Request for Quotation. to Provide Independent Auditing Services. for Texoma Workforce Development Board

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1 Request for Quotation to Provide Independent Auditing Services for Texoma Workforce Development Board Issue Date: September 3, 2013 Due Date: October 1, 2013, 5:00 PM

2 Table of Contents Part 1 General Information Purpose Background Administration of This Request for Proposal 2 A. Method of Payment 3 B. Governing Provisions and Limitations 3 C. Proposer Selection Process 4 D. Contractor's Responsibilities 5 Part 2 Scope of This Request Audit Criteria and Technical Requirements 6 A. Audit Requirements 6 B. Description of Entity and Records 6 C. Scope of Services 6 Part 3 Instructions for Preparation and Submittal of Proposal Proposal Submittal Instructions Preparation of Response and Format 9 Part 4 Attachments, Information, Instructions and Forms Proposal Evaluation Criteria 12 Attachment A Proposal cover page Attachment B Certifications

3 Part 1 GENERAL INFORMATION 1.1 Purpose The Texoma Workforce Development Board (TWDB), a non-profit entity, is soliciting proposals from interested parties for professional, financial and compliance audit services of Federal funds as required by OMB circular A-133 and the State of Texas Single Audit Circular. Such services include an annual audit of approximately $6,000,000.00, which shall be performed in accordance with state policy and Federal regulations including the Single Audit Act of 1996, and OMB Circular No. A-133, and the State of Texas Single Audit Circular. This RFQ contains the technical specifications which define the services solicited herein, as well as the standards and requirements for this procurement. Part 1. General information: Provides both general background and specific requirements governing the administration of this procurement. Part 2. Scope of this Request: Describes the specific services and performances criteria for which TWDB will accept quotations. Part 3. Instructions for Preparation and Submittal of Proposals: Provides the required information and format necessary for preparation and submittal of a responsive quotation. This information must be completed as specified. Part 4. Attachments: Provides the required forms and additional instructions and information necessary for preparation and submittal of a responsive quotation. 1.2 Background The Texoma Workforce Development Board (TWDB) is incorporated under the Texas Non-Profit Corporation Act exclusively for non-profit educational purposes that qualify the Corporation as an exempt organization under Section 501(c)(3) of the Internal Revenue Code. The mission of the Texoma Workforce Development Board is Creating Workforce Solutions. The TWDB provides employment services and training to a three county area including Cooke, Grayson, and Fannin counties. IWS, Inc., a subcontractor to the TWDB since November 2001 provides services to approximately 18,000 participants per year and operates Child Care Services. Workforce Texoma employs a Chief Financial Officer and a Fiscal Assistant. The TWDB staff is comprised of nine employees on a full-time basis. The TWDB 2

4 Executive Director is Janie Bates; and Chief Financial Officer is Lacey Lucas. The TWDB administers the following programs: Workforce Investment Act (WIA) Federally funded programs for Adult, Dislocated Workers and Youth. Services include core, intensive and training services. Supplemental Nutrition Assistance Program (SNAP) Federally funded work readiness program to promote long-term self-sufficiency for SNAP recipients through employment, work-related education and training activities. Child Care Child care is a federally funded service that supports employers by subsidizing child care services for low-income parents who work, attend school, or participate in job training. Child Care Training (CCT) The primary goal of CCT is to improve the quality of child care by providing opportunities for childcare staff training. TANF (Temporary Assistance to Needy Families) A combination of state and federal funds used to assist TANF applicants, recipients, non-recipient parents, and former recipients in transitioning from welfare to work through participation in work-related activities that meet the needs of local employers. Wagner Peyser Employment Services Federally funded program which provides the universal access to core services and an integrated array of labor exchange and Workforce Investment Act (WIA) services delivered through One- Stop Career Centers. Texas Back to Work State funds to aid Texans timely re-entry into the workforce with the appropriate skills needed to be successful on the job and to retain employment, and to reduce the reliance on public assistance. Trade Assistance Act Federal funds to assist Trade certified dislocated workers with reemployment services, training, job search, relocation, and support benefits Administration of this Request For Quotations (RFQ) Funds Available: All awards are contingent upon the availability of funds from the Texas Workforce Commission. Contract Period: October 2013 through September 2014, however, the contract may be extended for up to four additional one-year terms. Contracts after the first year are contingent on funds availability and Contractor performance. Audit Period: October 1, 2012 through September 30, Procurement Standards: Procurement for an audit firm shall be in compliance with Federal Circular A-102, Procurement Standards, and the provisions of applicable 3

5 Federal Law or Executive Orders, as well as state and local policies for procurement. Solicitation via this RFQ shall ensure services are obtained efficiently and economically while maintaining maximum full and open competition. Technical Assistance: TWDB Executive Director or TWDB Chief Financial Officer will answer those questions pertaining to clarification of the RFQ. Accounting records are available for review at the Texoma Workforce Development Board, 5904 Texoma Parkway, Sherman, TX during normal business hours from 8:00 12:00 and 1:00 5:00 Monday through Friday. When audit field work begins, the CFO will be available to prepare schedules, pull reports and produce documents as needed. A. Method of payment Payment shall be made for services rendered and billed by the Contractor based on a mutually agreed upon payment method and schedule to be outlined in the negotiated contract. B. Governing Provisions and Limitations 1) A response to the Request for Quotations (RFQ) does not commit Texoma Workforce Development Board to a purchase agreement or contract, or to pay any costs incurred in the preparation of such response. 2) TWDB reserves the right to accept or reject any or all quotations received, to cancel this RFQ in part or its entirety, and to reissue this RFQ. 3) TWDB reserves the right to hold and accept a quotation for a period of thirty working days after the response deadline. 4) TWDB reserves the right to negotiate the final terms of any and all purchase agreements with bidders selected and such agreements negotiated as a result of this RFQ may be renegotiated and/or amended in order to successfully meet the needs of the audit contract. 5) TWDB reserves the right to waive any defect in this procurement process or to make changes to this solicitation, as it deems necessary. 6) TWDB will provide notifications of such changes to all bidders of record (Distribution Log/Receipts Record) as having received or requested an RFQ. 7) TWDB reserves the right to contact any individual; agencies or employers listed in a proposal, to contact others who may have experience and/or knowledge of the bidder's relevant performance and/or qualifications; and to request additional information from any and all proposers. 8) TWDB also reserves the right to conduct a review of systems, procedures, etc. of any bidder selected. This may occur prior to, or subsequent to the award of a purchase agreement. Misrepresentation of the proposer's ability 4

6 to perform as stated in the proposals may result in cancellation of the purchase agreement. 9) Proposers shall not, under penalty of law, offer or provide any gratuities, favors, or anything of monetary value to any officer, member, employee, or agent of the Texoma Workforce Development Board for the purpose of or having the effect of influencing favorable disposition toward their own proposal or any other proposal submitted hereunder. 10) No employee, officer, or agent of TWDB shall participate in the selection, award, or administration of a contract supported by TWC funds if a conflict of interest, real or apparent would be involved. (See OMB Circular A-102, Attachment 0, Procurement Standards, and Code of Conduct.) 11) Proposers shall not engage in any activity, which will restrict or eliminate competition. Violation of this provision may cause a proposer's bid to be rejected. This does not preclude joint ventures or subcontracts. 12) The only purpose of this Request for Quotation (RFQ) is to ensure uniform information in the solicitation of quotations and procurement of auditing services. This RFQ is not to be construed as a purchase agreement or contract as a commitment of any kind, nor does it commit TWDB to pay for costs incurred prior to the execution of a formal contract. 13) The contents of a successful quotation may become a contractual obligation, if selected for award of a contract. Failure of the proposer to accept this obligation may result in cancellation of the award. No pleas of error or mistake shall be available to successful proposer(s) as a basis for release of proposed services at stated price/costs. Any damages accruing to TWDB as a result of the proposer's failure to contract may be recovered from the proposer. 14) The Texoma Workforce Development Board is the responsible authority for handling complaints or protests regarding the proposal selection process. No protest shall be accepted by the grantor agency (State) until all administrative remedies at the grantee level have been exhausted. This includes, but is not limited to, disputes, claims, and protests of award, source evaluation, or other matters of a contractual nature. Matters concerning violation of law shall be referred to such authority, as may have proper authorization. 15) Solicitation and selection of quotations must conform to relevant state and federal laws and regulations and local policies governing the procurement of professional services under state and federal guidelines. Proposers are responsible for familiarizing themselves with these laws and regulations. C. Proposer Selection Process Factors to be considered in evaluating each proposal for audit services include the responsiveness to the request for proposal, relevant experience, availability of staff with 5

7 professional qualifications and technical abilities, the results of external quality control reviews, and price. The quotation review process will include: evaluation, rating, and ranking of proposals by TWDB staff and/or independent outside reviewers; and review, approval and selection for award of contract by the TWDB Board of Directors. The following shall apply to the selection process: 1) All quotations considered must be received on time and be responsive to the RFQ instructions. 2) Where the quality of two or more quotations is equal, cost will become a primary factor in the selection of a contractor. 3) Award may be made to the responsible bidder whose quotation will be most advantageous to the programs administered by the TWDB and its organization. 4) Positive efforts shall be made to utilize small, minority, and female owned or operated organization/business (HUB) in the procurement and provisions of these services. 5) Awards of contracts shall be made only to "Responsible Providers". TWDB may base its selection on the following, including but not limited to: mandatory criteria for professional qualification; a satisfactory record of past performance; provider's integrity and business ethics; accountability; financial stability; technical resources; and the provider's ability to meet performance and design criteria; the quality of the proposed services; and the reasonableness of the price/cost. The specific evaluation criteria are provided in Part 4.1 of this request. D. Contractor's responsibilities Provider selected will be required to assume all responsibility for all services provided. PART 2 SCOPE OF THIS REQUEST 2.1 Audit Criteria and Technical Requirements A. Audit Requirements The following current publications and guidelines shall govern: 1) The Single Audit Act of 1996: 2) American Institute of Certified Public Accountants (AICPA) Audit and Accounting Guide for Nonprofits; 3) Government Auditing Standards, Comptroller General of the United States; 6

8 4) Financial Accounting Standards Board (FASB) Statement No Financial Statements of Not-for-Profit Organizations 5) OMB Circulars A-50, A-102, A-110, A-122, A-133; 6) OMB's Compliance Supplements; 7) The Texas Uniform Grant Management Standards and Texas State Single Audit Circular; 8) The Texas Workforce Commission Financial Manual for Grants and Contracts (FMGC), WIA Issuance's, and WIA Official Notification, the state compliance and resolution monitoring guides; 9) Financial/Programmatic Monitoring Reports, Incident Reports, Investigative Reports of the Office of Inspector General, which may have potential audit implications; and 10) WIA and the Federal Regulations. B. Description of the Entity and Records to be Audited The TWDB is a non-profit entity with an operating budget of approximately $6,000,000 and a working staff of nine employees. The audit period is from October 1, 2012 through September 30, The accrual basis of accounting is utilized throughout the year of its funding. Fund accounting is utilized for all grants. All contracts issued by TWC to TWDB during FY 13 will be audited. C. Scope of services 1) Perform audit in compliance with Single Audit and A-133 audit for Non-Profit entity. 2) Work papers and work to be performed by client are to be identified in the proposal. 3) Records will be available after October 31, 2012 and preliminary work is to be completed by November 30, ) Report review timing and number of copies: a. Exposure draft is to be presented to TWDB Executive Director and Fiscal Agent on or before January 31, b. Final report is to be submitted to the Chief Financial Officer on or before February 28, 2014, and ten additional hard copies and one electronic copy for TWDB Board of Directors shall be made available. c. The firm may be asked to speak to the Board of Directors at the Board meeting held on March 19, 2014, at noon, after the completion of the audit. 7

9 5) Report Contents. Audit report must contain all elements as required by TWC Financial Manual for Grants and Contracts, Chapter 20, including but not limited to: a. Financial Statements reflecting TWDB s financial position, results of operations or changes in net assets, and where appropriate, cash flows for the fiscal year audited. The financial statements must be prepared in accordance with Governmental Accounting Standards Board (GASB) Statement 34, and other relevant GASB Statements. b. Schedule of Expenditures of Federal and State Awards. At a minimum, the schedule must: 1. show state awards expended separate from federal awards expended (even if the state funds are awarded within the federal funds as one program); 2. list individual federal and/or state programs by federal and/or state agency. For programs that are included in a cluster of programs, list individual programs within each cluster of programs; 3. for awards received as a subrecipient, the name of the passthrough entity and identifying number assigned by the passthrough entity must be included.; 4. provide total federal and/or state awards expended for each individual program, the program name, the program number if a number is used, Catalog of Federal Domestic Assistance (CFDA) title and number (if used to identify the program), or other relevant identifier when the program or CFDA information is not available; 5. include notes describing the significant accounting policies used in preparing the schedule; 6. to the extent practical, identify the total amount provided to TWDB from each program; and include, in the schedule or as a note, the value of the federal and/or state awards expended in the form of non-cash assistance, the amount of insurance in effect during the year, and outstanding loans or loan guarantees at year-end. c. Summary Schedule of Prior Audit Findings showing the status of all audit findings included in the prior audit s Schedule of Findings and Questioned Costs relative to federal and/or state awards. The schedule should include the reference numbers the auditor assigned to audit findings and the fiscal year in which the finding initially occurred. It must also include audit findings reported in the prior audit s Summary Schedule of Prior Audit Findings except audit findings listed as corrected, or no longer valid or not warranting further action. (Note: There were no findings reported in TWDB s prior audit.) d. Auditor s Report. The audit report must state that the audit was conducted in accordance with OMB Circular A-133 and the State of Texas Single Audit Circular, and it must include the following: 1. an opinion or disclaimer of opinion as to whether the financial 8

10 statements are presented fairly in all material respects in conformity with Generally Accepted Accounting Principles (GAAP), and an opinion or disclaimer of opinion as to whether the Schedule of Expenditures of Federal and State Awards is presented fairly in all material respects in relation to the financial statements as a whole; 2. a report on internal controls related to the financial statements and major federal and/or state programs that describes the scope and results of testing of internal controls, and if applicable, refers to the Schedule of Findings and Questioned Costs; 3. a report on compliance with laws, regulations, and the provisions of contracts or grant requirements which could have a material effect on the financial statements, including an opinion or disclaimer of opinion as to whether the entity that is being audited complied with laws, regulations, and the provisions of contracts or grant agreements that could have direct and material effect on each major federal and/or state program, and where applicable, refer to the separate Schedule of Findings and Questioned Costs; and 4. Schedule of Findings and Questioned Costs which includes the following items as described in OMB Circular A-133,.505 and the State of Texas Single Audit Circular,.505: i) a summary of the auditor s results; ii) findings relating to the financial statements which are required to be reported in accordance with generally accepted governmental auditing standards (GAGAS); and iii) findings and questioned costs for federal and/or state awards. e. Corrective Action Plan for current year audit findings that includes the reference numbers the auditor assigns to audit findings. The corrective action plan must provide the name(s) of the contact person(s) responsible for corrective action, the corrective action planned, and the anticipated completion date. If the TWDB does not agree with the audit findings or believes corrective action is not required, the Corrective Action Plan must include an explanation and specific reasons. 6) Instances of fraud, waste, and illegal acts or indications of such, including all questioned costs must be covered. 7) If issued, a Management Report is to be submitted as a separate report. 8) Work papers prepared by the auditors are the property of the audit firm, yet should be retained by the firm for a period of three years and made available to governmental auditors and other oversight bodies upon request. 9) All reports rendered on behalf of the TWDB by the audit firm are the exclusive property of the TWDB and subject to its use and control, according to applicable laws and regulations. 9

11 PART 3 INSTRUCTIONS FOR PREPARATION AND SUBMITTAL OF PROPOSAL 3.1 Proposal Submittal Instructions Response Deadline: All proposals must be actually received (not postmarked) by October 1, 2013, no later than 5:00 pm in the TWDB office, 5904 Texoma Parkway, Sherman, Texas Any modifications to the proposal must be actually received by the response deadline. Proposals delivered/received after the 5:00 p.m. deadline on the due date will be deemed late and unresponsive to this RFQ and procurement process and will not be considered. Format: Proposals must be typed and submitted on 8 1/2 X 11 inch paper in accordance with the instructions of Part 3 of this RFQ. Emphasis must be placed on addressing all the requirements of this RFQ in a clear and concise manner. Number of Copies: One (1) complete original, with original signatures and three (3) complete copies must be submitted. All must be legible. Person(s) Authorized to Represent the Organization: 1) Proposals shall identify the liaison and primary contact person; and 2) Person with documented signatory authority to enter into and execute a contract should the proposal be selected for negotiation and result in a contract. 3.2 Preparation of Response and Format Please complete and provide the following in accordance with the instructions provided herein, and submit them in the order outlined below. The Certification Regarding Debarment, Certification of Bidder, and Certification of Professional Qualifications must be executed to officially submit a response to this request. 1) Transmittal Letter Containing: a. Proposer's understanding of this request, its requirements, and services to be performed. b. Statement from authorized signatory that proposal is valid for thirty (30) days after submittal deadline. c. A positive statement of commitment to perform the services within the period specified or pay a penalty in the form of a discount on cost of services performed. 2) Proposal cover sheet (form attached) 3) Certifications (form attached) 4) HUB Certification (if applicable) 5) Proposer's Qualifications: 10

12 a. Names and credentials of proposer. (include copy of firm license) b. Copy of most recent peer review report. c. Describe any recent, local and regional office audit experience similar to the type requested; include WIA experience, if applicable. Provide names and telephone numbers of client references for at least three similar audits. d. Identify audit managers, field supervisors, and other staff who will work on the audit, including staff from other than the local office. Provide as an attachment résumés including relevant experience, continuing education, and copies of CPA certificates, as applicable, for auditor in charge up to the individual with final responsibility. e. If other auditors are to participate in the audit, similar information must be provided for those auditors. 6) Proposer's Profile: a. Organization and size, local, regional, national, or international in operation, including an organizational chart. b. Location of business headquarters; office where work is to be done and number of professional staff by staff level at that office. c. Range of services performed by local office such as auditing, accounting, tax services, or management services. 7) Approach to Audit a. Work Plan 1. Submit a work plan to accomplish the scope of the audit defined in Part 2 of this RFQ. Include time estimate for each segment of the work plan by staff level to be assigned. Where possible, individual staff members should be named and their titles provided; the planned use of specialists should be specified. 2. The audit work plan should demonstrate the auditor's understanding of the audit requirements of a Single Audit as specified in OMB Circular A-133 and the audit tests and procedures to be applied in completing the audit plan. The audit work plan should specify what work will be accomplished to allow the auditor to render: a) An opinion report on the financial statements; b) A report on the organization's internal control systems; c) A report on compliance with laws, regulations and contract provisions; and d) A Schedule of Findings and Questioned Costs. b. Reporting Requirements Describe proposer's understanding of, and ability to meet, reporting requirements including type and number of reports and exit conferences. c. Time Requirements Describe in detail plan to meet time line and reporting deadline 11

13 requirements. 8) Compensation Total cost of services proposed should be specified. All fees, expenses, and other requirements associated with providing audit services to TWDB shall be stated. PART 4 ATTACHMENTS, INFORMATION, INSTRUCTIONS AND FORMS 4. 1 Proposal Evaluation Criteria Proposals will be evaluated by TWDB using the following criteria and point system. Section I - Experience Were there any issues noted in the peer review? ( 5 points) Do the auditors assigned to this project possess the necessary skills and experience to support the work assigned? (10 points) Does the principal scope of work performed by the auditor/firm correlate to the services of this RFQ? (5 points) Does the auditor/firm possess experience in the auditing of WIA, TANF, SNAP, Child Care and other TWC or DOL programs? (5 points) Section Point Total: 25 Section II - Staffing Does the organizational chart adequately support the work required in the performance of the audit and assurance of a good quality control structure? Does the chart identify supervisors and auditors who will be conducting the audit? (5 points) Does the organizational chart provide a description of their organization, its size and the number of years in operation? (5 points) Did the auditor/firm provide biographic summaries of staff assigned that highlight relevant experience to project work? (5 points) Does it appear that there will be adequate supervision of staff involved in this project? (5 points) Are auditors assigned to this project CPAs? (5 points) Section Point Total: 25 Section III - Similar Projects Within past 5 years Does the auditor/firm demonstrate in their client listing that the clients have similar audit requirements of non-profits, governmental entities, workforce boards, or other audits in accordance with the Single Audit Act of 1996? Does the listing include contact name and phone numbers? (10 points) Does the auditor/firm describe the number of years they have been providing similar services? (5 points) Does the auditor/firm provide a minimum of 3 references? (1 points) Does the auditor/firm name any Workforce Boards or Workforce Center Operators in their client listing? (5 points) Does the auditor/firm identify the names of personnel proposed for this project who participated in the listed prior projects? (4 points) Section Point Total: 25 12

14 Section IV - Capability to Meet Schedules and Deadlines Does the Scope of Service and methodology proposed support that the work can be performed within the required timeframe as identified in the RFQ? (10 points) Does the number of auditors assigned to the audit appear reasonable to complete the work in a timely manner? (10 points) Based on the client listing, does the auditor/firm appear to have the necessary knowledge and skill to perform the audit services in accordance with the Single Audit Act Amendments of 1996, GAAP, GAAS, Yellow book, TWC FMGC, and other auditing standards? (5 points) Section Point Total: 25 Other Required Documents Where the following required documents submitted with the proposal and completed? (0 points) Proposal Cover Sheet Required Certifications HUB Certification Firm license CPA licenses Peer review Organizational chart Listing of personnel proposed for project Listing of clients Summaries of work performed by personnel TOTAL POINTS: 100 PART 5 GRIEVANCES & PROTESTS The Board is the responsible authority for handling grievances or protests regarding the proposal selection process. Upon receipt of status notice, proposers must inform TWDB s Executive Director, in writing, within fifteen (15) days of the date of the notification letter, of the intent to appeal. Proposers who believe that they have been treated unfairly during the review process or have concerns about the application of state and federal regulations and policies may file a protest. Grievances or protests should be filed in writing with: Ms. Janie Bates Executive Director Texoma Workforce Development Board 5904 Texoma Parkway Sherman, TX

15 ATTACHMENT A THE TEXOMA WORKFORCE DEVELOPMENT BOARD PROPOSAL COVER SHEET Business/Agency Name: Mailing Address: City: State: Physical Address: Phone No: Fax Number: Address: Proposal Contact Person: Title: Signature Authority: Title: Phone Number: Signature: I have read and understand the conditions of this proposal. I am authorized by the business or agency listed above to enter into a contractual agreement. I have read, understand and affirm all certifications included in Attachment B of this proposal. Tax / Legal Status: Corporation Sole Proprietor Private (check all that apply) Partnership Other Public Profit Non-Profit HUB (attach certificate) Date Established: FEIN or Social Security Number:

16 ATTACHMENT B CERTIFICATIONS SECTION 1 CERTIFICATION OF BIDDER I hereby certify that the information contained in this proposal and any attachments is true and correct and may be viewed as an accurate representation of proposed services to be provided by this organization. I certify that no employee, board member, or agent of the Texoma Workforce Development Board has assisted in the preparation of this proposal. I acknowledge that I have read and understood the requirements and provisions of the request for proposals and that the organization will comply with the WIA regulations and other applicable local, state, and federal regulations and directives, including Texas H.B in the implementation of this program. I also certify that I have read and understood the "Governing Provisions and Limitations" section of this request for proposals and will comply with the terms. Furthermore, I certify that I am an authorized signatory of the corporation, partnership, or sole proprietorship or other eligible entity named as bidder and Respondent herein and that I am legally authorized to sign this bid and submit it to the Texoma Workforce Development Board, on behalf of said Bidder by, and as applicable, the authority of its governing body. SECTION 2 - CERTIFICATIONS REGARDING LOBBYING, DEBARMENT, SUSPENSION AND OTHER RESPONSIBILITY MATTERS, AND DRUG-FREE WORKPLACE REQUIREMENTS Lobbying: This certification is required by the Federal Regulations, implementing Section 1352 of the Program Fraud and Civil Remedies Act, Title 31 U.S. Code, for the Department of Agriculture (7 CFR Part 3018), Department of Labor (29 CFR Part 93), Department of Education (34 CFR Part 82), Department of Health and Human Services (45 CFR Part 93). The offeror certifies that: (1) No federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any federal grant, the making of any federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any federal contract, grant, loan or cooperative agreement. (2) If any funds other than federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, and officer or employee of Congress, or an employee of a Member of Congress in connection with this federal contract, grant, loan or cooperative agreement, the undersigned shall complete and submit Standard Form - LLL, Disclosure Form to Report Lobbying, in accordance with its instructions. (3) The undersigned shall require that the language of this certification be included in the award documents for all subawards at all tiers (including subcontracts, subgrants, and contracts under grants, loans, and cooperative agreements) and that all subrecipients shall certify and disclose accordingly. Debarment, Suspension, and Other Responsibility Matters: This certification is required by the Federal Regulations, implementing Executive Order 12549, Government-wide Debarment and Suspension, for the Department of Agriculture (7 CFR Part 3017), Department of Labor (29 CFR Part 98), Department of Education (34 CFR Parts 85, 668 and 682), Department of Health and Human Services (45 CFR Part 76). The offeror certifies that neither it nor its principals: (1) Are presently debarred, suspended, proposed for debarment, declared ineligible or voluntarily excluded from participation in this transaction by any federal department or agency. (2) Have not within a three-year period preceding this offer been convicted of or had a civil judgment rendered against them for commission of fraud or a criminal offense in connection with obtaining, attempting to obtain, or performing a public (Federal, State or Local) transaction or contract under a public transaction, violation of Federal or State antitrust statutes or commission of embezzlement, theft, forgery, bribery, falsification or destruction of records, making false statements, or receiving stolen property;

17 (3) Are not presently indicted for or otherwise criminally or civilly charged by a governmental entity with commission of any of the offenses enumerated in Paragraph (2) of this certification; and, (4) Have not within a three-year period preceding this offer had one or more public transactions terminated for cause or default. Drug-Free Workplace: This certification is required by the Federal Regulations, implementing Sections of the Drug-Free Workplace Act, 41 U.S.C. 701; for the Department of Agriculture (7 CFR Part 3017), Department of Labor (29 CFR Part 98), Department of Education (34 CFR Parts 85, 668 and 682), and Department of Health and Human Services (45 CFR Part 76). The offeor certifies that it shall provide a drug-free workplace by: (a) Publishing a policy statement notifying employees that the unlawful manufacture, distribution, dispensing, possession or use of a controlled substance is prohibited in the workplace and specifying the consequences of any such action by an employee; (b) Establishing an ongoing drug-free awareness program to inform employees of the dangers of drug abuse in the workplace, the Offeror s policy of maintaining a drug-free workplace, the availability of counseling, rehabilitation and employee assistance programs, and the penalties that may be imposed on employees for drug abuse violations in the workplace; (c) Providing each employee with a copy of the Offeror s policy statement; (d) Notifying the employees in the Offeror s policy statement that as a condition of employment under this offer, employees shall abide by the terms of the policy statement and notifying the Offeror in writing within five days after any conviction for a violation by the employee of a criminal drug statute in the workplace; (e) Notifying the Commission within ten days of Offeror s receipt of a notice of a conviction of an employee; and, (f) Taking appropriate personnel action against an employee convicted of violating a criminal drug statute or requireing such employee to participate in a drug abuse assistance or rehabilitation program. SECTION 3 - TEXAS CORPORATE FRANCHISE TAX CERTIFICATION Pursuant to Article 2.45, Texas Business Corporation Act, state agencies may not contract with for profit corporations that are delinquent in making state franchise tax payments. The following certification that the corporation entering into this offer is current in its franchise taxes must be signed by the individual authorized on Form 2031, Corporate Board of Directors Resolution, to sign the contract for the corporation. The authorized representative of the corporation making the offer herein certifies that the following indicated statement is true and correct and that the representative understands making a false statement is a material breach of contract and is grounds for contract cancellation. Indicate the certification that applies to your corporation: The corporation is a for-profit corporation and certifies that it is not delinquent in its franchise tax payments to the State of Texas. The corporation is a non-profit corporation or is otherwise not subject to payment of franchise taxes to the State of Texas. SECTION 4 CERTIFICATION REGARDING CONFLICT OF INTEREST Offeror covenants and affirms that: (1) no manager, employee or paid consultant of the Offeror is a member of the Policy Board, the President, or manager of the Board; (2) no manager or paid consultant of the Offeror is a spouse to a member of the Policy Board, the President, or manager of the Board; (3) no member of the Policy Board, the President or an employee of the Board owns or controls more than 10 percent in the Offeror;

18 (4) no spouse of a member of the Policy Board, President or employee of the Board is a manager or paid consultant of the Offeror; (5) no member of the Policy Board, President, or employee of the Board receives compensation from Offeror for lobbying activities as defined in federal laws or Chapter 305 of the Texas Government Code; (6) Offeror has disclosed within the Proposal any interest, fact or circumstance which does or may present a potential conflict of interest; (7) should Offeror fail to abide by the foregoing covenants and affirmations regarding conflict of interest, Proposer shall not be entitled to the recovery of any costs or expenses incurred in relation to any contract with them and shall immediately refund to the Board any fees or expenses that may have been paid under the contract and shall further be liable for any other costs incurred or damages sustained by the Board relating to that contract. SECTION 5 CERTIFICATION REGARDING REPAYMENT OF PUBLIC SUBSIDIES BY BUSINESSES CONVICTED OF KNOWINGLY EMPLOYING UNDOCUMENTED WORKERS Pursuant to Texas Government Code , a business that applies to receive a public subsidy[1] from a state agency shall certify that the business, or a branch, division, or department of the business does not and will not knowingly employ an undocumented worker[2] as defined in Texas Government Code, (4). The undersigned authorized representative of the entity making the offer or application herein understands and certifies that: the following indicated statement is true and correct; making a false statement is a material breach of contract and grounds for contract cancellation; and if, after receiving a public subsidy, the entity is convicted of a violation under 8 United States Code 1324a(f) (relating to the unlawful employment of undocumented workers) the entity shall repay the amount of the public subsidy with interest, at the rate provided under the contract issued pursuant to this offer or application, within 120 days of receiving the notice of violation. These certifications are a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction. Signing the Proposal Cover Sheet indicates assurance of these certifications. Where the prospective recipient of federal assistance funds is unable to certify to any of the statements in this certification, such prospective recipient shall attach an explanation to this certification. [1] Public subsidy is broadly defined Texas Government Code (3)) as a public program or public benefit or assistance of any type that is designed to stimulate the economic development of a corporation, industry, or sector of the state s economy or to create or retain jobs in Texas. The term includes, among other things, bonds, grants, loans, loan guarantees, benefits relating to an enterprise or empowerment zone, infrastructure development and improvements designed to principally benefit a single business or defined group of businesses, and matching funds. The Commission s Office of General Counsel has found that HB 1196 does not apply to the acquisition of goods and services. [2] Undocumented worker is defined as an individual who, at the time of employment, is not lawfully admitted for permanent residence in the United States, or is not authorized under law to be employed in that manner in the United States.

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