Exhibit A-Bidders Certification.docx

Exhibit A – Bidder’s Certification

Bidder must identify the service category or categories for which it is submitting a Bid. Bidders may submit a Bid for Program Administration Services, Investment Management Services, or Combined/Integrated Program Administration and Investment Management Services. Certifications in this Exhibit A apply to all Bidders unless otherwise stated. Certain certifications and disclosures apply only to Bidders proposing Program Administration Services, only to Bidders proposing Investment Management Services, or to Bidders proposing Combined/Integrated Services. A Bidder submitting a Combined/Integrated Bid must indicate whether its proposed services are divisible and may be awarded separately, or whether its Bid is package-only and may be awarded only as a combined contract or set of related contracts.

Bid Category:

Check appropriate box(es) ☐ Category 1 – Program Administration Services ☐ Category 2 – Investment Management Services ☐ Category 3 – Combined/Integrated Program Administration and Investment Management Services. If Bidder selects Category 3, Bidder must check one of the following:

☐ Bidder’s Combined/Integrated proposal is divisible and may be considered for separate award of Program Administration Services and/or Investment Management Services.

☐ Bidder’s Combined/Integrated proposal is package-only and may only be considered for a combined/integrated award.

Bidder, through the duly authorized undersigned, makes this certification as a required element of submitting a responsive bid. Bidder certifies, to the best of its knowledge and belief that the following Bidder information and Bidder certifications (collectively, “Bidder’s Certification”) are true, complete, correct, and made in good faith:

BIDDER INFORMATION

Bidders must provide Bidder information for Items A – I below.

Type/print Bidder’s full legal name.

Note:

· If Bidder is a sole proprietor (see Item C, below), Bidder’s legal name is the name of the individual person who is doing business as a sole proprietor – e.g., Lynn A. Smith, a sole proprietor.

· If Bidder is an Entity/Organization (see Item C, below), Bidder’s name must match Bidder’s Entity/Organization name as filed in the state where the entity is formed and with the Washington Secretary of State – e.g., Innovative Supply, LLC, a Washington limited liability company.

Bidder’s Name:

Type/print the address for Bidder’s principal office/place of business.

Note: Bidder’s principal office or principal place of business is the Bidder’s headquarters where business decisions are made and the location for the Bidder’s books and records as well as the Bidder’s senior management personnel.

· If Bidder is a sole proprietor (see Item C, below), Bidder’s address for its principal office/place of business typically will be the same address stated by Bidder on its U.S. Internal Revenue Service tax return.

· If Bidder is an Entity/Organization (see Item C, below), Bidder’s address for its principal office/place of business must match Bidder’s address for its principal office/place of business as filed in the state where the entity is formed and as filed with the Washington Secretary of State.

Bidder’s Address:

Bidder’s Business Entity / Organization Type:

Check appropriate box

*If you are a Bidder who operates a business on your own, you automatically are a sole proprietor unless you have formed a separate business entity (e.g., corporation, LLC, LLP) and lawfully registered the same. A sole proprietorship is an unincorporated business owned and run by one individual or married couple alone with no distinction between the business and the owner. It is not a separate legal entity. It simply refers to a person who owns the business and is personally responsible for its debts and who pays personal income taxes on profits earned from the business.

If Bidder is a corporation, LLC, or LLP, Bidder must check the applicable box for the entity – i.e., ‘domestic’ or ‘foreign.’ An entity is a domestic entity if it was organized under Washington law. If the entity was organized elsewhere, it is a foreign entity. The entity’s organizational documents and filings with the Washington Secretary of State will state whether the entity is domestic or foreign.

Type/print the state where Bidder’s entity (e.g., corporation, LLC, LLP) is formed.

· If Bidder is a sole proprietorship (see Item C, above), type/print ‘N/A.’

· If Bidder is an entity (see Item C, above), type/print ‘Washington’ if the corporation, LLC, or LLP is domestic or the name of the applicable state if foreign (i.e., a state other than Washington).

State of Formation for Bidder’s Business Entity:

Check applicable box.

Bidder Doing Business Under Another Name:

*If Bidder HAS done business under another name, provide the business name(s) and address(es):

Business Name: ___________________________________ Address: ___________________________________

*UBI Numbers are issued by either the Washington Secretary of State (for out of state businesses) or the Washington State Department of Revenue (for Washington businesses) Check applicable box.

Yes |_| No |_| If yes, provide Bidder’s nine-digit UBI Number: ___ ___ ___ If no, state whether Bidder promptly will obtain a UBI Number if Bidder is designated as an Apparent Successful Bidder:

Yes |_| No |_| Note: To be eligible for a Contract award, Bidders must have a UBI Number.

Bidder’s UBI Number:

Type/print Bidder’s Taxpayer Identification Number* (“TIN”).

*Bidder’s TIN will be either a number issued by the U.S. Internal Revenue Service (e.g., Employer Identification Number, Federal Tax Identification Number) or a number issued by the U.S. Social Security Administration (i.e., Bidder’s Social Security Number (“SSN”)). If Bidder’s TIN is a SSN, do NOT provide the SSN; simply state ‘TIN is Bidder’s SSN.’

Bidder’s Taxpayer Identification Number:

Check applicable box.

Yes |_| No |_| If yes, Bidder must ensure that Bidder’s WEBS information is correct prior to submitting a Bid.

If no, state whether Bidder will register in WEBS if designated as an Apparent Successful Bidder:

Yes |_| No |_| Note: To be eligible for a Contract award, Bidders must register in WEBS prior to Contract Award.

WEBS Registration:

Type/print contact information for Bidder’s authorized representative.

Name:

Email:

Phone:

Bidder Contact for Bid Clarification:

Bidders must provide the information identified in the table below which will be used by the Board if Bidder is awarded a Contract:

Designated Contract Administrator:

Name:

Email:

Phone:

Contact Information for legal notices:

Bidder name:

Attn:

Address:

City/State/Zip:

Email:

Contract Signature Authority:

If Bidder is awarded a Contract, the following individual will sign the Contract on behalf of Bidder:

Name:

Title:

BIDDER CERTIFICATIONS

1. UNDERSTANDING. Bidder certifies that Bidder has read, thoroughly examined, and fully understands all of the provisions in the above-referenced Competitive Solicitation (including all exhibits) and the terms and conditions of the Contract and any amendments or clarifications to the above-referenced Competitive Solicitation and agrees to abide by the same. Bidder further certifies that, in the event that Bidder has any questions or concerns regarding the Competitive Solicitation (including all exhibits and any referenced materials), Bidder timely shall raise such questions and/or concerns during the Question & Answer Period specified in the Competitive Solicitation.

2. ACCURACY. Bidder certifies that Bidder has carefully prepared and reviewed its bid and fully supports the accuracy of the same. Bidder further understands and acknowledges that the Board shall not be responsible for any errors or omissions on the part of Bidder in preparing its bid. Bidder further certifies that the facts declared here are true and accurate. Bidder further understands and acknowledges that the continuing compliance with these statements and all requirements of the above-referenced Competitive Solicitation are conditions precedent to the award or continuation of the resulting Contract.

3. NO COLLUSION, ANTI-COMPETITIVE PRACTICES, OR SHARING BID INFORMATION. Bidder certifies that Bidder has not, either directly or indirectly, entered into any agreement, participated in any collusion, or otherwise taken any action in restraint of free competitive bidding in connection with the above-referenced Competitive Solicitation. Bidder further certifies that Bidder’s bid prices have been arrived at independently, without engaging in collusion, bid rigging, or any other illegal activity, and without for the purpose of restricting competition any consultation, communication, or agreement with any other bidder or competitor relating to (a) those prices, (b) the intention to submit a bid, or (c) the methods or factors used to calculate the prices offered. Bidder further certifies that Bidder has not been and shall not knowingly disclose its bid prices, directly or indirectly, to any other bidder or competitor before award of a Contract, unless otherwise required by law. Bidder further certifies that Bidder has made no attempt and shall not make any attempt to induce any other person or firm to submit or not to submit a bid for the purpose of restricting competition. Bidder, however, freely may join with other persons or organizations for the purpose of presenting a joint bid. Whether done directly or indirectly, communicating bid information with other bidders, collusion, or anti-competitive actions among bidders are prohibited. If there is evidence of such communication, collusion, or anti-competitive activities among bidders, the Board reserves the right to disqualify such bidders.

4. FIRM OFFER. Bidder certifies that its bid pertaining to the above-referenced Competitive Solicitation is a firm offer which cannot be withdrawn for a time period of ninety (90) days from and after the bid due date specified in the above-referenced Competitive Solicitation. The Board may accept such bid, with or without further negotiation, at any time within such period. In the event of a protest, Bidder’s bid shall remain valid for such time period or until the protest and any related court action is resolved, whichever is later.

5. CONFLICT OF INTEREST. Bidder certifies that, in preparing its bid, Bidder has not been assisted by any current or former employee of the State of Washington whose duties relate (or did relate) to the above-referenced Competitive Solicitation or prospective Contract and who was assisting in other than the employee’s official, public capacity. Bidder further certifies that no such current or former public employee nor any member of such person’s immediate family have any financial interest in the outcome of Bidder’s bid.

6. NO REIMBURSEMENT. Bidder certifies that Bidder understands that the State of Washington will not reimburse Bidder for any costs incurred in the preparation of Bidder’s bid. All bids become the property of the State of Washington, and Bidder claims no proprietary right to the ideas, writings, items, or samples unless so stated in the bid.

7. PERFORMANCE. Bidder certifies that Bidder understands that its submittal of a bid and execution of this Bidder’s Certification certifies Bidder’s willingness to comply with the Contract, if awarded such. By submitting this bid, Bidder hereby offers to furnish the services solicited pursuant to the above-referenced Competitive Solicitation in compliance with all terms, conditions, and performance requirements contained in the above-referenced Competitive Solicitation and the resulting Contract or, if applicable, as detailed on a Contract Issues List, if permitted, in the above-referenced Competitive Solicitation.

8. INSURANCE. The Board requires all awarded Bidders to have certain required insurance coverages. Bidders who do not have insurance coverages as specified in section 10.13 of Exhibit D-the Contract included with the Competitive Solicitation shall not be awarded a Contract. Accordingly, Bidder certifies as follows (must check one):

☐ BIDDER HAS THE REQUIRED INSURANCE. Bidder has attached a current, valid Certificate of Insurance for each and all of the required insurance coverages as specified in the insurance provisions in section 10.13 of Exhibit D-Contract, included with the Competitive Solicitation (Note: Bidder must attach the Insurance Certificate).

OR

☐ BIDDER WILL OBTAIN THE REQUIRED INSURANCE. Bidder does not have a current, valid Certificate of Insurance for each and all of the required insurance coverages as specified in the insurance provisions of the Contract included with the Competitive Solicitation but, if Bidder is designated as an Apparent Successful Bidder, Bidder shall provide such a Certificate of Insurance for each and all of the required insurance coverages as specified in section 10.13 the Contract included with the Competitive Solicitation, without exception of any kind, to the Board within five (5) business days of such designation or notification by the Board. Bidder further certifies that Bidder understands that, if for any reason, Bidder does not timely provide such Certificate of Insurance to the Board, Bidder shall be disqualified from Contract award.

Note: The Contract requires that any awarded Contractor, unless exempt, must have the specified Workers’ Compensation Insurance and Employer’s Liability Insurance. Pursuant to Washington law, certain entities are not required to have Workers’ Compensation Insurance (e.g., entities with no employees). If, under Washington law, Bidder is not required to have Workers’ Compensation Insurance, Bidder must check the box below and provide the lawful basis as to why Bidder is not required to have Workers’ Compensation Insurance:

☐ BIDDER IS NOT REQUIRED TO HAVE WORKERS’ COMPENSATION INSURANCE. Pursuant to Washington law, Bidder is not required to have Workers’ Compensation Insurance because:

Bidder must state a lawful basis as to why Bidder is NOT required to have Workers’ Compensation Insurance.

9. DEBARMENT. Except as detailed in the attached explanation (Bidder to provide and, in such case, check the box below), Bidder certifies that neither Bidder nor its principals presently are nor ever have been debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from contracting with any federal, state, or local governmental entity within the United States.

☐ BIDDER EXPLANATION. Bidder has attached an explanation.

Check box if applicable.

10. CRIMINAL OFFENSE. Except as detailed in the attached explanation (Bidder to provide and, in such case, check the box below), Bidder certifies that Bidder has not, within the three (3) year period preceding the date of the above-referenced Competitive Solicitation, been convicted or had a civil judgment rendered against Bidder for commission of fraud or a criminal offense in connection with obtaining, attempting to obtain, or performing a governmental contract; violation of any federal or state antitrust statute; or commission of embezzlement, theft, forgery, bribery, falsification or destruction of records, making false statements, or receiving stolen property. Bidder further certifies that Bidder is not presently indicted or otherwise criminally or civilly charged by a governmental entity with commission of any of the offenses enumerated in this paragraph.

☐ BIDDER EXPLANATION. Bidder has attached an explanation.

Check box if applicable.

11. CIVIL RIGHTS. Bidder certifies that Bidder complies with all applicable legal requirements prohibiting discrimination against individuals based on their race, color, religion, sex, sexual orientation, gender identity, national origin, or their status as protected veterans or as individuals with disabilities.

12. WASHINGTON STATE WAGE THEFT PREVENTION. Except as detailed in the attached explanation (Bidder to provide and, in such case, check the box below), Bidder certifies that Bidder has NOT been determined by a final and binding citation and notice of assessment issued by the Washington Department of Labor and Industries or through a civil judgment entered by a court of limited or general jurisdiction to have willfully violated, as defined in RCW 49.48.082, any provision of RCW 49.46, 49.48, or 49.52 within the three (3) year period preceding the date of the above-referenced Competitive Solicitation.

☐ BIDDER EXPLANATION. Bidder has attached an explanation.

Check box if applicable.

13. WASHINGTON STATE STATUTORY NONDISCRIMINATION CLAUSES FOR STATE CONTRACTS. Except as detailed in the attached explanation (Bidder to provide and, in such case, check the box below), Bidder certifies that, if, pursuant to the above-referenced Competitive Solicitation, Bidder is awarded a Contract, Bidder, including any subcontractor, during the term of such Contract, shall not discriminate on the bases enumerated in RCW 49.60.530(3). Bidder further certifies that Bidder, including any subcontractor, also shall give written notice of this nondiscrimination requirement to any labor organizations with which Bidder, or subcontractor, has a collective bargaining or other agreement. In addition, Bidder, including any subcontractor, shall cooperate with any Washington state agency investigation regarding any allegation that Bidder, including any subcontractor, engaged in prohibited discrimination set forth in RCW 49.60.530(3).

☐ BIDDER EXPLANATION. Bidder has attached an explanation.

Check box if applicable.

14. WASHINGTON STATE WORKERS’ RIGHTS. Washington State’s Office of the Governor requires the Board to seek to contract with qualified entities and business owners who can demonstrate or will certify that their employees are not required to sign, as a condition of employment, mandatory individual arbitration clauses and class or collective action waivers. See EXECUTIVE ORDER 18-03 – Supporting Workers’ Rights To Effectively Address Workplace Violations. Accordingly, except as detailed in the attached explanation (Bidder to provide and, in such case, check the box below), Bidder certifies that Bidder does NOT require its employees, as a condition of employment, to sign or agree to mandatory individual arbitration clauses or class or collective action waivers.

☐ BIDDER EXPLANATION. Bidder has attached an explanation.

Check box if applicable.

15. WASHINGTON STATE PAY EQUALITY FOR ‘SIMILARLY EMPLOYED’ INDIVIDUALS. The Washington State Legislature requires the Board to contract with Bidders who satisfy a ‘pay equality’ contractual provision. See and LAWS OF 2023, CH. 475, § 919. Accordingly, Bidder certifies that Bidder’s ‘similarly employed’ individuals are compensated as equals. For purposes of this certification, employees are ‘similarly employed’ if the individuals work for the same employer, the performance of the job requires comparable skill, effort, and responsibility, and the jobs are performed under similar working conditions. Job titles alone are not determinative of whether employees are similarly employed. Bidder may allow differentials in compensation for its workers based in good faith on any of the following: a seniority system; a merit system; a system that measures earnings by quantity or quality of production; a bona fide job-related factor or factors; or a bona fide regional difference in compensation levels. A bona fide job-related factor or factors may include, but is not limited to, education, training, or experience that is consistent with business necessity; not based on or derived from a gender-based differential; and accounts for the entire differential. A bona fide regional difference in compensation level must be consistent with business necessity; not based on or derived from a gender-based differential; and account for the entire differential.

16. CONTRACT TERMINATION FOR DEFAULT OR CAUSE. Except as detailed in the attached explanation (Bidder to provide and, in such case, check the box below), Bidder certifies that Bidder has not, within the three (3) year period preceding the date of the above-referenced Competitive Solicitation, had one (1) or more federal, state, or local governmental contracts terminated for cause or default.

☐ BIDDER EXPLANATION. Bidder has attached an explanation.

Check box if applicable.

17. TAXES. Except as detailed in the attached explanation (Bidder to provide and, in such case, check the box below), Bidder certifies that, except as validly contested, Bidder is not delinquent and has paid or has arranged for payment of all taxes due to the State of Washington and has filed all required returns and reports as applicable.

☐ BIDDER EXPLANATION. Bidder has attached an explanation.

Check box if applicable.

18. FINANCIALLY SOLVENT. Except as detailed in the attached explanation (Bidder to provide and, in such case, check the box below), Bidder certifies that Bidder is financially stable and solvent, has adequate cash reserves to meet all financial obligations, has not commenced bankruptcy proceedings voluntarily or otherwise, and is not subject to any judgments, liens, or encumbrances of any kind affecting its ability to provide the services that are the subject of the above-referenced Competitive Solicitation.

☐ BIDDER EXPLANATION. Bidder has attached an explanation.

Check box if applicable.

19. LAWFUL REGISTRATION. Bidder certifies as follows (must check one):

☐ CURRENT LAWFUL REGISTRATION. Bidder is registered and in good standing in the jurisdiction (state) where Bidder is organized, including having timely filed all required annual reports.

OR

20. REGISTRATION WITH THE WASHINGTON SECRETARY OF STATE. Except for sole proprietors and general partnerships which are exempt from registration, the Board requires all awarded Bidders (including Washington firms and out of state firms) to be registered with the Washington Secretary of State. Bidders other than sole proprietors or general partnerships who are not registered with the Washington Secretary of State shall not be awarded a Contract. Accordingly, Bidder certifies as follows (must check one):

☐ BIDDER IS REGISTERED WITH THE WASHINGTON SECRETARY OF STATE. Bidder is registered with the Washington Secretary of State, is in good standing, and has the following Unified Business Identifier (UBI) number: ___ ___ ___.

Bidder must provide its nine-digit UBI number.

OR

☐ BIDDER WILL REGISTER WITH THE WASHINGTON SECRETARY OF STATE. Bidder currently is not registered with the Washington Secretary of State but, if designated as an Apparent Successful Bidder, Bidder shall register with the Washington Secretary of State to obtain a UBI number and provide proof of such registration satisfactory to the Board within five (5) business days of such designation or notification by the Board. Bidder further certifies that Bidder understands that, if for any reason, Bidder is not timely registered with the Washington Secretary of State and has not timely provided a valid UBI number for Bidder to the Board, Bidder shall be disqualified from Contract award.

OR

21. REGISTRATION WITH THE WASHINGTON STATE DEPARTMENT OF REVENUE. The Board requires all awarded Bidders (including Washington firms and out of state firms) to be registered with the Washington State Department of Revenue. Bidders who are not registered with the Washington State Department of Revenue shall not be awarded a Contract. Accordingly, Bidder certifies as follows (Bidder must check one):

☐ BIDDER IS REGISTERED WITH THE WASHINGTON STATE DEPARTMENT OF REVENUE. Bidder is registered with the Washington State Department of Revenue, has a business license to do business in Washington, and has the following Unified Business Identifier (UBI) number: ___ ___ ___.

Bidder must provide its nine-digit UBI number.

OR

☐ BIDDER WILL REGISTER WITH THE WASHINGTON STATE DEPARTMENT OF REVENUE. Bidder currently is not registered with the Washington State Department of Revenue but, if designated as an Apparent Successful Bidder, Bidder shall register with the Washington State Department of Revenue for a business license and provide proof of such registration satisfactory to the Board within five (5) business days of such designation or notification by the Board. Bidder further certifies that Bidder understands that, if for any reason, Bidder is not timely registered with the Washington State Department of Revenue and has not timely provided a valid UBI number for Bidder to the Board, Bidder shall be disqualified from Contract award.

22. NO SUBCONTRACTORS. Bidder certifies as follows (Bidder must check one):

☐ NO SUBCONTRACTORS. If, pursuant to the above-referenced Competitive Solicitation, Bidder is awarded a Contract, Bidder shall NOT utilize subcontractors to perform the Contract.

OR

Check box if applicable.

23. WASHINGTON SMALL BUSINESS. Bidder certifies as follows (Bidder must check all applicable boxes):

OR

☐ NOT A WASHINGTON SMALL BUSINESS. Bidder does not qualify as a Washington Small Business as set forth above.

24. CERTIFIED VETERAN-OWNED BUSINESS. Bidder certifies as follows (Bidder must check one and, if stating that Bidder is a Certified Veteran-Owned Business, provide Bidder’s WDVA certification number in the space provided below):

☐ CERTIFIED VETERAN-OWNED BUSINESS. Bidder is a Certified Veteran-Owned Business under RCW 43.60A.190. To qualify as a Certified Veteran-Owned Business, Bidder must meet four (4) requirements:

· 51% Ownership. Bidder must be at least fifty-one percent (51%) owned and controlled by:

· Washington Incorporation/Location. Bidder must be either an entity that is incorporated in the State of Washington as a Washington domestic corporation or, if not incorporated, an entity whose principal place of business is located within the State of Washington.

· WEBS Certification. Bidder must have certified its Veteran-Owned Business status in Washington’s Electronic Business Solution (WEBS).

· WDVA Certification. Bidder must have provided certification documentation to the Washington Department of Veterans’ Affairs (WDVA) and be certified by WDVA and listed as such on WDVA’s website (WDVA – Veteran-Owned Businesses). Bidder’s WDVA certification no.: _____________

OR

☐ NOT A CERTIFIED VETERAN-OWNED BUSINESS. Bidder does not qualify as a Certified Veteran-Owned Business as set forth above.

25. REFERENCES. Bidder certifies that the references provided below (Bidder must provide) have worked with Bidder pertaining to contracts in which Bidder provided services similar in scope to the services described in the above-referenced Competitive Solicitation and that such references have full permission, without any additional requirement or release, to provide references and information to the Board pertaining to Bidder. Bidder hereby authorizes the Board (or its agent) to contact Bidder’s references and others who may have pertinent information regarding Bidder’s prior experience and ability to perform the Contract, if awarded. Bidder hereby authorizes such individuals and firms to provide such references and release to the Board information pertaining to the same.

Reference 1:

Provide information in the space provided Business Name:

Contact Name at Business:

Phone:

Email:

Reference 2:

Provide information in the space provided Business Name:

Contact Name at Business:

Phone:

Email:

Reference 3:

Provide information in the space provided Business Name:

Contact Name at Business:

Phone:

Email:

Reference 4:

Provide information in the space provided Business Name:

Contact Name at Business:

Phone:

Email:

Reference 5:

Provide information in the space provided Business Name:

Contact Name at Business:

Phone:

Email:

Note: It is Bidder’s obligation to ensure that the contact information for Bidder’s references is accurate and current. Bidders should alert their references to respond promptly to reference checks.

26. LEGAL, DISCIPLINARY, REGULATORY, DATA SECURITY, AND CONFLICT OF INTEREST DISCLOSURES. Bidder certifies as follows. The certifications and disclosures in this Section apply to Bidder, Bidder’s affiliates, parent entities, subsidiaries, joint ventures, subcontractors, and related entities that will provide, support, or materially affect the services proposed for the Program, and to any partner, officer, principal, director, investment officer, portfolio manager, research analyst, trader, or management-level employee of Bidder or such entity whose duties relate to the proposed services.

If Bidder is unable to make any certification in this Section without qualification, Bidder must attach an explanation identifying the applicable subsection, describing the relevant facts and circumstances, and explaining any corrective actions, mitigation measures, safeguards, or other steps taken or proposed to address the matter.

a. REGULATORY, ENFORCEMENT, AND DISCIPLINARY ACTIONS. Except as disclosed in an attached explanation, Bidder certifies that, since January 1, 2020, Bidder has not been subject to any enforcement action, penalty, adverse finding, non-routine audit, regulatory inquiry resulting in a finding or corrective action, or disciplinary action by the Securities and Exchange Commission, Financial Industry Regulatory Authority, Internal Revenue Service, U.S. Department of Justice, any state regulatory agency, any self-regulatory organization, or any other federal, state, or local governmental or regulatory body relating to the types of services Bidder proposes to provide to the Board.

b. CRIMINAL ACTIONS. Except as disclosed in an attached explanation, Bidder certifies that, since January 1, 2020, Bidder has not been subject to criminal action under federal or state law, or been convicted of or pleaded no contest in a case stemming from a felony indictment, relating to the types of services Bidder proposes to provide to the Board.

c. LITIGATION, ARBITRATION, AND CLAIMS. Except as disclosed in an attached explanation, Bidder certifies that, since January 1, 2020, Bidder has not been a defendant, respondent, party, or subject in any federal or state litigation, arbitration, regulatory enforcement action, disciplinary action, administrative proceeding, or similar matter relating to the types of services Bidder proposes to provide to the Board, including without limitation any matter involving allegations of breach of fiduciary responsibility, fraud, misrepresentation, breach of contract, professional negligence, investment management, custody, recordkeeping, retirement services, data security, cybersecurity, privacy, or program administration. Any final settlement, administrative decision, judgment, consent order, corrective action plan, or similar resolution must be disclosed and must be accompanied by a full explanation of the circumstances surrounding it.

d. DATA SECURITY, CYBERSECURITY, AND CONFIDENTIAL INFORMATION INCIDENTS. Except as disclosed in an attached explanation, Bidder certifies that, since January 1, 2020, Bidder has not experienced any data breach, cybersecurity incident, unauthorized access, unauthorized disclosure, loss of confidential data, or lawsuit, claim, regulatory inquiry, or enforcement action involving confidential, personal, financial, account, employer, employee, participant, beneficiary, or Program-related data. For each disclosed incident, Bidder must describe the cause, scope, impact on clients or affected individuals, number of individuals affected if known, any financial loss or operational disruption, immediate response actions, notice or reporting provided, long-term safeguards implemented, and any third-party audit, assessment, or validation of corrective actions, if available.

e. TERMINATION FOR CAUSE OR DEFAULT. Except as disclosed in an attached explanation, Bidder certifies that Bidder has never been terminated for cause or default from any contract relating to the types of services Bidder proposes to provide to the Board. For each disclosed termination, Bidder must describe the contract, the reason for termination, the surrounding circumstances, and any changes to operations, personnel, controls, or procedures implemented to prevent recurrence.

f. BANKRUPTCY OR FINANCIAL PROTECTION. Except as disclosed in an attached explanation, Bidder certifies that Bidder has never filed for protection under federal or state bankruptcy laws or been subject to receivership, conservatorship, assignment for the benefit of creditors, or similar financial protection proceeding.

g. CONFLICTS OF INTEREST AND BUSINESS RELATIONSHIPS. Except as disclosed in an attached explanation, Bidder certifies that Bidder has no business, financial, contractual, personal, organizational, or other relationship that may be construed as an actual or potential conflict of interest relating to the Competitive Solicitation, the Board, DFI, Washington Saves, the Program, the Board’s consultants, the Board’s investment consultant, the Board’s program consultant, any proposed subcontractor, affiliate, custodian, investment provider, payroll integration provider, or other entity involved in providing or supporting the proposed services. Bidder must disclose any relationship that could affect, or reasonably appear to affect, Bidder’s objectivity, independence, costs, fees, investment recommendations, investment options, data use, service delivery, subcontractor oversight, or Program administration. The disclosure must be sufficiently detailed to inform the Board of the nature, implications, and potential consequences of each actual or potential conflict and must include an explanation of how Bidder addresses, or intends to manage or mitigate, each conflict.

h. SERVICE ORGANIZATION CONTROL REPORTS AND OTHER AUDITS. If Bidder is required by the Competitive Solicitation to provide Service Organization Control reports, cybersecurity assessments, bridge letters, CEFEX audits, or similar reports, Bidder certifies that it has provided such reports or has attached an explanation identifying any reports that are unavailable, the reason such reports are unavailable, any alternative documentation provided, and the timeline by which such reports or documentation will be available. Bidder further certifies that it has disclosed any material exceptions, qualifications, deficiencies, corrective action plans, or unresolved findings in such reports that relate to the services Bidder proposes to provide to the Board.

i. ACCURACY AND CONTINUING DUTY TO DISCLOSE. Bidder certifies that all disclosures provided under this Section are true, complete, and correct to the best of Bidder’s knowledge and belief. Bidder further certifies that Bidder shall provide immediate written notice to the Board if, at any time prior to Contract award or during the Contract term, if awarded, Bidder learns that any certification or disclosure set forth herein was erroneous when submitted or has become erroneous by reason of changed circumstances.

☐ BIDDER EXPLANATION. Bidder has attached an explanation for one or more disclosures required by this Section 26.

Check box if applicable.

I hereby certify, under penalty of perjury under the laws of the State of Washington, that the Bidder certifications herein are true and correct and that I am duly authorized to make these certifications on behalf of the Bidder stated herein.

Print Name of Bidder Note:

· If Bidder is a corporation, LLC, etc., print full legal entity name of the firm submitting the Bid.

· If Bidder is a sole proprietor, print the full legal name of the individual who is the Bidder submitting the Bid.

Title of person signing Bidder’s Certification

Print city and state where signed

Return this Bidder’s Certification to Procurement Coordinator at:

info@wasaves.wa.gov

EXHIBIT A – BIDDER’S CERTIFICATION PAGE 1