ESBD_File_350629_Learning Management System (2-16-24).docx

REQUEST FOR PROPOSALS

for

LEARNING MANAGEMENT SYSTEM

February 16, 2024

REQUEST FOR PROPOSALS FOR

LEARNING MANAGEMENT SYSTEM

Table of Contents

Section Title Page

Description of Integral Care ……………………………………………………...3

Racial Equity and Inclusion……………………………………………………….3

Description of Services…………………………………………………………….4

General Information 4

Conditions 5

Selection of Successful Proposer 9

Performance Standards and Compliance 10

Proposal Instructions and Guidelines 11

Attachments

Attachment A – Features

Attachment B – Assurances Document

Attachment C – Key Persons List

DESCRIPTION OF INTEGRAL CARE

Integral Care provides community-based behavioral health and intellectual/developmental disabilities services in Travis County, Texas. Integral Care began providing services in 1967. Integral Care is a community center under Chapter 534 of the Texas Health and Safety Code, and is classified by the Internal Revenue Service as a 501(c)(3) tax-exempt organization. Integral Care is an agency of the State, a unit of local government and is governed by a ten-member Board of Trustees (“Board”), nine of whom are appointed to two-year staggered terms by the City Council of the City of Austin, the Travis County Commissioners Court, and the Board of Managers of the Travis County Healthcare District dba Central Health. The Travis County Sheriff serves as a statutorily appointed ex-officio member of the Board.

Integral Care currently employs approximately 1022 full-time, part-time and relief employees, and operates approximately 46 business locations of varying types (e.g., office, residential) throughout the Austin/Travis County area. For more information, please see Integral Care’s Fiscal Year 2022 Annual Report and Fiscal Year 2023 Annual Budget.

RACIAL EQUITY AND INCLUSION

Integral Care’s Board of Trustees and leadership are committed to:

· Identifying racial inequities that exist within Integral Care’s structure, culture, policies, programs, and practices and developing a culture of inclusion.

· Implementing the necessary change in organizational culture that requires increased transparency, vulnerability, and accountability to create an inclusive, authentic environment for the community and staff.

· Providing equitable access to prevention, treatment, and recovery services.

To change the culture of the organization, the strategies and commitments above must come to life throughout the following areas:

· Establish a Racial Equity Baseline for Organizational Development, Structure & Accountability: Embedding racial equity as part of Integral Care’s culture.

· Clients and Services: Addressing identified barriers to racial equity and inclusion in client services and program practices.

· Employees, Contractors, and non-direct Contractors (vendors): Create an inclusive and culturally competent staff and contracted provider base that reflects the community and clients receiving services from Integral Care.

· Community Engagement and Collaboration: Align efforts on diversity, racial equity and inclusion with groups and organizations within the community to help create shared values, consistent language, policy, and equitable practices throughout the community.

For more information, please see Integral Care’s Fiscal Year 2023-25 Strategic Plan, Integral Care’s Racial Equity Plan, Integral Care’s Racial Equity Assessment, and the United States Department of Health and Human Services National Culturally and Linguistically Appropriate Services (CLAS) Standards.

DESCRIPTION OF SERVICES

Integral Care is seeking proposals (“Proposals”) for 1) an enterprise-wide learning management system that includes a library of professional development content that is relevant to employees who provide community-based behavioral health and intellectual and developmental disabilities services and which has other features as listed on Attachment A “Features” (collectively, the “LMS”); and, 2) dedicated technical support and account management for such LMS (collectively, the “Services”).

GENERAL INFORMATION

Integral Care anticipates awarding one (1) contract for the Services commencing on approximately November 1, 2024. Any contract awarded as a result of this RFP may be prepared by Integral Care at its sole election, and may be referred to in this RFP as a “Contract”, and any Proposer (as defined below) selected for a Contract award may be referred to herein as a “Successful Proposer”. Integral Care reserves the right to add and/or remove any portion of the Services on any Contract, at any time and in its sole discretion.

Proposals shall be submitted no later than March 29, 2024 at 5:00 PM CST (“Proposal Submission Deadline”).

All Proposals must be received by the Proposal Submission Deadline. All Proposals must

Proposals shall be delivered via electronic mail attachment to:

by any agent or representative designated by the person or entity submitting the Proposal (“Proposer”). Integral Care will determine the official time of receipt of each Proposal using the time/date of receipt of the Proposal shown by Integral Care’s email server; upon request, a receipt shall be sent via electronic mail to the deliverer of the Proposal, which indicates the date and time it was received. Proposals must be provided in a single PDF format file. Proposals sent via any method other than electronic mail as described above will not be accepted. Proposals received after the Proposal Submission Deadline will not be considered.

Any questions concerning the specifications for the Services or RFP process shall be directed to Brody Ballard, Coordinator of Legal Services, by electronic mail to brody.ballard@integralcare.org, and must be received no later than March 13, 2024 at 5:00 PM CST (“Question Submission Deadline”). All questions with respect to either the specifications for the Services or RFP process that are received by the Question Submission Deadline will be provided, along with Integral Care’s responses, in a memorandum(s) available on the Texas Electronic State Business Daily website where the RFP is found.

CONDITIONS

ACCEPTANCE/REJECTION OF PROPOSALS: Integral Care reserves the right to accept or reject any and/or all Proposals, to waive informalities or defects in Proposals, or to accept such Proposal(s) as it shall deem to be of the best value to Integral Care.

NEGOTIATION: Integral Care further reserves the right to negotiate with Proposers determined to have a reasonable chance of being selected. All such Proposers shall be afforded fair and equal treatment with respect to such negotiations, and no such Proposer shall be given information that would give that Proposer a competitive advantage over any other Proposer.

CANCELLATION: Integral Care may also choose to cancel the RFP without award.

VALIDATION: Integral Care may validate any information in a Proposal by using outside sources or materials. If validation discloses that information provided by a Proposer is deliberately false, the Proposal will be ineligible for consideration.

ADDENDA: Integral Care reserves the right to modify, interpret and correct the RFP, and any modifications, interpretations or corrections to the RFP and specifications shall be made by written addenda. Integral Care’s General Counsel shall have sole authority to issue addenda to this RFP. Addenda shall be provided to all who are known to have received a copy of the RFP. All such addenda become, upon issuance, an inseparable part of the specifications, which a Proposal must meet to be considered.

ALTERING PROPOSALS: Any corrections, deletions, or additions to Proposals must be made in writing and delivered by email to Integral Care’s Coordinator of Legal Services at brody.ballard@integralcare.org prior to the Proposal Submission Deadline. The Proposer shall submit substitute pages with an email documenting the changes and to which is attached the specific pages for substitution. The person who submits the email must have authority at least equal to that of the submitter of the Proposal.

WITHDRAWAL OF PROPOSALS: A Proposal shall not be withdrawn or cancelled by the Proposer unless the Proposer submits an email to that effect prior to the Proposal Submission Deadline. The submitter of the withdrawal email must have authority at least equal in authority to the submitter of the Proposal.

PUBLIC AVAILABILITY: Integral Care is subject to and complies with the Texas Public Information Act, Chapter 552 of the Texas Government Code. All Proposals shall be open for public inspection after the RFP process is concluded, except for information contained in the Proposal that Proposer contends is covered by an exception to disclosure under the Texas Public Information Act that is in red ink and clearly identified by the Proposer as such. Such information may still be subject to disclosure under the Public Information Act and other applicable law including, without limitation, opinions from the Texas Attorney General’s Office.

SUBMITTED PROPOSALS: Submitted Proposals become the property of Integral Care and will not be returned to the Proposer. Proposer agrees that Integral Care has the right to use, reproduce and distribute copies of and to disclose to Integral Care employees, trustees, agents and contractors and other governmental entities all or part of the Proposal, as Integral Care deems appropriate.

SALES TAX: Integral Care is by statute exempt from payment of taxes applicable to the Services described herein; therefore, Proposals shall not include taxes.

LIMITATION OF LIABILITY: Integral Care will not enter into any Contract that purports to in any way limit the amount of damages recoverable under the Contract.

SUCCESSFUL PROPOSER MUST COMPLY with all applicable federal, state, county and local rules, codes, regulations, laws and standards. All Services must be in compliance with applicable federal, state, county and local rules, codes, regulations, laws, standards and executive orders as well as with all policies and procedures of Integral Care. A Contract may be subject to Texas Government Code Section 2252.908, which prohibits governmental entities such as Integral Care from entering into certain contracts with a business entity unless the business entity submits a disclosure of interested parties to the governmental entity or state agency at the time the business entity submits the signed contract to the governmental entity or state agency. By submitting a Proposal, Proposer agrees to fully comply with all applicable legal requirements including, without limitation, those of Texas Government Code Section 2252.908, as applicable.

EXCEPTION/SUBSTITUTIONS: All Proposals meeting the intent and requirements of this RFP shall be considered for award. Proposers taking exception to the specifications, terms and conditions or offering substitutions, shall state these exceptions clearly as a separately identifiable part of the Proposal entitled “Proposer’s Exceptions”. The absence of such a statement shall indicate that the Proposer has not taken exceptions and Integral Care shall hold the resultant Proposer(s), if chosen as a Successful Proposer, responsible to perform in strict accordance with the specifications, terms, and conditions of this RFP and Successful Proposer’s Contract. Integral Care reserves the right to accept any and/or none of the exception(s)/substitution(s) as it determines to be in the best interest of Integral Care. Proposer agrees that all exceptions to this RFP as well as terms and conditions advanced by Proposer that differ in any manner from Integral Care’s terms and conditions are rejected unless expressly accepted by Integral Care in writing in a fully executed Contract.

SILENCE OF SPECIFICATIONS: The apparent silence of this RFP as to any detail or the apparent omission from it of a detailed description concerning any point shall be regarded as meaning that only best practices of quality services will prevail. All interpretations of this RFP shall be made on the basis of this statement.

LIMITATIONS: Any Proposer currently held in abeyance from or barred from the award of a federal or state contract may not contract with Integral Care.

CONSIDERATION: For a Proposal to be considered, the Proposer must meet Integral Care’s requirements, demonstrate the ability to perform successfully and responsibly under the terms of the prospective Contract, and submit the completed Proposal according to the time frames, procedures, and forms stipulated by Integral Care. Additionally, Proposers shall, at a minimum, be currently licensed/certified, where applicable, to provide the Services.

CONFLICT OF INTEREST: No public official shall have an interest in any Contract, in accordance with the Texas Local Government Code Title 5, Subtitle C, Chapters 171 and 176.

ETHICS: Proposer shall not offer to or accept any gifts of value from, or enter into any business arrangement individually with, any employee, official or agent of Integral Care.

INDEMNIFICATION: Successful Proposer shall defend, indemnify, and save harmless Integral Care, and all of its trustees, officers, agents, and employees from all suits, actions, or other claims of any character, name and description (including, without limitation, any judgment cost awarded against and reasonable attorney’s fees incurred by Integral Care) brought for or on account of any losses, injuries or damages either allegedly or actually received or sustained by any entity, persons, or property as either a direct or indirect result of the actions or omissions of the Successful Proposer and/or its employees, contractors and agents, or of Successful Proposer’s non-compliance with the Contract.

ASSIGNMENT: Successful Proposer shall not subcontract, sell, assign, transfer or convey its rights and/or obligations with respect to any Contract, in whole or in part, without Integral Care’s prior written consent.

INSURANCE: Successful Proposer shall maintain, at all times during its performance under the Contract, insurance coverage in not less than the following amounts per policy year:

General Liability: One million dollars ($1,000,000) per claim;

Three million dollars ($3,000,000) aggregate of all claims;

General Liability policy shall also include a waiver of subrogation in favor of Integral Care.

Cyber Liability: Coverage to include defense for liability from copyright infringement.

Automobile Liability: If a Successful Proposer-owned vehicle is used in the provision of Services, Successful Proposer must maintain automobile liability insurance coverage in the amount of at least one million dollars ($1,000,000) combined single limit, with hired and non-owned coverage included;

If a Successful Proposer’s employee’s personal vehicle is used in the provision of Services, Successful Proposer’s employee must maintain State of Texas required basic vehicle insurance coverage at all times;

Worker’s Compensation: Must meet statutory limits. Worker’s Compensation policies shall also include a waiver of subrogation in favor of Integral Care;

Employer Liability: One million dollars ($1,000,000) per accident;

One million dollars ($1,000,000) per disease per employee;

One million dollars ($1,000,000) disease policy limit;

such other insurance coverage, each to the extent required and in such amounts as may be reasonably required by Integral Care or as may otherwise be required by applicable law.

Successful Proposer is responsible for obtaining and maintaining any riders or other documents necessary to ensure that the coverage described above includes the Services. A legally qualified insurance company acceptable to Integral Care must underwrite all insurance coverage listed above. Each policy evidencing such coverage shall name Integral Care as an additional insured on that policy (but specifically excluding policies of personal automobile liability), and shall contain a provision (to the extent legally permitted) that the insurance company shall give Integral Care as a certificate holder thirty (30) days written notice in advance of (a) any cancellation or non-renewal of the policy, (b) any reduction in the policy amount, (c) any deletion of additional insureds, or (d) any other material modification of the policy. Successful Proposer will name Integral Care as additional insured on each policy within 14 days of being awarded a Contract by Integral Care.

CRIMINAL AND BACKGROUND CHECKS: Successful Proposer(s) must ensure that no person will provide Services under a Contract if that person has been convicted of any of the offenses listed in the Texas Health and Safety Code, Section 250.006(a).

ELIGIBLILITY TO WORK IN THE UNITED STATES: Successful Proposer(s) shall ensure that each person who provides Services under a Contract is eligible to work in the United States at the time he/she provides Services, and shall document such eligibility using USCIS Form I-9 for all such persons and maintain such documentation for at least six (6) years after the Contract ends, and make such documentation available to Integral Care upon request.

SELECTION OF SUCCESSFUL PROPOSER

1) Selection of the Successful Proposer, if made, will be based upon demonstrated competence, knowledge, qualifications and reasonableness of the proposed fee, where applicable, for the Services as evidenced by Successful Proposer’s qualified Proposal.

2) Integral Care will make a good faith effort to contract with Historically Underutilized Businesses.

3) Issues concerning a specific Proposal(s) may be addressed by Integral Care either in writing or through an individual telephonic, electronic or in-person meeting(s) with each applicable Proposer after an initial review of all Proposals. The meeting(s), if necessary, will be held after the Proposal Submission Date, and no Proposer participating in any such meeting shall be given information that would give that Proposer a competitive advantage over any other Proposer.

4) A selection(s), if made, will be based on the Proposal(s) that provides best value to Integral Care.

5) Integral Care reserves the right to enter into multiple Contracts with respect to the provision of the Services.

6) Proposals will be scored by the point system listed in the table below:

4. Technical support for the LMS up to 5 points

8. Reporting capability up to 5 points

PERFORMANCE STANDARDS AND COMPLIANCE

1) A Successful Proposer’s Services will be of a standard quality and level of professionalism expected of those businesses engaged in the delivery of similar services. The methods and means employed in the delivery of the Services must be of a standard that will withstand both public and private scrutiny, and be in compliance with all applicable laws, statutes, regulations and ordinances as may be amended from time to time including, but not limited to, the Civil Rights Act of 1964, as amended, and the Americans with Disabilities Act (“ADA”).

2) Successful Proposer will ensure that no person, on the basis of race, color, national origin, religion, sex, sexual orientation, gender identity or expression, genetic characteristics, age, disability, or political affiliation will be excluded from participation in providing, or be denied the benefits of, the Services, or be subject to discrimination under any of the policies of the Texas Health and Human Services Commission or its related agencies (collectively, “HHSC”) or of Integral Care.

3) Integral Care reserves the right to retain all performance by any Successful Proposer, and to recover all consideration paid to any Successful Proposer pursuant to a Contract thus permitting forfeiture of such Contract, in the event that the Successful Proposer (a) was doing business at the time of submitting the Proposal or had done business during the 365 day period immediately prior to the date on which the Proposal was due with an undisclosed key person, (b) does business with a key person after the date on which the Proposal is due and prior to full performance of the Contract and fails to disclose the name of any such key person in writing to Integral Care prior to commencing business with such key person, or (c) fails to submit a completed Form CIQ (see Attachment B) if required to do so by Chapter 176 of the Texas Local Government Code. A Key Persons List is attached to this RFP as Attachment C.

4) Successful Proposer shall perform the Services in a prompt, efficient, and professional manner. If Successful Proposer does not provide the Services within the Contract requirements, Integral Care reserves the right to solicit and/or procure any or all such Services outside the Contract and/or terminate the Contract.

5) Unless stated otherwise in this RFP, Successful Proposer will provide at its sole cost all necessary supplies, equipment, software, technology support and other items in order to furnish the Services properly as defined in the Contract.

6) Any Contract may be terminated without penalty for any reason or without cause by Integral Care by submission of written notice of at least thirty (30) days.

7) Successful Proposer must have and maintain at all times during the existence of any Contract any and all required federal, state, and/or local licenses, permits and/or permissions with respect to the Services covered by the Contract.

8) Successful Proposer will comply with Section 2155.4441 of the Texas Government Code, which requires that products and materials used to provide the Services be produced in the State of Texas when available at a price and time comparable to products and materials produced outside of Texas.

9) Any Contract may be prepared by Integral Care at its sole election, and may contain provisions that are not described in this RFP.

PROPOSAL INSTRUCTIONS AND GUIDELINES

To facilitate the evaluation of Proposals, Proposers must prepare their responses to Sections I - V (below) in the format and sequence specified below. Respond specifically to each question posed. Do not simply make a general reference to any other document included with the Proposal. Failure to comply with this requirement could result in the Proposal being rejected by Integral Care in its sole discretion. Proposer may attach additional materials as necessary to provide supporting information and details. Catalogs or brochures about Proposer’s services may be included as an addendum to the Proposal but not in place of specific responses to each item below. If the question does not apply to either Proposer or the Proposal, clearly mark “n/a”.

I. GENERAL INFORMATION ABOUT PROPOSER

A. Each Proposal MUST be accompanied by a signed, original Assurances Document and, if required, a Form CIQ (Attachment B).

B. Each Proposer MUST also respond to each of the following items completely by restating each item/question exactly as written and then providing a response.

i. Provide the name, legal status (e.g., sole proprietorship, partnership, corporation, etc.), address and contact telephone number of Proposer. Provide the name of all persons owning a 5% or more interest in Proposer’s business.

ii. Provide copies of any and all of Proposer’s required federal, state, and/or local licenses and/or certifications required with respect to the Services.

iii. List all licenses, certifications or professional affiliations for Proposer and all staff identified for this Proposal, include date of original certification/licensure and current certification/licensure expiration date. Identify if Proposer has ever been sanctioned or had any license/certification suspended by the licensing/certifying entity.

iv. Provide the names and experience information of each individual who would be assigned to provide the Services, including account executives. Be sure to identify the individual within Proposer’s firm that will have overall responsibility for provision of the Services and the office in which each of Successful Proposer’s team members providing the Services is located as well as the physical location of the office which would be designated to serve Integral Care.

v. Attach a copy of the organizational chart, including names, titles and vacant positions, clearly indicating who will be the main point of contact with respect to any Contract.

vi. Does Proposer meet the requirements for qualification as a Historically Underutilized Business (“HUB”)? If so, please describe how Proposer meets those requirements. Attach a copy of any current HUB certificate to this Proposal. For purposes of this RFP, HUB has the same definition as does a “historically underutilized business” in Section 2161.001(2) of the Texas Government Code.

vii. Attach a copy of Proposer’s Articles of Incorporation and 501(c) (3) certificate, or other bylaws/governing documents as applicable.

viii. Describe Proposer’s experience in providing services to individuals from diverse cultures, races, ethnicities, and languages.

ix. How does Proposer address improving racial equity and inclusion, both in its own search processes for clients and within its own organization?

II. FINANCIAL

A. Attach copies of the Proposer’s audited financial reports for the last three (3) years.

B. Attach copies of the Proposer’s Federal income tax returns for the last three (3) years.

C. If the Proposer is a corporation that is required to report to the Securities and Exchange Commission, submit Proposer’s two (2) most recent SEC Forms 10K, Annual Reports. If any change in ownership of Proposer is anticipated during the twelve (12) months following the Proposal Submission Deadline, the Proposer must describe the circumstances of such change and indicate when the change is likely to occur.

D. Describe prior arrangements or any potential plans to subcontract part or all of these Services. All subcontracts must be approved by Integral Care, at its sole discretion. Name all proposed subcontractors and provide the information on their staff credentials, licenses and certifications as provided for Proposer’s staff.

III. RISK PROFILE

A. Is Proposer currently or has Proposer, within the last five (5) years, been under investigation, or had a license or accreditation revoked by any state/federal/local authority or licensure agency? If yes, describe in detail.

B. State whether Proposer is currently or has ever been a defendant or party to a lawsuit. If “yes”, provide the cause number, names of parties, name of the court in which the lawsuit was filed, pertinent dates and a detailed explanation of the nature of the lawsuit and the ultimate disposition of the lawsuit.

C. Has Proposer had any judgments or settlements entered against it in the last ten (10) years? If yes, describe in detail.

D. State whether Proposer is currently on or has ever been placed on vendor hold by any agency or business. If “yes”, provide pertinent dates and a detailed explanation.

E. Attach any current Certificate of Account Status from the Texas Secretary of State which shows that Proposer is in good standing or that it is exempt from the state franchise tax.

F. Is Proposer currently held in abeyance or barred from the award of a federal or state contract? If yes, has this occurred in the last 5 years? Describe in detail.

G. Has Proposer ever filed bankruptcy? If yes, describe in detail.

H. Has Proposer or any of its affiliates ever had contracts cancelled by state, federal or local governmental entities? If yes, describe in detail.

I. Attach Certificate(s) of Insurance showing Proposer’s current insurance coverage, with coverage to be at minimum those amounts described in the “Insurance” portion of the “Conditions” section, above.

IV. ADDITIONAL INFORMATION

A. Describe any special expertise Proposer has with providing its goods and/or services to governmental or nonprofit organizations.

B. Please provide contact information (including company/individual contact names, address, phone number and email address) for at least three (3) business references from customers for which Proposer has provided services similar to the Services within the past five (5) years.

C. Please include a detailed listing of Proposer’s LMS course offerings.

D. Please describe in detail the LMS user interface, for each of the end-user and administrator, highlighting any ease-of-use features.

E. Please describe in detail the technical support and account support that Integral Care will receive under a Contract.

F. Please describe in detail the reporting functions/ability of Proposer’s LMS.

G. Please describe in detail the compliance support features of Proposer’s LMS, including automated reminders.

H. Please describe in detail the ability to customize Proposer’s LMS with Integral Care-provided content.

I. How often does Proposer add new courses to its LMS library?

J. How often are Proposer’s LMS courses reviewed and updated?

K. Please describe in detail the ability of Proposer’s LMS to store records, including course completion, attendance and continuing education certificates.

L. Please describe in detail any added features of Proposer’s LMS other than those mandatory features shown in Attachment A.

V. PRICING

A. Provide Proposer’s detailed pricing for the Services.

ATTACHMENT A

FEATURES

Proposer’s LMS must feature the following:

· Cloud-based functionality that does not require end-users to download software

· Allows 1000+ users, including employees and contractors

· Allows management by multiple administrators

· Allows description of different privileges or levels of access to various user groups

· Allows supervisors to create reports of LMS activity for their designated staff

· Automated and assignable training plans

· User-friendly interface

· Integral Care’s internal training courses may be uploaded to the LMS library

· Robust content library with content relevant to healthcare providers in the following areas:

· Mental health

· Intellectual and developmental disabilities

· Substance use

· Crisis response

· Healthcare compliance

· Child development

· Family interventions

· Call center training

· Work assistance programs

· Wellness

· Computer network security and Microsoft software

· Management skills

· Robust reporting ability, including compliance and completion trends

· Compliance tracking for annual training refreshers, and ability to red flag delinquent users

· Automatic reminder emails to end-users for annual refresher training(s)

· Tracking of training certification expiration(s)

· Ability of end-users to register for face-to-face classes through the LMS

· Customization—for example, the ability to brand with Integral Care colors and logo

· Dedicated technical support and account management

ATTACHMENT B

ASSURANCES DOCUMENT

For purposes of this Attachment B, the term “local government officer” with respect to Integral Care means a member of Integral Care’s Board of Trustees (see Attachment C), Integral Care’s Chief Executive Officer (see Attachment C), and/or an agent of Integral Care who exercises discretion in the planning, recommending, selecting, or contracting of the Contract (see Attachment C). The term “local public official” with respect to Integral Care means a member of Integral Care’s Board of Trustees (see Attachment C), or another agent of Integral Care who exercises responsibilities beyond those that are advisory in nature (see Attachment C).

The term “family member” means a person related to another person within the first degree by consanguinity or affinity, as described by Subchapter B, Chapter 573 of the Texas Government Code. The term “family relationship” means a relationship between a person and another person within the third degree by consanguinity or the second degree by affinity, as those terms are defined by Subchapter B, Chapter 573, Texas Government Code.

Proposer Assures the Following:

1. Proposer has received all addenda and attachments to the RFP as distributed by Integral Care.

2. Proposer will not make any attempt to induce any person or firm to submit or not submit a Proposal.

3. Proposer will ensure that no person on the basis of race, color, national origin, religion, sex, age, sexual orientation, gender identity, genetic characteristics, veteran status, disability or political affiliation, will be excluded from participation in, be denied the benefits of, or be subject to discrimination with respect to any Contract, under any of the policies of HHSC or Integral Care. Proposer does not discriminate in its service or employment practices on the basis of race, color, religion, sex, sexual orientation, genetic characteristics, national origin, disability, veteran status, age or political affiliation.

4. Proposer accepts the terms, conditions, criteria, and requirements set forth in the RFP.

5. Proposer accepts Integral Care’s right to alter the timetables for procurement as set forth in the RFP.

6. The Proposal submitted by Proposer has been arrived at independently without consultation, communication, or agreement for the purpose of restricting competition.

7. Unless otherwise required by law, the information in the Proposal submitted by Proposer has not been knowingly disclosed by Proposer to any other Proposer.

8. No claim will be made for payment to cover costs incurred in the preparation or the submission of the Proposal or any other associated costs.

9. The individual signing this Assurances Document is authorized to legally bind Proposer.

10. Proposer agrees to follow all applicable federal, state, county, and local laws, regulations, codes, standards, and all applicable Integral Care policies and procedures if chosen as the Successful Proposer.

11. No employee, local government officer or any family member thereof has directly or indirectly received any gift(s) with an aggregate value of more than $100 in the 12-month period preceding the date the local government officer becomes aware that Integral Care is considering entering into a Contract with Proposer, but excluding a political contribution defined by Title 15 of the Texas Election Code, or food accepted as a guest. If Proposer is unable to make this affirmation, then Proposer must disclose any knowledge of such interests by including a completed Form CIQ, a copy of which is attached to this Attachment B, with the submitted Proposal. See Attachment C.

12. Proposer does not have a family relationship with a local government officer of Integral Care. If such family relationship exists, Proposer must disclose any knowledge of such relationships by including a completed Form CIQ, a copy of which is attached to this Assurances Document with the submitted Proposal. See Attachment C.

13. Proposer does not have any employment or business relationship with any corporation or other business entity with respect to which any local public official of Integral Care or any family member thereof serves as an employee, officer or director, or holds an ownership interest and no local public official of Integral Care or family member thereof has an employment or business relationship with Proposer or holds an ownership interest in Proposer. If Proposer is unable to make this affirmation, then Proposer must disclose any knowledge of such relationships in a written statement included with this signed Assurances Document.

14. Proposer shall disclose in a written statement included with this signed Assurances Document whether any of the directors or personnel of Proposer has either been an employee or a trustee of Integral Care within the past two (2) years preceding the date of submission of the Proposal. This requirement applies to all personnel, whether or not identified as a Key Person. If such employment has existed, or any term of office been served, include in the written statement the nature and time of the affiliations as defined.

15. Proposer does not have any employment or business relationship with any corporation or other business entity with respect to which any local government officer of Integral Care either serves as an employee, officer or director, or holds an ownership interest of one percent or more, and no local public official of Integral Care or family member thereof has an employment or business relationship with Proposer, or holds an ownership interest in Proposer. If Proposer is unable to make this affirmation, then Proposer must disclose any knowledge of such relationships by including a completed form CIQ, a copy of which is attached to this Attachment B, with the submitted Proposal. See Attachment C.

16. No former employee or officer of HHSC and/or Integral Care directly or indirectly aided or attempted to aid in procurement of Proposer’s service.

17. No local government officer or family member thereof is receiving or is likely to receive taxable income, other than investment income, from Proposer. If Proposer is unable to make this affirmation, then Proposer must disclose any knowledge of such relationships by including a completed form CIQ, a copy of which is attached to this Attachment B, with the submitted Proposal. See Attachment C.

18. Under Section 231.006, Family Code, the vendor or applicant certifies that the individual or business entity named in this contract, bid, or application is not ineligible to receive the specified grant, loan, or payment and acknowledges that this contract may be terminated and payment may be withheld if this certification is inaccurate. For purposes of the foregoing sentence, “vendor or applicant” shall mean Proposer; contract, bid or application shall mean the Proposal; and “this contract” shall mean any Contract awarded to a Successful Proposer pursuant to this RFP.

19. Proposer is not currently held in abeyance or barred from the award of a federal or state contract.

20. Proposer is currently in good standing for payment of all applicable state tax.

21. Proposer is in good standing with all state and federal funding and regulatory agencies; is not currently debarred, suspended, or otherwise excluded from participation in federal, state, county or city contract or grant programs; is not delinquent on any repayment agreements; has not had a required license or certification revoked; has not had a contract terminated by HHSC; and has not voluntarily surrendered an obligation issued by HHSC or any other entity within the past three (3) years.

22. Proposer agrees to provide the Services described in this RFP at the rate(s) of payment described in the Proposal.

23. Proposer is a reputable company regularly engaged in providing products and/or services necessary to meet requirements, specifications, terms and conditions of the RFP.

24. Proposer has the necessary experience, knowledge, abilities, skills, and resources to satisfactorily perform the requirements, specifications, terms and conditions of the RFP.

25. This Proposal shall remain in full force and effect until July 1, 2024 and may be accepted by Integral Care at any time prior to this date.

26. The requirements of Subchapter J, Chapter 552, Government Code, may apply to the Contract and Proposer agrees that the Contract can be terminated if the Proposer knowingly or intentionally fails to comply with a requirement of that Subchapter.

Proposer’s Full Legal Name

Signature of Proposer’s Authorized Representative

Printed Name and Title of Proposer’s Authorized Representative

Date

ATTACHMENT C

Key Persons List – February 6, 2024

Emmitt Hayes

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Revised 11/30/2015Form provided by Texas Ethics Commission www.ethics.state.tx.us

FORM CIQ

OFFICE USE ONLYThis questionnaire reflects changes made to the law by H.B. 23, 84th Leg., Regular Session.

This questionnaire is being filed in accordance with Chapter 176, Local Government Code, by a vendor who has a business relationship as defined by Section 176.001(1-a) with a local governmental entity and the vendor meets requirements under Section 176.006(a).

By law this questionnaire must be filed with the records administrator of the local governmental entity not later than the 7th business day after the date the vendor becomes aware of facts that require the statement to be filed. See Section 176.006(a-1), Local Government Code.

A vendor commits an offense if the vendor knowingly violates Section 176.006, Local Government Code. An offense under this section is a misdemeanor.

CONFLICT OF INTEREST QUESTIONNAIRE

For vendor doing business with local governmental entity

Date Received

A. Is the local government officer or a family member of the officer receiving or likely to receive taxable income, other than investment income, from the vendor?

Yes No

B. Is the vendor receiving or likely to receive taxable income, other than investment income, from or at the direction of the local government officer or a family member of the officer AND the taxable income is not received from the local governmental entity?

Yes No

Check this box if the vendor has given the local government officer or a family member of the officer one or more gifts as described in Section 176.003(a)(2)(B), excluding gifts described in Section 176.003(a-1).

Signature of vendor doing business with the governmental entity Date

Name of vendor who has a business relationship with local governmental entity.1

Check this box if you are filing an update to a previously filed questionnaire. (The law requires that you file an updated completed questionnaire with the appropriate filing authority not later than the 7th business day after the date on which you became aware that the originally filed questionnaire was incomplete or inaccurate.)

3 Name of local government officer about whom the information is being disclosed.

Name of Officer

Describe each employment or other business relationship with the local government officer, or a family member of the officer, as described by Section 176.003(a)(2)(A). Also describe any family relationship with the local government officer.

Complete subparts A and B for each employment or business relationship described. Attach additional pages to this Form CIQ as necessary.

Describe each employment or business relationship that the vendor named in Section 1 maintains with a corporation or other business entity with respect to which the local government officer serves as an officer or director, or holds an ownership interest of one percent or more.

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Revised 11/30/2015Form provided by Texas Ethics Commission www.ethics.state.tx.us

CONFLICT OF INTEREST QUESTIONNAIRE

For vendor doing business with local governmental entity

A complete copy of Chapter 176 of the Local Government Code may be found at http://www.statutes.legis.state.tx.us/ Docs/LG/htm/LG.176.htm. For easy reference, below are some of the sections cited on this form.

Local Government Code § 176.001(1-a): "Business relationship" means a connection between two or more parties based on commercial activity of one of the parties. The term does not include a connection based on:

(A) a transaction that is subject to rate or fee regulation by a federal, state, or local governmental entity or an agency of a federal, state, or local governmental entity;

(B) a transaction conducted at a price and subject to terms available to the public; or

(C) a purchase or lease of goods or services from a person that is chartered by a state or federal agency and that is subject to regular examination by, and reporting to, that agency.

Local Government Code § 176.003(a)(2)(A) and (B):

(a) A local government officer shall file a conflicts disclosure statement with respect to a vendor if:

(2) the vendor:

(A) has an employment or other business relationship with the local government officer or a family member of the officer that results in the officer or family member receiving taxable income, other than investment income, that exceeds $2,500 during the 12-month period preceding the date that the officer becomes aware that

(i) a contract between the local governmental entity and vendor has been executed;

or

(ii) the local governmental entity is considering entering into a contract with the vendor;

(B) has given to the local government officer or a family member of the officer one or more gifts that have an aggregate value of more than $100 in the 12-month period preceding the date the officer becomes aware that:

(i) a contract between the local governmental entity and vendor has been executed; or

(ii) the local governmental entity is considering entering into a contract with the vendor.

Local Government Code § 176.006(a) and (a-1)

(a) A vendor shall file a completed conflict of interest questionnaire if the vendor has a business relationship with a local governmental entity and:

(1) has an employment or other…