ESBD_File_348617_RFP No. TRS000468_Commercial Leasing Broker Service_Final.pdf

Solicitation Name – Commercial Leasing Broker Services Solicitation No. TRS000468

Teacher Retirement System of Texas

Request for Proposals (RFP) Commercial Leasing Broker Services

NIGP Class/Item Codes: 971-08

Anticipated Schedule of Events

January 26, 2024

Issuance of RFP

February 5, 2024, 9:00 A.M., Central Time Pre-Proposal Conference attendance is Non- Mandatory. Conference call/virtual meeting information is provided in Item 13 below.

February 12, 2024, 5:00 P.M., Central Time Deadline for Submission of Questions

February 26, 2024, 3:00 P.M., Central Time Deadline for Submission of Proposals Late Proposals will not be considered

TBD Presentations or Interviews by top-scoring Respondents, if requested. TRS may elect to conduct presentations as part of the evaluation process.

I. Summary

1. Purpose/Overview TRS issues this Request for Proposals to solicit a qualified State of Texas licensed Commercial Real Estate Brokers to provide commercial real estate brokerage services to assist TRS in opening regional offices in Texas to help serve the needs of TRS members. The exact location is still under discussion.

2. Type of Solicitation Request for Proposals (RFP)

3. Issuing Agency

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

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

5. Minimum Qualifications Proposals that do not meet the following minimum qualification will be rejected as non-responsive and disqualified:

1) Broker services must be performed by licensed

Texas real estate brokers or agents with a minimum of five (5) years’ experience within Texas.

6. Responses to Solicitation Respondents are required to submit responses in the TRS

Procurement and Vendor E-System (PAVES)e. Please see Section VIII “Proposal Submission Instructions” on how to create a confirmed bidder account to submit a proposal.

7. Deadline for Proposals Received by Teacher Retirement System of Texas (TRS) no later than February 26, 2024, 3:00 P.M., Central Time.

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

9. TRS Optional Renewal Terms Two (2) two-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.

10. TRS Procurement and Contracts Representative for this Solicitation

Archana Sastry archana.sastry@trs.texas.gov All questions and inquiries about this Solicitation must be sent to the Procurement and Contracts Representative only.

mailto:archana.sastry@trs.texas.gov

11. Contact with TRS Staff

12. TRS Historically Underutilized Business (HUB) Coordinator

13. Pre-Proposal Conference

14. Solicitation Addenda

15. Questions and Answers

Upon issuance of this Solicitation, employees and representatives of TRS, other than the TRS Procurement and Contracts representative identified in item number 10 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.

Blender Hill Blender.Hill@trs.texas.gov

February 5, 2024, 9:00 A.M., 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 10 by February 2nd, 2024, 12:00 P.M., 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.

Changes to items directly impacting the Solicitation will be posted on the Electronic State Business Daily (ESBD) located at www.txsmartbuy.com/sp and 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.

Questions regarding this Solicitation must be submitted in writing no later than Questions Due, February 12, 5:00 P.M., 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.

http://www.txsmartbuy.com/sp

16. Respondent Presentations or

Interviews

17. Definitions

TRS may request that top-scoring Respondents present an overview of the Services proposed in their Proposals. The presentations will either be performed virtually or at the TRS offices located at, 1000 Red River Street, Austin, Texas The number of top-scoring Respondents will be determined by TRS in its sole discretion.

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 Contractor 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 “TRS 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 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 Proposals (RFP)TRS000468 to solicit qualified State of Texas Licensed Commercial Real Estate Broker to provide commercial real estate broker services throughout the State of Texas. TRS’s objective is to obtain services that represent the best value for TRS and the State of Texas according to the terms and conditions of this Solicitation.

B. Scope of Work

i. Background

TRS is a service-oriented public pension system providing retirement, healthcare, and related benefit programs for Texas public school employees, retirees, and their beneficiaries. 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.

Under this RFP, TRS is seeking Commercial Broker Services to locate one or more Commercial Leasing Space for TRS regional office(s). The regional office(s) will mirror headquarters member facing operations, providing members with the same experience provided at TRS headquarters in Austin, TX. Member services includes in-person customer service through individual office-visits, lobby walk-ins, and group benefit presentations.

Contractor will be required to present the best options and value to TRS.

As a result of this Solicitation, TRS expects to receive and evaluate responses and select one vendor; however, TRS reserves the right to make multiple awards.

ii. Description of Work Contractor shall advise TRS staff of various options or approaches to achieving the desired results. Contractor will serve as an agent and consultant for TRS. Broker services must be performed by licensed Texas real estate brokers or agents with a minimum of five (5) years’ experience within Texas.

Contractor services include but are not limited to the following:

Location: Statewide Texas. The specific location will be disclosed upon the execution of the Contract. The Contractor shall provide advice regarding the commercial real estate market and represent TRS to Lease/acquire real property for the purpose of opening a TRS regional office (the “Property”) in multiple Statewide locations. Contractor will be required to find multiple locations with the criteria listed below. The space in the desired location in Texas shall allow a buildout for required office operations. TRS would be looking for the option that provides the best value for the pension fund. The services may include, but are not limited to:

Research commercial office Lease properties within the State of Texas with the following criteria:

1. Class A or Class B property

2. On-site or nearby free parking availability,

3. Located in close proximity to existing public transportation,

4. Building must meet code requirements for life safety, ADA and all other applicable codes

5. No significant barriers to extensive low-voltage work to support video conferencing, remote meetings and other advanced technology needs

Work with TRS to identify other specific needs and characteristics of property to be leased.

Identify potential site locations and properties while maintaining discretion and client confidentiality.

Solicit building owners, developers using Contractor and TRS agreed upon marketing strategy/materials.

Coordinate site visits of property for TRS staff as necessary.

Coordinate any necessary or desired inspections of property.

Coordinate and finalize real estate transactions and agreements working closely with

TRS to finalize the Lease of property.

Assist in the negotiation of Lease terms and conditions.

Coordinate Lease preparation and execution.

Provide all other services as required in the normal course of business of providing commercial real estate broker services.

At TRS written request, Contractor’s assistance may include any or all of the following:

1. An estimate based on commercially reasonable standards and comparable for Lease space currently available for Lease or that is likely to become available for Lease during the term of this Contract;

2. A plan for submitting monthly reports to owner and for having representatives of Contractor, as specified by TRS from time to time; and

3. Attend monthly meetings and other meetings scheduled by TRS; and any other matters as reasonably requested by TRS.

iii. Deliverables

Contractor deliverables include the following:

a) Find multiple locations within specified amount of square footage in the specified location in Texas that would allow a buildout for required office operations.

b) Provide regular reports of leasing efforts/status and relevant market conditions and demographic analysis.

c) Provide written reports of findings on suitable properties.

d) Attend meetings to provide updates to TRS.

e) Provide a short list of Lease facility options for TRS review.

f) Provide written documentation of the negotiation process, terms of agreements, Letters of Intent, etc.

g) Present terms and conditions for the recommended final option for review and approval to TRS and support the development of a written presentation, if necessary.

h) Prepare and/or coordinate the completion of required Lease documentation to finalize the approved real estate transaction.

iv. 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.

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

a) The invoice must be submitted after the Lease is executed.

b) The following details shall be included in the invoice: Name and Contact information;

Brokerage Firm’s name, property address, Lease terms (start date, end date etc.), commission rate, total commission amount, invoice tracking.

c) TRS does not allow for travel expense.

Other The awarded Respondent (Contractor) may employ a co-broker or co-brokers (each referred to as an “Other Broker”). Other Broker must be approved in writing by TRS before performing any work. Contractor shall not use any subcontractor, employee, supplier, or other broker or organization to whom TRS reasonably objects. Regardless of whether the Contractor employs any Other Broker, no more than the fees due and payable under TRS’s Contract with the Contractor, shall be paid by TRS, and such fees shall be paid only to the Contractor. If the Real Estate Team has cooperated with, employed, or worked with any Other Broker(s) who is entitled to a fee in connection with the Lease/acquisition of the Property, the Contractor or the sublessee with whom such Other Broker is working shall be fully responsible for compensating such Other Broker and TRS shall have no responsibility therefore whatsoever. If any demand or claim shall be made against TRS by any Other Broker, the Contractor shall take such steps as TRS may request to protect TRS’s interests.

v. Communication Plan

Upon execution of the Contract, TRS will set up a kickoff meeting with Contractor’s Project Manager. 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 Contract

• Deliverables of the Contract

• Timing of delivery of the Contract deliverables

• Required forms, such as insurance certificates

• Contract terms

• Invoicing requirements

• Performance monitoring

• Contract close-out process

During the kickoff meeting, TRS will assign a single point of contact for the Contractor.

Below is the established communication plan for this Contract. It outlines how TRS and Contractor will communicate throughout the term of the Contract on the performance of the Work.

The Contractor will communicate via email with the following TRS Staff:

Barbie Pearson, Chief Benefit Officer Barbie.Pearson@trs.texas.gov

Jennifer Gasior, Senior Director, Benefit Counseling Jennifer.Gasior@trs.texas.gov

Pat Koenig, Property Administrator Pat.Koenig@trs.texas.gov

During active search for a Lease property, weekly virtual meetings between TRS and Contractor shall be conducted to keep TRS informed of when Contractor is actively looking for Lease property. Contractor will send the TRS point of contact a follow-up email summarizing meeting discussion within 24 hours.

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 costs are specifically authorized in the Contract. In that event, such costs shall be itemized in Contractor’s invoice to TRS. Please see the following link for information regarding on-boarding, managing, extending or off-boarding of non-TRS workers -https://trstexas.sharepoint.com/sites/oe/SitePages/Non-TRS-Workers-Information.aspx.

vi. 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.

vii. 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) Contractor will deliver Lease/acquisition options that meet TRS criteria.

b) Contractor will negotiate a Lease/acquisition on a property on behalf of TRS.

c) Contractor will provide weekly status reports.

d) Contractor and TRS will conduct site visit prior to leasing/purchasing property.

viii. 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.

ix. Deliverables Acceptance Criteria If TRS determines that a deliverable from Section II (Scope of Work) does not meet TRS’ requirements, TRS may reject the deliverable and provide Contractor with written notice of the deliverable’s deficiencies. Contractor shall have five (5) calendar days from the date it receives the notice to correct or improve the deliverable and provide it to TRS. TRS shall have ten (10) calendar days from the date it receives the new deliverable to accept or reject the deliverable.

Contractor shall not invoice TRS for a deliverable that has not been accepted by TRS in writing. TRS has no obligation to pay for non-conforming deliverables.

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).

TRS has determined that subcontracting opportunities are probable with this RFP and requires Respondents to complete the State of Texas HUB Subcontracting Plan (HSP) form located at https://comptroller.texas.gov/purchasing/vendor/hub/forms.php.

TRS will provide guidance on navigating the State of Texas HUB forms and Respondent is encouraged to seek assistance in completing the HSP from the TRS HUB Coordinator, Blender Hill, at (512) 542- 6867 or at blender.hill@trs.texas.gov. Please remember that any inquires must be done in time to allow for the required 7 working days to demonstrate the good faith effort when soliciting subcontractors because the HSP must demonstrate the good faith effort. If there are any changes to the information in the HSP after it is submitted, Respondents must obtain prior approval from TRS.

For purposes of the HSP, TRS has determined that this procurement falls under the following category:

☐ Special Trade Construction

☐ Professional Services

☒ Other Services

☐ Commodities

TRS has identified and provided below the possible subcontracting opportunities. Additional information regarding the TRS HUB program can be found in the TRS-General Solicitation Information document.

A. Agency Annual HUB Goals:

Texas and TRS’s annual HUB expenditure goals for FY24 are listed below.

Procurement Category Statewide HUB Goals

TRS HUB

Goals

Special Trade Construction 32.90% 50.00% Professional Services 23.70% 10.00% Other Services 26.00% 25.00% Commodities 21.10% 35.00%

B. HUB Subcontracting Opportunities for this Solicitation

The National Institute of Government Purchasing (NIGP) Commodity Book class and item codes and commodity descriptions for the services requested under this RFP are listed below. Full commodity descriptions can be found at https://comptroller.texas.gov/purchasing/nigp/ https://comptroller.texas.gov/purchasing/vendor/hub/forms.php https://comptroller.texas.gov/purchasing/nigp/

The TRS has identified possible HUB subcontracting opportunities listed below related to the Scope of Work under this Solicitation; however, this list should not be considered exhaustive. Additional opportunities may be added at the Respondent’s option.

Class Item Description 971 08 Building, Fabricated, Pre-Fabricated or Pre-Manufactured, Rental or

Lease 971 00 Real Property Rental or Lease

C. 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.

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.

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

IV. Insurance Section

A. COVERAGES REQUIRED.

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

i. Workers’ Compensation Insurance:

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

ii. 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.

iii. Commercial Automobile Liability Insurance:

Coverage in the following minimum amounts for owned, hired, and non-owned vehicles for claims of automobile bodily injury and property damage which may arise in the performance of the Contract. Excess Liability and/or Umbrella Liability insurance may be combined in order to meet the following minimum amounts:

• $500,000 per person/$1,000,000 per occurrence for bodily injury; and

• $500,000 per occurrence for property damage; or

• $1,000,000 per occurrence if the policy is issued for bodily injury and property damage combined.

iv. Commercial General Liability Insurance:

Coverage for claims of personal injury and bodily injury, including accidental death, and property damage which may arise from the performance of the Contract. The types of coverage required are: Property Damage, Premises and Operations Hazards, Independent Contractor’s, and Contractual Liability. Excess Liability and/or Umbrella Liability insurance may be combined in order to meet the following minimum amounts:

• $500,000 per occurrence, $1,000,000 in the aggregate

v. 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.

• $1,000,000 per occurrence, and $2,000,000 in the aggregate; or $2,000,000 Combined Single Limit (CSL) if “claims made” policy.

vi. 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.:

• $1,000,000 per occurrence, and $2,000,000 in the aggregate; or $2,000,000 Combined Single Limit (CSL) if “claims made” policy.

vii. Requirements for Subcontractors:

It is the responsibility of the awarded contractor to ensure the compliance of the subcontractors with this provision to procure and maintain compatible insurance coverages as may be applicable to their work during the life of the subcontract.

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 using the criteria below during the Initial Round. After Initial Round evaluations are complete, TRS may request that all or only the top-scoring Respondents participate in the Presentations Round and/or the Best and Final Offer (BAFO) rounds.

Initial responses and BAFOs will be scored under best value standards that are in the best interest of TRS using the following general weighted categories:

Evaluation Criteria Weight Respondent Past Performance 25% Respondent’s Key Personnel 25% Technical Approach 20% Fee Schedule 30% Proposal Content and Format 0 or minus 5 points Total 100%

Please note that TRS may decide to request that all or only the top respondents participate in oral presentations or demonstrations. If TRS does require presentations or demonstrations, they will be evaluated as stated in Section C below.

B. Minimum Qualifications

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

• Broker services must be performed by licensed Texas real estate brokers or agents with a minimum of five (5) years experience within Texas.

C. 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) Experience

2) Search Process

3) Team

4) Communication

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.

D. 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. Fee Schedule

The proposed fee schedule shall include Respondent’s proposed compensation structure, including fee and payment schedule. To the extent possible, fees will be paid in the manner conventional in the real estate industry – a percentage of net Lease. Respondents shall clearly indicate the source of the fee for each type of transaction anticipated in the scope of services, e.g., lessee. Also specify any additional fees which may be anticipated in these transactions as a result of the services of Respondent or its affiliates.

Respondents shall also propose an hourly fee for consulting services where the task is otherwise unlikely to result in a standard real estate fee, e.g., advice and market data provided to TRS during the project’s pre-development process.

Fee Schedule will be evaluated by the evaluation team based on fairness and reasonableness.

The Fee Schedule shall be inclusive of all travel, meals, lodging, and other related expenses. No additional amount will be paid for any costs or charges incurred by the awarded Contractor, which are not listed on the schedule.

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:

• Contract Signature Page

• Contract Documents List

• Scope of Work

• List of Key Personnel

• Fee Schedule

• TRS General Terms and Conditions

• HUB Subcontracting Plan

• HUB Progress Assessment Report (PAR) Forms (incorporated by reference)

• Insurance Section

• Insurance Certificate Submitted by Contractor (incorporated by reference when completed)

• Notices, Representatives, and Records Location

• 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: Non-disclosure Agreement (NDA) o Attachment D: Confidentiality Policy o Attachment E: Sample HUB Progress Assessment Report (PAR) Form to be submitted to TRS each month throughout the life of the Contract

• TRS Solicitation No. TRS000468 (incorporated by reference)

• 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:

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” 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

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.

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