ESBD_File_331212_TRS000395_Invest Sys PMAS_RFP.pdf

Solicitation Name – Investment Systems Program Management Advisory Services Solicitation No.TRS000395

Teacher Retirement System of Texas

Request for Proposals (RFP) Solicitation Name – Investment Systems Program Management Advisory

Services Solicitation No. TRS000395

NIGP Class/Item Codes:

918-28 - Computer Hardware Consulting 918-29 - Computer Software Consulting 918-30 - Computer Network Consulting 918-71 - IT Consulting, (Not Otherwise Classified) 918-90 - Strategic Technology Planning and Consulting Services 920-15 - Assessment and Profiling Services of Software 920-64 - System Implementation and Engineering Services 920-65 - System Requirements Quality Assurance Review 958-68 - Support Services, Management 958-77 - Project Management Services

Anticipated Schedule of Events

July 24, 2023

Issuance of RFP

July 31, 2023, 3:00 PM, Central time Pre-Proposal Conference attendance is Non- Mandatory.

Conference call/virtual meeting information provided in Item 12 below.

August 4, 2023, 12:00 PM, Central time Deadline for Submission of Questions

August 23, 2023, 3:00 PM, Central time Deadline for Submission of Proposals

Late Proposals will not be considered

September 20th – 28th, 2023 Presentations or Interviews by Top-Ranked Respondents, if requested. TRS may elect to conduct presentations or interviews as part of the evaluation process.

Solicitation No. TRS000395

I. Summary

A. Purpose/Overview TRS is seeking a Contractor to assist with the planning, implementation, and monitoring of its Investment Data Modernization (IDM) Program and to help ensure alignment with and delivery on business goals.

The intent of this solicitation is to invite firms with investment system program and project management expertise to propose service offerings that align with TRS technical and business needs and who can bring talent to bear on a work order project-by-project basis to assist the leadership of the IDM program in its collaboration with the TRS Program Management Office in the delivery on product and project commitments.

B. Type of Solicitation Request for Proposal (RFP)

C. Issuing Agency

Teacher Retirement System of Texas Procurement & Contracts 1000 Red River Street Austin, TX 78701-2698 ATTN: Max Hernandez

D. Purchasing Authority Competitive Procurement per Texas Government Code Section 825.103

E. Mandatory Requirements/Qualifications

Proposals that do not meet the following mandatory requirements will be rejected as non-responsive and disqualified:

Respondents must be an experienced consulting firm with:

1. At least ten years focus in assisting clients in delivering on enterprise-wide programs/projects including complex integrations and dependencies

2. Client base must include a minimum of three clients with similar projects; contact information for these clients must be provided in the proposal.

3. At least ten years managing and/or providing investment systems implementation advisory services for a client with a portfolio as complex as that of TRS.

4. At least ten years experience consulting on data and integration projects for investment management.

5. Documented experience with Cloud (Azure) and hybrid cloud data implementations

F. Responses to Solicitation Respondents are required to submit responses in the TRS Procurement and Vendor E-System (PAVES) for each Evaluation Criteria listed above. Please see “Proposal Submission Instructions” section on how to create a confirmed bidder account to submit a proposal.

G. Deadline for Proposals Received by Teacher Retirement System of Texas (TRS) no later than:

August 23, 2023, 3:00 PM, Central Time

H. Initial Contract Term Initial term will be one year from effective date of contract.

I. TRS Optional Renewal Terms Three (3) one-year optional renewal terms

Please note: If the awarded contract includes renewal options, the proposed annual pricing will be applied to each renewal option.

TRS does not allow for escalation of pricing for subsequent renewals under this solicitation.

J. TRS Procurement and Contracts Representative for this Solicitation

Max Hernandez max.hernandez@trs.texas.gov

K. Pre-Proposal Conference July 31, 2023, 3:00 PM Central Time. Pre-Proposal Conference will be held virtually via Microsoft Teams. To be sent the invite, Respondents must e-mail the TRS Representative identified in Item J by July 27, 2023, 3:00 PM Central Time.

By attending the pre-proposal conference, attendees allow TRS to include their name and email in the pre-proposal conference sign-in sheet to be included with an Addendum following the conference.

During the pre-proposal conference, TRS will provide an overview of how to register and submit a proposal in PAVES. Potential Respondents are encouraged to attend.

L. TRS Historically Underutilized Business (HUB) Coordinator

LaTresa Stroud

(512) 542-6307 LaTresa.Stroud@trs.texas.gov

M. Solicitation Addenda Changes to items directly impacting the Solicitation will be posted on the Electronic State Business Daily (ESBD) located at www.txsmartbuy.com/sp and posted in TRS’ Procurement and Vendor E-System (PAVES) portal as an Addendum. See Subsection VIII., A. PAVES, for information regarding PAVES portal access. It is the responsibility of an interested party to periodically check PAVES or the ESBD for updates to the Solicitation prior to submitting a Proposal.

N. Questions and Answers Questions regarding this Solicitation must be submitted in writing no later than August 4, 2023, 3:00 PM, Central Time. See Subsection VIII., D. Question and Answer Period, for information on how to submit questions. Telephone inquiries will not be accepted. Each Respondent is solely responsible for verifying TRS’ receipt of its questions, if applicable, and Proposal by the deadlines specified in this Solicitation.

O. Respondent Presentations or Interviews

TRS will request that Top-Scoring Respondents present an overview of the Services proposed, a representation of their technical and leadership team in their Proposals along with project portfolios of like engagements. The presentations will either be performed virtually or at the TRS offices located at, 1000 Red River Street, Austin, Texas on or about September 20th – 28th, 2023;

presentation dates and times to be arranged. The number of Top- Scoring Respondents will be determined by TRS in its sole discretion.

P. Contact with TRS Staff Upon issuance of this Solicitation, employees and representatives of TRS, other than the TRS Procurement and Contract representative identified in Paragraph J above, will not discuss the contents of this Solicitation with any Respondent, potential Respondent, or its representatives.

Failure of a Respondent or any of its representatives to observe this restriction may result in disqualification of any related Proposal.

This restriction does not preclude discussions between affected parties for the purpose of conducting business unrelated to this Solicitation.

http://www.txsmartbuy.com/sp

Q. Definitions As used in this Solicitation, the following capitalized terms shall have the meaning specified below:

1. Agency or TRS: Teacher Retirement System of Texas

2. Agency Primary Contact: The person designated by TRS to be the point of contact between TRS and Conractor for the purposes of monitoring Contract performance and providing day-to-day interaction and instruction during the term of the Contract. Also referred to as “Contract Manager.”

3. Contract: The definitive written agreement resulting from this Solicitation executed by an authorized representative of TRS and Contractor that formalizes the terms, provisions, covenants, and obligations of the parties, including but not limited to those contained in this Solicitation.

4. Contractor or Vendor: The Respondent awarded a contract resulting from this Solicitation. The term “Contractor” or “Vendor” includes employees, representatives, agents, subcontractors, suppliers, and third-party service providers of Contractor, regardless of how such persons or entities are employed or contracted by Contractor.

5. Contractor or Vendor Primary Contact: The person designated by the Contractor/Vendor to be the point of contact between the Contractor/Vendor and Agency for purposes of scheduling, filling, contract management, and day-today management of Services under the Solicitation.

6. Days: Calendar days unless otherwise specified.

7. Electronic State Business Daily (ESBD): The public-facing website in which applicable government entities post certain competitive procurement solicitations.

www.txsmartbuy.com/sp.

8. Employee; Contract Employee: Any individuals who, on behalf of the Contractor, will or may participate in providing Services under a Contract resulting from this Solicitation.

9. Financial Interest: Receiving, or having a right to receive, money or other valuable property or http://www.txsmartbuy.com/sp benefits under or in connection with the actual or proposed contract; holding a position in a business such as a principal, officer, director, trustee, partner, employee, or the like, or holding a position of management; holding any of the outstanding debt of a person directly involved in the proposed or resulting Contract; or owning stock or other interest in the business.

10. Fiscal Year (FY): The State of Texas and TRS fiscal year that begins September 1 and end August 31.

11. Key Personnel: Individuals who contribute to the development or execution of a project in a substantive, measurable way, and whose absence from the project would be expected to impact the performance of the Contract.

12. Offer, Proposal, or Response: The documents, including any exhibits or attachments, submitted by a Respondent in response to this Solicitation. “Offer” has the same meaning as “Proposal” or “Response,” when such terms are applicable in the solicitation document so titled as Request for Proposals (RFP), Request for Offers (RFO), or an Invitation for Bids (IFB), respectively.

13. Project Manager: The individual who, on behalf of Contractor, will have primary responsibility for the planning, procurement and execution of the project, in any undertaking that has a defined scope, defined start and a defined finish, regardless of industry.

14. Relative: A current or former TRS employee’s spouse, father, mother, brother, sister, son or stepson, daughter or stepdaughter, mother-in-law, father-in-law, sister-in-law, brother-in-law, son-in-law, or daughter-in-law.

15. Respondent: The individual or entity submitting a proposal, offer, or bid in response to this Solicitation.

16. Responsive: A Proposal that meets all minimum qualifications, HUB requirements, and submission requirements.

17. Services: All of the requirements, duties, schedules, locations, and other items specified in this

Solicitation. The term includes any services associated with Contractor’s performance under a Contract resulting from this Solicitation. Also referred to as “Work.”

II. Scope of Work

A. Introduction

Teacher Retirement System of Texas (TRS), a public pension fund and entity of the State of Texas, issues this Request for Proposal # TRS000395 to solicit a qualified vendor for a master services agreement for Investment Systems Program Management Advisory Services (the “Solicitation”).

TRS is seeking a Contractor to assist with the planning, implementation, and monitoring of its Investment Data Modernization Program and to help ensure its alignment with and delivery on business goals.

The intent of this solicitation is to invite firms with investment program and project management expertise to propose service offerings that align with our technical and business needs and who can bring talent to bear on a work order project-by-project basis to assist the leadership of the Investment Data Modernization program in its collaboration with the TRS Program Management Office in the delivery on program and project commitments.

As a result of this solicitation, TRS expects to award a contract or contracts to Respondents with the highest scoring proposals, documented strengths presenting added value, and who meet or exceed TRS expectations. The Contractor will provide program management, project management, data mapping, data migration, and related consulting services.

B. Scope of Work

Background

TRS is a service-oriented public pension system providing retirement, healthcare, and related benefit programs for Texas public education employees, retirees, and their beneficiaries (“Participants”). TRS’ mission is to improve the retirement security of plan participants and their beneficiaries by prudently investing and managing trust assets and delivering benefits that make a positive difference in members’ lives.

TRS manages approximately $180 billion in assets on behalf of the Texas Teacher’s pension fund. As Texas’ largest public retirement system, TRS ranks sixth largest in U.S. public pension plans and among the 25 largest in the world.

TRS is organizing this request for services under an umbrella contract utilizing a work order method to support the Investment Data Modernization program implementation.

The Investment Data Modernization Program will consist of all or a subset of the following four projects:

• Investment Book of Record (IBOR), inclusive of or highly integrated with an industry leading Order Management Systems (OMS) and/or Execution Management System (EMS)

• an Accounting Book of Record (ABOR),

• and a Master Data Management (MDM) solution. This can include both bespoke master data capabilities of the IBOR, ABOR, OMS, and/or EMS solutions as well as broader enterprise level master data management capabilities.

Description of Work

As a part of this solicitation, we are seeking consulting, management, advisory, and analysis services to ensure a successful implementation of TRS’ Investment Data Modernization program. Potential services to be provided through this contract include:

a. Program Management advisory and consulting services;

b. Program Management services;

c. Project Management services;

d. Business Analysis services;

e. Business case development;

f. Cost to benefit analysis;

g. Risk assessment;

h. Stakeholder management;

i. Organizational change management;

j. Independent Verification and Validation (IV&V),

k. Strategic planning;

l. Program assessment; and Program Management related to agile development, training, coaching, data mapping and migration services, and transition plan execution

Major focus areas include:

a. Managing the planning and execution of all or a subset of projects under the Investment

Data Modernization program, including complex dependencies and integrations between related implementations.

b. Assisting with overall program management and coordination, including attending all required TRS governance and monitoring meetings.

c. Managing data mapping and migration services in support of implementations.

d. Managing the execution of transition plans to support organizational change.

e. General consulting with TRS’ stakeholders. The Contractor will be both a strategic and tactical technology partner and will sustain a consistent overall strategy across programs, projects and products.

Project Activities

Deliverables for this engagement will include all services listed above as well as project documentation agreed to as a part of each individual Work Order. The Investment Data Modernization program implementation is projected to kick-off in June 2024 and extend into calendar year 2026 .

Contract Key Personnel

As part of its proposal, Respondent must provide a full list of expertise they offer related to the scope of the overall contract.

Procedures for Work Orders

a. Introduction

TRS may order Work within the Scope of Work described in this Contract by issuing Work Orders as described below. TRS will not pay for any Work under this Contract unless it is performed in accordance with a Notice to Proceed as described below. There is no guaranteed minimum amount of Work or Work Orders.

b. Work Orders

At any time during the Contract, TRS may issue a Work Order. Work Orders must be in writing and signed by TRS.

Each Work Order shall include:

(1) The Contract number and name;

(2) The Work Order number;

(3) Estimated start and end dates for the Work described in the Work Order;

(4) The name and contact information of the TRS Project Manager and any other TRS contacts; and

(5) A description of the Work to be performed.

A Work Order may include additional information or requirements at the discretion of TRS.

Acceptance criteria will be dependent on the agreed upon statement of work (SOW) for each work order. Deliverable acceptance criteria will be based on requirements identified in the work order and agreed to during the process to negotiate each work order. A Work Order may include additional information or requirements at the discretion of TRS.

c. Work Plans

Within 14 calendar days after TRS issues a Work Order, Contractor shall submit a written Work Plan to the TRS Project Manager. TRS may specify a different, reasonable deadline for the Work Plan. The Work Plan is a proposal to be prepared at the Contractor’s expense.

The Work Plan shall include:

(1) The Contractor’s name;

(2) The Contract number and name;

(3) The Work Order number;

(4) The name and contact information of the Contractor’s Project Manager;

(5) A description of the steps the Contractor will undertake to complete the Work;

(6) A timeline for completion of the Work, including dates for all Milestones and

Deliverables;

(7) An itemized budget that conforms to the Contract price list;

(8) Any unforeseen costs may be negotiated during Work Plan review;

(9) Key personnel that will be assigned to the Work Order, with labor classifications, if applicable;

(10) Any additional information requested in the Work Order; and

(11) Contractor’s signature with printed name and job title.

If this Contract includes a HUB Subcontracting Plan (HSP), the Work Plan must confirm that all subcontractors to be used are listed on the HSP. If the Contractor intends to use other subcontractors, it must follow proper procedures to amend the HSP within the 14 days allowed for submitting a Work Plan.

d. Work Plan Review

TRS may review the Work Plan and either approve it or request changes. If TRS requests changes, Contractor shall re-submit the Work Plan to the TRS Project Manager within seven calendar days.

e. Notice to Proceed

If TRS approves a Work Plan, TRS will issue a Notice to Proceed approved and signed by the TRS Project Manager. The Notice to Proceed adopts the Work Plan, including the budget and timeline. A signed Notice to Proceed authorizes Contractor to immediately begin the Work described in the Work Plan, unless the Notice to Proceed or the Work Plan states a later start date for all or part of the Work. Time is of the essence, unless the Notice to Proceed states that time is not of the essence.

TRS may issue a Limited Notice to Proceed for a portion of the Work outlined in the Work Plan. If a Limited Notice to Proceed is issued, TRS may at a later date issue a full Notice to Proceed.

TRS will only reimburse the Contractor for the Work that has been approved in the Limited Notice to Proceed or the full Notice to Proceed.

f. Invoices

Contractor must submit a separate invoice for each Work Order and only for the work that has been completed and approved by TRS Project Manager. Each invoice must include the Work Order number and any Work Order title. Work Order invoices must conform to the Contract.

Timing and frequency of invoices will be determined by each individual Work Order. Each invoice will be reviewed by the project sponsor and contract manager to determine if acceptance and performance criteria have been met. Supporting documentation such as timesheets and/or signed deliverable acceptance letters may be required for invoicing.

g. Revising Work Orders and Work Plans

(1) TRS may issue a Revised Work Order at any time during the term of a Work Order. A Revised Work Order shall identify the Work Order it is revising, and meet all requirements of a Work Order stated in Article 2. Upon receiving a Revised Work Order, Contractor shall continue Work under the previously approved Work Plan, unless TRS instructs the Contractor to stop all or part of the Work.

(2) Contractor shall submit a Revised Work Plan within seven calendar days after TRS issues a Revised Work Order. A Revised Work Plan shall meet all requirements of a Work Plan stated in Article 3.

(3) TRS may review the Revised Work Plan and either request changes or approve it by issuing a Revised Notice to Proceed. A Revised Notice to Proceed supersedes and replaces the original Notice to Proceed, and adopts the corresponding Revised Work Order and Revised Work Plan. A Revised Notice to Proceed shall meet all requirements of a Notice to Proceed described in Article 5.

h. Termination

TRS may terminate a Work Order with a notice. Termination may be for cause, convenience, or force majeure. Contractor will stop Work as soon as practicable after termination. Upon termination, Contractor may request payment for completed and accepted Work. In case of termination for convenience or force majeure, Contractor may also request payment for partially performed Work, and for timely, reasonable expenses directly attributable to termination. TRS shall not be liable for anticipated profits, unabsorbed overhead, interest on borrowing, or other damages not specifically stated in this Contract.

Acceptance Criteria for Deliverables

Acceptance criteria will be dependent on the agreed upon statement of work (SOW) for each Work Order. Deliverable acceptance criteria will be based on requirements identified in the Work Order and agreed to during the process to negotiate each Work Order.

(1) Deliverables will be specified in each Work Order. A deliverable will be considered is accepted when the TRS project team completes its Quality Control (QC) procedure and agrees the deliverable has satisified the requirements of the Work Order.

(2) TRS project team’s QC procedure will include reviewing, testing, and confirming via email each deliverable meets requirements.

(3) When the TRS project team determines a deliverable does not meet requirements, it will identify the deficiencies, email that information to the Contractor, and provide them a reasonable amount of time to correct it.

(4) Each Work Order will specify what is to be billed by deliverable. All invoices will be tied to deliverables identified in the Work Order.

(5) The TRS QC procedure will ensure deliverables are acceptable and invoices are accurate.

Reporting

The following reports are required for each Work Order:

• Status reports due at noon each Friday that highlight progress toward next schedule milestone(s) and identify, if any, impediments to progress

• When a Work Order is time & materials based, Contractor will provide timesheets as supporting documentation with its invoice.

Accommodations and Equipment

The Contractor will provide its own equipment, supplies, materials and/or employees. TRS will provide a virtual machine log in for the awarded Contractor’s staff after background checks have been completed.

Contractor may have assigned space at a TRS location. On site requirements will be negotiated by individual work order.

Invoicing Requirements

NOTICE: Vendors are required to use the TRS vendor portal, Procurement and Vendor E- System “PAVES,” to submit invoices. For more information, go to: https://www.trs.texas.gov/Pages/procurement_PAVES.aspx.

a. Frequency: At the completion of a Work Order or at completion of deliverable milestones within a work order.

b. Each Work Order and corresponding invoice will specify whether it is deliverables-based or time and materials-based.

c. The TRS QC procedure will ensure deliverables are acceptable and the TRS; this will provide the Contract Manager confirmation of invoice accuracy.

d. Each Work Order will specificy when TRS will be invoiced and for which deliverables.

e. Work Orders will specify what supporting documentation must be included with each invoice. The deliverables agreed upon within a work order.

f. TRS will reimburse Contractor for necessary travel expense as described in Exhibit J TRS

Allowable Travel Expenses and \will be limited to 5% of total estimated Work Order. or what is generally allowable by TRS policy

g. Respondent/Contractor shall not bill TRS for required trainings as outlined in the Non-TRS Workers (Contract Workers, Unpaid Interns and Volunteers) policy document unless such https://www.trs.texas.gov/Pages/procurement_PAVES.aspx costs are specifically authorized in the Contract. In that event, such costs shall be itemized in Respondent/Contractor’s invoice to TRS.”

Communication Plan

Upon execution of the contract, TRS will set up a meeting with selected vendor(s) to review the Work Order process.

Upon execution of a Work Order, TRS will set up a kickoff meeting with Contractor’s Primary Contact. At the kickoff meeting, TRS and the Contractor will review all the terms of the contract and discuss:

• How to perform all the tasks outlined in the SOW

• Deliverables of the contract

• Timelines for delivery of the Deliverables

• Deliverable acceptance criteria and acceptance process

• Required forms, such as insurance certificates

• Terms of the contract

• Invoicing requirements

• Performance monitoring

• Contract close-out process

Contractor will communicate via email and phone with the following TRS Staff:

• Jennifer Whitman, Contract Sponsor/Manager

• David Cox, Business Executive Sponsor

• Rees Coombe, Technical Executive Sponsor

• Emily Farias, TRS PMO

• Michael Ressel, TRS PMO

Other contacts will be specified in an individual Work Order.

Day to day activities will be between TRS’ assigned program/project manager and Contractor’s project manager. Any escalation will go to the Jennifer Whitman, the Contract Manager.

On a calendar quarter basis, Contractor’s account manager shall meet with TRS’ Director, Project Management Office and Enterprise Collaboration Services to discuss completed, ongoing, and upcoming projects or research needs. These meetings can be either in person or via conference call. More frequent meetings may be required if either TRS or Contractor deems them necessary to ensure a project’s successful completion.

Contractor Staffing

TRS reserves the right to request that Contractor replace any Contractor employee whom TRS judges to be incompetent, careless, unsuitable, or otherwise objectionable, or whose continued use is deemed contrary to the best interests of the State and TRS. Upon receipt of a formal written request from TRS’ Primary Contact, Contractor shall propose to TRS a replacement with the same or similar expertise as the individual being replaced who shall perform the services required by the Contract, subject to the approval of TRS.

Contractor may not use a subcontractor on this Contract without first receiving written approval from TRS regarding the proposed subcontractor. If Contractor is required to submit a HUB Subcontracting Plan (HSP) and the proposed subcontractor is not listed on the HSP, an amendment of the HSP will be required. Any work to be performed by such proposed subcontractor may not be initiated until the subcontractor has been added to the HSP.

As set forth in TRS’ Background Check Policy, a criminal background check (CBC) of Contractor’s staff is required if, at any time during the life of this Contract, the staff assigned to work on this contract meets any or all of the criteria listed below:

• Obtains a TRS user ID or password

• Has unlimited security badge access for any length of time

• Has limited security badge access for longer than 14 days

Further, a CBC may be required depending on the level of access to TRS resources and facilities that is required to perform the services. The CBC will be performed by TRS and the Contractor is required to reimburse TRS for the cost of the CBC within 30 days of receipt of notification that the background check is complete.

Performance Tracking

TRS may consider Contractor performance during the life of the Contract. At the end of each term and before a renewal option is exercised, TRS will provide written feedback to Contractor on Contractor’s performance. TRS reserves the right of non-renewal or early termination of the contract for substandard performance. TRS reserves the right to publish and distribute results of the performance reviews or other quality or compliance reviews in accordance with 34 Texas Administrative Code section 20.509. If substantial deficiencies are identified by TRS regarding Contractor performance or competence in the delivery of services performed under the Contract, TRS may require corrective action to correct the deficiencies. TRS will monitor Contractor’s performance and may use the results of this monitoring to evaluate Contractor’s ability to provide adequate services to TRS in this contract or future contracts. If Contractor fails to meet contract goals and expected results, TRS may reduce the scope of or terminate the Contract at no cost or penalty to TRS.

When assessing performance, TRS retains sole authority to determine whether the Contractor’s performance under the Contract is adequate. The Contractor agrees to the following:

a. Provide all Deliverables in accordance with target due dates;

b. Provide TRS with written notice of any known or potential issues with service performance within 24 hours of Contractor becoming aware of any such issues;

c. Provide TRS with an action plan to resolve any known or potential service performance issues and status updates as required by TRS; and

d. Timely respond to TRS staff questions within one to two business days.

Escalation Plan and Good Faith Negotiations

Contractor shall provide an escalation plan for resolving known or potential issues with service performance that arise during the term of the Contract. The plan shall be subject to TRS’ approval and must explain how issues are to be prioritized and resolved and include Contractor’s representatives of increasing authority who have authority to resolve issues. The Parties will attempt in good faith to resolve any claim or controversy arising out of or relating to the execution, interpretation, and performance of services under the Contract through prompt negotiation between representatives of the Parties who have authority to settle the controversy.

III. HUB Subcontracting Plan Information

In accordance with Section 2161.252 of the Texas Government Code and 34 Texas Administrative Code Section 20.285, each state agency that considers entering into a contract with an expected value of $100,000 or more over the life of the contract (including any renewals) shall, before the agency solicits bids, proposals, offers, or other applicable expressions of interest, determine whether subcontracting opportunities are probable under the Contract. If subcontracting opportunities are probable, each state agency’s invitation for bids, requests for proposals, or other purchase solicitation documents with an expected value of $100,000 or more shall state that probability and require a Historically Underutilized Business (HUB) Subcontracting Plan (HSP).

An evaluation of potential subcontracting opportunities was conducted for the Contract in accordance with Texas Government Code Section 2161.252, and it was determined that the Contract does not contain any probable subcontracting opportunities. Therefore, TRS is not requiring a HUB Subcontracting Plan (HSP) be submitted with responses to Solicitation. However, if Respondent determines the need to subcontract for any services, materials and/or supplies to fulfill the terms of this contract, the Respondent must immediately inform TRS so that the solicitation may be updated, and the Respondent must submit a complete HUB Subcontracting Plan with its proposal to be considered responsive. The HSP form may be accessed at:

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

If after the contract award the Contractor determines a need to subcontract for any services, materials, and/or supplies, the Contractor must contact TRS for prior approval and request a review of its HUB Subcontracting Plan in accordance with the good faith effort requirements found in 34 Texas Administrative Code Section 20.14. The Contractor may not utilize a subcontractor without prior written approval from TRS.

A. Agency Annual HUB Goals:

Texas and TRS’s annual HUB expenditure goals for FY22 are listed below.

Procurement Category Statewide HUB Goals

TRS HUB

Goals

Special Trade Construction 32.90% 40.00% Professional Services 23.70% 10.00% Other Services 26.00% 25.00% Commodities 21.10% 40.00%

B. Finding HUB Vendors

For a list of HUB vendors, Respondent may use the Centralized Masters Bidders List (CMBL) and HUB Directory. Below are instructions on how to search the CMBL:

Access the CMBL and HUB Directory at:

https://mycpa.cpa.state.tx.us/tpasscmblsearch/tpasscmblsearch.do .

CMBL Page will default to certain fields already checked - ensure that All Vendors are searched.

Enter Class Code and Item (leave Item blank to select any).

Enter District Number to select specific geographic location (leave district blank to select all).

Click the Submit Search button.

Detail List page will default to certain fields already checked.

Check Ethnicity, Gender fields, and Business Description as well as any other fields needed.

Click go.

https://comptroller.texas.gov/purchasing/vendor/hub/forms.php https://mycpa.cpa.state.tx.us/tpasscmblsearch/tpasscmblsearch.do

Identify HUBs on the Results For CMBL Plus HUBs Search page (HUB category is on far right of page).

Select HUB vendor and click on company name. Sometimes a vendor will have more than one listing -use the most current one.

Confirm that HUB Status is “A” (Approved; Active) on the Vendor Detail page.

If vendor appears to meet your needs, then solicit a bid or response of interest.

Repeat this process until you have found a minimum of three (3) certified HUBs per subcontracting opportunity/area, either identified by the TRS or your company.

IV. Insurance Section

A. COVERAGES REQUIRED.

Contractor shall obtain and maintain throughout the Contract term the insurance coverages listed below:

Workers’ Compensation Insurance:

Coverage to secure the payment of compensation to injured employees as defined in the Texas Worker’s Compensation Act.

Employer’s Liability Insurance:

Excess Liability and/or Umbrella Liability insurance may be combined in order to meet the following minimum amounts:

• Bodily Injury, $500,000 per accident;

• Disease, $500,000 per employee;

• Aggregate policy limit of $1,000,000.

Professional Liability Insurance:

Coverage for financial loss resulting from errors, omissions and failure to perform the professional services associated with the Contract. Coverage can be in the form of a claims made or per occurrence policy:

$10,000,000 Combined Single Limit (CSL) if “claims made” policy.

Professional Malpractice/Managed Care Insurance:

Coverage for financial loss resulting from errors, omissions and failure to perform professional services associated with the Contract. Coverage can be in the form of a claims made or per occurrence policy:

$10,000,000 Combined Single Limit (CSL) if “claims made” policy.

Security and Privacy (Cyber) Liability:

Insurance covering all claims, losses, liabilities, judgments, settlements, lawsuits, regulatory actions, fines and other costs or damages arising out of its performance under Contract, including any negligent or otherwise wrongful acts or omissions by the Business Associate and/or its agents, contractors, partners, employees, Subcontractors, consultants, or assignees.

This includes but is not limited to: any breach of HIPAA, the HIPAA Rules, HITECH, the Omnibus Final Rule or any other law or regulation governing confidentiality of Protected Health Information:

• $10,000,000 in the aggregate, and

• Additional Insured endorsement on behalf of TRS, unless policy contains blanket endorsement coverage.

Requirements for Subcontractors:

Contractor is responsible for any and all subcontractor’s acts and omissions and shall be liable to TRS for any and all damages caused by their subcontractors.

B. POLICIES.

Contractor shall procure and maintain at Contractor’s own expense, throughout the term of the Contract and any renewals or extensions thereof, sufficient insurance coverage as may now or hereafter be necessary to insure against any claim(s) for damages based on a violation of Law or arising out of services provided or to be provided to TRS and the Project under the Contract. Such coverage and limits shall not reduce Contractor’s total liability under the Contract. To this end, Contractor shall comply with the following provisions:

• All insurance policies required under this paragraph shall be issued by companies authorized to do business under the laws of the state of Texas, licensed, eligible or registered under Texas law with a rating of A- or better in a financial size category of IV or higher according to A.M.

Best Company.

• Contractor shall furnish to TRS evidence of all required insurance, validated by the certificate of insurance. Evidence of insurance shall display TRS as the Certificate Holder.

C. RENEWAL CERTIFICATES.

A TRS specific contract number associated with the Contract will be provided to the Contractor at the time of contracting. Contractor shall ensure that renewal certificates of insurance shall:

• Display the associated contract number in the description of operations section of the certificate

• Display required endorsements in the description of operations section of the certificate

• Be submitted electronically via PAVES

• List only the TRS specific contract number in the subject line of the e-mail

• Be furnished not more than thirty (30) days following the expiration of current policies

• Display TRS as the Certificate Holder

D. NOTICES OF CHANGE.

The Contractor’s insurance policies must require the insurer or the insurer’s authorized agent to notify TRS of any cancellation, or material change, other than for non-payment, at least 30 days in advance. The Contractor’s insurance policy must require the insurer or the insurer’s authorized agent to notify TRS of any cancellation or material change due to non-payment at least 10 days in advance. These notices of changes must reference the TRS contract number and be made in writing by certified mail to the TRS Contract Manager at the address shown in the Contract.

E. INSURANCE CERTIFICATE.

Contractor shall provide TRS with evidence of the insurance coverage required under the Contract.

The different coverages requirements listed in section 1, COVERAGES; cannot be added together to meet the aggregate requirements listed. Contractor will submit the certificate to TRS no later than ten days after award of the Contract, or as directed by the Special Terms and Conditions.

Certificates must bear the contract number of this Contract. If Contractor changes insurers, Contractor shall give TRS a new certificate of insurance within ten days. The certificate of insurance shall set out any deductible or self-insured retention amounts for each coverage required.

F. REQUIRED ADDITIONAL PROVISIONS.

All policies of insurance shall include the following provisions:

• Waiver of subrogation in favor of TRS, its trustees and employees for bodily injury (including death), property damage or any other loss arising from the Contract; and

• The Contractor’s insurance must be primary insurance with respect to the TRS and its trustees and employees.

V. Evaluation Process

A. Initial Round

All Responsive Proposals will be evaluated by the evaluation committee during the Initial Round.

After Initial Round evaluations are complete, TRS may request that all or only the Top-Scoring Respondents participate in future rounds.

Responses and Best and Final Offers (BAFO) will be scored under best value standards that are in the best interest of TRS using the following general categories, for which weights are shown:

Evaluation Criteria Weight

Respondent History and Experience 20% Respondent Client References 10% Respondent’s Key Personnel 15% Respondent’s Program & Project Management Services 15% Sample Work Order 30% Pricing 10% Total 100%

For the Sample Work Order section, Respondent shall construct a proposed Work Plan in response to the Scope of Work as described in Attachment I. The response should include, at a minimum, completed deliverables, work plan, and fees and example deliverables from a like project to include Project Plan, Test Plan, Change Plan and Quality Gate criteria. The Fees section of the Sample Work Order will tie to the Price Form for the contract awarded from this solicitation.

B. Interviews or Presentations Round – Selection Criteria: 10 points

After Initial Round evaluations are complete, TRS may move on to an Interview or Presentation round. TRS may request that all or only the Top-Scoring Respondents participate in interviews or presentations. Respondent presentations provide an opportunity for Respondents to highlight the strengths and unique aspects of their Responses and to provide answers to clarification questions TRS may have regarding the Responses.

Evaluation Criteria for Respondent interviews or presentations round may include, but are not limited to:

1) Quality of Presentation

2) Quality of Q&A Responses

3) Quality of response to any follow-up questions

4) Vendors’ overall ability to meet SOW requirements

5) Team Knowledge and Experience

During interview/presentations/etc., TRS may also take into consideration the Respondent’s team member interaction, interaction with TRS, and the overall quality of the presentation and ability to meet TRS needs. In addition, TRS will consider Respondent’s ability to fit into the TRS culture.

After the interview/presentations, Respondent may be required to submit answers to questions asked during the interview/presentation.

The point allocation for this round will not be added to any previous round or future round. The points are used to determine which Respondent(s) move on to the next round.

C. Best and Final Offer (BAFO) Round

After the initial evaluation and oral presentations/demonstrations are complete, TRS may move on to the next phase of the evaluation, which is the Best and Final Offer (BAFO) round. A BAFO may be sought from Respondent(s) whose Proposals are ranked most highly by the evaluation committee. TRS may need a Respondent to provide additional information. All information provided to TRS during each phase of the evaluation process (including the BAFO) is taken into consideration and scored based on the same criteria, scoring matrix, and point allocation as the initial solicitation round. TRS will provide a final score during the BAFO round.

VI. Price Form

Respondent must enter a price for each item listed in this Price Form.

Unless otherwise described, the price is for one unit of each item (for example, one hour or one widget).

No additional amount will be paid for any costs or charges incurred by the Contractor, which are not listed on the price form.

If the Contract includes renewal options, pricing will be applied to each optional renewal term. Price escalation for renewal terms is not permitted under this Solicitation.

For Time and Materials (T&M) Engagements

Category Unit Rate Senior Program Manager (Or Equivalent*) HR Program Manager (Or Equivalent*) HR Senior Project Manager (Or Equivalent*) HR Project Manager (Or Equivalent*) HR Senior Business Analyst (Or Equivalent*) HR Business Analyst (Or Equivalent*) HR Scrum Master (Or Equivalent*) HR Product Owner (Or Equivalent*) HR Senior Data Architect Consultant (Or Equivalent*) HR Data Architect Consultant (Or Equivalent*) HR Senior Data Migration Consultant (Or Equivalent*) HR Data Migration Consultant (Or Equivalent*) HR

*Respondent may inlcude additional classifications it considers necessary to meet the deliverables described in the Scope of Work

Reimbursement is limited to direct costs (no indirect costs). All reimbursement requires pre-approval by the TRS Project Manager before the cost is incurred. Direct costs for the following items incurred by Contractor will be reimbursed by TRS provided that pre-approval is obtained:

TRS will reimburse Contractor for necessary travel expense as described in Exhibit J TRS Allowable Travel Expenses; that reimbursement will be limited to 5% of the value of the corresponding Work Order or what is generally allowable by TRS policy.

VII. Contract Documents List

The entire Contract between TRS and Contractor consists of the Contract Documents listed on this page in the following order of precedence:

1. Contract Signature Page

2. Contract Documents List

3. Scope of Work

4. List of Key Personnel

5. Approved Price Form

6. TRS General Terms and Conditions

7. Procedures for Work Orders

8. Work Orders and related documents created during the Contract (incorporated by reference):

o Work Orders o TRS-Approved Work Plans o Notices to Proceed

9. HUB Progress Assessment Report (PAR) Forms (incorporated by reference)

10. Insurance Section

11. Insurance Certificate Submitted by Contractor (incorporated by reference when completed)

12. Notices, Representatives, and Records Location

13. Attachments (listed below) o Attachment A: Sample Release of Claims Form to be returned with final invoice o Attachment B: Code of Ethics for Contractors (COE) o Attachment C: TRS Confidential Information Procedures & Standards o Attachment D: Non-disclosure Agreement (NDA) o Attachment E: Confidentiality Policy o Attachment F: Information Security Policy o Attachment G: Information Security Manual o Attachment H: TRS Background Check Policy o Attachment I: Sample Work Order o Attachment J: TRS Allowable Travel Expenses o Attachment K: Information Security Third-Party Assessment Form

14. TRS Solicitation No. TRS000395 (incorporated by reference)

15. Contractor’s Response to Solicitation (incorporated by reference)

VIII. Proposal Submission Instructions

Respondents are required to submit their Responses to this solicitation through the TRS electronic procurement system called PAVES (Procurement and Vendor E-System). If awarded a TRS contract, the Contractor will be required to set up a PAVES account which requires:

• 2-factor authentication with a cell phone

• A separate login and password to be created for all Contractor contacts, including the

Contractor’s accounting department

• All invoices and deliverables must be submitted through the PAVES system

A. PAVES

Potential Respondents can find information about PAVES on the TRS website at:

https://www.trs.texas.gov/Pages/procurement_PAVES.aspx

The following instructions have been developed to assist vendors in creating and maintaining a PAVES account:

PAVES Basic Navigation for Suppliers New Supplier Registration How to Submit a Proposal How to Activate Supplier Profile (if awarded a contract)

B. Creating a PAVES Account and becoming a Confirmed Bidder

To become a Confirmed Bidder in PAVES, you must complete the New Supplier Registration process. By submitting your company’s information, login credentials will be generated, by which you can access PAVES. You will then be able to add additional company contacts, edit your profile, and bid on TRS solicitations.

The first step is to log into the PAVES supplier portal and follow the instructions for New Supplier Registration.

If, after submitting your registration, you receive an e-mail stating that your registration has been rejected, this is most likely because your company has already been registered in PAVES. The registration request will only be rejected if the Tax ID Number that is submitted already exists in PAVES. In this case, please contact the PAVES help desk at: PAVESHelp@trs.texas.gov.

C. Submitting a Proposal in PAVES

1. Once you are logged into PAVES:

a. Click the “Solicitations” tab at the top

b. Then click “Show public request for proposals”

2. Click the pencil icon next to the name of the solicitation round in which you wish to participate

3. Click “Participate in RFx”

4. You may be asked to click “I acknowledge receipt of this RFx”

5. Select “WILL BID: our intent is to respond to this RFx”

6. To complete the PAVES Questionnaire and submit a proposal for this solicitation, follow the instructions found in “How to Submit a Proposal.”

7. Please note that any solicitation documents, including Addenda, will be found in the section called “Round Documents” within the Overview tab of the Initial Round.

https://www.trs.texas.gov/Pages/procurement_PAVES.aspx https://www.trs.texas.gov/TRS%20Documents/PAVES-basic-navigation-for-suppliers.pdf https://www.trs.texas.gov/TRS%20Documents/PAVES-new-supplier-registration.pdf https://www.trs.texas.gov/TRS%20Documents/PAVES-submit-proposal.pdf https://www.trs.texas.gov/TRS%20Documents/PAVES-activate-supplier-profile.pdf https://trstexas-supplier.ivalua.app/page.aspx/en/usr/login?ReturnUrl=/page.aspx/en/buy/homepage https://www.trs.texas.gov/TRS%20Documents/PAVES-new-supplier-registration.pdf https://www.trs.texas.gov/TRS%20Documents/PAVES-new-supplier-registration.pdf file://ad.trs.state.tx.us/SDrive/General%20Accounting/PURCHASING%20TEAM/Desk%20Reference%20Manual/Solicitation%20Working%20documents%20-%20not%20ready%20for%20release/PAVESHelp@trs.texas.gov https://www.trs.texas.gov/TRS%20Documents/PAVES-submit-proposal.pdf

D. Question and Answer Period

All potential Respondents must create an account and review the solicitation before the deadline for submitting proposals. In addition, Respondents should note the deadline to submit questions concerning this solicitation on page 1 under the Anticipated Schedule of Events. Respondents may submit questions to TRS through the PAVES portal by participatying in the Question Round of this solicitation and following the instructions found in “How to Submit a Proposal.”

https://www.trs.texas.gov/TRS%20Documents/PAVES-submit-proposal.pdf