ESBD_563016_1790362320897_HHS0017298v2 Outside Counsel IT-RFQ.pdf

PCS 570 HHS RFQ, RFQ No. HHS0017298v2 Page 1 of 32 Version 2.0 (09/20/2023)

Stephanie Muth, Executive Commissioner

Request for Qualifications (RFQ) for

Outside Legal Counsel for Information Technology

RFQ No. HHS0017298v2

Date of Release: September 25, 2026

See Section 3.1 for Schedule of Events

NIGP Class/Item Codes

961-49 Miscellaneous Services – Legal Services, Attorneys

PCS 570 HHS RFQ, RFQ No. HHS0017298v2 Page 2 of 32

Table of Contents Article I. Introduction, Definitions, and Authority

1.1 Introduction

1.2 Definitions

1.3 Authority

Article II. Scope of Work

2.1 Description of Services

2.2 Contract Award, Term, and Historical Compensation

2.2.1 Contract Award and Reservation of Rights

2.2.2 Contract Term

2.2.3 Historical Compensation

2.3 No Guarantee of Volume, Usage, or Compensation

Article III. Administrative Information

3.1 Schedule of Events

3.2 Ambiguity, Conflict, or Discrepancy

3.3 Inquiries

3.3.1 Sole Point of Contact

3.3.2 Exceptions to Sole Point of Contact

3.3.3 Prohibited Communication

3.3.4 Solicitation Questions

3.4 Pre-proposal Conference

3.4.1 Attendance

3.4.2 Pre-proposal Conference Logistical Information

3.5 Solicitation Response Composition

3.5.1 General Information

3.5.2 Page Limit and Supporting Documentation

3.5.3 Discrepancies

3.5.4 Binding Offer

3.6 Solicitation Response Submission and Delivery

3.6.1 Deadline

3.6.2 Delivery

3.6.2.1 General Instructions

3.6.2.2 Solicitation Response – Component Parts

3.6.2.3 Submission Options

3.6.3 Submission Checklist

PCS 570 HHS RFQ, RFQ No. HHS0017298v2 Page 3 of 32

3.6.4 Modifications and Withdrawals of Solicitation Response

3.6.5 Retention of Solicitation Responses

Article IV. Solicitation Response Evaluation and Award Process

4.1 Conformance with State Law

4.2 Best Value Determination

4.2.1 Selection Methodology

4.2.2 Minimum Qualifications

4.2.3 Initial Compliance Screening

4.2.3.1 Verification of Past Vendor Performance

4.2.4 Written Solicitation Response Evaluation

4.2.5 Written Response Evaluation Criteria

4.2.6 Final Written Response Score

4.2.7 Additional Selection Considerations

4.2.8 Summary of Best Value Determination

4.3 Questions or Requests for Clarification

Article V. Statement of Qualifications

5.1 Executive Summary

5.2 Minimum Qualification Documentation

5.3 Organization Experience

5.4 Staff Experience and Competence

5.5 Demonstrated Competence

5.6 Staffing Profile

Article VI. Required Respondent Information

6.1 Company Information

6.1.1 Company Narrative

6.1.2 Company Profile

6.2 Authorization to Conduct Business in Texas

6.3 References

6.4 Affirmations and Certifications

6.5 Financial Capacity

6.6 Corporate Guarantee

Article VII. HSP Requirement

7.1 HSP Submission Instructions

Article VIII. General Terms and Conditions

PCS 570 HHS RFQ, RFQ No. HHS0017298v2 Page 4 of 32

8.1 General Conditions

8.1.1 Changes, Modifications, and Cancellation of the Solicitation

8.1.2 Offer Period

8.1.3 Costs Incurred

8.1.4 Contract Responsibility

8.1.5 Public Information Act - Respondent Requirements Regarding Disclosure

8.1.6 Respondent Waiver – Intellectual Property

8.1.7 Standards of Conduct for Vendors

8.1.8 Disclosure of Interested Parties

8.2 Insurance

8.2.1 Required Coverage

8.3 Protest

8.4 Indemnification

Article IX. List of Exhibits

PCS 570 HHS RFQ, RFQ No. HHS0017298v2 Page 5 of 32

ARTICLE I. INTRODUCTION, DEFINITIONS, AND AUTHORITY

1.1 INTRODUCTION

The Health and Human Services Commission (HHSC) is soliciting responses from qualified law firms interested in representing the Health and Human Services Commission (HHSC) in complex information technology matters in accordance with the requirements stated in this Request for Qualifications (RFQ).

HHSC seeks Outside Counsel specializing in information technology and intellectual property law to provide representation, advice, and assistance regarding information technology and intellectual property matters. Upon selection of Outside Counsel and the negotiation of a fair and reasonable fee schedule, HHSC will seek the approval of the Texas Office of the Attorney General (OAG) to enter into an Outside Counsel Contract (the Contract or OCC) as required by statute, Texas Government Code Section 402.0212. Pursuant to Texas Administrative Code Title 1, Part 3, Section 57.4(b)(5), this paragraph serves as notice that selection of and contracting with Outside Counsel is subject to approval of the OAG. Further, pursuant to Texas Administrative Code Title 1, Part 3, Section 57.5(b), HHSC and Outside Counsel will use the OCC template provided by the OAG for the Contract. All terms and conditions and other requirements contained in the final OCC shall govern any agreement issued as a result of this RFQ. A sample of the current OCC template is attached to this RFQ as Exhibit C, Sample OAG Outside Counsel Contract. If the OAG revises the OCC template prior to Contract execution, HHSC and Outside Counsel shall use the revised template.

This RFQ provides sufficient information for interested parties to prepare and submit qualifications for consideration by HHSC. By submitting a response to the RFQ, the Respondent certifies understanding of this RFQ and has full knowledge of the scope, nature, quality, and quantity of the work to be performed by the Respondent, the detailed requirements of the services to be provided, and the conditions under which the services are to be performed. The Respondent also understands that all costs relating to preparing and responding to this RFQ will be the sole responsibility of the Respondent. If selected for award by HHSC, the Respondent will notify HHSC immediately of any material change with regard to any statement, representation, or certification the Respondent has made in response to this Solicitation. Respondents are cautioned to read the information contained in this RFQ carefully and to submit a complete response to all requirements and questions as directed.

Information regarding HHSC and its programs is available online and may be accessed at https://hhs.texas.gov.

HHSC PCS will administer the procurement process for this Solicitation and will manage Respondent communications as well as the receipt of Solicitation Responses for review and evaluation.

https://statutes.capitol.texas.gov/?tab=1&code=GV&chapter=GV.402&artSec=402.0212 https://statutes.capitol.texas.gov/?tab=1&code=GV&chapter=GV.402&artSec=402.0212 https://texas-sos.appianportalsgov.com/rules-and-meetings?$locale=en_US&interface=VIEW_TAC_SUMMARY&queryAsDate=06%2F18%2F2026&recordId=167437 https://texas-sos.appianportalsgov.com/rules-and-meetings?$locale=en_US&interface=VIEW_TAC_SUMMARY&queryAsDate=06%2F18%2F2026&recordId=167437 https://www.hhs.texas.gov/

PCS 570 HHS RFQ, RFQ No. HHS0017298v2 Page 6 of 32

1.2 DEFINITIONS

As used in this Solicitation, unless a different definition is specified or the context clearly indicates otherwise, the terms and conditions have the meanings assigned below.

“Addendum” means a written clarification or revision to this Solicitation posted on the ESBD.

“Advancement Criteria” means the published criteria for Respondent to advance to the next phase of evaluation if multiple evaluation methods are utilized.

“Award Consideration (AC) Documents” means documents Respondent must submit as part of the Solicitation Response to be considered for negotiations or award.

“Company” means the law firm submitting a Solicitation Response.

“Contract” means an Outside Counsel Contract OCC.

“Contract Term” means the duration of the Contract, including any exercised extensions or renewals, commencing on the Effective Date and ending when the Contract expires in accordance with its terms, or when it has been terminated.

“Contractor” means the law firm or Outside Counsel selected to provide services to HHSC under the Contract.

“Deliverable” means a work product(s), including all invoices, reports, and project documentation prepared, developed, or procured by Outside Counsel as part of the services under the Contract for the use or benefit of HHSC or the State of Texas.

“Effective Date” means the date on which Contract takes effect.

“ESBD” means the Electronic Business Daily, an online directory where State of Texas solicitations over $25,000 are posted. The ESBD may currently be accessed at http://www.txsmartbuy.com/esbd.

“Final Written Response Score” refers to the final scoring of the written response as documented in the Solicitation.

“HHSC” means the Texas Health and Human Services Commission.

“HHSC PCS” means the Procurement and Contracting Services division of HHSC. HHSC PCS provides purchasing support services to DSHS and the Department of Family and Protective Services pursuant to Section 531.00553 of the Texas Government Code.

“Lead Attorney” means the Contractor’s primary attorney and point of contact for services performed under the Contract.

http://www.txsmartbuy.com/esbd

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“Outside Counsel” means the law firm selected by HHSC to provide legal services. This term does not include employees from HHSC or the OAG. The selected Outside Counsel must be approved by the OAG. (See Texas administrative Code, Title1, Part 3, §57.1(7))

“Respondent” means the individual or entity responding to this Solicitation.

“Solicitation” means this RFQ including all exhibits, attachments, forms, and Addenda, if any.

“Solicitation Consideration (SC) Documents” means documents that must be submitted by Respondent with the Solicitation Response in order to be considered for evaluation and cannot be resubmitted or have errors remedied after the submission due date and time in the Schedule of Events has passed.

“Solicitation Response” means Respondent’s full and complete response (including any attachments and addenda) to the Solicitation.

“State” means the State of Texas and its instrumentalities, including [HHSC, as well as any other state agency, its officers, employees, or authorized agents.

“Statement of Qualifications” means the portion of the Solicitation Response that comprises a Respondent’s qualifications and skills as set out in Article V of the Solicitation.

“Vendor” means a potential provider of goods or services to the State.

“VPTS” means the Vendor Performance Tracking System maintained by the Texas Comptroller of Public Accounts. The VPTS may be currently accessed at https://comptroller.texas.gov/purchasing/programs/vendor-performance-tracking/.

“Work” means all services to be performed, goods to be delivered, and any appurtenant actions performed, and items produced, conceived, or developed.

1.3 AUTHORITY

This Solicitation is issued pursuant to the authority of Texas Government Code Sections 402.0212 and 2254.153 and Title 1, Chapter 57 of the Texas Administrative Code, Section 57.4.

ARTICLE II. SCOPE OF WORK

2.1 DESCRIPTION OF SERVICES

The Scope of Work for this Solicitation is located in Exhibit E, Scope of Work (SOW).

https://texas-sos.appianportalsgov.com/rules-and-meetings?$locale=en_US&interface=VIEW_TAC_SUMMARY&queryAsDate=06%2F15%2F2026&recordId=155802 https://comptroller.texas.gov/purchasing/programs/vendor-performance-tracking/ https://statutes.capitol.texas.gov/?tab=1&code=GV&chapter=GV.402&artSec=402.0212 https://statutes.capitol.texas.gov/?tab=1&code=GV&chapter=GV.2254&artSec=2254.153 https://texas-sos.appianportalsgov.com/rules-and-meetings?$locale=en_US&interface=VIEW_TAC_SUMMARY&queryAsDate=04%2F20%2F2026&recordId=167437

PCS 570 HHS RFQ, RFQ No. HHS0017298v2 Page 8 of 32

2.2 CONTRACT AWARD, TERM, AND HISTORICAL COMPENSATION

2.2.1 Contract Award and Reservation of Rights

As a result of this Solicitation, HHSC intends to award one (1) Contract. Any award is contingent upon approval of the HHSC executive commissioner or their designee.

If, for any reason, a contract cannot be executed with a Respondent selected for award within five

(5) business days of HHSC’s determination to seek to contract with that Respondent, HHSC may avail itself of any option permissible under applicable law including, but not limited to, negotiate a contract with the next highest scoring Respondent, make a partial award, or withdraw the Solicitation.

HHSC reserves the right to cancel, make partial award, or decline to award a Contract under this Solicitation at any time at its sole discretion.

2.2.2 Contract Term

The initial term of the Contract will be from the date of execution of the OCC through August 31, 2027 .

Notwithstanding the limitation in the preceding paragraph and with at least thirty (30) calendar days’ advance written notice to Contractor, at the end of the initial term or any extension period, HHSC, in consultation with OAG, may extend the Contract as necessary to ensure continuity of service, for purposes of transition, or as otherwise determined by HHSC to serve the best interest of the State. Any extension would continue at the then-current contract rate or rates (if applicable) as modified during the Contract Term. Any extension beyond the initial term of the Contract is at the discretion of OAG. Contract extensions, if approved, must be by written amendment to the Contract and signed by all parties.

2.2.3 Historical Compensation

Total compensation under the Contract shall not exceed $150,000. Notwithstanding the preceding, HHSC reserves the right to increase this amount if additional state or federal funding becomes available during the Contract Term.

2.3 NO GUARANTEE OF VOLUME, USAGE, OR COMPENSATION

HHSC makes no guarantee of volume, usage, or total compensation to be paid under the Contract.

The Contract is subject to appropriations and the continuing availability of funds.

PCS 570 HHS RFQ, RFQ No. HHS0017298v2 Page 9 of 32

ARTICLE III. ADMINISTRATIVE INFORMATION

3.1 SCHEDULE OF EVENTS

EVENT DATE/TIME

Solicitation Posting Date on the ESBD See Date of Release on Page 1 of the Solicitation

Pre-proposal Conference

Attendance is Optional

September 30, 2026, at 2:00 p.m.

Central Time

Deadline for Submitting Questions October 2, 2026, at 5:00 p.m.

Central Time

Tentative Date Responses to Questions Posted on the

ESBD

October 16, 2026, at 5:00 p.m.

Central Time

Deadline for Submission of Solicitation Responses [NOTE: Responses must be RECEIVED by HHSC by the deadline.]

October 23, 2026, at 10:30 a.m.

Central Time

Evaluation Period November 2026

Tentative Date for Notice of Award Posted on the ESBD December 2026

Anticipated Contract Effective Date December 2026

All dates specified in the Schedule of Events are tentative and HHSC reserves the right to modify the dates or cancel the scheduled events at any time. Scheduling changes or cancellation determinations made by HHSC prior to the Solicitation Response deadline will be posted as an Addendum on the ESBD. If, after the Solicitation Response deadline, there are delays that significantly impact the anticipated award date, HHSC, at its sole discretion, may publish updates regarding the anticipated award date in the Procurement Forecast (https://apps.hhs.texas.gov/procurement-calendar/procurement-forecast.pdf) located on the HHS Procurement Opportunities webpage currently accessed at https://www.hhs.texas.gov/business/contracting-hhs/procurement-opportunities.

https://apps.hhs.texas.gov/procurement-calendar/procurement-forecast.pdf https://apps.hhs.texas.gov/procurement-calendar/procurement-forecast.pdf https://www.hhs.texas.gov/business/contracting-hhs/procurement-opportunities

PCS 570 HHS RFQ, RFQ No. HHS0017298v2 Page 10 of 32

In accordance with Texas Administrative Code, Title 1, Part 15, Chapter 391, Subchapter C, Rule §391.305, HHSC will issue a Notice of Intent to Award in the Procurement Forecast located on the HHS Procurement Opportunities webpage under Future Opportunities, Intent to Award Notices & Delayed Procurements.

Each Respondent is responsible for periodically checking the ESBD and the HHSC Procurement Forecast for updates.

3.2 AMBIGUITY, CONFLICT, OR DISCREPANCY

Respondent must notify the individual specified in Section 3.3.1 (Sole Point of Contact) of any ambiguity, conflict, discrepancy, exclusionary specification, omission, or other error in the Solicitation in the manner and by the deadline described in Section 3.3.4 (Solicitation Questions).

Respondent submits a Solicitation Response at its own risk.

If Respondent fails to properly and timely notify the individual specified in Section 3.3.1 (Sole Point of Contact) of any ambiguity, conflict, discrepancy, exclusionary specification, omission, or other error in the Solicitation, Respondent, whether awarded a contract or not:

a. Waives any claim of error or ambiguity in the Solicitation and any resulting contract;

b. Must not contest the interpretation by HHSC of such provision(s); and

c. Is not entitled to additional compensation, relief, or time by reason of ambiguity, conflict, discrepancy, exclusionary specification, omission, or other error or its later correction.

3.3 INQUIRIES

3.3.1 Sole Point of Contact

All requests, questions, or other communication regarding this Solicitation shall be made in writing to HHSC PCS and addressed to the person identified below (Sole Point of Contact), except as permitted in Section 3.3.2 (Exceptions to Sole Point of Contact). If a telephone number is provided by the Sole Point of Contact, its use is limited to administerial matters such as instructing a potential Respondent on accessing an IT system or locating a website referenced in the Solicitation. Communications via telephone are not binding. Respondent shall rely only on written statements issued by or through HHSC PCS designated staff as provided by Section 3.3 (Inquiries).

https://apps.hhs.texas.gov/procurement-calendar/procurement-forecast.pdf

PCS 570 HHS RFQ, RFQ No. HHS0017298v2 Page 11 of 32

Name Irene Martinez CTCD, CTCM

Title PCS Purchaser

Address Procurement and Contracting Services Building 1100 W 49th St. MC: 2020 Austin, TX 78756

Phone 210-438-6238

Email Irene.martinez03@hhs.texas.gov

3.3.2 Exceptions to Sole Point of Contact

Exceptions to Section 3.3.1 (Sole Point of Contact) are as follows:

a. The Sole Point of Contact may expressly direct another designated HHSC representative to speak to the Respondent, such as during contract negotiations. It is the Respondent’s responsibility to ensure that communications with an individual other than the Sole Point of Contact have been authorized by the Sole Point of Contact before engaging in such communication. Failure to comply with this requirement may result in the disqualification of a Respondent’s Solicitation Response as provided in Section 3.3.3 (Prohibited Communication).

b. The Sole Point of Contact will authorize an alternate or backup Sole Point of Contact in the event of their extended absence from the office and, in such an event, the contact information for the secondary Sole Point of Contact will be in placed in an automatic reply out-of-office email message. A Respondent seeking to contact the Sole Point of Contact should do so via email in order to timely receive updated contact information.

3.3.3 Prohibited Communication

Except as provided in Section 3.3.1 (Sole Point of Contact) and Section 3.3.2 (Exceptions to Sole Point of Contact), a Respondent or potential Respondent is prohibited from communicating with HHSC regarding this Solicitation. HHSC, including its representative(s) and partners, will not answer any verbal or written questions or otherwise discuss the contents of this Solicitation with any Respondent, potential Respondent, or their associated representative(s). This restriction does not preclude discussions between affected parties for the purposes of conducting business unrelated to this Solicitation. Failure to comply with this restriction may result in disqualification of Respondent's Solicitation Response.

3.3.4 Solicitation Questions

Written questions regarding this Solicitation must be submitted by email to the individual specified in Section 3.3.1 (Sole Point of Contact) by the deadline specified in Section 3.1 (Schedule of mailto:Irene.martinez03@hhs.texas.gov

PCS 570 HHS RFQ, RFQ No. HHS0017298v2 Page 12 of 32

Events). Responses to the Solicitation questions will not be emailed to the individual requestors.

Responses to all Solicitation questions timely received will be posted on the ESBD by the deadline specified in Section 3.1 (Schedule of Events). If same or similar Solicitation questions are submitted, a single consolidated answer may be posted on the ESBD.

All questions regarding the Solicitation must include the following information:

a. Solicitation number;

b. Solicitation package reference (page number, section, and exhibit or attachment, if applicable; may also reference Procurement Library documents in this manner, if applicable).

c. Question topic (e.g., “Schedule of Events,” or “Exhibit A, HHS Solicitation Affirmations, Version 2.10 “); and

d. Question.

In addition, the following contact information must be provided by the requestor with its submission of the Solicitation question(s):

a. Business entity name;

b. Business entity representative name;

c. Phone number; and

d. Email address.

Solicitation questions received after the deadline specified in Section 3.1 (Schedule of Events) may not be answered. Prior to the Solicitation Response deadline specified in Section 3.1 (Schedule of Events), HHSC PCS reserves the right to amend answers previously posted on the ESBD. Amended answers will be posted on the ESBD. It is the Respondent's responsibility to periodically check the ESBD.

3.4 PRE-PROPOSAL CONFERENCE

3.4.1 Attendance

HHSC PCS will conduct a pre-proposal conference. Attendance is optional but highly recommended.

3.4.2 Pre-proposal Conference Logistical Information

HHSC PCS will hold the pre-proposal conference by webinar on the date and time specified in Section 3.1 (Schedule of Events).

People with disabilities who wish to attend the meeting and require auxiliary aids or services should contact the individual identified in Section 3.3.1 (Sole Point of Contact) at least seventy-

PCS 570 HHS RFQ, RFQ No. HHS0017298v2 Page 13 of 32 two (72) hours before the pre-proposal conference in order to have reasonable accommodations made by HHSC.

Webinar Information:

https://events.teams.microsoft.com/event/79ba2e55-5ea2-4015-a144-aba2f0c8e7dd@9bf97732- 82b9-499b-b16a-a93e8ebd536b?source=copyLinkLegacyShareEventDialog

3.5 SOLICITATION RESPONSE COMPOSITION

3.5.1 General Information

Respondent should focus on the instructions and requirements of the Solicitation. Respondent should prepare a Solicitation Response that clearly and concisely represents its qualifications and capabilities. Expensive bindings, colored displays, promotional materials, etc. are not necessary or desired. Failure of Respondent to submit all required information and documents within its Solicitation Response in the required format(s) may result in disqualification of the Solicitation Response without further consideration.

3.5.2 Page Limit and Supporting Documentation

The Statement of Qualifications, described in Article V, must not exceed ten (10) pages, not including supporting documentation provided as appendices or attachments to the Statement of Qualifications. A Statement of Qualifications may be submitted with supporting documentation if

(1) complete and concise responses cannot be provided within the Statement of Qualifications without referencing the supporting documentation, (2) the Statement of Qualifications clearly specifies the location (e.g., file, page, section, and/or paragraph) where the supporting information can be found, and (3) such supporting documentation is submitted as part of the Solicitation Response.

The Statement of Qualifications must be properly paginated, formatted as an 8 ½" x 11" page with 1-inch margins, and use a 12 point or larger font, except that a smaller font may be used for page headers and footers, footnotes, and illustrations such as tables, charts, diagrams, figures, graphs and other visual aids. If a font smaller than 12 point is used, the text when printed on 8 ½" x 11" paper must not require magnification to be legible. Times New Roman font is preferred.

The Statement of Qualifications must not include other documents embedded as electronic files within the text and must not include hypertext links. The Statement of Qualifications, including supporting documentation, submitted as an electronic file should be pre-formatted for printing on 8 ½" x 11" paper.

https://events.teams.microsoft.com/event/79ba2e55-5ea2-4015-a144-aba2f0c8e7dd@9bf97732-82b9-499b-b16a-a93e8ebd536b?source=copyLinkLegacyShareEventDialog https://events.teams.microsoft.com/event/79ba2e55-5ea2-4015-a144-aba2f0c8e7dd@9bf97732-82b9-499b-b16a-a93e8ebd536b?source=copyLinkLegacyShareEventDialog https://events.teams.microsoft.com/event/b5b443ac-9e25-482b-bbe3-082cbfc20414@9bf97732-82b9-499b-b16a-a93e8ebd536b https://events.teams.microsoft.com/event/b5b443ac-9e25-482b-bbe3-082cbfc20414@9bf97732-82b9-499b-b16a-a93e8ebd536b

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3.5.3 Discrepancies

In the event of any discrepancies or variations between copies, HHSC is under no obligation to resolve the inconsistencies and may make its scoring and selection decisions accordingly, including the decision to potentially disqualify a Solicitation Response. If Respondent is required to designate an “Original” Solicitation Response but fails to do so, HHSC, in its sole discretion, will determine the version to be used as the original or may disqualify the Solicitation Response.

If the Respondent submits a redacted Solicitation Response as the “Original,” HHSC will disqualify the Solicitation Response and it will not be evaluated. HHSC] will not accept submissions after the “Deadline for Submission of Solicitation Responses” specified in the Section

3.1 (Schedule of Events (Section 3.1) to remedy discrepancies or variations in Solicitation Response submissions.

3.5.4 Binding Offer

A Solicitation Response constitutes a binding offer to contract based upon the terms, conditions, and specifications set forth in this Solicitation. By submitting a Solicitation Response, Respondent represents and warrants that any individual submitting the Solicitation Response and any related documents on behalf of the Respondent is authorized to do so and to bind the Respondent under any contract that may result from this Solicitation.

A Solicitation Response must be responsive to the Solicitation as worded and without any expectation that any or all terms, conditions, or provisions of the Solicitation will be negotiated. A Solicitation Response may be disqualified as non-responsive to the Solicitation if it includes any disclaimer asserting a conditional offer (e.g., Respondent’s ability to contract is contingent on an exception or assumption provided) or other similar statement indicating that the Solicitation does not constitute a binding offer.

3.6 SOLICITATION RESPONSE SUBMISSION AND DELIVERY

3.6.1 Deadline

Respondent is solely responsible for ensuring timely delivery of its Solicitation Response by the date and time specified in Section 3.1 (Schedule of Events). HHSC PCS will time stamp each Solicitation Response. Solicitation Responses received after the deadline specified in Section

3.1 (Schedule of Events) will be rejected and not considered for contract award.

3.6.2 Delivery

3.6.2.1 General Instructions

It is the Respondent’s responsibility to appropriately mark and deliver the Solicitation Response to HHSC PCS by the date and time specified in Section 3.1 (Schedule of Events). HHSC will not be responsible for submission errors that may lead to disqualification due to nonreceipt or late

PCS 570 HHS RFQ, RFQ No. HHS0017298v2 Page 15 of 32 delivery of a Solicitation Response. In no event will HHSC be responsible or liable for any delay or error in delivery.

3.6.2.2 Solicitation Response – Component Parts

Respondent shall submit its Solicitation Response in component parts as described below:

a. One file/folder named “Original” that contains the Respondent’s entire Solicitation Response in searchable portable document format (PDF), unless otherwise specified for a particular attachment or exhibit.

b. If applicable, one file/folder named “Public Information Act Copy” that contains the Respondent’s entire Solicitation Response, including all exhibits and attachments, in searchable PDF prepared in accordance with Section 8.1.5 (Public Information Act – Respondent Requirements Regarding Disclosure).

3.6.2.3 Submission Options

Respondent must submit the Solicitation Response using one of the following submission options.

A Solicitation Response submitted by any other method will not be considered.

a. Submission Option No. 1: HHS Online Bid Room. Respondent shall submit the Solicitation Response packet through the Online Bid Room utilizing the procedures below:

1. Use of the HHS Online Bid Room requires registration for the Enterprise Portal using the IAMOnline Portal Link located at https://iamonline.hhs.state.tx.us. Respondent should allow up to five business days to receive a username and password. If username and password is not received within five (5) days, Respondent should email pcsbids@hhsc.state.tx.us.

Note: A Respondent who already has access to the Enterprise Portal for other applications, must complete a new registration to receive access to the HHS Online Bid Room. The new registration must be completed with a different email than the original account as the Enterprise Portal does not allow the same email address to be used for two different accounts.

2. After the Enterprise Portal login credentials have been received via email, Respondent can request the necessary HHS Online Bid Room username and password. This second username and password is required to electronically submit a Solicitation Response through the HHS Online Bid Room.

3. Additional information including a tutorial, guidebook, and other resources can be found on the HHS Online Bid Room webpage located at https://www.hhs.texas.gov/business/contracting-hhs/hhs-online-bid-room.

https://iamonline.hhs.state.tx.us/app/UserHome?session_hint=AUTHENTICATED https://iamonline.hhs.state.tx.us/ mailto:pcsbids@hhsc.state.tx.us https://www.hhs.texas.gov/business/contracting-hhs/hhs-online-bid-room https://www.hhs.texas.gov/business/contracting-hhs/hhs-online-bid-room

PCS 570 HHS RFQ, RFQ No. HHS0017298v2 Page 16 of 32

4. Respondent should allow enough time for the registration process to ensure timely delivery of its Solicitation Response by the date and time specified in Section 3.1 (Schedule of Events).

5. The use of the HHS Online Bid Room and any resulting technical difficulties which may prevent a successful, responsive electronic submission of a Solicitation Response shall not be sufficient basis for a protest of a contract award.

b. Submission Option No. 2: USB Drive. Respondent shall submit the Solicitation Response using the procedures specified in this section.

1. Respondent must place the Solicitation Response on two USB drives. The content on each USB drive must be identical. One USB drive must be labeled “Original” The second USB drive must be labeled “Copy.”

2. Respondent must deliver the Solicitation Response by one of the methods specified below.

Overnight/Express/Priority Mail Hand Delivery

Health and Human Services Commission ATTN: Response Coordinator Tower Building Room 108 1100 W. 49th St., MC 2020 Austin, Texas 78756

Health and Human Services Commission ATTN: Response Coordinator Procurement & Contracting Services Building 1100 W. 49th St., MC 2020 Austin, Texas 78756

A Solicitation Response delivered by mail or hand delivery must be placed in a sealed package. It is Respondent’s sole responsibility to ensure that packaging is sufficient to prevent damage to contents. HHSC will not be held responsible for any Solicitation Response that is mishandled prior to receipt by HHSC PCS.

The sealed package and each USB drive must be clearly labeled on the outside as follows:

SOLICITATION NO: [Respondent to include Solicitation Number from Page 1 of this Solicitation.]

SOLICITATION NAME [Respondent to include Solicitation Name from Page 1 of this Solicitation.]

SOLICITATION RESPONSE DEADLINE [Respondent to include Date and Time from Section 3.1 (Schedule of Events).]

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PURCHASER NAME: [Respondent to include purchaser name from Section 3.3.1 (Sole Point of Contact).]

RESPONDENT NAME: [Respondent to include its name.]

Respondent is solely responsible for ensuring its Solicitation Response is submitted in accordance with all Solicitation requirements including, but not limited to, proper labeling of packages, sufficient postage or delivery fees, and ensuring timely receipt by HHSC. A dated shipping label, invoice of receipt from the delivery carrier, or any other documentation in lieu of the HHSC PCS time stamp WILL NOT be accepted.

3.6.3 Submission Checklist

Solicitation Consideration and Award Consideration Documents, defined in Section 1.2 (Definitions), must be submitted by the deadline for Solicitation Response submissions specified in Section 3.1 (Schedule of Events). Solicitation Consideration Documents will be reviewed as received, and Respondent will not have an opportunity to remedy missed requirements. At its sole discretion, HHSC may request some, or all of, the Respondents to remedy missing elements of Award Consideration Documents. Those marked “SC” are Solicitation Consideration Documents and those marked “AC” are Award Consideration Documents.

Below are the documents required to be submitted with the Solicitation Response. Where searchable PDF files are required, submission of non-searchable (image only) PDF files may result in disqualification of the Solicitation Response.

a. Statement of Qualifications and Respondent Information

1. Statement of Qualifications (Article V) SC ____

2. Minimum Qualification Documentation

(Sections 4.2.2 and 5.2) SC ____

3. Past Performance Template (Section 5.5 and Exhibit B)

AC ____

4. Company Information (Section 6.1) SC ____

5. Authorization to Conduct Business in Texas and Franchise Tax Exemption

(Section 6.2) AC ____

6. References (Section 6.3) AC ____

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7. HHS Solicitation Affirmations, Version 2.10

(Section 6.4, Exhibit A) SC ____

8. Signed Addenda (if applicable) AC ____

3.6.4 Modifications and Withdrawals of Solicitation Response

Prior to the Solicitation Response submission deadline specified in Section 3.1 (Schedule of Events), Respondent may either (1) withdraw its Solicitation Response by submitting a written request to the individual identified in Section 3.3.1 (Sole Point of Contact), or (2) modify its Solicitation Response by submitting a written amendment to the individual identified in Section

3.3.1 (Sole Point of Contact). When modifying its Solicitation Response, Respondent must provide written notice signed by an authorized representative that specifically identifies the portion(s) of the Solicitation Response that will be replaced or removed by the amendment.

3.6.5 Retention of Solicitation Responses

A Solicitation Response becomes the property of HHSC after submission and will not be returned to the Respondent.

ARTICLE IV. SOLICITATION RESPONSE EVALUATION AND AWARD

PROCESS

4.1 CONFORMANCE WITH STATE LAW

Solicitation Responses shall be evaluated in accordance with Texas Government Code, Chapter 2254, Subchapter D, and Title 1 Texas Administrative Code Part 3, Chapter 57, §57.4(c).

HHSC will make the selection of one (1) Respondent (if any) to contract with HHSC on the basis of demonstrated competence and qualifications to perform the required Services and for a fair and reasonable price.

4.2 BEST VALUE DETERMINATION

4.2.1 Selection Methodology

Solicitation Responses that meet the minimum qualifications will be submitted to the evaluation team for review and scoring. Each member of the evaluation team will receive a copy of each responsive Solicitation Response. The evaluators will review the Solicitation Responses considering the criteria listed in Section 4.2.5 (Written Response Evaluation Criteria).

Evaluators will individually score the Solicitation Responses. This procurement will utilize an aggregated individual evaluation methodology as outlined by this section.

https://statutes.capitol.texas.gov/?tab=1&code=GV&chapter=GV.2254&artSec=2254.151 https://statutes.capitol.texas.gov/?tab=1&code=GV&chapter=GV.2254&artSec=2254.151 https://texas-sos.appianportalsgov.com/rules-and-meetings?$locale=en_US&interface=VIEW_TAC_SUMMARY&queryAsDate=04%2F21%2F2026&recordId=167437

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The following subsections describe the evaluation process, including any criteria for advancement to the various phases of evaluation, if applicable.

4.2.2 Minimum Qualifications

Respondent must meet the minimum qualifications listed below:

a. Respondent’s organization must have seven (7) consecutive years of experience with information technology and intellectual property legal matters, or the principals/owners have seven (7) years of recent ownership/management experience in a previous law firm that provided legal services related to information technology and intellectual property legal matters;

b. Respondent must designate a Lead Attorney. The Lead Attorney must be currently licensed in Texas. Documentation of the Lead Attorney’s valid standing with the State Bar must be submitted as an attachment to the Solicitation Response;

c. The Lead Attorney must have minimum of five (5) consecutive years of current experience and specialization in information technology and intellectual property law;

d. Licensure information and resumes for the attorney’s providing legal services in response to this Solicitation must be submitted as separate attachments to the Solicitation Response;

e. The Response must include three (3) complete submissions utilizing Exhibit B, Past Performance Template. The responses utilizing Exhibit B, Past Performance Template must include different information from the References; and

f. Respondent has submitted the Solicitation Response in accordance with Section 3.6, (Solicitation Response Submission and Delivery) including all Solicitation Consideration and Award Consideration Documents, see Section 3.6.3 (Submission Checklist).

4.2.3 Initial Compliance Screening

HHSC will review Solicitation Responses for compliance with Section 3.6.3 (Submission Checklist) and for demonstrated ability to meet the minimum qualifications specified in Section

4.2.2 (Minimum Qualifications) required to advance to evaluations. Failure to meet the minimum qualifications specified in Section 4.2.2 (Minimum Qualifications), will result in the disqualification of the Solicitation Response.

HHSC will automatically disqualify any Solicitation Response that does not include one or more of the completed and signed (as applicable) Solicitation Consideration Documents listed in Section

3.6.3 (Submission Checklist).

At its sole discretion, HHSC may disqualify any Solicitation Response that does not include all required Award Consideration Documents. Reference Section 3.6.3 (Submission Checklist).

HHSC may contact references provided in response to this Solicitation. HHSC may contact Respondent’s clients, or solicit information from any available source, including the Comptroller’s

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VPTS. Any information received may be grounds for disqualification if that information, in HHSC’s sole discretion, suggests that the Respondent may perform poorly if selected.

4.2.3.1 Verification of Past Vendor Performance

By submitting a Solicitation Response, Respondent generally releases from liability and waives all claims against any party providing information about Respondent at the request of HHSC.

At HHSC’s sole discretion, Respondent may be rejected as a result of unsatisfactory past performance under any contract(s) as reflected in vendor performance reports, reference checks, or other sources.

Respondent’s past performance may be considered prior to making an award determination.

a. Reasons for which a Respondent may be denied a contract include, but are not limited to:

1. Respondent has unfavorable reports or grade less than a “C” on the CPA Vendor Performance Tracking System (VPTS);

2. Respondent is currently under a corrective action plan through HHSC;

3. Respondent has had repeated, negative vendor performance reports for the same reason;

4. Respondent has a record of repeated non-responsiveness to vendor performance issues;

or

5. Respondent has contracts or purchase orders that have been cancelled in the previous 12 months for non-performance or sub-standard performance.

b. HHSC may examine other sources of vendor performance, which may include information provided by any governmental entity, whether an agency or political subdivision of the State of Texas, another state, or the federal government. The performance information may include, but is not limited to:

1. Notices of termination;

2. Cure notices;

3. Assessments of liquidated damages;

4. Litigation;

5. Audit reports; and

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6. Non-renewals of contracts.

c. HHSC, at its sole discretion, may initiate investigations or examinations of vendor performance based upon media reports. Any negative findings, as determined by HHSC in its sole discretion, may result in HHSC’s removing Respondent from further consideration for award.

4.2.4 Written Solicitation Response Evaluation

Each member of the evaluation team will read the Solicitation Responses in preparation for evaluation. The evaluation team will score all Solicitation Responses that pass initial screening, Section 4.2.3 (Initial Compliance Screening). Solicitation Responses will be scored against the criteria in Section 4.2.5 (Written Response Evaluation Criteria)

Solicitation Responses will be evaluated utilizing aggregated individual scoring and any other methods outlined in Article IV, Solicitation Response Evaluation and Award Process. The individual evaluators’ scores will be aggregated and weighted, resulting in the Final Written Response Scores.

4.2.5 Written Response Evaluation Criteria

A Solicitation Response shall be consistently evaluated and scored in accordance with the following criteria. See also, Exhibit D, Evaluation Tool

a. Organization Experience (30%)

b. Staff Qualification and Experience (45%)

c. Demonstrated Competence (25%)

4.2.6 Final Written Response Score

A Respondent’s Final Written Response Score is the score from Section 4.2.4 (Written Solicitation Response Evaluation). Final Written Response Score may not always determine best value or selection for negotiation and award, see Section 4.2.7 (Additional Selection Considerations) and Section 4.2.8 (Summary of Best Value Determination) for more information.

4.2.7 Additional Selection Considerations

Solicitation Responses should not include any information regarding Respondent's fees, pricing, or other compensation. Pricing will not be considered during the evaluation process.

A fair and reasonable price will be negotiated with the highest scoring Respondent after evaluations are complete. HHSC will request a fee schedule from the successful Respondent.

The Respondent will have three (3) business days from notification to submit a fee schedule

PCS 570 HHS RFQ, RFQ No. HHS0017298v2 Page 22 of 32 that is fair and reasonable for the services being provided. HHSC reserves the right to move to the next highest scoring Respondent if the Respondent fails to comply with the given time period.

The Respondent will have three (3) business days from notification to submit a Conflict Disclosure Statement to HHSC. The statement must be in compliance with OAG, Letter to Agencies and Prospective Outside Counsel (July 31, 2025) which can be accessed at Outside Counsel Contracts | Office of the Attorney General (texasattorneygeneral.gov).

4.2.8 Summary of Best Value Determination

The final selection for award will be based on best value, as determined by this section. This includes any scoring adjustments for outliers or other additional considerations as specified by this Solicitation. Respondents are encouraged to thoroughly review the processes outlined in this section, as it documents the best value considerations to be made by HHSC when selecting a Respondent for negotiation and Contract award.

4.3 QUESTIONS OR REQUESTS FOR CLARIFICATION

By submitting a Solicitation Response, Respondent grants HHSC the right to ask questions, request clarifications and to obtain any information from any lawful source regarding the past history, practices, conduct, ability, and eligibility of the Respondent to supply Services and to fulfill requirements under this Solicitation, and the past history, practices, conduct, ability, and eligibility of any director, officer, or key employee of the Respondent. By submitting a Solicitation Response, the Respondent generally releases from liability and waives all claims against any party providing information about the Respondent at the request of HHSC. Such information may be taken into consideration in evaluating the Solicitation Response.

ARTICLE V. STATEMENT OF QUALIFICATIONS

5.1 EXECUTIVE SUMMARY

Respondent must provide an executive summary of its qualifications as well as a full and concise summary of the contents of the Solicitation Response. The overview should highlight key aspects of the Solicitation Response including Respondent’s understanding of any stated goals or objectives for this Solicitation. Respondent must include a statement in the executive summary that the Solicitation Response is responsive to all the requirements of this Solicitation, including Exhibit E, Scope of Work (SOW). The executive summary must not exceed two (2) pages.

If Respondent is providing services beyond those specifically required by this Solicitation, those services must be identified in the Solicitation Response. If Respondent is offering services that do not meet the specific requirements of this Solicitation, but in the opinion of the Respondent are equivalent or superior to those specifically requested, any such differences must be noted in the https://www.texasattorneygeneral.gov/sites/default/files/files/divisions/general-counsel/Letter-State-Agencies-Prospective-Outside-Counsel-July-2025.pdf https://www.texasattorneygeneral.gov/sites/default/files/files/divisions/general-counsel/Letter-State-Agencies-Prospective-Outside-Counsel-July-2025.pdf

PCS 570 HHS RFQ, RFQ No. HHS0017298v2 Page 23 of 32 executive summary. Failure to submit a Solicitation Response that is responsive to the requirements of the Solicitation may result in disqualification of the Solicitation Response.

5.2 MINIMUM QUALIFICATION DOCUMENTATION

Respondent must provide documentation that demonstrates its compliance with the minimum qualifications set forth in Section 4.2.2 (Minimum Qualifications).

5.3 ORGANIZATION EXPERIENCE

a. Respondent describes the firm’s organizational experience providing legal support, advice, and legal services, working with clients and vendors on complex information technology and intellectual property law related matters; and

b. Respondent describes the firm’s experience with information technology compliance related to federal and state law matters.

5.4 STAFF EXPERIENCE AND COMPETENCE

a. Respondent describes and documents the Lead Attorney’s experience in information technology and intellectual property law related matters;

b. Respondent describes and documents the attorney staff’s experience and competence with information technology law related matters;

c. Respondent’s documentation depicts the Lead Attorney and other attorney staff’s experience and competence in advising on complex information technology, legal matters, including, but not limited to, agreements, intellectual property, data privacy and security, artificial intelligence, dispute resolution, and risk management; and

d. Respondent describes staffs experience with information technology compliance related to federal and state laws, rules, and regulations.

5.5 DEMONSTRATED COMPETENCE

Respondents Organization’s must complete and submit Exhibit B, Past Performance Template for three (3) contracts or projects as attachments to the Statement of Qualifications, to provide information that demonstrates the Respondent’s competence and experience advising clients in complex information technology matters. Preferably, at least one of the submissions includes experience providing legal services to a federal, state, or local government entity. HHSC may contact clients listed in Exhibit B, Past Performance Template submissions provided in the Solicitation Response.

*Please note that Exhibit B, Past Performance Template is separate from the references required to be submitted per Section 6.3 (References).

The Respondents Organization must demonstrate commitment, understanding, experience, and competence in past performance with legal matters involving information technology, including intellectual property, security, data privacy, artificial intelligence, and risk management.

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Respondent must address competence in both the Solicitation Response and Exhibit B, Past Performance Template.

5.6 STAFFING PROFILE

Respondent must provide staffing profiles, resumes, and licensing information for all key personnel who will be responsible for the performance of the Services as attachments to the Statement of Qualifications required by this Solicitation.

ARTICLE VI. REQUIRED RESPONDENT INFORMATION

6.1 COMPANY INFORMATION

In its Solicitation Response, Respondent must include the information required by this section.

6.1.1 Company Narrative

Respondent must provide a detailed narrative explaining its experience and qualifications to provide the Services specified in Exhibit E, Scope of Work (SOW). Respondent’s narrative should focus on key strengths and competitive advantages.

6.1.2 Company Profile

Respondent must provide a company profile that includes the following:

a. Respondent’s ownership structure (e.g., corporation, partnership, LLC, or sole proprietorship), including any wholly-owned subsidiaries, affiliated companies, or joint ventures.