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Home My WebLink AboutResolution - 2023-R0436 - HHSC Contract No. HHS000780500002, Block Grant Program - 09/12/2023Resolution No. 2023-R0436 Item No. 5.31 September 12, 2023 RESOLUTION !BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF LUBBOCK: THAT the acts of the Mayor of the City of Lubbock in executing, on behalf of the City of Lubbock, Amendment No. 2 to the Health and Human Services Commission Contract No. HHS000780500002, under the Substance Use Prevention, Treatment and Recovery Services Block Grant Program, to provide funding for Community Health Workers (CHW), by and between the City of Lubbock and the State of Texas' Health and Human Services Commission, and all related documents are hereby ratified in full. Said Amendment is attached hereto and incorporated in this resolution as if fully set forth herein and shall be included in the minutes of the City Council. IPassed by the City Council on September 12, 2023 ATTEST: Courtney 1'az, City Secr ry 1APPROVED AS TO CONTEN"1': -----�f' - -� �-- - - -- Bill Ho erton, Deputy ity Manager IAPI'ROVED AS TO 1�ORM: Rachael roster, Assi tant City Attorney ES.HHSC Contract No. HI-IS000780500002 CHW Amendment No.2 Ratification 25.23 DocuSign Envelope ID: B3A42107-13B1-415B-A90E-051DDFOBCE39 Resolution No. 2023-RO436 HEALTH AND HUMAN SERVICES COMMISSION CONTRACT No. HHS000780500002 AMENDMENT No. 2 The HEALTH AND HUMAN SERVICES COMMISSION ("System Agency" or "HHSC") and CITY OF LUBBOCK ("Performing Agency," "Grantee," or "Contractor"), who are collectively referred to herein as the "Parties," to that certain Community Health Workers ("CHW") Contract effective July 1, 2020 and denominated HHSC Contract No. HHS000780500002 ("Contract"), as amended, now desire to further amend the Contract. WHEREAS, the Parties desire to revise references to Substance Abuse Prevention and Treatment Block Grant (SABG) or (SAPT), the Statement of Work, and the Budget; Whereas, the Parties desire to add a Categorial Budget document; Whereas, the Parties desire to supplement Attachment H, Federal Funding Accountability and Transparency (FFATA) Certification; and Whereas, HHSC desires to update certain Contract terms and conditions. Now, THEREFORE, the Parties hereby amend and modify the Contract as follows: 1. The U.S. Health and Services Commission, Substance Abuse and Mental Health Services Administration (SAMHSA) revised the name of the Substance Abuse Prevention and Treatment Block Grant (SABG) or (SAPT), assistance listing number 93.959. Therefore, the Contract is revised as follows: All references in the Contract to Substance Abuse Prevention and Treatment Block Grant (SABG) or (SAPT) are hereby replaced with the following: Substance Use Prevention, Treatment and Recovery Services (SUPTRS) Block Grant. 2. ATTACHMENT A of the Contract, STATEMENT OF WORK (REVISED SEPTEMBER 2021), is hereby deleted in its entirety and replaced with ATTACHMENT A, STATEMENT OF WORK (REVISED AUGUST 2023). 3. ATTACHMENT B of the Contract, BUDGET (REVISED SEPTEMBER 2021), is hereby deleted in its entirety and replaced with ATTACHMENT B, BUDGET (REVISED AUGUST 2023). 4. ATTACHMENT B-1, CATEGORICAL BUDGET (FISCAL YEAR 2024), is hereby added and incorporated into the Contract. HHSC Solicitation No. HHS0007805 HHSC Contract No. HHS000780500002 Amendment No. 2 Page 1 of 3 DocuSign Envelope ID: 63A42107-1361-4156-A90E-05IDDFOBCE39 5. ATTACHMENT C of the Contract, HHSC UNIFORM TERMS AND CONDITIONS — GRANT, VERSION 2.16.1, is hereby deleted in its entirety and replaced with ATTACHMENT C, HHS UNIFORM TERMS AND CONDITIONS — GRANT VERSION 3.2. 6. ATTACHMENT D of the Contract, CONTRACT AFFIRMATIONS, VERSION 1.6, is hereby deleted in its entirety and replaced with ATTACHMENT D, CONTRACT AFFIRMATIONS, VERSION 2.2. ATTACHMENT E of the Contract, SPECIAL CONDITIONS, VERSION 1.3 (REVISED SEPTEMBER 2021), is hereby deleted in its entirety and replaced with ATTACHMENT E, ADDITIONAL PROVISIONS — GRANT FUNDING, VERSION 1.0. ATTACHMENT I of the Contract, FEDERAL FUNDING ACCOUNTABILITY AND TRANSPARENCY ACT (FFATA) CERTIFICATION, is hereby supplemented with the addition of an up-to-date FEDERAL FUNDING ACCOUNTABILITY AND TRANSPARENCY ACT (FFATA) CERTIFICATION FORM to be completed by Grantee and incorporated into the Contract. 9. This Amendment No. 2 shall be effective as of August 31, 2023. 10. Except as amended and modified by this Amendment No. 2, all terms and conditions of the Contract, as amended, shall remain in full force and effect. 11. Any further revisions to the Contract shall be by written agreement of the Parties. SIGNATURE PAGE FOLLOWS HHSC Solicitation No. HHS0007805 HHSC Contract No. HHS000780500002 Amendment No. 2 Page 2 of 3 DocuSign Envelope ID: 63A42107-13B1-415B-A90E-051DDFOBCE39 SIGNATURE PAGE FOR AMENDMENT NO. 2 HEALTH AND HUMAN SERVICES COMMISSION CONTRACT NO. HHS000780500002 HEALTH AND HUMAN SERVICES COMMISSION By:rDocuSigned by: sDlt i aiV ,S Sonja Gaines NoSG Date of Signature: August 28, 2023 CITY OF LUBBOCK By:FDocuSigned by: r r pa,1i" c' Tray Payne Mayor Date of Signature: August 28, 2023 THE FOLLOWING ATTACHMENTS ARE ATTACHED AND INCORPORATED AS PART OF THE CONTRACT: ATTACHMENT A STATEMENT OF WORK (REVISED AUGUST 2023) ATTACHMENT B BUDGET (REVISED AUGUST 2023) ATTACHMENT B-1 CATEGORICAL BUDGET (FISCAL YEAR 2024) ATTACHMENT C UNIFORM TERMS AND CONDITIONS — GRANT VERSION 3.2 ATTACHMENT D CONTRACT AFFIRMATIONS, VERSION 2.2 ATTACHMENT E ADDITIONAL PROVISIONS — GRANT FUNDING, VERSION 1.0 ATTACHMENT I FEDERAL FUNDING ACCOUNTABILITY AND TRANSPARENCY ACT (FFATA) CERTIFICATION FORM HHSC Solicitation No. 1114S0007805 HHSC Contract No. HHS000780500002 Amendment No. 2 Page 3 of 3 DocuSign Envelope ID: 63A42107-13131-415B-A90E-05IDDFOBCE39 ATTACHMENT A STATEMENT OF WORK (SOW) (REVISED AUGUST 2023) I. PURPOSE: The Substance Use Disorder Community Health Worker (CHW) program allows Community Health Workers and Promotoras to increase linkage and retention in substance use, mental health, and medical services for Texas residents living with substance use disorders (SUD). A. GOALS: 1. Address behavioral health disparities in the program service area. 2. Increase opportunities for substance users, including opioid users, to reduceharms related to substance use. 3. Increase retention in substance use and mental health services. 4. Help individuals address medical needs. 5. Help individuals who desire change to build a foundation for their recovery. B. ELIGIBLE POPULATION: Any individual who uses substances. This population may include, but is not limited to, adults and youth, populations who are marginalized or stigmatized, experiencing housing instability or homelessness, inject substances, live with or at risk of Hepatitis C Virus (HCV) or Human Immunodeficiency Virus (HIV), in need of medical and or mental health services, experience greater barriers to entering treatment or recovery services, and those seeking to enhance their recovery capital and maintain their recovery from substance use disorders. II. SERVICE REQUIREMENTS: A. Administrative and Organizational Requirements Performing Agency shall: Hire a minimum of 6 Community Health Workers (CHW) within 45 business days of Contract execution. The Performing Agency shall maintain and employ a minimum of six (6) CHW staff for the duration of the Contract. a. Performing Agency shall notify System Agency within 10 business days when any staff changes including separation occur. b. CHW will work in teams of two (2) at all times, while in the community; and c. Designate one (1) of the six (6) CHWs as the CHW Program Director, whose role will be to provide oversight authority. 2. Ensure that the Program Director: a. Spends, at minimum, fifty percent (50%) of work time delivering direct participant services which meet this Contract performance measures. Participates on all programmatic conference calls as scheduled by System Agency. Performing Agency's executive management and any other staff may be included in the conference calls, but it is required that the Program Director attend the call, unless otherwise agreed to in writing by System HHSC Solicitation No. HHS0007805 HHSC Contract No. HHS000780500002 Amendment No. 2 Page 1 of 12 DocuSign Envelope ID: B3A42107-13B1-415B-A90E-051 DDFOBCE39 Agency. If Performing Agency is unavailable for a scheduled conference call, they are to contact the SITP (Substance Intervention Treatment Programs) directly to provide them with the reason they cannot attend, and a date of when they can reschedule the call. 3. Ensure Performing Agency will provide CHWs with an insured vehicle(s) to conduct activities. All vehicle purchases, and/or leases, must be approved by System Agency. A cost analysis report must be submitted in order to determine if a lease or purchase is the best value. 4. Provide all services and activities with individuals in a respectful, non -threatening, non- judgmental, and confidential manner. 5. Ensure program policies and procedures do not discriminate against any participant, family member, or supportive ally based on gender, race, religion, age, national origin, disability, sexual orientation, medical condition, HIV Status, or length of time in recovery, including those who have returned to use or are currently using substances. 6. Provide all services in a culturally, linguistically, and developmentally appropriate manner for individuals, families and significant others as evidenced by: a. Building a diverse team that may include the use of CHWs who are indigenous to the communities and populations served, people who speak the language of the community, reflect similar cultural background to those served, have lived experience with mental health and substance use including injection drug use, people who speak openly about their recovery and identify as a peer, people who are living with HIV (Human Immunodeficiency Virus) or HCV (Hepatitis C Virus), people who can speak openly about gender and sexual diversity, and people who have lived experience with housing instability and homelessness, and other people who reflect and identify with the priority population. b. Pamphlets and other materials for education and health are written at appropriate literacy levels of the eligible population; c. Literature and signage in languages of the eligible populations; d. Use of interpreters as appropriate; and e. Lobby and office environment welcoming to the eligible population. Establish and maintain working linkages through Memorandums of Understanding (MOUs) with a network of community and social service agencies serving or having an interest in the eligible population. MOUs will be executed within ninety (90) calendar days after Contract execution and shall encourage networking, coordination, and referrals to help address the needs of the priority population, their families, and supportive allies. 8. Maintain copies of the signed MOUs on file for System Agency review uponrequest. Performing Agency shall review and update all executed MOUs annually. All MOUs shall include at a minimum: a. Collaborative vision; b. Purpose and concept; HHSC Solicitation No. I IS0007805 HHSC Contract No. HHS000780500002 Amendment No. 2 Page 2 of 12 DocuSign Envelope ID: 63A42107-1361-4156-A90E-051 DDFOBCE39 c. Collaborative goals and desired outcomes; d. Description of participating organizations; e. Methods of Collaborative roles and responsibilities; f. Provisions to address the non -duplication of services; g. Signatures of both parties; and h. Beginning and end dates. 9. Develop, implement, and enforce a written policy that includes at a minimum the System Agency's recovery Oriented Values and Principles, delivery of person -centered services, standards for CHW, Philosophy and Standards for Harm Reduction services, documenting and reporting policy and train all staff on data collection reporting requirements related to Contract performance measures. Performing Agency shall develop this policy within 90 calendar days of contract execution, for System Agency approval, this report shall be labeled as the Oriented Values and Principles written policy. a. Develop, submit to System Agency, implement, and ensure the following Recovery Oriented Values and Principles are stated in policy and adheredto within the Performing Agency's organization: i. Choice and Self Determination: 1) provide individuals the opportunity to select supports and services that correspond with their personal preferences and goals; 2) ensure services are self -directed, participant -driven, and reflect goals in multiple life domains; 3) acknowledge and individual's choice for their own pathway to wellness; and 4) be supportive and explore options for the priority population. b. Community Integration: i. provide individuals the opportunity to be involved in community activities and receive support related to community integration that is associated with recovery, health, and wellness; ii. work with the eligible population to identify and connect with abroad spectrum of community -based resources and supports that will assist in achieving their goals and rebuilding their lives within their community; iii. align organizational policies to ensure CHW have access to transportation and other resources to work with individuals outside of the organizational setting and in the local communities; iv. ensure CHW engage in assertive outreach in locations and times where the eligible populations are likely to be found; and v. utilize community or social services agency linkages to ensure CHW provide warm hand-offs when transferring or referring individuals to community resources. 10. Opioid Overdose Reversal Kits: a. Are to be distributed to: i. Individuals eligible for program services who use opioids; ii. Support systems which may be able to reverse the individuals overdoses; or HHSC Solicitation No. HHS0007805 HHSC Contract No. HHS000780500002 Amendment No. 2 Page 3 of 12 DocuSign Envelope ID: B3A42107-13B1-415B-A90E-051DDFOBCE39 iii. Eligible individuals who may be in the position to reverse an opioid overdose. b. Performing Agency will ensure any health kits provided foreligible population are individually packaged for CHWs to distribute. c. Will be documented in a Monthly Work Log, which will be provided by System Agency. Performing Agency shall Document the count of Opioid Reversal kits dispersed to include reports of successful reversals in the work log. Performing Agency shall provide this information to System Agency upon request. d. Will not be distributed to individuals outside the eligible population without prior written approval from System Agency. e. Performing Agency shall not be placed under, restrict access, or put undue burden on CHW staff ability to distribute lifesaving overdose reversal kits. 11. Provide unrestricted internet access to CHWs to find resources and educational materials for eligible individuals. 12. Develop and submit a behavioral health disparities impact statement no later than 60 calendar days of Contract execution. Performing Agency shall submit any revisions to the behavioral health disparities impact statement within 60 calendar days after each new fiscal year begins. At a minimum, the impact statement(s) should address how the program has identified the subpopulation and will provide service to those populations, including who are marginalized or stigmatized in the service area which may experience greater barriers to behavioral health services. 13. Purchase and provide a professional messenger bags or side bags for CHWs to carry supplies, one per staff member. Purchase of the messenger bag must be approved by System Agency. B. Community Health Services Performing Agency shall: Develop, submit, and maintain written policies and procedures that require all CHW activities to be conducted in pairs or teams (a minimum of two (2) CHWs) which are funded by this Contract, while in the community or streets. Performing Agency shall submit the written policies and procedures to System Agency within 60 calendardays of Contract execution, this report shall be labeled as the policies and procedures. 2. Develop, submit, and maintain a quarterly report. At minimum, the Quarterly Report will document and or include: Monthly work logs, self - care and or teambuilding activities, and financial assistance. The quarterly report is due within 15 calendar days after each quarter. Utilize the System Agency provided Monthly work logs to account for CHW efforts. Work logs will: a. reflect efforts by the CHWs without providing personal identifying information of individuals receiving services; HHSC Solicitation No. fLlIS0007805 HHSC Contract No. HHS000780500002 Amendment No. 2 Page 4 of 12 DocuSign Envelope ID: 133A42107-13131-41513-A90E-051 DDFOBCE39 b. be retained and provided at System Agency request; and c. be summarized in the System Agency provided Quarterly Report. 4. Ensure CHW group facilitation, communication, and events with eligible individuals occur without undue interference from indirect staff or other agency staff not funded by this Contract. Ensure appropriate harm and risk -reduction information, methods, and tools are used by CHWs in their work with the eligible populations. 6. Promote and encourage entry into substance use disorder and/or mental health services including, intervention, treatment, or recovery by providing referrals, community linkage, and support to eligible individuals. Refer eligible individuals to other System Agency -funded programs asappropriate. Use Motivational Interviewing techniques and skills when appropriate to help individuals enhance their confidence and motivation for change. 9. Promote and encourage entry into medical services, including Hepatitis C Virus (HCV), Hepatitis B Virus (HBV), Human Immunodeficiency Virus (HIV), Tuberculosis (TB), and Sexually Transmitted Infections (STIs) testing or treatment by providing referrals, community linkage, and support to individuals in the eligible population. 10. Provide information, referrals, community linkage, and support to other services and community resources to help individuals in the eligible population improve their lives. 11. Ensure appropriate training on all information, methods, and tools used and distributed by CHWs. Information, methods, and tools shall be based on the latest scientific research and best practices for reducing harms related to substance use. Methods and tools must include, but are not limited to: a. substance use harm reduction tools including syringe cleaning kits with bleach; b. Pre -Exposure Prophylactic treatments (PrEP) education and information; c. overdose reversal kits including Naloxone; d. condoms, lubricants, and safer sex tools; e. wound care kits; and f. hygiene kits. Performing Agency shall ensure that Community Health Workers have these tools and materials available for demonstration and distribution to eligible individuals and their support system when appropriate. 12. Use the following guidelines for CHW: a. Outreach Competencies: Minimum Standards for Conducting Street Outreach with Hard To Reach Populations; Addiction Technology Transfer Center HHSC Solicitation No. HHS0007805 HHSC Contract No. HHS000780500002 Amendment No. 2 Page 5 of 12 DocuSign Envelope ID: B3A42107-13B1-415B-A90E-05IDDFOBCE39 (ATTC); http://attcnetwork.org/resources/resource.aspx?prodID=438&rcID=2&re ig onal center=2; b. The National Institute on Drug Abuse (NIDA) Community -Based Outreach Model: A Manual To Reduce the Risk of HIV and Other Blood -Borne Infections in Drug Users; https://archives.nida.nih.gov/publications/nida- community-based-outreach-model-manual-to-reduce-risk-hiv-other-blood- bome- infections- in -drug c. Ethical Guidelines for the Delivery of Peer -based Recovery Support Services; https://www.naadac.org/assets/2416/whitew2007 the pro - act _ethics _workgroup. df, d. Substance Abuse and Mental Health Services Administration (SAMHSA) Recovery Community Services Program: Peer Support and Social Inclusion; https://www.samhsa.gov/homelessness-pro rg ams- resources/hpr-resources/inte rating=peer-support-services and e. Center for Disease Control (CDC) Social Determinants of Health; https:. www.cdc.gov/socialdeterminants . III. STAFF COMPETENCIES: A. Performing Agency shall: 1. Ensure all CHW staff and Program Director who provide services: a. are knowledgeable and competent in discussing HIV, HCV, and other communicable diseases associated with substance use and be able to demonstrate ability to discuss sexuality openly and comfortably; and b. are knowledgeable and competent in discussing opioid overdose and be able to demonstrate ability to train individuals to use overdose reversal medications and harm reduction materials. 2. To build a diverse team, Performing Agency may hire CHW who are licensed or certified in other domains such as, Recovery Coaches, Peer Support, Licensed Chemical Dependency Counselors (LCDC), Licensed Nurses or medical staff, Social Workers, or other substance use related fields. 3. Require CHW to obtain Texas Department of State Health Services (DSHS) CHW certification: https: www.dshs.texas.gov/mch/chw.shtm within 6 months from date of Contract execution or start date of employment, whichever is later. Performing Agency shall provide a valid DSHS CHW certification for each CHW upon System Agency request. 4. Ensure the Program Director meets the following requirements: a. Meet the competencies to become a DSHS Certified Community Health Worker; b. Have a minimum of two (2) years of experience in one or more of the following: i. substance use outreach; HHSC Solicitation No. ITIIS0007805 HHSC Contract No. HHS000780500002 Amendment No. 2 Page 6 of 12 DocuSign Envelope ID: B3A42107-13B1-415B-A90E-051DDFOBCE39 ii. substance use intervention; or iii. substance use treatment. Have a minimum of one (1) year of experience in at least two (2) of the following: i. working with prison populations; ii. working with individuals experiencing housing instability; iii. working with individuals with Substance Use Disorders (SUD), HIV/STDs, and/or behavioral health issues; iv. community health work; or v. supervisory experience. 5. Ensure Program Director provides each staff member they supervise (CHW) with documented field observations and feedback at least once every six (6) months using the supervision document that has been approved and provided by System Agency. The documented field observations and feedback will be provided to System Agency upon request. 6. Ensure all CHW maintain their certification, and be in good standing, for the duration of employment under this Contract. All certifications shall be kept in the employee file for review by System Agency upon request. 7. Ensure there are self -care and/or team building activities provided to CHW, that will be held during work hours, and at least once per quarter. The self -care and or team building activities shall be documented in the quarterly report, for review by System Agency. At minimum, the documentation must include: activities and budget details. IV. FINANCIAL ASSISTANCE: A. Financial assistance is allowable under this Contract to help eligible individuals when coordinating service linkage and retention activities to and from substance use, mental health, and medical services. a. Financial assistance may include: i. transportation needs to appointments; ii. prescriptions or medicines needed; iii. vision or hearing needs; iv. clothing or personal hygiene items; v. assistance for sober housing; vi. employment or educational needs; vii. other need not listed that improve the individual's quality of life or abilityto successfully engage in services with System Agency written approval. b. Financial assistance will not be used for, the following: i. Direct cash payment to individuals; ii. Meals; iii. Payments to attend treatment; or HHSC Solicitation No. HHS0007805 HHSC Contract No. HHS000780500002 Amendment No. 2 Page 7 of 12 DocuSign Envelope ID: B3A42107-13B1-415B-A90E-05IDDFOBCE39 iv. Hypodermic needles or syringes for injection drug use. This is not an exhaustive list of unallowable expenditures. 1. Performing Agency shall maintain and document all financial assistance, and it will be summarized in the Quarterly Report, at minimum documentation shall include: a. Date provided; b. Dollar amount; c. Item purchased; and d. Client's identifier (examples: driver's license, Clinical Management for Behavioral Health Services (CMBHS) client number, first name and last initial). 2. Performing Agency may provide Financial assistance to eligible individuals; the financial assistance shall not exceed five percent (5%) of the respective fiscal year award. 3. Financial assistance above $250 per individual, in a fiscal term, must be approved by System Agency. 4. If an incentive or alternative activity is not described within this Contract, Performing Agency shall contact System Agency staff for prior approval before implementation of theactivity. V. REPORTING REQUIREMENTS: Performing Agency shall submit required reports of monitoring activities to System Agency by the applicable due date outlined below. The following reports must be submitted to System Agency to S UD.ContractsAhhs. texas. gov assigned Subject Matter Expert (SME) with Substance Intervention Treatment Programs Unit and assigned contract manager by the required due date and report name described in Section VI. Submission Requirements: 1. Performing Agency shall submit all documents listed in the table displayed in this section by the due date stated. 2. Performing Agency will note that if the due date is on a weekend or holiday, the due date is the following business day. 3. Performing Agency shall develop, implement, and enforce a written policy for OrientedValues and Principles within 90 calendar days of Contract execution. 4. Performing Agency shall develop, implement, and submit a behavioral health disparities impact statement, no later than 60 calendar days of Contract execution. Performing Agency shall submit System Agency provided Work Log by the 15th of the month preceding the end of each quarter. The Work Log, at a minimum, shall include a summaryof: a. Efforts performed by CHWs; b. Financial assistance provided; c. Distribution of materials; d. Count of Opioid Reversal kits dispersed; HHSC Solicitation No. HHS0007805 HHSC Contract No. HHS000780500002 Amendment No. 2 Page 8 of 12 DocuSign Envelope ID: 133A42107-1361-415B-A90E-051DDFOBCE39 e. Self -Care and/or Team building provided; and f. CHW or Program Director retention. 6. Performing Agency shall submit a Financial Status Report (FSR), quarterly in CMBHS. FSR are due the last business day of the month following the end of each quarter. 7. Performing Agency shall submit a Quarterly Report that will include the submission of: work logs; self -care and/or team building activities; and financial assistance. 8. Performing Agency shall submit monthly invoices in Clinical Management for Behavioral Health Services (CMBHS) by the 15th of the following month. 9. Performing Agency shall submit annual Contract Closeout documentation, this is required each state fiscal year, and a final contract closeout will be due October 15. 10. Performing Agency shall submit a CMBHS Security Attestation Form, the form shall be submitted electronically on or before September 15th and March 15th to SUD.Contracts@hhs.texas.gov. 11. Performing Agency will report the performance measures for the previous months activities in CMBHS by the 15th of the current month. 12. Performing Agency's duty to submit documents will survive the termination or expiration of this Contract. 13. System Agency requires all deliverables excluding the CMBHS deliverables be submitted to SUD.Contracts@hhs.texas.gov. VI. CLINICAL MANAGEMENT FOR BEHAVIORAL HEALTH SERVICES (CMBHS) SYSTEM MINIMUM REQUIREMENTS Performing Agency shall: 1. Designate a Security Administrator and a back-up Security Administrator. The Security Administrator is required to implement and maintain a system for management of user accounts/user roles to ensure that all the CMBHS user accounts are current; 2. Establish and maintain a security policy that ensures adequate system security and protection of confidential information; 3. Notify the CMBHS Help -desk within ten (10) business days of any change to the designated Security Administrator or the back-up Security Administrator; 4. Ensure that access to CMBHS is restricted to only authorized users. Performing Agency shall, within 24 hours, remove access to users who are no longer authorized to have access to secure data; 5. In addition to CMBHS Helpdesk notification, Performing Agency shall submit a signed CMBHS Security Attestation Form and list of Performing Agency's employees, contracted HHSC Solicitation No. HHS0007805 HHSC Contract No. HHS000780500002 Amendment No. 2 Page 9 of 12 Docu5ign Envelope ID: B3A42107-13B1-415B-A90E-05IDDFOBCE39 laborers and subPerforming Agency's authorized to have access to secure data. The CMBHS Security Attestation Form shall be submitted electronically on or before September 15th and March 15th to SUD.Contracts@hhs.texas.gov; and 6. Attend System Agency training on CMBHS documentation. VII. SUBMISSION REQUIRMENTS System Agency will monitor Performing Agency's performance of the requirements set forth in this revised Attachment A, as well as compliance with the Contract's terms and conditions. Requirement Deliverable Due Date Submission (Report Name) System Section II. A. 9 Oriented Values and Within 90 calendar days of SUD Contracts Mailbox Principles Written Contract execution. SUD.ContractsOchhs.texas. goy or alternative Policy submissions stem Section II. A. 12 Behavioral Health Within 60 calendar days of SUD Contracts Mailbox Disparities Impact Contract execution, and Dec 1 ' of S UD. ContractsRhhs. texas. gov or alternative Statement each fiscal year. submissions stem Section II. B. 1 Policies and Procedures Within 60 calendar days of SUD Contracts Mailbox Contract execution. SUD.ContractsOmhhs.texas. gov or alternative submissions stem Section II. B. 2 Quarterly Report Quarterly; report includes the SUD Contracts Mailbox previous Quarter information, as SUD. ContractsRhhs. texas. gov or alternative follows: submission system Q 1 reporting period, due December 31 st. Q2 reporting period, due March 31 st. Q3 reporting period, due June 30th. Q4 reporting period, due September 30th. HHSC Solicitation No. HHS0007805 HHSC Contract No. HHS000780500002 Amendment No. 2 Page 10 of 12 DocuSign Envelope ID: B3A42107-13B1-415B-A90E-05IDDFOBCE39 Section V. 6 Financial Status Report Financial Status Report (FSR) CMBHS (FSR) Quarterly; report includes the previous Quarter information, as follows: Q 1 reporting period, due December 31 st. Q2 reporting period, due March 31 st. Q3 reporting period, due June 30th. Q4 reporting period, due September 30th. Attachment B, Financial Status Report Each FY Quarterly: Budget to General Ledger Q1: December 31st SUD Contracts Mailbox worksheet Q2: March 31st SUD.ContractsAhhs.texas. gov or alternative Q3: June 30th 4: September 30`h submission system Section V. 8 Invoices in CMBHS Invoice for previous month's CMBHS activities on the 15th of the current month. Section V. 9 Closeout documents Final closeout documents due SUD Contracts Mailbox October 15 each fiscal year. SUD.Contracts a,hhs.texas. gov or alternative submissions stem Section VII. 5 CMBHS Security 15 days after execution, September SUD Contracts Mailbox Attestation Form and 15th & March 15th. SUD.ContractsRmhhs.texas. gov or alternative list of authorized users submissions stem Attachment A-1, F Performance Measures Invoice Report for previous CMBHS months activities due oil the 15th of the current month. VIII. DEFINITIONS Definition of Health Disparities: Healthy People 2020 defines a health disparity as a "particular type of health difference that is closely linked with social, economic, and/or environmental disadvantage. Health disparities adversely affect groups of people who have systematically experienced greater obstacles to health based on their racial or ethnic group; religion; socioeconomic status; gender; age; mental health; HHSC Solicitation No. HHS0007805 HHSC Contract No. HHS000780500002 Amendment No. 2 Page 11 of 12 DocuSign Envelope ID: B3A42107-13B1-415B-A90E-05IDDFOBCE39 cognitive, sensory, or physical disability; sexual orientation or gender identity; geographic location; or other characteristics historically linked to discrimination or exclusion." HHSC Solicitation No. HHS0007805 HHSC Contract No. 14HS000780500002 Amendment No. 2 Page 12 of 12 DocuSign Envelope ID: B3A42107-13B1-415B-A90E-05IDDFOBCE39 ATTACHMENT B BUDGET (REVISED AUGUST 2023) A. Funding from the United States Health and Humans Services (HHS) and the Substance Abuse and Mental Health Services Administration (SAMSHA), requires Performing Agency compliance with 45 CFR Part 96, Subpart C, as applicable: https://ecfr.io/Title- 45/pt45.1.96#sp45.1.96.c. B. Performing Agency shall comply with the requirements applicable in the Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards, 2 CFR 200, as well as any other applicable portions of 2 CFR 200, and the Texas Grant Management Standards (TxGMS) . C. Performing Agency may access the Transactions List report in Clinical Management for Behavioral Health Services (CMBHS) to identify the amount of federal funds allocated to this award for each transaction. D. The Assisted Listing Number for the Substance Use Prevention, Treatment and Recovery Services (SUPTRS) Block Grant is 93.959. E. The Substance Use Prevention, Treatment and Recovery Services (SUPTRS) Block Grant, Assisted Listing Number 93.959 requires a five percent (5%) match from Performing Agency/Grantee. F. Invoice and Payment: 1. Performing Agency must submit all monthly invoices to the System Agency through CMBHS. Performing Agency shall ensure the supportive documents for the expenditures are emailed to the assigned Contract Manager and copied to the Substance Use Disorder Contracts Mailbox: SUD.Contracts a,hhs.texas.gov 2. Performing Agency shall be paid on a monthly basis and in accordance with services performed under this Contract. G. Any unexpended balance associated with any other System Agency -funded contract may not be applied to this Contract. H. Funding: 1. System Agency Share total reimbursements will not exceed Two MILLION EIGHTY- EIGHT THOUSAND DOLLARS ($2,088,000.00) for the period from July 1, 2020 through August 31, 2024, allocated per state fiscal year (September 1 - August 31)(FY or Fiscal Year) as follows: HHSC Solicitation No. HHS0007805 HHSC Contract No. HHS000780500002 Amendment No. 2 Page 1 of 5 DocuSign Envelope ID: B3A42107-13B1-415B-A90E-05IDDFOBCE39 a. FY 2020, July 1, 2020 through August 31, 2020: $232,000.00. b. FY 2021, September 1, 2020 through August 31, 2021: $464,000.00. c. FY 2022, September 1, 2021 through August 31, 2022: $464,000.00. d. FY 2023, September 1, 2022 through August 31, 2023: $464,000.00. e. FY 2024, September 1, 2023 through August 31, 2024: $464,000.00. 2. Performing Agency's budgeted match requirement per Fiscal Year is as follows: a. FY2020, July 1, 2020 through August 31, 2020: $11,600.00. b. FY 2021, September 1, 2020 through August 31, 2021: $23,200.00. c. FY 2022, September 1, 2021 through August 31, 2022: $23,200.00. d. FY 2023, September 1, 2022 through August 31, 2023: $23,200.00. e. FY 2024, September 1, 2023 through August 31, 2024: $23,200.00. The total amount of this Contract, including applicable match, will not exceed Two MILLION ONE HUNDRED NINETY-TWO THOUSAND FOUR HUNDRED DOLLARS ($2,192,400.00), as follows: a. FY 2020, July 1, 2020 through August 31, 2020: $243,600.00 b. FY 2021, September 1, 2020 through August 31, 2021: $487,200.00 c. FY 2022, September 1, 2021 through August 31, 2022: $487,200.00 d. FY 2023, September 1, 2022 through August 31, 2023: $487,200.00 e. FY 2024, September 1, 2023 through August 31, 2024: $487,200.00 Cost Reimbursement Budget: 1. The Cost Reimbursement budget documents all approved and allowable expenditures; Performing Agency shall only utilize the funding detailed in this ATTACHMENT B for approved and allowable costs. If Performing Agency requests to utilize funds for an expense not documented on the approved budget, Performing Agency shall notify, in writing, the System Agencyassigned Contract Manager and request approval prior to utilizing the funds. System Agency shall provide written notification regarding if the requested expense is approved. If needed, Performing Agency may revise the System Agency approved Cost Reimbursement budget. The requirements are as follows: a. Performing Agency is allowed to transfer funds from the budgeted direct categories only; with the exception of the Equipment category. Performing Agency may transfer up to ten (10) percent of the state fiscal year Contract value without System Agency approval. Budget revisions exceeding the ten (10) percent requirement require System Agency's written approval. b. Performing Agency may request revisions to the approved Cost Reimbursement budgeted direct categories that exceed the ten (10) percent requirement stated in HHSC Solicitation No. HHS0007805 HHSC Contract No. HHS000780500002 Amendment No. 2 Page 2 of 5 DocuSign Envelope ID: B3A42107-13B1-415B-A90E-05IDDFOBCE39 Section (I) (2) (a), by submitting a written request to the assigned Contract Manager. This change is considered a minor administrative change and does not require an amendment. The System Agency shall provide a Technical Guidance Letter (TGL) if the budget revision is approved; and the assigned Contract Manager will update CMBHS, as needed. c. Performing Agency may revise the Cost Reimbursement budget "Equipment" and/or "Indirect Cost' Categories, however a formal Amendment is required. Performing Agency shall submit to the assigned Contract Manager a written request to revise the budget, which includes a justification for the revisions. The assigned Contract Manager shall provide written notification stating if the requested revision is approved. If the revision is approved, the budget revision is not authorized, and funds cannot be utilized until the Amendment is executed and signed by both parties. d. The budgeted indirect cost amount is provisional and subject to change. The System Agency reserves the right to negotiate Performing Agency's indirect cost amount, which may require Performing Agency to provide additional supporting documentation to the assigned Contract Manager. J. Categorical Budget: 1. Below is the approved Categorical Budget for fiscal years (FY) 2021, FY 2022, and FY 2023: PERSONNEL $235,364.00 FRINGE BENEFITS $112,975.00 TRAVEL $3,947.00 SUPPLIES $3,000.00 CONTRACTUAL $22,200.00 EQUIPMENT $23,888.00 OTHER $85,826.00 TOTAL DIRECT CHARGES $487,200.00 INDIRECT CHARGES $0.00 TOTAL CONTRACT VALUE $487,200.00 SYSTEM AGENCY SHARE $464,000.00 MATCH $23,200.00 HHSC Solicitation No. HHS0007805 HHSC Contract No. HHS000780500002 Amendment No. 2 Page 3 of 5 DocuSign Envelope ID: B3A42107-13B1-415B-A90E-051DDFOBCE39 FY2022 PERSONNEL $225,023.00 FRINGE BENEFITS $108,013.00 TRAVEL $16,595.00 SUPPLIES $9,079.00 CONTRACTUAL $10,200.00 EQUIPMENT $0.00 OTHER $118,290.00 TOTAL DIRECT CHARGES $487,200.00 INDIRECT CHARGES $0.00 TOTAL CONTRACT VALUE $487,200.00 SYSTEM AGENCY SHARE $464,000.00 MATCH $23,200.00 PERSONNEL $241,598.00 FRINGE BENEFITS $108,199.00 TRAVEL $25,450.00 SUPPLIES $8,000.00 CONTRACTUAL - EQUIPMENT - OTHER $103,953.00 TOTAL DIRECT CHARGES $487,200.00 INDIRECT CHARGES - TOTAL CONTRACT VALUE $487,200.00 SYSTEM AGENCY SHARE $464,000.00 MATCH $23,200.00 HHSC Solicitation No. HHS0007805 HHSC Contract No. HHS000780500002 Amendment No. 2 Page 4 of 5 DocuSign Envelope ID: B3A42107-13B1-415B-A90E-05IDDFOBCE39 The Categorical Budget for FY 2024 can be found on ATTACH►vIE►vT B-1, CATEGORICAL BUDGET (FISCAL YEAR 2024). HHSC Solicitation No. HHS0007805 HHSC Contract No. HHS000780500002 Amendment No. 2 Page 5 of 5 DocuSign Envelope ID: B3A42107-1381-415B-A90E-05IDDFOBCE39 Attachment B-1 Categorical Budget Fiscal Year 2024 Organization Name: City of Lubbock Health Department Contract Number: HHS000780500002 Program ID: Community Health Workers Region I 1 Budget Categories Budget Categories System Agency Funds Requested Cash Match Non System Agencyfunds Category Total Personnel $226,928.00 $0.00 $0.00 $226,928.00 Fringe Benefits $108,925.00 $0.00 $0.00 $108,925.00 Travel $25,305.00 $0.00 $0.00 $25,305.00 Equipment $0.00 $0.00 $0.00 Supplies $7,742.00 $0.00 $0.00 $7,742.00 Contractual $0.00 $0.00 $0.00 Other $95,100.00 $0.00 $0.00 $95,100.00 Total Direct Costs $464,000.00 $0.00 $0.00 $464,000.00 Indirect Costs $0.00 $0.00 $0.00 Totals 1 $464,000.001 $0.0010.00 $464,000.00 Subcontracting Subcontracting Percentage: 0.0% Rev. 4/18 DocuSign Envelope ID: B3A42107-13B1-415B-A90E-051DDFOBCE39 Match Contributions Program Income Required Match Percentage I5% Required Match Amount: $23,200,00 Source of Cash Match Funds Projected Earnings Source of Eamin s Non System Agency Funding Direct Federal Funds: $0.00 Other State Agency Funds: $0.00 Local Funding Sources: $0.00 Other Funds: $0.00 Total Projected Non -System Agency Funding: $0.00 Calculated Match Percentage: 0% Calculated Match Amount: DocuSign Envelope ID: 63A42107-13131-415B-A90E-05IDDFOBCE39 Personnel Category Detail Organization Name: City or Lubbock Health Department Contract Number: HHS0807805W W2 Program ID: Commurdry, Heath Worker Region: 1 Fiscal Year. FV24 Total Contract Value (System Agency+Match) 487,200.00 Data Submitted to HHSC: 71202M Personnel Functional Title Justification Existing Proposed Vacant Total FTE's Total Avg Monthly Salaryfyfags Number of Months Funding Source Salary I Wages Requested for protect Substance Use Service Coordinator Provide oversight to the community heath worker program by evaluating and monhorog perfonnana of program staff. Monitor and track al program expenditures and documentation in CMBHS. Salary was calculated adjusting for a 3% merit increase each year. 65 ones $5 868 12 Cash 45 7T0Jq Case Manage, CHW Certified Provide cake management to substans using 1ndNWuals and outreach services to communises that may be affected by substance use. Salary was calculated adjusting for a 3% mark Increase each year. 2 2 $3 972 12 Cash 95 .00 Heath Promotion Worker-CHW Codified Provide direct support to substance using krdbkluals to improve overall heath and reduce homelosmss within the population served. Works with Case Manager to amuse services are delve+eta. Salary was calculated adjusting fora 3% marl increase each year 1 1 2 $2995 12 Cash 71880.00 Admimrtm!,a Ar Lw rd Adminatrathro functions to support gram funded staff including payroll. troveL processing Invokes and general admin support Salary Was calculated adjusting for a 3% merit rnerease each eu. 5 0.5 52325 12 Cash 1300J10 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 DocuSign Envelope ID: 133A42107-1361-415B-A90E-051DOFOBCE39 0 0 0 0 Cash Toted 228,923M In I(Ind Match Total Salary Wage Total 228 928.00 Fringe Benefits Enter either the percentage or cash amount Total Fringe Senad % 48.00% or Total Fnnge Benefin $ Fringe Benefit Amounts Cash S108.925.00 In Kind Match Frmge Benefits Total ISI08 925.00 List the types of costs that compose your organ¢awn's fnnge benefits Certification Pay for 5 employees ($23.08), (.1747) subject to TMRS, FICA 97.8%, Health Insumnce($380.95 per pay period), Dental Insurance l$15.55 per pay period), Phone Alo nos for 5 employees ($13.85 per pay period) DocuSign Envelope ID: B3A42107-13B1-415B-A90E-051 DDFOBCE39 Travel Category Detail arPrnmmiwm. CMdltakxklmalh DaormrPP Canbactlmma� lPlsomTaomo)02 ryar.m q: Cmauev Nadhwob IMkaa Pricy uooi Omvu ,vs Trmd POW • MUM oavd PolkymrmavW ra i" IIusmd Om"IZaan'a oavd Policy —OT—T—Faky Codnaeca I Workst" Travel Cetb oaanlPMPd Aaaesasm Lo mmU Nowasrd IAPPbrd Tod AdolYapa AYfdo Mob Le))Yq of -Cab Flodme soeca Tod LodaSmb Cdbada Aadtl Earralbd Aadetlm Faecal Cd/aaam CE 78044A 5 s $1.125 am tam C N 1171221 ftwd � C'l"...M..bw Aeam Ea XseaW AldNm Foewl Codadaa W CE TgOUSA 2 1 t2.me $tem am) smC eaa se TmA—ddlm d Prdamlas l C .*HdIh Wadae AaamA SaMCoddaaa Teo&" 1 5 s2.0e $1.125 am) two Cam AMOO N/bad Caf—TBD Aardam Ndbla CdaldbW NaMial Calraaa•vekA opwniWaallMnaaaM pmwaM a wsaroam In eidn TBOL e 1 $15m SIAM now "m Coo H WA sm sm TOM C h4 Goad—IWorldlroP s2a.sm.)o Tod m 10M tmteh for Ce W—IW khW som Tod mr CaMaaa I YY W nP Travd odmr • Local Travel Coals .kutl)ca)a Lom WYAWaanmt halerd aqa gLFo Cat Ome Loom Fun 1 -SPUroa TOWCeel Ram Trod otlM 0, j— b mmb W 5 11moo Cal so sw m m. so m m. m $0.00 Tod Cash mr oearl taxi Travd Tod m led tbdl b OPmr I Load Travd ToblbOMw ILaalT—d slate) —TOWy�tPP.PP m IWd Ma- Trial m.m Tod Travel Cab t24.>o6PP DocuSign Envelope ID: B3A42107-13B1-415B-A90E-051DDFOBCE39 Equipment Category Detail Organization Name: City of Lubbock Health Department Contract Number: HHSO0O78050O0O2 Program ID: Community Health Workers Description of Kom Purpose & Justification Number of Unhs Cost Per Unh Fundina Source Total Cost $0.0O $0.0O $O.0O $0.00 $O.O0 $0.00 $0.O0 !Cash Total 5O.O0 In Kind Match Total $0.O0 Total Amount Requested for Equipment $Q.00 DocuSign Envelope ID: B3A42107-13B1-415B-A90E-051 DDFOBCE39 Supplies Category Detail Organization Name: City of Lubbock Health Department Contract Number. HHS000780500002 Program ID: Community Health Workers uenerai orrice suppues neeaea to support the execution or the scope of work with efflelency and effectiveness. Office supplies include journals for clients, planners, pens, paper, binders and other general Office Supplies office supplies to support staffs work. I Cash $ 7,741.56 DocuSign Envelope ID: 63A42107-1361-415B-A90E-051DDFOBCE39 Total Amount Requested for Supplies 7,742.00 DocuSign Envelope ID: B3A42107-13B1-415B-A90E-05IDDFOBCE39 Contractual Category Detail Orgadrtlbn Name: City of Lubbxk Madth Dwwtrn.M Cord a Nunbar. HKS000780500002 Pragn 0k CO LW* HOW Warkan DocuSign Envelope ID: B3A42107-13B1-415B-A90E-051DDFOBCE39 Other Category Detail organu bon Name: City of Lubbock Health Department Contract Number. HHS000780500002 Program ID: Community Health Workers Description of Item Purpose 5 Justification Funding Source Total Cost IT support charges: These are the charges incurred by the department for IT support and licenses of software suchs as Microsoft, Adobe, Internet. The fee does not include computer workstations or laptops Required for the employees to haw access to Internet and other software programs. Cash $4,000.00 Rental Space•. These are the charges incurred by the department for rent and electric of 1000 square feet Rqubed for the employees to have adequate work area. These charges are incurred by the department for rent and electric; as well as for the use of the conference room. Cash $3.000.00 Telephone Services: Charges incurred by the department for telephone services Required for the employees to have access to a phone Cash $3.000.00 Fleet Services: Charges Incurred by the department for fleet services. This includes maintenance, major repaint and insurance. Required to support the malmence and upkeep of 3 vehicles Cash $10,330.00 CPR and First Aid Certification $50 x 5 stsffuS250 Meet staff competency requirements Cash $250.00 Printing of Lubbock Print shop City of Lubbock Print Shop charges for materials and handouts Cash $3,000.00 First Aid Kits 100ct To increase First aid and safety in elgibe popullation Cash $350.00 Bags 1000 $2.50each Bags to hold condoms literaturehygiene kits first aid kits and wound care kits Cash $4.000.00 Wound Kits 80 90 $9 per kit) To Improve wound taro practices for the el ible population Cash $720.00 Condoms 5 cases dii $100 each To encourage safe sex practices for the el ibN populladon Cash $500.00 Lubricant 2 cases A 100 each To encourage safe sex practices for the el ible populladon Cash $200.00 Needle Cleaning Kits 100 90 $5 each Harm reducton for Injecting drug users Cash $500.00 Hygiene kits 1000& 310each To Improve overall hygiene for the elgible popullation Cash $13.000.00 Narcan Carry Case 80 it $ 15 to Prevent Overdoses In the eligible popullation Cash $1,200.00 Narca 80 doses $30 each to Prevent Overdoses in the eligible popullation Cash $2,400.00 Preprinted Educational Material To increase knowledge and awareness in the el ible populladon Cash S8,000.00 Auto Fuel 3 vehicles Fuel for program vehicles- for staff providing CHW services such as transportation of clients to appointments, and for staff to meet with clients that are in custody or treatment facilities. Cash $9,000.00 Client Support (up to $250 perperson) To help population served access services Cash $24,500.00 Conference Fee. State Conference Conference fees for Educational CHW conferences -5 Employees 400 each Cash $2.000.00 PnnndedEducational Conferences/Meetings Conference leas for 5 Employees 150 each Cash $750.00 Conference fee: Texas Association of Promotores 5 Community Health Workers Conference fees for Local or State CHW conferences -5 Employees 400 each Cash $2.000.00 Conference Fee: National Conference-TBD Conference fees for National Conference -1 Employees a 400 each Cash S400.00 Team Building and Self Care Requirement per grantfundin Cash $1,500.00 Program Apparel for CHW Staff Program Apparel to ensure staff are Identified while providing services in the community Cash $2,500.00 DocuSign Envelope ID: 63A42107-1361-415B-A90E-05IDDFOBCE39 DocuSign Envelope ID: B3A42107-13B1-415B-A90E-05IDDFOBCE39 Indirect Category Detail Organization Name: City of Lubbock Health Department Contract Number: HHS000780500002 Program ID: Community Health Workers Indirect Cost Basis Selection a Governmental Entity Using a Central Service Cost Rate or Indirect Cost Rate The organization's current Central Service Cost Rate or Indirect Cost Rate based on a rate proposal prepared in accordance with OMB Circular A-87. Attach copy of approved Rate Agreement or Certification of Cost Allocation Plan or Certification of Indirect Costs. City and County Governments with a Central Service Cost Rate should also complete the "Governmental and Non Governmental Entity Using a Narrative Cost Allocation Plan" section for the indirect costs of the City/County Department le.g. Health Department) that System Agency is contracting with. Rate 0 Type DocuSign Envelope ID: 63A42107-1361-415B-A90E-051DDFOBCE39 Indirect Costs Non Governmental Entity Using Indirect Cost Rate The organization's most recent indirect cost rate approved by a federal cognizant agency or state single audit coordinating agency Expired rate agreements are not acceptable Attach a copy of the rate agreement to this form (Form 1- 7 Indirect) Rate L Base Governmental and Non Governmental Entity Using a Narrative Cost Allocation Plan allocation plan submitted to System Agency within 60 days of the contract start date The CFPM is available on the following internal web link htto://www.5vstem Aaency.state.tx.us/contracts/ Cash Non System Agency Funds Total Indirect Costs $0.00 DocuSign Envelope ID: B3A42107-13B1-415B-A90E-051DDFOBCE39 ATTACHMENT C TEXAS Health and Human Services Health and Human Services (HHS) Uniform Terms and Conditions - Grant Version 3.2 Published and Effective — July 2022 Responsible Office: Chief Counsel DocuSign Envelope ID: B3A42107-13B1-415B-A90E-05IDDFOBCE39 ABOUT THIS DOCUMENT In this document, Grantees (also referred to in this document as subrecipients or contractors) will find requirements and conditions applicable to grant funds administered and passed -through by both the Texas Health and Human Services Commission (HHSC) and the Department of State Health Services (DSHS). These requirements and conditions are incorporated into the Grant Agreement through acceptance by Grantee of any funding award by HHSC or DSHS. The terms and conditions in this document are in addition to all requirements listed in the RFA, if any, under which applications for this grant award are accepted, as well as all applicable federal and state laws and regulations. Applicable federal and state laws and regulations may include, but are not limited to: 2 CFR Part 200, Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards; requirements of the entity that awarded the funds to HHS; Chapter 783 of the Texas Government Code; Texas Comptroller of Public Accounts' agency rules (including Uniform Grant and Contract Standards set forth in Title 34, Part 1, Chapter 20, Subchapter E, Division 4 of the Texas Administrative Code); the Texas Grant Management Standards (TxGMS) developed by the Texas Comptroller of Public Accounts; and the Funding Announcement, Solicitation, or other instrument/documentation under which HHS was awarded funds. HHS, in its sole discretion, reserves the right to add requirements, terms, or conditions. HHS Uniform Terms and Conditions — Grant v 3.2 Effective July 2022 Page 2 of 29 DocuSign Envelope ID: B3A42107-1361-415B-A90E-051 DDFOBCE39 TABLE OF CONTENTS ARTICLE I. DEFINITIONS AND INTERPRETIVE PROVISIONS ........................... 6 1.1 DEFINITIONS......................................................................................................... 6 1.2 INTERPRETIVE PROVISIONS.................................................................................. 7 ARTICLE II. PAYMENT PROVISIONS......................................................................... 8 2.1 PROMPT PAYMENT................................................................................................ 8 2.2 TAXES....................................................................................................................8 2.3 ANCILLARY AND TRAVEL EXPENSES................................................................... 9 2.4 BILLING................................................................................................................. 9 2.5 USE OF FUNDS....................................................................................................... 9 2.6 USE FOR MATCH PROHIBITED.............................................................................. 9 2.7 PROGRAM INCOME............................................................................................... 9 2.8 NONSUPPLANTING.................................................................................................9 2.9 INDIRECT COST RATES....................................................................................... 10 ARTICLE III. STATE AND FEDERAL FUNDING.....................................................10 3.1 EXCESS OBLIGATIONS PROHIBITED................................................................... 10 3.2 NO DEBT AGAINST THE STATE........................................................................... 10 3.3 DEBTS AND DELINQUENCIES.............................................................................. 10 3.4 REFUNDS AND OVERPAYMENTS......................................................................... 10 ARTICLE IV. ALLOWABLE COSTS AND AUDIT REQUIREMENTS .................. 11 4.1 ALLOWABLE COSTS............................................................................................ 11 4.2 AUDITS AND FINANCIAL STATEMENTS............................................................... 11 4.3 SUBMISSION OF AUDITS AND FINANCIAL STATEMENTS .................................... 12 ARTICLE V. WARRANTY, AFFIRMATIONS, ASSURANCES AND CERTIFICATIONS........................................................................................................... 12 5.1 WARRANTY......................................................................................................... 12 5.2 GENERAL AFFIRMATIONS................................................................................... 13 5.3 FEDERAL ASSURANCES....................................................................................... 13 5.4 FEDERAL CERTIFICATIONS................................................................................ 13 5.5 STATE ASSURANCES............................................................................................ 13 HHS Uniform Terms and Conditions — Grant v 3.2 Effective July 2022 Page 3 of 29 DocuSign Envelope ID: B3A42107-13B1-415B-A90E-051DDFOBCE39 ARTICLE VI. INTELLECTUAL PROPERTY.............................................................13 6.1 OWNERSHIP OF WORK PRODUCT....................................................................... 13 6.2 GRANTEE'S PRE-EXISTING WORKS................................................................... 14 6.3 THIRD PARTY IP................................................................................................. 14 6.4 AGREEMENTS WITH EMPLOYEES AND SUBCONTRACTORS ............................... 14 6.5 DELIVERY UPON TERMINATION OR EXPIRATION .............................................. 15 6.6 SURVIVAL............................................................................................................15 6.7 SYSTEM AGENCY DATA...................................................................................... 15 ARTICLE VII. PROPERTY............................................................................................ 15 7.1 USE OF STATE PROPERTY................................................................................... 15 7.2 DAMAGE TO STATE PROPERTY.......................................................................... 16 7.3 PROPERTY RIGHTS UPON TERMINATION OR EXPIRATION OF CONTRACT ....... 16 7.4 EQUIPMENT AND PROPERTY............................................................................... 16 ARTICLE VIII. RECORD RETENTION, AUDIT, AND CONFIDENTIALITY..... 17 8.1 RECORD MAINTENANCE AND RETENTION......................................................... 17 8.2 AGENCY'S RIGHT TO AUDIT............................................................................... 17 8.3 RESPONSE/COMPLIANCE WITH AUDIT OR INSPECTION FINDINGS ................... 18 8.4 STATE AUDITOR'S RIGHT TO AUDIT.................................................................. 18 8.5 CONFIDENTIALITY.............................................................................................. 18 ARTICLE IX. GRANT REMEDIES, TERMINATION AND PROHIBITED ACTIVITIES...................................................................................................................... 19 9.1 REMEDIES............................................................................................................ 19 9.2 TERMINATION FOR CONVENIENCE.................................................................... 19 9.3 TERMINATION FOR CAUSE................................................................................. 19 9.4 GRANTEE RESPONSIBILITY FOR SYSTEM AGENCY'S TERMINATION COSTS.... 20 9.5 INHERENTLY RELIGIOUS ACTIVITIES................................................................ 20 9.6 POLITICAL ACTIVITIES....................................................................................... 20 ARTICLE X. INDEMNITY.............................................................................................. 21 10.1 GENERAL INDEMNITY......................................................................................... 21 10.2 INTELLECTUAL PROPERTY................................................................................. 21 10.3 ADDITIONAL INDEMNITY PROVISIONS............................................................... 22 ARTICLE XI. GENERAL PROVISIONS...................................................................... 22 11.1 AMENDMENTS..................................................................................................... 22 11.2 NO QUANTITY GUARANTEES.............................................................................. 22 HHS Uniform Terms and Conditions — Grant v 3.2 Effective July 2022 Page 4 of 29 DocuSign Envelope ID: B3A42107-13B1-415B-A90E-051DDFOBCE39 11.3 CHILD ABUSE REPORTING REQUIREMENTS...................................................... 22 11.4 CERTIFICATION OF MEETING OR EXCEEDING TOBACCO -FREE WORKPLACE POLICY MINIMUM STANDARDS.......................................................................... 23 11.5 INSURANCE AND BONDS...................................................................................... 23 11.6 LIMITATION ON AUTHORITY.............................................................................. 23 11.7 CHANGE IN LAWS AND COMPLIANCE WITH LAWS ............................................ 24 11.8 SUBCONTRACTORS..............................................................................................24 11.9 PERMITTING AND LICENSURE............................................................................ 24 11.10 INDEPENDENT CONTRACTOR............................................................................. 24 11.11 GOVERNING LAW AND VENUE........................................................................... 25 11.12 SEVERABILITY.....................................................................................................25 11.13 SURVIVABILITY................................................................................................... 25 11.14 FORCE MAJEURE................................................................................................ 25 11.15 NO IMPLIED WAIVER OF PROVISIONS............................................................... 26 11.16 FUNDING DISCLAIMERS AND LABELING............................................................ 26 11.17 MEDIA RELEASES............................................................................................... 26 11.18 PROHIBITION ON NON -COMPETE RESTRICTIONS ............................................. 26 11.19 SOVEREIGN IMMUNITY....................................................................................... 26 11.20 ENTIRE CONTRACT AND MODIFICATION........................................................... 27 11.21 COUNTERPARTS.................................................................................................. 27 11.22 PROPER AUTHORITY........................................................................................... 27 11.23 E-VERIFY PROGRAM.......................................................................................... 27 11.24 CIVIL RIGHTS...................................................................................................... 27 11.25 ENTERPRISE INFORMATION MANAGEMENT STANDARDS ................................. 28 11.26 DISCLOSURE OF LITIGATION.............................................................................. 28 11.27 NO THIRD PARTY BENEFICIARIES..................................................................... 29 11.28 BINDING EFFECT................................................................................................. 29 HHS Uniform Terms and Conditions — Grant v 3.2 Effective July 2022 Page 5 of 29 DocuSign Envelope ID: 133A42107-13131-415B-A90E-051DDFOBCE39 ARTICLE I. DEFINITIONS AND INTERPRETIVE PROVISIONS 1.1 DEFINITIONS As used in this Grant Agreement, unless a different definition is specified, or the context clearly indicates otherwise, the following terms and conditions have the meanings assigned below: "Amendment" means a written agreement, signed by the Parties, which documents changes to the Grant Agreement. "Contract" or "Grant Agreement" means the agreement entered into by the Parties, including the Signature Document, these Uniform Terms and Conditions, along with any attachments and amendments that may be issued by the System Agency. "Deliverables" means the goods, services, and work product, including all reports and project documentation, required to be provided by Grantee to the System Agency. "DSHS" means the Department of State Health Services. "Effective Date" means the date on which the Grant Agreement takes effect. "Federal Fiscal Year" means the period beginning October 1 and ending September 30 each year, which is the annual accounting period for the United States government. "GAAP" means Generally Accepted Accounting Principles. "GASB" means the Governmental Accounting Standards Board. "Grantee" means the Party receiving funds under this Grant Agreement. May also be referred to as "subrecipient" or "contractor" in this document. "HHSC" means the Texas Health and Human Services Commission. "Health and Human Services" or "HHS" includes HHSC and DSHS. "Intellectual Property Rights" means the worldwide proprietary rights or interests, including patent, copyright, trade secret, and trademark rights, as such right may be evidenced by or embodied in: i. any idea, design, concept, personality right, method, process, technique, apparatus, invention, discovery, or improvement; ii. any work of authorship, including any compilation, computer code, website or web page design, literary work, pictorial work, or graphic work; iii. any trademark, service mark, trade dress, trade name, branding, or other indicia of source or origin; iv. domain name registrations; and v. any other proprietary or similar rights. The Intellectual Property Rights of a Party include all worldwide proprietary rights or interests that the Party may have acquired by assignment, by exclusive license, or by license with the right to grant sublicenses. "Parties" means the System Agency and Grantee, collectively. "Party" means either the System Agency or Grantee, individually. HHS Uniform Terms and Conditions — Grant v. 3.2 Effective July 2022 Page 6 of 29 DocuSign Envelope ID: B3A42107-13B1-415B-A90E-051DDFOBCE39 "Proiect" means specific activities of the Grantee that are supported by funds provided under this Grant Agreement. "Signature Document" means the document executed by all Parties for this Grant Agreement. "Solicitation," "Funding Announcement" or "Request for Applications (RFA)" means the document (including all exhibits, attachments, and published addenda), issued by the System Agency under which applications for grant funds were requested, which is incorporated by reference in the Grant Agreement for all purposes in its entirety. "Solicitation Response" or "Application" means Grantee's full and complete Solicitation response (including any attachments and addenda), which is incorporated by reference in the Grant Agreement for all purposes in its entirety. "State Fiscal Year" means the period beginning September 1 and ending August 31 each year, which is the annual accounting period for the State of Texas. "State of Texas Tertravel" means the Texas Comptroller of Public Accounts' state travel rules, policies, and guidelines. "Statement of Work" means the description of activities Grantee must perform to complete the Project, as specified in the Grant Agreement and as may be amended. "System Agency" means HHSC or DSHS, as applicable. "Work Product" means any and all works, including work papers, notes, materials, approaches, designs, specifications, systems, innovations, improvements, inventions, software, programs, source code, documentation, training materials, audio or audiovisual recordings, methodologies, concepts, studies, reports, whether finished or unfinished, and whether or not included in the deliverables, that are developed, produced, generated or provided by Grantee in connection with Grantee's performance of its duties under the Grant Agreement or through use of any funding provided under this Grant Agreement. "Texas Grant Management Standards" or "TxGMS" means uniform grant and contract administration procedures, developed under the authority of Chapter 783 of the Texas Government Code, to promote the efficient use of public funds in local government and in programs requiring cooperation among local, state, and federal agencies. Under this Grant Agreement, TxGMS applies to Grantee except as otherwise provided by applicable law or directed by System Agency. Additionally, except as otherwise provided by applicable law, in the event of a conflict between TxGMS and applicable federal or state law, federal law prevails over state law and state law prevails over TxGMS. 1.2 INTERPRETIVE PROVISIONS A. The meanings of defined terms include the singular and plural forms. B. The words "hereof," "herein," "hereunder," and similar words refer to this Grant Agreement as a whole and not to any particular provision, section, attachment, or schedule of this Grant Agreement unless otherwise specified. C. The term "including" is not limiting and means "including without limitation" and, unless otherwise expressly provided in this Grant Agreement, (i) references to contracts HHS Uniform Terms and Conditions —Grant v. 3.2 Effective July 2022 Page 7 of 29 DocuSign Envelope ID: B3A42107-1361-415B-A90E-051DDFOBCE39 (including this Grant Agreement) and other contractual instruments shall be deemed to include all subsequent Amendments and other modifications, but only to the extent that such Amendments and other modifications are not prohibited by the terms of this Grant Agreement, and (ii) references to any statute or regulation are to be construed as including all statutory and regulatory provisions consolidating, amending, replacing, supplementing, or interpreting the statute or regulation. D. Any references to agreements, contracts, statutes, or administrative rules or regulations in the Grant Agreement are references to these documents as amended, modified, or supplemented during the term of the Grant Agreement. E. The captions and headings of this Grant Agreement are for convenience of reference only and do not affect the interpretation of this Grant Agreement. F. All attachments, including those incorporated by reference, and any Amendments are considered part of the terms of this Grant Agreement. G. This Grant Agreement may use several different limitations, regulations, or policies to regulate the same or similar matters. All such limitations, regulations, and policies are cumulative. H. Unless otherwise expressly provided, reference to any action of the System Agency or by the System Agency by way of consent, approval, or waiver will be deemed modified by the phrase "in its sole discretion." I. Time is of the essence in this Grant Agreement. J. Prior to execution of the Grant Agreement, Grantee must notify System Agency's designated contact in writing of any ambiguity, conflict, discrepancy, omission, or other error. If Grantee fails to notify the System Agency designated contact of any ambiguity, conflict, discrepancy, omission or other error in the Grant Agreement prior to Grantee's execution of the Grant Agreement, Grantee: i. Shall have waived any claim of error or ambiguity in the Grant Agreement; and ii. Shall not contest the interpretation by the System Agency of such provision(s). No grantee will be entitled to additional reimbursement, relief, or time by reason of any ambiguity, conflict, discrepancy, exclusionary specification, omission, or other error or its later correction. ARTICLE II. PAYMENT PROVISIONS 2.1 PROMPT PAYMENT Payment shall be made in accordance with Chapter 2251 of the Texas Government Code, commonly known as the Texas Prompt Payment Act. Chapter 2251 of the Texas Government Code shall govern remittance of payment and remedies for late payment and non-payment. 2.2 TAXES Grantee represents and warrants that it shall pay all taxes or similar amounts resulting from the Grant Agreement, including, but not limited to, any federal, State, or local income, sales or excise taxes of Grantee or its employees. System Agency shall not be liable for any taxes resulting from the Grant Agreement. HHS Uniform Terms and Conditions — Grant v. 3.2 Effective July 2022 Page 8 of 29 DocuSign Envelope ID: B3A42107-1361-4156-A90E-051 DDFOBCE39 2.3 ANCILLARY AND TRAVEL EXPENSES A. Except as otherwise provided in the Grant Agreement, no ancillary expenses incurred by the Grantee in connection with its provision of the services or deliverables will be reimbursed by the System Agency. Ancillary expenses include, but are not limited to, costs associated with transportation, delivery, and insurance for each deliverable. B. Except as otherwise provided in the Grant Agreement, when the reimbursement of travel expenses is authorized by the Grant Agreement, all such expenses will be reimbursed in accordance with the rates set by the Texas Comptroller's Textravel guidelines, which can currently be accessed at: https:Hfmx.cpa.texas.gov/fmx/travel/textraveU. 2.4 BILLING Unless otherwise provided in the Grant Agreement, Grantee shall bill the System Agency in accordance with the Grant Agreement. Unless otherwise specified in the Grant Agreement, Grantee shall submit requests for reimbursement or payment monthly by the last business day of the month following the month in which expenses were incurred or services provided. Grantee shall maintain all documentation that substantiates invoices and make the documentation available to the System Agency upon request. 2.5 USE OF FUNDS Grantee shall expend funds under this Grant Agreement only for approved services and for reasonable and allowable expenses directly related to those services. 2.6 USE FOR MATCH PROHIBITED Grantee shall not use funds provided under this Grant Agreement for matching purposes in securing other funding without the written approval of the System Agency. 2.7 PROGRAM INCOME Program income refers to gross income directly generated by a supporting activity during the period of performance. Unless otherwise required under the Grant Agreement, Grantee shall use Program Income, as provided in TxGMS, to further the Project, and Grantee shall spend the Program Income on the Project. Grantee shall identify and report Program Income in accordance with the Grant Agreement, applicable law, and any programmatic guidance. Grantee shall expend Program Income during the Grant Agreement term, when earned, and may not carry Program Income forward to any succeeding term. Grantee shall refund Program Income to the System Agency if the Program Income is not expended in the term in which it is earned. The System Agency may base future funding levels, in part, upon Grantee's proficiency in identifying, billing, collecting, and reporting Program Income, and in using Program Income for the purposes and under the conditions specified in this Grant Agreement. 2.8 NONSUPPLANTING Grant funds must be used to supplement existing, new or corresponding programming and related activities. Grant funds may not be used to supplant (replace) existing funds that have been appropriated, allocated, or disbursed for the same purpose. System Agency may conduct Grant monitoring or audits may be conducted to review, among other things, Grantee's compliance with this provision. HHS Uniform Terms and Conditions —Grant v. 3.2 Effective July 2022 Page 9 of 29 DocuSign Envelope ID: B3A42107-13B1-415B-A90E-05IDDFOBCE39 2.9 INDIRECT COST RATES The System Agency may acknowledge an indirect cost rate for Grantees that is utilized for all applicable Grant Agreements. For subrecipients receiving federal funds, indirect cost rates will be determined in accordance with applicable law including, but not limited to, 2 CFR 200.414(f). For recipients receiving state funds, indirect costs will be determined in accordance with applicable law including, but not limited to, TxGMS. Grantees funded with blended federal and state funding will be subject to both state and federal requirements when determining indirect costs. In the event of a conflict between TxGMS and applicable federal law or regulation, the provisions of federal law or regulation will apply._Grantee will provide any necessary financial documents to determine the indirect cost rate in accordance with the Uniform Grant Guidance (UGG) and TxGMS. ARTICLE III. STATE AND FEDERAL FUNDING 3.1 EXCESS OBLIGATIONS PROHIBITED This Grant Agreement is subject to termination or cancellation, without penalty to System Agency, either in whole or in part, subject to the availability and actual receipt by System Agency of state or federal funds. System Agency is a state agency whose authority and appropriations are subject to actions of the Texas Legislature. If System Agency becomes subject to a legislative change, revocation of statutory authority, or lack of appropriated funds that would render either System Agency's or Grantee's delivery or performance under the Grant Agreement impossible or unnecessary, the Grant Agreement will be terminated or cancelled and be deemed null and void. In the event of a termination or cancellation under this Section, System Agency will not be liable to Grantee for any damages that are caused or associated with such termination or cancellation, and System Agency will not be required to give prior notice. Additionally, System Agency will not be liable to Grantee for any remaining unpaid funds under this Grant Agreement at time of termination. 3.2 NO DEBT AGAINST THE STATE This Grant Agreement will not be construed as creating any debt by or on behalf of the State of Texas. 3.3 DEBTS AND DELINQUENCIES Grantee agrees that any payments due under the Grant Agreement shall be directly applied towards eliminating any debt or delinquency it has to the State of Texas including, but not limited to, delinquent taxes, delinquent student loan payments, and delinquent child support during the entirety of the Grant Agreement term. 3.4 REFUNDS AND OVERPAYMENTS A. At its sole discretion, the System Agency may (i) withhold all or part of any payments to Grantee to offset overpayments, unallowable or ineligible costs made to the Grantee, or if any required financial status report(s) is not submitted by the due date(s); or (ii) require Grantee to promptly refund or credit - within thirty (30) calendar days of written notice — to System Agency any funds erroneously paid by System Agency which are not expressly authorized under the Grant Agreement. HHS Uniform Terms and Conditions Grant v. 3.2 Effective July 2022 Page 10 of 29 DocuSign Envelope ID: 63A42107-1361-4156-A90E-051DDFOBCE39 B. "Overpayments" as used in this Section include payments (i) made by the System Agency that exceed the maximum allowable rates; (ii) that are not allowed under applicable laws, rules, or regulations; or (iii) that are otherwise inconsistent with this Grant Agreement, including any unapproved expenditures. Grantee understands and agrees that it shall be liable to the System Agency for any costs disallowed pursuant to financial and compliance audit(s) of funds received under this Grant Agreement. Grantee further understands and agrees that reimbursement of such disallowed costs shall be paid by Grantee from funds which were not provided or otherwise made available to Grantee under this Grant Agreement. ARTICLE IV. ALLOWABLE COSTS AND AUDIT REQUIREMENTS 4.1 ALLOWABLE COSTS A. Allowable Costs are restricted to costs that are authorized under Texas Uniform Grant Management Standards (TxGMS) and applicable state and federal rules and laws. This Grant Agreement is subject to all applicable requirements of TxGMS, including the criteria for Allowable Costs. Additional federal requirements apply if this Grant Agreement is funded, in whole or in part, with federal funds. B. System Agency will reimburse Grantee for actual, allowable, and allocable costs incurred by Grantee in performing the Project, provided the costs are sufficiently documented. Grantee must have incurred a cost prior to claiming reimbursement and within the applicable term to be eligible for reimbursement under this Grant Agreement. At its sole discretion, the System Agency will determine whether costs submitted by Grantee are allowable and eligible for reimbursement. The System Agency may take repayment (recoup) from remaining funds available under this Grant Agreement in amounts necessary to fulfill Grantee's repayment obligations. Grantee and all payments received by Grantee under this Grant Agreement are subject to applicable cost principles, audit requirements, and administrative requirements including applicable provisions under 2 CFR 200, 48 CFR Part 31, and TxGMS. C. OMB Circulars will be applied with the modifications prescribed by TxGMS with effect given to whichever provision imposes the more stringent requirement in the event of a conflict. 4.2 AUDITS AND FINANCIAL STATEMENTS A. Audits i. Grantee understands and agrees that Grantee is subject to any and all applicable audit requirements found in state or federal law or regulation or added by this Grant Agreement ii. HHS Single Audit Unit will notify Grantee to complete the Single Audit Determination Form. If Grantee fails to complete the form within thirty (30) calendar days after receipt of notice, Grantee maybe subject to sanctions and remedies for non-compliance. iii. If Grantee, within Grantee's fiscal year, expends at least SEVEN HUNDRED FIFTY THOUSAND DOLLARS ($750,000) in federal funds awarded, Grantee shall have a single audit or program -specific audit in accordance with 2 CFR 200. The federal HHS Uniform Terms and Conditions — Grant v. 3.2 Effective July 2022 Page I 1 of 29 DocuSign Envelope ID: B3A42107-13B1-415B-A90E-05IDDFOBCE39 threshold amount includes federal funds passed through by way of state agency awards. iv. If Grantee, within Grantee's fiscal year, expends at least SEVEN HUNDRED FIFTY THOUSAND DOLLARS ($750,000) in state funds awarded, Grantee shall have a single audit or program -specific audit in accordance with TxGMS. The audit must be conducted by an independent certified public accountant and in accordance with 2 CFR 200, Government Auditing Standards, and TxGMS. v. For -profit Grantees whose expenditures meet or exceed the federal or state expenditure thresholds stated above shall follow the guidelines in 2 CFR 200 or TxGMS, as applicable, for their program -specific audits. vi. Each Grantee required to obtain a single audit must competitively re -procure single audit services once every six years. Grantee shall procure audit services in compliance with this section, state procurement procedures, as well as with applicable provisions of 2 CFR 200 and TxGMS. B. Financial Statements. Each Grantee that does not meet the expenditure threshold for a single audit or program - specific audit, must provide financial statements for the audit period. 4.3 SUBMISSION OF AUDITS AND FINANCIAL STATEMENTS A. Audits. Due the earlier of 30 days after receipt of the independent certified public accountant's report or nine months after the end of the fiscal year, Grantee shall submit one electronic copy of the single audit or program -specific audit to the System Agency via: i. HHS portal at https: hhsportal.hhs.state.tx.us/heartwebextr/hhscSau or, ii. Email to: single audit report(a)hhsc.state. tx.us. B. Financial Statements. Due no later than nine months after the Grantee's fiscal year-end, Grantees not required to submit an audit, shall submit one electronic copy of their financial statements via: i. HHS portal at https:!"hhsportal.hhs.state.tx.us/heartwebextr/hhseSau; or, ii. Email to: single audit reportAhhsc.state.tx.us. ARTICLE V. WARRANTY, AFFIRMATIONS, ASSURANCES AND CERTIFICATIONS 5.1 WARRANTY Grantee warrants that all work under this Grant Agreement shall be completed in a manner consistent with standards under the terms of this Grant Agreement, in the applicable trade, profession, or industry; shall conform to or exceed the specifications set forth in the Grant Agreement; and all deliverables shall be fit for ordinary use, of good quality, and with no material defects. If System Agency, in its sole discretion, determines Grantee has failed to complete work timely or to perform satisfactorily under conditions required by this Grant Agreement, the System Agency may require Grantee, at its sole expense, to: i. Repair or replace all defective or damaged work; ii. Refund any payment Grantee received from System Agency for all defective or damaged work and, in conjunction therewith, require Grantee to accept the return of such work; and, HHS Uniform Terms and Conditions — Grant v. 3.2 Effective July 2022 Page 12 of 29 DocuSign Envelope ID: B3A42107-13B1-415B-A90E-05IDDFOBCE39 iii. Take necessary action to ensure that Grantee's future performance and work conform to the Grant Agreement requirements. 5.2 GENERAL AFFIRMATIONS Grantee certifies that, to the extent affirmations are incorporated into the Grant Agreement, the Grantee has reviewed the affirmations and that Grantee is in compliance with all requirements. 5.3 FEDERAL ASSURANCES Grantee further certifies that, to the extent federal assurances are incorporated into the Grant Agreement, the Grantee has reviewed the federal assurances and that Grantee is in compliance with all requirements. 5.4 FEDERAL CERTIFICATIONS Grantee further certifies that, to the extent federal certifications are incorporated into the Grant Agreement, the Grantee has reviewed the federal certifications and that Grantee is in compliance with all requirements. In addition, Grantee certifies that it is in compliance with all applicable federal laws, rules, and regulations, as they may pertain to this Grant Agreement. 5.5 STATE ASSURANCES Except to the extent of any conflict under applicable law or requirements or guidelines of any federal awarding agency from which funding for this Grant Agreement originated, the Grantee must comply with the applicable state assurances included within the TxGMS which are incorporated here by reference. ARTICLE VI. INTELLECTUAL PROPERTY 6.1 OWNERSHIP OF WORK PRODUCT A. All right, title, and interest in the Work Product, including all Intellectual Property Rights therein, is exclusively owned by System Agency. Grantee and Grantee's employees will have no rights in or ownership of the Work Product or any other property of System Agency. B. Any and all Work Product that is copyrightable under United States copyright law is deemed to be "work made for hire" owned by System Agency, as provided by Title 17 of the United States Code. To the extent that Work Product does not qualify as a "work made for hire" under applicable federal law, Grantee hereby irrevocably assigns and transfers to System Agency, its successors and assigns, the entire right, title, and interest in and to the Work Product, including any and all Intellectual Property Rights embodied therein or associated therewith, and in and to all works based upon, derived from, or incorporating the Work Product, and in and to all income, royalties, damages, claims and payments now or hereafter due or payable with respect thereto, and in and to all causes of action, either in law or in equity for past, present or future infringement based on the copyrights, and in and to all rights corresponding to the foregoing. C. Grantee agrees to execute all papers and to perform such other acts as System Agency may deem necessary to secure for System Agency or its designee the rights herein assigned. HHS Uniform Terms and Conditions — Grant v. 3.2 Effective July 2022 Page 13 of 29 DocuSign Envelope ID: 63A42107-1361-41513-AWE-051 DDFOBCE39 D. In the event that Grantee has any rights in and to the Work Product that cannot be assigned to System Agency, Grantee hereby grants to System Agency an exclusive, worldwide, royalty -free, transferable, irrevocable, and perpetual license, with the right to sublicense, to reproduce, distribute, modify, create derivative works of, publicly perform and publicly display, make, have made, use, sell and offer for sale the Work Product and any products developed by practicing such rights. E. The foregoing does not apply to Incorporated Pre-existing Works or Third Party IP that are incorporated in the Work Product by Grantee. Grantee shall provide System Agency access during normal business hours to all Grantee materials, premises, and computer files containing the Work Product. 6.2 GRANTEE'S PRE-EXISTING WORKS A. To the extent that Grantee incorporates into the Work Product any works of Grantee that were created by Grantee or that Grantee acquired rights in prior to the Effective Date of this Grant Agreement ("Incorporated Pre-existing Works"), Grantee retains ownership of such Incorporated Pre-existing Works. B. Grantee hereby grants to System Agency an irrevocable, perpetual, non-exclusive, royalty -free, transferable, worldwide right and license, with the right to sublicense, to use, reproduce, modify, copy, create derivative works of, publish, publicly perform and display, sell, offer to sell, make and have made, the Incorporated Pre-existing Works, in any medium, with or without the associated Work Product. C. Grantee represents, warrants, and covenants to System Agency that Grantee has all necessary right and authority to grant the foregoing license in the Incorporated Pre- existing Works to System Agency. 6.3 THIRD PARTY IP A. To the extent that any Third Party IP is included or incorporated in the Work Product by Grantee, Grantee hereby grants to System Agency, or shall obtain from the applicable third party for System Agency's benefit, the irrevocable, perpetual, non-exclusive, worldwide, royalty -free right and license, for System Agency's internal business or governmental purposes only, to use, reproduce, display, perform, distribute copies of, and prepare derivative works based upon such Third Party IP and any derivative works thereof embodied in or delivered to System Agency in conjunction with the Work Product, and to authorize others to do any or all of the foregoing. B. Grantee shall obtain System Agency's advance written approval prior to incorporating any Third Party IP into the Work Product, and Grantee shall notify System Agency on delivery of the Work Product if such materials include any Third Party IP. C. Grantee shall provide System Agency all supporting documentation demonstrating Grantee's compliance with this Section 6.3, including without limitation documentation indicating a third party's written approval for Grantee to use any Third Party IP that may be incorporated in the Work Product. 6.4 AGREEMENTS WITH EMPLOYEES AND SUBCONTRACTORS Grantee shall have written, binding agreements with its employees and subcontractors that include provisions sufficient to give effect to and enable Grantee's compliance with Grantee's obligations under this Article VI, Intellectual Property. HHS Uniform Terms and Conditions — Grant v. 3.2 Effective July 2022 Page 14 of 29 DocuSign Envelope ID: 133A42107-1361-415B-A90E-05IDDFOBCE39 6.5 DELIVERY UPON TERMINATION OR EXPIRATION No later than the first calendar day after the termination or expiration of the Grant Agreement or upon System Agency's request, Grantee shall deliver to System Agency all completed, or partially completed, Work Product, including any Incorporated Pre-existing Works, and any and all versions thereof. Grantee's failure to timely deliver such Work Product is a material breach of the Grant Agreement. Grantee will not retain any copies of the Work Product or any documentation or other products or results of Grantee's activities under the Grant Agreement without the prior written consent of System Agency. 6.6 SURVIVAL The provisions and obligations of this Article survive any termination or expiration of the Grant Agreement. 6.7 SYSTEM AGENCY DATA A. As between the Parties, all data and information acquired, accessed, or made available to Grantee by, through, or on behalf of System Agency or System Agency contractors, including all electronic data generated, processed, transmitted, or stored by Grantee in the course of providing data processing services in connection with Grantee's performance hereunder (the "System Agency Data"), is owned solely by System Agency. B. Grantee has no right or license to use, analyze, aggregate, transmit, create derivatives of, copy, disclose, or process the System Agency Data except as required for Grantee to fulfill its obligations under the Grant Agreement or as authorized in advance in writing by System Agency. C. For the avoidance of doubt, Grantee is expressly prohibited from using, and from permitting any third party to use, System Agency Data for marketing, research, or other non -governmental or commercial purposes, without the prior written consent of System Agency. D. Grantee shall make System Agency Data available to System Agency, including to System Agency's designated vendors, as directed in writing by System Agency. The foregoing shall be at no cost to System Agency. E. Furthermore, the proprietary nature of Grantee's systems that process, store, collect, and/or transmit the System Agency Data shall not excuse Grantee's performance of its obligations hereunder. ARTICLE VII. PROPERTY 7.1 USE OF STATE PROPERTY A. Grantee is prohibited from using State Property for any purpose other than performing Services authorized under the Grant Agreement. B. State Property includes, but is not limited to, System Agency's office space, identification badges, System Agency information technology equipment and networks (e.g., laptops, portable printers, cell phones, iPads or tablets, external hard drives, data storage devices, any System Agency -issued software, and the System Agency Virtual Private Network (VPN client)), and any other resources of System Agency. HHS Uniform Terms and Conditions — Grant v. 3.2 Effective July 2022 Page IS of 29 DocuSign Envelope ID: B3A42107-13B1-415B-A90E-05IDDFOBCE39 C. Grantee shall not remove State Property from the continental United States. In addition, Grantee may not use any computing device to access System Agency's network or e- mail while outside of the continental United States. D. Grantee shall not perform any maintenance services on State Property unless the Grant Agreement expressly authorizes such Services. E. During the time that State Property is in the possession of Grantee, Grantee shall be responsible for: i. all repair and replacement charges incurred by State Agency that are associated with loss of State Property or damage beyond normal wear and tear, and ii. all charges attributable to Grantee's use of State Property that exceeds the Grant Agreement scope. Grantee shall fully reimburse such charges to System Agency within ten (10) calendar days of Grantee's receipt of System Agency's notice of amount due. Use of State Property for a purpose not authorized by the Grant Agreement shall constitute breach of contract and may result in termination of the Grant Agreement and the pursuit of other remedies available to System Agency under contract, at law, or in equity. 7.2 DAMAGE TO STATE PROPERTY A. In the event of loss, destruction, or damage to any System Agency or State of Texas owned, leased, or occupied property or equipment by Grantee or Grantee's employees, agents, Subcontractors, or suppliers, Grantee shall be liable to System Agency and the State of Texas for the full cost of repair, reconstruction, or replacement of the lost, destroyed, or damaged property. B. Grantee shall notify System Agency of the loss, destruction, or damage of equipment or property within one (1) business day. Grantee shall reimburse System Agency and the State of Texas for such property damage within ten (10) calendar days after Grantee's receipt of System Agency's notice of amount due. 7.3 PROPERTY RIGHTS UPON TERMINATION OR EXPIRATION OF CONTRACT In the event the Grant Agreement is terminated for any reason or expires, State Property remains the property of the System Agency and must be returned to the System Agency by the earlier of the end date of the Grant Agreement or upon System Agency's request. 7.4 EQUIPMENT AND PROPERTY A The Grantee must ensure equipment with a per -unit cost of $5,000 or greater purchased with grant funds under this award is used solely for the purpose of this Grant or is properly pro -rated for use under this Grant. Grantee must have control systems to prevent loss, damage, or theft of property funded under this Grant. Grantee shall maintain equipment management and inventory procedures for equipment, whether acquired in part or whole with grant funds, until disposition occurs. B. When equipment acquired by Grantee under this Grant Agreement is no longer needed for the original project or for other activities currently supported by System Agency, the Grantee must properly dispose of the equipment pursuant to 2 CFR and/or TxGMS, as applicable. Upon termination of this Grant Agreement, use and disposal of equipment by the Grantee shall conform with TxGMS requirements. C. Grantee shall initiate the purchase of all equipment approved in writing by the System Agency in accordance with the schedule approved by System Agency, as applicable. HHS Uniform Terms and Conditions — Grant v. 3.2 Effective July 2022 Page 16 of 29 DocuSign Envelope ID: 133A42107-13131-415B-A90E-051DDFOBCE39 Failure to timely initiate the purchase of equipment may result in the loss of availability of funds for the purchase of equipment. Requests to purchase previously approved equipment after the first quarter in the Grant Agreement must be submitted to the assigned System Agency contract manager. D. Controlled Assets include firearms, regardless of the acquisition cost, and the following assets with an acquisition cost of $500 or more, but less than $5,000: desktop and laptop computers (including notebooks, tablets and similar devices), non -portable printers and copiers, emergency management equipment, communication devices and systems, medical and laboratory equipment, and media equipment. Controlled Assets are considered supplies. E System Agency funds must not be used to purchase buildings or real property without prior written approval from System Agency. Any costs related to the initial acquisition of the buildings or real property are not allowable without written pre -approval. ARTICLE VIII. RECORD RETENTION, AUDIT, AND CONFIDENTIALITY 8.1 RECORD MAINTENANCE AND RETENTION A. Grantee shall keep and maintain under GAAP or GASB, as applicable, full, true, and complete records necessary to fully disclose to the System Agency, the Texas State Auditor's Office, the United States Government, and their authorized representatives sufficient information to determine compliance with the terms and conditions of this Grant Agreement and all state and federal rules, regulations, and statutes. B. Grantee shall maintain and retain legible copies of this Grant Agreement and all records relating to the performance of the Grant Agreement, including supporting fiscal documents adequate to ensure that claims for grant funds are in accordance with applicable State of Texas requirements. These records shall be maintained and retained by the Grantee for a minimum of seven (7) years after the Grant Agreement expiration date or seven (7) years after all audits, claims, litigation or disputes involving the Grant Agreement are resolved, whichever is later. 8.2 AGENCY'S RIGHT TO AUDIT A. Grantee shall make available at reasonable times and upon reasonable notice, and for reasonable periods, work papers, reports, books, records, supporting documents kept current by Grantee pertaining to the Grant Agreement for purposes of inspecting, monitoring, auditing, or evaluating by System Agency and the State of Texas. B. In addition to any right of access arising by operation of law, Grantee and any of Grantee's affiliate or subsidiary organizations, or Subcontractors shall permit the System Agency or any of its duly authorized representatives, as well as duly authorized federal, state or local authorities, unrestricted access to and the right to examine any site where business is conducted or services are performed, and all records, which includes but is not limited to financial, client and patient records, books, papers or documents related to this Grant Agreement. If the Grant Agreement includes federal funds, federal agencies that shall have a right of access to records as described in this section include: the federal agency providing the funds, the Comptroller General of the United States, the General Accounting Office, the Office of the Inspector General, and any of their authorized HHS Uniform Terms and Conditions — Grant v. 3.2 Effective July 2022 Page 17 of 29 DocuSign Envelope ID: B3A42107-13B1-415B-A90E-05IDDFOBCE39 representatives. In addition, agencies of the State of Texas that shall have a right of access to records as described in this section include: the System Agency, HHS's contracted examiners, the State Auditor's Office, the Office of the Texas Attorney General, and any successor agencies. Each of these entities may be a duly authorized authority. C. If deemed necessary by the System Agency or any duly authorized authority, for the purpose of investigation or hearing, Grantee shall produce original documents related to this Grant Agreement. D. The System Agency and any duly authorized authority shall have the right to audit billings both before and after payment, and all documentation that substantiates the billings. E. Grantee shall include this provision concerning the right of access to, and examination of, sites and information related to this Grant Agreement in any Subcontract it awards. 8.3 RESPONSE/COMPLIANCE WITH AUDIT OR INSPECTION FINDINGS A. Grantee must act to ensure its and its Subcontractors' compliance with all corrections necessary to address any finding of noncompliance with any law, regulation, audit requirement, or generally accepted accounting principle, or any other deficiency identified in any audit, review, or inspection of the Grant Agreement and the services and Deliverables provided. Any such correction will be at Grantee's or its Subcontractor's sole expense. Whether Grantee's action corrects the noncompliance shall be solely the decision of the System Agency. B. As part of the services, Grantee must provide to HHS upon request a copy of those portions of Grantee's and its Subcontractors' internal audit reports relating to the services and Deliverables provided to the State under the Grant Agreement. 8.4 STATE AUDITOR'S RIGHT TO AUDIT The state auditor may conduct an audit or investigation of any entity receiving funds from the state directly under the Grant Agreement or indirectly through a subcontract under the Grant Agreement. The acceptance of funds directly under the Grant Agreement or indirectly through a subcontract under the Grant Agreement acts as acceptance of the authority of the state auditor, under the direction of the legislative audit committee, to conduct an audit or investigation in connection with those funds. Under the direction of the legislative audit committee, an entity that is the subject of an audit or investigation by the state auditor must provide the state auditor with access to any information the state auditor considers relevant to the investigation or audit. 8.5 CONFIDENTIALITY Grantee shall maintain as confidential and shall not disclose to third parties without System Agency's prior written consent, any System Agency information including but not limited to System Agency's business activities, practices, systems, conditions and services. This section will survive termination or expiration of this Grant Agreement. This requirement must be included in all subcontracts awarded by Grantee. HHS Uniform Terms and Conditions - Grant v. 3.2 Effective July 2022 Page 18 of 29 DocuSign Envelope ID: B3A42107-13B1-415B-A90E-051DDFOBCE39 ARTICLE IX. GRANT REMEDIES, TERMINATION AND PROHIBITED ACTIVITIES 9.1 REMEDIES A To ensure Grantee's full performance of the Grant Agreement and compliance with applicable law, System Agency reserves the right to hold Grantee accountable for breach of contract or substandard performance and may take remedial or corrective actions, including, but not limited to the following: i. temporarily withholding cash disbursements or reimbursements pending correction of the deficiency; ii. disallowing or denying use of funds for the activity or action deemed not to be in compliance; iii. disallowing claims for reimbursement that may require a partial or whole return of previous payments or reimbursements; iv. suspending all or part of the Grant Agreement; v. requiring the Grantee to take specific actions in order to remain in compliance with the Grant Agreement; vi. recouping payments made by the System Agency to the Grantee found to be in error; vii. suspending, limiting, or placing conditions on the Grantee's continued performance of the Project; viii. prohibiting the Grantee from receiving additional funds for other grant programs administered by the System Agency until satisfactory compliance resolution is obtained; ix. withholding release of new grant agreements; and x. imposing any other remedies, sanctions or penalties authorized under this Grant Agreement or permitted by federal or state statute, law, regulation or rule. B. Unless expressly authorized by System Agency, Grantee may not be entitled to reimbursement for expenses incurred while the Grant Agreement is suspended. C. No action taken by System Agency in exercising remedies or imposing sanctions will constitute or operate as a waiver of any other rights or remedies available to System Agency under the Grant Agreement or pursuant to law. Additionally, no action taken by System Agency in exercising remedies or imposing sanctions will constitute or operate as an acceptance, waiver, or cure of Grantee's breach. Unless expressly authorized by System Agency, Grantee may not be entitled to reimbursement for expenses incurred while the Grant Agreement is suspended or after termination. 9.2 TERMINATION FOR CONVENIENCE The System Agency may terminate the Grant Agreement, in whole or in part, at any time when, in its sole discretion, the System Agency determines that termination is in the best interests of the State of Texas. The termination will be effective on the date specified in the System Agency's notice of termination. 9.3 TERMINATION FOR CAUSE A. Except as otherwise provided by the U.S. Bankruptcy Code, or any successor law, the System Agency may terminate the Grant Agreement, in whole or in part, upon either of the following conditions: HHS Uniform Terms and Conditions — Grant v. 3.2 Effective July 2022 Page 19 of 29 DocuSign Envelope ID: B3A42107-13B1-415B-A90E-051DDFOBCE39 i. Material Breach The System Agency may terminate the Grant Agreement, in whole or in part, if the System Agency determines, in its sole discretion, that Grantee has materially breached the Grant Agreement or has failed to adhere to any laws, ordinances, rules, regulations or orders of any public authority having jurisdiction, whether or not such violation prevents or substantially impairs performance of Grantee's duties under the Grant Agreement. Grantee's misrepresentation in any aspect including, but not limited to, of Grantee's Solicitation Application, if any, or Grantee's addition to the SAM exclusion list (identification in SAM as an excluded entity) may also constitute a material breach of the Grant Agreement. ii. Failure to Maintain Financial Viability The System Agency may terminate the Grant Agreement if the System Agency, in its sole discretion, determines that Grantee no longer maintains the financial viability required to complete the services and deliverables, or otherwise fully perform its responsibilities under the Grant Agreement. B. System Agency will specify the effective date of such termination in the notice to Grantee. If no effective date is specified, the Grant Agreement will terminate on the date of the notification. 9.4 GRANTEE RESPONSIBILITY FOR SYSTEM AGENCY'S TERMINATION COSTS If the System Agency terminates the Grant Agreement for cause, the Grantee shall be responsibleto the System Agency for all costs incurred by the System Agency and the State of Texas to replace the Grantee. These costs include, but are not limited to, the costs of procuring a substitute grantee and the cost of any claim or litigation attributable to Grantee's failure to perform any work in accordance with the terms of the Grant Agreement. 9.5 INHERENTLY RELIGIOUS ACTIVITIES Grantee may not use grant funding to engage in inherently religious activities, such as proselytizing, scripture study, or worship. Grantees may engage in inherently religious activities; however, these activities must be separate in time or location from the grant - funded program. Moreover, grantees must not compel program beneficiaries to participate in inherently religious activities. These requirements apply to all grantees, not just faith -based organizations. 9.6 POLITICAL ACTIVITIES Grant funds cannot be used for the following activities: A. Grantees and their relevant sub -grantees or subcontractors are prohibited from using grant funds directly or indirectly for political purposes, including lobbying, advocating for legislation, campaigning for, endorsing, contributing to, or otherwise supporting political candidates or parties, and voter registration campaigns. Grantees may use private, or non -System Agency money or contributions for political purposes but may not charge to, or be reimbursed from, System Agency contracts or grants for the costs of such activities. B. Grant -funded employees may not use official authority or influence to achieve any political purpose and grant funds cannot be used for the salary, benefits, or any other compensation of an elected official. HHS Uniform Terms and Conditions — Grant v. 3.2 Effective July 2022 Page 20 of 29 DocuSign Envelope ID: 133A42107-1361-415B-A90E-051 DDFOBCE39 C. Grant funds may not be used to employ, in any capacity, a person who is required by Chapter 305 of the Texas Government Code to register as a lobbyist. Additionally, grant funds cannot be used to pay membership dues to an organization that partially or wholly pays the salary of a person who is required by Chapter 305 of the Texas Government Code to register as a lobbyist. D. As applicable, Grantee will comply with 31 USC § 1352, relating to the limitation on use of appropriated funds to influence certain Federal contracting and financial transactions. ARTICLE X. INDEMNITY 10.1 GENERAL INDEMNITY A. GRANTEE SHALL DEFEND, INDEMNIFY AND HOLD HARMLESS THE STATE OF TEXAS AND SYSTEM AGENCY, AND/OR THEIR OFFICERS, AGENTS, EMPLOYEES, REPRESENTATIVES, CONTRACTORS, ASSIGNEES, AND/OR DESIGNEES FROM ANY AND ALL LIABILITY, ACTIONS, CLAIMS, DEMANDS, OR SUITS, AND ALL RELATED COSTS, ATTORNEYS' FEES, AND EXPENSES ARISING OUT OF OR RESULTING FROM ANY ACTS OR OMISSIONS OF GRANTEE OR ITS AGENTS, EMPLOYEES, SUBCONTRACTORS, ORDER FULFILLERS, OR SUPPLIERS OF SUBCONTRACTORS IN THE EXECUTION OR PERFORMANCE OF THE GRANT AGREEMENT AND ANY PURCHASE ORDERS ISSUED UNDER THE GRANT AGREEMENT. B. THIS PARAGRAPH IS NOT INTENDED TO AND WILL NOT BE CONSTRUED TO REQUIRE GRANTEE TO INDEMNIFY OR HOLD HARMLESS THE STATE OR THE SYSTEM AGENCY FOR ANY CLAIMS OR LIABILITIES RESULTING FROM THE NEGLIGENT ACTS OR OMISSIONS OF THE SYSTEM AGENCY OR ITS EMPLOYEES. C. For the avoidance of doubt, System Agency shall not indemnify Grantee or any other entity under the Grant Agreement. 10.2 INTELLECTUAL PROPERTY GRANTEE SHALL DEFEND, INDEMNIFY, AND HOLD HARMLESS THE SYSTEM AGENCY AND THE STATE OF TEXAS FROM AND AGAINST ANY AND ALL CLAIMS, VIOLATIONS, MISAPPROPRIATIONS, OR INFRINGEMENT OF ANY PATENT, TRADEMARK, COPYRIGHT, TRADE SECRET, OR OTHER INTELLECTUAL PROPERTY RIGHTS AND/OR OTHER INTANGIBLE PROPERTY, PUBLICITY OR PRIVACY RIGHTS, AND/OR IN CONNECTION WITH OR ARISING FROM: i THE PERFORMANCE OR ACTIONS OF GRANTEE PURSUANT TO THIS GRANT AGREEMENT; i ANY DELIVERABLE, WORK PRODUCT, CONFIGURED SERVICE OR OTHER SERVICE PROVIDED HEREUNDER; AND/OR m. SYSTEM AGENCY'S AND/OR GRANTEE'S USE OF OR ACQUISITION OF ANY REQUESTED SERVICES OR OTHER ITEMS PROVIDED TO SYSTEM AGENCY BY GRANTEE OR OTHERWISE TO WHICH SYSTEM HHS Uniform Terms and Conditions — Grant v. 3.2 Effective July 2022 Page 21 of 29 DocuSign Envelope ID: B3A42107-13B1-415B-A90E-051 DDFOBCE39 AGENCY HAS ACCESS AS A RESULT OF GRANTEE'S PERFORMANCE UNDER THE GRANT AGREEMENT. 10.3 ADDITIONAL INDEMNITY PROVISIONS A. GRANTEE AND SYSTEM AGENCY AGREE TO FURNISH TIMELY WRITTEN NOTICE TO EACH OTHER OF ANY INDEMNITY CLAIM. GRANTEE SHALL BE LIABLE TO PAY ALL COSTS OF DEFENSE, INCLUDING ATTORNEYS' FEES. B. THE DEFENSE SHALL BE COORDINATED BY THE GRANTEE WITH THE OFFICE OF THE TEXAS ATTORNEY GENERAL WHEN TEXAS STATE AGENCIES ARE NAMED DEFENDANTS IN ANY LAWSUIT AND GRANTEE MAY NOT AGREE TO ANY SETTLEMENT WITHOUT FIRST OBTAINING THE CONCURRENCE FROM THE OFFICE OF THE TEXAS ATTORNEY GENERAL. C. GRANTEE SHALL REIMBURSE SYSTEM AGENCY AND THE STATE OF TEXAS FOR ANY CLAIMS, DAMAGES, COSTS, EXPENSES OR OTHER AMOUNTS, INCLUDING, BUT NOT LIMITED TO, ATTORNEYS' FEES AND COURT COSTS, ARISING FROM ANY SUCH CLAIM. IF THE SYSTEM AGENCY DETERMINES THAT A CONFLICT EXISTS BETWEEN ITS INTERESTS AND THOSE OF GRANTEE OR IF SYSTEM AGENCY IS REQUIRED BY APPLICABLE LAW TO SELECT SEPARATE COUNSEL, SYSTEM AGENCY WILL BE PERMITTED TO SELECT SEPARATE COUNSEL AND GRANTEE SHALL PAY ALL REASONABLE COSTS OF SYSTEM AGENCY'S COUNSEL. ARTICLE XI. GENERAL PROVISIONS 11.1 AMENDMENTS Except as otherwise expressly provided, the Grant Agreement may only be amended by a written Amendment executed by both Parties. 11.2 NO QUANTITY GUARANTEES The System Agency makes no guarantee of volume or usage of work under this Grant Agreement. All work requested may be on an irregular and as needed basis throughout the Grant Agreement term. 11.3 CHILD ABUSE REPORTING REQUIREMENTS A. Grantees shall comply with child abuse and neglect reporting requirements in Texas Family Code Chapter 261. This section is in addition to and does not supersede any other legal obligation of the Grantee to report child abuse. B. Grantee shall use the Texas Abuse Hotline Website located at https://www.txabusehotline.org/Login/Default.aspx as required by the System Agency. Grantee shall retain reporting documentation on site and make it available for inspection by the System Agency. HHS Uniform Terms and Conditions — Grant v. 3.2 Effective July 2022 Page 22 of 29 DocuSign Envelope ID: 133A42107-1361-41513-A90E-051 DDFOBCE39 11.4 CERTIFICATION OF MEETING OR EXCEEDING TOBACCO -FREE WORKPLACE POLICY MINIMUM STANDARDS A. Grantee certifies that it has adopted and enforces a Tobacco -Free Workplace Policy that meets or exceeds all of the following minimum standards of: i. Prohibiting the use of all forms of tobacco products, including but not limited to cigarettes, cigars, pipes, water pipes (hookah), bidis, kreteks, electronic cigarettes, smokeless tobacco, snuff and chewing tobacco; ii. Designating the property to which this Policy applies as a "designated area," which must at least comprise all buildings and structures where activities funded under this Grant Agreement are taking place, as well as Grantee owned, leased, or controlled sidewalks, parking lots, walkways, and attached parking structures immediately adjacent to this designated area; iii. Applying to all employees and visitors in this designated area; and iv. Providing for or referring its employees to tobacco use cessation services. B. If Grantee cannot meet these minimum standards, it must obtain a waiver from the System Agency. 11.5 INSURANCE AND BONDS Unless otherwise specified in this Contract, Grantee shall acquire and maintain, for the duration of this Contract, insurance coverage necessary to ensure proper fulfillment of this Contract and potential liabilities thereunder with financially sound and reputable insurers licensed by the Texas Department of Insurance, in the type and amount customarily carried within the industry as determined by the System Agency. Grantee shall provide evidence of insurance as required under this Contract, including a schedule of coverage or underwriter's schedules establishing to the satisfaction of the System Agency the nature and extent of coverage granted by each such policy, upon request by the System Agency. In the event that any policy is determined by the System Agency to be deficient to comply with the terms of this Contract, Grantee shall secure such additional policies or coverage as the System Agency may reasonably request or that are required by law or regulation. If coverage expires during the term of this Contract, Grantee must produce renewal certificates for each type of coverage. In addition, if required by System Agency, Grantee must obtain and have on file a blanket fidelity bond that indemnifies System Agency against the loss or theft of any grant funds, including applicable matching funds. The fidelity bond must cover the entirety of the grant term and any subsequent renewals. The failure of Grantee to comply with these requirements may subject Grantee to remedial or corrective actions detailed in section 10.1, General Indemnity, above. These and all other insurance requirements under the Grant apply to both Grantee and its Subcontractors, if any. Grantee is responsible for ensuring its Subcontractors' compliance with all requirements. 11.6 LIMITATION ON AUTHORITY A. Grantee shall not have any authority to act for or on behalf of the System Agency or the State of Texas except as expressly provided for in the Grant Agreement; no other authority, power, or use is granted or implied. Grantee may not incur any debt, HHS Uniform Terms and Conditions — Grant v. 3.2 Effective July 2022 Page 23 of 29 DocuSign Envelope ID: 63A42107-1361-4156-A90E-051DDFOBCE39 obligation, expense, or liability of any kind on behalf of System Agency or the State of Texas. B. Grantee may not rely upon implied authority and is not granted authority under the Grant Agreement to: i. Make public policy on behalf of the System Agency; ii. Promulgate, amend, or disregard administrative regulations or program policy decisions made by State and federal agencies responsible for administration of a System Agency program; or iii. Unilaterally communicate or negotiate with any federal or state agency or the Texas Legislature on behalf of the System Agency regarding System Agency programs or the Grant Agreement. However, upon System Agency request and with reasonable notice from System Agency to the Grantee, the Grantee shall assist the System Agency in communications and negotiations regarding the Work under the Grant Agreement with state and federal governments. 11.7 CHANGE IN LAWS AND COMPLIANCE WITH LAWS Grantee shall comply with all laws, regulations, requirements and guidelines applicable to a Grantee providing services and products required by the Grant Agreement to the State of Texas, as these laws, regulations, requirements and guidelines currently exist and as amended throughout the term of the Grant Agreement. Notwithstanding Section 11.1, Amendments, above, System Agency reserves the right, in its sole discretion, to unilaterally amend the Grant Agreement to incorporate any modifications necessary for System Agency's compliance, as an agency of the State of Texas, with all applicable state and federal laws, regulations, requirements and guidelines. 11.8 SUBCONTRACTORS Grantee may not subcontract any or all of the Work and/or obligations under the Grant Agreement without prior written approval of the System Agency. Subcontracts, if any, entered into by the Grantee shall be in writing and be subject to the requirements of the Grant Agreement. Should Grantee subcontract any of the services required in the Grant Agreement, Grantee expressly understands and acknowledges System Agency is in no manner liable to any subcontractor(s) of Grantee. In no event shall this provision relieve Grantee of the responsibility for ensuring that the services performed under all subcontracts are rendered in compliance with the Grant Agreement. 11.9 PERMITTING AND LICENSURE At Grantee's sole expense, Grantee shall procure and maintain for the duration of this Grant Agreement 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 Grantee to provide the goods or services required by this Grant Agreement. Grantee shall be responsible for payment of all taxes, assessments, fees, premiums, permits, and licenses required by law. Grantee shall be responsible for payment of any such government obligations not paid by its Subcontractors during performance of this Grant Agreement. 11.10 INDEPENDENT CONTRACTOR Grantee and Grantee's employees, representatives, agents, Subcontractors, suppliers, and third -party service providers shall serve as independent contractors in providing the services HHS Uniform Terms and Conditions — Grant v. 3.2 Effective July 2022 Page 24 of 29 DocuSign Envelope ID: 63A42107-13B1-415B-A90E-CSIDDFOBCE39 under the Grant Agreement. Neither Grantee nor System Agency is an agent of the other and neither may make any commitments on the other party's behalf. The Grantee is not a "governmental body" solely by virtue of this Grant Agreement or receipt of grant funds under this Grant Agreement. Grantee shall have no claim against System Agency for vacation pay, sick leave, retirement benefits, social security, worker's compensation, health or disability benefits, unemployment insurance benefits, or employee benefits of any kind. The Grant Agreement shall not create any joint venture, partnership, agency, or employment relationship between Grantee and System Agency. 11.11 GOVERNING LAW AND VENUE The Grant Agreement shall be governed by and construed in accordance with the laws of the State of Texas, without regard to the conflicts of law provisions. The venue of any suit arising under the Grant Agreement is fixed in any court of competent jurisdiction of Travis County, Texas, unless the specific venue is otherwise identified in a statute which directly names or otherwise identifies its applicability to the System Agency. 11.12 SEVERABILITY If any provision contained in this Grant Agreement is held to be unenforceable by a court of law or equity, such construction will not affect the legality, validity, or enforceability of any other provision or provisions of this Grant Agreement. It is the intent and agreement of the Parties this Grant Agreement shall be deemed amended by modifying such provision to the extent necessary to render it valid, legal and enforceable while preserving its intent or, if such modification is not possible, by substituting another provision that is valid, legal and enforceable and that achieves the same objective. All other provisions of this Grant Agreement will continue in full force and effect. 11.13 SURVIVABILITY Expiration or termination of the Grant Agreement for any reason does not release Grantee from any liability or obligation set forth in the Grant Agreement that is expressly stated to survive any such expiration or termination, that by its nature would be intended to be applicable following any such expiration or termination, or that is necessary to fulfill the essential purpose of the Grant Agreement, including without limitation the provisions regarding return of grant funds, audit requirements, records retention, public information, warranty, indemnification, confidentiality, and rights and remedies upon termination. 11.14 FORCE MAJEURE Neither Grantee nor System Agency shall be liable to the other for any delay in, or failure of performance, of any requirement included in the Grant Agreement caused by force majeure. The existence of such causes of delay or failure shall extend the period of performance until after the causes of delay or failure have been removed provided the non -performing party exercises all reasonable due diligence to perform. Force majeure is defined as acts of God, war, fires, explosions, hurricanes, floods, failure of transportation, or other causes that are beyond the reasonable control of either party and that by exercise of due foresight such party could not reasonably have been expected to avoid, and which, by the exercise of all reasonable due diligence, such party is unable to overcome. HHS Uniform Terms and Conditions — Grant v. 3.2 Effective July 2022 Page 25 of 29 DocuSign Envelope ID: B3A42107-13B1-415B-A90E-051DDFOBCE39 11.15 NO IMPLIED WAIVER OF PROVISIONS The failure of the System Agency to object to or to take affirmative action with respect to any conduct of the Grantee which is in violation or breach of the terms of the Grant Agreement shall not be construed as a waiver of the violation or breach, or of any future violation or breach. 11.16 FUNDING DISCLAIMERS AND LABELING A. Grantee shall not use System Agency's name or refer to System Agency directly or indirectly in any media appearance, public service announcement, or disclosure relating to this Grant Agreement including any promotional material without first obtaining written consent from System Agency. The foregoing prohibition includes, without limitation, the placement of banners, pop-up ads, or other advertisements promoting Grantee's or a third parry's products, services, workshops, trainings, or other commercial offerings on any website portal or internet-based service or software application hosted or managed by Grantee. This does not limit the Grantee's responsibility to comply with obligations related to the Texas Public Information Act or Texas Open Meetings Act. B. In general, no publication (including websites, reports, projects, etc.) may convey System Agency's recognition or endorsement of the Grantee's project without prior written approval from System Agency. Publications funded in part or wholly by HHS grant funding must include a statement that "HHS and neither any of its components operate, control, are responsible for, or necessarily endorse, this publication (including, without limitation, its content, technical infrastructure, and policies, and any services or tools provided)" at HHS's request. 11.17 MEDIA RELEASES A. Grantee shall not use System Agency's name, logo, or other likeness in any press release, marketing material or other announcement without System Agency's prior written approval. System Agency does not endorse any vendor, commodity, or service. Grantee is not authorized to make or participate in any media releases or public announcements pertaining to this Grant Agreement or the Services to which they relate without System Agency's prior written consent, and then only in accordance with explicit written instruction from System Agency. B. Grantee may publish, at its sole expense, results of Grantee performance under the Grant Agreement with the System Agency's prior review and approval, which the System Agency may exercise at its sole discretion. Any publication (written, visual, or sound) will acknowledge the support received from the System Agency and any Federal agency, as appropriate. 11.18 PROHIBITION ON NON -COMPETE RESTRICTIONS Grantee shall not require any employees or Subcontractors to agree to any conditions, such as non -compete clauses or other contractual arrangements, that would limit or restrict such persons or entities from employment or contracting with the State ofTexas. 11.19 SOVEREIGN IMMUNITY Nothing in the Grant Agreement will be construed as a waiver of the System Agency's or the State's sovereign immunity. This Grant Agreement shall not constitute or be construed as a waiver of any of the privileges, rights, defenses, remedies, or immunities available to the HHS Uniform Terms and Conditions — Grant v. 3.2 Effective July 2022 Page 26 of 29 DocuSign Envelope ID: B3A42107-13B1415B-A90E-05IDDFOBCE39 System Agency or the State of Texas. The failure to enforce, or any delay in the enforcement, of any privileges, rights, defenses, remedies, or immunities available to the System Agency or the State of Texas under the Grant Agreement or under applicable law shall not constitute a waiver of such privileges, rights, defenses, remedies, or immunities or be considered as a basis for estoppel. System Agency does not waive any privileges, rights, defenses, or immunities available to System Agency by entering into the Grant Agreement or by its conduct prior to or subsequent to entering into the Grant Agreement. 11.20 ENTIRE CONTRACT AND MODIFICATION The Grant Agreement constitutes the entire agreement of the Parties and is intended as a complete and exclusive statement of the promises, representations, negotiations, discussions, and other agreements that may have been made in connection with the subject matter hereof. Any additional or conflicting terms in any future document incorporated into the Grant Agreement will be harmonized with this Grant Agreement to the extent possible. 11.21 COUNTERPARTS This Grant Agreement may be executed in any number of counterparts, each of which will be an original, and all such counterparts will together constitute but one and the same Grant Agreement. 11.22 PROPER AUTHORITY Each Party represents and warrants that the person executing this Grant Agreement on its behalf has full power and authority to enter into this Grant Agreement. 11.23 E-VERIFY PROGRAM Grantee certifies that it utilizes and will continue to utilize the U.S. Department of Homeland Security's E-Verify system to determine the eligibility of A. all persons employed to perform duties within Texas during the term of the Grant Agreement; and B. all persons, (including subcontractors) assigned by the Grantee to perform work pursuant to the Grant Agreement within the United States of America. 11.24 CIVIL RIGHTS A. Grantee agrees to comply with state and federal anti -discrimination laws, including: i. Title VI of the Civil Rights Act of 1964 (42 U.S.C. §2000d et seq.); ii. Section 504 of the Rehabilitation Act of 1973 (29 U.S.C. §794); iii. Americans with Disabilities Act of 1990 (42 U.S.C. § 12101 et seq.); iv. Age Discrimination Act of 1975 (42 U.S.C. §§6101-6107); v. Title IX of the Education Amendments of 1972 (20 U.S.C. §§ 1681-1688); vi. Food and Nutrition Act of 2008 (7 U.S.C. §2011 et seq.); and vii. The System Agency's administrative rules, as set forth in the Texas Administrative Code, to the extent applicable to this Grant Agreement. B. Grantee agrees to comply with all amendments to the above -referenced laws, and all requirements imposed by the regulations issued pursuant to these laws. These laws provide in part that no persons in the United States may, on the grounds of race, color, national origin, sex, age, disability, political beliefs, or religion, be excluded from HHS Uniform Terms and Conditions — Grant v. 3.2 Effective July 2022 Page 27 of 29 DocuSign Envelope ID: 133A42107-1361-415B-A90E-05IDDFOBCE39 participation in or denied any aid, care, service or other benefits provided by Federal or State funding, or otherwise be subjected to discrimination. C. Grantee agrees to comply with Title VI of the Civil Rights Act of 1964, and its implementing regulations at 45 C.F.R. Part 80 or 7 C.F.R. Part 15, prohibiting a contractor from adopting and implementing policies and procedures that exclude or have the effect of excluding or limiting the participation of clients in its programs, benefits, or activities on the basis of national origin. State and federal civil rights laws require contractors to provide alternative methods for ensuring access to services for applicants and recipients who cannot express themselves fluently in English. Grantee agrees to take reasonable steps to provide services and information, both orally and in writing, in appropriate languages other than English, in order to ensure that persons with limited English proficiency are effectively informed and can have meaningful access to programs, benefits, and activities. D. Grantee agrees to post applicable civil rights posters in areas open to the public informing clients of their civil rights and including contact information for the HHS Civil Rights Office. The posters are available on the HHS website at: https:Hhhs.texas.gov about-hhs your-rights/civil-rights-office/civil-rights-posters. E. Grantee agrees to comply with Executive Order 13279, and its implementing regulations at 45 C.F.R. Part 87 or 7 C.F.R. Part 16. These provide in part that any organization that participates in programs funded by direct financial assistance from the United States Department of Agriculture or the United States Department of Health and Human Services shall not discriminate against a program beneficiary or prospective program beneficiary on the basis of religion or religious belief. F. Upon request, Grantee shall provide HHSC's Civil Rights Office with copies of the Grantee's civil rights policies and procedures. G. Grantee must notify HHSC's Civil Rights Office of any complaints of discrimination received relating to its performance under this Grant Agreement. This notice must be delivered no more than ten (10) calendar days after receipt of a complaint. Notice provided pursuant to this section must be directed to: HHSC Civil Rights Office 701 W. 51 st Street, Mail CodeW206 Austin, Texas 78751 Phone Toll Free: (888) 388-6332 Phone: (512) 438-4313 Fax: (512) 438-5885 Email: HHSCivilRightsOffice@hhsc.state.tx.us. 11.25 ENTERPRISE INFORMATION MANAGEMENT STA\DARDS Grantee shall conform to HHS standards for data management as described by the policies of the HHS Office of Data, Analytics, and Performance. These include, but are not limited to, standards for documentation and communication of data models, metadata, and other data definition methods that are required by HHS for ongoing data governance, strategic portfolio analysis, interoperability planning, and valuation of HHS System data assets. 11.26 DISCLOSURE OF LITIGATION A. The Grantee must disclose in writing to the contract manager assigned to this Grant Agreement any material civil or criminal litigation or indictment either threatened or HHS Uniform Terms and Conditions — Grant v. 3.2 Effective July 2022 Page 28 of 29 DocuSign Envelope ID: B3A42107-13B1-415B-A90E-05IDDFOBCE39 pending involving the Grantee. "Threatened litigation" as used herein shall include governmental investigations and civil investigative demands. "Litigation" as used herein shall include administrative enforcement actions brought by governmental agencies. The Grantee must also disclose any material litigation threatened or pending involving Subcontractors, consultants, and/or lobbyists. For purposes of this section, "material" refers, but is not limited, to any action or pending action that a reasonable person knowledgeable in the applicable industry would consider relevant to the Work under the Grant Agreement or any development such a person would want to be aware of in order to stay fully apprised of the total mix of information relevant to the Work, together with any litigation threatened or pending that may result in a substantial change in the Grantee's financial condition. B. This is a continuing disclosure requirement; any litigation commencing after Grant Agreement Award must be disclosed in a written statement to the assigned contract manager within seven calendar days of its occurrence. 11.27 No THIRD PARTY BENEFICIARIES The Grant Agreement is made solely and specifically among and for the benefit of the Parties named herein and their respective successors and assigns, and no other person shall have any right, interest, or claims hereunder or be entitled to any benefits pursuant to or on account of the Grant Agreement as a third -party beneficiary or otherwise. 11.28 BINDING EFFECT The Grant Agreement shall inure to the benefit of, be binding upon, and be enforceable against each Party and their respective permitted successors, assigns, transferees, and delegates. HHS Uniform Terms and Conditions — Grant v. 3.2 Effective July 2022 Page 29 of 29 DocuSign Envelope ID: 133A42107-13131-415B-A90E-051DDFOBCE39 HEALTH AND HUMAN SERVICES Contract Number HHS000780500002 Attachment D CONTRACT AFFIRMATIONS For purposes of these Contract Affirmations, HHS includes both the Health and Human Services Commission (HHSC) and the Department of State Health Services (DSHS). System Agency refers to HHSC, DSHS, or both, that will be a party to this Contract. These Contract Affirmations apply to all Contractors and Grantees (referred to as "Contractor") regardless of their business form (e.g., individual, partnership, corporation). By entering into this Contract, Contractor affirms, without exception, understands, and agrees to comply with the following items through the life of the Contract: 1. Contractor represents and warrants that these Contract Affirmations apply to Contractor and all of Contractor's principals, officers, directors, shareholders, partners, owners, agents, employees, subcontractors, independent contractors, and any other representatives who may provide services under, who have a financial interest in, or otherwise are interested in this Contract and any related Solicitation. 2. Complete and Accurate Information Contractor represents and warrants that all statements and information provided to HHS are current, complete, and accurate. This includes all statements and information in this Contract and any related Solicitation Response. 3. Public Information Act Contractor understands that HHS will comply with the Texas Public Information Act (Chapter 552 of the Texas Government Code) as interpreted by judicial rulings and opinions of the Attorney General of the State of Texas. Information, documentation, and other material prepared and submitted in connection with this Contract or any related Solicitation may be subject to public disclosure pursuant to the Texas Public Information Act. In accordance with Section 2252.907 of the Texas Government Code, Contractor is required to make any information created or exchanged with the State pursuant to the Contract, and not otherwise excepted from disclosure under the Texas Public Information Act, available in a format that is accessible by the public at no additional charge to the State. 4. Contracting Information Requirements Contractor represents and warrants that it will comply with the requirements of Section 552.372(a) of the Texas Government Code. Except as provided by Section 552.374(c) of the Texas Government Code, the requirements of Subchapter J (Additional Provisions Related to Contracting Information), Chapter 552 of the Government Code, may apply to the Contract and the Contractor agrees that the Contract can be terminated if the Contractor knowingly or intentionally fails to comply with a requirement of that subchapter. Health and Human Services Contract Affinnations v. 2.2 Effective May 2022 Page I of 13 DocuSign Envelope ID: 63A42107-1361-415B-A90E-05IDDFOBCE39 5. Assignment A. Contractor shall not assign its rights under the Contract or delegate the performance of its duties under the Contract without prior written approval from System Agency. Any attempted assignment in violation of this provision is void and without effect. B. Contractor understands and agrees the System Agency may in one or more transactions assign, pledge, or transfer the Contract. Upon receipt of System Agency's notice of assignment, pledge, or transfer, Contractor shall cooperate with System Agency in giving effect to such assignment, pledge, or transfer, at no cost to System Agency or to the recipient entity. 6. Terms and Conditions Contractor accepts the Solicitation terms and conditions unless specifically noted by exceptions advanced in the form and manner directed in the Solicitation, if any, under which this Contract was awarded. Contractor agrees that all exceptions to the Solicitation, as well as terms and conditions advanced by Contractor that differ in any manner from HHS' terms and conditions, if any, are rejected unless expressly accepted by System Agency in writing. 7. HHS Right to Use Contractor agrees that HHS has the right to use, produce, and distribute copies of and to disclose to HHS employees, agents, and contractors and other governmental entities all or part of this Contract or any related Solicitation Response as HHS deems necessary to complete the procurement process or comply with state or federal laws. 8. Release from Liability Contractor generally releases from liability and waives all claims against any party providing information about the Contractor at the request of System Agency. 9. Dealings with Public Servants Contractor has not given, has not offered to give, and does not intend to give at any time hereafter any economic opportunity, future employment, gift, loan, gratuity, special discount, trip, favor, or service to a public servant in connection with this Contract or any related Solicitation, or related Solicitation Response. 10. Financial Participation Prohibited Under Section 2155.004, Texas Government Code (relating to financial participation in preparing solicitations), Contractor certifies that the individual or business entity named in this Contract and any related Solicitation Response is not ineligible to receive this Contract and acknowledges that this Contract may be terminated and payment withheld if this certification is inaccurate. 11. Prior Disaster Relief Contract Violation Under Sections 2155.006 and 2261.053 of the Texas Government Code (relating to convictions and penalties regarding Hurricane Rita, Hurricane Katrina, and other disasters), the Contractor certifies that the individual or business entity named in this Contract and any related Solicitation Response is not ineligible to receive this Contract Health and Human Services Contract Affirmations v. 2.2 Effective May 2022 Page 2 of 13 DocuSign Envelope ID: 83A42107-13B1-415B-A90E-05IDDFOBCE39 and acknowledges that this Contract may be terminated and payment withheld if this certification is inaccurate. 12. Child Support Obligation Under Section 231.006(d) of the Texas Family Code regarding child support, Contractor certifies that the individual or business entity named in this Contract and any related Solicitation Response is not ineligible to receive the specified payment and acknowledges that the Contract may be terminated and payment may be withheld if this certification is inaccurate. If the certification is shown to be false, Contractor may be liable for additional costs and damages set out in 231.006(f). 13. Suspension and Debarment Contractor certifies that it and its principals are not suspended or debarred from doing business with the state or federal government as listed on the State of Texas Debarred Vendor List maintained by the Texas Comptroller of Public Accounts and the System for Award Management (SAM) maintained by the General Services Administration. This certification is made pursuant to the regulations implementing Executive Order 12549 and Executive Order 12689, Debarment and Suspension, 2 C.F.R. Part 376, and any relevant regulations promulgated by the Department or Agency funding this project. This provision shall be included in its entirety in Contractor's subcontracts, if any, if payment in whole or in part is from federal funds. 14. Excluded Parties Contractor certifies that it is not listed in the prohibited vendors list authorized by Executive Order 13224, "Blocking Property and Prohibiting Transactions with Persons Who Commit, Threaten to Commit, or Support Terrorism, " published by the United States Department of the Treasury, Office of Foreign Assets Control.' 15. Foreign Terrorist Organizations Contractor represents and warrants that it is not engaged in business with Iran, Sudan, or a foreign terrorist organization, as prohibited by Section 2252.152 of the Texas Government Code. 16. Executive Head of a State Agency In accordance with Section 669.003 of the Texas Government Code, relating to contracting with the executive head of a state agency, Contractor certifies that it is not (1) the executive head of an HHS agency, (2) a person who at any time during the four years before the date of this Contract was the executive head of an HHS agency, or (3) a person who employs a current or former executive head of an HHS agency. 17. Human Trafficking Prohibition Under Section 2155.0061 of the Texas Government Code, Contractor certifies that the individual or business entity named in this Contract is not ineligible to receive this Contract and acknowledges that this Contract may be terminated and payment withheld if this certification is inaccurate. Health and Human Services Contract Affirmations v. 2.2 Effective May 2022 Page 3 of 13 DocuSign Envelope ID: B3A42107-13B1-415B-A90E-05IDDFOBCE39 18. Franchise Tax Status Contractor represents and warrants that it is not currently delinquent in the payment of any franchise taxes owed the State of Texas under Chapter 171 of the Texas Tax Code. 19. Debts and Delinquencies Contractor agrees that any payments due under this Contract shall be applied towards any debt or delinquency that is owed to the State of Texas. 20. Lobbying Prohibition Contractor represents and warrants that payments to Contractor and Contractor's receipt of appropriated or other funds under this Contract or any related Solicitation are not prohibited by Sections 556.005, 556.0055, or 556.008 of the Texas Government Code (relating to use of appropriated money or state funds to employ or pay lobbyists, lobbying expenses, or influence legislation). 21. Buy Texas Contractor agrees to comply with Section 2155.4441 of the Texas Government Code, requiring the purchase of products and materials produced in the State of Texas in performing service contracts. 22. Disaster Recovery Plan Contractor agrees that upon request of System Agency, Contractor shall provide copies of its most recent business continuity and disaster recovery plans. 23. Computer Equipment Recycling Program If this Contract is for the purchase or lease of computer equipment, then Contractor certifies that it is in compliance with Subchapter Y, Chapter 361 of the Texas Health and Safety Code related to the Computer Equipment Recycling Program and the Texas Commission on Environmental Quality rules in 30 TAC Chapter 328. 24. Television Equipment Recycling Program If this Contract is for the purchase or lease of covered television equipment, then Contractor certifies that it is compliance with Subchapter Z, Chapter 361 of the Texas Health and Safety Code related to the Television Equipment Recycling Program. 25. Cybersecurity Training A. Contractor represents and warrants that it will comply with the requirements of Section 2054.5192 of the Texas Government Code relating to cybersecurity training and required verification of completion of the training program. B. Contractor represents and warrants that if Contractor or Subcontractors, officers, or employees of Contractor have access to any state computer system or database, the Contractor, Subcontractors, officers, and employees of Contractor shall complete cybersecurity training pursuant to and in accordance with Government Code, Section 2054.5192. Health and Human Services Contract Affinnations v. 2.2 Effective May 2022 Page 4 of 13 DocuSign Envelope ID: B3A42107-13B1-415B-A90E-051DDFOBCE39 26. Restricted Employment for Certain State Personnel Contractor acknowledges that, pursuant to Section 572.069 of the Texas Government Code, a former state officer or employee of a state agency who during the period of state service or employment participated on behalf of a state agency in a procurement or contract negotiation involving Contractor may not accept employment from Contractor before the second anniversary of the date the Contract is signed or the procurement is terminated or withdrawn. 27. No Conflicts of Interest A. Contractor represents and warrants that it has no actual or potential conflicts of interest in providing the requested goods or services to System Agency under this Contract or any related Solicitation and that Contractor's provision of the requested goods and/or services under this Contract and any related Solicitation will not constitute an actual or potential conflict of interest or reasonably create an appearance of impropriety. B. Contractor agrees that, if after execution of the Contract, Contractor discovers or is made aware of a Conflict of Interest, Contractor will immediately and fully disclose such interest in writing to System Agency. In addition, Contractor will promptly and fully disclose any relationship that might be perceived or represented as a conflict after its discovery by Contractor or by System Agency as a potential conflict. System Agency reserves the right to make a final determination regarding the existence of Conflicts of Interest, and Contractor agrees to abide by System Agency's decision. 28. Fraud, Waste, and Abuse Contractor understands that HHS does not tolerate any type of fraud, waste, or abuse. Violations of law, agency policies, or standards of ethical conduct will be investigated, and appropriate actions will be taken. Pursuant to Texas Government Code, Section 321.022, if the administrative head of a department or entity that is subject to audit by the state auditor has reasonable cause to believe that money received from the state by the department or entity or by a client or contractor of the department or entity may have been lost, misappropriated, or misused, or that other fraudulent or unlawful conduct has occurred in relation to the operation of the department or entity, the administrative head shall report the reason and basis for the belief to the Texas State Auditor's Office (SAO). All employees or contractors who have reasonable cause to believe that fraud, waste, or abuse has occurred (including misconduct by any HHS employee, Grantee officer, agent, employee, or subcontractor that would constitute fraud, waste, or abuse) are required to immediately report the questioned activity to the Health and Human Services Commission's Office of Inspector General. Contractor agrees to comply with all applicable laws, rules, regulations, and System Agency policies regarding fraud, waste, and abuse including, but not limited to, HHS Circular C-027. A report to the SAO must be made through one of the following avenues: • SAO Toll Free Hotline: 1-800-TX-AUDIT • SAO website: http://sao.fraud.state.tx.tis All reports made to the OIG must be made through one of the following avenues: Health and Human Services Contract Affirmations v. 2.2 Effective May 2022 Page 5 of 13 DocuSign Envelope ID: B3A42107-13B1-415B-A90E-051DDFOBCE39 • OIG Toll Free Hotline 1-800-436-6184 • OIG Website: ReportTexasFraud.com • Internal Affairs Email: InternalAffairsReferral@hhsc.state.tx.us • OIG Hotline Email: OIGFraudHotline@hhsc.state.tx.us. • OIG Mailing Address: Office of Inspector General Attn: Fraud Hotline MC 1300 P.O. Box 85200 Austin, Texas 78708-5200 29. Antitrust The undersigned affirms under penalty of perjury of the laws of the State of Texas that: A. in connection with this Contract and any related Solicitation Response, neither I nor any representative of the Contractor has violated any provision of the Texas Free Enterprise and Antitrust Act, Tex. Bus. & Comm. Code Chapter 15; B. in connection with this Contract and any related Solicitation Response, neither I nor any representative of the Contractor has violated any federal antitrust law; and C. neither I nor any representative of the Contractor has directly or indirectly communicated any of the contents of this Contract and any related Solicitation Response to a competitor of the Contractor or any other company, corporation, firm, partnership or individual engaged in the same line of business as the Contractor. 30. Legal and Regulatory Actions Contractor represents and warrants that it is not aware of and has received no notice of any court or governmental agency proceeding, investigation, or other action pending or threatened against Contractor or any of the individuals or entities included in numbered paragraph I of these Contract Affirmations within the five (5) calendar years immediately preceding execution of this Contract or the submission of any related Solicitation Response that would or could impair Contractor's performance under this Contract, relate to the contracted or similar goods or services, or otherwise be relevant to System Agency's consideration of entering into this Contract. If Contractor is unable to make the preceding representation and warranty, then Contractor instead represents and warrants that it has provided to System Agency a complete, detailed disclosure of any such court or governmental agency proceeding, investigation, or other action that would or could impair Contractor's performance under this Contract, relate to the contracted or similar goods or services, or otherwise be relevant to System Agency's consideration of entering into this Contract. In addition, Contractor acknowledges this is a continuing disclosure requirement. Contractor represents and warrants that Contractor shall notify System Agency in writing within five (5) business days of any changes to the representations or warranties in this clause and understands that failure to so timely update System Agency shall constitute breach of contract and may result in immediate contract termination. Health and Human Services Contract Affinnations v. 2.2 Effective May 2022 Page 6 of 13 DocuSign Envelope ID: B3A42107-13B1-415B-A90E-051DDFOBCE39 31. No Felony Criminal Convictions Contractor represents that neither Contractor nor any of its employees, agents, or representatives, including any subcontractors and employees, agents, or representative of such subcontractors, have been convicted of a felony criminal offense or that if such a conviction has occurred Contractor has fully advised System Agency in writing of the facts and circumstances surrounding the convictions. 32. Unfair Business Practices Contractor represents and warrants that it has not been the subject of allegations of Deceptive Trade Practices violations under Chapter 17 of the Texas Business and Commerce Code, or allegations of any unfair business practice in any administrative hearing or court suit and that Contractor has not been found to be liable for such practices in such proceedings. Contractor certifies that it has no officers who have served as officers of other entities who have been the subject of allegations of Deceptive Trade Practices violations or allegations of any unfair business practices in an administrative hearing or court suit and that such officers have not been found to be liable for such practices in such proceedings. 33. Entities that Boycott Israel Contractor represents and warrants that (1) it does not, and shall not for the duration of the Contract, boycott Israel or (2) the verification required by Section 2271.002 of the Texas Government Code does not apply to the Contract. If circumstances relevant to this provision change during the course of the Contract, Contractor shall promptly notify System Agency. 34. E-Verify Contractor certifies that for contracts for services, Contractor shall utilize the U.S. Department of Homeland Security's E-Verify system during the term of this Contract to determine the eligibility of: 1. all persons employed by Contractor to perform duties within Texas; and 2. all persons, including subcontractors, assigned by Contractor to perform work pursuant to this Contract within the United States of America. 35. Former Agency Employees — Certain Contracts If this Contract is an employment contract, a professional services contract under Chapter 2254 of the Texas Government Code, or a consulting services contract under Chapter 2254 of the Texas Government Code, in accordance with Section 2252.901 of the Texas Government Code, Contractor represents and warrants that neither Contractor nor any of Contractor's employees including, but not limited to, those authorized to provide services under the Contract, were former employees of an HHS Agency during the twelve (12) month period immediately prior to the date of the execution of the Contract. Health and Human Services Contract Affirmations v. 2.2 Effective May 2022 Page 7 of 13 DocuSign Envelope ID: 63A42107-1361-415B-A90E-051DDFOBCE39 36. Disclosure of Prior State Employment — Consulting Services If this Contract is for consulting services, A. In accordance with Section 2254.033 of the Texas Government Code, a Contractor providing consulting services who has been employed by, or employs an individual who has been employed by, System Agency or another State of Texas agency at any time during the two years preceding the submission of Contractor's offer to provide services must disclose the following information in its offer to provide services. Contractor hereby certifies that this information was provided and remains true, correct, and complete: 1. Name of individual(s) (Contractor or employee(s)); 2. Status; 3. The nature of the previous employment with HHSC or the other State of Texas agency; 4. The date the employment was terminated and the reason for the termination; and 5. The annual rate of compensation for the employment at the time of its termination. B. If no information was provided in response to Section A above, Contractor certifies that neither Contractor nor any individual employed by Contractor was employed by System Agency or any other State of Texas agency at any time during the two years preceding the submission of Contractor's offer to provide services. 37. Abortion Funding Limitation Contractor understands, acknowledges, and agrees that, pursuant to Article IX of the General Appropriations Act (the Act), to the extent allowed by federal and state law, money appropriated by the Texas Legislature may not be distributed to any individual or entity that, during the period for which funds are appropriated under the Act: l . performs an abortion procedure that is not reimbursable under the state's Medicaid program; 2. is commonly owned, managed, or controlled by an entity that performs an abortion procedure that is not reimbursable under the state's Medicaid program; or 3. is a franchise or affiliate of an entity that performs an abortion procedure that is not reimbursable under the state's Medicaid program. The provision does not apply to a hospital licensed under Chapter 241, Health and Safety Code, or an office exempt under Section 245.004(2), Health and Safety Code. Contractor represents and warrants that it is not ineligible, nor will it be ineligible during the term of this Contract, to receive appropriated funding pursuant to Article IX. 38. Funding Eligibility Contractor understands, acknowledges, and agrees that, pursuant to Chapter 2272 (eff. Sept. 1, 2021, Ch. 2273) of the Texas Government Code, except as exempted under that Chapter, HHSC cannot contract with an abortion provider or an affiliate of an abortion provider. Contractor certifies that it is not ineligible to contract with HHSC under the terms of Chapter 2272 (eff. Sept. 1, 2021, Ch. 2273) of the Texas Government Code. Health and Human Services Contract Affinnations v. 2.2 Effective May 2022 Page 8 of 13 DocuSign Envelope ID: 63A42107-1361-415B-A90E-05IDDFOBCE39 39. Prohibition on Certain Telecommunications and Video Surveillance Services or Equipment (2 CFR 200.216) Contractor certifies that the individual or business entity named in this Response or Contract is not ineligible to receive the specified Contract or funding pursuant to 2 CFR 200.216. 40. COVID-19 Vaccine Passports Pursuant to Texas Health and Safety Code, Section 161.0085(c), Contractor certifies that it does not require its customers to provide any documentation certifying the customer's COVID-19 vaccination or post -transmission recovery on entry to, to gain access to, or to receive service from the Contractor's business. Contractor acknowledges that such a vaccine or recovery requirement would make Contractor ineligible for a state -funded contract. 41. Entities that Boycott Energy Companies In accordance with Senate Bill 13, Acts 2021, 87th Leg., R.S., pursuant to Section 2274.002 of the Texas Government Code (relating to prohibition on contracts with companies boycotting certain energy companies), Contractor represents and warrants that: (1) it does not, and will not for the duration of the Contract, boycott energy companies or (2) the verification required by Section 2274.002 of the Texas Government Code does not apply to the Contract. If circumstances relevant to this provision change during the course of the Contract, Contractor shall promptly notify System Agency. 42. Entities that Discriminate Against Firearm and Ammunition Industries In accordance with Senate Bill 19, Acts 2021, 87th Leg., R.S., pursuant to Section 2274.002 of the Texas Government Code (relating to prohibition on contracts with companies that discriminate against firearm and ammunition industries), Contractor verifies that: (1) it does not, and will not for the duration of the Contract, have a practice, policy, guidance, or directive that discriminates against a firearm entity or firearm trade association or (2) the verification required by Section 2274.002 of the Texas Government Code does not apply to the Contract. If circumstances relevant to this provision change during the course of the Contract, Contractor shall promptly notify System Agency. 43. Security Controls for State Agency Data In accordance with Senate Bill 475, Acts 2021, 87th Leg., R.S., pursuant to Texas Government Code, Section 2054.138, Contractor understands, acknowledges, and agrees that if, pursuant to this Contract, Contractor is or will be authorized to access, transmit, use, or store data for System Agency, Contractor is required to meet the security controls the System Agency determines are proportionate with System Agency's risk under the Contract based on the sensitivity of System Agency's data and that Contractor must periodically provide to System Agency evidence that Contractor meets the security controls required under the Contract. Health and Human Services Contract Affirmations v. 2.2 Effective May 2022 Page 9 of 13 DocuSign Envelope ID: B3A42107-13B1-415B-A90E-051DDFOBCE39 44. Cloud Computing State Risk and Authorization Management Program (TX -RAMP) In accordance with Senate Bill 475, Acts 2021, 87th Leg., R.S., pursuant to Texas Government Code, Section 2054.0593, Contractor acknowledges and agrees that, if providing cloud computing services for System Agency, Contractor must comply with the requirements of the state risk and authorization management program and that System Agency may not enter or renew a contract with Contractor to purchase cloud computing services for the agency that are subject to the state risk and authorization management program unless Contractor demonstrates compliance with program requirements. If providing cloud computing services for System Agency that are subject to the state risk and authorization management program, Contractor certifies it will maintain program compliance and certification throughout the term of the Contract. 45. Office of Inspector General Investigative Findings Expert Review In accordance with Senate Bill 799, Acts 2021, 87th Leg., R.S., if Texas Government Code, Section 531.102(m-1)(2) is applicable to this Contract, Contractor affirms that it possesses the necessary occupational licenses and experience. 46. Contract for Professional Services of Physicians, Optometrists, and Registered Nurses In accordance with Senate Bill 799, Acts 2021, 87th Leg., R.S., if Texas Government Code, Section 2254.008(a)(2) is applicable to this Contract, Contractor affirms that it possesses the necessary occupational licenses and experience. 47. Foreign -Owned Companies in Connection with Critical Infrastructure If Texas Government Code, Section 2274.0102(a)(1) (relating to prohibition on contracts with certain foreign -owned companies in connection with critical infrastructure) is applicable to this Contract, pursuant to Government Code Section 2274.0102, Contractor certifies that neither it nor its parent company, nor any affiliate of Contractor or its parent company, is: (1) majority owned or controlled by citizens or governmental entities of China, Iran, North Korea, Russia, or any other country designated by the Governor under Government Code Section 2274.0103, or (2) headquartered in any of those countries. 48. Critical Infrastructure Subcontracts For purposes of this Paragraph, the designated countries are China, Iran, North Korea, Russia, and any countries lawfully designated by the Governor as a threat to critical infrastructure. Pursuant to Section 113.002 of the Business and Commerce Code, Contractor shall not enter into a subcontract that will provide direct or remote access to or control of critical infrastructure, as defined by Section 113.001 of the Texas Business and Commerce Code, in this state, other than access specifically allowed for product warranty and support purposes to any subcontractor unless (i) neither the subcontractor nor its parent company, nor any affiliate of the subcontractor or its parent company, is majority owned or controlled by citizens or governmental entities of a designated country; and (ii) neither the subcontractor nor its parent company, nor any affiliate of the subcontractor or its parent company, is headquartered in a designated country. Contractor will notify the System Agency before entering into any subcontract that will provide direct or remote Health and Human Services Contract Affinnations v. 2.2 Effective May 2022 Page 10 of 13 DocuSign Envelope ID: 63A42107-1361-415B-A90E-05IDDFOBCE39 access to or control of critical infrastructure, as defined by Section 113.001 of the Texas Business & Commerce Code, in this state. 49. Enforcement of Certain Federal Firearms Laws Prohibited In accordance with House Bill 957, Acts 2021, 87th Leg., R.S., if Texas Government Code, Section 2.101 is applicable to Contractor, Contractor certifies that it is not ineligible to receive state grant funds pursuant to Texas Government Code, Section 2.103. 50. Prohibition on Abortions Contractor understands, acknowledges, and agrees that, pursuant to Article II of the General Appropriations Act, (1) no funds shall be used to pay the direct or indirect costs (including marketing, overhead, rent, phones, and utilities) of abortion procedures provided by contractors of HHSC; and (2) no funds appropriated for Medicaid Family Planning, Healthy Texas Women Program, or the Family Planning Program shall be distributed to individuals or entities that perform elective abortion procedures or that contract with or provide funds to individuals or entities for the performance of elective abortion procedures. Contractor represents and warrants that it is not ineligible, nor will it be ineligible during the term of this Contract, to receive appropriated funding pursuant to Article 11. 51. False Representation Contractor understands, acknowledges, and agrees that any false representation or any failure to comply with a representation, warranty, or certification made by Contractor is subject to all civil and criminal consequences provided at law or in equity including, but not limited to, immediate termination of this Contract. 52. False Statements Contractor represents and warrants that all statements and information prepared and submitted by Contractor in this Contract and any related Solicitation Response are current, complete, true, and accurate. Contractor acknowledges any false statement or material misrepresentation made by Contractor during the performance of this Contract or any related Solicitation is a material breach of contract and may void this Contract. Further, Contractor understands, acknowledges, and agrees that any false representation or any failure to comply with a representation, warranty, or certification made by Contractor is subject to all civil and criminal consequences provided at law or in equity including, but not limited to, immediate termination of this Contract. 53. Permits and License Contractor represents and warrants that it will comply with all applicable laws and maintain all permits and licenses required by applicable city, county, state, and federal rules, regulations, statutes, codes, and other laws that pertain to this Contract. 54. Equal Employment Opportunity Contractor represents and warrants its compliance with all applicable duly enacted state and federal laws governing equal employment opportunities. Health and Human Services Contract Affirmations v. 2.2 Effective May 2022 Page 1 I of 13 DocuSign Envelope ID: 63A42107-1361-4156-A90E-051 DDFOBCE39 55. Federal Occupational Safety and Health Law Contractor represents and warrants that all articles and services shall meet or exceed the safety standards established and promulgated under the Federal Occupational Safety and Health Act of 1970, as amended (29 U.S.C. Chapter 15). 56. Signature Authority Contractor represents and warrants that the individual signing this Contract Affirmations document is authorized to sign on behalf of Contractor and to bind the Contractor. Signature Page Follows Health and Human Services Contract Affirmations v. 2.2 Effective May 2022 Page 12 of 13 DocuSign Envelope ID: B3A42107-13B1-415B-A90E-051DDFOBCE39 Authorized representative on behalf of Contractor must complete and sign the following: City of Lubbock Legal Name of Contractor Assumed Business Name of Contractor, if applicable (d/b/a or `doing business as') Texas County(s) for Assumed Business Name (d/b/a or `doing business as') Attach Assumed Name Certificate(s) filed with the Texas Secretary of State and Assumed Name Certificate(s), if any, for each Texas County Where Assumed Name Certificate(s) has been filed. E cuSigned by: :i,� August 28, 2023 uFtn Signature of Authorized Representative Date Signed Tray Payne Mayor Printed Name of Authorized Representative Title of Authorized Representative First, Middle Name or Initial, and Last Name 1314 Ave K Lubbock, Texas 79401 Physical Street Address City, State, Zip Code Mailing Address, if different 806752010 Phone Number TrayPayne@mylubbock.us Email Address 7560005906 Federal Employer Identification Number N/A Texas Franchise Tax Number 1xdnekwrvkj6 SAM.gov Unique Entity Identifier (UEI) City, State, Zip Code Fax Number 058213893 DUNS Number 00017560005906 Texas Identification Number (TIN) N/A Texas Secretary of State Filing Number Health and Human Services Contract Affinnations v. 2.2 Effective May 2022 Page 13 of 13 DocuSign Envelope ID: B3A42107-13B1-415B-A90E-051DDFOBCE39 ATTACHMENT E TEXAS Health and Human Services Health and Human Services (HHS) Additional Provisions — Grant Funding Version 1.0 Effective: February 2021 Health and Human Services Additional Provisions V.1.0 — Grant Funding Effective: February 2021 Page I of 16 DocuSign Envelope ID: B3A42107-13B1-415B-A90E-05IDDFOBCE39 TABLE OF CONTENTS 1. TURNOVER PLAN.............................................................................................................. 3 2. TURNOVER ASSISTANCE................................................................................................ 3 3. TRADEMARK LICENSE................................................................................................... 3 4. TRADEMARK OWNERSHIP............................................................................................ 4 5. ELECTRICAL ITEMS........................................................................................................ 4 6. DISASTER SERVICES........................................................................................................ 4 7. NOTICE OF A LICENSE ACTION................................................................................... 4 8. EDUCATION TO PERSONS IN RESIDENTIAL FACILITIES .................................... 5 9. CONSENT TO MEDICAL, DENTAL, PSYCHOLOGICAL, AND SURGICAL TREATMENT OF A CHILD.............................................................................................. 5 10. TELEMEDICINE/TELEHEALTH SERVICES............................................................... 5 11. SERVICES AND INFORMATION FOR PERSONS WITH LIMITED ENGLISH PROFICIENCY.................................................................................................................... 5 12. THIRD PARTY PAYORS................................................................................................... 6 13. HIV/AIDS MODEL WORKPLACE GUIDELINES........................................................ 6 14. MEDICAL RECORDS RETENTION................................................................................ 7 15. INTERIM EXTENSION AMENDMENT.......................................................................... 7 16. ELECTRONIC AND INFORMATION RESOURCES ACCESSIBILITY AND SECURITY STANDARDS.................................................................................................. 7 17. PROJECT COMMENCEMENT........................................................................................ 9 18. DUPLICATION OF FUNDING.......................................................................................... 9 19. NOTICE OF CRIMINAL ACTIVITY AND DISCIPLINARY ACTIONS .................. 10 20. NOTICE OF GRANT AGREEMENT/CONTRACT ACTION ..................................... 10 21. NOTICE OF BANKRUPTCY........................................................................................... 10 22. NOTICE OF CHANGE OF CONTACT PERSON OR KEY PERSONNEL ............... 10 23. NOTICE OF INSOLVENCY, INCAPACITY, OR OUTSTANDING UNPAID OBLIGATIONS..................................................................................................................10 24. HHSC VENDOR ACCESS................................................................................................ 11 25. HHSC APPROVAL OF STAFFING................................................................................ 11 26. NOTICE OF IRS OR TWC INSOLVENCY................................................................... 11 27. BREACH OF CONTRACT AND LIQUIDATED DAMAGES ..................................... 11 28. BLOCK GRANT SUPPLEMENT.................................................................................... 13 Health and Human Services Additional Provisions V.1.0 — Grant Funding Effective: February 2021 Page 2 of 16 DocuSign Envelope ID: B3A42107-13B1-415B-A90E-051DDFOBCE39 ADDITIONAL PROVISIONS The terms and conditions of these Additional Provisions are incorporated into and made a part of the Grant Agreement. Terms included in these Additional Provisions and not otherwise defined have the meanings assigned to them in HHS Uniform Terms and Conditions. 1. TURNOVER PLAN System Agency, in its sole discretion, may require Grantee to develop and submit a Turnover Plan at any time during the term of the Grant Agreement. Grantee must submit the Turnover Plan to System Agency for review and approval. The Turnover Plan must describe Grantee's policies and procedures that will ensure: L The least disruption in the implementation and performance of grant -funded activities during Turnover; and ii. Full cooperation with System Agency or its designee in transferring the performance and obligations of the Grant Agreement. 2. TURNOVER ASSISTANCE Grantee will provide any assistance and actions reasonably necessary to enable System Agency or its designee to effectively close out the Grant Agreement and transfer the performance and obligations of the Grant Agreement to another Grantee or to System Agency if necessary. Grantee agrees that this obligation survives the termination, regardless of whether for cause or convenience, or the expiration of the Grant Agreement and remains in effect until completed to the satisfaction of System Agency. 3. TRADEMARK LICENSE System Agency grants to Grantee, for the term of the Grant Agreement, a limited non- exclusive, royalty -free, non -assignable, non -transferable license to reproduce System Agency's trademarks on published materials in the United States related to the performance of the Grant Agreement, provided that such license is expressly conditional upon, and subject to, the following: i. Grantee is in compliance with all provisions of the Grant Agreement; ii. Grantee's use of the trademarks is strictly in accordance with the quality standards and in conformance with the reproduction requirements set forth in this Grant Agreement or as otherwise communicated by System Agency; iii. Grantee takes no action to damage the goodwill associated with the trademarks, and refrains from any attempt to contest, attack, dispute, challenge, cancel and/or oppose System Agency's right, title and interest in the trademarks or their validity; iv. Grantee makes no attempt to sublicense any rights under this trademark license; and v. Grantee complies with any marking requests System Agency may make in relation to the trademarks, including without limitation to use the phrase "Registered Trademark", the registered trademark symbol "0" for registered trademarks, and the symbol "T"t" for unregistered trademarks. Health and Human Services Additional Provisions V.1.0 — Grant Funding Effective: February 2021 Page 3 of 16 DocuSign Envelope ID: 63A42107-1361-415B-A90E-051 DDFOBCE39 4. TRADEMARK OWNERSHIP Grantee acknowledges and agrees that the trademarks remain the exclusive property of System Agency, that all right, title and interest in and to the trademarks is exclusively held by System Agency, and all goodwill associated with such trademarks inures solely to System Agency. 5. ELECTRICAL ITEMS All electrical items purchased under this Grant Agreement or used in the performance of approved and eligible grant -funded activities must meet all applicable Occupational Safety and Health Administration (OSHA) standards and regulations and bear the appropriate listing from Underwriters Laboratory (UL), Factory Mutual Resource Corporation (FMRC), or National Electrical Manufacturers Association (NEMA). 6. DISASTER SERVICES In the event of a local, state, or federal emergency, including natural, man-made, criminal, terrorist, and/or bioterrorism events, declared as a state disaster by the Governor, or a federal disaster declared by the appropriate federal official, Grantee may be called upon to assist the System Agency in providing the following services: i. Community evacuation; ii. Health and medical assistance; iii. Assessment of health and medical needs; iv. Health surveillance; v. Medical care personnel; vi. Health and medical equipment and supplies; vii. Patient evacuation; viii. In -hospital care and hospital facility status; ix. Food, drug and medical device safety; x. Worker health and safety; xi. Mental health and substance abuse; xii. Public health information; xiii. Vector control and veterinary services; and xiv. Victim identification and mortuary services. 7. NOTICE OF A LICENSE ACTION Grantee shall notify the assigned System Agency contract manager in writing of any action impacting Grantee's license to provide services under this Grant Agreement within five business days of becoming aware of the action and include the following: i. Reason for such action; ii. Name and contact information of the local, state or federal department or agency or entity; iii. Date of the license action; and iv. License or case reference number. Health and Human Services Additional Provisions V.1.0 — Grant Funding Effective: February 2021 Page 4 of 16 DocuSign Envelope ID: B3A42107-13B1-415B-A90E-051DDFOBCE39 H. EDUCATION TO PERSONS IN RESIDENTIAL FACILITIES A. Grantee shall ensure that all persons, who are housed in System Agency licensed or funded residential facilities and are 22 years of age or younger, have access to educational services as required by Texas Education Code § 29.012. Grantee shall notify the local education agency or local early intervention program not later than the third calendar day after the date a person who is 22 years of age or younger is placed in Grantee's residential facility. 9. CONSENT TO MEDICAL, DENTAL, PSYCHOLOGICAL, AND SURGICAL TREATMENT OF A CHILD Unless a federal law applies, before a Grantee or its subcontractor can provide medical, dental, psychological or surgical treatment to a minor without parental consent, informed consent must be obtained as required by Texas Family Code Chapter 32. 10. TELEMEDICINE/TELEHEALTH SERVICES If Grantee or its sub -contractor provides grant -funded telemedicine/telehealth services, these services shall be in accordance with the Grantee's written procedures, applicable law, the Grantee's/Contractor's or subcontractor's licensing board rules, and System Agency equipment standards, if applicable. Grantee's procedures for providing telemedicine/telehealth service must include the following requirements: i. Consider any contraindications to the use of telemedicine/telehealth; ii. Qualified staff members to ensure the safety of the individual being served by telemedicine/telehealth at the remote site; iii. Safeguards to ensure confidentiality and privacy in accordance with state and federal laws; iv. Use by credentialed licensed providers providing clinical care within the scope of their licenses; v. Demonstrated competency in the operations of the system by all staff members who are involved in the operation of the system and provision of the services prior to initiating the protocol; vi. Priority in scheduling the system for clinical care of individuals; vii. Quality oversight and monitoring of satisfaction of the individuals served; and viii. Management of information and documentation for telemedicine/telehealth services that ensures timely access to accurate information between the two sites. Telemedicine/telehealth Services does not include chemical dependency treatment services provided by electronic means under 25 Texas Administrative Code Rule §448.911. 11. SERVICES AND INFORMATION FOR PERSONS WITH LIMITED ENGLISH PROFICIENCY A. Grantee shall take reasonable steps to provide services and information both orally and in writing, in appropriate languages other than English, to ensure that persons with limited Health and Human Services Additional Provisions V.1.0 — Grant Funding Effective: February 2021 Page 5 of 16 DocuSign Envelope ID: 63A42107-1361-4156-A90E-051DDFOBCE39 English proficiency are effectively informed and can have meaningful access to programs, benefits and activities. Meaningful access may entail providing language assistance services, including oral interpretation and written translation, if necessary. More information can be found at https://www.lep.gov.. B. Grantee shall identify and document on the client records the primary language, dialect of a client who has limited English proficiency and the need for translation or interpretation services and shall not require a client to provide or pay for the services of a translator or interpreter. C. Grantee shall make every effort to avoid use of any persons under the age of 18 or any family member or friend of the client as an interpreter for essential communications with a client with limited English proficiency, unless the client has requested that person and using the person would not compromise the effectiveness of services or violate the client's confidentiality and the client is advised that a free interpreter is available. 12. THIRD PARTY PAYORS A. Except as provided in this Grant Agreement, Grantee shall screen all clients and may not bill the System Agency for services eligible for reimbursement from third party payors, who are any person or entity who has the legal responsibility for paying for all or part of the services provided, including commercial health or liability insurance carriers, Medicaid, or other federal, state, local and private funding sources. B. As applicable, the Grantee shall: i. Enroll as a provider in Children's Health Insurance Program and Medicaid if providing approved services authorized under this Grant Agreement that may be covered by those programs and bill those programs for the covered services; ii. Provide assistance to individuals to enroll in such programs when the screening process indicates possible eligibility for such programs; iii. Allow clients that are otherwise eligible for System Agency services, but cannot pay a deductible required by a third party payor, to receive services and bill the System Agency for the deductible; iv. Not bill the System Agency for any services eligible for third party reimbursement until all appeals to third party payors have been exhausted; v. Maintain appropriate documentation from the third party payor reflecting attempts to obtain reimbursement; vi. Bill all third party payors for services provided under this Grant Agreement before submitting any request for reimbursement to System Agency; and vii. Provide third party billing functions at no cost to the client. 13. HIV/AIDS MODEL WORKPLACE GUIDELINES A. Grantee shall implement DSHS's HIV -STD Policy No. 090.021, HIV AIDS Model Workplace Guidelines for Businesses, State Agencies, and State Contractors, accessible at http://www.dshs.state.tx.us/hivstd/policypolicies.shtm. B. Grantee shall also educate employees and clients concerning HIV and its related conditions, including AIDS, in accordance with the Texas Health & Safety Code §§ 85.112-114. Health and Human Services Additional Provisions V.1.0 — Grant Funding Effective: February 2021 Page 6 of 16 DocuSign Envelope ID: 133A42107-13131-415B-A90E-051DDFOBCE39 14. MEDICAL RECORDS RETENTION Grantee shall retain medical records in accordance with 22 TAC § 165.1(b) or other applicable statutes, rules and regulations governing medical information. 15. INTERIM EXTENSION AMENDMENT A. Prior to or on the expiration date of this Grant Agreement, the Parties agree that this Grant Agreement can be extended as provided under this section. B. The System Agency shall provide written notice of interim extension amendment to the Grantee under one of the following circumstances: i. Continue provision of services in response to a disaster declared by the governor; or ii. To ensure that services are provided to clients without interruption. C. The System Agency will provide written notice of the interim extension amendment that specifies the reason for it and period of time for the extension. D. Grantee will provide and invoice for services in the same manner that is stated in the Grant Agreement. E. An interim extension under subsection (B)(i) of this section shall extend the term of the Grant Agreement not longer than 30 days after governor's disaster declaration is declared unless the Parties agree to a shorter period of time. F. An interim extension under subsection (B)(i) of this section shall be a one-time extension for a period of time determined by the System Agency. 16. ELECTRONIC AND INFORMATION RESOURCES ACCESSIBILITY AND SECURITY STANDARDS A. Applicability i. This section applies to the procurement or development of Information and Communication Technology (ICT) for Health and Human Services (HHS), or any changes to HHS's ICT. This section also applies if the Grant Agreement requires Grantee to perform a service or supply goods that include ICT that: (i) HHS employees are required or permitted to access; or (ii) members of the public are required or permitted to access. This section does not apply to incidental uses of ICT in the performance of a Grant Agreement, unless the parties agree that the ICT will become property of the state or will be used by HHS's Client/Recipient after completion of the Grant Agreement. ii. Nothing in this section is intended to prescribe the use of particular designs or technologies or to prevent the use of alternative technologies, provided they result in substantially equivalent or greater access to and use of a product / service. B. Definitions The legacy term "Electronic and Information Resources" (EIR) and the term "Information and Communication Technology" (ICT) are considered equivalent in meaning for the purpose of applicability of HHS Uniform Terms and Conditions, policies, accessibility checklists, style guides, Grant Agreement specifications, and other Grant Agreement management documents. To the extent that any other of the following definitions conflict Health and Human Services Additional Provisions V.1.0 — Grant Funding Effective: February 2021 Page 7 of 16 DocuSign Envelope ID: 133A42107-13131 -415B-A90E-051 DDFOBCE39 with definitions elsewhere in this Grant Agreement, the following definitions are applicable to this section only. i. "Accessibility Standards" refers to the Information and Communication Technology Accessibility Standards and the Web Accessibility Standards/Specifications under the Web Content Accessibility Guidelines version 2.0 Level AA, (WCAG 2.0). ii. "Information and Communication Technology (ICT)" is any information technology, equipment, or interconnected system or subsystem of equipment for which the principal function is the creation, conversion, duplication, automatic acquisition, storage, analysis, evaluation, manipulation, management, movement, control, display, switching, interchange, transmission, reception, or broadcast of data or information. Examples of ICT are electronic content, telecommunications products, computers and ancillary equipment, software, information kiosks and transaction machines, videos, IT services, and multifunction office machines which copy, scan, and fax documents. iii. "Information and Communication Technology Accessibility Standards" refers to the accessibility standards for information and communication technology contained in the Web Content Accessibility Guidelines version 2.0 Level AA. iv. "Web Accessibility Standards/Specifications" refers to the web standards contained in WCAG 2.0 Level AA. v. "Products" means information resources technologies that are, or are related to, ICT. vi. "Service" means the act of delivering information or performing a task for employees, clients, or members of the public through a method of access or delivery that uses ICT. C. Accessibility Requirements Under Texas Government Code Chapter 2054, Subchapter M, and implementing rules of the Texas Department of Information Resources, HHS must procure Products or Services that comply with the Accessibility Standards when such Products or Services are available in the commercial marketplace or when such Products or Services are developed in response to a procurement solicitation. Accordingly, Grantee must provide ICT and associated Product and/or Service documentation and technical support that comply with the Accessibility Standards. D. Evaluation, Testing and Monitoring i. HHS may review, test, evaluate and monitor Grantee's Products, Services and associated documentation and technical support for compliance with the Accessibility Standards. Review, testing, evaluation and monitoring may be conducted before and after the award of a grant agreement. Testing and monitoring may include user acceptance testing. ii. Neither (1) the review, testing (including acceptance testing), evaluation or monitoring of any Product or Service, nor (2) the absence of such review, testing, evaluation or monitoring, will result in a waiver of the State's right to contest the Grantee's assertion of compliance with the Accessibility Standards. iii. Grantee agrees to cooperate fully and provide HHS and its representatives timely access to Products, Services, documentation, and other items and information needed to conduct such review, evaluation, testing and monitoring. E. Representations and Warranties Health and Human Services Additional Provisions V.1.0 — Grant Funding Effective: February 2021 Page 8 of 16 DocuSign Envelope ID: B3A42107-13B1-415B-A90E-05IDDFOBCE39 i. Grantee represents and warrants that: (a) as of the effective date of the Grant Agreement, the Products, Services and associated documentation and technical support comply with the Accessibility Standards as they exist at the time of entering the Grant Agreement, unless and to the extent the Parties otherwise expressly agree in writing; and (b) if the Products will be in the custody of the state or an HHS agency's client or recipient after the Grant Agreement expiration or termination, the Products will continue to comply with such Accessibility Standards after the expiration or termination of the Grant Agreement term, unless HHS and/or Client/Recipient, as applicable uses the Products in a manner that renders it noncompliant. ii. In the event Grantee should have known, becomes aware, or is notified that the Product and associated documentation and technical support do not comply with the Accessibility Standards, Grantee represents and warrants that it will, in a timely manner and at no cost to HHS, perform all necessary steps to satisfy the Accessibility Standards, including but not limited to remediation, repair, replacement, and upgrading of the Product, or providing a suitable substitute. iii. Grantee acknowledges and agrees that these representations and warranties are essential inducements on which HHS relies in awarding this Grant Agreement. iv. Grantee's representations and warranties under this subsection will survive the termination or expiration of the Grant Agreement and will remain in full force and effect throughout the useful life of the Product. F. Remedies i. Pursuant to Texas Government Code Sec. 2054.465, neither Grantee nor any other person has a cause of action against HHS for a claim of a failure to comply with Texas Government Code Chapter 2054, Subchapter M, and rules of the Department of Information Resources. ii. In the event of a breach of Grantee's representations and warranties, Grantee will be liable for direct and consequential damages and any other remedies to which HHS may be entitled. This remedy is cumulative of any and all other remedies to which HHS may be entitled under this Grant Agreement and other applicable law. 17. PROJECT COMMENCEMENT The Grantee shall begin the grant -funded project <<on or before insert date>> <<within 90 days of the original start date of the grant term or grant execution date, whichever is later,>>, unless otherwise approved by System Agency. If project commencement is delayed, the Grantee must submit in writing to the assigned contract manager, the steps taken to initiate the project, the reasons for the delay, and the expected start date. System Agency may require Grantee to take immediate remedial or corrective action in response to any delay. 18. DUPLICATION OF FUNDING A. If Grantee receives any funding that is duplicative of funding received under this Grant Agreement that cannot be used for new or expanded eligible grant activities, Grantee will notify the assigned contract manager as soon as possible. System Agency may issue an amendment modifying budget and/or project activities to eliminate duplication. Additionally, Health and Human Services Additional Provisions V.1.0 — Grant Funding Effective: February 2021 Page 9 of 16 DocuSign Envelope ID: 83A42107-13B1-415B-A90E-05IDDFOBCE39 Grantee understands that duplicative funding that cannot be re -programmed to support new or expanded grant -funded activities within the program's scope may be de -obligated from this Grant Agreement and returned to System Agency. 19. NOTICE OF CRIMINAL ACTIVITY AND DISCIPLINARY ACTIONS A. Grantee shall immediately report in writing to its assigned System Agency contract manager when Grantee learns of or has any reason to believe it or any person with ownership or controlling interest in Grantee, or their agent, employee, subcontractor or volunteer who is providing services under this Grant Agreement has been placed on community supervision, received deferred adjudication, or been indicted for or convicted of a criminal offense relating to involvement in any financial matter, federal or state program or felony sex crime. B. Grantee shall not permit any person who engaged, or was alleged to have engaged, in any activity subject to reporting under this section to perform direct client services or have direct contact with clients, unless otherwise directed in writing by the System Agency. 20. NOTICE OF GRANT AGREEMENT/CONTRACT ACTION Grantee shall notify the assigned System Agency contract manager if Grantee has any grant agreement or contract suspended or terminated for cause by any local, state or federal department or agency or nonprofit entity within five business days of becoming aware of the action and include the following: i. Reason for such action; ii. Name and contact information of the local, state or federal department or agency or entity; iii. Effective start date of the grant agreement/contract; iv. Date of suspension or termination; and V. Grant agreement/contract or case reference number. 21. NOTICE OF BANKRUPTCY Grantee shall notify in writing the assigned System Agency contract manager of its plan to seek bankruptcy protection within five business days of such action by Grantee. 22. NOTICE OF CHANGE OF CONTACT PERSON OR KEY PERSONNEL The Grantee shall notify in writing the assigned System Agency contract manager within ten business days of any change to the Grantee's Contact Person or Key Personnel. 23. NOTICE OF INSOLVENCY, INCAPACITY, OR OUTSTANDING UNPAID OBLIGATIONS Grantee shall notify in writing its assigned System Agency contract manager of any insolvency, incapacity, or outstanding unpaid obligations of Grantee owed to the Internal Health and Human Services Additional Provisions V.1.0 — Grant Funding Effective: February 2021 Page 10 of 16 DocuSign Envelope ID: 133A42107-1361-415B-A90E-05IDDFOBCE39 Revenue Service or the State of Texas, or any agency or political subdivision of the State of Texas within five business days of the date of Grantee's becoming aware of such. 24. HHSC VENDOR ACCESS At HHSC's request, Grantee will allow parties interested in responding to other HHSC solicitations to have reasonable access during normal business hours to the Work, software, systems documentation, and site visits to the Grantee's facilities. Grantee may elect to have such parties inspecting the Work, facilities, software or systems documentation to agree to use the information so obtained only in the State of Texas and only for the purpose of responding to the relevant HHSC solicitation. 25. HHSC APPROVAL OF STAFFING A. Grantee shall not employ or contract with or permit the employment of unfit or unqualified persons or persons not skilled in the tasks assigned to them. The Grantee shall at all times employ sufficient labor to carry out functions and services in the manner and time prescribed by the Contract. The Grantee shall be responsible to HHSC for the acts and omissions of the Grantee's employees, agents (including, but not limited to, lobbyists) and Subcontractors and the Grantee shall enforce strict discipline among the Grantee's employees, agents (including, but not limited to, lobbyists) and Subcontractors performing the services under the Contract. B. Any person employed by the Grantee shall, at the written request of HHSC, and within HHSC's sole discretion, be removed immediately by the Grantee from work relating to the Contract. 26. NOTICE OF IRS OR TWC INSOLVENCY Grantee shall notify in writing its assigned System Agency contract manager of any insolvency, incapacity, or outstanding unpaid obligations of Grantee owed to the Internal Revenue Service or the State of Texas, or any agency or political subdivision of the State of Texas within five business days of the date of Grantee's becoming aware of such. 27. BREACH OF CONTRACT AND LIQUIDATED DAMAGES A. Contract Monitoring System Agency: i. Will monitor Grantee for programmatic and financial compliance with this Contract and; ii. May impose liquidated damages for any breach of this Contract. iii. At its discretion, may place Grantee on accelerated monitoring, which entails more frequent or more extensive monitoring than ordinarily conducted by System Agency. Health and Human Services Additional Provisions V.1.0 — Grant Funding Effective: February 2021 Page I I of 16 DocuSign Envelope ID: B3A42107-13B1-415B-A90E-051 DDFOBCE39 iv. May allow the Grantee the opportunity to correct identified deficiencies prior to imposing actions stated in this section. B. Liquidated Damages Grantee agrees that noncompliance with the requirements specified in the Contract causes damages to System Agency are difficult or impossible to determine or quantify with precise accuracy. Grantee further agrees that System Agency may impose liquidated damages each month for so long as the noncompliance continues. The liquidated damages prescribed in this section are not intended to be in the nature of a penalty but are intended to be reasonable estimates of System Agency's projected financial loss and damage resulting from the Grantee's nonperformance, including financial loss. Accordingly, in the event Grantee fails to perform in accordance with the Contract, System Agency may assess liquidated damages as provided in this section. System Agency may impose liquidated damages of i. $500 for the first occurrence of noncompliance during a fiscal year; ii. $750 for the second occurrence of noncompliance with the same requirement during the same fiscal year; and iii. $1,000 for the third and subsequent occurrence(s) of noncompliance with the same requirement during the same fiscal year. C. Contract Repayment System Agency may elect to collect liquidated damages as set-off against payments then due to Grantee or that become due at any time after assessment of liquidated damages. System Agency may take repayment from funds available under this Contract, active or expired, or any subsequent renewal, in amounts necessary to fulfill Grantee's repayment obligations. System Agency may also elect to collect liquidated damages through direct assessment and demand for payment delivered to Grantee. D. Notice of Liquidated Damages System Agency will formally notify Grantee in writing when liquidated damages actions are imposed, stating the nature of the action, the reasons for imposing, and the method of appealing. Grantee must submit a written appeal, within ten (10) calendar days of receipt of the notice, to the SUD email box, SUD.Contracts a,hhs.texas.gov and copied to the assigned Contract Manager. A submitted appeal must: i. Include documented proof that Grantee submitted the information by the due date or received an exemption from the System Agency. ii. Demonstrate the findings on which the Liquidated Damage are based are either invalid or do not warrant the action(s). If System Agency determines the liquidated damage is warranted, System Agency's decision is final, and the remedy shall be imposed. Health and Human Services Additional Provisions V.1.0 — Grant Funding Effective: February 2021 Page 12 of 16 DocuSign Envelope ID: 63A42107-13B1-415B-A90E-051DDFOBCE39 28. BLOCK GRANT SUPPLEMENT The following are important details regarding federal award requirements for Grantees funded with Substance Use Prevention, Treatment and Recovery Services (SUPTRS) Block Grant (SUPTRS) funds: 1. The Assistance Listing Number for the SUPTRS is 93.959. 2. The award period covers the term identified in the Contract. As a subrecipient of the SUPTRS, the Grantee must adhere to each of the applicable requirements below: A. 45 CFR § 96.127 REQUIREMENTS REGARDING TUBERCULOSIS (TB) a. The Grantee receiving substance abuse block grant funds for operating a substance use disorder treatment program must follow procedures as directed by the System Agency, which addresses how the Grantee: i. Will, directly or through referral to public or nonprofit private entities, make available tuberculosis services to each client receiving treatment. Tuberculosis services include, but are not limited to: 1) Counseling on tuberculosis; 2) Testing to determine infection with mycobacteria tuberculosis; and 3) Providing for or referring for medical evaluation and treatment; ii. Will locate tuberculosis services for infected individuals and ensure the individual is admitted into services and not to a waitlist; and iii. Will implement infection control procedures established by the System Agency, which are designed to prevent the transmission of tuberculosis, including the following: 1) Screening of clients; 2) Identification of those individuals who are at high risk of becoming infected; and 3) Meeting all State reporting requirements while adhering to Federal and State confidentiality requirements, including the Code of Federal Regulations (CFR) 42 CFR Part 2. b. Grantee will conduct case management activities to ensure that individuals receive such services. c. Grantee will develop strategies for monitoring the program compliance with this section. d. Grantee will ensure individuals identified with active tuberculosis will be reported to the appropriate State official as required by law and consistent with paragraph (a)(3)(iii) of Health and Human Services Additional Provisions V.1.0 — Grant Funding Effective: February 2021 Page 13 of 16 DocuSign Envelope ID: 133A42107-1313141513-A90E-05IDDFOBCE39 CFR §96.122. B. 45 CFR § 96.128 REQUIREMENTS REGARDING HUMAN IMMUNODEFIECIENCY VIRUS (HIV) a. Grantee awarded HIV treatment funding must perform the following: i. Establish linkages with a comprehensive community resource network of related health and social services organizations to ensure a wide -based knowledge of the availability of these services; ii. Follow all procedures developed by System Agency, in consultation with the State Medical Director for Substance Abuse Services, and in cooperation with the State Department of Health/Communicable Disease Officer; iii. Comply with 96.137 regarding payment and 96.135 regarding restrictions on expenditure of grant; and iv. Ensure all services will be undertaken voluntarily by, and with the informed consent of, the individual, and undergoing such services will not be required as a condition of receiving treatment services for substance abuse or any other services. C. 45 CFR § 96.129 REVOLVING FUNDS FOR ESTABLISHMENT OF HOMES IN WHICH RECOVERING SUBSTANCE ABUSERS MAY RESIDE a. If the Grantee is awarded a contract to implement and maintain housing, the Grantee will ensure ongoing operation of a revolving fund and oversight of the housing as follows: i. The purpose of the revolving loan fund is to make loans for the costs of establishing programs for the provision of housing in which individuals recovering from alcohol and drug abuse may reside in groups of not less than six individuals; ii. Not less than $100,000 will be available for the revolving fund; iii. Loans made from the revolving find do not exceed $4,000 and that each such loan is repaid to the revolving fund not later than 2 years after the date on which the loan is made; iv. Each such loan is repaid by such residents through monthly installments by the date specified in the loan agreement involved; V. The use of alcohol or any illegal drug in the housing provided by the program will be prohibited; vi. Any resident of the housing who violates such prohibition will be expelled from the housing; Health and Human Services Additional Provisions V.1.0 — Grant Funding Effective: February 2021 Page 14 of 16 DocuSign Envelope ID: B3A42107-13B1-415B-A90E-051DDFOBCE39 vii. The costs of the housing, including fees for rent and utilities, will be paid by the residents of the housing; and viii. The residents of the housing will, through a majority vote of the residents, otherwise establish policies governing residence in the housing, including the manner in which applications for residence in the housing are approved. b. Expenditure in this project will be for, but not limited to: First month's rent, necessary furniture (e.g., beds), ii. Facility modifications (e.g., conversion of basement into a game room or extra bedrooms), and iii. Purchase of amenities which foster healthy group living (e.g., dishwasher). c. Grantee will abide by all Federal, State, and local laws and regulations when managing the revolving loan fund. d. Grantee shall establish a procedure and process for applying for a loan under the program which may include completion of the application, personal interviews, and submission of evidence to support eligibility requirements, as well as establish a written procedure for repayment which will set forth reasonable penalties for late or missed payments and liability and recourse for default. e. Grantee will keep a written record of the number of loans and amount of loans provided, the identities of borrowers and the repayment history of each borrower and retain it for no less than three years or the state's retention policy. D. 45 CFR § 96.131 TREATMENT SERVICES FOR PREGNANT WOMEN a. Grantee must give preference in admission to pregnant women who seek or are referred for and would benefit from SUPTRS-funded treatment service. b. If the Grantee serves an injecting drug -abusing population, the Grantee must give preference to treatment as follows: i. Pregnant injecting drug users. ii. Other pregnant substance abusers. iii. Other injecting drug users. iv. All others. c. The Grantee must refer pregnant women to System Agency when the Grantee has insufficient capacity to provide services to any such pregnant women who seek the services of the program. d. Grantee must make interim services available within forty-eight (48) hours to Health and Human Services Additional Provisions V.1.0 — Grant Funding Effective: February 2021 Page 15 of 16 DocuSign Envelope ID: 133A42107-1381-41513-A90E-051 DDFOBCE39 pregnant women who cannot be admitted because of lack of capacity. e. Grantee must offer interim services, when appropriate, that include, at a minimum, the following: i. Counseling and education about HIV and TB, the risks of needle -sharing, the risks of transmission to sexual partners and infants, and steps that can be taken to ensure that HIV and TB transmission does not occur. ii. Referral for HIV or TB treatment services, if necessary. iii. Counseling pregnant women on the effects of alcohol and other drug use on the fetus. iv. Refer pregnant women for prenatal care. E. 45 CFR § 96.132 ADDITIONAL REQUIREMENTS a. Grantee must make continuing education in substance abuse treatment and prevention available to employees who provide the services. b. Grantee must have in effect a system to protect patient records from inappropriate disclosure, and the system must: i. Comply with all applicable state and federal laws and regulations, including 42 CFR Part 2; and ii. Include provisions for employee education on confidentiality requirements and the fact that disciplinary action may occur upon inappropriate disclosure. REMAINDER OF PAGE INTENTIONALLY LEFT BLANK Health and Human Services Additional Provisions V.1.0 — Grant Funding Effective: February 2021 Page 16 of 16 DocuSign Envelope ID: B3A42107-13B1-415B-A90E-05IDDFOBCE39 TEXAS Form 8040-A August 2022-E LV Health and Human Federal Funding Accountability and Transparency Act FFATA Services 9 tY P Y ( ) Certification Form The certifications enumerated below represent material facts upon which HHSC relies when reporting information to the federal government required under federal law. If HHSC later determines that the contractor knowingly rendered an erroneous certification, HHSC may pursue all available remedies in accordance with Texas and U.S. laws. The signer further agrees that they will provide immediate written notice to HHSC if at any time they learn that any of the certifications provided for below were erroneous when submitted or have since become erroneous by reason of changed circumstances. Note: If the signer cannot certify all of the statements contained in this section, they must provide written notice to HHSC detailing which of the below statements they cannot certify and why. Did your organization have a gross income, from all sources, of less than $300,000 in your previous tax year? Q Yes — Skip questions A, B and C and continue to section D. ® No — Answer questions A and B. A. Certification Regarding Percent of Annual Gross from Federal Awards Did your organization receive 80% or more of its annual gross revenue from federal awards during the preceding fiscal year? Q Yes ® No — Skip question C. B. Certification Regarding Amount of Annual Gross from Federal Awards Did your organization receive $25 million or more in annual gross revenues from federal awards in the preceding fiscal year? ® Yes Q No — Skip question C. If your answer is Yes to both questions A and B, you must answer question C. If your answer is No to either question A or B, skip question C and continue to section D. C. Certification Regarding Public Access to Compensation Information Does the public have access to information about the highly compensated officers/senior executives in your business or organization (including parent organization, all branches and all affiliates worldwide) through periodic reports filed under Section 13(a) or 15(d) of the Securities Exchange Act of 1934 (15 U.S.C. 78m(a), 78o(d)) or Section 6104 of the Internal Revenue Code of 1986? ® Yes Q No — Provide the names and total compensation of the top five highly compensated officers/senior executives. Name of Officer or Senior Executive Total Compensation 1. 2. 3. 4. 5. D. Signatures As the duly authorized representative (signer) of the contractor, I hereby certify that the statements made by me in this certification form are true, complete and correct to the best of my knowledge. CDocuSiflned by: �r P August 28, 2023 '+761 Fr32CI14RD Signature of Authorized Representative Date Printed Name of Authorized Representative imayor Title of Authorized Representative Tray Payne Legal Name of Contractor I Unique Entity Identifier City of Lubbock Applicable HHSC Contract No.(s): DocuSign Envelope ID: B3A42107-13B1-415B-A90E-051DDFOBCE39 TEXAS £ PCS 515 CONTRACT ROUTING AND APPROVAL REQUEST Health and Human 0 Services U. 10 Section. . • New Contract Number Amendment Number ❑ x❑ HHS000780500002 2 New Work Order Number Amendment Number ❑ ❑ Contractor Legal Business Name: City of Lubbock Total Contract Value (Including Renewals) Note: Contract value is defined as the estimated dollar amount that the agency may be obligated to pay $2,192,400.00 pursuant to the contract and all executed and proposed amendments, extensions and renewals of the contract. Requesting Agency/Program HHSC MSS-SUDCMU Contract Manager Name Contract Manager Email Contract Manager Phone Cristina Bunyard cristina.bunyard@hhs.texas.gov N/A Purchaser/Buyer Name Purchaser/Buyer Email Purchaser/Buyer Phone Section.. • section contains all co nt ract -specific approvers as designated by Program. These individuals will be inserted into the CAPPS Financials approval process. The mimmurn required approvers listed in Section 2 must include contract-specificThis contracts. All ... CAPPS Financials. CAPPS approvals must occur in the contract manager, program staff, and legal approval; legal approval may be provided byemail for boilerplate template DocuSign, must be listed in this section to approve the contract in the order listed below. Is this a legal approved boilerplate template? ® Yes ❑ No If "Yes" attach Proof of Approval Approver Title Approver Name Approver E-mail Address 1. Contract Analyst [Cristina Bunyard =cristina.bunyard@hhs.texas.gov 2. Contract Administration M James Driscoll james.driscoll@hhs.texas.gov 1 3. Legal — Christina Garcia Fchristina.Garcia03@hhs.texas.gov 4. 1 F 5. 6. 7. 8. 1 F 9. 1 F_ 10.1 1 F -1 F 11.1 1 F 771 F Effective 10/23/2017 - 1 - Revised 01/13/2022 DocuSign Envelope ID: 63A42107-13B1-415B-A90E-05IDDFOBCE39 TEXAS o PCS 515 CONTRACT ROUTING AND APPROVAL REQUEST Health and Human LL Services DocuSign Routing Path Begins SectionRequired DocuSign .. . In addition to the approvals in Section 2 the following approvers are needed consistent with the chart below. HHSC Contracts Approver Name E-mail Address Chief Financial Officer Trey Wood Trey.Wood@hhs.texas.gov System Contracting Director Andy Marker Edward. Marker@hhs.texas.gov Chief Financial Officer Trey Wood Trey.Wood@hhs.texas.gov System Contracting Director Andy Marker Edward. Marker@hhs.texas.gov Office of Chief Counsel Karen Ray Karen.Ray@hhs.texas.gov OIG Contracts Approver Name E-mail Address Chief Financial Officer Trey Wood Trey.Wood@hhs.texas.gov Chief Financial Officer Trey Wood Trey.Wood@hhs.texas.gov System Contracting Director Andy Marker Edward. Marker@hhs.texas.gov Office of Chief Counsel Karen Ray Karen. Ray@hhs.texas.gov DSHS Contracts f. 1 111 111 Approver Name E-mail Address System Contracting Director Andy Marker Edward.Marker@hhs.texas.gov DSHS General Counsel Cynthia Hernandez Cynthia.Hernandez3@hhs.texas.gov .- System Contracting Director Andy Marker Edward. Marker@hhs.texas.gov Office of Chief Counsel Karen Ray Karen. Ray@hhs.texas.gov Effective 10/23/2017 - 2 - Revised 01/13/2022 DocuSign Envelope ID: 133A42107-1361-415B-A90E-05IDDFOBCE39 TEXAS o PCS 515 CONTRACT ROUTING AND APPROVAL REQUEST Health and Human LL1&Services SectionDocuSign Signatories Signatory Name E-mail Address Contractor Signature Authority Tray Payne TrayPayne@mylubbock.us Additional Contractor Signature Authority* Contractor Signature cc Gloria Diaz gdiaz@mylubbock.us HHS Signature Authority Sonja Gaines sonja.gaines@hhs.texas.gov HHS Signature Authority cc SA Mailbox SUD.Contracts@hhs.texas.gov General Inbox cc Cristina Bunyard cristina.bunyard@hhs.texas.gov * If adding an additional contractor signature authority, please provide instructions on which documents need to be completed by this individual. Please cc: Katherine Wells at: kwells@mylubbock.us Effective 10/23/2017 - 3 - Revised O1/13/2022 DocuSign Envelope ID: 133A42107-1361-415B-A90E-05IDDFOBCE39 TEXAS 1. PCS 515 CONTRACT ROUTING AND APPROVAL REQUEST Health and Human Services U. INSTRUCTIONS PURPOSE To direct HHS contracts, work orders, amendments, renewals, and extensions through the routing and approval process. WHEN TO PREPARE THIS FORM This form shall be completed for any document requiring CAPPS Financials approval routing and for DocuSign contract signature routing. Program area shall adhere to any HHS Circular-046 requirements to complete the form prior to submission to Procurement and Contracting Services Quality Assurance ('PCS QA"). PROCEDURE TO COMPLETE PCS 515 Section 1: To be completed by Program. This section contains necessary contract information. Section 2: To be completed by Program. This section contains all contract -specific approvers as designated by Program. These individuals will be inserted into the CAPPS Financials approval process. The minimum required approvers listed in Section 2 must include the contract manager, program staff, and legal approval. All contract -specific approvers, except for the contract signatory who will review and approve in DocuSign, must be listed in this section to approve the contract in CAPPS Financials. CAPPS approvals must occur in the order listed in Section 2. DocuSign Routing Path Begins Section 3: Required Approvals. This section contains all required Office of Chief Counsel and Chief Financial Officer approvals based on contract value. Section 4: To be completed by Program. This section shall contain all required contract signatory information. These individuals will be inserted into the DocuSign routing path. Effective 10/23/2017 .4 - Revised 01/13/2022 Certificate Of Completion Envelope Id: B3A4210713B1415BA90EC51DDFOBCE39 Subject- Amending $2,192,400.00; HHS000780500002; City of Lubbock A-2; HHSC/MSS-SUDCMU Procurement Number: Source Envelope: Document Pages: 107 Signatures: 4 Certificate Pages: 2 Initials: 0 AutoNav: Enabled Envelopeld Stamping: Enabled Time Zone: (UTC-06:00) Central Time (US & Canada) Record Tracking Status: Original 8/14/2023 9:57:32 AM Security Appliance Status: Connected Storage Appliance Status: Connected Signer Events Tray Payne TrayPayne@mylubbock.us Mayor City of Lubbock Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Sonja Gaines Sonja.Gaines@hhs.texas.gov NoSG Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign In Person Signer Events Editor Delivery Events Agent Delivery Events Intermediary Delivery Events Certified Delivery Events Holder: Texas Health and Human Services Commission PCS_DocuSign@hhsc. state. tx. us Pool: FedRamp Pool: Texas Health and Human Services Commission Signature o«osty-d by: E37:%E32�14�8D Signature Adoption: Pre -selected Style Using IP Address: 208.84.91.41 EDocoslyn.e ey: w Otqa Gai's 147 CA4134D941B Signature Adoption: Pre -selected Style Using IP Address: 151 124 105.51 Signed using mobile Signature Status Status Status Status Carbon Copy Events Status Cristina Bunyard COPIED cristina.bunyard@hhs.texas.gov Contract Specialist IV Security Level: Email, Account Authentication (None) DocuSign Status: Completed Envelope Originator: Texas Health and Human Services Commission 1100 W. 49th St. Austin, TX 78756 PCS--DocuSign@hhsc.state.tx.us IP Address: 168.60.132.64 Location: DocuSign Location: DocuSign Timestamp Sent: 8/15/2023 7:07:25 AM Resent: 8/23/2023 12:35:09 PM Resent: 8/23/2023 2:13:34 PM Resent: 8/24/2023 11:08:45 PM Viewed: 8/25/2023 2:18:27 PM Signed: 8/28/2023 8:53:59 AM Sent: 8/28/2023 8:54:04 AM Viewed: 8/28/2023 10:05:57 AM Signed: 8/28/2023 10:06:09 AM Timestamp Timestamp Timestamp Timestamp Timestamp Timestamp Sent: 8/15/2023 7:07:24 AM Viewed: 8/16/2023 8:35:45 AM Carbon Copy Events Status Electronic Record and Signature Disclosure: Not Offered via DocuSign Gloria Diaz CO PI E D gdiaz@mylubbock.us Security Level: Email. Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Katherine Wells COPIED kwells@mylubbock.us Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign SA Mailbox COPIED SUD.Contracts@hhs.texas.gov Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Timestamp Sent: 8/24/2023 11:08:36 PM Viewed: 8/25/2023 8:12:30 AM Sent: 8/24/2023 11:08:37 PM Sent: 8/23/2023 2:17:01 PM Viewed: 8/23/2023 2:22:20 PM Witness Events Signature Timestamp Notary Events Signature Timestamp Envelope Summary Events Status Timestamps Envelope Sent Hashed/Encrypted 8/15/2023 7:07:24 AM Envelope Updated Security Checked 8/23/2023 2:17:01 PM Envelope Updated Security Checked 8/24/2023 11:08:36 PM Envelope Updated Security Checked 8/24/2023 11:08:36 PM Envelope Updated Security Checked 8/24/2023 11:08:36 PM Certified Delivered Security Checked 8/28/2023 10:05:57 AM Signing Complete Security Checked 8/28/2023 10:06:09 AM Completed Security Checked 8/28/2023 10:06:09 AM Payment Events Status Timestamps