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Home My WebLink AboutResolution - 2017-R0144 - DSHS Epidemiology And Laboratory Capacity For Infectious Disease Program - 04/27/2017Resolution No. 2017-RO144 Item No. 6.5.4 April 27, 2017 RESOLUTION BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF LUBBOCK: THAT the Mayor of the City of Lubbock is hereby authorized and directed to execute for and on behalf of the City of Lubbock a contract (No. 537-18-0347-00001) with the State of Texas' Department of State Health Services (DSHS) under the Epidemiology and Laboratory Capacity for Infectious Disease Program to obtain grant funding in support of public health Zika response activities. Said contract is attached hereto and incorporated in this Resolution as if fully set forth herein and shall be included in the minutes of the Council. Passed by the City Council this April 27, 2017. DANIEL M. POP MAYOR ATTEST: Rebe(ca Garza, City Secreta APP VE AS TO CONTENT: Katherine Wells, Health Department Director APPROVED AS TO FORM: n ooke. fiKsistant City Attorney RCS DSHS 537-18-0347-00001 Fpidemiolog) -Zika 04 12 2017 DocuSign Envelope ID: 5D5196E1-131B9-43EF-84C2-CBC34E62DF0B Resolution No. 2017-RO144 SIGNATURE DOCUMENT FOR DEPARTMENT OF STATE HEALTH SERVICES CONTRACT No. 537-18-0347-00001 UNDER THE EPIDEMIOLOGY AND LABORATORY CAPACITY FOR INFECTIOUS DISEASE PROGRAM I. PURPOSE The Department of State Health Services ("System Agency"), a pass -through entity, and City of Lubbock ("Grantee") (each a "Party" and collectively the "Parties") enter into the following grant contract to provide funding in support of public health Zika response activities (the "Contract"). II. LEGAL AUTHORITY This Contract is authorized by and in compliance with the provisions under the authority of the Texas Government Code Chapters 771 or 791, as applicable. II. DURATION The Contract is effective on March 1, 2017 and terminates on July 31, 2018, unless renewed or terminated pursuant to the terms and conditions of the Contract. The System Agency, at its own discretion, may extend this Contract subject to terms and conditions mutually agreeable to both Parties. III. BUDGET The total amount of this Contract will not exceed NINE THOUSAND Six HUNDRED DOLLARS ($9,600.00). All expenditures under the Contract will be in accordance with ATTACHMENT B, BUDGET. IV. CONTRACT REPRESENTATIVES The following will act as the Representative authorized to administer activities under this Contract on behalf of their respective Party. System Agency Department of State Health Services 1100 W. 49`" Street, MC 1990 Austin, Texas 78756 Attention: Jason Adams jason.adams@dshs.state.tx.us System Agency Contract No. 537-18-0347-00001 Page 1 of 4 v. 11.15.2016 DocuSign Envelope ID: 5D5196E1-BlB9-43EF-84C2-CBC34E62DFOB Grantee City of Lubbock 1625 13`I' Street P.O. Box 2000 Lubbock, TX 79457 Attention: Rachel Dolan rdolan@mylubbock.us V. LEGAL NOTICES Any legal notice required under this Contract shall be deemed delivered when deposited by the System Agency either in the United States mail, postage paid, certified, return receipt requested; or with a common carrier, overnight, signature required, to the appropriate address below: System Agency Department of State Health Services Attention: Lisa Hernandez 1100 W. 49`h Street, MC 1911 Austin, TX 78756 Grantee City of Lubbock 1625 13`I' Street P.O. Box 2000 Lubbock, TX 79457 Attention: City Secretary Notice given by Grantee will be deemed effective when received by the System Agency. Either Party may change its address for notice by written notice to the other Party. V1. ADDITIONAL GRANT INFORMATION Epidemiology and Laboratory Capacity for Infectious Disease (ELQ Federal Award Identification Number (FAIN): U50CK000378 Federal Award Date: March 1, 2017 Name of Federal Awarding Agency: Centers for Disease Control and Prevention CFDA Name and Number: Federal, 93.323 Awarding Official Contact Information: Centers for Disease Control and Prevention phone (800) 232-4636 DUNS: 058213893 SIGNATURE PAGE FOLLOWS System Agency Contract No. 537-18-0347-00001 Page 2 of 4 v. 02.01.2016 DocuSign Envelope ID: 5D5196E1 -B1 B9-43 EF-84C2-CBC34 E62D FOB SIGNATURE PAGE FOR SYSTEM AGENCY CONTRACT NO. 537-18-0347-00001 DEPARTMENT OF STATE HEALTH SERVICES GRANTEE David Gruber Associate Commissioner Division for Regional and Local Health Date of execution: Title: Mayor, City of Lubbock Date of execution: ArriI ?7, 017 THE FOLLOWING ATTACHMENTS TO SYSTEM AGENCY CONTRACT NO. 537-18-0347- 00001 ARE HEREBY INCORPORATED BY REFERENCE: ATTACHMENT A - ELC STATEMENT OF WORK ATTACHMENT B - BUDGET ATTACHMENT C - UNIFORM TERMS AND CONDITIONS ATTACHMENT D - SUPPLEMENTAL & SPECIAL CONDITIONS ATTACHMENT E - FEDERAL ASSURANCES AND CERTIFICATIONS ATTACHMENT F - FFATA APPROVED AS TO CONTENT: °"d as DocuSign Envelope ID: 5D5196E1-B1B9-43EF-84C2-CBC34E62DF0B Daniel Pope Mayor 5/15/2017 | 3:43 PM CDT6/2/2017 | 1:50 PM CDT DocuSign Envelope ID: 5D5196E1-B1B9-43EF-84C2-CBC34E62DFOB ATTACHMENT A ELC STATEMENT OF WORK I. GRANTEE RESPONSIBILITIES Grantee will: A. Perform activities in Lubbock County (hereinafter referred to as the "Jurisdiction") in support of the Epidemiology and Laboratory Capacity for Infectious Disease (ELC) Supplement for Zika Virus Surveillance and Control and U.S. Zika Pregnancy Registry Cooperative Agreement (CDC-RFA-CK14-1401PPHF-14) from the Centers for Disease Control and Prevention (CDC) and in accordance with Grantee's System Agency -approved work plan, as amended, which is incorporated herein by reference and made a part of this Contract as if fully set forth herein. B. Submit the work plan to System Agency for approval within sixty (60) days of Contract execution. C. Provide Zika virus surveillance and control support that exceeds normal capacity by: 1. Developing and/or further refining jurisdictional Zika vector surveillance and control response plans to include mosquito population monitoring, identification of risk areas, and control activities to be conducted before and after identification of local transmission. Grantee must submit the aforementioned plans to System Agency within sixty (60) days of Contract execution. 2. Exercising jurisdictional Aedes response plan components, including a mosquito surveillance program for Aedes—transmitted viruses with at least monthly mosquito submissions to the System Agency laboratory. System Agency will announce the date the Arbovirus Laboratory will begin accepting mosquito specimens for virus testing for the year (generally, early May 2017); 3. Identifying jurisdictional resources available and resource gaps for Zika vector surveillance including but not limited to mosquito traps, batteries, specimen shipping material, larviciding, and adulticiding insecticides, number of public health pesticide licenses, educational materials, and any other resources devoted to mosquito prevention and control within the respective jurisdiction. Grantee will provide documentation of jurisdictional resource and gaps to System Agency within sixty (60) days of Contract execution. Grantee shall provide a follow-up on jurisdictional resources and gaps to System Agency by August 30, 2017; System Agency Contract No. 537-18-0347-00001 v. 11.15.2016 Page 1 DocuSign Envelope ID: 5D5196E1 -B1 B9-43EF-64C2-CBC34E62D FOB ATTACHMENT A ELC STATEMENT OF WORK 4. Developing a risk communication plans and culturally appropriate messaging to inform the public of Zika risks and measures a person can take to avoid Aedes mosquito bites. Grantee must submit the risk communication plan and proposed messaging to System Agency with sixty (60) days of Contract execution. 5. Identifying jurisdictional resources available and resource gaps for providing epidemiological support for investigating Zika virus infection or disease cases and suspect cases including but not limited to materials for laboratory specimen collection and submission (urine, serum), surge epidemiologists, environmental assessments, and dissemination of Zika prevention materials and/or kits in the event of local transmission. 6. Completing epidemiological investigations including environmental assessments, interviews, and additional specimen collection and laboratory submission as needed to determine if local transmission is occurring. 7. Ensuring timely submission of complete arbovirus epidemiological investigation forms to System Agency and entry in electronic disease surveillance system. 8. Communicating with healthcare providers within jurisdictional boundaries about the risk, clinical manifestations, diagnosis and prevention of Zika infections. 9. Providing public health expertise, support, and response coordination to address operational gaps and coordinate jurisdictional resources. D. Coordinate with the System Agency Laboratory to assure the appropriate mosquito surveillance and insecticide resistance data from the Jurisdiction is entered into MosquitoNet (https://wwwn.cdc..,ov/Arbonet/MosquitoNET/), either by System Agency or the Jurisdiction. E. Cooperate with System Agency to coordinate all planning, training and exercises performed under this Contract with local emergency management and the Texas Division of Emergency Management (TDEM) District Coordinators assigned to the Grantee's Jurisdiction, to ensure consistency and coordination of requirements at the local level and eliminate duplication of effort between the various domestic preparedness funding sources in the state. System Agency Contract No. 537-18-0347-00001 v. 1 1.15.2016 Page 2 DocuSign Envelope ID: 5D5196E1 -B1 B9-43EF-84C2-CBC34E62DFOB ATTACHMENT A ELC STATEMENT OF WORK F. Coordinate all risk communication activities with the System Agency Communications Unit by using System Agency's core messages posted on the System Agency website, and submitting copies of draft risk communication materials to System Agency for coordination prior to dissemination. G. Complete and submit programmatic reports as directed by System Agency in a format specified by System Agency. Grantee will provide System Agency other reports, including financial reports, that System Agency determines necessary to accomplish the objectives of this Contract and to monitor compliance. If Grantee is legally prohibited from providing any report under this Contract, Grantee will immediately notify System Agency in writing. Grantee shall provide and submit written reports, including reports on the results from mosquito and avian specimens for the time periods noted below by electronic mail to wnv a,dshs.state.tx.tts in the format specified by System Agency. Grantee shall maintain the documentation used to develop the reports. All written reports should be titled with the Grantee name, program name, contract number and the time period of the report. The reporting dates and applicable periods are as follows: PERIOD COVERED REPORT DUE DATE March, April, May June 30, 2017 June, July, August September 30, 2017 September, October, November December 31, 2017 December, January, February March 30, 2018 March, April, May June 30, 2018 June and July August 31, 2018 H. Complete and submit to System Agency an End -Of -Year performance report in a format specified by System Agency no later than August 15, 2018. I. Develop, implement and maintain a timekeeping system for accurately documenting staff time and salary expenditures for all staff funded through this Contract, including partial full- time employees and temporary staff. J. Not use funds for research, clinical care, fund-raising activities or lobbying, construction or System Agency Contract No. 537-18-0347-00001 v. 11.15.2016 Page 3 DocuSign Envelope ID: 5D5196E1-131B9-43EF-84C2-CBC34E62DF0B ATTACHMENT A ELC STATEMENT OF WORK major renovations, for reimbursement of pre -award costs, to supplant existing state or federal funds for activities, payment or reimbursement of backfilling costs for staff, purchase of vehicles of any kind, funding an award to another party or provider who is ineligible. K. Comply with all applicable regulations, standards and guidelines, as amended. II. PERFORMANCE MEASURES System Agency will monitor the Grantee's performance of the requirements in this Attachment B and compliance with the Contract's terms and conditions. III. INVOICE AND PAYMENT A. Grantee will request reimbursement using the State of Texas Purchase Voucher (Form B-13) on a monthly basis and acceptable supporting documentation for reimbursement of the required services/deliverables. Additionally, the Grantee will submit the Financial Status Report (FSR-269A) on a quarterly basis. Vouchers, supporting documentation, and Financial Status Reports should be mailed or emailed to the addresses below: Department of State Health Services Claims Processing Unit, MC 1940 1100 West 491h Street P.O. Box 149347 Austin, TX 78714-9347 FAX: (512) 458-7442 EMAIL: invoices@dshs.state.tx.us and php.vottchersupportndshs.state.tx.us B-13 and supporting documentation should be sent to: invoices a,dshs.state.tx.us, wnvl'a�dshs.state.tx.us, and Php.vottchersupport2Z dshs.state.tx.us FSRs should be sent to: invoices e.dslis.state.tx.us, W11V@dslis.state.tx.us Php.vouchersupportn,dshs.state.tx.us, and FSRGrants n,dshs.state.tx.us B. Grantee will be reimbursed on a monthly basis and in accordance with Attachment B, Budget. C. System Agency reserves the right, where allowed by legal authority, to redirect funds in the System Agency Contract No. 537-18-0347-00001 v. 11.15.2016 Page 4 DocuSign Envelope ID: 5D5196E1-B1B943EF-84C2-CBC34E620FOB ATTACHMENT A ELC STATEMENT OF WORK event of financial shortfalls. System Agency will monitor Grantee's expenditures on a quarterly basis. If expenditures are below that projected in Grantee's total Contract amount, Grantee's budget may be subject to a decrease for the remainder of the Term of the Contract. Vacant positions existing after ninety days may result in a decrease in funds. D. Grantee may request a one-time working capital advance not to exceed twelve (12%) percent of the total amount of the Contract funded by System Agency. All advances must be expended by the end of the contract term. Advances not expended by the end of the contract term must be refunded to System Agency. Grantee will repay all or part of advance funds at any time during the Contract's term. If the advance has not been repaid prior to the last three months of the Contract term, the Grantee must deduct at least one-third of the remaining advance from each of the last three months' reimbursement requests. If the advance is not repaid prior to the last three months of the Contract term, System Agency will reduce the reimbursement request by one-third of the remaining balance of the advance. Remainder of Page Intentionally Left Blank System Agency Contract No. 537-18-0347-00001 v. 11.15.2016 Page 5 DocuSign Envelope ID: 5D5196E 1 -B 1 B9-43 EF-84C2-CBC34E62D FOB ATTACHMENT B BUDGET Grantee: City of Lubbock Budget Categories ELC 03/01/2017 — 07/321/2018 FY 18 Budget Summary Personnel $0.00 $0.00 Fringe Benefits $0.00 $0.00 Travel $0.00 $0.00 Equipment $0.00 $0.00 Supplies $0.00 $0.00 Contractual $9,600.00 $9,600.00 Other $0.00 $0.00 Sum of Direct Costs $9,600.00 $9,600.00 Indirect Costs $0.00 $0.00 Sum of Total Direct Costs and Indirect Costs $9,600.00 $9,600.00 TOTAL $9,600.00 1 $9,600.00 Grantee must expend funds within the applicable specified time period noted above. Contract No. 537-18-0347-00001 DocuSign Envelope ID: 5D5196E1 -B1 B9-43EF-84C2-CBC34E62lD FOB HHSC Uniform Terms and Conditions Version 2.13 Published and Effective: July 15, 2016 Responsible Office: Chief Counsel TEXAS Health and Human Services Commission Health and Human Services Commission HHSC Uniform Terms and Conditions - Grant Version 2.13 DocuSign Envelope ID: 5D5196E1-B1B9-43EF-84C2-CBC34E62DFOB TABLE OF CONTENTS ARTICLE I. DEFINITIONS AND INTERPRETIVE PROVISIONS .................................... 4 1.01 Definitions.......................................................................................................................... 4 1.02 Interpretive Provisions........................................................................................................ 5 ARTICLE II Payment Methods and Restrictions..................................................................... 6 2.01 Payment Methods............................................................................................................. 6 2.02 Final Billing Submission.................................................................................................. 6 2.03 Financial Status Reports (FSRs)...................................................................................... 7 2.04 Debt to State and Corporate Status.................................................................................. 7 2.05 Application of Payment Due............................................................................................ 7 2.06 Use of Funds..................................................................................................................... 7 2.07 Use for Match Prohibited................................................................................................. 7 2.08 Program Income............................................................................................................... 7 2.09 Nonsupplanting................................................................................................................ 8 ARTICLE III. STATE AND FEDERAL FUNDING................................................................ 8 3.01 Funding.............................................................................................................................8 3.02 No debt Against the State................................................................................................. 8 3.03 Debt to State..................................................................................................................... 8 3.04 Recapture of Funds........................................................................................................... 8 ARTICLE IV Allowable Costs and Audit Requirements......................................................... 9 4.01 Allowable Costs............................................................................................................... 9 4.02 Independent Single or Program -Specific Audit............................................................. 10 4.03 Submission of Audit....................................................................................................... 10 Article V AFFIRMATIONS, ASSURANCES AND CERTIFICATIONS ............................ 11 5.01 General Affirmations...................................................................................................... 11 5.02 Federal Assurances......................................................................................................... 11 5.03 Federal Certifications..................................................................................................... 11 ARTICLE VI OWNERSHIP AND INTELLECTUAL PROPERTY ................................... 11 6.01 Ownership...................................................................................................................... 11 6.02 Intellectual Property ....................................................................................................... I I ARTICLE VII RECORDS, AUDIT, AND DISCLOSURE.................................................... 11 7.01 Books and Records......................................................................................................... 11 7.02 Access to records, books, and documents...................................................................... 12 Grantee Uniform Terms and Conditions Page 2 of 19 v. 06.03.16 DocuSign Envelope ID: 5D5196E1-B1B9-43EF-84C2-CBC34E62DFOB 7.03 Response/compliance with audit or inspection findings ................................................ 12 7.04 SAO Audit...................................................................................................................... 12 7.05 Confidentiality ................................................................................................................13 7.06 Public Information Act................................................................................................... 13 ARTICLE VIII CONTRACT MANAGEMENT AND EARLY TERMINATION ............. 13 8.01 Contract Management.................................................................................................... 13 8.02 Termination for Convenience......................................................................................... 13 8.03 Termination for Cause.................................................................................................... 13 8.04 Equitable Settlement...................................................................................................... 14 ARTICLE IX MISCELLANEOUS PROVISIONS................................................................. 14 9.01 Amendment.................................................................................................................... 14 9.02 Insurance........................................................................................................................ 14 9.03 Legal Obligations........................................................................................................... 14 9.04 Permitting and Licensure............................................................................................... 14 9.05 Indemnity ....................................................................................................................... 15 9.06 Assignments................................................................................................................... 15 9.07 Relationship of the Parties.............................................................................................. 15 9.08 Technical Guidance Letters............................................................................................ 16 9.09 Governing Law and Venue............................................................................................ 16 9.11 Survivability...................................................................................................................16 9.12 Force Majeure................................................................................................................ 17 9.13 No Waiver of Provisions................................................................................................ 17 9.14 Publicity......................................................................................................................... 17 9.15 Prohibition on Non -compete Restrictions...................................................................... 17 9.16 No Waiver of Sovereign Immunity................................................................................ 17 9.17 Entire Contract and Modification................................................................................... 17 9.18 Counterparts................................................................................................................... 17 9.19 Proper Authority............................................................................................................. 18 9.20 Employment Verification.............................................................................................. 18 9.21 Civil Rights................................................................................................................... 18 Grantee Uniform Terms and Conditions Page 3 of 19 v. 06.03.16 DocuSign Envelope ID: 5D5196E1-B1B9-43EF-84C2-CBC34E62DFOB ARTICLE I. DEFINITIONS AND INTERPRETIVE PROVISIONS 1.01 Definitions As used in this Contract, unless the context clearly indicates otherwise, the following terms and conditions have the meanings assigned below: "Amendment" means a written agreement, signed by the parties hereto, which documents changes to the Contract other than those permitted by Work Orders or Technical Guidance Letters, as herein defined. "Attachment" means documents, terms, conditions, or additional information physically added to this Contract following the Signature Document or included by reference, as if physically, within the body of this Contract. "Contract" means the Signature Document, these Uniform Terms and Conditions, along with any Attachments, and any Amendments, or Technical Guidance Letters that may be issued by the System Agency, to be incorporated by reference herein for all purposes if issued. "Deliverable" means a work product prepared, developed, or procured by Grantee as part of the Services under the Contract for the use or benefit of the System Agency or the State of Texas. "Effective Date" means the date agreed to by the Parties as the date on which the Contract takes effect. "System Agency" means HHSC or any of the agencies of the State of Texas that are overseen by HHSC under authority granted under State law and the officers, employees, and designees of those agencies. These agencies include: the Department of Aging and Disability Services, the Department of Assistive and Rehabilitative Services, the Department of Family and Protective Services, and the Department of State Health Services. "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 Contract, if any. "Health and Human Services Commission" or "HHSC" means the administrative agency established under Chapter 531, Texas Government Code or its designee. "HUB" means Historically Underutilized Business, as defined by Chapter 2161 of the Texas Government Code. "Intellectual Property" means inventions and business processes, whether or not patentable; works of authorship; trade secrets; trademarks; service marks; industrial designs; and creations Grantee Uniform Terms and Conditions Page 4 of 19 v. 06.03.16 DocuSign Envelope R 5D5196E1-B1B9-43EF-84C2-CBC34E62DFOB that are subject to potential legal protection incorporated in any Deliverable and first created or developed by Grantee, Grantee's contractor or a subcontractor in performing the Project. "Mentor Protege" means the Comptroller of Public Accounts' leadership program found at: http://www.window.state.tx. us/procurement/prog/hub/m entorprotege/. "Parties" means the System Agency and Grantee, collectively. "Pjqy" means either the System Agency or Grantee, individually. "Program" means the statutorily authorized activities of the System Agency under which this Contract has been awarded. "Project" means specific activities of the Grantee that are supported by funds provided under this Contract. "Public Information Act" or "PIA" means Chapter 552 of the Texas Government Code. "Statement of Work" means the description of activities performed in completing the Project, as specified in the Contract and as may be amended. "Signature Document" means the document executed by both Parties that specifically sets forth all of the documents that constitute the Contract. "Solicitation" means the document issued by the System Agency under which applications for Program funds were requested, which is incorporated herein by reference for all purposes in its entirety, including all Amendments and Attachments. "Solicitation Response" means Grantee's full and complete response to the Solicitation, which is incorporated herein by reference for all purposes in its entirety, including any Attachments and addenda. "State Fiscal Year" means the period beginning September I and ending August 31 each year, which is the annual accounting period for the State of Texas. "State of Texas Textravel" means Texas Administrative Code, Title 34, Part 1, Chapter 5, Subchapter C, Section 5.22, relative to travel reimbursements under this Contract, if any. "Technical Guidance Letter" or "TGL" means an instruction, clarification, or interpretation of the requirements of the Contract, issued by the System Agency to the Grantee. 1.02 Interpretive Provisions a. The meanings of defined terms are equally applicable to the singular and plural forms of the defined terms. b. The words "hereof," "herein," "hereunder," and similar words refer to this Contract as a whole and not to any particular provision, section, Attachment, or schedule of this Contract unless otherwise specified. c. The term "including" is not limiting and means "including without limitation" and, unless otherwise expressly provided in this Contract, (i) references to contracts (including this Contract) and other contractual instruments shall be deemed to include all subsequent Grantee Uniform Terms and Conditions Page 5 of 19 v. 06.03.16 DocuSign Envelope ID: 5D5196E1-B1B9-43EF-84C2-CBC34E62DFOB Amendments and other modifications thereto, but only to the extent that such Amendments and other modifications are not prohibited by the terms of this Contract, 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 "sections," "appendices," or "attachments" are references to sections, appendices, or attachments of the Contract. e. Any references to agreements, contracts, statutes, or administrative rules or regulations in the Contract are references to these documents as amended, modified, or supplemented from time to time during the term of the Contract. f. The captions and headings of this Contract are for convenience of reference only and do not affect the interpretation of this Contract. g. All Attachments within this Contract, including those incorporated by reference, and any Amendments are considered part of the terms of this Contract. h. This Contract may use several different limitations, regulations, or policies to regulate the same or similar matters. All such limitations, regulations, and policies are cumulative and each will be performed in accordance with its terms. i. 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 Contract. ARTICLE II PAYMENT METHODS AND RESTRICTIONS 2.01 Payment Methods Except as otherwise provided by the provisions of the Contract, the payment method will be one or more of the following: a. cost reimbursement. This payment method is based on an approved budget and submission of a request for reimbursement of expenses Grantee has incurred at the time of the request; b. unit rate/fee-for-service. This payment method is based on a fixed price or a specified rate(s) or fee(s) for delivery of a specified unit(s) of service and acceptable submission of all required documentation, forms and/or reports; or c. advance payment. This payment method is based on disbursal of the minimum necessary funds to carry out the Program or Project where the Grantee has implemented appropriate safeguards. This payment method will only be utilized in accordance with governing law and at the sole discretion of the System Agency. Grantees shall bill the System Agency in accordance with the Contract. Unless otherwise specified in the Contract, 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. 2.02 Final Billing Submission Unless otherwise provided by the System Agency, Grantee shall submit a reimbursement or payment request as a final close-out invoice not later than forty-five (45) calendar days following Grantee Uniform Terms and Conditions Page 6 of 19 v. 06.03.16 DocuSign Envelope ID: 5D5196E1-B1B9-43EF-84C2-CBC34E62DFOB the end of the term of the Contract. Reimbursement or payment requests received in the System Agency's offices more than forty-five (45) calendar days following the termination of the Contract may not be paid. 2.03 Financial Status Reports (FSRs) Except as otherwise provided in these General Provisions or in the terms of any Program Attachment(s) that is incorporated into the Contract, for contracts with categorical budgets, Grantee shall submit quarterly FSRs to Accounts Payable by the last business day of the month following the end of each quarter of the Program Attachment term for System Agency review and financial assessment. Grantee shall submit the final FSR no later than forty-five (45) calendar days following the end of the applicable term. 2.04 Debt to State and Corporate Status Pursuant to Tex. Gov. Code § 403.055, the Department will not approve and the State Comptroller will not issue payment to Grantee if Grantee is indebted to the State for any reason, including a tax delinquency. Grantee, if a corporation, certifies by execution of this Contract that it is current and will remain current in its payment of franchise taxes to the State of Texas or that it is exempt from payment of franchise taxes under Texas law (Tex. Tax Code §§ 171.001 et seq.). If tax payments become delinquent during the Contract term, all or part of the payments under this Contract may be withheld until Grantee's delinquent tax is paid in full. 2.05 Application of Payment Due Grantee agrees that any payments due under this Contract will be applied towards any debt of Grantee, including but not limited to delinquent taxes and child support that is owed to the State of Texas. 2.06 Use of Funds Grantee shall expend funds provided under this Contract only for the provision of approved services and for reasonable and allowable expenses directly related to those services. 2.07 Use for Match Prohibited Grantee shall not use funds provided under this Contract for matching purposes in securing other funding without the written approval of the System Agency. 2.08 Program Income Income directly generated from funds provided under this Contract or earned only as a result of such funds is Program Income. Unless otherwise required under the Program, Grantee shall use the addition alternative, as provided in UGMS § _.25(g)(2), for the use of Project income to further the Program, and Grantee shall spend the Program Income on the Project. Grantee shall identify and report this income in accordance with the Contract, applicable law, and any programmatic guidance. Grantee shall expend Program Income during the Contract term and may not carry Program Income forward to any succeeding tern. Grantee shall refund program income to the System Agency if the Program Income is not expended in the tern 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 it for the purposes and under the conditions specified in this Contract. Grantee Uniform Terms and Conditions Page 7 of 19 v. 06.03.16 DocuSign Envelope ID: 5D5196E1-B1B9-43EF-84C2-CBC34E62DFOB 2.09 Nonsupplanting Grantee shall not use funds from this Contract to replace or substitute for existing funding from other but shall use funds from this Contract to supplement existing state or local funds currently available. Grantee shall make a good faith effort to maintain its current level of support. Grantee may be required to submit documentation substantiating that a reduction in state or local funding, if any, resulted for reasons other than receipt or expected receipt of funding under this Contract. ARTICLE III. STATE AND FEDERAL FUNDING 3.01 Funding This Contract is contingent upon the availability of sufficient and adequate funds. If funds become unavailable through lack of appropriations, budget cuts, transfer of funds between programs or agencies, amendment of the Texas General Appropriations Act, agency consolidation, or any other disruptions of current funding for this Contract, the System Agency may restrict, reduce, or terminate funding under this Contract. This Contract is also subject to immediate cancellation or termination, without penalty to the System Agency, if sufficient and adequate funds are not available. Grantee will have no right of action against the System Agency if the System Agency cannot perform its obligations under this Contract as a result of lack of funding for any activities or functions contained within the scope of this Contract. In the event of cancellation or termination under this Section, the System Agency will not be required to give notice and will not be liable for any damages or losses caused or associated with such termination or cancellation. 3.02 No debt Against the State The Contract will not be construed as creating any debt by or on behalf of the State of Texas. 3.03 Debt to State If a payment law prohibits the Texas Comptroller of Public Accounts from making a payment, the Grantee acknowledges the System Agency's payments under the Contract will be applied toward eliminating the debt or delinquency. This requirement specifically applies to any debt or delinquency, regardless of when it arises. 3.04 Recapture of Funds The System Agency may withhold all or part of any payments to Grantee to offset overpayments made to the Grantee. Overpayments as used in this Section include payments (i) made by the System Agency that exceed the maximum allowable rates; (ii) that are not allowed under applicable laws, rules, or regulations; or (iii) that are otherwise inconsistent with this Contract, including any unapproved expenditures. Grantee understands and agrees that it will be liable to the System Agency for any costs disallowed pursuant to financial and compliance audit(s) of funds received under this Contract. Grantee further understands and agrees that reimbursement of such disallowed costs will be paid by Grantee from funds which were not provided or otherwise made available to Grantee under this Contract. Grantee Uniform Terms and Conditions Page 8 of 19 v. 06.03.16 DocuSign Envelope ID: 5D5196E1-BiB9-43EF-84C2-CBC34E62DFOB ARTICLE IV ALLOWABLE COSTS AND AUDIT REQUIREMENTS 4.01 Allowable Costs. System Agency will reimburse the allowable costs incurred in performing the Project that 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 Contract. The System Agency will determine whether costs submitted by Grantee are allowable and eligible for reimbursement. If the System Agency has paid funds to Grantee for unallowable or ineligible costs, the System Agency will notify Grantee in writing, and Grantee shall return the funds to the System Agency within thirty (30) calendar days of the date of this written notice. The System Agency may withhold all or part of any payments to Grantee to offset reimbursement for any unallowable or ineligible expenditure that Grantee has not refunded to the System Agency, or if financial status report(s) required under the Financial Status Reports section are not submitted by the due date(s). The System Agency may take repayment (recoup) from funds available under this Contract in amounts necessary to fulfill Grantee's repayment obligations. Applicable cost principles, audit requirements, and administrative requirements include - Applicable Entity Applicable Cost Audit Administrative Principles Requirements Requirements State, Local and 2 CFR, Part 225 2 CFR Part 200, 2 CFR Part 200 and Tribal Governments Subpart F and UGMS UGMS Educational 2 CFR, Part 220 2 CFR Part 200, 2 CFR Part 200 and Institutions Subpart F and UGMS UGMS Non -Profit 2 CFR, Part 230 2 CFR Part 200, 2 CFR Part 200 and Organizations Subpart F and UGMS UGMS For -profit 48 CFR Part 31, 2 CFR Part 200, 2 CFR Part 200 and Organization other Contract Cost Subpart F and UGMS than a hospital and an Principles UGMS organization named in Procedures, or OMB Circular A-122 uniform cost (2 CFR Part, 230) as accounting not subject to that standards that circular. comply with cost principles acceptable to the federal or state awarding agency Grantee Uniform Terms and Conditions Page 9 of 19 v. 06.03.16 DocuSign Envelope ID: 5D5196E1-B1B9-43EF-84C2-CBC34E62DFOB OMB Circulars will be applied with the modifications prescribed by UGMS with effect given to whichever provision imposes the more stringent requirement in the event of a conflict. 4.02 Independent Single or Program -Specific Audit If Grantee, within Grantee's fiscal year, expends a total amount of 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 the 2 CFR 200. The $750,000 federal threshold amount includes federal funds passed through by way of state agency awards. If Grantee, within Grantee's fiscal year, expends a total amount of at least $750,000 in state funds awarded, Grantee must have a single audit or program -specific audit in accordance with UGMS, State of Texas Single Audit Circular. 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 UGMS, as applicable, for their program -specific audits. The HHSC Office of Inspector General (OIG) will notify Grantee to complete the Single Audit Status Registration Form. If Grantee fails to complete the Single Audit Status Form within thirty (30) calendar days after notification by OIG to do so, Grantee shall be subject to the System Agency sanctions and remedies for non-compliance with this Contract. The audit must be conducted by an independent certified public accountant and in accordance with applicable OMB Circulars, Government Auditing Standards, and UGMS. Grantee shall procure audit services in compliance with this section, state procurement procedures, as well as with the provisions of UGMS 4.03 Submission of Audit Within thirty (30) calendar days of receipt of the audit reports required by the Independent Single or Program -Specific Audit section, Grantee shall submit one copy to the System Agency as directed in this Contract. The Grantee will also submit a copy of the Independent Single or Program -Specific Audit to the OIG, at the following address: Health and Human Services Commission Office of Inspector General Compliance/Audit, Mail Code 1326 P.O. Box 85200 Austin, Texas 78708-5200 Electronic submission to OIG should be addressed as follows: Dan i.field ing a,hhsc.state.tx.us If Grantee fails to submit the audit report as required by the Independent Single or Program - Specific Audit section within thirty (30) calendar days of receipt by Grantee of an audit report, Grantee shall be subject to the System Agency sanctions and remedies for non-compliance with this Contract. Grantee Uniform Terms and Conditions Page 10 of 19 v. 06.03.16 DocuSign Envelope ID: 5D5196E1-B1B9-43EF-84C2-CBC34E62DFOB ARTICLE V AFFIRMATIONS, ASSURANCES AND CERTIFICATIONS 5.01 General Affirmations Grantee certifies that, to the extent General Affirmations are incorporated into the Contract under the Signature Document, the General Affirmations have been reviewed and that Grantee is in compliance with each of the requirements reflected therein. 5.02 Federal Assurances Grantee further certifies that, to the extent Federal Assurances are incorporated into the Contract under the Signature Document, the Federal Assurances have been reviewed and that Grantee is in compliance with each of the requirements reflected therein. 5.03 Federal Certifications Grantee further certifies, to the extent Federal Certifications are incorporated into the Contract under the Signature Document, that the Federal Certifications have been reviewed, and that Grantee is in compliance with each of the requirements reflected therein. In addition, Grantee certifies that it is in compliance with all applicable federal laws, rules, or regulations, as they may pertain to this Contract. ARTICLE VI OWNERSHIP AND INTELLECTUAL PROPERTY 6.01 Ownership The System Agency will own, and Grantee hereby assigns to the System Agency, all right, title, and interest in all Deliverables. 6.02 Intellectual Property a. The System Agency and Grantee will retain ownership, all rights, title, and interest in and to, their respective pre-existing Intellectual Property. A license to either Party's pre-existing Intellectual Property must be agreed to under this or another contract. b. Grantee grants to the System Agency and the State of Texas a royalty -free, paid up, worldwide, perpetual, non-exclusive, non -transferable license to use any Intellectual Property invented or created by Grantee, Grantee's contractor, or a subcontractor in the performance of the Project. Grantee will require its contractors to grant such a license under its contracts. ARTICLE VII RECORDS, AUDIT, AND DISCLOSURE 7.01 Books and Records Grantee will 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 Contract and all state and federal rules, regulations, and statutes. Unless otherwise specified in this Contract, Grantee will maintain legible copies of this Contract and all related documents for a minimum of seven (7) years after the termination of the contract period or seven (7) years after the completion of any litigation or dispute involving the Contract, whichever is later. Grantee Uniform Terms and Conditions Page 11 of 19 v. 06.03.16 DocuSign Envelope ID: 5D5196E 1 -B 1 B9-43EF-84C2-CBC34E62D FOB 7.02 Access to records, books, and documents In addition to any right of access arising by operation of law, Grantee and any of Grantee's affiliate or subsidiary organizations, or Subcontractors will permit the System Agency or any of its duly authorized representatives, as well as duly authorized federal, state or local authorities, unrestricted access to and the right to examine any site where business is conducted or Services are performed, and all records, which includes but is not limited to financial, client and patient records, books, papers or documents related to this Contract. If the Contract includes federal funds, federal agencies that will have a right of access to records as described in this section include: the federal agency providing the funds, the Comptroller General of the United States, the General Accounting Office, the Office of the Inspector General, and any of their authorized representatives. In addition, agencies of the State of Texas that will have a right of access to records as described in this section include: the System Agency, HHSC, HHSC's contracted examiners, the State Auditor's Office, the Texas Attorney General's Office, and any successor agencies. Each of these entities may be a duly authorized authority. If deemed necessary by the System Agency or any duly authorized authority, for the purpose of investigation or hearing, Grantee will produce original documents related to this Contract. The System Agency and any duly authorized authority will have the right to audit billings both before and after payment, and all documentation that substantiates the billings. Grantee will include this provision concerning the right of access to, and examination of, sites and information related to this Contract in any Subcontract it awards. 7.03 Response/compliance with audit or inspection findings a. Grantee must act to ensure its and its Subcontractor's compliance with all corrections necessary to address any finding of noncompliance with any law, regulation, audit requirement, or generally accepted accounting principle, or any other deficiency identified in any audit, review, or inspection of the Contract and the goods or services provided hereunder. Any such correction will be at Grantee or its Subcontractor's sole expense. Whether Grantee's action corrects the noncompliance will be solely the decision of the System Agency. b. As part of the Services, Grantee must provide to HHSC 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 Contract. 7.04 SAO Audit Grantee understands that acceptance of funds directly under the Contract or indirectly through a Subcontract under the Contract acts as acceptance of the authority of the State Auditor's Office (SAO), or any successor agency, to conduct an audit or investigation in connection with those funds. Under the direction of the legislative audit committee, an entity that is the subject of an audit or investigation by the SAO must provide the SAO with access to any information the SAO considers relevant to the investigation or audit. Grantee agrees to cooperate fully with the SAO or its successor in the conduct of the audit or investigation, including providing all records requested. Grantee will ensure that this clause concerning the authority to audit funds received indirectly by Subcontractors through Grantee and the requirement to cooperate is included in any Subcontract it awards. Grantee Uniform Terms and Conditions Page 12 of 19 v. 06.03.16 DocuSign Envelope ID: 5D5196E1-B1B9-43EF-84C2-CBC34E62DFOB 7.05 Confidentiality Any specific confidentiality agreement between the Parties takes precedent over the terms of this section. To the extent permitted by law, Grantee agrees to keep all information confidential, in whatever form produced, prepared, observed, or received by Grantee. The provisions of this section remain in full force and effect following termination or cessation of the services performed under this Contract. 7.06 Public Information Act Information related to the performance of this Contract may be subject to the PIA and will be withheld from public disclosure or released only in accordance therewith. Grantee must make all information not otherwise excepted from disclosure under the PIA available in portable document file (".pdf') format or any other format agreed between the Parties. ARTICLE VIII CONTRACT MANAGEMENT AND EARLY TERMINATION 8.01 Contract Management To ensure full performance of the Contract and compliance with applicable law, the System Agency may take actions including: a. Suspending all or part of the Contract; b. Requiring the Grantee to take specific corrective actions in order to remain in compliance with term of the Contract; c. Recouping payments made to the Grantee found to be in error; d. Suspending, limiting, or placing conditions on the continued performance of the Project; e. Imposing any other remedies authorized under this Contract; and f. Imposing any other remedies, sanctions or penalties permitted by federal or state statute, law, regulation, or rule. 8.02 Termination for Convenience The System Agency may terminate the Contract 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 HHSC's notice of termination. 8.03 Termination for Cause Except as otherwise provided by the U.S. Bankruptcy Code, or any successor law, the System Agency may terminate the Contract, in whole or in part, upon either of the following conditions: a. Material Breach The System Agency will have the right to terminate the Contract in whole or in part if the System Agency determines, at its sole discretion, that Grantee has materially breached the Contract or has failed to adhere to any laws, ordinances, rules, regulations or orders of any public authority having jurisdiction and such violation prevents or substantially impairs performance of Grantee's duties under the Contract. Grantee's misrepresentation in any aspect of Grantee's Solicitation Response, if any or Grantee's addition to the Excluded Parties List System (EPLS) will also constitute a material breach of the Contract. b. Failure to Maintain Financial Viability Grantee Uniform Terms and Conditions Page 13 of 19 v. 06.03.16 DocuSign Envelope ID: 5D5196E1-131B9-43EF-84C2-CBC34E62DFOB The System Agency may terminate the Contract if, in its sole discretion, the System Agency has a good faith belief that Grantee no longer maintains the financial viability required to complete the Services and Deliverables, or otherwise fully perform its responsibilities under the Contract. 8.04 Equitable Settlement Any early termination under this Article will be subject to the equitable settlement of the respective interests of the Parties up to the date of termination. ARTICLE IX NUSCELLANEOUS PROVISIONS 9.01 Amendment The Contract may only be amended by an Amendment executed by both Parties. 9.02 Insurance Unless otherwise specified in this Contract, Grantee will acquire and maintain, for the duration of this Contract, insurance coverage necessary to ensure proper fulfillment of this Contract and potential liabilities thereunder with financially sound and reputable insurers licensed by the Texas Department of Insurance, in the type and amount customarily carried within the industry as determined by the System Agency. Grantee will 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 will 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. These and all other insurance requirements under the Contract apply to both Grantee and its Subcontractors, if any. Grantee is responsible for ensuring its Subcontractors' compliance with all requirements. 9.03 Legal Obligations Grantee will comply with all applicable federal, state, and local laws, ordinances, and regulations, including all federal and state accessibility laws relating to direct and indirect use of information and communication technology. Grantee will be deemed to have knowledge of all applicable laws and regulations and be deemed to understand them. In addition to any other act or omission that may constitute a material breach of the Contract, failure to comply with this Section may also be a material breach of the Contract. 9.04 Permitting and Licensure At Grantee's sole expense, Grantee will procure and maintain for the duration of this Contract any state, county, city, or federal license, authorization, insurance, waiver, permit, qualification or certification required by statute, ordinance, law, or regulation to be held by Grantee to provide the goods or Services required by this Contract. Grantee will be responsible for payment of all taxes, assessments, fees, premiums, permits, and licenses required by law. Grantee agrees to be responsible for payment of any such government obligations not paid by its contactors or subcontractors during performance of this Contract. Grantee Uniform Terms and Conditions Page 14 of 19 v. 06.03.16 DocuSign Envelope ID: 5D5196E1-B1B943EF-84C2-CBC34E62DFOB 9.05 Indemnity TO THE EXTENT ALLOWED BY LAW, GRANTEE WILL DEFEND, INDEMNIFY, AND HOLD HARMLESS THE STATE OF TEXAS AND ITS OFFICERS AND EMPLOYEES, AND THE SYSTEM AGENCY AND ITS OFFICERS AND EMPLOYEES, FROM AND AGAINST ALL CLAIMS, ACTIONS, SUITS, DEMANDS, PROCEEDINGS, COSTS, DAMAGES, AND LIABILITIES, INCLUDING ATTORNEYS' FEES AND COURT COSTS ARISING OUT OF, OR CONNECTED WITH, OR RESULTING FROM: a. GRANTEE'S PERFORMANCE OF THE CONTRACT, INCLUDING ANY NEGLIGENT ACTS OR OMISSIONS OF GRANTEE, OR ANY AGENT, EMPLOYEE, SUBCONTRACTOR, OR SUPPLIER OF GRANTEE, OR ANY THIRD PARTY UNDER THE CONTROL OR SUPERVISION OF GRANTEE, IN THE EXECUTION OR PERFORMANCE OF THIS CONTRACT; OR b. ANY BREACH OR VIOLATION OF A STATUTE, ORDINANCE, GOVERNMENTAL REGULATION, STANDARD, RULE, OR BREACH OF CONTRACT BY GRANTEE, ANY AGENT, EMPLOYEE, SUBCONTRACTOR, OR SUPPLIER OF GRANTEE, OR ANY THIRD PARTY UNDER THE CONTROL OR SUPERVISION OF GRANTEE, IN THE EXECUTION OR PERFORMANCE OF THIS CONTRACT; OR e. EMPLOYMENT OR ALLEGED EMPLOYMENT, INCLUDING CLAIMS OF DISCRIMINATION AGAINST GRANTEE, ITS OFFICERS, OR ITS AGENTS; OR d. WORK UNDER THIS CONTRACT THAT INFRINGES OR MISAPPROPRIATES ANY RIGHT OF ANY THIRD PERSON OR ENTITY BASED ON COPYRIGHT, PATENT, TRADE SECRET, OR OTHER INTELLECTUAL PROPERTY RIGHTS. GRANTEE WILL COORDINATE ITS DEFENSE WITH THE SYSTEM AGENCY AND ITS COUNSEL. 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 SOLELY FROM THE GROSS NEGLIGENCE OF THE SYSTEM AGENCY OR ITS EMPLOYEES. THE PROVISIONS OF THIS SECTION WILL SURVIVE TERMINATION OF THIS CONTRACT. 9.06 Assignments Grantee may not assign all or any portion of its rights under, interests in, or duties required under this Contract without prior written consent of the System Agency, which may be withheld or granted at the sole discretion of the System Agency. Except where otherwise agreed in writing by the System Agency, assignment will not release Grantee from its obligations under the Contract. Grantee understands and agrees the System Agency may in one or more transactions assign, pledge, or transfer the Contract. This assignment will only be made to another State agency or a non -state agency that is contracted to perform agency support. 9.07 Relationship of the Parties Grantee is, and will be, an independent contractor and, subject only to the terms of this Contract, will have the sole right to supervise, manage, operate, control, and direct performance of the details incident to its duties under this Contract. Nothing contained in this Contract will be deemed or construed to create a partnership or joint venture, to create relationships of an employer -employee or principal -agent, or to otherwise create for the System Agency any Grantee Uniform Terms and Conditions Page 15 of 19 v. 06.03.16 DocuSign Envelope ID: 5D5196E1-B1B9-43EF-84C2-CBC34E62DFOB liability whatsoever with respect to the indebtedness, liabilities, and obligations of Grantee or any other Party. Grantee will be solely responsible for, and the System Agency will have no obligation with respect to: a. Payment of Grantee's employees for all Services performed; b. Ensuring each of its employees, agents, or Subcontractors who provide Services or Deliverables under the Contract are properly licensed, certified, or have proper permits to perform any activity related to the Work; c. Withholding of income taxes, FICA, or any other taxes or fees; d. Industrial or workers' compensation insurance coverage; e. Participation in any group insurance plans available to employees of the State of Texas; f. Participation or contributions by the State to the State Employees Retirement System; g. Accumulation of vacation leave or sick leave; or h. Unemployment compensation coverage provided by the State. 9.08 Technical Guidance Letters In the sole discretion of the System Agency, and in conformance with federal and state law, the System Agency may issue instructions, clarifications, or interpretations as may be required during Work performance in the form of a Technical Guidance Letter. A TGL must be in writing and may be delivered by regular mail electronic mail, or facsimile transmission. Any TGL issued by the System Agency will be incorporated into the Contract by reference herein for all purposes when it is issued. 9.09 Governing Law and Venue This Contract and the rights and obligations of the Parties hereto will be governed by, and construed according to, the laws of the State of Texas, exclusive of conflicts of law provisions. Venue of any suit brought under this Contract will be in a court of competent jurisdiction in Travis County, Texas unless otherwise elected by the System Agency. Grantee irrevocably waives any objection, including any objection to personal jurisdiction or the laying of venue or based on the grounds of forum non conveniens, which it may now or hereafter have to the bringing of any action or proceeding in such jurisdiction in respect of this Contract or any document related hereto. 9.10 Severability If any provision contained in this Contract is held to be unenforceable by a court of law or equity, this Contract will be construed as if such provision did not exist and the non - enforceability of such provision will not be held to render any other provision or provisions of this Contract unenforceable. 9.11 Survivability Termination or expiration of this Contract or a Contract for any reason will not release either party from any liabilities or obligations in this Contract that the parties have expressly agreed will survive any such termination or expiration, remain to be performed, or by their nature would be intended to be applicable following any such termination or expiration, including maintaining confidentiality of information and records retention. Grantee Uniform Terms and Conditions Page 16 of 19 v. 06.03.16 DocuSign Envelope ID: 5D5196E1-B1B9-43EF-84C2-CBC34E62DFOB 9.12 Force Majeure Except with respect to the obligation of payments under this Contract, if either of the Parties, after a good faith effort, is prevented from complying with any express or implied covenant of this Contract by reason of war; terrorism; rebellion; riots; strikes; acts of God; any valid order, rule, or regulation of governmental authority; or similar events that are beyond the control of the affected Party (collectively referred to as a "Force Majeure"), then, while so prevented, the affected Party's obligation to comply with such covenant will be suspended, and the affected Party will not be liable for damages for failure to comply with such covenant. In any such event, the Party claiming Force Majeure will promptly notify the other Party of the Force Majeure event in writing and, if possible, such notice will set forth the extent and duration thereof. 9.13 No Waiver of Provisions Neither failure to enforce any provision of this Contract nor payment for services provided under it constitute waiver of any provision of the Contract. 9.14 Publicity Except as provided in the paragraph below, Grantee must not use the name of, or directly or indirectly refer to, the System Agency, the State of Texas, or any other State agency in any media release, public announcement, or public disclosure relating to the Contract or its subject matter, including in any promotional or marketing materials, customer lists, or business presentations. Grantee may publish, at its sole expense, results of Grantee performance under the Contract with the System Agency's prior review and approval, which the System Agency may exercise at its sole discretion. Any publication (written, visual, or sound) will acknowledge the support received from the System Agency and any Federal agency, as appropriate. 9.15 Prohibition on Non -compete Restrictions Grantee will not require any employees or Subcontractors to agree to any conditions, such as non -compete clauses or other contractual arrangements that would limit or restrict such persons or entities from employment or contracting with the State of Texas. 9.16 No Waiver of Sovereign Immunity Nothing in the Contract will be construed as a waiver of sovereign immunity by the System Agency. 9.17 Entire Contract and Modification The Contract constitutes the entire agreement of the Parties and is intended as a complete and exclusive statement of the promises, representations, negotiations, discussions, and other agreements that may have been made in connection with the subject matter hereof. Any additional or conflicting terms in any future document incorporated into the Contract will be harmonized with this Contract to the extent possible by the System Agency. 9.18 Counterparts This Contract may be executed in any number of counterparts, each of which will be an original, and all such counterparts will together constitute but one and the same Contract. Grantee Uniform Terms and Conditions Page 17 of 19 v. 06.03.16 DocuSign Envelope ID: 5D5196E1 -B1 B9-43EF-84C2-CBC34 E62D FOB 9.19 Proper Authority Each Party hereto represents and warrants that the person executing this Contract on its behalf has full power and authority to enter into this Contract. Any Services or Work performed by Grantee before this Contract is effective or after it ceases to be effective are performed at the sole risk of Grantee with respect to compensation. 9.20 Employment Verification Grantee will confirm the eligibility of all persons employed during the contract term to perform duties within Texas and all persons, including subcontractors, assigned by the contractor to perform work pursuant to the Contract. 9.21 Civil Rights a. Grantee agrees to comply with state and federal anti -discrimination laws, including: 1. Title VI of the Civil Rights Act of 1964 (42 U.S.C. §2000d et seq.); 2. Section 504 of the Rehabilitation Act of 1973 (29 U.S.C. §794); 3. Americans with Disabilities Act of 1990 (42 U.S.C. §12101 et seq.); 4. Age Discrimination Act of 1975 (42 U.S.C. §§6101-6107); 5. Title IX of the Education Amendments of 1972 (20 U.S.C. §§1681-1688); 6. Food and Nutrition Act of 2008 (7 U.S.C. §2011 et seq.); and 7. The System Agency's administrative rules, as set forth in the Texas Administrative Code, to the extent applicable to this Agreement. 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 participation in or denied any aid, care, service or other benefits provided by Federal or State funding, or otherwise be subjected to discrimination. 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. c. 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: http://w-vvw.hhsc.state.tx.us/about hlisc/civil-rights/brochures-posters.shtml Grantee Uniform Terms and Conditions Page 18 of 19 v. 06.03.16 DocuSign Envelope ID: 5D5196E1-B1B9-43EF-84C2-CBC34E62DFOB d. 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. e. Upon request, Grantee will provide HHSC Civil Rights Office with copies of all of the Grantee's civil rights policies and procedures. f. Grantee must notify HHSC's Civil Rights Office of any civil rights complaints received relating to its performance under this 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 Code W206 Austin, Texas 78751 Phone Toll Free: (888) 388-6332 Phone: (512) 438-4313 TTY Toll Free: (877) 432-7232 Fax: (512) 438-5885. Grantee Uniform Terms and Conditions Page 19 of 19 v. 06.03.16 DocuSign Envelope ID: 5D5196E1-B1B9-43EF-84C2-CBC34E62DFOB ATTACHMENT D SUPPLEMENTAL AND SPECIAL CONDITIONS SUPPLEMENTAL CONDITIONS The following supplemental conditions apply to this Contract and modify the HHS uniform terms and conditions: A. Section 7.02, Records, Audit and Disclosure, is revised to include the following: In addition to the site visits authorized by this Article of the Uniform Terms and Conditions, Grantee will allow System Agency to conduct on -site quality assurance reviews of Grantee. Grantee will comply with all System Agency documentation requests and on -site visits. Grantee will make available for review all documents related to the Contract, upon request by the System Agency Program staff. B. The following sections of the Uniform Terms and Conditions do not apply to interagency or interlocal contracts authorized under Texas Government Code Chapters 771 and 791, respectively: 1. Section 2.04, Debt to State and Corporate Status; 2. Section 2.05, Application of Payment Due; 3. Section 9.02, Insurance; and 4. Section 9.05, Indemnity. SPECIAL CONDITIONS SECTION 1.01 NOTICE OF CONTRACT ACTION Grantee shall notify their assigned contract manager if Grantee has had any contract suspended or terminated for cause by any local, state or federal department or agency or nonprofit entity within five days of becoming aware of the action and include the following: a. Reason for such action; b. Name and contact information of the local, state or federal department or agency or entity; c. Date of the contract; d. Date of suspension or termination; and e. Contract or case reference number. SECTION 1.02 NOTICE OF BANKRUPTCY Grantee shall notify in writing its assigned contract manager of its plan to seek bankruptcy protection within five days of such action by Grantee. SECTION 1.03 NOTICE OF CRIMINAL ACTIVITY AND DISCIPLINARY ACTIONS a. Grantee shall immediately report in writing to their contract manager when Grantee v. 11.15.2016 Page 1 DocuSign Envelope ID: 5D5196E1-B1B943EF-84C2-CBC34E62DFOB ATTACHMENT D SUPPLEMENTAL AND SPECIAL CONDITIONS has knowledge or any reason to believe that they or any person with ownership or controlling interest in the organization/business, or their agent, employee, contractor or volunteer that is providing services under this Contract has: 1. Engaged in any activity that could constitute a criminal offense equal to or greater than a Class A misdemeanor or grounds for disciplinary action by a state or federal regulatory authority; or 2. 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. SECTION 1.04 GRANTEE'S NOTIFICATION OF CHANGE OF CONTACT PERSON OR KEY PERSONNEL The Grantee shall notify in writing their contract manager assigned within ten days of any change to the Grantee's Contact Person or Key Personnel. SECTION 1.05 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 by the appropriate federal official, Grantee may be called upon to assist the System Agency in providing the following services: a. Community evacuation; b. Health and medical assistance; c. Assessment of health and medical needs; d. Health surveillance; e. Medical care personnel; f. Health and medical equipment and supplies; g. Patient evacuation; h. In -hospital care and hospital facility status; i. Food, drug and medical device safety; j. Worker health and safety; k. Mental health and substance abuse; 1. Public health information; m. Vector control and veterinary services; and n. Victim identification and mortuary services. SECTION 1.06 INTERIM EXTENSION AMENDMENT a. Prior to or on the expiration date of this Contract, the Parties agree that this Contract can be extended as provided under this Section. v. 1 l .15.2016 Page 2 DocuSign Envelope ID: 5D5196E1-131B9-43EF-84C2-CBC34E62DF0B ATTACHMENT D SUPPLEMENTAL AND SPECIAL CONDITIONS b. The System Agency shall provide written notice of interim extension amendment to the Grantee under one of the following circumstances: 1. Continue provision of services in response to a disaster declared by the governor; or 2. 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 Contract. e. An interim extension under Section (b)(1) above shall extend the term of the contract 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 Section (b)(2) above shall be a one-time extension for a period of time determined by the System Agency. SECTION 1.07 LOCAL, STATE, OR FEDERAL EMERGENCY In the event of another local, state, or federal emergency the Grantee has the authority to utilize approximately five percent of the Grantee's staff s time supporting this Contract for response efforts. System Agency shall reimburse Grantee up to five percent (5%) of this Contract funded by CDC for personnel costs responding to an emergency event. Grantee shall maintain records to document the time spent on response efforts for auditing purposes. Allowable activities also include participation of drills and exercises in the pre -event time period. Grantee shall notify the Assigned Contract Manager in writing when this provision is implemented. Remainder of Page Intentionally Left Blank. v. 11.15.2016 Page 3 DocuSign Envelope ID: 5D5196E1-B1B9-43EF-84C2-CBC34E62DFOB OMB Number: 4040-0007 Expiration Date: 01/31/2019 ASSURANCES - NON -CONSTRUCTION PROGRAMS Public reporting burden for this collection of information is estimated to average 15 minutes per response, including time for reviewing instructions, searching existing data sources, gathering and maintaining the data needed, and completing and reviewing the collection of information. Send comments regarding the burden estimate or any other aspect of this collection of information, including suggestions for reducing this burden, to the Office of Management and Budget, Paperwork Reduction Project (0348-0040), Washington, DC 20503. PLEASE DO NOT RETURN YOUR COMPLETED FORM TO THE OFFICE OF MANAGEMENT AND BUDGET. SEND IT TO THE ADDRESS PROVIDED BY THE SPONSORING AGENCY. NOTE: Certain of these assurances may not be applicable to your project or program. If you have questions, please contact the awarding agency. Further, certain Federal awarding agencies may require applicants to certify to additional assurances. If such is the case, you will be notified. As the duly authorized representative of the applicant, I certify that the applicant: 1. Has the legal authority to apply for Federal assistance and the institutional, managerial and financial capability (including funds sufficient to pay the non -Federal share of project cost) to ensure proper planning, management and completion of the project described in this application. 2. Will give the awarding agency, the Comptroller General of the United States and, if appropriate, the State, through any authorized representative, access to and the right to examine all records, books, papers, or documents related to the award; and will establish a proper accounting system in accordance with generally accepted accounting standards or agency directives. 3. Will establish safeguards to prohibit employees from using their positions for a purpose that constitutes or presents the appearance of personal or organizational conflict of interest, or personal gain. 4. Will initiate and complete the work within the applicable time frame after receipt of approval of the awarding agency. 5. Will comply with the Intergovernmental Personnel Act of 1970 (42 U.S.C. §§4728-4763) relating to prescribed standards for merit systems for programs funded under one of the 19 statutes or regulations specified in Appendix A of OPM's Standards for a Merit System of Personnel Administration (5 C.F.R. 900, Subpart F). 6. Will comply with all Federal statutes relating to nondiscrimination. These include but are not limited to: (a) Title VI of the Civil Rights Act of 1964 (P.L. 88-352) which prohibits discrimination on the basis of race, color or national origin; (b) Title IX of the Education Amendments of 1972, as amended (20 U.S.C.§§1681- 1683, and 1685-1686), which prohibits discrimination on the basis of sex; (c) Section 504 of the Rehabilitation Act of 1973, as amended (29 U.S.C. §794), which prohibits discrimination on the basis of handicaps; (d) the Age Discrimination Act of 1975, as amended (42 U. S.C. §§6101-6107), which prohibits discrimination on the basis of age; (e) the Drug Abuse Office and Treatment Act of 1972 (P.L. 92-255), as amended, relating to nondiscrimination on the basis of drug abuse; (f) the Comprehensive Alcohol Abuse and Alcoholism Prevention, Treatment and Rehabilitation Act of 1970 (P.L. 91-616), as amended, relating to nondiscrimination on the basis of alcohol abuse or alcoholism; (g) §§523 and 527 of the Public Health Service Act of 1912 (42 U.S.C. §§290 dd-3 and 290 ee- 3), as amended, relating to confidentiality of alcohol and drug abuse patient records; (h) Title Vill of the Civil Rights Act of 1968 (42 U.S.C. §§3601 et seq.), as amended, relating to nondiscrimination in the sale, rental or financing of housing; (i) any other nondiscrimination provisions in the specific statute(s) under which application for Federal assistance is being made; and, 0) the requirements of any other nondiscrimination statute(s) which may apply to the application. Will comply, or has already complied, with the requirements of Titles II and III of the Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970 (P.L. 91-646) which provide for fair and equitable treatment of persons displaced or whose property is acquired as a result of Federal or federally -assisted programs. These requirements apply to all interests in real property acquired for project purposes regardless of Federal participation in purchases. 8. Will comply, as applicable, with provisions of the Hatch Act (5 U.S.C. §§1501-1508 and 7324-7328) which limit the political activities of employees whose principal employment activities are funded in whole or in part with Federal funds. Previous Edition Usable Standard Form 424B (Rev. 7-97) Authorized for Local Reproduction Prescribed by OMB Circular A-102 DocuSign Envelope ID: 5D5196E1-B1B9-43EF-84C2-CBC34E62DFOB 9. Will comply, as applicable, with the provisions of the Davis- 13. Will assist the awarding agency in assuring compliance Bacon Act (40 U.S.C. §§276a to 276a-7), the Copeland Act with Section 106 of the National Historic Preservation (40 U.S.C. §276c and 18 U.S.C. §874), and the Contract Act of 1966, as amended (16 U.S.C. §470), EO 11593 Work Hours and Safety Standards Act (40 U.S.C. §§327- (identification and protection of historic properties), and 333), regarding labor standards for federally -assisted the Archaeological and Historic Preservation Act of construction subagreements. 1974 (16 U.S.C. §§469a-1 et seq.). 10. Will comply, if applicable, with flood insurance purchase requirements of Section 102(a) of the Flood Disaster Protection Act of 1973 (P.L. 93-234) which requires recipients in a special flood hazard area to participate in the program and to purchase flood insurance if the total cost of insurable construction and acquisition is $10,000 or more. 11. Will comply with environmental standards which may be prescribed pursuant to the following: (a) institution of environmental quality control measures under the National Environmental Policy Act of 1969 (P.L. 91-190) and Executive Order (EO) 11514; (b) notification of violating facilities pursuant to EO 11738; (c) protection of wetlands pursuant to EO 11990; (d) evaluation of flood hazards in floodplains in accordance with EO 11988; (e) assurance of project consistency with the approved State management program developed under the Coastal Zone Management Act of 1972 (16 U.S.C. §§1451 et seq.); (f) conformity of Federal actions to State (Clean Air) Implementation Plans under Section 176(c) of the Clean Air Act of 1955, as amended (42 U.S.C. §§7401 et seq.); (g) protection of underground sources of drinking water under the Safe Drinking Water Act of 1974, as amended (P.L. 93-523); and, (h) protection of endangered species under the Endangered Species Act of 1973, as amended (P.L. 93- 205). 12. Will comply with the Wild and Scenic Rivers Act of 1968 (16 U.S.C. §§1271 et seq.) related to protecting components or potential components of the national wild and scenic rivers system. 14. Will comply with P.L. 93-348 regarding the protection of human subjects involved in research, development, and related activities supported by this award of assistance. 15. Will comply with the Laboratory Animal Welfare Act of 1966 (P.L. 89-544, as amended, 7 U.S.C. §§2131 et seq.) pertaining to the care, handling, and treatment of warm blooded animals held for research, teaching, or other activities supported by this award of assistance. 16. Will comply with the Lead -Based Paint Poisoning Prevention Act (42 U.S.C. §§4801 et seq.) which prohibits the use of lead -based paint in construction or rehabilitation of residence structures. 17. Will cause to be performed the required financial and compliance audits in accordance with the Single Audit Act Amendments of 1996 and OMB Circular No. A-133, "Audits of States, Local Governments, and Non -Profit Organizations." 18. Will comply with all applicable requirements of all other Federal laws, executive orders, regulations, and policies governing this program. 19. Will comply with the requirements of Section 106(g) of the Trafficking Victims Protection Act (TVPA) of 2000, as amended (22 U.S.C. 7104) which prohibits grant award recipients or a sub -recipient from (1) Engaging in severe forms of trafficking in persons during the period of time that the award is in effect (2) Procuring a commercial sex act during the period of time that the award is in effect or (3) Using forced labor in the performance of the award or subawards under the award. Standard Forth 424E (Rev. 7-97) Back DocuSign Envelope ID: 5D5196E1-B1B9-43EF-84C2-CBC34E62DFOB Fiscal Federal Funding Accountability and Transparency Act (FFATA) CERTIFICATION The certifications enumerated below represent material facts upon which DSHS relies when reporting information to the federal government required under federal law. If the Department later determines that the Contractor knowingly rendered an erroneous certification, DSHS may pursue all available remedies in accordance with Texas and U.S. law. Signor further agrees that it will provide immediate written notice to DSHS if at any time Signor learns that any of the certifications provided for below were erroneous when submitted or have since become erroneous by reason of changed circumstances. If the Signor cannot certify all of the statements contained in this section, Signor must provide written notice to DSHS detailing which of the below statements it cannot certify and why. Legal Name of Contractor: c) - L16)Qo(. 1(— FFATA Contact # 1 Name, Email and Phone Number: LYOo, C;,1Vi r 1 Q-00\ar (7) my (�� -7-1 `�-- Pass Primary Address of Contractor: FFATA Contact #2 Name, Email and Phone Number: ZIP Code: 9-digits Required www.usps.com DUNS Number: 9-digits Required www.sam.gov State of Texas Comptroller Vendor Identification Number (VIN)14 Digits WmammmQ® Printed Name of Authorized Representative Daniel M. Pope Title of Authorized Representative Mayor, City of Lubbock Signature of Authorized Representative Date April 27, 2017 -1- Department of State Health Services Forth 4734 — June 2013 DocuSign Envelope ID: 5D5196E1-B1B9-43EF-84C2-CBC34E62DFOB Fiscal Federal Funding Accountability and Transparency Act (FFATA) CERTIFICATION As the duly authorized representative (Signor) 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. Did your organization have a gross inc911 from all sources, of less than $300,000 in your previous tax year? ❑ Yes No If your answer is "Yes", skip questions "A", "B", and "C" and finish the certification. If your answer is "No", answer questions "A" and "B". A. Certification Regarding % 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? ❑ Yes [&,No 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? NYes ❑ No If your answer is "Yes" to both question "A" and "B", you must answer question "C". If your answer is "No" to either question "A" or "B", skip question "C" and finish the certification. C. Certification Reirardiniz Public Access to Compensation Information. Does the public have access to information about the compensation of the 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 1934 (15 U.S.C. 78m(a), 78o(d)) or section 6104 of the Internal Revenue Code of 1986?N Yes ❑ No If your answer is "Yes" to this question, where can this information be accessed? If your answer is "No" to this question, you must provide the names and total compensation of the top five highly compensated officers below. Provide compensation information here: -2- Department of State Health Services Form 4734 — June 2013 DocuSign Envelope ID: 5D5196E1-131 13943EF-84C2-CBC34E62DF0I3 CERTIFICATION REGARDING LOBBYING Certification for Contracts, Grants, Loans, and Cooperative Agreements The undersigned certifies, to the best of his or her knowledge and belief, that: (1) No Federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of an agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any Federal contract, the making of any Federal grant, the making of any Federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any Federal contract, grant, loan, or cooperative agreement. (2) If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contract, grant, loan, or cooperative agreement, the undersigned shall complete and submit Standard Form-LLL, "Disclosure of Lobbying Activities," in accordance with its instructions. (3) The undersigned shall require that the language of this certification be included in the award documents for all subawards at all tiers (including subcontracts, subgrants, and contracts under grants, loans, and cooperative agreements) and that all subrecipients shall certify and disclose accordingly. This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by section 1352, title 31, U.S. Code. Any person who fails to file the required certification shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure. Statement for Loan Guarantees and Loan Insurance The undersigned states, to the best of his or her knowledge and belief, that: If any funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this commitment providing for the United States to insure or guarantee a loan, the undersigned shall complete and submit Standard Form-LLL, "Disclosure of Lobbying Activities," in accordance with its instructions. Submission of this statement is a prerequisite for making or entering into this transaction imposed by section 1352, title 31, U.S. Code. Any person who fails to file the required statement shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure. APPLICANT'S ORGANIZATION ' PRINTED NAME AND TITLE OF AUTHORIZED REPRESENTATIVE Prefix: I -First Name: Middle Name: • Last Name: I POIDe Suffix: • Title: =YOR SIGNA DATE: 4/1.7/-)n 1 Certificate Of Completion Envelope Id: 5D5196E1B1B943EF84C2CBC34E62DFOB Subject: $9,600; RLHS Contract No.537-18-0347-00001; CITY OF LUBBOCK); (RLHS-CPS/ZIKA) Source Envelope: Document Pages: 49 Signatures: 0 Supplemental Document Pages: 0 Initials: 0 Certificate Pages: 3 AutoNav: Enabled Payments: 0 Envelopeld Stamping: Enabled Time Zone: (UTC-06:00) Central Time (US & Canada) Record Tracking Status: Original 3/3/2017 Signer Events Ayeola Williams ayeola.williams@hhsc.state.tx.us Staff Attorney, System Contracting HHSC Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign ID: Patty Melchior Patty. Melchior@dshs.state.tx. us Resource Director Department State Health Services Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign ID: Daniel Pope dpope@mylubbock.us Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign ID: Katherine Wells kwells@mylubbock.us Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign ID: Bemie Rodriguez bemle.rodriguez@hhsc.state.tx.us Procurement Manager Texas Health and Human Services Commission Security Level: Email, Account Authentication (None) Holder: JoAnn Hernandez joann.hemandez@hhsc.state.tx.us Signature Completed Using IP Address: 160.42.85.9 Completed Using IP Address: 160.42.85.9 Docu.. i a®cuaao Status: Sent Envelope Originator: JoAnn Hernandez 1860 Michael Faraday Dr Reston, VA 20190 joann.hemandez@hhsc.state.bc.us IP Address: 167.137.1.14 Location: DocuSign Timestamp Sent: 3/3/2017 Viewed: 3/3/2017 Signed: 3/3/2017 Sent: 3/3/2017 Viewed: 3/3/2017 Signed: 3/3/2017 Sent: 3/3/2017 Signer Events Signature Timestamp Electronic Record and Signature Disclosure: Not Offered via DocuSign ID: David Gruber david.gruber@dshs.texas.gov Associate Commissioner for RLHS Texas Health and Human Services Commission Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign ID: In Person Signer Events Signature Timestamp Editor Delivery Events Status Timestamp Agent Delivery Events Status Timestamp Intermediary Delivery Events Status Timestamp Certified Delivery Events Status Timestamp Carbon Copy Events Status Timestamp Jason Adams COPIED Sent: 3/3/2017 jason.adams@dshs.state.tx.us Viewed: 3/3/2017 Contract Manager Texas Health and Human Services Commission Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign ID: Justin Davis COPIED Sent: 3/3/2017 justin.davis@dshs.state.tx.us Department of State Health Services Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign ID: Amy Greene COPIED Sent: 3/3/2017 amy.greene@hhsc.state.tx.us Viewed: 3/13/2017 Contract Specialist V Texas Health and Human Services Commission Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign ID: Susana Garcia COPIED Sent: 3/3/2017 susana.garcia@dshs.state.tx.us Viewed: 3/23/2017 Unit Director Texas Health and Human Services Commission Security Level: Email, Account Authentication (None) Carbon Copy Events Status Timestamp Electronic Record and Signature Disclosure: Not Offered via DocuSign ID: Katherine Wells COPIED Viewed: 4 5/2017 5/2017 kwells@mylubbock.us Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign ID: DSHS CMU Inbox CMUContracts@dshs.texas.gov Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign ID: Notary Events Timestamp Envelope Summary Events Status Timestamps Envelope Sent Hashed/Encrypted 4/5/2017 Payment Events Status Timestamps