REQUEST FOR PROPOSALS TO PROVIDE

COMMERCIAL REAL ESTATE BROKERAGE SERVICES

Texas Department of Banking 2601 North Lamar

Austin, Texas 78705

RFP 451-27-038

NIGP Code: 958-83

Proposal Due Date: 11/19/2026 Proposal Due Time: 3:00 pm (Central Time in Austin, Texas)

Posting Date: 10/28/2026

Pursuant to the Provisions of the Texas Government Code Title 10, Subtitle D, §§ 2156.121 – 2156.127, sealed proposals will be received until the date and time established for receipt. After receipt, names, prices and other proposal details may only be divulged after award of a contract, if a contract is awarded. The award notice will be posted on the electronic state business daily (“ESBD”) at https://www.txsmartbuy.com/esbd.

Pursuant to Texas Government Code § 2155.131 and 34 Texas Administrative Code § 20.82, the Texas Department of Banking (“DOB”) has been delegated requisite authority to conduct this Request for Proposal (“RFP”) and to award a contract for the purposes stated herein.

All proposals shall become the property of the DOB.

All addenda to or clarification of this solicitation shall be posted on the ESBD.

Contractor understands and agrees that no public disclosures or news releases pertaining to this RFP, negotiations, subsequent award, or any results or findings based on information provided or obtained to fulfill requirements of this RFP shall be made without prior written approval of the Agencies as defined below.

https://www.txsmartbuy.com/esbd

Table of Contents

1.1 SCOPE. 3

1.2 BACKGROUND. 3

1.3 CONTRACT TERM. 4

1.4 COMPENSATION. 4

1.5 MODIFICATIONS AND AWARD. 4

1.6 REQUIREMENTS. 4

2.1 SERVICE REQUIREMENTS. 5

2.2 GENERAL. 5

2.3 DESCRIPTION OF SERVICES. 5

2.4 COMPENSATION AND FEE SCHEDULE. 5

2.5 EXPERIENCE AND QUALIFICATION REQUIREMENTS. 6

2.6 FINANCIAL SOLVENCY AND INSURANCE REQUIREMENTS. 6

3.1 PROPOSAL SUBMISSION, DATE, AND TIME. 8

3.2 SCHEDULE OF EVENTS **DATES LISTED BELOW ARE TENTATIVE AND WILL CHANGE AFTER SPD REVIEW** 8

3.3 POINT OF CONTACT/INQUIRIES. 9

3.4 IRREVOCABILITY OF THE PROPOSAL. 9

3.5 STANDARD PROPOSAL REQUIREMENTS. 9

3.6 SIGNATURE OF RESPONDENT. 9

3.7 STATE NOT RESPONSIBLE FOR COSTS OF SUBMITTING THE PROPOSAL. 9

3.8 DISCLOSURE OF PROPOSAL CONTENT. 9

3.9 CONFLICT OF INTEREST. 10

4.1 PROPOSAL FORMAT. 11

4.2 PROPOSAL CONTENT. 11

5.1 COMPETITIVE SEALED PROPOSALS. 14

5.2 REVIEW OF PROPOSALS. 14

5.3 EVALUATION CRITERIA. 14

5.4 EVALUATION OF PROPOSALS. 15

5.5 DISCUSSIONS WITH RESPONDENT. 15

5.6 BASIS OF AWARD. 15

5.7 SELECTION OF CONTRACTOR(S). 15

6.1 CONTRACTOR’S PROPOSAL. 16

6.2 PAYMENT. 16

6.3 REMEDIES. 16

SECTION VII - SUBMISSION CHECKLIST 17

ATTACHMENT A - EXECUTION OF PROPOSAL 18

Attachment B – Terms and Conditions 20 Attachment C – Sample Pricing Sheet 34

REQUEST FOR PROPOSALS TO PROVIDE

COMMERCIAL REAL ESTATE BROKERAGE SERVICES

SECTION I – INTRODUCTION AND PURPOSE

1.1 SCOPE.

The Texas Department of Banking, the Department of Savings and Mortgage Lending, and the Office of Consumer Credit Commissioner (collectively, “the Agencies”) seek proposals from qualified, independent firms (“Respondents”) to provide commercial real estate brokerage services in accordance with the specifications contained in this Request for Proposal (“RFP”).

1.2 BACKGROUND.

The Finance Commission of Texas (“the Finance Commission”) is an 11-member governing body that supervises the three Agencies. Each Agency is self-directed and semi-independent under Texas Finance Code Chapter 16. The Finance Commission is the policy-making body for the three Agencies and is authorized to approve each Agency’s budget under Texas Finance Code §§ 16.001(2) and 16.003(a). Each Agency has the authority to enter into contracts for administration of the Agency’s affairs and attainment of the Agency’s purposes under Texas Finance Code § 16.006. In addition, Texas Finance Code § 16.007 authorizes the Agencies to acquire and sell real, personal, or mixed property.

The major functions and responsibilities of the Agencies are:

Texas Department of Banking (DOB)

Chartering, licensing or registering, regulation, supervision, and/or examination of:

• State-chartered commercial banks

• State-chartered trust companies

• Bank holding companies

• Interstate branches of state banks

• Foreign bank offices

• Perpetual care cemetery trust funds

• Prepaid funeral contract sellers

• Money services businesses

• Check verification entities

For state fiscal year 2027, the DOB’s total expenditure budget is $40,046,636 and the Full Time Equivalent (“FTE”) estimate for its staff is 222. See the DOB’s financial reports at http://www.dob.texas.gov/financials.

Department of Savings and Mortgage Lending (SML)

Chartering, licensing or registering, regulation, supervision and/or examination of:

• State-chartered savings banks

• State-chartered savings and loan associations

• Mortgage loan originators

• Mortgage servicers

• Mortgage entities

For fiscal year 2027, the SML’s total expenditure budget is $11,027,749 and the FTE estimate for its staff is 77. See the SML’s financial reports at https://www.sml.texas.gov/about/operations/.

Office of Consumer Credit Commissioner (OCCC)

Licensing or registering, regulation, supervision and/or examination of:

• Consumer finance lenders

• Second lien mortgage lenders

• Pawnshops http://www.dob.texas.gov/financials https://www.sml.texas.gov/about/operations/

• Pawnshop employees

• Motor vehicle retail sellers and sales finance companies

• Home equity lenders

• Property tax lenders

• Mortgage loan originators

• Debt management service providers

• Refund anticipation loan facilitators

• Creditors financing goods and services on retail installment contracts

• Credit access businesses (payday and title loan companies)

For fiscal year 2027, the OCCC’s total expenditure budget is $8,792,601 and the FTE estimate for its staff is 59. See the OCCC’s financial reports at https://occc.texas.gov/publications/administrative_reports.

Each Agency is responsible for its administrative support services.

1.3 CONTRACT TERM.

Original Term: The services requested shall be provided for a period of one year, beginning on the date of the last signature of all of the parties to the contract, unless terminated earlier by the terms of the Contract awarded pursuant to this RFP. Such Contract shall be valid from acceptance of the Proposal, or a subsequent Best and Final Offer (“BAFO”), by the selected Respondent by an award letter from the Executive Director of the Finance Commission.

Option to Renew Contract: The Agencies reserve the right to renew any Contract resulting from this RFP, at their sole discretion, for up to three one-year renewal terms, at the Contract rate, or rates, as modified during the term of the Contract, to be evidenced in writing prior to the expiration date of the initial term.

1.4 COMPENSATION.

Each Agency will pay separately for services performed by the Contractor relating to the Agency’s business and accepted by the Agency during the effective term and within the scope of the Contract.

However, the Agencies will be relieved of any obligation to accept performance or to pay for work performed after the effective date of any termination or for work performed outside the scope of the Contract.

1.5 MODIFICATIONS AND AWARD.

The Agencies reserve the right to modify the RFP prior to the opening of the proposals. Any addenda or modifications made will be posted on the ESBD located at: https://www.txsmartbuy.com/esbd by the

DOB.

The Agencies reserve the right to request BAFOs, which are revisions of the originally submitted proposal(s) following a formal request for provisions of proposal(s) made to selected Respondents.

The Agencies reserve the right to award one contract under the terms of this RFP. The award may be made solely at the discretion of the Agencies. Any award resulting from this RFP will be posted on the

ESBD.

If a Contract is awarded under this RFP, each Agency will issue an internal purchase order referencing the RFP Number and the contract number, if any, as referenced on the Notice of Award.

The Contract will consist of the following documents, which shall be construed in the following order of precedence: (a) any Contract entered into between the parties as a result of this RFP, including any addenda, amendments, modifications, or attachments thereto; (b) the Notice of Award, if any; (c) this RFP, including Attachments; and (d) the successful Respondent’s proposal.

The Respondent whose proposal results in a contract with the Agencies, is referred to as the

Contractor in this RFP.

1.6 REQUIREMENTS.

(a) Respondent Requirements:

https://occc.texas.gov/publications/administrative_reports

(1) The successful Respondent must be able to demonstrate that it can successfully provide the deliverables and services and meets the requirements of Section II – Statement of Work of the

RFP.

(2) Respondents must comply with all rules, regulations, and statutes regarding purchasing by the

State of Texas in addition to the requirements of this RFP.

(3) The Respondent agrees to the Terms and Conditions. (Attachment B)

(4) Upon selection and award, contractor agrees to sign a non-disclosure agreement to protect against the release of confidential data and a data use agreement to protect against unauthorized use of data.

(5) Respondent must be able to meet either in person or via remote video (i.e., Zoom, TEAMS, etc.) with authorized personnel of the Agencies upon request within two business days.

SECTION II - STATEMENT OF WORK

2.1 SERVICE REQUIREMENTS.

Services shall include, but not be limited to, the requirements contained in this section and in this RFP.

Services set forth that contain the words "must" or "shall" are mandatory and must be performed as specified with no alteration, modification, or exception. Services set forth that contain the words "may" or "can" allow Respondents to offer alternatives to the way the services are performed.

2.2 GENERAL.

The Agencies own a three-story building situated on 2.15 acres of land located at 2601 North Lamar

Blvd. in Austin, Texas (“2601 N. Lamar”), which comprises approximately 36,499 square feet and a parking area with 102 designated spaces. The Agencies will need to continue using this location until they relocate to a new location that is currently under construction.

2.3 DESCRIPTION OF SERVICES.

(a) The Contractor will be responsible for providing support to the Agencies’ staffs in analyzing, negotiating, and closing on the sale of 2601 N. Lamar.

(b) The principal responsibilities of the Contractor shall be to list 2601 N. Lamar for sale, respond to submitted offers, and assist the Agencies in the potential due diligence and closing process associated with such sale transaction.

(c) Specific services may include, but are not limited to, the following:

(1) Assist the Agencies in the valuation, listing, and sale transaction of 2601 N. Lamar;

(2) Assist the Agencies and their legal counsel with sale and potential leaseback negotiations, coordinating execution of all transaction documents, evidence of insurance, Non-Disturbance Agreements, etc.; and

(3) Other real estate related services, as requested.

2.4 COMPENSATION AND FEE SCHEDULE.

The Agencies will pay for services performed by the Contractor during the effective term as dictated by the scope of the Contract. However, the Agencies will be relieved of any obligation to accept performance or to pay for work performed after the effective date of any termination of the contract, or for work performed outside the scope of the Contract, or for any sale resulting from negotiations that commenced prior to the execution of the Contract. Compensation for the entire scope of services as indicated in this RFP, including research, marketing, and any additional/specialty support services related to a potential sale transaction, shall be through commercial real estate brokerage commissions based on sale price as follows:

(a) Sales Commission. Should the Agencies, after approval by the Finance Commission, complete a transaction for the sale 2601 N. Lamar, Contractor will receive a brokerage commission paid by the Agencies, based on a percentage of the selling price of the property, to be paid from the proceeds of the sale at the close of escrow. Respondent’s proposal will state its requested commission percentage. The proposed commission will be the total compensation paid by the Agencies and will include any commission due to the buyer’s broker pursuant to a commission split agreement between Contractor and the buyer’s broker. Contractor should cooperate with outside brokers in accordance with standard market practice.

(b) Payments. Payments will be made in compliance with the provisions of Texas Government Code Chapter 2251.

(c) Taxes. All taxes due shall be the responsibility of the Contractor.

2.5 EXPERIENCE AND QUALIFICATION REQUIREMENTS.

Responses to this RFP are sought only from experienced brokerage firms that can demonstrate their ability to perform and that have personnel with a proven track record of success in providing commercial real estate brokerage services. A proposal should demonstrate that Respondent meets the following qualifications to be eligible for consideration for this project:

(a) The lead broker and other key commercial real estate professionals assigned to the contract must be licensed real estate brokers in the state of Texas.

(b) The lead broker assigned to the contract and responsible for the coordination and execution of the work should have a minimum of ten (10) years of experience and a proven track record in providing site identification, selection, and acquisition related commercial real estate brokerage transactional services.

2.6 FINANCIAL SOLVENCY AND INSURANCE REQUIREMENTS.

(a) The proposal must include:

(1) Respondent’s two most current year-end financial statements (Balance sheets and income/ P&L statements); and

(2) Proof of professional liability and workers' compensation insurance coverage.

(b) If the Respondent’s Proposal is selected by the Agencies, Respondent will be required to provide, in a form acceptable to the Agencies, evidence of:

(1) Standard Workers’ Compensation Insurance with statutory limits covering all personnel who will provide services under this contract;

(2) Professional Liability insurance with minimum limits of $500,000 per claim and $1,000,000 annual aggregate covering Contractor and all personnel who will provide services under this Contract for rendering or the failure to render professional services; and

(c) Respondent represents and warrants that all of the above coverage is with companies licensed in the state of Texas, with “A-” rating from A.M. Best, and authorized to provide the corresponding coverage. Respondent also represents and warrants that all policies contain endorsements prohibiting cancellation except upon at least 30 days prior written notice to the Agencies.

Respondent represents and warrants that it shall maintain the above insurance coverage during the term of the Contract, and shall provide the Agencies with an executed copy of the policies immediately upon request.

2.7 SUBCONTRACTING; VETERAN HEROES UNITED IN BUSINESS PROGRAM

An evaluation of potential subcontracting opportunities was conducted in accordance with section

2161.252 of the Texas Government Code and it was determined that there are no probable subcontracting opportunities under any anticipated Contract(s) resulting from this Solicitation. Therefore, the Agencies do not require that a Veteran Heroes United in Business Subcontracting Plan be submitted with Responses.

SECTION III - GENERAL INSTRUCTIONS AND INFORMATION

To ensure consideration, all proposals must meet the following conditions. Failure to meet these conditions may result in disqualification of the proposal and the proposal will receive no further consideration. In its proposal, Respondent must: (a) identify any exception to the terms and conditions of this RFP, and

(b) suggest alternative language for any such exception. The rejection of any term or condition of this RFP or the inclusion of any additional or alternative language may result in disqualification of Respondent’s proposal.

3.1 PROPOSAL SUBMISSION, DATE, AND TIME.

Proposals must be received no later than time and date detailed in the 3.2 SCHEDULE OF EVENTS. All times are CT and dates are subject to change as provided by Paragraph 1.5.

Proposals may be modified or withdrawn in writing at any time prior to the proposal due date.

No changes will be allowed after the proposed due date, except for a best and final offer request.

The Agencies will not consider a proposal, or modification, or addenda to an original proposal, after the time and date for submitting proposals set out in Paragraph 3.2. The Agencies will not consider a late proposal for any reason.

All submitted proposals become the property of the DOB after the RFP submission deadline.

The submitted proposals and accompanying documentation will not be returned.

By law, the Agencies may not disclose any information regarding a proposal until a contract is executed by all parties. Upon award, the DOB will post the contract award notice to the ESBD.

Additional copies of proposals not selected for award will be disposed of in accordance with the DOB approved records retention policy.

Contract dispute rules adopted by the Finance Commission of Texas are detailed in 7 Texas Administrative Code § 10.30, Contract Protests, which governs protests of the solicitation, evaluation, or award of a contract by the Agencies.

3.2 SCHEDULE OF EVENTS

Time is of the essence in making this award. To meet the target date for implementation, the Agencies will adhere to the following time schedule for the procurement process. Respondent must be able to meet all requirements to accommodate the Agencies’ needs identified in this RFP. The schedule is as follows:

SCHEDULE OF EVENTS DATE

Publication of RFP in the ESBD at https://www.txsmartbuy.com/esbd 10/28/2026

Deadline for Submitting Questions to DOB, no later than 5:00 pm (CT) 11/5/2026

Agencies’ Official Response to Questions (posted on the ESBD) 11/12/2026

PROPOSALS DUE: 3:00 pm (CT) 11/19/2026

Evaluation, Process, Oral Presentations (if requested), and Negotiations 11/26/2026

Selection of Contractor 12/1/2026

Estimated Contract Award Date 12/1/2026

Beginning Date of Contract 12/1/2026 Ending Date of Contract with Optional Three One Year Renewal Terms 10/31/2029

The Agencies reserve the right to change the dates in the above schedule of events as provided by Paragraph 1.5.

It is the responsibility of interested parties to periodically check the ESBD for updates to the RFP prior to submitting a proposal. Respondent’s failure to check the ESBD periodically will in no way release the Respondent awarded a Contract from having to meet the requirements of addenda, including the payment of any additional costs to meet the requirements of such addenda.

No proposal may be withdrawn after opening time without Agencies’ approval.

3.3 POINT OF CONTACT/INQUIRIES.

Respondents shall direct all questions and communications concerning this RFP via email to the point of contact listed below in writing. The email must include the RFP # and Title in the email subject line. The office hours for the point of contact are 8:30 A.M. to 5:00 P.M. (CT), Monday through Thursday. Any person wishing to obtain clarifying information concerning this RFP shall contact:

Chris Wood - Purchaser christopher.wood@dob.texas.gov

(512) 475-1364

All inquiries will result in written responses posted to the ESBD at: ESBD Solicitations (txsmartbuy.com)

After award of a contract pursuant to this RFP, Contractor shall communicate with the DOB Purchaser or the DOB employee designated for management of the award.

3.4 IRREVOCABILITY OF THE PROPOSAL.

The proposal is irrevocable for 100 calendar days following the deadline for submitting the proposal set out in Section 3.1. This period in which the proposal is irrevocable may be extended at the Agencies’ request with the Respondent’s written consent.

3.5 STANDARD PROPOSAL REQUIREMENTS.

Proposals that address only part of the requirements contained in this RFP may be considered non-responsive and may be rejected.

The Agencies reserve the right to reject all proposals and to negotiate portions thereof, including cost and budget.

The Agencies reserve the right to select the best proposal considering the desired outcomes.

3.6 SIGNATURE OF RESPONDENT.

Respondent must sign the proposal and the Execution of Proposal (Attachment A). The proposal will not be accepted without these signed documents. By signing, Respondent or Respondent’s legally authorized agent affirms that all statements within the proposal are true and correct. Discovery of any false statement in the proposal is a material breach and shall void the proposal or any resulting contract. Respondent shall also be removed from all vendor or bidder lists maintained and/or used by the Agencies.

3.7 STATE NOT RESPONSIBLE FOR COSTS OF SUBMITTING THE PROPOSAL.

The Agencies will not be liable for any costs incurred by Respondent in the preparation or submission of a proposal in response to this RFP and will not reimburse Respondent for any cost related to its proposal. Respondent must bear all expenses related to responding to this RFP and is responsible for any expense related to the preparation and submission of its proposal.

3.8 DISCLOSURE OF PROPOSAL CONTENT.

The Agencies will not consider any proposal that bears a copyright. Proposals will be subject to the Texas Public Information Act (PIA), Texas Government Code Chapter 552, and may be disclosed to the public upon request. The proposal and other submitted information shall be presumed to be subject to disclosure unless a specific exception to disclosure under the PIA applies.

If it is necessary for Respondent to include proprietary or otherwise confidential information in its proposal or other submitted information, Respondent must clearly label the proprietary or confidential information. Merely making a blanket claim that an entire proposal is protected from disclosure because it contains confidential or proprietary information is not acceptable and will make the entire proposal subject to release under the PIA. To initiate the process of seeking an Attorney General opinion on the release of proprietary or confidential information, the specific provisions of the proposal that are considered by Respondent to be proprietary or confidential must be clearly labeled. Any information which is not clearly identified as proprietary or confidential shall be deemed subject to disclosure pursuant to the PIA. Subject to the PIA, Respondents may protect trade and confidential information from public release.

3.9 CONFLICT OF INTEREST.

Respondent must disclose any existing or potential conflicts of interest and disclose all contractual or informal business arrangements, including fee arrangements and consulting agreements, between Respondent and the Agencies, the Agencies’ staff or any entity that is regulated by the Agencies. Disclosure of all relationships with any other Texas state agencies is also required.

Respondent must follow all state and federal laws pertaining to ethics.

Respondent shall make full disclosure of any former employee o f the Agencies who is an agent, consultant, contractor, or employee of Respondent, or of the intent to employ or subcontract with such an individual.

If the circumstances certified by Respondent change, or additional information is obtained by Respondent after submission of its proposal, Respondent agrees to supplement its response under this provision and that Contractor is under a continuing duty to disclose any conflicts of interest throughout the term of any contract resulting from this RFP. Respondent shall submit updated information as soon as reasonably possible upon learning of any change to their affirmation contained in this RFP.

SECTION IV - PROPOSAL FORMAT AND CONTENT

4.1 PROPOSAL FORMAT.

Respondents shall submit one original of the proposal, along with three (3) copies of the proposal. The proposal must include all the documents requested in this RFP. Failure to meet this condition may result in disqualification of the proposal, and the Respondent shall receive no further consideration. Respondent shall prepare a proposal that clearly and concisely represents Respondent’s qualifications, experience, and capabilities, and cost of providing the services under this RFP. Proposal pages should be numbered and contain an organized, paginated table of contents corresponding to the section, paragraph, and pages of the proposal. See Section VII – SUBMISSION

CHECKLIST.

Proposals must be submitted in hard copy format (one original and three copies) no later than the date and time detailed in 3.2 SCHEDULE OF EVENTS.

Each proposal shall be placed in a separate envelope or package, clearly marked as a Request for

Proposal to Provide Commercial Real Estate Brokerage Services RFP 451-27-038; and be submitted via U.S. Postal Service, Overnight/Express Mail, or hand delivery, addressed as follows:

Texas Department of Banking Attn: Chris Wood, Purchaser 2601 North Lamar Boulevard Austin, Texas 78705-4294

All proposals shall be submitted no later than 3:00 pm (CT) on the date specified in the Schedule of Events above in Paragraph 3.2. If submitted at or near the deadline, the Respondent must obtain a time-stamped or marked receipt from the DOB. A U.S. Postal Service (USPS) postmark or round validation stamp; a mail receipt with the date of mailing, stamped by the USPS; a dated shipping label, invoice, or receipt from a commercial carrier; or any other documentation in lieu of the on-site time stamp WILL NOT be accepted.

Email and facsimile proposals will not be accepted.

Respondents are responsible for checking the ESBD for all modification or addenda to this RFP.

Receipt of all addenda or modifications to this RFP should be acknowledged by returning a signed copy of each addendum with the submitted proposal.

For hand delivery, please note that the office hours are 8:00 am to 5:00 pm (CT), Monday through Friday.

4.2 PROPOSAL CONTENT.

Contents: Listed below is a summary of all information to be included in a proposal submitted in response to this RFP. The proposal must include this information and all other information requested or required under this RFP. The Agencies reserve the right, in their sole judgment and discretion, to waive minor technicalities and errors in the best interest of the state.

(a) Respondent Information: Include the following information regarding the Respondent or responding business entity:

(1) formal name and all assumed names used by the Respondent or Respondent business entity;

(2) structure of business entity (i.e. partnership, corporation, etc.);

(3) state in which business entity was formed or incorporated;

(4) physical address and mailing address;

(5) principal place of business;

(6) whether, and to what extent, Respondent has established a physical presence in the State of

Texas including relevant timeframes;

(7) whether Respondent is a Historically Underutilized Business under Texas Government Code

Chapter 2161;

(8) Respondent’s Texas Identification Number, CMBL Vendor ID, or other taxpayer number assigned and used by the Texas Comptroller of Public Accounts;

(9) the name, title, address, telephone number, facsimile number, and email address of Respondent’s primary contact; and

(10) the name of the individual submitting the proposal, as well as the name of any partner, shareholder or owner or other individual with at least 25% ownership of the business entity submitting the proposal, as required by Texas Family Code § 231.006.

(b) Qualifications/Competencies: Describe Respondent's qualifications and ability to deliver the deliverables and services required, including evidence of compliance with all the minimum requirements set out in Paragraph 1.6 and Section II. With this provide:

(1) Respondent’s experience (within the last 36 months) in providing similar services with emphasis on state government and regulatory requirements, including the nature of the services performed, scope of services or activities, the organization for which the service was performed, and contact names, positions, and telephone numbers for each such organization and for the person at each such organization most knowledgeable about Respondent’s performance of services.

(2) Five (5) references from clients for whom similar services were performed.

(c) List of Key Personnel: The Respondent should include the names, titles, qualifications, and experience of Respondent and any of Respondent’s personnel (including the project leader) proposed to provide commercial real estate brokerage services under this RFP and Contract. The roles of the key individuals proposed to work on the project should be described as well.

(d) Compensation and Fees: Provide information as directed in Paragraph 2.4(a) regarding Respondent’s proposed fees to be charged by Respondent for the commercial real estate brokerage services and for any related services.

(e) Conflict of Interest Disclosure: The Respondent shall identify all relationships that might be a conflict of interest or cause an appearance of a conflict of interest. See Paragraph 3.9 and Attachment B for a description of conflicts of interest. Further, the Respondent must disclose any entity for which the Respondent currently performs services that is licensed, registered, or chartered by any of the Agencies.

(f) Proposed Services: The Proposal must provide evidence that the Respondent and Respondent’s proposed services will meet the requirements for commercial real estate brokerage services under Paragraph 2.3 and all other requirements of this RFP, and any other applicable statutes and rules.

Without limitation, the Proposal must include the following:

(1) Organizational Overview - A brief overview of Respondent’s organization, including history, organizational structure, market position, etc.

(2) Client Mix - A description of Respondent’s client mix; the range of transactional support services offered by Respondent; any relevant research products offered by Respondent;

and any other unique qualifications or capabilities Respondent possesses relative to other firms that could assist the Agencies in their transactional goals.

(3) Transactions - A list of the purchase/sale transactions valued at a minimum of $10 million within the Austin area, closed by Respondent's proposed account executive(s)/lead brokers in the last three years. Include property address, buyer, seller, square footage, price, and date closed.

(4) References - A list of at least five client references for deals completed within the last five years by the account executive(s)/lead brokers, with an emphasis on government and non-profit clients, if possible. Include all relevant transaction details and the primary client contact’s title, email address, and phone number.

(5) Litigation - A list and description of any regulatory proceedings, licensing actions, lawsuits, arbitrations, formal protests or other legal actions related to real estate services in which Respondent and its account executive(s)/brokers/real estate professionals have been involved in the last three years.

(6) Annual Report - Respondent’s two most current year-end financial statements (Balance sheets and income/P&L statements), including detailed current profit and loss, assets and liabilities, and other relevant financial data.

(7) Credentials - Copies of business licenses, professional certifications or other credentials for

Respondent’s account executive(s)/brokers/real estate professionals, together with evidence that Respondent, if a corporation or other business entity, is in good standing and authorized to transact business in Texas.

(8) Sample Agreement - A sample or template of a commercial real estate brokerage services agreement.

(g) Availability and Adequacy of Resources: Respondent must provide assurance that its work schedule will allow for meetings with the Agencies as set forth in Paragraph 1.6 and demonstrate that Respondent’s staff size is commensurate with this workload and requirement.

(h) Information Security Plan: Respondent must provide information regarding protection of confidential data received from the Agencies including identification, transfer, and storage.

SECTION V - EVALUATION OF PROPOSALS

5.1 COMPETITIVE SEALED PROPOSALS.

The Agencies may award contract(s) to selected Respondent(s) pursuant to Competitive Sealed Proposals, as authorized by Texas Government Code § 2156.121. As such, the Agencies will evaluate Respondent’s proposal on a variety of factors in addition to price. The Agencies are not authorized to conduct public proposal openings or tabulations prior to award of contract(s), pursuant to this RFP.

The Agencies reserve the right to award contract(s) without any negotiations and reserve the right to not make an award.

Respondent is strongly encouraged to provide its best price proposal because the Agencies make absolutely no guarantee that there will be any opportunity to negotiate or provide alternative pricing at any point during the RFP process. The Agencies may limit the number of proposals in the competitive range to a number that will permit efficient competition among Respondents based on proposed pricing and evaluation of the criteria specified in the RFP. The Agencies may seek additional information and solicit best and final offers only from those Respondents the Agencies determine to be in the competitive range.

Discussions may be conducted with Respondents determined to be reasonably likely to be selected for award, for clarification of a proposal, to ensure full understanding of all terms and conditions of the proposal, and to ensure Respondent understands the requirements of any resulting contract. In conducting these discussions, there shall be no disclosure of any information derived from proposals submitted by another Respondent.

5.2 REVIEW OF PROPOSALS.

Proposals will be opened by the DOB, on behalf of the Agencies, at 2601 North Lamar Boulevard, Austin, Texas 78705-4294.

The Agencies will begin review of proposals as soon as practicable after receipt. In the Agencies’ sole and absolute discretion, Respondent may be asked to provide an oral presentation of its proposal. If applicable, proposals will be rated again following oral presentations. If oral presentations are requested, presentations will be scored based on Respondent’s ability to clearly communicate a full understanding of what is described in the solicitation and answer questions that may arise.

5.3 EVALUATION CRITERIA.

Proposals will be selected based on best value considerations to the state, including the ability of Respondent to carry out all the requirements contained in this RFP. Respondent who is in default or otherwise not in good standing under any other current or prior contract with the State of Texas or any of the Agencies at the time of selection will not be eligible for an award under this RFP. The Agencies will base their selection on, among other things, demonstrated competence, qualifications of the Respondent, past performance by Respondent, and proposed budget and cost. All state agencies report unsatisfactory vendor performance on contracts over $25,000 to the Texas Comptroller of Public Accounts. Agencies also report satisfactory and exceptional vendor performance to assist the agency and the state in determining best value. In accordance with Texas Government Code §§

2155.074 and 2155.075, vendor performance may be used as a factor in contract awards. A Respondent with a vendor performance grade of less than a “C” is automatically disqualified.

Criteria upon which the Agencies will evaluate Respondent’s proposal include, but are not limited to, Respondent’s pricing, processes, products, and services. Proposals will be evaluated and scored in accordance with the criteria set forth below.

Following are the evaluation criteria and the total number of possible points for each category:

CATEGORIES POSSIBLE

POINTS

A Demonstrated experience, competence, qualifications, and capability to perform commercial real estate brokerage services as specified.

B References and other indicators of probable performance under the Contract, such as past performance, responsibility, financial resources, and ability to perform.

C Fairness and reasonableness of proposed fees based on work to be performed. 25

Total 100

An award will be made to Respondent that meets all criteria required by the Agencies and which the Agencies determine, in their sole and absolute discretion, represents best value for the state, based on the factors and evaluation criteria identified in this Paragraph.

5.4 EVALUATION OF PROPOSALS.

Submission of a proposal indicates Respondent’s acceptance of the evaluation process set forth in this RFP and Respondent’s acknowledgement that subjective judgments may be made by the Agencies in the evaluation process.

5.5 DISCUSSIONS WITH RESPONDENT.

The Agencies may conduct discussions through the designated procurement point of contact with any Respondent that appears to be eligible for award, pursuant to the selection criteria set forth in this RFP. In conducting the discussions, the Agencies will not disclose information derived from proposals submitted by competing Respondents.

5.6 BASIS OF AWARD.

The Agencies will make an award, if any, based on best value considerations to the state, including demonstrated competence, experience, knowledge and qualifications, as well as the proposed fee for all or each portion of the deliverables, goods, services, or work requested under this RFP, as determined by the Agencies, in their sole and absolute discretion. By this RFP, however, the Agencies have not committed to making an award or retaining a Contractor nor does the suggested scope of service or terms of agreement below require that the Agencies make an award or retain a Contractor for any or all of the purposes set out in this RFP. The Agencies reserve the right to make decisions after receipt of proposals and the Agencies’ decision on these matters is final.

5.7 SELECTION OF CONTRACTOR(S).

The Contractor selected for award will be the Respondent whose proposal, as determined by the Agencies, represents the best value to the state. The Agencies reserve the right to reject any or all proposals or any portion of any proposal which, in the Agencies’ sole and absolute discretion, is not in their best interest. The Agencies reserve the right to negotiate individual elements of any proposal.

The Agencies reserve the right to meet with and negotiate terms with one or more Respondents. All Respondents acknowledge that the Agencies are not bound to accept the lowest-priced proposal.

SECTION VI - CONTRACTUAL REQUIREMENTS

6.1 CONTRACTOR’S PROPOSAL.

The selected proposal will be incorporated into a contract prepared by the Agencies for signature by the parties.

6.2 PAYMENT.

(a) All payments are made in accordance with Texas Government Code § 2251.381 et seq. Unless otherwise agreed to in writing by the Agencies, and authorized by state law, payment is only by reimbursement upon satisfactory performance of services.

(b) Upon completion of a transaction for the sale of the Agencies’ current property, Contractor will receive a brokerage commission, based on a percentage of the selling price of the property, to be paid from the proceeds of the sale at the close of escrow.

(c) No advance payments will be made under the Contract. All taxes due shall be the responsibility of Contractor. Subject to the foregoing, each Agency must make all payments in accordance with Texas Government Code Chapter 2251.

(d) Under Texas Finance Code, Title 2, Chapter 16, the Agencies are self-directed and semi-independent financial regulatory agencies. The Texas Finance Code requires that state funds collected by each Agency must be approved by the Finance Commission for expenditure as part of each Agency’s budget. Contractor acknowledges and agrees that:

(1) Payments under this Contract are subject to the availability of state funds approved for expenditure by the Finance Commission;

(2) The State of Texas will not be liable for any expense or debt under this Contract, and money from the general revenue fund may not be used to repay the expense or debt under this Contract, if incurred by the Agencies while self-directed, semi-independent financial regulatory agencies;

(3) The Contract creates no personal liability on the part of members of the Finance Commission or employees of the Agencies; and

(4) Contractor agrees that if the Texas Comptroller of Public Accounts is prohibited from issuing a warrant to Contractor under Texas Government Code § 403.055 prohibiting payments to debtors or delinquents, any payments owed to Contractor under any contract resulting from this RFP will be applied towards the debt or delinquency owed to the State of Texas until the debt or delinquency is paid in full.

6.3 REMEDIES.

To ensure full performance of the Contract and compliance with applicable law or to redress wrongs, the Agencies may take actions including but not limited to:

• Suspending all or part of the Contract;

• Requiring the Contractor to take specific corrective actions to remain in compliance with the terms of the Contract;

• Requiring a corrective action plan;

• Recouping payments made to the Contractor found in error;

• Suspending, limiting, or placing conditions on the continued performance of the Contractor;

• Terminating the contract;

• Withholding payment;

• Pursuing actual damages;

• Pursuing liquidated damages; and

• Seeking an injunction or other legal action.

SECTION VII - SUBMISSION CHECKLIST

This checklist is provided for Respondent’s convenience only and identifies documents that must be submitted with a proposal to be considered responsive. Any proposals received without these requisite documents may be deemed non-responsive and may be rejected.

1. The original proposal and three (3) copies

2. Signed Original Attachment A, Execution of Proposal

3. Respondent Information (see Paragraph 4.2)

4. Respondent’s Qualifications/Competencies (see Paragraph 4.2)

5. Respondent’s List of Key Personnel (see Paragraph 4.2)

6. Compensation and Fees (see Paragraphs 1.4 and 4.2)

7. Conflict of Interest Disclosures (see Paragraph 3.9 and 4.2)

8. Proposed Services (see Paragraph 4.2)

9. Respondent’s Availability and Adequacy of Staff Resources (see Paragraphs 1.6 and 4.2)

10. Information Security Plan (see Paragraphs 1.6 and 4.2)

11. Respondent’s two most current year-end financial statements (see Paragraphs 2.6 and 4.2)

12. Proof of professional liability and workers’ compensation insurance coverage (see Paragraph 2.6)

13. Signed copies of any Addenda to the Solicitation (see Paragraph 4.1)

14. Identification of any exceptions (see Section III Introduction)

ATTACHMENT A - EXECUTION OF PROPOSAL

RFP Number 451-27-038

NOTE: THIS ATTACHMENT MUST BE SIGNED AND RETURNED WITH THE PROPOSAL. PROPOSALS

THAT DO NOT INCLUDE THIS ATTACHMENT WILL BE DISQUALIFIED. THE PROPOSAL SHALL BE

VOID, IF FALSE STATEMENTS ARE CONTAINED IN THIS ATTACHMENT.

By signature hereon, Respondent certifies that:

All statements and information prepared and submitted in the Proposal responding to this RFP are current, complete, and accurate.

Respondent has not given, offered to give, nor intends to give at any time hereafter, any economic opportunity, future employment, gift, loan, gratuity, special discount, trip, favor, or service, to a public servant in connection with the submitted Proposal.

Neither Respondent nor the firm, corporation, partnership, or institution, represented by Respondent or anyone acting for such firm, corporation, or institution, has (1) violated the antitrust laws of the State of Texas under Texas Business & Commerce Code Chapter 15, or the federal antitrust laws, 15 U.S.C. § 1 et Seq.; or (2) communicated the contents of this Proposal either directly or indirectly to any competitor or any other person engaged in such line of business.

When a Texas business address is shown hereon that address is, in fact, the legal business address of Respondent and Respondent qualifies as a Texas Resident Bidder under Texas Government Code § 2252.001.

Under Texas Government Code § 2155.004, no person who prepared the specifications or this RFP has any financial interest in Respondent’s Proposal. Neither Respondent nor any person or entity that will participate financially in this Contract has received compensation from the Finance Commission, Texas Department of Banking (DOB), Department of Savings and Mortgage Lending (SML), Office of Consumer Credit Commissioner (OCCC) or any agency of the State of Texas for participation in preparation of specifications for this RFP. Furthermore, under Texas Government Code § 2155.004, Respondent certifies that the business entity named in this Proposal is not ineligible to receive the specified Contract under this RFP and acknowledges that this Contract may be terminated, and payment withheld, if this certification is inaccurate.

Respondent certifies either that:

1. Respondent has not, and Respondent’s employees have not, been convicted of a felony criminal offense; or

2. If such a conviction has occurred, Respondent has fully disclosed the facts and circumstances surrounding the conviction in its Proposal.

Under Texas Family Code § 231.006, relating to child support obligations, Respondent and business entity named in this solicitation are eligible to receive the specified payment and acknowledge that this contract may be terminated, and payment withheld, if this certification is inaccurate.

Any Proposal submitted under this RFP shall contain the name and tax identification number of each person or entity holding at least a twenty-five percent (25%) ownership interest in the business entity submitting the Proposal.

Respondent agrees that any payments due under any Contract awarded pursuant to this RFP will be applied towards any debt, including, but not limited to, delinquent taxes and child support that is owed to the State of Texas. Respondent is not delinquent in the payment of any franchise taxes owed to the State of Texas.

Under Texas Government Code § 669.003, relating to contracting with an executive of a state agency, Respondent represents that no person who, in the past four years, served as an executive of the Finance Commission, DOB, SML, or the OCCC, or any other state agency, was involved with or has any interest in this Proposal or any Contract resulting from this RFP. If Respondent employs or has used the services of a former executive head of the Finance Commission, DOB, SML, or the OCCC, or other state agency, then Respondent shall provide the following information for the Proposal to be evaluated: name of former executive, name of state agency, date of separation from state agency, position with Respondent, and date of employment with Respondent.

Respondent certifies that Respondent’s partners and key employees for this engagement have not been employees of the Finance Commission, DOB, SML, or the OCCC within the last twelve (12) months.

The FC, DOB, SML, and OCCC, are federally mandated to adhere to the directions provided in the President’s Executive Order (EO) 13224, Executive Order on Terrorist Financing – Blocking Property and Prohibiting Transactions With Persons Who Commit, Threaten to Commit, or Support Terrorism, effective 9/24/2001 and any subsequent changes made to it via cross-referencing respondents/vendors with the Federal General Services Administration’s Excluded Parties List System (EPLS), (https://www.sam.gov), which is inclusive of the United States Treasury’s Office of Foreign Assets Control (OFAC) Specially Designated National (SDN) list.

Respondent certifies that: (1) the responding entity and its principals are eligible to participate in this transaction and have not been subjected to suspension, debarment, or similar ineligibility determined by any federal, state or local governmental entity; (2) Respondent is in compliance with the State of Texas statutes and rules relating to procurement; and (3) Respondent is not listed on the federal government’s terrorism watch list as described in Executive Order 13224. Entities ineligible for federal procurement are listed at https://www.sam.gov.

Under Texas Government Code § 2155.006(b), 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: (1) convicted of violating a federal law, or (2) assessed a penalty in a federal civil or administrative enforcement action, in connection with a contract awarded by the federal government for relief, recovery, or reconstruction efforts as a result of Hurricane Rita, as defined by Texas Utilities Code § 39.459, Hurricane Katrina, or any other disaster occurring after September 24, 2005. Pursuant to Texas Government Code § 2155.006, the Respondent certifies that the business entity named in this Proposal is not ineligible to receive the specified Contract and acknowledges that any Contract resulting from this RFP may be terminated and payment withheld, if this certification is inaccurate.

Respondent represents and warrants that the individual signing this Execution of Proposal is authorized to sign this document on behalf of Respondent and to bind Respondent under any contract resulting from this Proposal.

RESPONDENT (COMPANY): ____________________________________________________

SIGNATURE (INK): ____________________________________________________________

NAME (TYPED/PRINTED) ______________________________________________________

TITLE: _________________________________________DATE: _______________________

STREET: ____________________________________________________________________

CITY/STATE/ZIP: _____________________________________________________________

TELEPHONE NUMBER: ______________________________________________________

EMAIL ADDRESS: ____________________________________________________________

TEXAS…