDENT’S QUESTIONAIRE/COMPANY EXPERIENCE 28

7.1 Company Profile

SECTION 8. PRICING 29

SECTION 9.

EVALUATION CRITERIA FOR AWARD

9.1 Evaluation Information

9.2 Demonstration/Presentation

9.3 Evaluation Criteria and Weights

SECTION 10. NON-COLLUSION AFFIDAVIT 31

Appendix A – Insurance Requirements

Appendix B – Subcontracting Plan

Appendix C – TDEM Standard Terms and Conditions…………………………………………………………………………………………36

SECTION 1

INTRODUCTION

1.1 Introduction

The Texas Division of Emergency Management (TDEM) is responsible for tracking and monitoring activities related to grant awards administered by the Department of Homeland Security (DHS), Federal Emergency Management Agency (FEMA), and others. TDEM currently assists approximately 2,000 subrecipients in all phases of the response and award process and has over 10,000 individual constituents.

RESPONDENTS ARE CAUTIONED TO READ THE INFORMATION CONTAINED IN THIS RFP

CAREFULLY AND TO SUBMIT A COMPLETE RESPONSE TO ALL REQUIREMENTS AND

QUESTIONS AS DIRECTED.

1.2 Brief History and Current Organization

The Texas Division of Emergency Management (TDEM) coordinates the state emergency management program, which is intended to ensure the state and its local governments respond to and recover from emergencies and disasters and implement plans and programs to help prevent or lessen the impact of emergencies and disasters. TDEM implements programs to increase public awareness about threats and hazards, coordinates emergency planning, provides an extensive array of specialized training for emergency responders and local officials, and administers disaster recovery and hazard mitigation programs in the State of Texas.

TDEM is charged with carrying out a comprehensive all-hazard emergency management program for the State and for assisting cities, counties, and state agencies in planning and implementing their emergency management programs. A comprehensive emergency management program includes pre and post-disaster mitigation of known hazards to reduce their impact; provisions for effective response to emergency situations;

and recovery programs for major disasters. Chapter 418 of the Texas Government Code lays out an extensive set of specific responsibilities assigned to the Division.

1.3 Scope of Work

The Texas Division of Emergency Management (TDEM) seeks proposals from qualified vendors to provide, implement, configure, integrate, and support a modern, cloud-based Grants Management System (GMS). The solution will support the full lifecycle management of federal, state, disaster, and non-disaster grant programs, as well as reimbursement-based financial assistance, disaster cost recovery, mission assignment, and other operational funding programs while improving operational efficiency, compliance, reporting, stakeholder engagement, and financial accountability.

TDEM's strategic vision is to modernize grants administration and reimbursement program management through a flexible, scalable platform that provides a unified user experience, configurable workflows, robust integration capabilities, and the ability to adapt to evolving federal and state requirements. The future solution should align with TDEM's modernization objectives, including the ability to support a centralized portal experience and integration with existing enterprise systems. Must align with TDEM’s enterprise digital services and Constellation architecture and must not create an isolated constituent identity, portal, organization profile, document repository, or reporting ecosystem where an enterprise capability exists or is planned.

The selected solution shall:

• Replace or substantially enhance current grants management capabilities.

• Support FEMA and state grant programs as well as reimbursement, mission assignment, disaster finance, and operational funding through configurable architecture.

• Automate manual and paper-based processes.

• Improve transparency and communication with applicants and subrecipients.

• Establish a centralized system of record for operational grant management activities.

• Enable comprehensive financial management and compliance oversight.

• Provide real-time reporting, dashboards, and analytics.

• Integrate with existing TDEM, FEMA, TAMUS, and other external systems.

• Support future expansion through configurable forms, workflows, and modules.

• Provide a modern constituent-facing portal and internal management workspace.

The selected vendor shall provide all labor, software, hardware (if applicable), implementation services, training, data migration, integration services, documentation, and ongoing support necessary to deploy and maintain the solution.

The scope shall include:

Phase 1: Discovery and Solution Design The vendor shall:

• Conduct business process discovery sessions.

• Document current-state and future-state processes.

• Develop implementation and migration strategies.

• Configure the platform to support TDEM business requirements.

• Develop detailed project, testing, training, and deployment plans.

• Identify integration requirements and technical architecture.

• Identify program-specific lifecycle differences between traditional grants, reimbursement-based financial assistance, disaster finance, and operational funding program to ensure configurable workflows support each business model without requiring custom development.

Deliverables

• Project Management Plan

• Requirements Validation Report

• Solution Design Document

• Integration Architecture Document

• Data Migration Strategy

• Test Strategy and Acceptance Plan

Phase 2: System Configuration and Development The vendor shall configure and implement capabilities including:

Enterprise Program Management The system shall:

• Provide enterprise-wide visibility across all participating programs while maintaining program-specific workflows, security, business rules, and reporting.

• Support configurable business processes for multiple funding models without requiring custom software development.

• Enable shared organization profiles and role-based access across participating programs.

Provide a common user experience while allowing program-specific configurations.

Grant Program Management Support for:

• FEMA Public Assistance (PA)

• FEMA Hazard Mitigation Grant Program (HMGP)

• FEMA Fire Management Assistance Grants (FMAG)

• Homeland Security and Preparedness Grants

• State Disaster Programs

• State Mutual Aid and EMAC Programs

• Department of Energy Programs

• Non-Disaster Grant Programs

Future grant programs via configurable templates and modules

• Management of the full grant or program lifecycles from application through final financial reconciliation and closeout

End to End Workflow Automation The system shall provide configurable grant and financial workflows for:

• Grant applications

• Project applications

• Requests for Information (RFI)

• Scope and cost modifications

• Time extensions

• Appeals

• Financial transactions

• Reimbursement requests

• Payment processing

• Progress reporting (quarterly at minimum)

• Project closeout

• Account closeout

• Grant closeout

• Mission-based reimbursement workflows

• Mission package review

• Eligibility determinations

There should also be end-to-end workflow automations in place for:

• Approval routing

• Audit and compliance reviews to include Single Audit as well as audit resolution and corrective action plan acceptance

• Notifications and escalations

• Supervisor reassignment functionality

• Delegation of authority management

The solution should provide low-code/no-code tools to enable TDEM administrators to modify content and workflows without vendor intervention.

Organization and Entity Management The system shall include:

• Centralized organization profiles that serve as the primary record for eligible applicants, subrecipients, state agencies, local governments, tribal governments, nonprofit organizations, and other participating entities.

• A single organization dashboard providing authorized users with a consolidated view of all grants, projects, reimbursement requests, payments, compliance activities, communications, required actions, financial status, and other program participation associated with their organization.

• Organization-specific views of active, pending, and historical activities across all TDEM-managed programs.

• Configurable organizational hierarchies supporting parent-child relationships, departments, divisions, and affiliated entities.

• The system shall provide a configurable, role-based portal experience tailored to the authenticated user's organization, permissions, and program responsibilities.

• Management of multiple organizational contacts with configurable roles and responsibilities.

• Role-based permissions allowing organizations to assign varying levels of access based on job function, program responsibility, or organizational authority.

• Self-service management of organizational contacts and permissions, subject to TDEM approval where applicable.

• A consolidated history of communications submitted documents, approvals, reimbursements, payments, monitoring activities, and compliance actions associated with the organization.

• Organization-level reporting and dashboards summarizing financial activity, project status, reimbursement status, compliance requirements, and program participation.

Applicant, Recipient and Reimbursable Entity Management The system shall include:

• Applicant registration and onboarding

• Centralized applicant profiles

• Multiple contacts per organization

• Subrecipient management

• Performance tracking

• Compliance history

• Direct deposit information management

• Historical record retention and disposition protocols

• Multiple funding relationships

• Operational partner management

• State agency reimbursement management

• Mission-assigned entity management

Project and Award Management The system shall provide the capabilities for:

• Award and subaward management

• Project and milestone tracking

• Deliverables management

• Staffing assignment management

• Amendment processing

• Scope change management

• Performance tracking

• Lifecycle monitoring through closeout

Financial Management

• Budget creation and management

• Cost-share calculations

• Reimbursement processing including for Federal and State awards or cost reimbursement

• Invoice review and validation

• Duplicate payment prevention

• Payment management

• Drawdown tracking

• Financial reconciliation

• Indirect cost calculations

• Funding source management across multiple state, federal and other funding sources.

• Financial obligation tracking

• Financial audit reconciliation

• Aging reports

Forms and Document Management

• Configurable forms

• Form version control

• Collaborative editing

• Draft save capability

• Required field validation

• Required attachment validation

• Document storage and indexing

• Document retention and versioning

• Dynamic reimbursement packages

• Configurable financial review forms

• Mission documentation packages

Communications and Collaboration

• Automated notifications for workflows and modules

• Automated and manual system email generation

• Comments and notes on workflows and modules

• Communication tracking

• Configurable communication based upon workflow and grant program area

• Internal Review Collaboration

• External Stakeholder Communications

• Financial Review Comments

Dashboards and Reporting

• Support configurable dashboards for different user types, including Executive Leadership, Program

Leadership, and External users

• Financial dashboard

• Compliance dashboard

• Work Management dashboard

• Project and Award deadline dashboard

• Workflow-age monitoring dashboard

Phase 3: Integration Services The vendor shall design, develop, test, and support integrations with applicable systems, including but not limited to:

Federal Systems

• FEMA APIs

• FEMA Enterprise Data Warehouse (EDW)

• FEMA Data Exchange (FEMADex)

• SAM.gov

State and Agency Systems

• TAMUS FAMIS

• TDEM data lakes/data warehouses

• Identity management solutions including connection to SSO/IDP Financial systems

• Reporting platforms

Technical Requirements

• REST APIs

• Open API standards

• SOAP services where required

• SAML services where required

• Vendor solution shall allow TDEM, at any time, without additional licensing or professional services fees, to export a complete copy of all TDEM data maintained within the system. The export shall include transactional data, reference data, organization and user records, workflow history, audit logs, comments, communications, attachments, documents, metadata, configuration data, and relationships between records.

Structured data shall be provided in documented, non-proprietary, machine-readable formats such as CSV, JSON, XML, or a standard SQL database export mutually approved by TDEM. Documents and attachments shall be provided in their original native formats and linked to the corresponding records through stable identifiers and a manifest.

The vendor shall provide the applicable data dictionary, schema documentation, relationship mappings, field definitions, code tables, and instructions necessary to interpret and restore the exported data without reliance on the vendor’s proprietary platform. Exports shall preserve primary keys, foreign-key relationships, timestamps, record status, version history, and audit attribution.

TDEM shall be able to request a full export during the contract term, upon termination or expiration, and during transition to a successor system. The vendor shall provide the final export at no additional cost and shall reasonably assist TDEM in validating completeness and reconciliation.

Phase 4: Data Migration Vendor shall:

• Inventory legacy data

• Develop migration mapping

• Perform cleansing and validation

• Migrate historical grant, project, financial, and document records

• Conduct reconciliation activities

• Support user acceptance validation

Phase 5: Security, Compliance, and Records Management The system shall provide:

Security

• Role-based access control

• Granular permissions

• Segregation of duties

• Multi-factor authentication support

• Okta Single Sign-On compatibility

• Activity monitoring

• User auditing

Compliance

• SOC 2 compliance – Respondent must possess a current SOC 2 Type II examination report as conducted by an independent CPA. At TDEM’s request, Respondent shall provide evidence of a current SOC 2 Type II examination, including the report, executive summary, bridge letter, or other documentation sufficient to verify compliance. TDEM will review such documentation under appropriate confidentiality protections.

• Federal grant compliance requirements

• Single Audit support

• Complete audit trails

• Financial transaction logs

• Records retention controls

Accessibility

• Section 508 compliance

• WCAG 2.1 AA compliance

• Mobile-responsive design

Phase 6: Business Continuity and Disaster Recovery The vendor shall provide:

• Cloud-hosted production environment

• Daily backups

• Daily data export capability in documented, non-proprietary, machine-readable formats such as CSV, JSON, XML, or a standard SQL database export mutually approved by TDEM

• Disaster recovery plan

• High availability architecture

• Failover capability

• System redundancy

• Recovery Time Objective (RTO) of 12 hours or less

Phase 7: Training and Organizational Change Management The vendor shall provide:

• Role-based training

• Train-the-trainer program

• System administration training

• End-user training

• Training materials

• User guides

• Technical documentation

• Knowledge transfer activities

Desired Solution Characteristics TDEM prefers solutions that demonstrate:

• Low-code/no-code configurability.

• Ability to serve as a centralized grants management platform and constituent portal.

• Strong workflow and case management capabilities.

• First architecture integration.

• Real-time visibility into operational and financial data.

• Support for incremental modernization.

• Mobile accessibility for field personnel and applicants.

• Proven public-sector grants management experience.

• Established implementation methodology and customer support model.

• Ability to support configurable business processes, including reimbursement-centric financial operations, disaster cost recovery, operational funding programs, mission assignment workflows, and complex financial reconciliation.

• Enterprise-wide visibility across all participating programs while maintaining program-specific workflows, security, business rules, reporting, and user experiences.

5. Vendor Deliverables At a minimum, the vendor shall provide:

1. Project Management Plan

2. Detailed Requirements Traceability Matrix

3. Solution Design Documentation

4. Integration Specifications

5. Configured Grants Management System

6. Data Migration Deliverables

7. Test Plans and Test Results

8. Security and Compliance Documentation

9. Training Materials

10. User and Technical Documentation

11. Go-Live Readiness Assessment

12. Production Deployment

13. Post-Implementation Support Plan

14. Service Level Agreement (SLA)

15. Ongoing Maintenance and Upgrade Strategy

6. Post-Implementation Support The vendor shall provide ongoing support that includes:

• Help desk services

• Incident management

• Service level commitments

• System monitoring

• Software updates

• Security patching

• Enhancement support

• Annual review and optimization services

1.4 Award

The intent of this RFP is to make a single award.

1.5 Contract Term

The original contract period for an agreement resulting from this RFP will be from the date of award until August 31, 2029, with the option to renew for three (3) additional one-year periods, providing all terms and conditions of the original agreement remain the same and the renewal is mutually agreed upon by all parties.

TDEM reserves the right to extend any contract resulting from this RFP for a 90-calendar day period at the end of this Contract and/or renewal period. This option provision may be exercised more than once, but the total extension of performance hereunder will not exceed six months. TDEM may exercise this option by written notice to the Contractor.

1.6 Schedule of Events

The review and approval of RFPs is a multi-step process that requires variable amounts of time.

Responders are advised that the projected “Formal Execution of Agreement” date as listed in the “Tentative Timetable” may require extension.

Timetable

EVENT DATE

Issue RFP August 20, 2026, at 3:00 PM CT MANDATORY Pre-Bid Conference September 2, 2026 at TBD Deadline for Submission of Questions September 9, 2026, at 4:00 PM CT Answers to Questions Posted September 14, 2026, at 4:00 PM CT Deadline for Submission of Proposals September 30, 2026, at 4:00 PM CT Vendor Interviews/Software Demonstrations TBD Expected Contract Start Date TBD

SECTION 2

REQUIREMENTS

2.1 Technical Proposal

Provide a detailed plan on how you propose to provide the requested services based on your understanding of the current environment and the scope of work described in Section 1.3. The response shall clearly detail:

2.2.1 Vendor Qualifications

2.2.1.1 Summarize why the Respondent is the best company to provide the requested services.

2.2.1.2 Provide resumes of key individual(s) that would be associated/committed to the project.

2.2.2 General Requirements

2.2.2.1 Provide a detailed overview of your company’s ability to provide a Grants Management System for TDEM in accordance with the Scope of Work in Section 1.3.

2.2.2.2 Provide a summary of experience, including at least three completed projects of similar size and scope.

2.2 References

Respondents shall provide a list of references, a minimum of three (3), where services comparable in size, complexity, and/or scope have been performed in the last five (5) years. References shall include Company Name, Contact Person, Company Address, Telephone & Fax Number and Email Address. TDEM reserves the right to contact these references to verify the vendor’s ability to perform these services. A negative reference may be grounds for the disqualification of your RFP response.

2.3 Specifications

The successful Bidder shall perform the tasks listed in Section 1.3, Scope of Work, and provide updates to TDEM at TDEM-defined intervals. A TDEM point of contact will be provided at contract award.

2.4 Pre-Bid Conference – Mandatory Meeting

TDEM will conduct a mandatory pre-bid conference on September 2, 2026. The exact time and location will be communicated separately via an RFP addendum posted on the AggieBid portal and in the Electronic State Business Daily (ESBD). Interested Contractors should ensure they meet or exceed the minimum requirements set forth in this document before attending. Failure to attend the mandatory pre-bid conference will result in the disqualification of your proposal.

SECTION 3

GENERAL INFORMATION

3.1 Submittal Deadline and Location

All responses must be received by TDEM no later than September 30, 2026 @ 4:00 PM CT

Late responses will not be considered under any circumstances. TDEM shall not be responsible for failure of electronic equipment or operator error.

3.2 Submittal Instructions

3.2.1 Proposals including Execution of Offer (Section 6) must be signed by Respondent’s company official authorized to commit to such proposals. Failure to sign the Execution of Offer may be basis for proposal disqualification.

3.2.2 Complete proposals must be submitted through the AggieBid portal.

https://bids.sciquest.com/apps/Router/PublicEvent?CustomerOrg=TAMU

NOTE: Respondents must be a registered vendor. If you need assistance with vendor registration, please reach out to vendorhelp@tamu.edu.

All electronic copies must either be in Microsoft Office software or Adobe Portable Document Format (PDF). All image files must be in one of the following formats: .jpg, .gif, .bmp, or .tif. We prefer image files to already be inserted as part of a document such as a PDF.

3.3 Texas Division of Emergency Contacts

All questions related to this RFP must be sent through the AggieBid portal to:

Joanna K. Morgan-Schaede, CTCD, CTCM Contract Administrator II/VetHUB Coordinator joanna.morgan-schaede@tdem.texas.gov

TDEM specifically requests that Respondents restrict all contact and questions regarding this RFP to the above-named individuals. The deadline for questions is September 9, 2026 at 4:00 PM CT. ALL QUESTIONS MUST BE SUBMITTED THROUGH AGGIEBID PORTAL. Exceptions to submission via the AggieBid portal may be granted, at the sole discretion of TDEM, in the event the Respondent is having unresolvable technical difficulties with the portal. While in the vast majority of cases, TDEM will not answer questions submitted after the deadline, TDEM reserves the right to answer, solely at its discretion, what it considers particularly pertinent questions submitted after the deadline. What is considered “particularly pertinent” is a subjective decision made solely by TDEM. It is the Respondents’ responsibility to check the FRP Q&A Board for answers to questions.

3.4 Inquiries and Interpretations

Responses to inquiries which directly affect an interpretation or change to this RFP will be issued in writing by addendum (amendment) and posted in AggieBid portal. All such addenda issued by TDEM prior to the time that proposals are received shall be considered part of the RFP, and the Respondent shall consider and acknowledge receipt of such in their proposal.

Only those TDEM replied to inquiries which are made by formal written addenda shall be binding. Oral and other interpretations or clarification will be without legal effect.

3.5 Electronic State Business Daily Website

It is the responsibility of interested vendors to regularly check the ESBD for any possible addenda to this project. The RFP is inclusive of all addenda issued.

http://www.txsmartbuy.com/esbd

3.6 Open Records

TDEM considers all information, documentation and other materials requested to be submitted in response to this solicitation to be of a non-confidential and/or non-proprietary nature and therefore shall be subject to public disclosure under the Texas Public Information Act (Texas Government code, Chapter 552) after an agreement is awarded.

Respondents are hereby notified that TDEM strictly adheres to all Statutes, court decisions, and the opinions of the Texas Attorney General regarding the disclosure of RFP information.

3.7 Terms and Conditions

The Terms and Conditions (see Section 4 and Appendix C) shall govern any Agreement issued as a result of this solicitation RFP.

Any terms and conditions attached to a Response will not be considered. Additional or attached terms and conditions may result in the disqualification of your proposal. Examples of unacceptable terms and conditions include, but are not limited to, liability for payment of taxes, subjugation to the laws of another State, and limitations on remedies.

By submitting a bid, Respondents agree to all items in this RFP.

3.8 Proposal Components

The following documents are to be returned as part of your proposal submittal:

Signed Execution of Offer (See Section 6) References (See Section 2.2) Experience (See Section 2.2.2) Technical Proposal (See Section 2.1) Certificate of Insurance (See Section 5) Respondent’s Questionnaire (See Section 7) Non-Collusion Affidavit (See Section 10) Pricing (See Section 8) Subcontracting Plan VetHUB (See Section 5) Any Addendums, if applicable

FAILURE TO SUBMIT ANY OF THE ABOVE REQUIRED DOCUMENTS WILL RESULT IN BID DISQUALIFICATION

SECTION 4

GENERAL TERMS AND CONDITIONS

4.1 General

These General Terms and Conditions shall be made a part of and govern any Agreement/Purchase Orders resulting from this Request for Proposal. The Texas Division of Emergency Management (TDEM) Standard Terms and Conditions attached to the solicitation in AggieBid and as Appendix D in this document, are also a part of and govern any Agreement/Purchase Orders resulting from this Request for Proposal. By submitting a proposal, Respondents agree to all Terms & Conditions without exception.

Each response should be prepared simply and economically, providing a straightforward and concise description of the Respondent’s ability to meet the requirements of this RFP. Emphasis should be on completeness, clarity of content and responsiveness to the offer requirements.

In accordance with Texas Education Code 51.9335, TDEM shall make the award based on, but not limited to, the following best value criteria:

• The purchase price;

• The reputation of the vendor and of the vendor's goods or services;

• The quality of the vendor's goods or services;

• The extent to which the goods or services meet the institution's needs;

• The vendor's past relationship with the institution;

• The impact on the ability of the institution to comply with laws and rules relating to historically underutilized businesses and to the procurement of goods and services from persons with disabilities;

• The total long-term cost to the institution of acquiring the vendor's goods or services;

• Any other relevant factor that a private business entity would consider in selecting a vendor;

• The use of material in construction or repair to real property that is not proprietary to a single vendor unless the institution provides written justification in the request for bids for use of the unique material specified.

Additionally, all respondents are hereby notified that TDEM shall consider all factors it believes to be relevant in the determination of the “Best Value” including, but not limited to: past experience, references, proposal, and price. TDEM’s decision is final. Note that the above listed “best value” criteria may or may not appear as individual or specific criteria in RFP Section 9 - Evaluation Criteria.

Responses are to be valid for a minimum of 180 days from the submittal deadline date to allow time for evaluation, selection, and any unforeseen delays.

4.2 Final Review and Approval

Failure to comply with the requirements contained in this Request for Proposal may result in the rejection of the proposal. The vendor agrees to protect the State from claims involving infringement of patents or copyrights.

The vendor hereby assigns to purchaser, all claims for overcharges associated with any contract resulting from this RFP which arise under the antitrust laws of the United States 15 U.S.C.A. Section 1, et seq. (1973) and which arise under the antitrust laws of the State of Texas, Texas Business and Commercial Code Ann. Sec.

15.01, et seq. (1967).

Questions should be directed to the TDEM official(s) identified in Section 3.3 of this Request for Proposal.

Proposals and any other information submitted by Respondent in response to this Request for Proposal shall become the property of TDEM.

TDEM will not provide compensation to Respondents for any expenses incurred by the Respondent(s) for proposal preparation, product evaluations or demonstrations that may be made, unless otherwise expressly indicated.

Proposals which are qualified with conditional clauses, alterations, items not called for in the RFP documents, or irregularities of any kind are subject to disqualification by TDEM at its option.

4.3 Definitions

Whenever the following terms are used in these General Terms and Conditions or in other documents the intent and meaning shall be interpreted as follows:

RFP shall mean Request for Proposal.

Proposal shall mean Respondents offer.

Agency shall mean the Texas Division of Emergency Management.

Texas A&M shall mean Texas A&M University and all System members.

Respondent shall mean the individual, partnership, corporation, or other entity responding to this RFP.

Vendor shall mean the individual, partnership, corporation, or other entity awarded an agreement for labor or for equipment & supplies under this RFP in accordance with the terms, conditions, and requirements herein.

Agreement shall mean the formal Contractual Agreement entered into between TDEM and the Vendor as a result of this RFP by means of purchase order and/or separate written contract.

4.4 Time of Performance

Time is of the essence in the rendering of services. Seller agrees to perform all obligations and render services set forth per this proposal.

4.5 Default

In the event that the Vendor fails to carry out or comply with any of the terms and conditions of the agreement with TDEM, TDEM may notify the Vendor of such failure or default in writing and demand that the failure or default be remedied within ten (10) days; and in the event that the Seller fails to remedy such failure or default within the ten (10) day period, TDEM shall have the right to cancel the agreement upon thirty (30) days written notice.

The cancellation of the Agreement, under any circumstances whatsoever, shall not affect or relieve Vendor from any obligation or liability that may have been incurred or will be incurred pursuant to the agreement and such cancellation by TDEM shall not limit any other right or remedy available to TDEM at law or in equity.

4.6 Termination

4.6.1. For Convenience:

The agreement may be terminated, without penalty, by TDEM without cause by giving thirty (30) days written notice of such termination to the seller.

4.6.2. In no event shall such termination by TDEM, as provided for under this Section give rise to any liability on the part of TDEM including, but not limited to, claims of Vendor for compensation for anticipated profits, unabsorbed overhead, or interest on borrowing. TDEM’s sole obligation hereunder is to pay

Vendor for products and/or services ordered and received prior to the date of termination.

4.6.3. TDEM reserves the right to immediate cancellation, without penalty, due to non-performance

4.7 Funding Out

This agreement is subject to cancellation without penalty, either in whole or in part, if funds are not appropriated by the Texas Legislature, or otherwise made available to the using agency.

4.8 Agreement Amendments

No modification or amendment to the agreement shall become valid unless in writing and signed by both parties. All correspondence regarding modifications or amendments to the agreement must be forwarded to the TDEM Purchasing Department for prior review and approval. Only the CFO, Division Chief, Business Services, or his/her designee will be authorized to sign changes or amendments.

4.9 Independent Vendor Status

Vendor agrees that Vendor and Vendor’s employees and agents have no employer-employee relationship with TDEM. TDEM shall not be responsible for the Federal Insurance Contribution Act (FICA) payments, federal or state unemployment taxes, income tax withholding, Workers Compensation Insurance payments, or any other insurance payments, nor will TDEM furnish any medical or retirement benefits or any paid vacation or sick leave.

4.10 Right to Audit

At any time during the term of this agreement and for a period of four (4) years thereafter TDEM or duly authorized audit representative of TDEM, or the Texas A&M University System, at its expense and at reasonable times, reserves the right to incrementally audit Vendor’s records and manufacturer’s pricing relevant to all pricing provided under this agreement. In the event such an audit by TDEM reveals any errors/overpayments by TDEM, Vendor’s shall refund TDEM the full amount of such overpayments within thirty (30) days of such audit findings, or TDEM at its option reserves the right to deduct such amounts owing TDEM from any payments due Vendor.

4.11 Sales and Use Tax

TDEM, as a member of the Texas A&M University System, an agency of the State of Texas, qualifies for exemption from State and Local Sales and Use Taxes pursuant to the provisions of the Texas Limited Sales, Excise, and Use Tax Act. The Seller may claim exemption from payment of applicable State taxes by complying with such procedures as may be prescribed by the State Comptroller of Public Accounts.

4.12 Observance of TDEM Rules and Regulations

Vendor agrees that at all times its employees will observe and comply with all regulations of the Agency, including but not limited to parking and security regulations.

4.13 Non-Disclosure

Vendor and TDEM acknowledge that they or their employees may, in the performance of the resultant agreement, come into the possession of proprietary or confidential information owned by or in the possession of the other. Neither party shall use any such information for its own benefit or make such information available to any person, firm, corporation, or other organizations, whether or not directly or indirectly affiliated with Seller or TDEM unless required by law.

4.14 Publicity

Vendor agrees that it shall not publicize this agreement or disclose, confirm, or deny any details thereof to third parties or use any photographs or video recordings of TDEM’s name in connection with any sales promotion or publicity event without the prior express written approval of TDEM.

4.15 Severability

If one or more provisions of the resultant agreement, or the application of any provision to any party or circumstance, is held invalid, unenforceable, or illegal in any respect, the remainder of the agreement and the application of the provision to other parties or circumstances shall remain valid and in full force and effect.

4.16 Non-Waiver of Defaults

Any failure of TDEM at any time, to enforce or require strict keeping and performance of any of the terms and conditions of this agreement shall not constitute a waiver of such terms, conditions, or rights, and shall not affect or impair same, or the right of TDEM at any time to avail itself of same.

4.17 Governing Law

The substantive laws of the State of Texas (and not its conflicts of law principles), USA, govern all matters arising out of or relating to this Agreement and all the transactions it contemplates. Texas law shall govern regardless of any language in any attachment or other document that the Seller may provide.

4.18 Intellectual Property

Pursuant to the Agreement, the Agency will license specified uses of certain of its intellectual property and assets during the Term of the Agreement, as contemplated herein. However, TDEM shall, in all cases, retain exclusive ownership of any and all such intellectual property and assets, including any and all derivative property and assets developed during the Term of the Agreement. The Proposer shall acknowledge TDEM's ownership of its intellectual property in the Agreement and shall agree to assign any and all such intellectual property to TDEM at the expiration or termination of the Agreement, if requested by TDEM.

4.19 Venue

Pursuant to Section 85.18 (b), Texas Education Code, venue for a state court suit filed against The Texas A&M University System, any member of The Texas A&M University System, or any officer or employee of The Texas A&M University System is in the county in which the primary office of the chief executive officer of the system or member, as applicable, is located. At execution of this Agreement, such county is Travis County, Texas. Venue for any suit brought against The Texas A&M University System in federal court must be in the Houston Division of the Southern District of Texas.

4.20 Export Control

Vendor agrees to comply with all applicable US Export Control laws and regulations to include the Export Administration Regulations (EAR), the International Traffic in Arms (ITAR) and any other applicable US export laws and regulations. As an institution of higher learning, THE AGENCY typically does not take receipt of export-controlled goods, technical data, services, or technology (“Materials”) except as may be specifically agreed by the Agency. Vendor agrees that it will not provide or make accessible to the Agency any export-controlled materials without first informing the Agency of the export-controlled nature to the Materials and obtain from the Agency its written consent to accept such Materials as well as any specific instructions for delivering controlled Materials to the Agency. Vendor agrees to obtain government approval or export license if required from the appropriate US Government agency and to share that information with the Agency prior to delivery of such. Materials. In the event that any purchased item is export controlled under the U.S. Export

Control Regulations, Vendor shall provide the Agency with the export control classification and failure to do so may result in the cancellation of the respective purchase order or agreement.

4.21 Clarifications

TDEM may, by written request, ask a Respondent for additional information or clarification after reviewing the proposals received for the sole purpose of eliminating minor irregularities, informalities, or apparent clerical mistakes in the proposal. Clarification does not give Respondent an opportunity to revise or modify its proposal, except to the extent that correction of apparent clerical mistakes results in a revision. TDEM will not assist Respondent in bringing its proposal up to the level of other proposals through discussions. TDEM will not indicate to Respondent a cost or price that it must meet to obtain further consideration nor will it provide any information about other Respondents’ proposals or prices.

4.22 Best and Final Offer

TDEM, in its sole discretion, may request Respondents to submit a Best and Final Offer. Respondents must submit their Best and Final Offers in writing. If an Respondent does not respond to the request for a Best and Final Offer, that Respondent’s most recent prior offer will be considered to be its Best and Final Offer.

SECTION 5

CONTRACTUAL REQUIREMENTS

5.1 Texas Public Information Act

Respondent acknowledges that TDEM is obligated to strictly comply with the Public Information Act, Chapter 552, Texas Government Code, in responding to any request for public information pertaining to this Agreement, as well as any other disclosure of information required by applicable Texas law. Upon Respondent’s written request, respondent will promptly provide specified contracting information exchanged or created under any resultant agreement for or on behalf of TDEM. Respondent acknowledges that TDEM may be required to post a copy of the fully executed Agreement on its Internet website in compliance with Section 2261.253(a)(1), Texas Government Code. The requirements of Subchapter J, Chapter 552, Texas Government Code, may apply to this Agreement and Respondent agrees that this Agreement can be terminated if Respondent knowingly or intentionally fails to comply with a requirement of that subchapter

5.2 Insurance Requirements

5.2.1. The successful vendor will be required per the indicated requirements (Attachment E) to provide proof of insurance prior to beginning any work in any TDEM owned or leased facility. The vendor will be held strictly liable for any damages to TDEM property occurring during any installation.

5.2.2. Vendor shall not commence work until all the insurance specified hereunder has been obtained and certificates of such insurance have been filed with and accepted by TDEM. Insurance coverage shall provide for thirty (30) day notice of cancellation or material change to the policy coverage and/or limits and the certificate of insurance enforce must include a notice that the policy or policies do contain this provision. Acceptance of insurance certificates by TDEM shall not relieve or decrease the liability of the vendor. Unless otherwise specified, the vendor shall provide and maintain, until the work included in this Request for Proposal is completed an accepted by TDEM.

5.2.3. Certificates of Insurance MUST BE SUBMITTED THROUGH AGGIEBID PORTAL.

5.3 INDEMNIFICATION

VENDOR AGREES TO INDEMNIFY AND HOLD THE STATE OF TEXAS, THE BOARD OF

REGENTS OF TEXAS A&M UNIVERSITY SYSTEM, TEXAS A&M, TDEM AND THEIR

OFFICERS, EMPLOYEES, AND AGENTS (THE INDEMNIFIED PARTIES) HARMLESS FROM

AND INDEMNIFY EACH AGAINST ANY AND ALL LIABILITIES, ACTIONS, DAMAGES, SUITS,

PROCEEDINGS, JUDGMENTS, AND COSTS (EXCLUDING ATTORNEY’S FEES) FOR CLAIMS

RESULTING FROM THE ACTS OR OMISSIONS OF SELLER OR THE ACTS OR OMISSIONS OF

OTHERS UNDER SELLER’S SUPERVISION AND CONTROL.

5.4 Other Benefits

It is understood and agreed that no benefits, payments, or considerations received by vendor for the performance of services associated with and pertinent to the resultant agreement shall accrue, directly or indirectly, to any employees, elected or appointed officers or representatives, or any other person identified as agents of, or who are by definition an employee of the State.

5.5 Alternative Dispute Resolution

The dispute resolution process provided in Chapter 2260, Texas Government Code, and the related rules adopted by the Texas Attorney General pursuant to Chapter 2260, shall be used by Vendor to attempt to resolve any claim for breach of contract made by Company that cannot be resolved in the ordinary course of business.

Vendor shall submit written notice of a claim of breach of contract under this Chapter to the TDEM Chief

Financial Officer, who shall examine Company’s claim and any counterclaim and negotiate with Vendor to resolve the claim.

5.6 Prohibition Involving Human Trafficking

A state agency may not accept a proposal or award a contract, including a contract for which purchasing authority is delegated to a state agency, that includes proposed financial participation by a person who, during the five-year period preceding the date of the proposal or award, has been convicted of any offense related to the direct support or promotion of human trafficking. A proposal award subject to the requirements of this section must include the following statement: "Under Section 2155.0061, Government Code, the vendor certifies that the individual or business entity named in this proposal 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."

5.7 Not Eligible for Rehire

Respondent is responsible to ensure that employees participating in work for TDEM have not been designated by The Texas A&M University System (“TAMUS”) as Not Eligible for Rehire as defined in TAMUS Policy 33.02, Section 4. Non-conformance to this requirement may be grounds for termination of this Agreement or any resultant agreement.

5.8 Boycotting Israel

To the extent that Texas Government Code, Chapter 2271 applies to this Agreement, Respondent certifies that (a) it does not currently boycott Israel; and (b) it will not boycott Israel during the term of this Agreement. Respondent acknowledges this Agreement may be terminated and payment withheld if this certification is inaccurate.

5.9 Business with Certain Countries and Organizations

Pursuant to Subchapter F, Chapter 2252, Texas Government Code Respondent certifies it is not engaged in business with Sudan, Iran, or a foreign terrorist organization. Respondent acknowledges its purchase order and/or contract with TDEM may be terminated and payment withheld if this certification is inaccurate

5.10 Protecting the State of Texas from Malicious Espionage Activities by Foreign Adversaries

Respondent represents and warrants that Respondent is not and, if applicable, none of its holding companies or subsidiaries are (i) listed in Section 889 of the 2019 National Defense Authorization Act (“NDAA”) regarding telecommunications and video surveillance; (ii) listed in Section 1260H of the 2021 NDAA regarding Chinese military companies in the US; (iii) owned by the government of a country on the U.S. Department of Commerce's foreign adversaries list under 15 C.F.R. § 791.4 (“15 C.F.R. § 791.4 List”); or (iv) controlled by any governing or regulatory body located in a country on the 15 C.F.R. § 791.4 List. Respondent acknowledges that a false certification is a material breach of contract and is grounds for immediate termination of this Agreement with no further obligation on the part of the Agency or the A&M System. If this Agreement is terminated due to a false certification, Respondent will immediately reimburse the Agency for all prepaid costs.

5.11 Prohibited Software, Applications, and Developers

Vendor/Respondent certifies that it is not: (a) an entity listed on the Higher Education Research Security Council’s list of prohibited software/applications/developers at https://www.highered.texas.gov/prohibited-software-applications-developers/ (the “HERSC List”), or a subsidiary or affiliate of such an entity, or (b) providing, under this Agreement, software that is either on or provided by an entity on the HERSC List.

Vendor/Respondent acknowledges this Agreement may be terminated for cause immediately if this certification is inaccurate, and Vendor/Respondent will refund to MEMBER all amounts prepaid by

MEMBER under this Agreement within thirty (30) days following the effective date of termination.

5.12 Billing Resolutions

In the case of a problem on a disputed invoice or charge, the Respondent will provide necessary information, i.e., duplicate invoice, shipping information, and proof of delivery at no extra charge to TDEM within 5 business days of request. All credit memos will reflect the purchase order number and the original invoice number in which charge was initiated.

5.13 Payment

Payment schedule to be agreed upon prior to formal execution of agreement.

Payment shall be made within thirty (30) days after…