HomeMy WebLinkAboutPR 23534: APPROVAL FOR DSHS TO INCREASE PORT ARTHUR HEALTH DEPARTMENT'S PUBLIC HEALTH WORKFORCE GRANT BY $15,000.00 1
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INTEROFFICE MEMORANDUM
Date: December 27,2023
To: The Honorable Mayor and City Council
Through: Ron Burton, City Manager
From: Judith A. Smith, BSN, RN, Director of Health Services 08
RE: Approval for DSHS to increase Port Arthur Health Department's Public Health
Workforce Grant by $15,000.
Introduction:
The intent of this Agenda Item is to seek the City Council's approval for the City Manager to
execute the contract agreement to increase funding by $15,000 between DSHS (Department of
State health Services) and the City of Port Arthur increasing funding not to exceed$400,000.
Background:
The Public Health Workforce grant was established September 27, 2021, for the purpose to
expand,train, and sustain the public workforce in alignment with the Centers for Disease
Control and Prevention(CDC) Public Health Crisis Response Cooperative Agreement for
Emergency Response. This grant will expire June 30, 2024.
Budget Impact: The original Public Workforce grant was $385,000, and now the state is
increasing the funding by $15,000 to be used before the end of June 30, 2024. Specifications
have been discussed with the Contractors as to how the increase funding is to be utilized.
Recommendation:
It is recommended that City Council approve PR#23534, approving the increase in funding
between the City of Port Arthur and DSHS (Department of State Health Services) increasing
total budget not to exceed$400,000.
"Remember,we are here to serve the Citizens of Port Arthur"
P.O.Box 1089 X Port Arthur,Texas 77641-1089 X 409.983.8101 X FAX 409.982.6743
P. R.No.23534
12/27/2023-js
RESOLUTION NO.
A RESOLUTION APPROVING THE DEPARMENT OF STATE HEALTH
SERVICES TO INCREASE THE PUBLIC WORKFORCE GRANT FOR
THE PORT ARTHUR HEALTH DEPARTMENT BY $15,000.00
THE TOTAL AMOUNT OF THIS GRANT WILL NOT EXCEED
$400,000.00 AND CONTRACT PERIOD WILL END JUNE 30,2024.
WHEREAS,the Department of State Health Services provides financial assistance to the
Port Arthur City Health Department to supplement the delivery of public health services. This
Public Health Workforce Grant is to establish, expand, train, and sustain the public health
workforce, and to strengthen public health infrastructure and systems related to the workforce;
and,
WHEREAS, the original Public Health Workforce grant was approved on September 21,
2021,per Resolution Number 21-379 for not to exceed$385,000; and,
WHEREAS, now the Department of State Health Services desires to increase the
funding by $15,000 increasing the total grant award not to exceed $400,000. The grant term will
expire June 30,2024.
NOW THEREFORE BE IT RESOLVED BY THE CITY COUNCIL OF THE
CITY OF PORT ARTHUR:
Section 1. That,the facts and opinions in the preamble are true and correct.
Section 2. That, the City Council of the City of Port Arthur hereby approves the
contract amendment between the City of Port Arthur and the Department of State Health
Services.
P. R.No. 23534
12/27/2023-js
Section 3. That, the City Council deems it is in the best interest of the City to
approve and authorize the City Manager and the Director of the City's Health Department to
execute the contract between the Department of State Health Services and the City of Port
Arthur, Texas, as delineated in Exhibit"A".
Section 4. That, a copy of the caption of this Resolution be spread upon the Minutes
of the City Council.
READ, ADOPTED,AND APPROVED, this day of ,2024 A.D., at a
Regular Meeting of the City Council of the City of Port Arthur, Texas by the following Vote:
AYES: Mayor:
Councilmembers:
NOES:
Thurman Bartie, Mayor
ATTEST:
Sherri Bellard, City Secretary
APTOVED AS TO FORM:
J �
Acicit-X
Val Tizeno, ity Attorney
P. R. No. 23534
12/27/2023-js
APPROVED FOR ADMINISTRATION:
�/ U JdcIc
Ron Burton, City Manager er Jucfifh Smith, RN,BSN,Director of Health
EXHIBIT "A"
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DEPARTMENT OF STATE HEALTH SERVICES
CONTRACT No. HHS001076500001
AMENDMENT No. 3
The Department of State Health Services("System Agency")and City of Port Arthur("Grantee"),
collectively the "Parties" to that certain Contract for activities to establish, expand, train and
sustain public health workforce in alignment with the Centers for Disease Control and Prevention
(CDC)Public Health Crisis Response Cooperative Agreement for Emergency Response(Funding
Opportunity Number CDC-RFA-TP18-1802), effective September 27, 2021 and denominated
DSHS Contract No.HHS001076500001 (the"Contract"),now elect to further amend the Contract.
WHEREAS, the Parties want to increase the Contract amount and redistribute funds among the
budget categories.
The Parties therefore agree as follows:
1. ARTICLE V, CONTRACT AMOUNT AND PAYMENT FOR SERVICES, is hereby modified to
increase the Contract amount by $15,000.00. The total amount of this Contract will not
exceed $400,000.00. All expenditures under the Contract shall be in accordance with
Attachment B-1, Revised Budget.
2. Funding for this Grant Agreement is available for the period of upon execution through June
30, 2024(the "Grant Period") and is dependent on the award of the applicable federal grant.
No work may begin and no charges may be incurred until DSHS issues a written Notice to
Proceed ("NTP") to Grantee. The NTP may include an amended or ratified budget, which
will be incorporated into this Grant Agreement by a subsequent amendment, as necessary.
Notwithstanding the preceding, at DSHS discretion, Grantee may be eligible to receive
reimbursement for eligible expenses incurred during the period of performance as defined
by 2 CFR §200.309.
3. Attachment B, Budget, is deleted in its entirety and replaced with Attachment B-1, Revised
Budget,which is attached to this Amendment and incorporated and made part of the Contract
for all purposes.
4. Attachment D,HHS Uniform Terms and Conditions-Governmental Entity v.3.0 is deleted in
its entirety and replaced with HHS Uniform Terms and Conditions-Governmental Entity
v.3.3, which is attached to this Amendment and incorporated and made part of the Contract
for all purposes.
5. Attachment G, Contract Affirmations v.1.8 is deleted in its entirety and replaced with
Contract Affirmations v.2.3, which is attached to this Amendment and incorporated and
made part of the Contract for all purposes.
6. This Amendment shall be effective upon the date last signed below.
7. Except as modified by this Amendment,all terms and conditions of the Contract shall remain
DSHS Contract No.HHS001076500001 1
Amendment 3
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in effect.
8. Any further revision to the Contract shall be by written agreement of the Parties.
9. Each Party represents and warrants that the person executing this Amendment on its behalf
has full power and authority to enter into this Amendment.
SIGNATURE PAGE IMMEDIATELY FOLLOWS.
DSHS Contract No.HHS001076500001 2
Amendment 3
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SIGNATURE PAGE FOR AMENDMENT NO. 3
DSHS CONTRACT No. HHS001076500001
DEPARTMENT OF STATE HEALTH SERVICES CITY OF PORT ARTHUR
By: By:
Printed Name: Printed Name:
Title: Title:
Date of Signature: Date of Signature:
THE FOLLOWING DOCUMENT IS ATTACHED TO THIS AMENDMENT AND INCORPORATED INTO THE CONTRACT:
ATTACHMENT B-1,REVISED BUDGET
ATTACHMENT D,HHS UNIFORM TERMS AND CONDITIONS GOVERNMENTAL ENTITY V.3.3
ATTACHMENT G,CONTRACT AFFIRMATIONS V.2.3
DSHS Contract No.HHS001076500001 3
Amendment 3
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Attachment B-1
Revised Budget
Budget Categories DSHS Funding
Personnel $170,799.00
Fringe Benefits $50,547.00
Travel $2,396.00
Equipment $0.00
Supplies $21,726.00
Contractual $154,532.00
Other $0.00
Total Direct Costs $400,000.00
Indirect Cost Rate Amount $0.00
Contract Total $400,000.00
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‘t;Fr TEXAS
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•-..44 L .: Health and Human Services
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Health and Human Services (HHS)
Uniform Terms and Conditions -Governmental Entity
Version 3.3
Published and Effective - November 2023
Responsible Office: Chief Counsel
Health and Human Services
Uniform Terms and Conditions—Governmental Entity V.3.3
Effective November 2023
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Table of Contents
1.1 DEFINITIONS 4
1.2 INTERPRETIVE PROVISIONS 5
ARTICLE II.PAYMENT PROVISIONS.... .... 6
2.1 PAYMENT 6
2.2 ANCILLARY AND TRAVEL EXPENSES 6
2.3 No QUANTITY GUARANTEES 6
2.4 TAXES 6
ARTICLE M.STATE AND FEDERAL FUNDING 6
3.1 EXCESS OBLIGATIONS PROHIBITED 6
3.2 No DEBT AGAINST THE STATE 7
3.3 DEBT AND DELINQUENCIES 7
3.4 REFUNDS AND OVERPAYMENTS 7
ARTICLE IV.WARRANTY,AFFIRMATIONS,ASSURANCES,ANDCERTIFICATIONS 7
4.1 WARRANTY 7
4.2 CONTRACT AFFIRMATIONS 8
4.3 FEDERAL ASSURANCES 8
4.4 FEDERAL CERTIFICATIONS 8
ARTICLE V.INTELLECTUAL PROPERTY.»»».»..»....»........»»...»....»... .....»......»»»..»............. 8
5.1 OWNERSHIP OF WORK PRODUCT 8
5.2 PERFORMING AGENCY'S PRE-EXISTING WORKS 9
5.3 THIRD PARTY IP 9
5.4 AGREEMENTS WITH EMPLOYEES AND SUBCONTRACTORS 9
5.5 DELIVERY UPON TERMINATION OR EXPIRATION 9
5.6 SURVIVAL 10
5.7 SYSTEM AGENCY DATA 10
ARTICLE VI.PROPERTY... ........»............... ....»..........»..».................... 10
6.1 USE OF STATE PROPERTY 10
6.2 DAMAGE TO GOVERNMENT PROPERTY 11
6.3 PROPERTY RIGHTS UPON TERMINATION OR EXPIRATION OF CONTRACT 11
ARTICLE VII.RECORD RETENTION,AUDIT,AND CONFIDENTIALITY 11
7.1 RECORD MAINTENANCE AND RETENTION 11
7.2 AGENCY'S RIGHT TO AUDIT 11
7.3 RESPONSE/COMPLIANCE WITH AUDIT OR INSPECTION FINDINGS 12
7.4 STATE AUDITOR'S RIGHT TO AUDIT 13
Health and Human Services
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7.5 CONFIDENTIALITY 13
ARTICLE VIII.CONTRACT REMEDIES AND EARLY TERMINATION 13
8.1 CONTRACT REMEDIES 13
8.2 TERMINATION FOR CONVENIENCE 13
8.3 TERMINATION FOR CAUSE 14
8.4 PERFORMING AGENCY RESPONSIBILITY FOR SYSTEM AGENCY'S TERMINATION COSTS 14
ARTICLE IX.GENERAL PROVISIONS..... ... 14
9.1 AMENDMENT 14
9.2 INSURANCE 14
9.3 LIMITATION ON AUTHORITY 15
9.4 LEGAL OBLIGATIONS 15
9.5 CHANGE IN LAWS AND COMPLIANCE WITH LAWS 15
9.6 E-VERIFY PROGRAM 15
9.7 PERMITTING AND LICENSURE 16
9.8 SUBCONTRACTORS 16
9.9 INDEPENDENT PERFORMING AGENCY 16
9.10 GOVERNING LAW AND VENUE 16
9.11 SEVERABILITY 16
9.12 SURVIVABILITY 17
9.13 FORCE MAJEURE 17
9.14 DISPUTE RESOLUTION 17
9.15 No IMPLIED WAIVER OF PROVISIONS 17
9.16 MEDIA RELEASES 17
9.17 No MARKETING ACTIVITIES 18
9.18 PROHIBITION ON NON-COMPETE RESTRICTIONS 18
9.19 SOVEREIGN IMMUNITY 18
9.20 ENTIRE CONTRACT AND MODIFICATION 18
9.21 COUNTERPARTS 18
9.22 CIVIL RIGHTS 19
9.23 ENTERPRISE INFORMATION MANAGEMENT STANDARDS 20
9.24 DISCLOSURE OF LITIGATION 20
9.25 No THIRD-PARTY BENEFICIARIES 20
9.26 BINDING EFFECT 20
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ARTICLE I.DEFINITIONS AND INTERPRETIVE PROVISIONS
As used in this Contract, unless the context clearly indicates otherwise, the following terms and
conditions have the meanings assigned below:
"Amendment' means a written agreement, signed by the Parties, which documents changes
to the Contract.
"means the Signature Document,these Uniform Terms and Conditions, along with
any attachments, and any Amendments, purchase orders, and Work Orders that may be issued
by the System Agency.
" "means the goods, services,Work, and Work Product to be provided to System
Agency under the Contract.
"DST!. "means the Department of State Health Services.
"affective Da " means the date on which the Contract takes effect.
" " means the period beginning October 1 and ending September 30 each
year, which is the annual accounting period for the United States government.
AAP"means Generally Accepted Accounting Principles.
"uASB"means the Governmental Accounting Standards Board.
THSC"means the Health and Human Services Commission.
" leaith and Human Services"or" " includes HHSC and DSHS.
" '? "means Historically Underutilized Business, as defined by Chapter 2161 of the Texas
Government Code.
"means the worldwide proprietary rights or interests, including
patent, copyright, trade secret, and trademark rights, as such rights may be evidenced by or
embodied in:
i. any idea, design, concept, personality right, method,process, technique, apparatus,
invention, discovery, or improvement;
ii. any work of authorship, including any compilation, computer code, website or web page
design, literary work, pictorial work, or graphic work;
iii. any trademark, service mark, trade dress, trade name,branding, or other indicia of
source or origin;
iv. domain name registrations; and
v. any other proprietary or similar rights. The Intellectual Property Rights of a Party
include all worldwide proprietary rights or interests that the Party may have acquired by
assignment, by exclusive license, or by license with the right to grant sublicenses.
oca l Gov ernm "means a Texas governmental unit defined under and authorized to enter
this contract by Texas Government Code, Chapter 791.
"Partie "means the System Agency and Performing Agency,collectively.
"Part\"means either the System Agency or Performing Agency,individually.
"Performing Agenc\"means the State Agency or Local Government providing the goods or
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services defined in this Contract.
"means HHSC or DSHS, as applicable, Agency receiving the benefit of the
goods or services provided under this Contract.
" "means the document executed by both Parties that sets forth all the
documents that constitute the Contract.
means the document, if any, issued by the System Agency(including any
published addenda, exhibits, and attachments)under which the goods or services provided
under the Contract were initially requested, which is incorporated by reference for all purposes
in its entirety.
66 " means Performing Agency's full and complete response (including
any attachments and addenda) to the Solicitation,which is incorporated by reference for all
purposes in its entirety.
",tare Agenc-\"means a Texas "Agency" as defined under Texas Government Code, Chapter
771.
" ,tate Fiscal Yea_"means the period beginning September 1 and ending August 31 each year,
which is the annual accounting period for the State of Texas.
State of Texas Text;yri•ei" means the information maintained on the Texas Comptroller of
Public Accounts' website relative to travel reimbursements under this Contract, if any.
"means HHSC or DSHS, as applicable.
" "means the Intellectual Property Rights of any third party that is not a party to
this Contract, and that is not a subcontractor.
" means all services to be performed, goods to be delivered, and any appurtenant
actions performed, and items produced, conceived, or developed, including Deliverables.
"Ncork On "means an individually negotiated document that is executed by both Parties and
which authorizes a Project, if any, in an indefinite quantity Contract.
"\Vork Proth t. "means any and all works, including work papers, notes, materials, approaches,
designs, specifications, systems, innovations, improvements, inventions, software,programs,
source code, documentation,training materials, audio or audiovisual recordings, methodologies,
concepts, studies, reports,whether finished or unfinished, and whether or not included in the
Deliverables, that are developed, produced, generated, or provided by Performing Agency in
connection with Performing Agency's performance of its duties under the Contract or through
use of any funding provided under this Contract.
1.2 INTERPRETIVE PROS lsloy
A. The meanings of defined terms include the singular and plural forms.
B. The words "hereof,""herein,""hereunder," and similar words refer to this Contract as a whole
and not to any particular provision, section, attachment, or schedule of this Contract unless
otherwise specified.
C. The term"including" is not limiting and means "including without limitation" and,unless
otherwise expressly provided in this Contract, (i)references to contracts (including this
Contract) and other contractual instruments shall be deemed to include all subsequent
Amendments and other modifications, but only to the extent that such Amendments and other
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modifications are not prohibited by the terms of this Contract, and(ii)references to any statute,
rule, or regulation are to be construed as including all statutory and regulatory provisions
consolidating, amending, replacing, or supplementing the statute or regulation.
D. The captions and headings of this Contract are for convenience of reference only and do not
affect the interpretation of this Contract.
E. All attachments, including those incorporated by reference, and any Amendments are
considered part of the terms of this Contract.
F. This Contract may use several different limitations, regulations, or policies to regulate the
same or similar matters. All such limitations, regulations, and policies are cumulative.
G. Unless otherwise expressly provided, reference to any action of the System Agency or by the
System Agency by way of consent, approval, or waiver will be deemed modified by the phrase
"in its sole discretion."
H. Time is of the essence in this Contract.
ARTICLE II. PAYMENT PROVISIONS
2.1 P
Payment shall be made in accordance with Government Code, Chapter 771, Government Code,
Chapter 791, or Government Code, Chapter 2251.051, as applicable.
2.2 ANCILLAR\ AND TRAN EL EXPENSES
A. Except as otherwise provided in the Contract, no ancillary expenses incurred by the
Performing Agency in connection with its provision of the services or Deliverables will be
reimbursed by the System Agency. Ancillary expenses include, but are not limited to costs
associated with transportation, delivery, and insurance for each Deliverable.
B. When the reimbursement of travel expenses is authorized by the Contract, all such
expenses will be reimbursed in accordance with the rates set by the Texas Comptroller of
Public Accounts' Textravel guidelines which can currently be accessed at:
2.3 No QUANTITY GUARANTEES
The System Agency makes no guarantee of volume or usage of Work under this Contract. All
Work requested may be on an irregular and as needed basis throughout the Contract term.
2.4 Taxrs
Purchases made for State of Texas use are exempt from the State Sales Tax and Federal Excise Tax.
Performing Agency represents and warrants that it shall pay all taxes or similar amounts resulting
from the Contract, including,but not limited to, any federal, State, or local income, sales or excise
taxes of Performing Agency or its employees. System Agency shall not be liable for any taxes
resulting from the contract.
ARTICLE III. STATE AND FEDERAL FUNDING
3.1 EXCESS OBLIGATIONS PROHIBITED
The Contract is subject to termination or cancellation, without penalty to the System Agency, either
in whole or in part, subject to the availability of state funds. System Agency is a state agency whose
authority and appropriations are subject to actions of the Texas Legislature. If System Agency
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becomes subject to a legislative change, revocation of statutory authority, or lack of appropriated
funds that would render either System Agency's or Performing Agency's delivery or performance
under the Contract impossible or unnecessary,the Contract will be terminated or cancelled and be
deemed null and void. In the event of a termination or cancellation under this Section, System
Agency will not be liable to Performing Agency for any damages that are caused or associated with
such termination, or cancellation, and System Agency will not be required to give prior notice.
3.2 No DEB I AGAINST THE S 1 Al I
This Contract will not be construed as creating any debt by or on behalf of the State of Texas.
3.3 DEBT AND DELINQUENCIES
Performing Agency agrees that any payments due under the Contract shall be directly applied
towards eliminating any debt or delinquency it has to the State of Texas including,but not limited
to, delinquent taxes, delinquent student loan payments, and delinquent child support.
3.4 REFUNDS AND ON ERPA\MLN"I,
A. At its sole discretion, the System Agency may:
i. withhold all or part of any payments to Performing Agency to offset overpayments,
unallowable or ineligible costs made to the Performing Agency, or if any required financial
status report(s) is not submitted by the due date(s); or,
ii. require Performing Agency to promptly refund or credit-within thirty (30) calendar days of
written notice -any funds erroneously paid by System Agency which are not expressly
authorized under the Contract.
B. "Overpayments," as used in this Section, include payments:
i. made by the System Agency that exceed the maximum allowable rates;
ii. that are not allowed under applicable laws,rules,or regulations;or,
iii. that are otherwise inconsistent with this Contract,including any unapproved expenditures.
Performing Agency understands and agrees that it will be liable to the System Agency for
any costs disallowed pursuant to financial and compliance audit(s) of funds received under
this Contract. Performing Agency further understands and agrees that reimbursement of
such disallowed costs shall be paid by Performing Agency from funds which were not
provided or otherwise made available to Performing Agency under this Contract.
ARTICLE IV.WARRANTY,AFFIRMATIONS,ASSURANCFS,ANDCERTIFICATIONS
Performing Agency warrants that all Work under this Contract shall be completed in a manner
consistent with standards under the terms of this Contract, in the applicable trade, profession,
or industry; shall conform to or exceed the specifications set forth in the Contract; and all
Deliverables shall be fit for ordinary use, of good quality, and with no material defects. If System
Agency, in its sole discretion, determines Performing Agency has failed to complete Work timely
or to perform satisfactorily under conditions required by this Contract, the System Agency may
require Performing Agency, at its sole expense, to:
i. Repair or replace all defective or damaged Work;
ii. Refund any payment Performing Agency received from System Agency for all defective
or damaged Work and, in conjunction therewith, require Performing Agency to accept the
return of such Work; and,
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iii. Take necessary action to ensure that Performing Agency's future performance and Work
conform to the Contract requirements.
4.2 CONTRACT AFFIRMATIONS
Performing Agency certifies that, to the extent Contract Affirmations are incorporated into the
Contract under the Signature Document, the Performing Agency has reviewed the Contract
Affirmations and that Performing Agency is in compliance with all requirements.
4.3 f LDLIZA .As5LR M..
Performing Agency certifies that, to the extent federal assurances are incorporated into the Contract
under the Signature Document, the Performing Agency has reviewed the federal assurances and that
Performing Agency is in compliance with all requirements.
4.4 FEDERAL.CERTIFICATIONS
Performing Agency certifies that, to the extent federal certifications are incorporated into the
Contract under the Signature Document, the Performing Agency has reviewed the federal
certifications and that Performing Agency is in compliance with all requirements. In addition,
Performing Agency certifies that it is and shall remain in compliance with all applicable federal laws,
rules,and regulations,as they may pertain to this Contract.
ARTICLE V.INTELLECTUAL PROPERTY
5.1 OWNERSHIP OF WORK PROM,C I
A. All right, title, and interest in the Work Product, including all Intellectual Property Rights
therein, is exclusively owned by System Agency. Performing Agency and Performing Agency's
employees will have no rights in or ownership of the Work Product or any other property of
System Agency.
B. Any and all Work Product that is copyrightable under United States copyright law is deemed to
be"work made for hire" owned by System Agency, as provided by Title 17 of the United States
Code. To the extent that Work Product does not qualify as a"work made for hire"under
applicable federal law, Performing Agency hereby irrevocably assigns and transfers to System
Agency, its successors and assigns, the entire right,title, and interest in and to the Work
Product, including any and all Intellectual Property Rights embodied therein or associated
therewith, and in and to all works based upon, derived from, or incorporating the Work Product,
and in and to all income, royalties, damages, claims and payments now or hereafter due or
payable with respect thereto, and in and to all causes of action, either in law or in equity for
past, present or future infringement based on the copyrights, and in and to all rights
corresponding to the foregoing.
C. Performing Agency agrees to execute all papers and to perform such other acts as System
Agency may deem necessary to secure for System Agency or its designee the rights herein
assigned.
D. In the event that Performing Agency has any rights in and to the Work Product that cannot be
assigned to System Agency, Performing Agency hereby grants to System Agency an exclusive,
worldwide, royalty-free, transferable, irrevocable, and perpetual license, with the right to
sublicense,to reproduce, distribute, modify, create derivative works of, publicly perform and
publicly display, make,have made,use, sell and offer for sale the Work Product and any
products developed by practicing such rights.
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E. The foregoing does not apply to Incorporated Pre-existing Works or Third Party IP that are
incorporated in the Work Product by Performing Agency. Performing Agency shall provide
System Agency access during normal business hours to all Vendor materials, premises, and
computer files containing the Work Product.
5.2 PERFORMING AGENCY'S PRE-EXISTING WORKS
A. To the extent that Performing Agency incorporates into the Work Product any works of
Performing Agency that were created by Performing Agency or that Performing Agency
acquired rights in prior to the Effective Date of this Contract("Incorporated Pre-existing
Works"), Performing Agency retains ownership of such Incorporated Pre-existing Works.
B. Performing Agency hereby grants to System Agency an irrevocable, perpetual, non-exclusive,
royalty-free, transferable, worldwide right and license,with the right to sublicense, to use,
reproduce, modify, copy, create derivative works of, publish, publicly perform and display, sell,
offer to sell, make and have made, the Incorporated Pre-existing Works, in any medium, with or
without the associated Work Product.
C. Performing Agency represents, warrants, and covenants to System Agency that Performing
Agency has all necessary right and authority to grant the foregoing license in the Incorporated
Pre-existing Works to System Agency.
5.3 THIRD PA :I IP
A. To the extent that any Third Party IP is included or incorporated in the Work Product by
Performing Agency, Performing Agency hereby grants to System Agency, or shall obtain from
Agency's benefit, the irrevocable, perpetual,the applicable third partyfor System A p rP
pP Y g Y
non-
exclusive, worldwide, royalty-free right and license,for System Agency's internal business
purposes only,
i. to use, reproduce, display, perform, distribute copies of, and prepare derivative works based
upon such Third Party IP and any derivative works thereof embodied in or delivered to
System Agency in conjunction with the Work Product, and
ii. to authorize others to do any or all of the foregoing.
B. Performing Agency shall obtain System Agency's advance written approval prior to
incorporating any Third Party IP into the Work Product, and Performing Agency shall notify
System Agency on delivery of the Work Product if such materials include any Third Party IP.
C. Performing Agency shall provide System Agency all supporting documentation demonstrating
Performing Agency's compliance with this Section 5.3, including without limitation
documentation indicating a third party's written approval for Performing Agency to use any
Third Party IP that may be incorporated in the Work Product.
5.4 AGREL S L. is 1/2 l L\IPiAl\LL.S l U KA(_I
Performing Agency shall have written,binding agreements with its employees and subcontractors
that include provisions sufficient to give effect to and enable Performing Agency's compliance with
Performing Agency's obligations under this Article V.
5.5 DELIVERY UPON TERMINATION OR EXPIRATION
No later than the first calendar day after the termination or expiration of the Contract or upon
System Agency's request, Performing Agency shall deliver to System Agency all completed, or
partially completed, Work Product, including any Incorporated Pre-existing Works, and any and all
versions thereof. Performing Agency's failure to timely deliver such Work Product is a material
breach of the Contract. Performing Agency will not retain any copies of the Work Product or any
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documentation or other products or results of Performing Agency's activities under the Contract
without the prior written consent of System Agency.
5.6 SURVIVALI.
The provisions and obligations of this Article V survive any termination or expiration of the
Contract.
5.7 SlsIENi AGENC\ O:;l:ti
A. As between the Parties, all data and information acquired, accessed, or made available to
Performing Agency by, through, or on behalf of System Agency or System Agency contractors,
including all electronic data generated, processed, transmitted, or stored by Performing Agency
in the course of providing data processing services in connection with Performing Agency's
performance hereunder(the "System Agency Data"), is owned solely by System Agency.
B. Performing Agency has no right or license to use, analyze, aggregate, transmit, create
derivatives of, copy, disclose, or process the System Agency Data except as required for
Performing Agency to fulfill its obligations under the Contract or as authorized in advance in
writing by System Agency.
C. For the avoidance of doubt, Performing Agency is expressly prohibited from using, and from
permitting any third party to use, System Agency Data for marketing,research, or other non-
governmental or commercial purposes,without the prior written consent of System Agency.
D. Performing Agency shall make System Agency Data available to System Agency, including to
System Agency's designated vendors, as directed in writing by System Agency. The foregoing
shall be at no cost to System Agency.
E. Furthermore, the proprietary nature of Performing Agency's systems that process, store, collect,
and/or transmit the System Agency Data shall not excuse Performing Agency's performance of
its obligations hereunder.
ARTICLE VI. PROPERTY
6.1 USE Of Si ATE PROPERI 1
A. Performing Agency is prohibited from using State Property for any purpose other than
performing services authorized under the Contract.
B. State Property includes, but is not limited to, System Agency's office space, identification
badges, System Agency information technology equipment and networks (e.g., laptops, portable
printers, cell phones, iPads or tablets, external hard drives, data storage devices, any System
Agency-issued software, and the System Agency Virtual Private Network(VPN client)), and
any other resources of System Agency.
C. Performing Agency shall not remove State Property from the continental United States. In
addition, Performing Agency may not use any computing device to access System Agency's
network or e-mail while outside of the continental United States.
D. Performing Agency shall not perform any maintenance services on State Property unless the
Contract expressly authorizes such services.
E. During the time that State Property is in the possession of Performing Agency, Performing
Agency shall be responsible for:
i. all repair and replacement charges incurred by State Agency that are associated with loss of
State Property or damage beyond normal wear and tear, and
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ii. all charges attributable to Performing Agency's use of State Property that exceeds the
Contract scope. Performing Agency shall fully reimburse such charges to System Agency
within ten(10) calendar days of Performing Agency's receipt of System Agency's notice of
amount due. Use of State Property for a purpose not authorized by the Contract shall
constitute breach of contract and may result in termination of the Contract and the pursuit of
other remedies available to System Agency under contract, at law, or in equity.
6.2 DAMAGE TO GOVERNMENT PROPER 1't
A. In the event of loss, destruction, or damage to any System Agency or State of Texas owned,
leased, or occupied property or equipment by Performing Agency or Performing Agency's
employees, agents, Subcontractors, and suppliers, Performing Agency shall be liable to System
Agency and the State of Texas for the full cost of repair, reconstruction, or replacement of the
lost, destroyed, or damaged property.
B. Performing Agency shall notify System Agency of the loss, destruction, or damage of
equipment or property within one (1)business day. Performing Agency shall reimburse System
Agency and the State of Texas for such property damage within 10 calendar days after
Performing Agency's receipt of System Agency's notice of amount due.
6.3 PROPER i 1 KH.I-i i° E 1'O\ I ER:\ti's i iU\ OK tAPIRATION OF CONTRA('
In the event the Contract is terminated for any reason, or upon its expiration State Property remains
the property of the System Agency and must be returned to the System Agency by the end date of
the Contract or upon System Agency's request.
ARTICLE VII.RECORD RETENTION,AUDIT,AND CONFIDENTIALITY
7.1 RECORD NI\TNTFN S.NCF -AND RFTFNTIO
A. Performing Agency shall keep and maintain under GAAP or GASB, as applicable, full, true,
and complete records necessary to fully disclose to the System Agency, the Texas State
Auditor's Office, the United States Government, and their authorized representatives all
information required to determine compliance with the terms and conditions of this Contract
and all state and federal rules, regulations, and statutes. Performing Agency shall ensure these
same requirements are included in all subcontracts.
B. Performing Agency shall maintain and retain legible copies of this Contract and all records
relating to the performance of the Contract including supporting fiscal documents adequate to
ensure that claims for contract funds are in accordance with applicable State of Texas
requirements. These records shall be maintained and retained by Performing Agency for a
minimum of seven(7)years after the Contract expiration date or seven(7) years after the
completion of all audits, claim, litigation, or dispute matters involving the Contract are resolved,
whichever is later. Performing Agency shall ensure these same requirements are included in all
subcontracts.
7.2 AGENCY'S RIGHT TO AUDI
A. Performing Agency shall make available at reasonable times and upon reasonable notice, and
for reasonable periods,work papers, reports,books,records, supporting documents kept current
by Performing Agency pertaining to the Contract for purposes of inspecting, monitoring,
auditing, or evaluating by System Agency and the State of Texas. Performing Agency shall
ensure these same requirements are included in all subcontracts.
B. In addition to any right of access arising by operation of law, Performing Agency and any of
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Performing Agency's affiliate or subsidiary organizations, or subcontractors shall permit the
System Agency or any of its duly authorized representatives, as well as duly authorized federal,
state or local authorities, unrestricted access to and the right to examine any site where
business is conducted or services are performed, and all records, which includes but is not
limited to financial, client and patient records, books, papers or documents related to this
Contract. Performing Agency shall permit the System Agency or any of its duly authorized
federal, state, or local authorities unrestricted access to and the right to examine all external
contracts and/or pricing models or methodologies related to the Contract. Performing Agency
shall ensure these same requirements are included in all subcontracts.
C. If the Contract includes federal funds, federal agencies that shall have a right of access to
records as described in this section include: the federal agency providing the funds, the
Comptroller General of the United States, the General Accounting Office, the Office of the
Inspector General, and any of their authorized representatives. In addition, agencies of the
State of Texas that shall have a right of access to records as described in this section
include: the System Agency, HHSC, HHSC's contracted examiners, the State Auditor's Office,
the Texas Attorney General's Office, and any successor agencies. Each of these entities may
be a duly authorized authority.
D. If deemed necessary by the System Agency or any duly authorized authority, for the purpose of
oversight, including,but not limited to, reviews, inspections, audits and investigations,
Performing Agency shall produce original documents related to this Contract.
E. The System Agency and any duly authorized authority shall have the right to audit billings both
before and after payment, and all documentation that substantiates the billings and payments
related to the Contract, including those related to a Subcontractor.
F. Performing Agency shall include the System Agency's and any of its duly authorized
representatives', as well as duly authorized federal, state, or local authorities,unrestricted right
of access to, and examination of, sites and information related to this Contract in any
subcontract it awards.
7.3 RLsPOINSL/CO1Ill'L1A CL NN.I I ii ALDI C OR INSPECT ION F1ND \C.
A. Performing Agency must act to ensure its and its subcontractors' compliance with all
corrections necessary to address any finding of noncompliance with any law,regulation, audit
requirement, or generally accepted accounting principle, or any other deficiency identified in
any audit, review, inspection or investigation of the Contract and the services and Deliverables
provided. Any such correction will be at Performing Agency's or its Subcontractor's sole
expense. Whether Performing Agency's action corrects the noncompliance shall be solely the
decision of the System Agency.
B. As part of the services, Performing Agency must provide to System Agency upon request a
copy of those portions of Performing Agency's and its subcontractors' internal audit reports
relating to the services and Deliverables provided to the State under the Contract.
C. Performing Agency shall include the requirement to provide to System Agency(and any of its
duly authorized federal, state or local authorities) internal audit reports related to this Contract
in any Subcontract it awards. Upon request by System Agency, Performing Agency shall
enforce this requirement against its Subcontractor. Further, Performing Agency shall include in
any Subcontract it awards a requirement that all Subcontractor Subcontracts must also include
these provisions.
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7.4 STATE AUDITOR'S RIGHT TO AUDIT
A. The state auditor may conduct an audit or investigation of any entity receiving funds from the
state directly under the Contract or indirectly through a subcontract under the Contract. The
acceptance of funds directly under the Contract or indirectly through a subcontract under the
Contract acts as acceptance of the authority of the state auditor,under the direction of the
legislative audit committee, to conduct an audit or investigation in connection with those funds.
Under the direction of the legislative audit committee, an entity that is the subject of an audit or
investigation by the state auditor must provide the state auditor with access to any information
the state auditor considers relevant to the investigation or audit.
B. The Performing Agency shall comply with any rules and procedures of the state auditor in the
implementation and enforcement of Section 2262.154 of the Texas Government Code.
C. Performing Agency shall ensure the authority to audit funds received indirectly by
subcontractors through the contract and the requirement to cooperate is included in any
subcontract it awards.
7.5 CONFIDENT! \€ IT
Performing Agency shall maintain as confidential and shall not disclose to third parties without
System Agency's prior written consent, any System Agency information including but not limited
to System Agency Data, System Agency's business activities,practices, systems, conditions, and
services. This Article VII will survive termination or expiration of this Contract. Further, the
obligations of Performing Agency under this Article VII will survive termination or expiration of
this Contract. This requirement must be included in all subcontracts awarded by Performing
Agency.
ARTICLE VIII.CONTRACT REMEDIES AND EARLY TERMINATION
8.1 CONTRACT REMEDIES
To ensure Performing Agency's full performance of the Contract and compliance with applicable
law, the System Agency reserves the right to hold Performing Agency accountable for breach of
contract or substandard performance and may take remedial or corrective actions,including,but not
limited to:
i. suspending all or part of the Contract;
ii. requiring the Performing Agency to take specific actions in order to remain in compliance
with the Contract;
iii. recouping payments made by the System Agency to the Performing Agency found to be in
error;
iv. suspending, limiting, or placing conditions on the Performing Agency's continued
performance of Work; or
v. imposing any other remedies, sanctions,or penalties authorized under this Contract or
permitted by federal or state law.
8.2 TERMI ArION FOR CONVENIENCI
The System Agency may terminate the Contract, in whole or in part, at any time when, in its sole
discretion, the System Agency determines that termination is in the best interests of the State of
Texas. The termination will be effective on the date specified in the System Agency's notice of
termination.
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8.3 TERMINATION FOR CAUSE
Except as otherwise provided by the U.S. Bankruptcy Code, or any successor law, the System
Agency may terminate the Contract, in whole or in part, upon either of the following
conditions:
i. Material Breach
The System Agency will have the right to terminate the Contract in whole or in part if the
System Agency determines, in its sole discretion, that Performing Agency has materially
breached the Contract or has failed to adhere to any laws, ordinances, rules,regulations or
orders of any public authority having jurisdiction and such violation prevents or
substantially impairs performance of Performing Agency's duties under the Contract.
Performing Agency's misrepresentation in any aspect of Performing Agency's Solicitation
Response, if any, or Performing Agency's addition to the System for Award Management
(SAM) exclusion list will also constitute a material breach of the Contract.
ii. Failure to Maintain Financial Viability
The System Agency may terminate the Contract if, in its sole discretion, the System
Agency has a good faith belief that Performing Agency no longer maintains the financial
viability required to complete the Work, or otherwise fully perform its responsibilities under
the Contract.
8.4 PERFORMING AGENCY RESPONSIB1LIT\ FOR SYSTEM AGENCI'S"I LAMINA IION Cos l
If the System Agency terminates the Contract for cause, the Performing Agency shall be
responsible to the System Agency for all costs incurred by the System Agency and the State of
Texas to replace the Performing Agency. These costs include,but are not limited to, the costs of
procuring a substitute vendor and the cost of any claim or litigation attributable to Performing
Agency's failure to perform any Work in accordance with the terms of the Contract.
ARTICLE IX. GENERAL PROVISIONS
9.1 \ 1F\DNir\..T.
The Contract may only be amended by an Amendment executed by both Parties.
9.2 INSURANCE
A. Unless otherwise specified in this Contract, Performing Agency shall acquire and maintain,
for the duration of this Contract, insurance coverage necessary to ensure proper fulfillment of
this Contract and potential liabilities thereunder with financially sound and reputable insurers
licensed by the Texas Department of Insurance, in the type and amount customarily carried
within the industry as determined by the System Agency. Performing Agency shall provide
evidence of insurance as required under this Contract, including a schedule of coverage or
underwriter's schedules establishing to the satisfaction of the System Agency the nature and
extent of coverage granted by each such policy, upon request by the System Agency. In
the event that any policy is determined by the System Agency to be deficient to comply
with the terms of this Contract, Performing Agency shall secure such additional policies or
coverage as the System Agency may reasonably request or that are required by law or
regulation. If coverage expires during the term of this Contract, Performing Agency must
produce renewal certificates for each type of coverage.
B. These and all other insurance requirements under the Contract apply to both Performing Agency
and its subcontractors, if any. Performing Agency is responsible for ensuring its subcontractors'
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compliance with all requirements.
9.3 LINTIT 1TION ON.AUTHORITY
A. The authority granted to Performing Agency by the System Agency is limited to the terms of
the Contract.
B. Performing Agency shall not have any authority to act for or on behalf of the System Agency or
the State of Texas except as expressly provided for in the Contract; no other authority, power, or
use is granted or implied. Performing Agency may not incur any debt, obligation, expense, or
liability of any kind on behalf of System Agency or the State of Texas.
C. Performing Agency may not rely upon implied authority and is not granted authority under the
Contract to:
i. Make public policy on behalf of the System Agency;
ii. Promulgate, amend, or disregard administrative regulations or program policy decisions
made by State and federal agencies responsible for administration of a System Agency
program; or
iii. Unilaterally communicate or negotiate with any federal or state agency or the Texas
Legislature on behalf of the System Agency regarding System Agency programs or the
Contract. However, upon System Agency request and with reasonable notice from
System Agency to the Performing Agency, the Performing Agency shall assist the System
Agency in communications and negotiations regarding the Work under the Contract with
state and federal governments.
9.4 tri;Y1. Otlt !G-oTlO\'
Performing Agency shall comply with all applicable federal, state, and local laws, ordinances, and
regulations, including all federal and state accessibility laws relating to direct and indirect use of
information and communication technology. Performing Agency shall be deemed to have
knowledge of all applicable laws and regulations and be deemed to understand them.
Performing Agency shall comply with all laws, regulations, requirements, and guidelines applicable
to a vendor providing services and products required by the Contract to the State of Texas, as these
laws, regulations, requirements and guidelines currently exist and as amended throughout the term
of the Contract. System Agency reserves the right, in its sole discretion, to unilaterally amend the
Contract to incorporate any modifications necessary for System Agency's compliance, as an agency
of the State of Texas, with all applicable state and federal laws, regulations, requirements and
guidelines.
Performing Agency certifies that for contracts for services, Performing Agency shall utilize the
U.S. Department of Homeland Security's E-Verify system during the term of the Contract to
determine the eligibility of:
i. all persons employed by Performing Agency to perform duties within Texas; and
ii. all persons, including subcontractors, assigned by the Performing Agency to perform Work
pursuant to the Contract within the United States of America.
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9.7 PERMITTING AND LICENSURE
At Performing Agency's sole expense, Performing Agency shall procure and maintain for the
duration of this Contract any state, county, city, or federal license, authorization, insurance, waiver,
permit, qualification, or certification required by statute, ordinance, law, or regulation to be held
by Performing Agency to provide the goods or services required by this Contract. Performing
Agency shall be responsible for payment of all taxes, assessments, fees, premiums, permits, and
licenses required by law. Performing Agency shall be responsible for payment of any such
government obligations not paid by its subcontractors during performance of this Contract.
9.8 SUBCONTRACTORS
Performing Agency may not subcontract any or all of the Work and/or obligations under the
Contract without prior written approval of the System Agency. Subcontracts, if any, entered into by
the Performing Agency shall be in writing and be subject to the requirements of the Contract.
Should Performing Agency subcontract any of the services required in the Contract, Performing
Agency expressly understands and acknowledges that in entering into such subcontract(s), System
Agency is in no manner liable to any subcontractor(s) of Performing Agency. In no event shall this
provision relieve Performing Agency of the responsibility for ensuring that the services performed
under all subcontracts are rendered in compliance with the Contract.
9.9 INDEPENDEN"I PERtORMIiNG AGENC1
Performing Agency and Performing Agency's employees, representatives, agents, subcontractors,
suppliers, and third-party service providers shall serve as independent contractors in providing the
services under the Contract. Neither Performing Agency nor System Agency is an agent of the other
and neither may make any commitments on the other party's behalf. Performing Agency shall have
no claim against System Agency for vacation pay, sick leave, retirement benefits, social security,
worker's compensation, health or disability benefits, unemployment insurance benefits, or
employee benefits of any kind. The Contract shall not create any joint venture, partnership, agency,
or employment relationship between Performing Agency and System Agency.
9.f0 GO%ERNINt, LAN\ AND % L2NLL
This Contract shall be governed by and construed in accordance with the laws of the State of
Texas, without regard to the conflicts of law provisions. The venue of any suit arising under the
Contract is fixed in any court of competent jurisdiction of Travis County, Texas, unless the specific
venue is otherwise identified in a statute which directly names or otherwise identifies its
applicability to the System Agency.
9.11 SEX ERABILI I'1
If any provision of the Contract is held to be illegal, invalid or unenforceable by a court of law or
equity, such construction will not affect the legality, validity or enforceability of any other
provision or provisions of this Contract. It is the intent and agreement of the Parties this Contract
shall be deemed amended by modifying such provision to the extent necessary to render it valid,
legal and enforceable while preserving its intent or, if such modification is not possible,by
substituting another provision that is valid, legal and enforceable and that achieves the same
objective. All other provisions of this Contract will continue in full force and effect.
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9.12 SURVIVABILITY
Expiration or termination of the Contract for any reason does not release Performing Agency from
any liability or obligation set forth in the Contract that is expressly stated to survive any such
expiration or termination,that by its nature would be intended to be applicable following any such
expiration or termination, or that is necessary to fulfill the essential purpose of the Contract,
including without limitation the provisions regarding warranty, indemnification, confidentiality, and
rights and remedies upon termination.
9.13 FORCE 1MAJEURE'
Neither Party shall be liable to the other for any delay in, or failure of performance of, any
requirement included in the Contract caused by force majeure. The existence of such causes of
delay or failure shall extend the period of performance until after the causes of delay or failure have
been removed provided the non-performing party exercises all reasonable due diligence to perform.
Force majeure is defined as acts of God, war, fires, explosions, hurricanes, floods, failure of
transportation, or other causes that are beyond the reasonable control of either party and that by
exercise of due foresight such party could not reasonably have been expected to avoid, and which,
by the exercise of all reasonable due diligence, such party is unable to overcome.
9.14 DISPUTE RESOLU"I`ION
A. The dispute resolution process provided for in Chapter 2260 of the Texas Government Code
must be used to attempt to resolve any dispute arising under the Contract. If the Performing
Agency's claim for breach of contract cannot be resolved informally with the System Agency,
the claim shall be submitted to the negotiation process provided in Chapter 2260. To initiate the
process,the Performing Agency shall submit written notice, as required by Chapter 2260, to the
individual identified in the Contract for receipt of notices. Any informal resolution efforts shall
in no way modify the requirements or toll the timing of the formal written notice of a claim for
breach of contract required under §2260.051 of the Texas Government Code. Compliance by
the Performing Agency with Chapter 2260 is a condition precedent to the filing of a contested
case proceeding under Chapter 2260.
B. The contested case process provided in Chapter 2260 is the Performing Agency's sole and
exclusive process for seeking a remedy for an alleged breach of contract by the System Agency
if the Parties are unable to resolve their disputes as described above.
C. Notwithstanding any other provision of the Contract to the contrary, unless otherwise requested
or approved in writing by the System Agency,the Performing Agency shall continue
performance and shall not be excused from performance during the period of any breach of
contract claim or while the dispute is pending. However, the Performing Agency may suspend
performance during the pendency of such claim or dispute if the Performing Agency has
complied with all provisions of Section 2251.051, Texas Government Code, and such
suspension of performance is expressly applicable and authorized under that law.
9.15 No iAli'LELi) S:-i1 v Lk U}i` i Ru\ iSiU:iS
The failure of the System Agency to object to or to take affirmative action with respect to any
conduct of the Performing Agency which is in violation or breach of the terms of the Contract shall
not be construed as a waiver of the violation or breach, or of any future violation or breach.
9.16 MEDIA RELEASES
A. Performing Agency shall not use System Agency's name, logo, or other likeness in any press
release, marketing material, or other announcement without System Agency's prior written
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approval. System Agency does not endorse any vendor, commodity, or service. Performing
Agency is not authorized to make or participate in any media releases or public announcements
pertaining to this Contract or the services to which they relate without System Agency's prior
written consent, and then only in accordance with explicit written instruction from System
Agency.
B. Performing Agency may publish, at its sole expense, results of Performing Agency
performance under the Contract with the System Agency's prior review and approval, which
the System Agency may exercise at its sole discretion. Any publication(written, visual, or
sound)will acknowledge the support received from the System Agency and any Federal
agency, as appropriate.
9.17 No MARKETING ACTIE
Performing Agency is prohibited from using the Work for any Performing Agency or third-party
marketing, advertising, or promotional activities,without the prior written consent of System
Agency. The foregoing prohibition includes,without limitation,the placement of banners, pop-up
ads, or other advertisements promoting Performing Agency's or a third party's products, services,
workshops,trainings, or other commercial offerings on any website portal or internet-based service
or software application hosted or managed by Performing Agency as part of the Work.
9.18 PROHIBITION ON NON-COMPETE RESTRICTION
Performing Agency shall not require any employees or subcontractors to agree to any conditions,
such as non-compete clauses or other contractual arrangements that would limit or restrict such
persons or entities from employment or contracting with the State of Texas.
9.19 SOVEREIGN IMiMLNIT1'
Nothing in the Contract shall be construed as a waiver of the System Agency's or the State's
sovereign immunity. This Contract shall not constitute or be construed as a waiver of any of the
privileges, rights, defenses,remedies, or immunities available to the System Agency or the State of
Texas. The failure to enforce, or any delay in the enforcement of,any privileges,rights, defenses,
remedies, or immunities available to the System Agency or the State of Texas under the Contract or
under applicable law shall not constitute a waiver of such privileges, rights, defenses, remedies, or
immunities or be considered as a basis for estoppel. System Agency does not waive any privileges,
rights, defenses, or immunities available to System Agency by entering into the Contract or by its
conduct prior to or subsequent to entering into the Contract.
9.20 LNIIRi. t.O,N I IzAt 1 :l\D MO)1)11-ILA I()\
This Contract constitutes the entire agreement of the Parties and is intended as a complete and
exclusive statement of the promises, representations, negotiations, discussions, and other
agreements that may have been made in connection with the subject matter hereof. Any additional
or conflicting terms in any future document incorporated into the Contract will be harmonized
with this Contract to the extent possible.
9.21 COLNTERPART
This Contract may be executed in any number of counterparts, each of which will be an original,
and all such counterparts will together constitute but one and the same Contract.
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9.22 CIVIL RIGHTS
A. Performing Agency shall comply with all applicable state and federal anti-discrimination laws,
including:
i. Title VI of the Civil Rights Act of 1964 (42 U.S.C. §2000d, et seq.);
ii. Section 504 of the Rehabilitation Act of 1973 (29 U.S.C. §794);
iii. Americans with Disabilities Act of 1990 (42 U.S.C. §12101, et seq.);
iv. Age Discrimination Act of 1975 (42 U.S.C. §6101, et seq.);
v. Title IX of the Education Amendments of 1972 (20 U.S.C. §1681, et seq.);
vi. Food and Nutrition Act of 2008 (7 U.S.C. §2011, et seq.); and
vii. The System Agency's administrative rules, as set forth in the Texas Administrative Code, to
the extent applicable to this Agreement.
B. Performing Agency shall comply with all amendments to these laws, and all requirements
imposed by the regulations issued pursuant to these laws. These laws provide in part that no
persons in the United States may, on the grounds of race, color, national origin, sex, age,
disability, political beliefs, or religion,be excluded from participation in or denied any service
or other benefit provided by Federal or State funding, or otherwise be subjected to
discrimination.
C. Performing Agency shall comply with Title VI of the Civil Rights Act of 1964, and its
implementing regulations at 45 C.F.R. Part 80 or 7 C.F.R. Part 15, prohibiting a Performing
Agency from adopting and implementing policies and procedures that exclude or have the
effect of excluding or limiting the participation of clients in its programs,benefits, or activities
on the basis of national origin. Civil rights laws require Performing Agency to provide
alternative methods for ensuring access to services for applicants and recipients who cannot
express themselves fluently in English. Performing Agency shall take reasonable steps to
provide services and information,both orally and in writing and electronically, in appropriate
languages other than English,to ensure that persons with limited English proficiency are
effectively informed and can have meaningful access to programs,benefits, and activities.
D. Performing Agency shall post applicable civil rights posters in areas open to the public
{ informing clients of their civil rights and including contact information for the HHS Civil
Rights Office. The posters are available on the HHS website at:
E. Performing Agency shall comply with Section 504 of the Rehabilitation Act of 1973 and its
implementing regulations at 28 CFR Subpart G § 42.503, and Americans with Disabilities Act
of 1990 and its implementing regulations at 28 CFR Subpart B §35.130 which includes
requiring Performing Agency to make reasonable modifications in policies,practices, or
procedures when the modifications are necessary to avoid discrimination on the basis of
disability, unless the Performing Agency can demonstrate that making the modifications would
fundamentally alter the nature of the service,program, or activity.
F. Performing Agency shall comply with federal regulations regarding equal treatment for faith-
based organizations under 45 C.F.R. Part 87 or 7 C.F.R. Part 16, as applicable. Performing
Agency shall not discriminate against clients or prospective clients on the basis of religion or
religious belief and shall provide written notice to beneficiaries of their rights.
G. Upon request, Performing Agency shall provide the HHSC Civil Rights Office with copies of
the Performing Agency's civil rights policies and procedures.
H. Performing Agency must notify HHSC's Civil Rights Office of any civil rights complaints
received relating to its performance under this Contract. This notice must be delivered no
more than ten (10) calendar days after receipt of a complaint. This notice must be directed to:
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HHSC Civil Rights Office
701 W. 51st Street, Mail Code W206
Austin, Texas 78751
Phone Toll Free: (888) 388-6332
Phone: (512) 438-4313
Fax: (512)438-5885.
9.23 ENTERPKI,L 1:\ Oti:@i,1 i ION MANAGEMENT STANDAi i
Performing Agency shall conform to HHS standards for data management as described by the
policies of the HHS Chief Data and Analytics Officer. These include,but are not limited to,
standards for documentation and communication of data models, metadata, and other data
definition methods that are required by HHS for ongoing data governance, strategic portfolio
analysis, interoperability planning, and valuation of HHS System data assets.
9.24 DIsc> OSLRE OF LIIIGAIK Yy
A. The Performing Agency must disclose in writing to the contract manager assigned to this
Contract any material civil or criminal litigation or indictment either threatened or pending
involving the Performing Agency. "Threatened litigation"as used herein shall include
governmental investigations and civil investigative demands. "Litigation" as used herein shall
include administrative enforcement actions brought by governmental agencies. The Performing
Agency must also disclose any material litigation threatened or pending involving
subcontractors, consultants, and/or lobbyists. For purposes of this section, "material"refers,but
is not limited,to any action or pending action that a reasonable person knowledgeable in the
applicable industry would consider relevant to the Work under the Contract or any development
such a person would want to be aware of in order to stay fully apprised of the total mix of
information relevant to the Work, together with any litigation threatened or pending that may
result in a substantial change in the Performing Agency's financial condition.
B. This is a continuing disclosure requirement; any litigation commencing after Contract Award
must be disclosed in a written statement to the assigned contract manager within seven calendar
days of its occurrence.
9.25 NO THIRD-PARTY BENEFICIARIES
The Contract is made solely and specifically among and for the benefit of the Parties named herein
and their respective successors and assigns, and no other person shall have any right, interest, or
claims hereunder or be entitled to any benefits pursuant to or on account of the Contract as a third-
party beneficiary or otherwise.
9.26 BINDING f;Fur.
The Contract shall inure to the benefit of,be binding upon, and be enforceable against, each Party
and their respective permitted successors, assigns, transferees, and delegates.
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HEALTH AND HUMAN SERVICES
Contract Number HHS001076500001
Attachment G CONTRACT AFFIRMATIONS
For purposes of these Contract Affirmations, HHS includes both the Health and Human Services
Commission (HHSC) and the Department of State Health Services (DSHS). System Agency
refers to HHSC, DSHS, or both, that will be a party to this Contract. These Contract
Affirmations apply to all Contractors and Grantees (referred to as "Contractor")regardless of
their business form (e.g., individual, partnership, corporation).
By entering into this Contract, Contractor affirms, without exception,understands, and agrees to
comply with the following items through the life of the Contract:
1. Contractor represents and warrants that these Contract Affirmations apply to Contractor
and all of Contractor's principals, officers, directors, shareholders, partners, owners,
agents, employees, subcontractors, independent contractors, and any other representatives
who may provide services under, who have a financial interest in, or otherwise are
interested in this Contract and any related Solicitation.
2. Complete and Accurate Information
Contractor represents and warrants that all statements and information provided to HHS
are current, complete, and accurate. This includes all statements and information in this
Contract and any related Solicitation Response.
3. Public Information Act
Contractor understands that HHS will comply with the Texas Public Information Act
(Chapter 552 of the Texas Government Code) as interpreted by judicial rulings and
opinions of the Attorney General of the State of Texas. Information, documentation, and
other material prepared and submitted in connection with this Contract or any related
Solicitation may be subject to public disclosure pursuant to the Texas Public Information
Act. In accordance with Section 2252.907 of the Texas Government Code, Contractor is
required to make any information created or exchanged with the State pursuant to the
Contract, and not otherwise excepted from disclosure under the Texas Public Information
Act, available in a format that is accessible by the public at no additional charge to the
State.
4. Contracting Information Requirements
Contractor represents and warrants that it will comply with the requirements of Section
552.372(a) of the Texas Government Code. Except as provided by Section 552.374(c) of
the Texas Government Code,the requirements of Subchapter J (Additional Provisions
Related to Contracting Information), Chapter 552 of the Government Code, may apply to
the Contract and the Contractor agrees that the Contract can be terminated if the
Contractor knowingly or intentionally fails to comply with a requirement of that
subchapter.
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5. Assignment
A. Contractor shall not assign its rights under the Contract or delegate the performance
of its duties under the Contract without prior written approval from System Agency.
Any attempted assignment in violation of this provision is void and without effect.
B. Contractor understands and agrees the System Agency may in one or more
transactions assign,pledge,or transfer the Contract. Upon receipt of System
Agency's notice of assignment,pledge, or transfer, Contractor shall cooperate with
System Agency in giving effect to such assignment,pledge, or transfer, at no cost to
System Agency or to the recipient entity.
6. Terms and Conditions
Contractor accepts the Solicitation terms and conditions unless specifically noted by
exceptions advanced in the form and manner directed in the Solicitation, if any, under
which this Contract was awarded. Contractor agrees that all exceptions to the Solicitation,
as well as terms and conditions advanced by Contractor that differ in any manner from
HHS' terms and conditions, if any, are rejected unless expressly accepted by System
Agency in writing.
7. HHS Right to Use
Contractor agrees that HHS has the right to use, produce, and distribute copies of and to
disclose to HHS employees, agents, and contractors and other governmental entities all or
part of this Contract or any related Solicitation Response as HHS deems necessary to
complete the procurement process or comply with state or federal laws.
8. Release from Liability
Contractor generally releases from liability and waives all claims against any party
providing information about the Contractor at the request of System Agency.
9. Dealings with Public Servants
Contractor has not given, has not offered to give, and does not intend to give at any time
hereafter any economic opportunity, future employment, gift, loan, gratuity, special
discount, trip, favor, or service to a public servant in connection with this Contract or any
related Solicitation, or related Solicitation Response.
10. Financial Participation Prohibited
Under Section 2155.004, Texas Government Code(relating to financial participation in
preparing solicitations), Contractor certifies that the individual or business entity named
in this Contract and any related Solicitation Response is not ineligible to receive this
Contract and acknowledges that this Contract may be terminated and payment withheld if
this certification is inaccurate.
11. Prior Disaster Relief Contract Violation
Under Sections 2155.006 and 2261.053 of the Texas Government Code (relating to
convictions and penalties regarding Hurricane Rita, Hurricane Katrina, and other
disasters), the Contractor certifies that the individual or business entity named in this
Contract and any related Solicitation Response is not ineligible to receive this Contract
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and acknowledges that this Contract may be terminated and payment withheld if this
certification is inaccurate.
12. Child Support Obligation
Under Section 231.006(d) of the Texas Family Code regarding child support, Contractor
certifies that the individual or business entity named in this Contract and any related
Solicitation Response is not ineligible to receive the specified payment and acknowledges
that the Contract may be terminated and payment may be withheld if this certification is
inaccurate. If the certification is shown to be false, Contractor may be liable for
additional costs and damages set out in 231.006(f).
13. Suspension and Debarment
Contractor certifies that it and its principals are not suspended or debarred from doing
business with the state or federal government as listed on the State of Texas Debarred
Vendor List maintained by the Texas Comptroller of Public Accounts and the System for
Award Management(SAM) maintained by the General Services Administration. This
certification is made pursuant to the regulations implementing Executive Order 12549
and Executive Order 12689, Debarment and Suspension, 2 C.F.R. Part 376, and any
relevant regulations promulgated by the Department or Agency funding this project. This
provision shall be included in its entirety in Contractor's subcontracts, if any, if payment
in whole or in part is from federal funds.
14. Excluded Parties
Contractor certifies that it is not listed in the prohibited vendors list authorized by
Executive Order 13224, "Blocking Property and Prohibiting Transactions with Persons
Who Commit, Threaten to Commit, or Support Terrorism,"published by the United
States Department of the Treasury, Office of Foreign Assets Control.'
15. Foreign Terrorist Organizations
Contractor represents and warrants that it is not engaged in business with Iran, Sudan, or
a foreign terrorist organization, as prohibited by Section 2252.152 of the Texas
Government Code.
16. Executive Head of a State Agency
In accordance with Section 669.003 of the Texas Government Code, relating to
contracting with the executive head of a state agency, Contractor certifies that it is not (1)
the executive head of an HHS agency, (2) a person who at any time during the four years
before the date of this Contract was the executive head of an HHS agency, or(3) a person
who employs a current or former executive head of an HHS agency.
17. Human Trafficking Prohibition
Under Section 2155.0061 of the Texas Government Code, Contractor certifies that the
individual or business entity named in this Contract is not ineligible to receive this
Contract and acknowledges that this Contract may be terminated and payment withheld if
this certification is inaccurate.
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18. Franchise Tax Status
Contractor represents and warrants that it is not currently delinquent in the payment of
any franchise taxes owed the State of Texas under Chapter 171 of the Texas Tax Code.
19. Debts and Delinquencies
Contractor agrees that any payments due under this Contract shall be applied towards any
debt or delinquency that is owed to the State of Texas.
20. Lobbying Prohibition
Contractor represents and warrants that payments to Contractor and Contractor's receipt
of appropriated or other funds under this Contract or any related Solicitation are not
prohibited by Sections 556.005, 556.0055, or 556.008 of the Texas Government Code
(relating to use of appropriated money or state funds to employ or pay lobbyists, lobbying
expenses, or influence legislation).
21. Buy Texas
Contractor agrees to comply with Section 2155.4441 of the Texas Government Code,
requiring the purchase of products and materials produced in the State of Texas in
performing service contracts.
22. Disaster Recovery Plan
Contractor agrees that upon request of System Agency, Contractor shall provide copies of
its most recent business continuity and disaster recovery plans.
23. Computer Equipment Recycling Program
If this Contract is for the purchase or lease of computer equipment,then Contractor
certifies that it is in compliance with Subchapter Y, Chapter 361 of the Texas Health and
Safety Code related to the Computer Equipment Recycling Program and the Texas
Commission on Environmental Quality rules in 30 TAC Chapter 328.
24. Television Equipment Recycling Program
If this Contract is for the purchase or lease of covered television equipment, then
Contractor certifies that it is compliance with Subchapter Z, Chapter 361 of the Texas
Health and Safety Code related to the Television Equipment Recycling Program.
25. Cybersecurity Training
A. Contractor represents and warrants that it will comply with the requirements of
Section 2054.5192 of the Texas Government Code relating to cybersecurity training
and required verification of completion of the training program.
B. Contractor represents and warrants that if Contractor or Subcontractors, officers,or
employees of Contractor have access to any state computer system or database,the
Contractor, Subcontractors, officers, and employees of Contractor shall complete
cybersecurity training pursuant to and in accordance with Government Code, Section
2054.5192.
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26. Restricted Employment for Certain State Personnel
Contractor acknowledges that, pursuant to Section 572.069 of the Texas Government
Code, a former state officer or employee of a state agency who during the period of state
service or employment participated on behalf of a state agency in a procurement or
contract negotiation involving Contractor may not accept employment from Contractor
before the second anniversary of the date the Contract is signed or the procurement is
terminated or withdrawn.
27. No Conflicts of Interest
A. Contractor represents and warrants that it has no actual or potential conflicts of
interest in providing the requested goods or services to System Agency under this
Contract or any related Solicitation and that Contractor's provision of the requested
goods and/or services under this Contract and any related Solicitation will not
constitute an actual or potential conflict of interest or reasonably create an appearance
of impropriety.
B. Contractor agrees that, if after execution of the Contract, Contractor discovers or is
made aware of a Conflict of Interest, Contractor will immediately and fully disclose
such interest in writing to System Agency. In addition, Contractor will promptly and
fully disclose any relationship that might be perceived or represented as a conflict
after its discovery by Contractor or by System Agency as a potential conflict. System
Agency reserves the right to make a final determination regarding the existence of
Conflicts of Interest, and Contractor agrees to abide by System Agency's decision.
28. Fraud,Waste,and Abuse
Contractor understands that HHS does not tolerate any type of fraud, waste, or abuse.
Violations of law, agency policies, or standards of ethical conduct will be investigated,
and appropriate actions will be taken. Pursuant to Texas Government Code, Section
321.022, if the administrative head of a department or entity that is subject to audit by the
state auditor has reasonable cause to believe that money received from the state by the
department or entity or by a client or contractor of the department or entity may have
been lost, misappropriated, or misused, or that other fraudulent or unlawful conduct has
occurred in relation to the operation of the department or entity, the administrative head
shall report the reason and basis for the belief to the Texas State Auditor's Office (SAO).
All employees or contractors who have reasonable cause to believe that fraud, waste, or
abuse has occurred(including misconduct by any HHS employee, Grantee officer, agent,
employee, or subcontractor that would constitute fraud, waste, or abuse)are required to
immediately report the questioned activity to the Health and Human Services
Commission's Office of Inspector General. Contractor agrees to comply with all
applicable laws, rules, regulations, and System Agency policies regarding fraud, waste,
and abuse including,but not limited to, HHS Circular C-027.
A report to the SAO must be made through one of the following avenues:
• SAO Toll Free Hotline: 1-800-TX-AUDIT
• SAO website:
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All reports made to the OIG must be made through one of the following avenues:
• OIG Toll Free Hotline 1-800-436-6184
• OIG Website: ReportTexasFraud.com
• Internal Affairs Email: IntemalAffairsReferral@hhsc.state.tx.us
• OIG Hotline Email: OIGFraudHotline@hhsc.state.tx.us
• OIG Mailing Address: Office of Inspector General
Attn: Fraud Hotline
MC 1300
P.O. Box 85200
Austin, Texas 78708-5200
29. Antitrust
The undersigned affirms under penalty of perjury of the laws of the State of Texas that:
A. in connection with this Contract and any related Solicitation Response, neither I nor
any representative of the Contractor has violated any provision of the Texas Free
Enterprise and Antitrust Act, Tex. Bus. & Comm. Code Chapter 15;
B. in connection with this Contract and any related Solicitation Response,neither I nor
any representative of the Contractor has violated any federal antitrust law; and
C. neither I nor any representative of the Contractor has directly or indirectly
communicated any of the contents of this Contract and any related Solicitation
Response to a competitor of the Contractor or any other company, corporation, firm,
partnership or individual engaged in the same line of business as the Contractor.
30. Legal and Regulatory Actions
Contractor represents and warrants that it is not aware of and has received no notice of
any court or governmental agency proceeding, investigation, or other action pending or
threatened against Contractor or any of the individuals or entities included in numbered
paragraph 1 of these Contract Affirmations within the five (5) calendar years immediately
preceding execution of this Contract or the submission of any related Solicitation
Response that would or could impair Contractor's performance under this Contract, relate
to the contracted or similar goods or services, or otherwise be relevant to System
Agency's consideration of entering into this Contract. If Contractor is unable to make the
preceding representation and warranty, then Contractor instead represents and warrants
that it has provided to System Agency a complete, detailed disclosure of any such court
or governmental agency proceeding, investigation, or other action that would or could
impair Contractor's performance under this Contract,relate to the contracted or similar
goods or services, or otherwise be relevant to System Agency's consideration of entering
into this Contract. In addition, Contractor acknowledges this is a continuing disclosure
requirement. Contractor represents and warrants that Contractor shall notify System
Agency in writing within five (5)business days of any changes to the representations or
warranties in this clause and understands that failure to so timely update System Agency
shall constitute breach of contract and may result in immediate contract termination.
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31. No Felony Criminal Convictions
Contractor represents that neither Contractor nor any of its employees, agents, or
representatives, including any subcontractors and employees, agents, or representative of
such subcontractors,have been convicted of a felony criminal offense or that if such a
conviction has occurred Contractor has fully advised System Agency in writing of the
facts and circumstances surrounding the convictions.
32. Unfair Business Practices
Contractor represents and warrants that it has not been the subject of allegations of
Deceptive Trade Practices violations under Chapter 17 of the Texas Business and
Commerce Code, or allegations of any unfair business practice in any administrative
hearing or court suit and that Contractor has not been found to be liable for such practices
in such proceedings. Contractor certifies that it has no officers who have served as
officers of other entities who have been the subject of allegations of Deceptive Trade
Practices violations or allegations of any unfair business practices in an administrative
hearing or court suit and that such officers have not been found to be liable for such
practices in such proceedings.
33. Entities that Boycott Israel
Contractor represents and warrants that (1) it does not, and shall not for the duration of
the Contract,boycott Israel or(2) the verification required by Section 2271.002 of the
Texas Government Code does not apply to the Contract. If circumstances relevant to this
provision change during the course of the Contract, Contractor shall promptly notify
System Agency.
34. E-Verify
Contractor certifies that for contracts for services, Contractor shall utilize the U.S.
Department of Homeland Security's E-Verify system during the term of this Contract to
determine the eligibility of:
1. all persons employed by Contractor to perform duties within Texas; and
2. all persons, including subcontractors, assigned by Contractor to perform work
pursuant to this Contract within the United States of America.
35. Former Agency Employees—Certain Contracts
If this Contract is an employment contract, a professional services contract under Chapter
2254 of the Texas Government Code, or a consulting services contract under Chapter
2254 of the Texas Government Code, in accordance with Section 2252.901 of the Texas
Government Code, Contractor represents and warrants that neither Contractor nor any of
Contractor's employees including, but not limited to, those authorized to provide services
under the Contract, were former employees of an HHS Agency during the twelve (12)
month period immediately prior to the date of the execution of the Contract.
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36. Disclosure of Prior State Employment—Consulting Services
If this Contract is for consulting services,
A. In accordance with Section 2254.033 of the Texas Government Code, a Contractor
providing consulting services who has been employed by, or employs an individual
who has been employed by, System Agency or another State of Texas agency at any
time during the two years preceding the submission of Contractor's offer to provide
services must disclose the following information in its offer to provide services.
Contractor hereby certifies that this information was provided and remains true,
correct, and complete:
1. Name of individual(s) (Contractor or employee(s));
2. Status;
3. The nature of the previous employment with HHSC or the other State of Texas
agency;
4. The date the employment was terminated and the reason for the termination; and
5. The annual rate of compensation for the employment at the time of its
termination.
B. If no information was provided in response to Section A above, Contractor certifies
that neither Contractor nor any individual employed by Contractor was employed by
System Agency or any other State of Texas agency at any time during the two years
preceding the submission of Contractor's offer to provide services.
37. Abortion Funding Limitation
Contractor understands, acknowledges, and agrees that, pursuant to Article IX of the
General Appropriations Act(the Act),to the extent allowed by federal and state law,
money appropriated by the Texas Legislature may not be distributed to any individual or
entity that, during the period for which funds are appropriated under the Act:
1. performs an abortion procedure that is not reimbursable under the state's Medicaid
program;
2. is commonly owned, managed, or controlled by an entity that performs an abortion
procedure that is not reimbursable under the state's Medicaid program; or
3. is a franchise or affiliate of an entity that performs an abortion procedure that is not
reimbursable under the state's Medicaid program.
The provision does not apply to a hospital licensed under Chapter 241, Health and Safety
Code, or an office exempt under Section 245.004(2), Health and Safety Code. Contractor
represents and warrants that it is not ineligible, nor will it be ineligible during the term of
this Contract, to receive appropriated funding pursuant to Article IX.
38. Funding Eligibility
Contractor understands, acknowledges, and agrees that, pursuant to Chapter 2272 (eff.
Sept. 1, 2021, Ch. 2273) of the Texas Government Code, except as exempted under that
Chapter, HHSC cannot contract with an abortion provider or an affiliate of an abortion
provider. Contractor certifies that it is not ineligible to contract with HHSC under the
terms of Chapter 2272 (eff. Sept. 1, 2021, Ch. 2273) of the Texas Government Code.
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39. Gender Transitioning and Gender Reassignment Procedures and Treatments for
Certain Children—Prohibited Use of Public Money; Prohibited State Health Plan
Reimbursement.
Contractor understands, acknowledges, and agrees that, pursuant to Section 161.704 of
the Texas Health and Safety Code (eff. Sept. 1, 2023), public money may not directly or
indirectly be used, granted,paid, or distributed to any health care provider, medical
school, hospital, physician, or any other entity, organization, or individual that provides
or facilitates the provision of a procedure or treatment to a child that is prohibited under
Section 161.702 of the Texas Health and Safety Code. Contractor also understands,
acknowledges, and agrees that, pursuant to Section 161.705 of the Texas Health and
Safety Code (eff. Sept. 1, 2023), HHSC may not provide Medicaid reimbursement and
the child health plan program established under Chapter 62 may not provide
reimbursement to a physician or health care provider for provision of a procedure or
treatment to a child that is prohibited under Section 161.702 of the Texas Health and
Safety Code. Contractor certifies that it is not ineligible to contract with System Agency
under the terms of Chapter 161, Subchapter X, of the Texas Health and Safety Code.
40. Prohibition on Certain Telecommunications and Video Surveillance Services or
Equipment (2 CFR 200.216)
Contractor certifies that the individual or business entity named in this Response or
Contract is not ineligible to receive the specified Contract or funding pursuant to 2 CFR
200.216.
41. COVID-19 Vaccine Passports
Pursuant to Texas Health and Safety Code, Section 161.0085(c), Contractor certifies that
it does not require its customers to provide any documentation certifying the customer's
COVID-19 vaccination or post-transmission recovery on entry to, to gain access to, or to
receive service from the Contractor's business. Contractor acknowledges that such a
vaccine or recovery requirement would make Contractor ineligible for a state-funded
contract.
42. COVID-19 Vaccinations
Contractor understands, acknowledges, and agrees that,pursuant to Article II of the
General Appropriations Act, none of the General Revenue Funds appropriated to the
Department of State Health Services (DSHS)may be used for the purpose of promoting
or advertising COVID-19 vaccinations in the 2024-25 biennium. It is also the intent of
the legislature that to the extent allowed by federal law, any federal funds allocated to
DSHS shall be expended for activities other than promoting or advertising COVID-19
vaccinations. Contractor represents and warrants that it is not ineligible, nor will it be
ineligible during the term of this Contract,to receive appropriated funding pursuant to
Article II.
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43. Entities that Boycott Energy Companies
In accordance with Senate Bill 13, Acts 2021, 87th Leg., R.S., pursuant to Section
2274.002 (eff. Sept. 1, 2023, Section 2276.002,pursuant to House Bill 4595, Acts 2023,
88th Leg., R.S.) of the Texas Government Code(relating to prohibition on contracts with
companies boycotting certain energy companies), Contractor represents and warrants
that: (1) it does not, and will not for the duration of the Contract,boycott energy
companies or(2)the verification required by Section 2274.002 (eff. Sept. 1, 2023,
Section 2276.002, pursuant to House Bill 4595, Acts 2023, 88th Leg., R.S.) of the Texas
Government Code does not apply to the Contract. If circumstances relevant to this
provision change during the course of the Contract, Contractor shall promptly notify
System Agency.
44. Entities that Discriminate Against Firearm and Ammunition Industries
In accordance with Senate Bill 19, Acts 2021, 87th Leg., R.S., pursuant to Section
2274.002 of the Texas Government Code (relating to prohibition on contracts with
companies that discriminate against firearm and ammunition industries), Contractor
verifies that: (1) it does not, and will not for the duration of the Contract,have a practice,
policy, guidance, or directive that discriminates against a firearm entity or firearm trade
association or(2)the verification required by Section 2274.002 of the Texas Government
Code does not apply to the Contract. If circumstances relevant to this provision change
during the course of the Contract, Contractor shall promptly notify System Agency.
45. Security Controls for State Agency Data
In accordance with Senate Bill 475,Acts 2021, 87th Leg., R.S., pursuant to Texas
Government Code, Section 2054.138, Contractor understands, acknowledges, and agrees
that if, pursuant to this Contract, Contractor is or will be authorized to access,transmit,
use, or store data for System Agency, Contractor is required to meet the security controls
the System Agency determines are proportionate with System Agency's risk under the
Contract based on the sensitivity of System Agency's data and that Contractor must
periodically provide to System Agency evidence that Contractor meets the security
controls required under the Contract.
46. Cloud Computing State Risk and Authorization Management Program (TX-RAMP)
In accordance with Senate Bill 475, Acts 2021, 87th Leg., R.S., pursuant to Texas
Government Code, Section 2054.0593, Contractor acknowledges and agrees that, if
providing cloud computing services for System Agency, Contractor must comply with
the requirements of the state risk and authorization management program and that System
Agency may not enter or renew a contract with Contractor to purchase cloud computing
services for the agency that are subject to the state risk and authorization management
program unless Contractor demonstrates compliance with program requirements. If
providing cloud computing services for System Agency that are subject to the state risk
and authorization management program, Contractor certifies it will maintain program
compliance and certification throughout the term of the Contract.
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47. Office of Inspector General Investigative Findings Expert Review
In accordance with Senate Bill 799, Acts 2021, 87th Leg., R.S., if Texas Government
Code, Section 531.102(m-1)(2) (eff. Apr. 1, 2025, Section 544.0106, pursuant to House
Bill 4611, Acts 2023, 88th Leg., R.S.) is applicable to this Contract, Contractor affirms
that it possesses the necessary occupational licenses and experience.
48. Contract for Professional Services of Physicians, Optometrists, and Registered
Nurses
In accordance with Senate Bill 799, Acts 2021, 87th Leg., R.S., if Texas Government
Code, Section 2254.008(a)(2) is applicable to this Contract, Contractor affirms that it
possesses the necessary occupational licenses and experience.
49. Foreign-Owned Companies in Connection with Critical Infrastructure
If Texas Government Code, Section 2274.0102(a)(1) (eff. Sept. 1, 2023, Section
2275.0102(a)(1), pursuant to House Bill 4595, Acts 2023, 88th Leg., R.S.) (relating to
prohibition on contracts with certain foreign-owned companies in connection with critical
infrastructure) is applicable to this Contract, pursuant to Government Code Section
2274.0102 (eff. Sept. 1, 2023, Section 2275.0102, pursuant to House Bill 4595,Acts
2023, 88th Leg., R.S.), Contractor certifies that neither it nor its parent company, nor any
affiliate of Contractor or its parent company, is: (1)majority owned or controlled by
citizens or governmental entities of China, Iran,North Korea, Russia, or any other
country designated by the Governor under Government Code Section 2274.0103 (eff.
Sept. 1, 2023, Section 2275.0103,pursuant to House Bill 4595, Acts 2023, 88th Leg.,
R.S.), or(2) headquartered in any of those countries.
50. Critical Infrastructure Subcontracts
For purposes of this Paragraph,the designated countries are China, Iran,North Korea,
Russia, and any countries lawfully designated by the Governor as a threat to critical
infrastructure. Pursuant to Section 113.002 of the Business and Commerce Code,
Contractor shall not enter into a subcontract that will provide direct or remote access to or
control of critical infrastructure, as defined by Section 113.001 of the Texas Business and
Commerce Code, in this state, other than access specifically allowed for product warranty
and support purposes to any subcontractor unless (i)neither the subcontractor nor its
parent company, nor any affiliate of the subcontractor or its parent company, is majority
owned or controlled by citizens or governmental entities of a designated country; and(ii)
neither the subcontractor nor its parent company,nor any affiliate of the subcontractor or
its parent company, is headquartered in a designated country. Contractor will notify the
System Agency before entering into any subcontract that will provide direct or remote
access to or control of critical infrastructure, as defined by Section 113.001 of the Texas
Business & Commerce Code, in this state.
51. Enforcement of Certain Federal Firearms Laws Prohibited
In accordance with House Bill 957, Acts 2021, 87th Leg., R.S., if Texas Government
Code, Section 2.101 is applicable to Contractor, Contractor certifies that it is not
ineligible to receive state grant funds pursuant to Texas Government Code, Section
2.103.
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Effective August 2023
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DocuSign Envelope ID:F63EC8EA-DDAE-4580-8F5C-053D303409AB
52. Prohibition on Abortions
Contractor understands, acknowledges, and agrees that, pursuant to Article II of the
General Appropriations Act, (1)no funds shall be used to pay the direct or indirect costs
(including marketing, overhead, rent, phones, and utilities) of abortion procedures
provided by contractors of HHSC; and (2) no funds appropriated for Medicaid Family
Planning, Healthy Texas Women Program, or the Family Planning Program shall be
distributed to individuals or entities that perform elective abortion procedures or that
contract with or provide funds to individuals or entities for the performance of elective
abortion procedures. Contractor represents and warrants that it is not ineligible, nor will it
be ineligible during the term of this Contract, to receive appropriated funding pursuant to
Article II.
53. False Representation
Contractor understands, acknowledges, and agrees that any false representation or any
failure to comply with a representation, warranty, or certification made by Contractor is
subject to all civil and criminal consequences provided at law or in equity including,but
not limited to, immediate termination of this Contract.
54. False Statements
Contractor represents and warrants that all statements and information prepared and
submitted by Contractor in this Contract and any related Solicitation Response are
current, complete, true, and accurate. Contractor acknowledges any false statement or
material misrepresentation made by Contractor during the performance of this Contract
or any related Solicitation is a material breach of contract and may void this Contract.
Further, Contractor understands, acknowledges, and agrees that any false representation
or any failure to comply with a representation, warranty, or certification made by
Contractor is subject to all civil and criminal consequences provided at law or in equity
including,but not limited to, immediate termination of this Contract.
55. Permits and License
Contractor represents and warrants that it will comply with all applicable laws and
maintain all permits and licenses required by applicable city, county, state, and federal
rules, regulations, statutes, codes, and other laws that pertain to this Contract.
56. Equal Employment Opportunity
Contractor represents and warrants its compliance with all applicable duly enacted state
and federal laws governing equal employment opportunities.
57. Federal Occupational Safety and Health Law
Contractor represents and warrants that all articles and services shall meet or exceed the
safety standards established and promulgated under the Federal Occupational Safety and
Health Act of 1970, as amended(29 U.S.C. Chapter 15).
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Effective August 2023
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58. Signature Authority
Contractor represents and warrants that the individual signing this Contract Affirmations
document is authorized to sign on behalf of Contractor and to bind the Contractor.
Signature Page Follows
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Effective August 2023
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DocuSign Envelope ID:F63EC8EA-DDAE-4580-8F5C-053D303409AB
Authorized representative on behalf of Contractor must complete and sign the following:
City of Port Arthur
Legal Name of Contractor
City of Port Arthur
Assumed Business Name of Contractor,if applicable (d/b/a or `doing business as')
Jefferson
Texas County(s) for Assumed Business Name (d/b/a or `doing business as')
Attach Assumed Name Certificate(s) filed with the Texas Secretary of State and Assumed
Name Certificate(s),if any, for each Texas County Where Assumed Name Certificate(s) has
been filed.
Signature of Authorized Representative Date Signed
Printed Name of Authorized Representative Title of Authorized Representative
First, Middle Name or Initial, and Last Name
449 Austin Avenue Port Arthur, TX, 77640
Physical Street Address City, State, Zip Code
449 Austin Avenue Port Arthur, TX, 77640
Mailing Address,if different City, State,Zip Code
(409)983-8832 (409)983-8832
Phone Number Fax Number
judith.smith@portarthurtx.gov Director of Health Services
Email Address DUNS Number
17460018550-011 74-6001885
Federal Employer Identification Number Texas Identification Number(TIN)
1-74-6001855-0 17460018850-11
Texas Franchise Tax Number Texas Secretary of State Filing Number
EMVNEFW2KN4
SAM.gov Unique Entity Identifier(UEI)
Health and Human Services
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DocuSign
Certificate Of Completion
Envelope Id:F63EC8EADDAE45808F5C053D303409AB Status:Sent
Subject: HHS001076500001,City of Port Arthur,Amendment 3,PH Workforce
Source Envelope:
Document Pages:38 Signatures:0 Envelope Originator:
Certificate Pages:2 Initials:0 CMS Internal Routing Mailbox
AutoNav:Enabled 11493 Sunset Hills Road
Envelopeld Stamping:Enabled #100
Time Zone:(UTC-06:00)Central Time(US&Canada) Reston,VA 20190
CMS.InternalRouting@dshs.texas.gov
IP Address: 167.137.1.15
Record Tracking
Status:Original Holder:CMS Internal Routing Mailbox Location: DocuSign
12/14/2023 9:15:49 AM CMS.InternalRouting@dshs.texas.gov
Signer Events Signature Timestamp
Judith Smith Sent: 12/14/2023 9:25:58 AM
judith.smith@portarthurtx.gov Viewed: 12/17/2023 10:59:31 PM
Director of Health Services Signed: 12/18/2023 12:13:29 PM
City of Port Arthur Using IP Address:71.40.211.219
Security Level:Email,Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Ron Burton Sent: 12/18/2023 12:13:31 PM
ron.burton@portarthurtx.gov
City Manager
City of Port Arthur
Security Level:Email,Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Jonah Wicznski
jonah.wilczynski@dshs.texas.gov
Security Level:Email,Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Patty Melchior
Patty.Melchior@dshs.texas.gov
Security Level: Email,Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
David Gruber
David.Gruber@dshs.texas.gov
Security Level:Email,Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
In Person Signer Events Signature Timestamp
Editor Delivery Events Status Timestamp
Agent Delivery Events Status Timestamp
Intermediary Delivery Events Status Timestamp
Certified Delivery Events Status Timestamp
Carbon Copy Events Status Timestamp
CMS Internal Routing Mailbox
CMS.InternalRouting@dshs.texas.gov
Security Level:Email,Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Fred L.Waterman
Fred.Waterman@dshs.texas.gov
Security Level:Email,Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Witness Events Signature Timestamp
Notary Events Signature Timestamp
Envelope Summary Events Status Timestamps
Envelope Sent Hashed/Encrypted 12/14/2023 9:25:58 AM
Payment Events Status Timestamps