City Of Windcrest Legal Compliance Review And Auditing Services Request For Qualifications (RFQ) 24-25-005

The City of Windcrest,Texas is soliciting proposals from qualified and experienced firms( Respondent ) whose principal officers are experienced in factualinvestigations, financial auditing and legal compliance determinations. The objectives are to perform a legalcompliance review and financial audit of certain City employees, officials,departments and outside contractors/vendors, and to perform other relatedservices as stated within this Request for Qualifications (RFQ).

One (1) copy of the RFQ may be obtainedon or after Tuesday, April 22, 2025, by contacting Natalia Witmer, MunicipalFinance Officer, at the City Hall Office, 8601 Midcrown Drive, Windcrest, Texas78239 or by calling (210) 655-0022 ext. (2820). Any inquiries concerning the RFQ should be addressed to the same.

Sealed proposals must be labeledwith Professional Legal Compliance Review and Auditing Services on theoutside of the envelope and mailed or hand delivered to the attention of NataliaWitmer at 8601 Midcrown Drive, Windcrest, Texas 78239, no later than 10:00 a.m.,Tuesday, May 13, 2025, at which time and place proposals will be publiclyopened and read. Late proposals will berejected and will be returned unopened. Faxed proposals will not be accepted.

This RFQ represents a competitiveprocess, which is designed to facilitate an open and fair opportunity forqualified firms to offer their services for consideration. This competitive RFQprocess will provide the City with the flexibility to select the Respondentwhose proposal is deemed most advantageous for the City based on demonstratedcompetence and qualifications to perform the services and to negotiate withsuch Respondent to arrive at a mutually agreeable contract at a fair andreasonable price. The purpose of this RFQ is to establish parameters withinwhich the Respondent is to provide Legal Compliance Review and Audit Serviceswithin a defined scope of work. The City reserves the right to accept or rejectany and/or all Proposals, to re-solicit for proposals, waive minortechnicalities or proceed otherwise as it shall deem to be in the City's bestinterests. Receipt and consideration of any Proposal(s) shall, under nocircumstance, obligate the City to accept any proposal(s).

Conflict of Interest. Aperson or business, and their agents, who seek to contract or enter into anagreement with the City, are required by Texas Local Government Code, Chapter176, to file a conflict-of-interest questionnaire (FORM CIQ).

Certificate of InterestedParties (1295 Form). A person or business, and their agents, who seek tocontract or enter into an agreement with the City, are required by Texas LocalGovernment Code Chapter 2252, Subtitle F, Title 10, Section 2252.908, to file adisclosure of interested parties with the Texas Ethics Commission (https://www.ethics.state.tx.us/whatsnew/elfinfo form 1295.htm)

Prohibition on Boycott ofIsrael. In the event Respondent is a company with ten (10) or morefull-time employees, and the contract value is $100,000 or more for goods orservices, then by submission of a response to this RFQ, the Respondent verifiesthat it: 1) Does not boycott Israel; and 2) Will not boycott Israel during theterm of any resultant contract.

Prohibition on Boycott ofEnergy Companies. In the event Respondentis a company of 10 or more full-time employees, and the contract value is$100,000 or more for goods or services, then by submission of a response tothis RFQ, Respondent verifies that it: 1) Does not boycott energy companies;and 2) Will not boycott energy companies during the term of any resultantcontract.

Prohibition on Discrimination Against Firearm and Ammunition Industries. In the event the Respondent is a companyof 10 or more full-time employees, and the contract value is $100,000 or morefor goods or services, then by submission of a response to this RFQ, Respondentverifies that it: 1) Does not have a practice, policy, guidance, or directivethat discriminates against a firearm entity or firearm trade association; and2) Will not discriminate during the term of any resultant Contract against afirearm entity or firearm trade association.

Comptroller's List. In accordance with Chapter 2252 of the Texas Government Code, Respondentwarrants and represents that its name is not included on the list maintained bythe Texas State Comptroller of companies known to have contracts with or toprovide supplies or services to a foreign terrorist organization unless theUnited States government has excluded the company from its federal sanctionsregime relating to Sudan, its federal sanctions regime relating to Iran, or anyfederal sanction relating to a foreign terrorist organization.

II. NATURE OF SERVICESREQUIRED

Scope of Work to be Performed

The Respondent shall perform acompliance review with a financial audit component covering approximately a two(2) year period.

Specifically, a series of eventsoccurred within the designated time period which centered around services theCity specifically contracted to obtain. Public controversy occurred around the services. The series of events overlapped with Citypolicy formation, City procurement practices, human resource issues involvingdepartment heads, and criminal and administrative investigations.

This legal compliance review andaudit will include a review of specific issues to be identified by the City andrelative to specific City employees, officials, departments and outside vendorsassociated with the above-mentioned series of events. Respondent shall confirmand prepare factual reports and timelines regarding the issues to be identifiedby the City and involving the interaction between the City, certain employeesand officials, as well as outside vendors. Largely, the factual report andtimeline will center around such issues as the proper policies for Cityemployees to follow, did they follow them, whether actions by employees orvendors violated policy or a law, and what recommendations can be made forefficiency or better compliance. TheRespondent shall also perform certain forensic accounting services in order toconfirm the expenditure of city resources over time as well as factualdeterminations related to the City's procurement processes and decisions. Inrelation to the compliance review and audit, the Respondent shall reviewapplicable laws, policies, procedures and practices applicable to the City, andmake determinations regarding compliance with same by the City employees,officials, departments and vendors to be identified by the City. To the extentnecessary, the Respondent shall make recommendations to the City designed tofix and prevent any identified compliance issues.

Reports to be Issued

Following completion of theRespondent's legal compliance review and audit, Respondent shall deliver, asappropriate, the following:

1) Areport of factual findings related to issues, persons, and entities identifiedfor review by the City, to include a certain forensic financial audit relatedto City resources.

2) 2)A report on involved City official, employee, department and vendor compliancewith applicable laws, regulations, policies and procedures.

3) Areport on recommended actions, policy changes, and/or corrective measures to betaken by the City in response to any legal or policy compliance issues found byRespondent.

Working Papers

All working papers and reportsmust be retained, at the Respondent's expense, for a period of at least five(5) years after the fiscal year end. TheRespondent shall make available all original working papers for examination byauthorized representatives of Federal and State agencies, the City's CityManager and Municipal Finance Officer, and any other entity to which access hasbeen granted in writing by the City's City Manager or Municipal Finance Officer. In addition, the firm shall respond to thereasonable inquiries of successor auditors and allow successor auditors toreview working papers relating to matters of continuing financial significance.As requests for copies of working papers are fulfilled, the selected Firm willbe required to notify the City's City Manager or Municipal Finance Officer ofthe request, as appropriate.

Errors or Omissions

The Respondent shall not be allowed to take advantage of anyerrors or omissions in this RFQ. Where errors or omissions appear in this RFQ,the Respondent shall promptly notify the designated contact person in writingof such error or omission it discovers. Any significant errors, omissions orinconsistencies in this RFQ are to be reported no later than ten (10) daysbefore the RFQ response is to be submitted.

Withdrawal Of Proposals

A representative of a Respondent may withdraw a proposal atany time prior to the RFQ submission deadline, upon presentation of acceptableidentification as a representative of such Respondent

Costs Incurred in Responding

All costs directly or indirectly related to preparation of aresponse to the RFQ or any oral presentation required to supplement and/orclarify a proposal which may be required by the City shall be the soleresponsibility of and shall be borne by the participating Respondents.

Non-Endorsement

If a proposal is recommended for award or awarded, thesuccessful Respondent shall not issue any news releases or other statementsthat state or imply the City endorses the successful Respondent's services.

Proprietary Information

Information submitted to the City in connection with an RFQis generally considered to be public once a contract has been awarded andexecuted. If a Respondent wishes to seek protection for any submittedinformation, the Respondent is required to identify all purported proprietaryinformation in the Proposal by individually marking each page on which suchinformation appears with the words "Proprietary Information." Respondentsmay not mark their entire Proposals as proprietary. If a Respondentfails to identify proprietary information, it agrees that by submitting itsProposal all unmarked sections shall be deemed non-proprietary and madeavailable upon public request.

Respondents shall consider the implications of the TexasPublic Information Act, particularly after the RFQ process has ceased and theagreement has been awarded. While there are provisions in the Texas PublicInformation Act to protect proprietary information where the Respondent canmeet certain evidentiary standards, please be advised that a determination onwhether those standards have been met shall not be decided by the City but bythe Office of the Attorney General of the State of Texas. In the event arequest for public information is made, the City shall notify the Respondentpursuant to 552.305, Texas Government Code. An affected Respondent may thensubmit to the Attorney General the Firm's arguments against disclosure. TheCity shall not make arguments to the Attorney General on the basis of a Respondent'spurported proprietary interests.

Disclosure Requirements

Respondent must disclose to the City any known or reasonablyanticipated conflicts of interest regarding the Respondent providing servicesto the City and must also disclose any legal or disciplinary events that may bematerial to the City's evaluation of the Respondent or the integrity of the Respondent'smanagement or advisory personnel.

III. DESCRIPTIONOF THE GOVERNMENTAL ENTITY

Administration

NataliaWitmer. NataliaWitmer

Interim City Manager Municipal Finance Officer

8601 Midcrown Drive, 8601 Midcrown Drive

Windcrest, Texas 78239 Windcrest, Texas 78239

The Respondent's principal contacts with the City ofWindcrest will be the Interim City Manager, who will coordinate the assistanceto be provided by the City of Windcrest to the Respondent.

General Background

The City of Windcrest is located inthe northeast portion of Bexar County along IH-35. The City is a home-rule city governed by a CityCharter and the form of government is Council-City Manager. The City has approximately 82 employees and a2021/2022 budget of approximately $14 million. There are approximately 5300residents in Windcrest. The Cityprovides a full range of municipal services including police and fireprotection, construction and maintenance of streets and infrastructure,planning and zoning, recreational activities, code compliance, public works andgeneral administrative services. Inaddition, the City provides waste collection services. Waste collection isprovided through an agreement with another agency.

IV. TIME REQUIREMENTS

Proposal Calendar

The following is a list of keydates up to and including the date proposals are due to be submitted andawarded:

Advertisements for RFQs Tuesday, April 24, 2025

Tuesday,April 29, 2025

Earliest Date RFQs are released Tuesday, April 22, 2025

Due date for proposals Tuesday, May 13, 2025

Projected Date of Award Monday, May 19, 2025

Date Compliance Review and Audit MayCommence

The City of Windcrest will haveall records ready for compliance review and all necessary management personnelavailable to meet with the Respondent's personnel by April 25, 2025, or at thelater date.

Exit Conference

An exit conference will be heldwith the Municipal Finance Officer, City Manager and Mayor at the completion ofthe compliance review. The purpose ofthis meeting will be to summarize the results of the field work and to reviewsignificant findings.

Date Final Reports are Due

The Respondent shall complete itsfactual findings and recommendations related to the legal compliance review andaudit and then submit a draft copy of any requested reports to the City byTuesday, July 1, 2025.

The City will complete its reviewof the draft reports as expeditiously as possible. It is not expected that this process shouldexceed one week. During that period, theRespondent shall be available for any meetings that may be necessary to discussthe reports. Once all the issues fordiscussion are resolved, the final signed report shall be delivered to the Citywithin 15 working days. It isanticipated that this process will be completed and the final report will bedelivered by Tuesday, July 15, 2025.

The original final report shouldbe delivered to the City Manager, City of Windcrest, 8601 Midcrown Drive,Windcrest, Texas 78239.

VI. PROPOSAL REQUIREMENTS

RESPONDENTS ARE CAUTIONED TO READTHE INFORMATION CONTAINED IN THIS RFQ CAREFULLY AND TO SUBMIT A COMPLETERESPONSE TO ALL REQUIREMENTS AND QUESTIONS AS DIRECTED. FAILURE TO COMPLY WITH ALL REQUIREMENTS MAYBE USED TO EXCLUDE A RESPONSE FROM CONSIDERATION.

General Requirements

1. Inquiries concerning the request for qualificationsand the subject of the request for qualifications must be made to:

Natalia Witmer

Interim CityManager

8601 MidcrownDrive

Windcrest, Texas78239

Any inquiries concerning therequest for proposals and the subject of the request for proposals must be madeby Friday, May 2, 2025.

CONTACT WITH PERSONNEL OF THECITY OF WINDCREST OTHER THAN THE CITY MANAGER OR MUNICIPAL FINANCE OFFICERREGARDING THIS REQUEST FOR QUALIFICATIONS MAY BE GROUNDS FOR ELIMINATION FROMTHE SELECTION PROCESS.

2. The following material is required tobe received by the City for a Respondent to be considered:

Cover Letter

Executive Summary

Table of Contents

Firm Background and Prior Experience

Scope and Legal Compliance and Audit Approach

Other References

Additional Data and Other Information

Concluding Remarks

Sealed Dollar Cost Proposal (submitted inseparate envelope)

3. Proposing firms are to submit two (2)copies of their complete response to this RFQ to the City.

Cover Letter

This section should contain thename of the proposed firm, the address of the proposing office, and contactpersons authorized to answer technical, price, and/or contract questionstogether with their telephone number and mailing address. The cover letter must also be signed by apartner authorized to bind the company.

Executive Summary

Prefacing the proposal, anexecutive summary of five pages or less should be provided which gives inbrief, concise terms a summation of your proposal. Identify the points that make your firmuniquely qualified for this engagement.

Table of Contents

The Table of Contents shallinclude an index of the proposal contents and attachments.

Firm Background and PriorExperience

Firm Qualifications andExperience. This section shouldstate:

• The size of the firm,
• The size of the firm's governmental compliance review and audit staff,
• The location of the office from which the work on this engagement is to be performed,
• The number of professional staff to be employed in this engagement on a full-time and part-time basis.
• The firm's principal officers shall include attorneys, independent certified public accountants licensed to practice in Texas, and individuals skilled in human resources.
• The firm shall identify who will be assigned to the engagement.
• The firm shall provide information on the circumstances and status of any disciplinary action taken or pending against the firm during the past three years with state regulatory bodies or professional organizations.

Similar Engagements with OtherGovernment Entities.

For the firm's that will beassigned responsibility for the compliance review and audit, list the mostsignificant engagements (maximum of 5) performed in the last seven years thatare similar to the engagement described in this request for qualifications. These engagements should be ranked on thebasis of relativity to the current proposal. Indicate the scope of work, date, engagement partners, total hours, andthe name and telephone number of the principal client contact.

Scope and Compliance Review/AuditApproach

The proposal should set forth awork plan, including an explanation of the compliance review and auditmethodology to be followed, to perform the services required in Section II ofthis RFQ.

Proposers will be required toprovide the following information on their audit approach:

• Proposed segmentation of the engagement,
• Level of staff and number of hours to be assigned to each proposed segment of the engagement,
• Extent of use of software in the engagement,
• Type and extent of analytical procedures to be used in the engagement,
• Approach to be taken to gain and document an understanding of the City of Windcrest's internal policies and procedures,
• Approach to be taken in determining laws and regulations that will be applicable and subject to compliance review,

Additional Data and OtherInformation

Since data not specificallyrequested must not be included in the foregoing proposal sections, give anyadditional information considered essential to the proposal in thissection. If there is no additionalinformation to present, state in this section. There is no additional information we wish to present.

Concluding Remarks

This section shall contain anyfinal remarks or elaboration which the proposer believes is important for aclear understanding of the proposed services and/or the proposer'scapabilities.

Sealed Dollar Cost Proposal

The sealed dollar cost bid shouldcontain all pricing information relative to performing the engagement asdescribed in this request for qualifications. Such must also contain all direct and indirect costs including allout-of-pocket expenses for which reimbursement is sought.

The first page of the sealeddollar cost proposal should include the following information:

• Name of firm,
• Certification that the person signing the proposal is entitled to represent the firm, empowered to submit the bid and authorized to sign a contract with the City of Windcrest,

Rates by Partner, Specialist,Supervisory and Staff Level Times Hours Anticipated for Each.

The second page of the sealed dollarcost bid should include a schedule of professional fees and expenses, presentedin the format provided in the attachment (Appendix A)

Manner of Payment

Progress payments will be made onthe basis of hours of work completed during the course of the engagement.

Out-Of-Pocket Expenses

Out-of-pocket expenses must beincluded and will count against the Total All-Inclusive Maximum Price.Reimbursements for Firm personnel (e.g., travel, lodging and subsistence) willbe made at the rates used by the City for its employees. All estimated out-of-pocketexpenses to be reimbursed should be presented in the Proposal Package for the2024/25 fiscal year engagement. All expense reimbursements will be chargedagainst the Total All- Inclusive Maximum Price submitted by the Firm.

Rates for AdditionalProfessional Services

If it should become necessary forthe City to request the Firm to render any additional services to eithersupplement the services requested in this RFQ or to perform additional work,any such additional work must be agreed to in writing between the City and theFirm and shall be performed at the same rates, set forth in the schedule offees and expenses included in the Proposal Package.

Invoices for Fees

All invoices for fees, services,or costs shall be submitted with sufficient detail to demonstrate strictcompliance with contract terms.

VII. EVALUATIONPROCEDURES

Evaluation Committee

Proposals submitted will beevaluated by the City Manager, the Mayor, and the Audit Committee.

Evaluation Criteria

Proposals will be evaluated usingthe following criteria. Firms meetingthe mandatory criteria will have their proposals evaluated for bothqualifications and price. The followingrepresents the principle selection criteria which will be considered during theevaluation process.

MandatoryElements

The firm is independent and licensed to practicein Texas, as applicable.

The firm's professional personnel.

The firm's knowledge and understanding ofgovernmental accounting, governmental human resources, and governmental policycompliance,

The firm has no conflict of interest with regardto any other work performed by the firm for the City.

The firm adheres to the instructions in thisrequest for proposals on preparing and submitting the proposals.

An award of a contract forprofessional services will be made under this RFQ in accordance with TexasGovernment Code Sec. 2254.003. Therefore, the contract award will notnecessarily be made to the firm that provides the lowest cost proposal butrather to a firm on the basis of demonstrated competence and qualifications toperform the services, and for a fair and reasonable price.

Final Selection

The City Council of the City of Windcrestwill select a firm based upon the analysis of the proposals.

It is anticipated that a firmwill be selected on May 19, 2025. Following notification of the firm selected, it is expected a contractwill be executed between both parties after an reasonable opportunity tonegotiate the terms of same. In case of a discrepancy between this RFQ and theformal contract, the formal contract will prevail and control.

The City intends to select andenter into a formal contract with the selected Firm as soon as practicableafter receipt of proposals. The contract will contain fiscal funding and otherright to terminate clauses. If selected Firm is unable to agree to the contractterms, the City reserves the right to select another competing proposal.

Right to Reject Proposals

The City of Windcrest reservesthe right to:

a. enter into agreements for all or any portion of therequirements and specifications set forth in this RFQ with one or more firm,

b. reject any andall proposals and re-solicit, or

c. reject any and all offers and temporarily orpermanently abandon the procurement, if deemed to be in the best interests ofthe City.

Respondents who submit a proposalmay be required to make an oral presentation(s) of their proposal to the CityCouncil.

Negotiations may be conductedwith responsible respondents who submit proposals determined to be reasonablysusceptible of being selected for award. All respondents will be accorded fairand equal treatment with respect to any opportunity for negotiation andrevision of proposals.

Revisions to proposals may bepermitted after submission and before award for the purpose of obtaining bestand final offers. Any oral negotiations must be confirmed in writing prior toaward.

The City reserves the right torequest clarification of information submitted, and to request additionalinformation from any respondent. The City reserves the right to reject any andall proposals, and to waive minor irregularities in any proposal.

The City reserves the right toaward the contract to other qualified respondents if the selected Respondent chosendoes not execute a contract agreeable to the City within thirty (30) days afterthe award.

Respondent's Acceptance ofEvaluation Methodology

By submitting a proposal, the Respondentacknowledges its acceptance of (a) the proposal evaluation process, (b) theCriteria for Selection, (c) the Specifications, and (d) other requirements andspecifications set forth in this RFQ. Respondents also acknowledge and acceptsthat the City of Windcrest may make some subjective judgments during this RFQprocess.

VIII. INDEMNIFICATIONAND INSURANCE

TheRespondent will indemnify, hold harmless and defend the City and its employees,agents, officers and servants from any and all lawsuits, claims, demands andcauses of action of any kind arising from the negligent or intentional acts oromissions of the Respondent, its officers, employees or agents. This will include, but not be limited to, theamounts of judgments, penalties, interest, court costs, reasonable legal fees,and all other expenses incurred by the City arising in favor of any party,including the amounts of any damages or awards resulting from claims demandsand causes of action for personal injuries, death or damages to propertyalleged or actual infringement of patents, copyrights, and trademarks andwithout limitation by enumeration, all other claims, demands, or causes ofaction of every character occurring, resulting, or arising from any negligentor intentional wrongful act, error or omission of the Audit Firm and/or itsagents and/or employees. This obligation by Respondent will not be limited byreason of the specification of any particular insurance coverage in thisAgreement.

The Respondent will procure andmaintain at its expense insurance with insurance companies authorized to dobusiness in the State of Texas, covering all operations under this Agreement,whether performed by the Respondent or its agents, subcontractors oremployees. Before commencing the work,the Respondent will furnish to the City a certificate or certificates in a formsatisfactory to the City, showing that Respondent has complied with thisparagraph. All certificates will providethat policies will not be canceled until at least 30 calendar days writtennotice has been given to the City. Commercial general liability and motor vehicle insurance will be writtenwith the City as an additional insured and will be endorsed to provide a waiverof the carrier's right of subrogation against the City. The kinds and amounts of insurance requiredare as follows:

Workers'Compensation Insurance: In accordance with the provisions of the Workers'Compensation Act of the State of Texas.

LiabilityInsurance: (1) Commercial generalliability insurance with a combined single limit of $500,000 for eachoccurrence and $500,000 in the aggregate, (2) Motor Vehicle liability insurancein an amount not less than $250,000 for injuries to any one person, $500,000 onaccount of any one accident and in an amount of not less than $250,000 forproperty damage (3) professional liability coverage to cover lawful claimsarising in connection with this Project in the combined single limit amount ofat least $500,000.00.

The stated limits of insurancerequired by this Paragraph are minimumonly--they do not limit the Respondent's indemnity obligation, and it willbe the Respondent's responsibility to determine what limits are adequate. These limits may be met by basic policylimits or any combination of basic limits and umbrella limits. The City's acceptance of certificates ofinsurance that do not comply with these requirements in any respect does notrelease the Respondent from compliance with these requirements.

IX. EXECUTION OF OFFER

THIS EXECUTION OF OFFER MUST BECOMPLETED, SIGNED AND RETURNED WITH RESPONDENT'S PROPOSAL. FAILURE TO COMPLETE,SIGN AND RETURN THIS EXECUTION OF OFFER WITH THE RESPONDENT'S PROPOSAL MAYRESULT IN THE REJECTION OF THE PROPOSAL.

A. By signature hereon, Respondent representsand warrants that:

1. Audit firmacknowledges and agrees that (a) this RFQ is a solicitation for proposal and isnot a contract or an offer to contract; (b) the submission of a proposal by Auditfirm in response to this RFQ will not create a contract between the City of Windcrestand Audit firm; (c) the City of Windcrest has made no representation orwarranty, written or oral, that one or more contracts with the City of Windcrestwill be awarded under this RFQ;

2. Audit firmshave the necessary experience, knowledge, abilities, skills, and resources toperform all the services as requested inthis RFQ;

3. Audit firmis aware of, is fully informed about, and is in full compliance with allapplicable federal, state and local laws, rules, regulations and ordinances;

4. Audit firmunderstands (a) the requirements and specifications set forth in this RFQ and(b) the terms and conditions set forth in the Agreement under which Audit firmwill be required to operate;

5. If selected by the City of Windcrest, Audit firm will:provide copies of all insurance policies, a Certificate of Insurance reflectingthe insurance companies that are providing coverage and insurance limits forCommercial General Liability, Workers' Compensation, Professional Liability andAuto Liability, copies of all applicable policies and endorsements.

6. All statements, information andrepresentations prepared and submitted in response to this RFQ are current,complete, true and accurate. Audit firmacknowledges that the City of Windcrest will rely on such statements,information and representations in selecting the successful Audit firm. Ifselected by the City of Windcrest, the Audit firm will notify the City of Windcrestimmediately of any material change in any matters with regard to which Auditfirm has made a statement or representation or provided information.

B. Audit firm offers and agrees to furnishthe products, services, and price more particularly described in its proposalto the City of Windcrest and complies with all terms, conditions, requirementsand specifications set forth in this RFQ.

C. Audit firm affirms that it has not givenor offered to give, nor does Audit firm intend to give at any time hereafter,any economic opportunity, future employment, gift, loan, gratuity, specialdiscount, trip, favor or service to a public servant in connection with itssubmitted proposal. Failure to sign this Execution of Offer, or signing with afalse statement, may void the submitted proposal or any resulting contracts,and the Audit firm may be removed from all proposal lists at the City of Windcrest.

D. Audit firm hereby certifies that neitherAudit firm nor any firm, corporation, partnership or institution represented byAudit firm, or anyone acting for such firm, corporation or institution, hasviolated the antitrust laws of the State of Texas, codified in Section 15.01, et seq., Texas Business and Commerce Code, or the Federal antitrust laws,nor communicated directly or indirectly the proposal made to any competitor orany other person engaged in such line of business.

E. Audit firm certifies that theindividual signing this document, and the documents made a part of this RFQ isauthorized to sign such documents on behalf of Audit firm and to bind Auditfirm under any agreements and other contractual arrangements that may resultfrom the submission of Audit firm's proposal.

F. Audit firm certifies that if a Texasaddress is shown as the address of the Audit firm, the Audit firm qualifies asa Texas Resident Audit firm as defined in Rules of the Comptroller of PublicAccounts (formerly the Texas Building and Procurement Commission). (See 1T.A.C. 111.2).

G. Audit firm certifies that (i) norelationship, whether by blood, marriage, business association, capital fundingagreement or by any other such kinship or connection exists between the ownerof any Audit firm that is a sole proprietorship, the officers or directors ofany Audit firm that is a corporation, the partners of any Audit firm that is apartnership, the joint ventures of any Audit firm that is a joint venture orthe members or managers of any Audit firm that is a limited liability company,on one hand, and an employee of any the City of Windcrest's component, on theother hand, other than the relationships which have been previously disclosedto the City of Windcrest in writing and (ii) Audit firm has not been anemployee of any component institution of the City of Windcrest within theimmediate twelve (12) months prior to the Submittal Deadline. All disclosuresby the Audit firm in connection with this certification will be subject toadministrative review and approval before the City of Windcrest enters into acontract with Audit firm.

H. Audit firm shall and hasdisclosed, as part of its proposal, any exceptions to the certifications statedin the Execution of Offer. All such disclosures will be subject toadministrative review and approval prior to the time the City of Windcrestmakes an award or enters into any contract or agreement with the Audit firm.