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TRANSCRIPT
H. L. Whitman, Jr., Commissioner
REQUEST FOR QUALIFICATIONS (RFQ)
for
Psychiatric Services
Procurement Number: HHS0000018
Release Date: July 12, 2017
Response Deadline: August 31, 2022
NIGP Class/Item Code:
948-76
TABLE OF CONTENTS
ARTICLE I.STATEMENT OF WORK........................................................................................................... 3
SECTION 1.01SCOPE......................................................................................................................................... 3
SECTION 1.02DFPS MISSION ............................................................................................................................ 3
SECTION 1.03TERMS AND CONDITIONS. ............................................................................................................. 3
SECTION 1.04PROGRAM PURPOSE. ................................................................................................................... 3
SECTION 1.05NEED FOR SERVICE. ..................................................................................................................... 3
SECTION 1.06GEOGRAPHIC AREA(S).................................................................................................................. 4
SECTION 1.07ELIGIBLE POPULATION. ................................................................................................................. 4
SECTION 1.08CLIENT CHARACTERISTICS. ........................................................................................................... 4
SECTION 1.09SERVICE PROVIDER MINIMUM QUALIFICATIONS .............................................................................. 4
SECTION 1.10 SUBCONTRACTORS…………………………………………………………………………………….6
SECTION 1.11 MINIMUM INSURANCE REQUIREMENTS……………………………………………………………………..7
SECTION 1.12SERVICE AUTHORIZATION AND REFERRAL PROCESS ...................................................................... 9
SECTION 1.13MISSED OR CANCELLED APPOINTMENTS........................................................................................ 10
SECTION 1.14SERVICE DESCRIPTION ............................................................................................................... 10
SECTION 1.15 NON-OPTIONAL SERVICES ………………………………….……………………………………………….11
SECTION 1.16GOAL AND PERFORMANCE MEASURES. ....................................................................................... 14
ARTICLE II.UTILIZATION AND COMPENSATION ................................................................................... 15
SECTION 2.01UTILIZATION. .............................................................................................................................. 16
SECTION 2.02COMPENSATION. ........................................................................................................................ 16
SECTION 2.03INVOICING PROCESS. ................................................................................................................. 16
SECTION 2.04PROMPT PAYMENT. .................................................................................................................... 16
SECTION 2.05SEQUESTRATION IMPACT. ........................................................................................................... 17
ARTICLE III.DEFINITIONS .......................................................................................................................... 18
ARTICLE IV.RESPONSE INFORMATION AND REQUIREMENTS............................................................ 26
SECTION 4.01POINT OF CONTACT. ................................................................................................................... 26
SECTION 4.02AMENDMENTS AND ANNOUNCEMENTS REGARDING THIS RFQ. ..................................................... 26
SECTION 4.03HISTORICALLY UNDERUTILIZED BUSINESSES. .............................................................................. 26
SECTION 4.04NEWS RELEASES. ...................................................................................................................... 26
SECTION 4.05ATTACHED TERMS. ..................................................................................................................... 27
SECTION 4.06ERRORS WITHIN RFQ ................................................................................................................ 27
SECTION 4.07RFQ CANCELLATION/PARTIAL AWARD/NON-AWARD. ................................................................... 27
SECTION 4.08WITHDRAWAL OF RESPONSES..................................................................................................... 27
SECTION 4.09DEBRIEFING……………. ............................................................................................................... 27
SECTION 4.10PROTEST. .............................................................................................................................................. 27
SECTION 4.11RESPONSE SUBMISSION INSTRUCTIONS ...................................................................................... 27
ARTICLE V.EVALUATION.......................................................................................................................... 30
SECTION 5.01SCREENING................................................................................................................................ 30
SECTION 5.02SELECTION OF PROVIDER. .......................................................................................................... 30
SECTION 5.03NON-RESPONSIVE RESPONSES……………….................................................................................................... 30
SECTION 5.04CORRECTIONS TO A RESPONSE. ................................................................................................. 30
SECTION 5.05REVIEW AND VALIDATION OF RESPONSES.................................................................................... 30
SECTION 5.06ADDITIONAL INFORMATION. ......................................................................................................... 30
SECTION 5.07CONTRACT AWARD(S). ............................................................................................................... 31
ARTICLE VI.EXHIBIT DOCUMENT LIST .................................................................................................... 32
CPS Psychiatric Services
Procurement Number: HHS0000018
16
Article I.Statement of Work
Section 1.01 Scope
The State of Texas, by and through the Texas Department of Family and Protective Services (DFPS or the Department) and pursuant to its authority under Texas Human Resources Code §40.058, seeks to enter into contracts under its Child Protective Services (CPS) program for the provision of Psychiatric services in accordance with the specifications contained in and referenced by Request for Qualifications (RFQ) Number HHS0000018.
Section 1.02 DFPS Mission
The mission of DFPS is to protect Children, the elderly, and people with disabilities from abuse, neglect, and exploitation by working with clients, families, and communities.
Section 1.03 Terms and Conditions, Contract Term
The terms and conditions outlined throughout this solicitation govern the RFQ and any resulting contract. Any Contract awarded under this RFQ includes the following:
1) Most current version of DFPS Vendor Uniform Contract Terms and Conditions - Form 5645V, which
Contractor can access at Article 6, Exhibit A.
2) Most current version of DFPS Vendor Special Conditions - Form 5622V, which Contractor can access at Article 6, Exhibit B.
3) Most current version of DFPS General Affirmations, which Contractor can access at Article 6, Exhibit C.
Subcontractors must also comply with Section 1.03 Terms and Conditions.
4) Contract Term
DFPS will award one or more contracts for Psychiatric Services. The initial resulting Contract Term for each contract will be on the date of execution through August 31, 2022.
Section 1.04 Program Purpose
The purpose of the Child Protective Services (CPS) Program is to protect children and to act in the children’s best interest. CPS focuses on children and their families and seeks active involvement of the children’s parents and other family members to solve problems that lead to abuse or neglect. The objectives of CPS are to:
1) Prevent further harm to children and to keep children with their families when possible;
2) Provide permanence for children in substitute care by resolving safety threats or enhancing parental protective capacities and returning children to their families; and
3) Provide permanence for children who cannot return to their families.
Section 1.05 Need for Service
DFPS seeks to Contract with qualified providers to assist CPS in achieving program purpose and objectives. DFPS does not guarantee any minimum level of utilization or specific number of referrals. Utilization rate will vary according to the needs of staff, individual client needs and regional allocations. The final decision for use, partial use, and non-use of these professional services lies within the authority of DFPS.
DFPS purchases the following direct client services for eligible clients to determine danger to self or others, need for psychotropic medication or need for acute hospitalization:
1) Psychiatric Evaluation Services
2) Non-Optional Services - includes Court Related Services; Diagnostic Consultation; and
Translation and Interpretation Services
Section 1.06 Geographic Area(s)
The RFQ for Psychiatric Services is released on a statewide basis; however, contracts are awarded on a regional basis. Contracts are for the DFPS Region specified in the Service Area Delivery map, which Contractor can access at Article 6, Exhibit D.
Applicants will be able to select the counties within the Region where services will be provided using Package 3, Form A-3a Service Delivery Areas - Counties by Region.
Service hours must be flexible and include afternoon, evening, and weekend hours to accommodate working clients. Contractor must accommodate school age children by scheduling services at times that do not interfere with school attendance and participation in school activities.
Section 1.07 Eligible Population. Client Eligibility/Characteristics
Clients are eligible for services without regard to income. Services must be provided to individuals and families referred directly by DFPS CPS staff. Clients as referred to in this document include children and their parents/caregivers in open CPS cases.
Services under this contract do not extend to clients who are served under the foster care Medicaid model, currently known as STAR Health.
Section 1.08 Client Characteristics
The characteristics of clients to be served include, but are not limited to the following:
1) Children with behavioral problems or emotional problems due to abuse or neglect;
2) Children who need help adjusting to separation from parents or need help adjusting to returning to parents after any placement outside the home or in paid foster care; or
3) Parents or caregivers who are responsible for the care of abused and neglected children and need these services as a means of preventing future abuse or neglect.
Due to the nature of DFPS responsibilities, individuals referred will include involuntary clients.
Section 1.09 Service Provider Minimum Qualifications
In order to provide services, and receive payment for services rendered, each direct service provider (whether staff or subcontractor) must meet and maintain the minimum requirements set forth below. The same documentation process must be required for changes or additions to staff or subcontractors providing these services.
Licensing and Other Minimum standards
a.Board-eligible in psychiatry;
b.Licensed to practice medicine in the State of Texas and;
c.Must hold an unencumbered Texas License
d.DFPS prefers providers that are Medicaid credentialed and are certified or trained in Trauma-Informed Child Welfare Practice. For more information on trauma informed practices, see the DFPS website at URL: http://www.dfps.state.tx.us/PCS/Regional_Contracts/forms.asp
Required Record Keeping
TABLE 1 - REQUIRED PERSONNEL RECORDS
Service Provider Record Requirements
Purpose
Service provider records must support all Contractor Minimum requirements for Staff, Subcontractors, and Volunteers with regards to Qualifications.
Minimum
Requirements
The individual file for each staff, subcontractor and volunteer must include at a minimum, but is not limited to the following documentation:
a) Copy of the initial and annually submitted Form PCS-102, Contracting Entity and List of Staff, Subcontractors and Volunteers for each annual term of the contract;
b) The PCS-102 is also required any time there is a change of staff and must be approved by the Contract Manager prior to the specific staff providing services.
c) Documentation clearly establishing that the Contractor's service providers meet the minimum qualifications stated in this contract;
d) Criminal and DFPS History Check Copy of completed form
2970c and 2971c and the cleared disposition (exception:
subcontracted translators and interpreters);
e) Subcontract, if applicable;
f)Subcontractor’s certificate of insurance (exception: unless all doing business solely in the Contractor’s office, Commercial Crime Policy, and if providing interpreter/translator Services), and
g) Written approval by DFPS Contract Manger in required on Form PCS-102, Contracting Entity and List of Staff, Subcontractors and Volunteers.
TABLE 2 - REQUIRED CLIENT RECORDS
Purpose
Contractor must maintain documentation of services provided that include the date, start and end times of each service to substantiate billing invoices submitted to DFPS.
Minimum
Requirements
An individual Client Record is maintained by the Contractor that includes:
a) Form 2054 DFPS Service Authorization Form
b) Psychiatric Evaluation
c) Diagnostic Case Note(s)
DFPS reserves the right to require additional records as needed.
Section 1.10 Subcontractors
A subcontract is a written contract that assigns some of the obligations of a prime contract to another party. Subcontracts are between a primary contractor and the individual or entity assuming some of the obligations of the primary contractor. The prime contractor remains fully responsible for compliance with and full performance of all its duties and obligations under the original contract with DFPS. All activities associated with subcontracts must go through the prime contractor.
(1)Subcontract Requirements
a)Subcontractors providing services under the Contract must meet the same licensure and background check requirements as specified in this contract, with the exception of subcontracted translators/interpreters. No subcontract under the Contract shall relieve the Contractor of the responsibility for ensuring the requested services are provided in compliance with the prime contract.
b)The Contractor must obtain written acceptance of its subcontracting policies and procedures from the designated DFPS contract manager, within 90 days of contract execution.
i)The Contractor must submit a copy of the subcontract to be used. The agreement/contract must:
ii)Contain a clause requiring the subcontractor to accept and abide by all terms and conditions applicable to subcontractors under the prime contract.
iii)Hold DFPS harmless for the payment for services performed by the subcontractor.
iv)the subcontract clearly describes contract terms including but not limited to the following:
1)All parties to the contract;
2)The scope of work to be performed;
3)The administrative duties associated with the delivery of services;
4)Work schedules or when work is to be performed;
5)The credentialing requirements;
6)Compensation and rates of pay to include a measurable method of payment and incentives or remedies and their basis;
7)Contract performance requirements;
8)Description of monitoring to be conducted;
9)Reference or includes all terms required by the DFPS contract;
10)A termination clause;
11)All appropriate clauses to accomplish the contracted services at the service level expected in the prime contract.
c)The Contractor must submit a copy of its subcontracting policies and procedures. These must:
1. Detail the prime Contractor’s method(s) of selecting a subcontractor. The method identified must adequately meet all applicable state, federal, and program requirements, including any requirements for competitive procurement.
2. Include the requirement to maintain a copy of the subcontractor’s cleared or otherwise acceptable background check and documents to support the subcontractor has met any contract requirements for insurance, licensure, certifications, or applicable credentials. Exception: Subcontracted Translators and Interpreters.
3. Detail the subcontracting monitoring process to include: contract monitoring scope to include making the selection for monitoring, monitoring processes and tools, and methods used to report the results to the subcontractor and documented efforts to the obtainment of resolution for substandard performance.
4. Detail procedures to monitor that subcontracted services are being delivered as reported and claimed by the subcontractor.
5. Procedures that result in clear documentation of subcontractors being paid timely as required by the contract.
6. Subcontractor complaint process which allows the subcontractor to resolve issues with the prime contractor.
d)The DFPS contract manager will review and provide written acceptance of the prime contractor’s subcontracting:
a) policies and procedures;
b) subcontracting document;
c)monitoring policies and procedures; and
d) background check procedures.
A sample copy of the Subcontracting Review & Acceptance Form, PCS-107 has been made available for contractor viewing only on the DFPS website at:
URL: http://www.dfps.state.tx.us/PCS/Regional_Contracts/forms.asp
e)Contractor must submit a listing of all personnel initially and on an annual and as needed basis for DFPS approval, using the Contracting Entity and List of Staff, Subcontractors, and Volunteers, Form PCS-102; available on the DFPS website at:
URL: http://www.dfps.state.tx.us/PCS/Regional_Contracts/forms.asp
Section 1.11 Minimum Insurance Requirements
In order to mitigate risk under this RFQ resulting Contract, DFPS will require the Contractor to submit all required insurance/bond coverage that meets or exceeds current minimum DFPS insurance requirements and provide the Certificate of Insurance, Form 4736 prior to Contract execution.
(1)The Contractor will provide DFPS with documentation that meet these requirements; which can include, but is not limited to insurance policies, accords, certificates, self-insurance plans and/or bonds. DFPS reserves sole discretion to determine whether a document provided to DFPS meets the current minimum insurance requirements, coverage and/or limits.
(2)If the coverage will be provided through an insurance policy(ies) or other similar insurance document(s), then the issuing insurance company has to be authorized to do business in the State of Texas and have "B" or higher rating.
(3)If the coverage will be provided through a Self-Insurance Plan, then the plan submitted will cover any losses to the same manner as provided for in the more commonly seen insurance policy.
(4)If the coverage will be provided through a bond or other financial instrument, then the issuer must be authorized to do business in the State of Texas.
(5)The following current DFPS minimum insurance coverage and limits must be maintained throughout the resulting Contract term:
a)Commercial General Liability Insurance or equivalent insurance coverage including, but not limited to, liability with minimum combined bodily injury (including death) and property damage limits of $1,000,000. Per occurrence, and $2,000,000 aggregate.
b)Professional Liability insurance or equivalent insurance coverage to cover losses from errors and omissions during professional services with a minimum limit of $1,000,000 per occurrence, and $2,000,000. aggregate.
(6)Contractor Notice to DFPS of Any Material Changes
Contractor will immediately provide written notice to DFPS of any material changes to any document submitted under this Subsection; such notification also includes cancellation of coverage before the expiration date (i.e., end of policy period) of the applicable document.
(7)Renewals or New Coverages during Contract Period
Contractor will be responsible for ensuring that any document submitted under this Subsection is current and in full force and effect. If the document has a period of coverage, then the Contractor will ensure that after each renewal, they immediately provide the new coverage document using Certificate of Insurance, Form 4736. In the event that the Contractor obtains coverage from a new issuer or insurer, then the Contractor will immediately provide this document to DFPS.
(8)Request for Documents
Contractor will provide any required documents under this Subsection without expense or delay to DFPS.
(9)Proof of Insurance
Unless the contractor is self-insured, the DFPS Certificate of Insurance, Form 4736 is the only acceptable proof of insurance. The contractor may attach any supporting documentation to the DFPS Certificate of Insurance.
Section 1.12 Service Authorization and Referral Process
Clients who receive services under this contract will be referred via Service Authorization (Form 2054).
1) Authorization Form
Only services authorized on a Valid Service Authorization, Form 2054 may be claimed.
(a) A current Form 2054 must be on file prior to services being rendered;
(b)Form 2054 authorizing the service, must be maintained in each client's record as basis for payment from DFPS;
(c)The following claims will be subject to non-payment or collection if payment has already been made:
a)Service types not authorized;
b)Services delivered by a person not meeting the minimum qualifications or who has not received prior DFPS approval;
c)Service claims that exceed the number of units or fall outside the timeframes specified on the Form 2054; or
d)Missed appointments.
2) Referral Information
a) Client background information must be received prior to service delivery. Background information can be shared in a variety of documents, including a referral form, child plan, family plan, court report, etc. Additional information may be obtained verbally from the referring party.
b) Contractor must follow any case specific instruction provided in the Comments section of the Form 2054 or in the referral documents.
c) Contractor must address CPS concerns provided in the Comments section of the Service Authorization Form 2054 or in the referral documents.
3) Initiating Services
(a)Contractor must initiate contact with referred client within three (3) business days upon receipt of a valid service authorization (Form 2054) and referral documents (K9090-2036).
(b)Contractor must provide the authorized service(s) within ten (10) business days of receipt of form 2054 and referral information. When this time frame cannot be met the Contractor must notify the CPS caseworker of reason and maintain documentation in the client's record. This includes, but is not limited to:
(1)If a date and time cannot be agreed upon; or
(2)If a client is non-cooperative.
(c)It is anticipated that emergency situations may occur requiring a need for expedited services. Contractor must work closely with DFPS to expedite service delivery as requested.
(d)The Contractor must make initial contact within a time frame that allows sufficient time for the client to make arrangements to participate in services.
(e)The Contractor must utilize an appropriate method to contact the client to schedule the appointment so that services may begin within the designated time frames and to increase the likelihood of the client being able to participate.
(f)In some cases, the information provided at referral may have changed. If unable to reach the client for any reason, the Contractor must:
(1)Document each contact attempt including the method of contact used; and
(2)Contact the CPS caseworker requesting alternate or updated client contact information. Document this request.
Section 1.13Missed or Cancelled Appointments
Appointment Missed by Client
1) Contractor must contact the CPS Caseworker by 5:00 p.m. on the business day following any missed appointment.
2) When two (2) consecutive appointments are missed the Contractor must notify the CPS caseworker and obtain instructions on how to proceed. Further appointments must not be scheduled unless instructed by DFPS to do so.
3) Missed appointments are not billable to DFPS.
Section 1.14Service Description
Professional Services to be provided under the contract consist of:
1. Psychiatric Evaluation:
A psychiatric evaluation is conducted by a psychiatrist and includes a clinical interview, medical history, mental status exam, diagnosis and treatment recommendations. This evaluation is most useful in determining danger to self or others, need for psychotropic medication and need for acute hospitalization.
Evaluation services provided under this contract include the following activities:
This service includes:
Face-to-Face interview and assessment with the client conducted by a psychiatrist that includes a clinical interview, an assessment of medical history, a mental status exam, diagnosis and treatment recommendations.
oA type written interpretation of the findings; A meeting with the client to interpret the test results, when requested; and
oAn oral report when requested.
Reporting Requirements: The written report must be submitted to the CPS caseworker within ten (10) business days of the initial face-to-face evaluation meeting.
(1)Report Content Requirements
A complete typewritten report must be received by CPS caseworker within ten (10) business days of the client’s initial appointment.
The report must include, but is not limited to the following components:
a)Pertinent information regarding the client’s condition including, but not limited to:
i)Reason for the evaluation;
ii)History of the present illness;
iii)Past psychiatric history;
iv)History of alcohol and other substance use;
v)General medical history;
vi)Developmental, psychosocial, and sociocultural history;
vii)Relationship history;
viii)Parenting history;
ix)Occupational and military history;
x)Family history of psychiatric disorder;
xi)Mental status examination; and
xii)Behavioral observations during the session
b)Client specific test results including, but not limited to the following:
i)The name of the tests that were performed;
ii)The location at which the test was performed;
iii)The name and credentials of each provider involved in the preparation, administration and interpretation of the test;
iv)The interpretation of the test, which must include narrative descriptions of the findings of the tests;
v)The treatment being recommended, including how the test results affect the prescribed treatment; and
vi)Any recommendation for further testing, including an explanation that substantiates its necessity.
vii)Recommendations to DFPS for client's Plan of Service.
viii)Dated (month/day/year) signature of the performing provider
(2)Unit of Services: The unit of service is hourly, billed at fifteen (15) minute increments.
Section 1.15 Non-Optional Services - Required of all Applicants
Non-optional services include Court Related Services, Diagnostic Consultation, and subcontracted Translator and Interpreter Services:
Court Related Services
DFPS purchases court related services when legally necessary and appropriate for the well-being, safety, or permanency of the child.
Preparation
The Contractor and its representatives must ensure that they and the applicable service providers have personal knowledge of the matters to be discussed and are adequately prepared to do so.
Reimbursement
To be reimbursed for court related services, the Contractor must:
1) Receive a valid Service Authorization, Form 2054 prior to the service being delivered.
2) Complete the Court Related Services Case Note, Form 2057, for all court related services delivered. This form is located on the DFPS website at:
URL: https://www.dfps.state.tx.us/PCS/Regional_Contracts/forms.asp
3) Obtain a DFPS signature on Form 2057 attesting to the delivery of service.
4) Submit a completed, signed Form 2057 with its associated monthly billing invoice.
Attendance
The Contractor must ensure and require all requested or subpoenaed parties will attend depositions and court appearances at the times requested by DFPS.
Client Record Content Requirements
The following information must be maintained in the client file:
1) A copy of the completed Court Related Services Case Note, Form 2057; and
2) Subpoena, if applicable.
Billing Requirements
The Contractor must comply with requirements specified in Section 2.03
1) The unit of service is hourly, billed at 15 minute increments. Billing time begins at the time at which the Contractor is requested to arrive for testimony, or actual time of arrival, whichever is later, and ends immediately upon notification that no further service is required or testimony is completed.
2) Time required traveling to and from a courthouse or the site of a service is not billable.
3) Refer to Invoicing Procedure on the DFPS website at
URL: http://www.dfps.state.tx.us/PCS/Regional_Contracts/forms.asp
Diagnostic Consultation
Diagnostic Consultation is participation in a formal meeting or staffing, initiated by DFPS, to discuss a specific case. DFPS purchases diagnostic consultation services to obtain professional recommendations and opinions about a specific client.
Client Record Documentation Requirements
A Diagnostic Consultation Services Case Note must be completed and filed in the client case file and must include, but is not limited to the following components:
Name of client;
Date of service;
Start and end time of consultation;
Location of consultation;
Purpose of diagnostic consultation;
Brief summary of case information shared at consultation; and
Dated (month/day/year) signature of the performing provider.
Billing Requirements
Payment will only be made when service is authorized in writing via service authorization by DFPS.
Informal telephone conversations and meetings are not billable.
The unit of service is hourly, billed at fifteen (15) minute increments. Billing time begins at the time at which the Contractor is requested to arrive for consultation, or actual time of arrival, whichever is later, and ends immediately upon notification that no further service is required.
Refer to 5500GEN Invoicing Procedure located on the DFPS website at
URL: https://www.dfps.state.tx.us/PCS/Regional_Contracts/forms.asp
Translator and Interpreter Services
Translator or interpreter services provided by the licensed psychiatrist delivering a contracted service are not billable. Translator and interpreter services provided under subcontract include, but are not limited to:
Provision of information and services in a manner understandable to the client through the use of interpreters, translators, or other identified methods.
Use of auxiliary aids to ensure effective communication for clients with hearing, vision, speech, or other communication impairments.
Contractor Responsibilities
When a client’s ability to communicate is diminished due to Limited English Proficiency (LEP) or some other communication disability, DFPS reimburses for translator and interpreter services when subcontracted by the Contractor.
Contractor must ensure that communications with clients who have communication impairments are as effective as communications with other clients, and that clients understand all significant actions as fully as possible. Contractor is responsible for identifying the service provider and the compensation rate and securing prior approval from DFPS contract staff.
Follow Subcontracting Requirements specified in Section 1.10.
Client Record Documentation Requirements
The following information must be maintained in the client file:
1. Documentation required to satisfy subcontracting requirements as specified in Section 1.10, and
2. A case note to the client file documenting the need for service and type of service; and
3. A statement signed by the client stating they refuse translator/interpreter services.
Section 1.16 Goal and Performance Measures.
1. Pursuant to Texas Human Resources Code §40.058, all contracts for client services must include clearly defined goals and outcomes that can be measured to determine whether the objectives of the program are being achieved. The performance of the selected contractor(s) will be evaluated during the life of the contract through the Performance Measures contained in Article 6, Exhibit E and through monitoring of additional contract requirements.
2. DFPS reserves the right to revise performance measures at any time deemed necessary by the Department. Contractors will receive notice prior to any changes to performance measures. Upon notice of changes to the performance measures, Contractors may agree to the changes or opt to cancel the contract in accordance with contract requirements.
Article II.UTILIZATION AND COMPENSATION
Section 2.01 Utilization
DFPS cannot guarantee any minimum level of utilization or specific number of referrals, and utilization rates will vary according to the needs of DFPS staff, individual clients, and DFPS budgetary allocations.
Section 2.02 Compensation
Contactor will be paid a mutually agreed upon fee for each service rendered by Contractor.
Section 2.03 Invoicing Process
The Contractor will submit to DFPS a total bill each month in the format prescribed by the Department, and will accept as payment in full the contract negotiated unit rate.
No payment whatsoever shall be made under this Contract without the prior submission of detailed, correct invoices mailed to regional Contract office.
Invoice billing statements submitted to DFPS must include:
1. Department pre-bill, signed and dated, reflecting services authorized and delivered;
2. Signed State of Texas Purchase Voucher, Form 4116X;
3. Delivered Services Input, Form 2016, for anyone served but not listed on pre-bill; separate Form 2016 is required for each month of service when a resubmitted or supplemental claim is being made;
4. Medicaid denial notice, if applicable;
5. If applicable, a signed and dated certification completed by the interpreter/translator documenting the following:
a)The date and actual service time for each episode of service delivery;
b) The amount due per episode;
c)The calculation of the total amount billed for the billing month; and
d)Signature of psychiatrist affirming the interpreter/translator’s participation and accuracy of billing per episode.
6. Any other supporting documentation requested by the Department.
Due Date
The Contractor must submit a signed and dated Department pre-bill, reflecting services authorized and delivered data by the 15th of the month following the month of service delivery. Invoices must be received at the designated DFPS contract office.
Failure to submit invoices on time may be considered a contract compliance issue and be used in evaluating whether to renew or terminate the contract.
Section 2.04 Prompt Payment.
Pursuant to Texas Government Code, Subtitle F, §2251.021, the DFPS will make payments within thirty (30) days of receipt of a correct invoice and any required support information. In addition, DFPS
will pay any interest due on overdue payments according to the provisions of Texas Government Code, Subtitle F, §2251.026. DFPS will not provide cash advances to Contractors. The Contractor shall only submit invoices after it has provided the service being invoiced.
Section 2.05 Sequestration Impact.
Sequestration refers to the automatic spending cuts that are required under the 2011 Budget Control
Act. This law required $1.2 trillion in automatic cuts to mandatory and discretionary programs, to begin in 2013, if Congress failed to pass legislation that would reduce the nation’s deficit by at least $1.5 trillion during the next decade. The failure of Congress to pass any deficit reduction legislation has triggered the automatic cuts required under sequestration.
These across-the-board cuts are set to begin January 2, 2013, and continue for the next 10 years. The cuts must be split equally between security and non-security programs, according to the Budget Control Act.
DFPS has determined that this solicitation has the potential to be impacted by these budget cuts.
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Article III.DEFINITIONS
TERM
DEFINITION
Business Day
Any day other than a Saturday, Sunday, or day in which Texas state offices are authorized or obligated by law or executive order to be closed. http://sao.hr.state.tx.us/compensation/holidays.html
Caregiver
An individual who attends to the needs of a child.
Child
A person under 18 years of age who is not and has not been married or who has not had the disabilities of minority removed for general purposes.
Commission
Texas Health and Human Services Commission.
Complaint
A concern reported to DFPS contract staff about the
Contractor’s professionalism and/or quality of work.
Confidential Information
Any communication or record (whether oral, written electronically stored or transmitted, or in any other form) that consist of:
(1) Confidential Client information, including Protected
Health Information;
(2) All non-public budget, expense, payment and other financial information;
(3) All privileged Work Product;
(4) All information designated by DFPS or any other State agency as confidential, including all information designated as confidential under the Texas Public Information Act, Texas Government Code, Chapter 552;
(5) Unless publicly disclosed by DFPS or the State, the pricing , payments, and terms and conditions of the Agreement; and
(6) Information that is utilized developed, received, or maintained by DFPS, the Contractor, or participating State agencies for the purpose of fulfilling a duty or obligation under this Agreement and that has not been publicity disclosed.
Conservatorship
Legal responsibility, rights and duties that define the relationship between a child and the persons(s) or entity appointed by a court to assume these responsibilities.
TERM
DEFINITION
Contact
To get in touch with or communicate with via face-to-face, electronic communication (telephone, text, email, or computer/webcam) or letter.
Contract
A promise or a set of promises, for breach of which the law gives a remedy, or the performance of which the law in
some way recognizes as a duty. It is an agreement between two or more parties creating obligations that are enforceable or otherwise recognizable at law. The term also encompasses the written document that describes the terms of the agreement. For state contracting purposes, it
generally describes the terms of a purchase of goods or services from a vendor or service provider.
Contract Action
The exercise of any action authorized under the terms of the contract related to the contract. Contract actions include,
but are not limited to, modifications, renewals, and assessment of remedies.
Contract Management
Contract management is a core function that involves the continual monitoring of a contractor's performance to ensure its compliance with terms and conditions of a contract. It begins once all parties have signed a contract.
Contract Performance
Measures Report
A tool developed and utilized by DFPS to evaluate the Contractor’s performance related to the Performance Measures during the life of the contract.
Contract Renewal
The exercise of an option within the contract which ensures the contract end date can be extended for a certain increment of time as specified in the contract.
Contract Term
The period of time beginning with the commencement date or effective date of a contract and ending when the contract expires in accordance with its terms, or when it has been terminated. The contract term includes renewal options that have actually been exercised.
Contractor
An entity or person holding a written agreement with DFPS
to provide goods and services.
Cost Beneficial
The cost associated with acquiring the improvements in protective services and in the overall well-being of children that is reasonable, appropriate, and fair.
Court Appearance
Consists of an appearance at a court session or hearing with the intent to testify whether or not the testimony is actually provided.
CPS
Acronym for Child Protective Services, a division of Texas Department of Family and Protective Services.
TERM
DEFINITION
Credentialing
Documents
Documents which support the provider's contract required qualifications for the provision of services, such as a professional license, background check results, and insurance coverage.
Cultural Competence
The ability of individuals and systems to provide services effectively to people of various cultures, races, ethnic backgrounds, and religions in a manner that recognizes, values, affirms, and respects the worth of the individuals and protects and preserves their dignity.
Culturally Appropriate
Services are provided in a way that is respectful of the values, beliefs, traditions, customs, and parenting styles of the people that the provider serves.
Damages
Money claimed by, or ordered to be paid to, a person as compensation for loss or injury. The sum of money, which a person wronged, is entitled to receive from the wrongdoer as compensation for the wrong.
Data Source
The system or process from which information about a performance measure will be gathered.
Deliverable
A written, recorded or otherwise tangible work product prepared, developed, or procured by the contractor that is to be provided as part of the contractor’s obligations under the contract. A discrete type or increment of work. The work may involve the delivery of goods or services.
Department
Texas Department of Family and Protective Services
Deposition
Consists of testimony given out of court under oath for later use in open court.
DFPS
Acronym for the Texas Department of Family and Protective Services
Effective Date
The date of complete execution of the contract or the date upon which the parties agree the contract shall take effect.
Electronic State Business
Daily (ESBD)
The electronic marketplace described in Texas Government Code, § 2155.083, where state agency procurement opportunities over $25,000 are posted.
Estoppel
A legal bar to alleging or denying a fact because of one’s previous actions or words to the contrary.
Ethnicity
There are two categories for data on ethnicity: "Hispanic or Latino," and "Not Hispanic or Latino." [http://www.doi.gov/diversity/doc/racedata.htm]
Expectation
Applicant’s perception of satisfaction as indicated by responses made to the items on the Applicant Satisfaction Survey Questionnaire.
TERM
DEFINITION
Expedited Service
A requested Service that DFPS requires to be completed and properly submitted within a shorter timeframe than usually required based on receipt of the service authorization, form 2054.
Face to Face Contact
In person; directly.
Favorable Response
An affirmative answer such as yes, very satisfied, satisfied, strongly agree, agree or any other affirmative answer, as determined by DFPS.
Financial Audit
An independent audit to establish the reliability of an entity's financial information by determining whether the information is presented fairly in accordance with recognized criteria, performed in accordance with applicable auditing standards. Financial audits performed in accordance with Generally Accepted Government Auditing Standards (GAGAS) also provide users information regarding the entity's internal controls and compliance with laws, regulations and provisions of contracts and grant agreements as they relate to financial transactions, systems and processes.
Financial Remedies
Liquidated damages reflecting loss and damages to the State due to Contractor failure to provide acceptable services as specified in the contract.
Financial Resources
Cash or cash equivalent resources of that are sufficiently liquid and available to the Contractor sufficient to meet the estimated minimum cash requirements for the DFPS Region in which services are provided.
Fiscal Monitoring
A review of a contractor's financial operations which may include a review of internal controls for program funds in accordance with state and/or federal requirements, an examination of principles, laws and regulations, and a determination of whether costs are reasonable and necessary to achieve program objectives.
Fiscal Year (State of
Texas)
The period beginning September 1 and ending August 31 of each year.
Foster Care
DFPS-paid substitute care.
Foster Child
A child who is in a DFPS-paid substitute care placement
Health and Human
Services Agency
A state agency identified in § 531.001, Government Code.
Health and Human Services Commission (HHSC)
An agency of the state established by Government Code, Chapter 531.
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TERM
DEFINITION
Historically Underutilized
Business (HUB)
A minority or women-owned business as defined by
Government Code, Chapter 2161.
Indicator
The operational description of a performance measure.
Individual Cultural
Competence
The knowledge, skill or attribute one has relative to cultures other than his/her own that is observable in the consistent patterns of an individual’s behavior, interaction and work related activities over time, which contributes to the ability to effectively and equitably meet the needs of families receiving services. Individual Cultural Competence must be an on- going journey achieved through formal training and subsequent opportunities for open and honest discussions of racial and ethnic identity and the importance of a healthy racial and ethnic identity.
Invoice
A contractor’s bill or written request for payment under the contract for services performed.
Liaison
A person who initiates and maintains contact or connection.
Maltreatment
An incidence of physical, mental or emotional abuse or neglect of a child.
Methodology
A general description of the process that is used to calculate a performance measure.
Non-cooperative
Failure or refusal to cooperate, uncooperative.
Non-responsive
Noncompliance with a material aspect of the solicitation document resulting in a proposal being excluded from contract award consideration.
Official Case Record
Any documentation and materials in both the electronic file (primarily IMPACT) and external file (primarily paper or photos) associated with a specific case.
TERM
DEFINITION
Organizational Cultural
Competence
A set of values, behaviors, attitudes, and practices within a system, organization, program or among individuals, which enables staff, subcontractors and volunteers to work effectively with families from other cultures. Furthermore, it refers to their ability to honor and respect the beliefs, language, interpersonal styles, and behaviors of individuals and families receiving services. The organization must demonstrate these values by providing formal education and on-going opportunities for staff, subcontractor and volunteer discussions to promote understanding of the importance of racial and ethnic identity for the CPS client family.
Outcome
A measure that demonstrates the effect a service has on clients, typically related to improvements in the lives of clients with regard to safety, permanency, and well-being or support for DFPS staff in meeting these goals.
Performance Based
Contracting
The structuring of all aspects of the procurement of services around the purpose of the work to be performed and the desired results with the contract requirements set forth in clear, specific, and objective terms with measurable outcomes.
Performance Measure
A client outcome, a system improvement, or an administrative measure used to assess the performance of the contractor.
Performance Period
The period of time during which performance will be measured.
Placement
An event where DFPS places or authorizes placement of a child.
Procurement
The acquisition of goods or services.
Procurement Protest
Procedures
Procedures for resolving vendor protests relating to purchasing issues.
Professional and
Respectful Manner
Behavior, appearance and interactions exhibit courtesy, consideration and competence.
Proprietary
Products or services manufactured or offered under exclusive rights of ownership, including rights under patent, copyright or trade secret law.
Provider
Any individual providing services under a contract to a DFPS client under a contract award as a result of this Provider Enrollment.
Purpose
The reason for inclusion of a performance measure.
Qualified Personnel
Persons with proper training and, in some cases, credentials.
TERM
DEFINITION
Race
The standards have five categories for data on race: American Indian or Alaska Native, Asian, Black or African American, Native Hawaiian or Other Pacific Islander, and White. http://www.doi.gov/diversity/doc/racedata.htm
Referral
To assign or direct a client or family for services by a DFPS Service Authorization Form 2054.
Relative
A person related to a child by consanguinity (a close relation or connection) as determined under § 573.022, Government Code.
Remedies
Rights or opportunities under the terms of a contract or applicable law to take action against a contracting party to ensure performance or to redress wrongs. Some examples include the right to pursue actual damages, require corrective action plans, assess liquidated damages, seek an injunction, withhold payment, or terminate the contract.
Safety
Secure from maltreatment or the risk of maltreatment.
Service Delivery Area
(SDA)
A geographical area designated by DFPS, within which contracted services may be provided.
Service Providers
A person conducting assessments and studies.
Siblings
Children having one or both parents in common.
Software
All operating systems and applications software used by the Contractor to provide the services described in this Provider Enrollment contract.
Solicitation
A document requesting submittal of an application to provide goods or services in accordance with the advertised specifications.
Specifications
A description of what the purchaser requires and what an applicant must offer. The written statement or description and enumeration of particulars of goods to be purchased or services to be performed.
State
The State of Texas.
State Agency
Agency of the State of Texas as defined in Texas
Government Code 2056.001.
Subcontract
A written agreement between the original contractor and a third party to provide all or a specified part of the goods, services, work, and materials required in the original contract.
Subcontractor
Any individual or entity that has entered into a subcontract with contractor.
TERM
DEFINITION
Valid Service
Authorization, Form 2054
A Form 2054 that at a minimum Includes:
Issuance to the correct Contractor,
A service begin date that is no earlier that the date of receipt, and
CPS staff signature and date.
Validated Complaint
A complaint DFPS contract staff has determined is supported by the information gathered about the complaint.
Whole Percentage Point
Each percentage point less than one whole percentage point is rounded up to a whole percentage point if .5 or greater
and rounded down to 0 if less than .5.
Article IV.RESPONSE INFORMATION AND REQUIREMENTS
Section 4.01 Point of Contact.
The sole point of contact for inquiries concerning this RFQ is:
Point of Contact:
Delayne Williams, Purchased Client Services Support
Address:
Texas Department of Family & Protective Services
701 W. 51st Street; MC E-541
Austin, Texas 78751
Email:
Respondent must direct all communications and questions relating to this RFQ to the Point of Contact named above. Respondents may not communicate with other DFPS staff members concerning this RFQ. A Respondent's failure to comply with these requirements may result in DFPS disqualifying the Respondent from being eligible to receive an awarded contract under this procurement.
Section 4.02 Amendments and Announcements Regarding this RFQ.
HHSC will post all official communication regarding this RFQ on the HHS Enrollment Opportunities page (https://apps.hhs.texas.gov/pcs/openenrollment.cfm). DFPS reserves the right to revise the RFQ at any time. Responses must comply with any changes, amendments, or clarifications posted to the Enrollment Opportunities page prior to the date the Response is due. Respondents should check the Enrollment Opportunities page frequently for notice of matters affecting the RFQ.
Section 4.03 Historically Underutilized Businesses.
DFPS adheres to the administrative rules, policies, and forms developed by the Health and Human Services Commission relating to Historically Underutilized Businesses (HUBs). This RFQ does not require Respondents to complete a HUB Subcontracting Plan. For more information about the HUB program at DFPS, contact the HHSC HUB Coordinator at [email protected].
Section 4.04 News Releases.
Prior to award, a Respondent may not issue a press release or provide any information for public consumption regarding its participation in the procurement. After award, a Respondent must receive prior written approval from DFPS before issuing a press release or providing information for public consumption regarding its participation in the procurement. Requests should be directed to the Point of Contact identified in Section 4.01. This Section does not preclude business communications necessary for a Respondent to develop a response including discussions with potential subcontractors, or required reporting to shareholders or governmental authorities.
Section 4.05 Attached Terms
Any terms and conditions attached to the response will not be considered unless specifically referred to in this Request for Qualifications and may result in disqualification of the response.
Section 4.06 Errors Within RFQ
Respondents must notify DFPS of any ambiguity, conflict, discrepancy, exclusionary specifications, omission or other error in the RFQ If a Respondent fails to notify DFPS of these issues, it will submit a Response at its own risk, and if awarded a contract:
Will have waived any claim of error or ambiguity in the RFQ or resulting contract,
Will not contest DFPS’s interpretation of such provisions(s), and
Will not be entitled to additional compensation, relief or time by reason of the ambiguity, error, or its later correction.
Section 4.07 RFQ Cancellation/Partial Award/Non-Award.
DFPS reserves the right to cancel this RFQ, to make a partial award, or to make no award if it determines that such action is in the best interest of the State of Texas.
Section 4.08 Withdrawal of Responses
Respondents have the right to withdraw their Responses from consideration at any time prior to the RFQ Response deadline of August 31, 2017, by submitting a written request for withdrawal to the Point of Contact, as designated in Section 4.01.
Section 4.09 Debriefing
Any Applicant who is not awarded a contract may request a debriefing by submitting a written request to the Point of Contact as provided in subsection 4.01 of this open enrollment. DFPS' debriefing provides information to the Applicant(s) on the strengths and weaknesses of their Application.
Section 4.10 Protest
The protest procedure for an Applicant who is not awarded a contract to protest an award or tentative award made by DPFS is allowed for competitive procurements. This procurement is non-competitive and cannot be protested as provided in 1 TAC §391.301.
Section 4.11 Response Submission Instructions
1) Organization of Electronic Response Submission
DO NOT submit both an e-mailed application and a mailed application.
The preferred method of application submission is by e-mail submission to:
Faxed submittals will not be accepted.
If submitting electronically, the E-mail subject line should include:
“RFQ #HHS0000018 - (Legal Name of Entity)”
Applicant must organize and submit an electronically scanned and signed copy of its application in the following order and format. The completed electronic packet will include four attachments with the documents included in the following order within the attachments.
All required forms are available in Packages 2-9 on this Enrollment’s main page at:
https://apps.hhs.texas.gov/PCS/HHS0000018.
(a)Attachment 1: Application for Provision of Services and Service Delivery Areas
-Form A-3 Application: All information must be provided as requested by the application form. Incomplete/partial applications may not be accepted. APPLICATION MUST BE SIGNED.
- Form A-3a Service Delivery Areas-Counties by Region
(b)Attachment 2: Required Forms
Applicant must return all required forms with the application response. Forms must be signed where applicable. Scan all forms into one attachment and name the attachment “Required Forms”.
-Form 2970c Disclosure and Consent to Release of Information
-Form F-500-2971c Request for Criminal History and DFPS History Check
-Form 4108x Vendor Direct Deposit Authorization
-Form 4109x Application for Texas Identification Number and Instructions
-Form 4736 Certificate of Insurance
-Form PCS-102 Contracting Entity and List of Staff, Subcontractors and Volunteers
(c)Attachment 3: Copy of Contractor’s Current Medical License
(d)Attachment 4: Copy of Contractor’s Resume or Curriculum Vitae
2)Additional Requirements
(a)Each document, as appropriate must be signed where indicated.
(b)The name of the Applicant must appear at the top right hand corner of each page;
(c)The solicitation number must appear at the top right hand corner of each page under the Applicant's name;
(d)All pages must be collated;
(e)All pages must be sequentially numbered.
3)Alternate Submission Regular Mail (Paper Copy PLUS portable media device): Use only regular mail submission if applicant is unable to email the completed application, supporting documentation, and attachments per the guidelines above.
DO NOT submit both an e-mailed application and a mailed application.
If applicant is unable to submit electronically via e-mail submission; applicant MAY
submit via regular mail submission. Applicant must submit a portable media device such as a flash drive or compact disc with a copy of the complete application in the same file format as the electronic response submission.
(a)The entire application package must be packaged in a Letter Size, 3.5 inch expandable pocket folders.
(1)Label the expandable folder(s) as follows:
Line 1: Applicant/Organization Name
Line 2: RFQ #HHS0000018 - Psychiatric Services
(2)Include the following labeled dividers:
Application
Required Forms, License and Curriculum Vitae
Electronic Copies
(b)One original set of the application, related documentation and forms must be placed in a package and correctly identified with the RFQ number. It is Applicant’s responsibility to appropriately mark and deliver the application and related materials in response to this RFQ.
3)Delivery of Mailed Applications
The completed enrollment application, required forms and portable media device is to be mailed to the physical address specified below.
Texas Dept. of Family & Protective Services
Attn: Delayne Williams
701 W 51st Street; MC E-541
Austin, Texas 78751
4)Costs Incurred
Applicants understand that issuance of this RFQ in no way constitutes a commitment by DFPS to award a contract or to pay any costs incurred by an Applicant in the preparation of a response to this RFQ. DFPS is not liable for any costs incurred by an Applicant prior to issuance of or entering into a formal agreement, contract, or purchase order. Costs of developing applications, preparing for or participating in oral presentations and site visits, or any other similar expenses incurred by an Applicant are entirely the responsibility of the Applicant, and will not be reimbursed in any manner by the State of Texas.
.
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Article V.EVALUATION
Section 5.01 Screening.
DFPS will screen all Responses according to the evaluation process described in this section.
Section 5.02 Selection of Provider.
In accordance with Government Code Chapter 2254.003, the provider(s) will be selected on the basis of demonstrated competence and qualifications to perform the services.
The professional fees under the contract:
1) Must be consistent with and not higher than the recommended practices and fees published by the applicable professional associations; and
2) May not exceed any maximum provided by law.
3) DFPS recognizes the Texas Medicaid rate for a psychiatric evaluation as a reasonable rate.
Section 5.03 Non-Responsive Responses
A Response will be considered non-responsive and will not be considered further when any of the following conditions occurs:
(1)The Response is not clearly legible. Typewritten is preferred.
(2)The Response fails to meet major RFQ specifications, including:
a)The Respondent fails to submit substantial elements of the required Response, supporting documentation, or forms.
b)The Respondent is not eligible under Section 1.09.
If no responsive Responses are received, DFPS reserves the right to award a contract based on noncompetitive negotiations.
Section 5.04 Corrections to a Response.
40 TAC §§732.215-217 describe when DFPS may allow for corrections to a Response during the screening process.
Section 5.05 Review and Validation of Responses.
The Respondent must provide full, accurate, and complete information as required by this solicitation. As part of the review process, DFPS staff may validate any aspect of the Response.
Validation may consist of on-site visits, review of records, and confirmation of the information submitted by the Respondent with the Respondent and third parties.
Section 5.06 Additional Information.
By submitting a Response, the Respondent grants DFPS the right to obtain information from any lawful source regarding the Respondent’s and its directors, officers, and employees:
Past business history, practices, and conduct,
Ability to supply the goods and services, and
Ability to comply with contract requirements.
By submitting a Response, a Respondent generally releases from liability and waives all claims against any party providing DFPS information about the Respondent. DFPS may take such information into consideration in evaluating Responses.
Section 5.07 Contract Award(s).
DFPS may award one or more contracts under this RFQ.
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Article VI.DOCUMENT EXHIBIT LIST
Exhibit
Title
Page
Exhibit A
DFPS Vendor Uniform Contract Terms and
Conditions
33
Exhibit B
DFPS Special Vendor Special Conditions
45
Exhibit C
DFPS General Affirmations
50
Exhibit D
DFPS Service Delivery Areas-Texas and Regional
Maps
56
Exhibit E
Performance Measures
68
F502-5645V
November 2017
Exhibit A
DEPARTMENT OF FAMILY AND PROTECTIVE SERVICES
VENDOR UNIFORM TERMS AND CONDITIONS
ARTICLE I
CONSIDERATION
1.1PROMPT PAYMENT.
DFPS will pay Contractor in accordance with the Prompt Payment Act, Texas Government Code Chapter 2251.
1.2EXPENSES.
Except as otherwise provided in the Contract, no ancillary expenses incurred by the Contractor in connection with its provision of the Services or Deliverables will be reimbursed by DFPS. Ancillary expenses include, but are not limited to costs associated with transportation, delivery, and insurance for each Deliverable.
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 State of Texas Textravel.
ARTICLE II
STATE AND FEDERAL FUNDING
2.1AVAILABILITY OF STATE AND FEDERAL FUNDING.
This Contract is contingent upon the availability of sufficient and adequate funds. If funds become unavailable through lack of appropriations, budget cuts, transfer of funds between programs or agencies, amendment of the Texas General Appropriations Act, agency consolidation, or any other disruptions of current funding for this Contract, DFPS may restrict, reduce, or terminate funding under this Contract.
This Contract is also subject to immediate cancellation or termination, without penalty to DFPS, if sufficient and adequate funds are not available.
Contractor will have no right of action against DFPS if it cannot perform its obligations under this Contract as a result of lack of funding for any activities or functions contained within the scope of this Contract.
In the event of cancellation or termination under this Section, DFPS will not be required to give notice and will not be liable for any damages or losses caused or associated with such termination or cancellation.
2.2NO DEBT AGAINST THE STATE.
The Contract will not be construed as creating any debt by or on behalf of the State of Texas.
2.3DEBT TO STATE.
If a payment law prohibits the Texas Comptroller of Public Accounts from making a payment, the Contractor acknowledges DFPS’ payments under the Contract will be applied toward eliminating the debt or delinquency. This requirement specifically applies to any debt or delinquency, regardless of when it arises.
2.4RECAPTURE OF FUNDS.
DFPS may withhold all or part of any payments to Contractor to offset overpayments made to Contractor. Overpayments, as used in this Section, include payments made by DFPS that exceed the maximum allowable rates, not allowed under applicable laws, rules, or regulations or that are otherwise inconsistent with this Contract, including any unapproved expenditures.
Contractor understands and agrees that it will be liable to DFPS for any costs disallowed pursuant to financial and compliance audit(s) of funds received under this Contract.
Contractor further understands and agrees that reimbursement of such disallowed costs will be paid by Contractor from funds which were not provided or otherwise made available to Contractor under this Contract.
ARTICLE III
WARRANTY
3.1WARRANTY.
Contractor warrants that all services, deliverables and work under this Contract will be completed in a manner consistent with standards in the applicable trade, profession, or industry, conform to or exceed the specifications set forth in the Contract and be; fit for ordinary use, of good quality, and with no material defects.
If Contractor fails to complete any services deliverables or work timely, or to perform satisfactorily under conditions required by this Contract DFPS may require Contractor, at its sole expense, to repair or replace all defective or damaged services, or refund any payment received for all defective or damaged services, deliverables or work and require Contractor to accept the return of such, as applicable to the Contract.
ARTICLE IV
OWNERSHIP AND INTELLECTUAL PROPERTY
4.1OWNERSHIP.
DFPS will own and Contractor will assign to DFPS, all right, title, and interest in all services, deliverables and work performed by Contractor under this Contract.
4.2INTELLECTUAL PROPERTY.
To the extent any services, deliverables or work performed by Contractor results in the creation of intellectual property, all right, title, and interest in, and to such Intellectual Property, will vest in DFPS upon creation and will be deemed to be a “work made for hire,” and made in the course of the services rendered pursuant to this Contract.
To the extent that title to any such Intellectual Property may not by law vest in DFPS, or such Intellectual Property may not be considered a “work made for hire,” all rights, title, and interest therein are hereby irrevocably assigned to DFPS.
DFPS will have the right to obtain and to hold in its name, any and all patents, copyrights, trademarks, service marks, registrations, or such other protection as may be appropriate to the subject matter, including extensions and renewals thereof.
Contractor must give DFPS and the State of Texas, as well as, any person designated by DFPS or the State of Texas, all assistance required to perfect the rights defined herein, without any charge or expense beyond the stated amount payable to Contractor for the services authorized under this Contract.
ARTICLE V
RECORDS, AUDIT, CONFIDENTIAL INFORMATION
AND PUBLIC INFORMATION ACT
5.1 BOOKS AND RECORDS
Contractor will keep and maintain under Generally Accepted Accounting Principles (GAAP) or Generally Accounting Standards Board (GASB), as applicable, full, true, and complete records necessary to fully disclose to DFPS, the Texas State Auditor’s Office, the United States Government, and their authorized representatives, sufficient information to determine compliance with the terms and conditions of this Contract and all state and federal rules, regulations, and statutes. Unless otherwise specified in this Contract, Contractor will maintain legible copies of this Contract and all related documents for a minimum of seven years after the termination of the contract period, or seven years after the completion of any litigation or dispute involving the Contract, whichever is later.
5.2ACCESS TO RECORDS, BOOKS, AND DOCUMENTS.
Contractor will keep and maintain under Generally Accepted Accounting Principles (GAAP) or Generally Accounting Standards Board (GASB), as applicable, full, true, and complete records necessary to fully disclose to DFPS, the Texas State Auditor’s Office, the United States Government, and their authorized representatives, sufficient information to determine compliance with the terms and conditions of this Contract and all state and federal rules, regulations, and statutes. Unless otherwise specified in this Contract, Contractor will maintain legible copies of this Contract and all related documents for a minimum of seven years after the termination of the contract period or seven years after the completion of any litigation or dispute involving the Contract, whichever is later.
5.3RESPONSE/COMPLIANCE WITH AUDIT OR INSPECTION FINDINGS.
Contractor (and their Subcontractors) will ensure 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, or inspection of the Contract and the goods or services provided hereunder. Any such correction will be at Contractor or its Subcontractor's sole expense. Whether Contractor's action corrects the noncompliance will be solely the decision of DFPS.
Contractor must provide at DFPS’ request, a copy of those portions of Contractor's and its Subcontractors' internal audit reports relating to this Contract.
5.4SAO AUDIT.
Contractor understands that acceptance of funds directly under the Contract or indirectly through a subcontract acts as acceptance of the authority of the SAO or any successor agency to it, 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 SAO must provide the SAO with access to any information the SAO considers relevant to the investigation or audit. Contractor agrees to cooperate fully with the SAO, or its successor, in the conduct of the audit or investigation, including providing all records requested. Contractor will ensure that this clause, concerning the authority to audit funds received indirectly by Subcontractors through Contractor, and the requirement to cooperate, is included in any Subcontract it awards.
5.5CONFIDENTIAL INFORMATION.
A. Contractor agrees to only use DFPS confidential information for the purpose of this Contract and comply with all applicable state and federal law when it receives and stores DFPS confidential information, including, but not limited to, the following enumerated. This includes any communication or record (whether oral, written, electronically stored or transmitted, or in any other form) provided or made available to them electronically or through any other means and includes records or information that is identifies DFPS children or clients.
0. Section 106 of the Child Abuse Prevention and Treatment Act (CAPTA), codified at 42 U.S.C. 5106a;
0. Section 471 of Title IV-E of the Social Security Act, codified at 42 U.S.C. 671(a)(8), and related federal rules at 45 CFR 1355.30 & 45 CFR 205.50;
0. Social Security Administration Data, including, without limitation, Medicaid information (The Social Security Act, 42 U.S.C. Chapter 7);
0. Family Educational Rights and Privacy Act, (FERPA), 20 U.S.C. § 1232g; 34 CFR Part 99;
0. Protected Health Information, including Electronic Protected Health Information or Unsecured Protected Health Information under the Health Insurance Portability and Accountability Act of 1996 (HIPAA), 42 U.S.C. Chapter 7, Subchapter XI, Part C; 45 CFR Parts 160 and 164;
0. Confidentiality of Alcohol and Drug Abuse Patient Records, 42 U.S.C. §290dd-2:, 42 CFR Part 2;
0. Federal Tax Information, Internal Revenue Code, Title 26 of the United States Code including IRS Publication 1075;
0. The Privacy Act of 1974, as amended by the Computer Matching and Privacy Protection Act of 1988, 5 U.S.C. § 552a;
0. Personal Identifying Information defined by Texas Business and Commerce Code Ch. 521, and OMB Memorandum 07-16, Safeguarding Against and Responding to the Breach of Personally Identifiable Information;
0. Texas Family Code §261.201 and related provisions in Chapters 261 and 264;
0. Texas Health and Safety Code Section §81.046 and Chapters 181 and 611;
0. Texas Human Resources Code §12.003, §40.005, and Chapter 48;
0. Texas Public Information Act, Texas Government Code, Chapter 552;
0. 19 TAC Chapter 702 Subchapter F (Child Protective Services), and Chapter 705 Subchapter M (Adult Protective Services); and
0. Criminal History Record Information guidelines in the FBI’s Criminal Justice Information Services (CJIS) Security Policy.
B. Contractor will notify DFPS immediately, but not later than 24 hours, after Contractor discovers any suspected or actual unauthorized disclosure, breach or use of DFPS confidential information. Furthermore, Contractor will fully cooperate with DFPS in investigating, mitigating to the extent practicable and issuing notifications directed by DFPS in the manner determined by DFPS.
C. Contractor agrees to only disclose this information in accordance with the applicable law and to notify DFPS as required by the applicable law, when it makes a disclosure under it.
D. If Contractor receives any request or demand for disclosure of confidential information by oral questions, documents, subpoenas, civil investigative demand, interrogatories, requests for information, or other similar legal process, Contractor will provide DFPS with prompt notice of such request (no later than two business days) so that DFPS may determine whether to seek an appropriate protective order and/or consent to Contractor's disclosure of the requested records. This subsection does not preclude the Contractor from asserting its own privileges or objections against release of confidential information to a third-party based on applicable law.
E. The Section will remain in full force and effect following termination or cessation of the services performed under this Contract.
5.6PUBLIC INFORMATION ACT.
Information related to the performance of this Contract may be subject to the Public Information Act (PIA) (Texas Government Code Chapter 552) and will be withheld from public disclosure or released only in accordance therewith. Contractor must make all information not otherwise excepted from disclosure under the PIA available in portable document file (".pdf") format, or any other format agreed between the Parties.
ARTICLE VI
CONTRACT MANAGEMENT AND EARLY TERMINATION
6.1CONTRACT MANAGEMENT.
To ensure full performance of the Contract and compliance with applicable law, DFPS may take actions including:
A. Suspending all or part of the Contract;
B. Requiring the Contractor to take specific corrective actions in order to remain in compliance with term of the Contract;
C. Recouping payments made to the Contractor found to be in error;
D. Suspending, limiting, or placing conditions on the continued performance of Work;
E. Imposing any other remedies authorized under this Contract; and
F. Imposing any other remedies, sanctions or penalties permitted by federal or state statute, law, regulation, or rule.
6.2TERMINATION FOR CONVENIENCE.
DFPS may terminate the Contract, in whole or in part, at any time when, in its sole discretion, DFPS determines that termination is in the best interests of the State of Texas. The termination will be effective on the date specified in DFPS’s notice of termination.
6.3TERMINATION FOR CAUSE.
Except as otherwise provided by the U.S. Bankruptcy Code, or any successor law, DFPS may terminate the Contract, in whole or in part, upon either of the following conditions:
a. Material Breach. DFPS will have the right to terminate the Contract in whole or in part if DFPS determines, at its sole discretion, that Contractor 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 Contractor’s duties under the Contract. Contractor's misrepresentation in any aspect of Contractor’s Solicitation Response, if any, or Contractor's addition to the Excluded Parties List System (EPLS) will also constitute a material breach of the Contract.
b. Failure to Maintain Financial Viability. DFPS may terminate the Contract if, in its sole discretion, DFPS has a good faith belief that Contractor no longer maintains the financial viability required to complete the Services and Deliverables, or otherwise fully perform its responsibilities under the Contract.
6.4CONTRACTOR RESPONSIBILITY FOR ASSOCIATED COSTS.
If DFPS terminates the Contract for cause, the Contractor will be responsible to DFPS for all costs incurred by DFPS and the State of Texas to replace the Contractor. These costs include, but are not limited to, the costs of procuring a substitute vendor and the cost of any claim or litigation that is reasonably attributable to Contractor’s failure to perform any Work in accordance with the terms of the Contract.
6.5EQUITABLE SETTLEMENT.
Any early termination under this Article will be subject to the equitable settlement of the respective interests of the Parties up to the date of termination.
ARTICLE VII
MISCELLANEOUS PROVISIONS
7.1AMENDMENT.
The Contract may only be amended by an Amendment executed by both Parties.
7.2UNILATERAL AMENDMENT.
A. In conformance with federal and state law, DFPS may issue instructions, clarifications, or interpretations as may be required during this Contract in the form of a Unilateral Amendment, which will be in incorporated as part of this Contract. DFPS has sole discretion as to whether a modification or change to the Contract will require an Amendment as provided for in Section 7.1 DFPS may issue a Unilateral Amendment to:
1. Correct an obvious clerical error;
2. Change Contract number;
3. Incorporate new or revised state or federal laws, regulations, rules or policies;
4. Comply with court order or judgment;
5. Update service level description or daily rates;
6. Update Contractor’s name as recorded by the Secretary of State, as required law or as authorized by DFPS;
7. Change either Party’s contract manager or legal notice designee and if applicable, their contact information; and
8. Change any recorded license number to reflect a change to license number by the agency or entity issuing the license.
B. Unilateral Amendment will be effective 10 days from the date that DFPS issues the Unilateral Amendment to the Contractor.
7.3INSURANCE.
Unless otherwise specified in this Contract, Contractor will 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 DFPS. Contractor will provide evidence of insurance, as required under this Contract, including a schedule of coverage or underwriter’s schedules establishing to the satisfaction of DFPS the nature and extent of coverage granted by each such policy, upon request by DFPS. In the event that any policy is determined by DFPS to be deficient to comply with the terms of this Contract, Contractor will secure such additional policies or coverage as DFPS may reasonably request or that are required by law or regulation. If coverage expires during the term of this Contract, Contractor must produce renewal certificates for each type of coverage.
These and all other insurance requirements under the Contract apply to both Contractor and its Subcontractors, if any. Contractor is responsible for ensuring its Subcontractors' compliance with all requirements.
7.4E-VERIFY.
By entering into this Contract, Contractor certifies and ensures that it utilizes and will continue to utilize, for the term of this Contract, the U.S. Department of Homeland Security's e-Verify system to determine the eligibility of all persons employed during the contract term to perform duties within Texas and all persons (including subcontractors) assigned by the contractor to perform services, deliverables and work pursuant to the Contract.
7.5PERMITTING AND LICENSURE.
At Contractor's sole expense, Contractor will 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 Contractor to provide the goods or services required by this Contract. Contractor will be responsible for payment of all taxes, assessments, fees, premiums, permits, and licenses required by law. Contractor agrees to be responsible for payment of any such government obligations not paid by its subcontractors during performance of this Contract.
7.6INDEMNITY.
To the extent allowed by law, Contractor will defend, Indemnify, and hold harmless the State of Texas and its officers and employees, and DFPS and its officers and employees, from and against all claims, actions, suits, demands, proceedings, costs, damages, and liabilities, including attorneys’ fees and court costs arising out of, or connected with, or resulting from:
A. Contractor's performance of the Contract, including any negligent acts or omissions of Contractor, or any agent, employee, subcontractor, or supplier of Contractor, or any third party under the control or supervision of Contractor, in the execution or performance of this Contract; or
B. any breach or violation of a statute, ordinance, governmental regulation, standard, rule, or breach of Contract by Contractor, any agent, employee, subcontractor, or supplier of Contractor, or any third party under the control or supervision of Contractor, in the execution or performance of this Contract; or
C. employment or alleged employment, including claims of discrimination against Contractor, its officers, or its agents; or
D. Work under this Contract that infringes or misappropriates any right of any third person or entity based on copyright, patent, trade secret, or other intellectual property rights.
Contractor will coordinate its defense with DFPS and its counsel. This paragraph is not intended to and will not be construed to require Contractor to indemnify or hold harmless the State or DFPS for any claims or liabilities resulting solely from the gross negligence of DFPS or its employees.
Nothing in the Contract will be construed as a waiver of sovereign immunity by DFPS.
7.7ASSIGNMENTS.
Contractor may not assign all or any portion of its rights under, interests in, or duties required under this Contract without prior written consent of DFPS, which may be withheld or granted at the sole discretion of DFPS. Except where otherwise agreed in writing by DFPS, assignment will not release Contractor from its obligations under the Contract.
Contractor und