PUBLIC EMPLOYEES RETIREMENT ASSOCIATION OF NEW MEXICO PUBLIC EMPLOYEES RETIREMENT BOARD PO. Box 2123 Santa Fe, New Mexico 87504-2. 23 (505)476-9300 Voice (505)476-9401 Fax PATRICIA (PATTY) FRENCH, Chair WAYNE PROPST Municipal Member Executive Director December 9, 2014 Mr. Charlie Marquez Broad Spectrum Government Affairs and Consulting 7229 Hapsburg Road, N.E. Albuquerque, NM 87144 Re: Protessional Services Contract No. 15-366?0100-00206 Broad Spectrum Government A?'airs and Consulting PERA Dear Mr. Marquez: Attached please ?nd a fully executed original Professional Services Contract No. 15?366-0100- 00206 between Broad Spectrum Government Affairs and Consulting and PERA. Please contact Wayne Propst, Executive Director of PERA, at (505) 476?9301 if you have any questions relating to the enclosed contract. Enclosure cc: Mr. Wayne Propst (via email, w/enclosure) Ms. Sylvia Barela (via email, w/enclosure) Ms. Sharon Moya (via email, W/enclosure) Karen A. Risku, Esq. (via email, w/enclosure) 33 Plaza La Prensa, Santa Fe, NM 87507 Toll Free in New Mexico 1-800-342-3422 E-Mail: DFA Contract 15-366-0100-00206 PERA Contract No.: 1560600206 STATE OF NEW MEXICO PUBLIC EMPLOYEES RETIREMENT ASSOCIATION PROFESSIONAL SERVICES CONTRACT 15-366-0100-00206 THIS AGREEMENT is made and entered into by and between the State of New Mexico, PUBLIC EMPLOYEES RETIREMENT ASSOCIATION, hereinafter referred to as the ?Agency,? and BROAD SPECTRUM GOVERNMENT AFFAIRS AND CONSULTING, hereinafter referred to as the ?Contractor,? and is e?ective as of the date set forth below upon which it is executed by the Department of Finance and Administration (DFA). IT IS AGREED BETWEEN THE PARTIES: l. Scepe of Work. The Contractor shall perform the following work: Contractor shall provide government affairs services for all PERA-related retirement and budget bills, and other matters and decisions affecting PERA before the Legislature, legislative committees and budget- related legislative and legislative matters requiring or awaiting action by the Governor in connection with and in preparation for the regular 60-day session and the ?rst special session (if called) of the 2015 New Mexico State Legislature, as follows: I. Contractor shall work closely with the New Mexico Legislature to ensure any proposed retirement legislation is actuarially and administratively sound before being introduced. 2. Contractor will work at the direction of the PERA Executive Director to review legislative proposals that would affect PERA, the PERA Board or the investment policies of PERA and make recommendations for amendments or legislative strategy to the PERA Executive Director; 3. At the direction of the PERA Executive Director, communicate the PERA Board?s position regarding pension reform to the New Mexico Legislature and legislative staff; 4. As needed, assist in obtaining sponsors for PERA-proposed legislation; and 5. Attend hearings to assist PERA executive staff related to retirement and budget-related proposals being heard. In providing such services, Contractor shall register under the Lobbyist Regulation Act, NMSA 1978, 2-1 1-1 to 2-1 l-9, as amended, and comply with all other applicable terms of such Act. 2. Compensation. A. The Agency shall pay to the Contractor in full payment for services satisfactorily performed in Paragraph 1 (Scope of Work) at the rate of forty thousand dollars The total amount payable to the Contractor under this Agreement, including gross receipts tax and expenses, shall not exceed forty thousand dollars This amount is a maximum and not a guarantee that the work assigned to be performed by Contractor under this Agreement shall equal the amount stated herein. The parties do not intend for the Contractor to continue to provide services without DFA Contract 15-366-0100-00206 PERA Contract N0.: 1560600206 without compensation when the total compensation amount is reached. Contractor is responsible for notifying the Agency when the services provided under this Agreement reach the total compensation amount. In no event will the Contractor be paid for services provided in excess of the total compensation amount without this Agreement being amended in writing prior to those services in excess of the total compensation amount being provided. B. Payment is subject to availability of funds pursuant to the Appropriations Paragraph set forth below and to any negotiations between the parties pursuant to Paragraph 1, Scope of Work, and to approval by the DFA. All invoices MUST BE received by the Agency no later than ?fteen (15) days after the termination of the Fiscal Year in which the services were delivered. Invoices received after such date WILL NOT BE PAID. C. Contractor must submit a detailed statement accounting for all services performed and expenses incurred. If the Agency ?nds that the services are not acceptable, within thirty days after the date of receipt of written notice from the Contractor that payment is requested, it shall provide the Contractor a letter of exception explaining the defect or objection to the services, and outlining steps the Contractor may take to provide remedial action. Upon certification by the Agency that the services have been received and accepted, payment shall be tendered to the Contractor within thirty days after the date of acceptance. If payment is made by mail, the payment shall be deemed tendered on the date it is postmarked. However, the agency shall not incur late charges, interest, or penalties for failure to make payment within the time speci?ed herein. 3. Term. THIS AGREEMENT SHALL NOT BECOME EFFECTIVE UNTIL APPROVED BY THE DFA. This Agreement shall terminate on June 30, 2015 unless terminated pursuant to paragraph 4 (Termination), or paragraph 5 (Appropriations). ln accordance with NMSA 1978, l3-l-l 50, no contract term for a professional services contract, including extensions and renewals, shall exceed four years, except as set forth in NMSA 1978, 13-1-150. 4. Termination. A. Grounds. The Agency may terminate this Agreement for convenience or cause. The Contractor may only terminate this Agreement based upon the Agency?s uncured, material breach of this Agreement. B. Notice; Agency Opportunity to Cure. 1. Except as otherwise provided in Paragraph the Agency shall give Contractor written notice of termination at least thirty (30) days prior to the intended date of termination. 2. Contractor shall give Agency written notice of termination at least thirty (30) days prior to the intended date oftermination, which notice shall identify all the Agency?s material breaches of this Agreement upon which the termination is based and (ii) state what the Agency must do to cure such material breaches. Contractor?s notice of termination shall only be effective if the Agency does not cure all material breaches within the thirty (30) day notice period or (ii) in the case of material breaches that cannot be cured within thirty (30) days, the Agency does not, within the thirty (30) day notice period, notify the Contractor of its intent to cure and begin with due diligence to cure the material breach. 3. Notwithstanding the foregoing, this Agreement may be terminated immediately upon written notice to the Contractor if the Contractor becomes unable to perform the services contracted for, as determined by the Agency; (ii) if, during the term of this Agreement, the DFA Contract 15-366-0100-00206 PERA Contract NO.: 1560600206 Contractor is suspended or debarred by the State Purchasing Agent; or the Agreement is terminated pursuant to Paragraph 5, of this Agreement. C. Liability. Except as otherwise expressly allowed or provided under this Agreement, the Agency?s sole liability upon termination shall be to pay for acceptable work performed prior to the Contractor?s receipt or issuance of a notice of termination; provided, however, that a notice of termination shall not nullify or otherwise affect either party?s liability for pre-termination defaults under or breaches of this Agreement. The Contractor shall submit an invoice for such work within thirty (30) days of receiving or sending the notice of termination. THIS PROVISION IS NOT EXCLUSIVE AND DOES NOT WAIVE THE AGENCY OTHER LEGAL RIGHTS AND REMEDIES CA USED BY THE CONTRA DEFA UL OF THIS AGREEMENT. D. Termination Management. Immediately upon receipt by either the Agency or the Contractor of notice of termination of this Agreement, the Contractor shall: 1) not incur any further obligations for salaries, services or any other expenditure of funds under this Agreement without written approval of the Agency; 2) comply with all directives issued by the Agency in the notice of termination as to the performance of work under this Agreement; and 3) take such action as the Agency shall direct for the protection, preservation, retention or transfer of all property titled to the Agency and records generated under this Agreement. Any non-expendable personal prOperty or equipment provided to or purchased by the Contractor with contract funds shall become property of the Agency upon termination and shall be submitted to the agency as soon as practicable. 5. Appropriations. The terms of this Agreement are contingent upon suf?cient appropriations and authorization being made by the Legislature of New Mexico for the performance of this Agreement. If suf?cient appropriations and authorization are not made by the Legislature, this Agreement shall terminate immediately upon written notice being given by the Agency to the Contractor. The Agency's decision as to whether suf?cient appropriations are available shall be accepted by the Contractor and shall be ?nal. If the Agency proposes an amendment to the Agreement to unilaterally reduce funding, the Contractor shall have the option to terminate the Agreement or to agree to the reduced funding, within thirty (30) days of receipt of the proposed amendment. 6. Status of Contractor. The Contractor and its agents and employees are independent contractors performing professional services for the Agency and are not employees of the State of New Mexico. The Contractor and its agents and employees shall not accrue leave, retirement, insurance, bonding, use of state vehicles, or any other bene?ts afforded to employees of the State of New Mexico as a result of this Agreement. The Contractor acknowledges that all sums received hereunder are reportable by the Contractor for tax purposes, including without limitation, self-employment and business income tax. The Contractor agrees not to purport to bind the State of New Mexico unless the Contractor has express written authority to do so, and then only within the strict limits of that authority. DFA Contract 15-366-0100-00206 PERA Contract N0.: 1560600206 7. Assignment. The Contractor shall not assign or transfer any interest in this Agreement or assign any claims for money due or to become due under this Agreement without the prior written approval ofthe Agency. 8. Subcontracting. The Contractor shall not subcontract any portion of the services to be performed under this Agreement without the prior written approval of the Agency. No such subcontract shall relieve the primary Contractor from its obligations and liabilities under this Agreement, nor shall any subcontract obligate direct payment from the Procuring Agency. 9. Release. Final payment of the amounts due under this Agreement shall operate as a release of the Agency, its of?cers and employees, and the State of New Mexico from all liabilities, claims and obligations whatsoever arising from or under this Agreement. 10. Con?dentialig. Any con?dential information provided to or developed by the Contractor in the performance of this Agreement shall be kept con?dential and shall not be made available to any individual or organization by the Contractor without the prior written approval of the Agency. 11. Product of Service -- Copyright. All materials developed or acquired by the Contractor under this Agreement shall become the property of the State of New Mexico and shall be delivered to the Agency no later than the termination date of this Agreement. Nothing developed or produced, in whole or in part, by the Contractor under this Agreement shall be the subject of an application for copyright or other claim of ownership by or on behalf of the Contractor. 12. Conflict of Interest; Governmental Conduct Act. A. The Contractor represents and warrants that it presently has no interest and, during the term of this Agreement, shall not acquire any interest, direct or indirect, which would con?ict in any manner or degree with the performance or services required under the Agreement. B. The Contractor further represents and warrants that it has complied with, and, during the term of this Agreement, will continue to comply with, and that this Agreement complies with all applicable provisions of the Governmental Conduct Act, Chapter 10, Article 16 NMSA 1978. Without in anyway limiting the generality of the foregoing, the Contractor speci?cally represents and warrants that: l) in accordance with NMSA I978, 10-16-43, the Contractor does not employ, has not employed, and will not employ during the term of this Agreement any Agency employee while such employee was or is employed by the Agency and participating directly or indirectly in the Agency's contracting process; 2) this Agreement complies with NMSA 1978, because the Contractor is not a public of?cer or employee of the State; (ii) the Contractor is not a member of the family of a public of?cer or employee of the State; the Contractor is not a business in which a public of?cer or employee or the family of a public of?cer or DFA Contract 15-366-0100-00206 PERA Contract No.: 1560600206 employee has a substantial interest; or (iv) if the Contractor is a public of?cer or employee of the State, a member of the family of a public officer or employee of the State, or a business in which a public of?cer or employee ofthe State or the family ofa public of?cer or employee of the State has a substantial interest, public notice was given as required by NMSA 1978, and this Agreement was awarded pursuant to a competitive process; 3) in accordance with NMSA 1978, the Contractor is not, and has not been represented by, a person who has been a public of?cer or employee of the State within the preceding year and whose of?cial act directly resulted in this Agreement and (ii) the Contractor is not, and has not been assisted in any way regarding this transaction by, a former public of?cer or employee of the State whose of?cial act, while in State employment, directly resulted in the Agency's making this Agreement; 4) this Agreement complies with NMSA 1978, the Contractor is not a legislator; (ii) the Contractor is not a member of a legislator's family; the Contractor is not a business in which a legislator or a legislator's family has a substantial interest; or (iv) if the Contractor is a legislator, a member of a legislator?s family, or a business in which a legislator or a legislator's family has a substantial interest, disclosure has been made as required by NMSA 1978, this Agreement is not a sole source or small purchase contract, and this Agreement was awarded in accordance with the provisions of the Procurement Code; 5) in accordance with NMSA 1973, 10-16-13, the Contractor has not directly participated in the preparation of speci?cations, quali?cations or evaluation criteria for this Agreement or any procurement related to this Agreement; and 6) in accordance with NMSA 1978, 10-16-3 and 10-16-133, the Contractor has not contributed, and during the term of this Agreement shall not contribute, anything of value to a public of?cer or employee of the Agency. C. Contractor?s representations and warranties in Paragraphs A and of this Article 12 are material representations of fact upon which the Agency relied when this Agreement was entered into by the parties. Contractor shall provide immediate written notice to the Agency if, at any time during the term of this Agreement, Contractor learns that Contractor?s representations and warranties in Paragraphs A and of this Article 12 were erroneous on the effective date of this Agreement or have become erroneous by reason of new or changed circumstances. If it is later determined that Contractor?s representations and warranties in Paragraphs A and of this Article 12 were erroneous on the effective date of this Agreement or have become erroneous by reason of new or changed circumstances, in addition to other remedies available to the Agency and notwithstanding anything in the Agreement to the contrary, the Agency may immediately terminate the Agreement. D. All terms de?ned in the Governmental Conduct Act have the same meaning in this Article 12(3). 13. Amendment. A. This Agreement shall not be altered, changed or amended except by instrument in writing executed by the parties hereto and all other required signatories. DFA Contract 15-366-0100-00206 PERA Contract N0.: 1560600206 B. If the Agency proposes an amendment to the Agreement to unilaterally reduce funding due to budget or other considerations, the Contractor shall, within thirty (30) days of receipt of the proposed Amendment, have the option to terminate the Agreement, pursuant to the termination provisions as set forth in Article 4 herein, or to agree to the reduced funding. 14. Merger. This Agreement incorporates all the Agreements, covenants and understandings between the parties hereto concerning the subject matter hereof, and all such covenants, Agreements and understandings have been merged into this written Agreement. No prior Agreement or understanding, oral or otherwise, of the parties or their agents shall be valid or enforceable unless embodied in this Agreement. 15. Penalties for violation of law. The Procurement Code, NMSA 1978 13-1-28 through 13-1-199, imposes civil and criminal penalties for its violation. In addition, the New Mexico criminal statutes impose felony penalties for illegal bribes, gratuities and kickbacks. l6. Egual Opportunig Compliance. The Contractor agrees to abide by all federal and state laws and rules and regulations, and executive orders of the Governor of the State of New Mexico, pertaining to equal employment opportunity. In accordance with all such laws of the State of New Mexico, the Contractor assures that no person in the United States shall, on the grounds of race, religion, color, national origin, ancestry, sex, age, physical or mental handicap, or serious medical condition, spousal af?liatiOn, sexual orientation or gender identity, be excluded from employment with or participation in, be denied the bene?ts of, or be otherwise subjected to discrimination under any program or activity performed under this Agreement. If Contractor is found not to be in compliance with these requirements during the life of this Agreement, Contractor agrees to take appropriate steps to correct these de?ciencies. l7. Applicable Law. The laws of the State of New Mexico shall govern this Agreement, without giving effect to its choice of law provisions. Venue shall be prOper only in a New Mexico court of competent jurisdiction in accordance with NMSA 1978, 38-3-l (G). By execution of this Agreement, Contractor acknowledges and agrees to the jurisdiction of the courts of the State of New Mexico over any and all lawsuits arising under or out of any term of this Agreement. 18. Workers Compensation. The Contractor agrees to comply with state laws and rules applicable to workers compensation bene?ts for its employees. If the Contractor fails to comply with the Workers Compensation Act and applicable rules when required to do so, this Agreement may be terminated by the Agency. 19. Records and Financial Audit. The Contractor shall maintain detailed time and expenditure records that indicate the date; time, nature and cost of services rendered during the Agreement?s term and effect and retain them for a period of three (3) years from the date of ?nal payment under this Agreement. The records DFA Contract 15-366?0100-00206 PERA Contract: No.: 1560600206 shall be subject to inspection by the Agency, the Department of Finance and Administration and the State Auditor. The Agency shall have the right to audit billings both before and after payment. Payment under this Agreement shall not foreclose the right of the Agency to recover excessive or illegal payments 20. Indemni?cation. The Contractor shall defend, indemnify and hold harmless the Agency and the State of New Mexico from all actions, proceeding, claims, demands, costs, damages, attorneys? fees and all other liabilities and expenses of any kind from any source which may arise out of the performance of this Agreement, caused by the negligent act or failure to act of the Contractor, its officers, employees, servants, subcontractors or agents, or if caused by the actions of any client of the Contractor resulting in injury or damage to persons or property during the time when the Contractor or any officer, agent, employee, servant or subcontractor thereof has or is performing services pursuant to this Agreement. In the event that any action, suit or proceeding related to the services performed by the Contractor or any officer, agent, employee, servant or subcontractor under this Agreement is brought against the Contractor, the Contractor shall, as soon as practicable but no later than two (2) days after it receives notice thereof, notify the legal counsel of the Agency and the Risk Management Division of the New Mexico General Services Department by certi?ed mail. 21. New Mexico Employees Health Coverage. A. If Contractor has, or grows to, six (6) or more employees who work, or who are expected to work, an average of at least 20 hours per week over a six (6) month period during the term of the contract, Contractor certifies, by signing this agreement, to have in place, and agree to maintain for the term of the contract, health insurance for those employees and offer that health insurance to those employees if the expected annual value in the aggregate of any and all contracts between Contractor and the State exceed $250,000 dollars. B. Contractor agrees to maintain a record of the number of employees who have accepted health insurance; declined health insurance due to other health insurance coverage already in place; or declined health insurance for other reasons. These records are subject to review and audit by a representative of the state. C. Contractor agrees to advise all employees of the availability of State publicly financed health care coverage programs by providing each employee with, as a minimum, the following web site link to additional information: 22. Employee Pay Eguig; Reporting. Contractor agrees if it has ten (10) or more New Mexico employees 0R eight (8) or more employees in the samejob classi?cation, at any time during the term ofthis contract, to complete and submit the PEIO-249 form on the annual anniversary of the initial report submittal for contracts up to one (1) year in duration. If contractor has (250) or more employees contractor must complete and submit the PE250 form on the annual anniversary of the initial report submittal for contracts up to one (I) year in duration. For contracts that extend beyond one (1) calendar year, or are extended beyond one (1) calendar year, contractor also agrees to complete and submit the P510- 249 or PE250 form, whichever is applicable, within thirty (30) days of the annual contract DFA Contract 15-366-0100-00206 PERA Contract No.: 1560600206 anniversary date of the initial submittal date or, if more than 180 days has elapsed since submittal of the last report, at the completion of the contract, whichever comes ?rst. Should contractor not meet the size requirement for reporting at contract award but subsequently grows such that they meet or exceed the size requirement for reporting, contractor agrees to provide the required report within ninety (90 days) of meeting or exceeding the size requirement. That submittal date shall serve as the basis for submittals required thereafter. Contractor also agrees to levy this requirement on any subcontractor(s) performing more than 10% of the dollar value of this contract if said subcontractor(s) meets, or grows to meet, the stated employee size thresholds during the term of the contract. Contractor further agrees that, should one or more subcontractor not meet the size requirement for reporting at contract award but subsequently grows such that they meet or exceed the size requirement for reporting, contractor will submit the required report, for each such subcontractor, within ninety (90 days) of that subcontractor meeting or exceeding the size requirement. Subsequent report submittals, on behalf of each such subcontractor, shall be due on the annual anniversary of the initial report submittal. Contractor shall submit the required form(s) to the State Purchasing Division of the General Services Department, and other departments as may be determined, on behalf of the applicable subcontractor(s) in accordance with the schedule contained in this paragraph. Contractor acknowledges that this subcontractor requirement applies even though contractor itself may not meet the size requirement for reporting and be required to report itself. Notwithstanding the foregoing, if this Contract was procured pursuant to a solicitation, and if Contractor has already submitted the required report accompanying their response to such solicitation, the report does not need to be re-submitted with this Agreement. 23. Invalid Term or Condition. If any term or condition of this Agreement shall be held invalid or unenforceable, the remainder of this Agreement shall not be affected and shall be valid and enforceable. 24. Enforcement of Agreement. A party's failure to require strict performance of any provision ofthis Agreement shall not waive or diminish that party's right thereafter to demand strict compliance with that or any other provision. No waiver by a party of any of its rights under this Agreement shall be effective unless express and in writing, and no effective waiver by a party of any of its rights shall be effective to waive any other rights. 25. Notices. Any notice required to be given to either party by this Agreement shall be in writing and shall be delivered in person, by courier service or by US. mail, either ?rst class or certi?ed, return receipt requested, postage prepaid, as follows: To the Agency: Wayne Propst, Executive DirectOr Public Employees Retirement Association P.O. Box 2l23 Santa Fe, NM 87504-2123 DFA Contract 15-366-0100-00206 PERA Contract NO.: 21560600206 To the Contractor: Mr. Charlie Marquez Broad Spectrum Government Affairs and Consulting 7229 Hapsburg Road, NE. Albuquerque, NM 87144 Telephone: (505) 263-2032 Email: charliemaruuezfi?msncom 26. Authority. lf Contractor is other than a natural person, the individual(s) signing this Agreement on behalf of Contractor represents and warrants that he or she has the power and authority to bind Contractor, and that no further action, resolution, or approval from Contractor is necessary to enter into a binding contract. IN WITNESS WHEREOF, the parties have executed this Agreement as of the date of signature by the DFA Contracts Review Bureau below. PUBLIC EMPLOYEES RETIREMENT ASSOCIATION OF NEW MEXICO By: It)? Date: 1122.711? WAYNE Executive Director By: A Date: SUSAN G. PITTARD General Counsel Certifying legal suf?ciency 33" NATAEIE CORDOVA Chief Financial Of?cer BROAD SPECTRUM GOVERNMENT By: WA Date: 4 ??22 CHARLIE MARQUEZ 1-D DEA Contract 15-366-0100-00206 PERA Contract No.: 1560600206 The records of the Taxation and Revenue Department re?ect that the Contractor is registered with the Taxation and Revenue Department of the State of New Mexico to pay gross receipts and compensating taxes. ID Number: 02-963617-00-5 Date: DFA Contract 14-366-0100-00176 PERA Contract No. 1460600176 STATE OF NEW MEXICO PUBLIC EMPLOYEES RETIREMENT ASSOCIATION PROFESSIONAL SERVICES CONTRACT #1460600176 THIS AGREEMENT is made and entered into by and between the State of New Mexico, PUBLIC EMPLOYEES RETIREMENT ASSOCIATION, hereinafter referred to as the ?Agency,? and BROAD SPECTRUM GOVERNMENT AFFAIRS AND CONSULTING, hereinafter referred to as the ?Contractor,? and is effective as of the date set forth below upon which it is executed by the Department of Finance and Administration (DFA). IT IS AGREED BETWEEN THE PARTIES: 1. Scope of Work. The Contractor shall perform the following work: Contractor shall provide government affairs services for all PERA-related retirement and budget bills, and other matters and decisions affecting PERA before the Legislature, legislative committees and budget- related legislative and legislative matters requiring or awaiting action by the Governor in connection with and in preparation for the regular 30-day session and the ?rst special session (if called) of the 2014 New Mexico State Legislature, as follows: 1. Contractor shall work closely with the New Mexico Legislature to ensure any proposed retirement legislation is actuarially and administratively sound before being introduced. 2. Contractor will work at the direction of the PERA Executive Director to review legislative proposals that would affect PERA, the PERA Board or the investment policies of PERA and make recommendations for amendments or legislative strategy to the PERA Executive Director; 3. At the direction of the PERA Executive Director, communicate the PERA Board?s position regarding pension reform to the New Mexico Legislature and legislative staff; 4. As needed, assist in obtaining sponsors for PERA-proposed legislation; and 5. Attend hearings to assist PERA executive staff related to retirement and budget-related proposals being heard. In providing such services, Contractor shall register under the Lobbyist Regulation Act, NMSA 1978, 2~11-1 to 2-11-9, as amended, and comply with all other applicable terms of such Act. 2. Compensation. A. The Agency shall pay to the Contractor in full payment for services satisfactorily performed in Paragraph 1 (Scope of Work) at the rate of twenty ?ve thousand dollars The total amount payable to the Contractor under this Agreement, including gross receipts tax and expenses, shall not exceed twenty ?ve thousand dollars This amount is a maximum and not a guarantee that the work assigned to be performed by Contractor under this Agreement shall equal the amount stated herein. The parties do not intend for the Contractor to continue to DFA Contract 14-366-0100-00176 PERA Contract No. 1460600176 provide services without compensation when the total compensation amount is reached. Contractor is responsible for notifying the Agency when the services provided under this Agreement reach the total compensation amount. in no event will the Contractor be paid for services provided in excess of the total compensation amount without this Agreement being amended in writing prior to those services in excess of the total compensation amount being provided. B. Payment is subject to availability of funds pursuant to the Appropriations Paragraph set forth below and to any negotiations between the parties pursuant to Paragraph 1, Scope of Work, and to approval by the DFA. All invoices MUST BE received by the Agency no later than ?fteen (I5) days after the termination of the Fiscal Year in which the services were delivered. Invoices received after such date WILL NOT BE PAID. C. Contractor must submit a detailed statement accounting for all services performed and expenses incurred. If the Agency ?nds that the services are not acceptable, within thirty days after the date of receipt of written notice from the Contractor that payment is requested, it shall provide the Contractor a letter of exception explaining the defect or objection to the services, and outlining steps the Contractor may take to provide remedial action. Upon certi?cation by the Agency that the services have been received and accepted, payment shall be tendered to the Contractor within thirty days after the date of acceptance. If payment is made by mail, the payment shall be deemed tendered on the date it is postmarked. However, the agency shall not incur late charges, interest, or penalties for failure to make payment within the time speci?ed herein. 3. Term. THIS AGREEMENT SHALL NOT BECOME EFFECTIVE UNTIL APPROVED BY THE DFA. This Agreement shall terminate on June 30, 2014 unless terminated pursuant to paragraph 4 (Termination), or paragraph 5 (ApprOpriations). In accordance with NMSA 1978, 13?1-150, no contract term for a professional services contract, including extensions and renewals, shall exceed four years, except as set forth in NMSA 1978, 13-1-150. 4. Termination. A. Grounds. The Agency may terminate this Agreement for convenience or cause. The Contractor may only terminate this Agreement based upon the Agency?s uncured, material breach of this Agreement. B. Notice; Agency Opportunity to Cure. 1. Except as otherwise provided in Paragraph the Agency shall give Contractor written notice of termination at least thirty (30) days prior to the intended date of termination. 2. Contractor shall give Agency written notice of termination at least thirty (30) days prior to the intended date of termination, which notice shall identify all the Agency?s material breaches of this Agreement upon which the termination is based and (ii) state what the Agency must do to cure such material breaches. Contractor?s notice of termination shall only be effective if the Agency does not cure all material breaches within the thirty (30) day notice period or (ii) in the case of material breaches that cannot be cured within thirty (30) days, the Agency does not, within the thirty (30) day notice period, notify the Contractor of its intent to cure and begin with due diligence to cure the material breach. 3. Notwithstanding the foregoing, this Agreement may be terminated immediately upon written notice to the Contractor if the Contractor becomes unable to DFA Contract 14-366-0100-00176 PERA Contract No. 1460600176 perform the services contracted for, as determined by the Agency; (ii) if, during the term of this Agreement, the Contractor is suspended or debarred by the State Purchasing Agent; or the Agreement is terminated pursuant to Paragraph 5, ?Appropriations?, of this Agreement. C. Liability. Except as otherwise expressly allowed or provided under this Agreement, the Agency?s sole liability upon termination shall be to pay for acceptable work performed prior to the Contractor?s receipt or issuance of a notice of termination; provided, however, that a notice of termination shall not nullify or otherwise affect either party?s liability for pre-termination defaults under or breaches of this Agreement. The Contractor shall submit an invoice for such work within thirty (30) days of receiving or sending the notice of termination. THIS PROVISION IS NOT EXCLUSIVE AND DOES NOT WAIVE THE AGENCY OTHER LEGAL RIGHTS AND REMEDIES CA USED BY THE CONT DEFA OF THIS AGREEMENT. D. Termination Management. Immediately upon receipt by either the Agency or the Contractor of notice of termination of this Agreement, the Contractor shall: 1) not incur any further obligations for salaries, services or any other expenditure of funds under this Agreement without written approval of the Agency; 2) comply with all directives issued by the Agency in the notice of termination as to the performance of work under this Agreement; and 3) take such action as the Agency shall direct for the protection, preservation, retention or transfer of all prOperty titled to the Agency and records generated under this Agreement. Any non?expendable personal property or equipment provided to or purchased by the Contractor with contract funds shall become pr0perty of the Agency upon termination and shall be submitted to the agency as soon as practicable. 5. Appropriations. The terms of this Agreement are contingent upon sumcient appropriations and authorization being made by the Legislature of New Mexico for the performance of this Agreement. If sufficient appropriations and authorization are not made by the Legislature, this Agreement shall terminate immediately upon written notice being given by the Agency to the Contractor. The Agency's decision as to whether suf?cient appropriations are available shall be accepted by the Contractor and shall be ?nal. If the Agency proposes an amendment to the Agreement to unilaterally reduce ?nding, the Contractor shall have the option to terminate the Agreement or to agree to the reduced funding, within thirty (30) days of receipt of the proposed amendment. 6. Status of Contractor. The Contractor and its agents and employees are independent contractors performing professional services for the Agency and are not employees of the State of New Mexico. The Contractor and its agents and employees shall not accrue leave, retirement, insurance, bonding, use of state vehicles, or any other bene?ts afforded to employees of the State of New Mexico as a result of this Agreement. The Contractor acknowledges that all sums received hereunder are reportable by the Contractor for tax purposes, including without limitation, self-employment and business income tax. The Contractor agrees not to purport to bind the State of New Mexico unless the Contractor has express written authority to do so, and then only within the strict limits of that authority. DEA Contract 14-366-0100-00176 PERA Contract No. 1460600176 7. Assignment. The Contractor shall not assign or transfer any interest in this Agreement or assign any claims for money due or to become due under this Agreement without the prior written approval of the Agency. 8. Subcontracting. The Contractor shall not subcontract any portion of the services to be performed under this Agreement without the prior written approval of the Agency. No such subcontract shall relieve the primary Contractor from its obligations and liabilities under this Agreement, nor shall any subcontract obligate direct payment from the Procuring Agency. 9. Release. Final payment of the amounts due under this Agreement shall Operate as a release of the Agency, its of?cers and employees, and the State of New Mexico from all liabilities, claims and obligations whatsoever arising from or under this Agreement. 10. Con?dentiality. Any con?dential information provided to or developed by the Contractor in the performance of this Agreement shall be kept con?dential and shall not be made available to any individual or organization by the Contractor without the prior written approval of the Agency. 11. Product of Service - All materials developed or acquired by the Contractor under this Agreement shall become the property of the State of New Mexico and shall be delivered to the Agency no later than the termination date of this Agreement. Nothing developed or produced, in whole or in part, by the Contractor under this Agreement shall be the subject of an application for copyright or other claim of ownership by or on behalf of the Contractor. 12. Con?ict of Interest; Governmental Conduct Act. A. The Contractor represents and warrants that it presently has no interest and, during the term of this Agreement, shall not acquire any interest, direct or indirect, which would con?ict in any manner or degree with the performance or services required under the Agreement. B. The Contractor further represents and warrants that it has complied with, and, during the term of this Agreement, will continue to comply with, and that this Agreement complies with all applicable provisions of the Governmental Conduct Act, Chapter 10, Article 16 NMSA 1978. Without in anyway limiting the generality of the foregoing, the Contractor speci?cally represents and warrants that: l) in accordance with NMSA 1978, the Contractor does not employ, has not employed, and will not employ during the term of this Agreement any Agency employee while such employee was or is employed by the Agency and participating directly or indirectly in the Agency?s contracting process; 2) this Agreement complies with NMSA 1978, because the Contractor is not a public of?cer or employee of the State; (ii) the Contractor is not a member of the family of a public of?cer or employee of the State; the Contractor is DFA Contract 14-366-0100-00176 PERA Contract No. 1460600176 not a business in which a public of?cer or employee or the family of a public of?cer or employee has a substantial interest; or (iv) if the Contractor is a public o?icer or employee of the State, a member of the family of a public of?cer or employee of the State, or a business in which a public of?cer or employee of the State or the family of a public of?cer or employee of the State has a substantial interest, public notice was given as required by NMSA 1978, lO-l6-7(A) and this Agreement was awarded pursuant to a competitive process; 3) in accordance with NMSA 1978, the Contractor is not, and has not been represented by, a person who has been a public of?cer or employee of the State within the preceding year and whose of?cial act directly resulted in this Agreement and (ii) the Contractor is not, and has not been assisted in any way regarding this transaction by, a former public of?cer or employee of the State whose of?cial act, while in State employment, directly resulted in the Agency's making this Agreement; 4) this Agreement complies with NMSA 1978, the Contractor is not a legislator; (ii) the Contractor is not a member of a legislator's family; the Contractor is not a business in which a legislator or a legislator's family has a substantial interest; or (iv) if the Contractor is a legislator, a member of a legislator?s family, or a business in which a legislator or a legislator's family has a substantial interest, disclosure has been made as required by NMSA 1978, this Agreement is not a sole source or small purchase contract, and this Agreement was awarded in accordance with the provisions of the Procurement Code; 5) in accordance with NMSA 1978, 10-16-13, the Contractor has not directly participated in the preparation of Speci?cations, quali?cations or evaluation criteria for this Agreement or any procurement related to this Agreement; and 6) in accordance with NMSA 1978, 10-16-3 and 10-16-13.3, the Contractor has not contributed, and during the term of this Agreement shall not contribute, anything of value to a public o??icer or employee of the Agency. C. Contractor?s representations and warranties in Paragraphs A and of this Article 12 are material representations of fact upon which the Agency relied when this Agreement was entered into by the parties. Contractor shall provide immediate written notice to the Agency if, at any time during the term of this Agreement, Contractor learns that Contractor?s representations and warranties in Paragraphs A and of this Article 12 were erroneous on the effective date of this Agreement or have become erroneous by reason of new or changed circumstances. If it is later determined that Contractor?s representations and warranties in Paragraphs A and of this Article 12 were erroneous on the effective date of this Agreement or have become erroneous by reason of new or changed circumstances, in addition to other remedies available to the Agency and notwithstanding anything in the Agreement to the contrary, the Agency may immediately terminate the Agreement. D. All terms de?ned in the Governmental Conduct Act have the same meaning in this Article 13. Amendment. A. This Agreement shall not be altered, changed or amended except by instrument in writing executed by the parties hereto and all other required signatories. DFA Contract 14-366-0100-00176 PERA Centract No. 1460600176 B. If the Agency proposes an amendment to the Agreement to unilaterally reduce funding due to budget or other considerations, the Contractor shall, within thirty (30) days of receipt of the proposed Amendment, have the option to terminate the Agreement, pursuant to the termination provisions as set forth in Article 4 herein, or to agree to the reduced funding. 14. Merger. This Agreement incorporates all the Agreements, covenants and understandings between the parties hereto concerning the subject matter hereof, and all such covenants, Agreements and understandings have been merged into this written Agreement. No prior Agreement or understanding, oral or otherwise, of the parties or their agents shall be valid or enforceable unless embodied in this Agreement. 15. Penalties for violation of law. The Procurement Code, NMSA 1978 13-1-28 through 13-1-199, imposes civil and criminal penalties for its violation. In addition, the New Mexico criminal statutes impose felony penalties for illegal bribes, gratuities and kickbacks. l6. Egual Opportunig Compliance. The Contractor agrees to abide by all federal and state laws and rules and regulations, and executive orders of the Governor of the State of New Mexico, pertaining to equal employment opportunity. In accordance with all such laws of the State of New Mexico, the Contractor assures that no person in the United States shall, on the grounds of race, religion, color, national origin, ancestry, sex, age, physical or mental handicap, or serious medical condition, spousal af?liation, sexual orientation or gender identity, be excluded from employment with or participation in, be denied the bene?ts of, or be otherwise subjected to discrimination under any program or activity performed under this Agreement. If Contractor is found not to be in compliance with these requirements during the life of this Agreement, Contractor agrees to take appropriate steps to correct these de?ciencies. 17. Applicable Law. The laws of the State of New Mexico shall govern this Agreement, without giving effect to its choice of law provisions. Venue shall be proper only in a New Mexico court of competent jurisdiction in accordance with NMSA 1978, 38-3-1 (G). By execution of this Agreement, Contractor acknowledges and agrees to the jurisdiction of the courts of the State of New Mexico over any and all lawsuits arising under or out of any term of this Agreement. 18. Workers Compensation. The Contractor agrees to comply with state laws and rules applicable to workers compensation bene?ts for its employees. If the Contractor fails to comply with the Workers Compensation Act and applicable rules when required to do so, this Agreement may be terminated by the Agency. 19. Records an_d Financial Audit. The Contractor shall maintain detailed time and expenditure records that indicate the date; time, nature and cost of services rendered during the Agreement?s term and effect and DEA Contract 14-366a0100-00176 PERA Contract No. 1460600176 retain them for a period of three (3) years from the date of ?nal payment under this Agreement. The records shall be subject to inspection by the Agency, the Department of Finance and Administration and the State Auditor. The Agency shall have the right to audit billings both before and after payment. Payment under this Agreement shall not foreclose the right of the Agency to recover excessive or illegal payments 20. Indemni?cation. The Contractor shall defend, indemnify and hold harmless the Agency and the State of New Mexico from all actions, proceeding, claims, demands, costs, damages, attorneys? fees and all other liabilities and expenses of any kind from any source which may arise out of the performance of this Agreement, caused by the negligent act or failure to act of the Contractor, its o?icers, employees, servants, subcontractors or agents, or if caused by the actions of any client of the Contractor resulting in injury or damage to persons or property during the time when the Contractor or any of?cer, agent, employee, servant or subcontractor thereof has or is performing services pursuant to this Agreement. In the event that any action, suit or proceeding related to the services performed by the Contractor or any of?cer, agent, employee, servant or subcontractor under this Agreement is brought against the Contractor, the Contractor shall, as soon as practicable but no later than two (2) days after it receives notice thereof, notify the legal counsel of the Agency and the Risk Management Division of the New Mexico General Services Department by certi?ed mail. 21. New Mexico Employees Health Coverage. A. If Contractor has, or grows to, six (6) or more employees who work, or who are expected to work, an average of at least 20 hours per week over a six (6) month period during the term of the contract, Contractor certi?es, by signing this agreement, to have in place, and agree to maintain for the term of the contract, health insurance for those employees and offer that health insurance to those employees if the expected annual value in the aggregate of any and all contracts between Contractor and the State exceed $250,000 dollars. B. Contractor agrees to maintain a record of the number of employees who have accepted health insurance; declined health insurance due to other health insurance coverage already in place; or declined health insurance for other reasons. These records are subject to review and audit by a representative of the state. C. Contractor agrees to advise all employees of the availability of State publicly ?nanced health care coverage programs by providing each employee with, as a minimum, the following web site link to additional information: 22. Employee Pay Eguity Reporting. Contractor agrees if it has ten (10) or more New Mexico employees OR eight (8) or more employees in the same job classi?cation, at any time during the term of this contract, to complete and submit the form on the annual anniversary of the initial report submittal for contracts up to one (1) year in duration. If contractor has (250) or more employees contractor must complete and submit the PE250 form on the annual anniversary of the initial report submittal for contracts up to one (1) year in duration. For contracts that extend beyond one 1) calendar year, or are extended beyond one (1) calendar year, contractor also agrees to complete DFA Contract 14-366-0100-00176 PERA Contract No. 1460600176 and submit the PE10-249 or PE250 form, whichever is applicable, within thirty (30) days of the annual contract anniversary date of the initial submittal date or, if more than 180 days has elapsed since submittal of the last report, at the completion of the contract, whichever comes ?rst. Should contractor not meet the size requirement for reporting at contract award but subsequently grows such that they meet or exceed the size requirement for reporting, contractor agrees to provide the required report within ninety (90 days) of meeting or exceeding the size requirement. That submittal date shall serve as the basis for submittals required thereafter. Contractor also agrees to levy this requirement on any subcontractor(s) performing more than 10% of the dollar value of this contract if said subcontractor(s) meets, or grows to meet, the stated employee size thresholds during the term of the contract. Contractor ?irther agrees that, should one or more subcontractor not meet the size requirement for reporting at contract award but subsequently grows such that they meet or exceed the size requirement for reporting, contractor will submit the required report, for each such subcontractor, within ninety (90 days) of that subcontractor meeting or exceeding the size requirement. Subsequent report submittals, on behalf of each such subcontractor, shall be due on the annual anniversary of the initial report submittal. Contractor shall submit the required form(s) to the State Purchasing Division of the General Services Department, and other departments as may be determined, on behalf of the applicable subcontractor(s) in accordance with the schedule contained in this paragraph. Contractor acknowledges that this subcontractor requirement applies even though contractor itself may not meet the size requirement for reporting and be required to report itself. Notwithstanding the foregoing, if this Contract was procured pursuant to a solicitation, and if Contractor has already submitted the required report accompanying their response to such solicitation, the report does not need to be re-submitted with this Agreement. 23. Invalid Term or Condition. If any term or condition of this Agreement shall be held invalid or unenforceable, the remainder of this Agreement shall not be affected and shall be valid and enforceable. 24. Enforcement of Agreement. A party's failure to require strict performance of any provision of this Agreement shall not waive or diminish that party's right thereafter to demand strict compliance with that or any other provision. No waiver by a party of any of its rights under this Agreement shall be effective unless express and in writing, and no effective waiver by a party of any of its rights shall be effective to waive any other rights. 25. Notices. Any notice required to be given to either party by this Agreement shall be in writing and shall be delivered in person, by courier service or by US. mail, either ?rst class or certi?ed, return receipt requested, postage prepaid, as follows: To the Agency: Wayne Propst, Executive Director Public Employees Retirement Association PO. Box 2123 Santa Fe, NM 87504-2123 DFA Contract 14-366-0100-00176 PERA Contract No. 1460600176 To the Contractor: Charlie Marquez Broad Spectrum Government Affairs and Consulting 7229 Hapsburg Road, NE. Rio NM 87144 Email: charliemarquezv?a msn.com 26. Authority. If Contractor is other than a natural person, the individual(s) signing this Agreement on behalf of Contractor represents and warrants that he or she has the power and authority to bind Contractor, and that no further action, resolution, or approval from Contractor is necessary to enter into a binding contract. IN WITNESS WHEREOF, the parties have executed this Agreement as of the date of signature by the DFA Contracts Review Bureau below. PUBLIC EMPLOYEES RETIREMENT ASSOCIATION OF NEW MEXICO By: AYNE ROP Executive Director SUSAN G. PITTARD General Counsel Agency?s Legal Counsel Certifying legal sufficiency BROAD SPECTRUM GOVERNNIENT AFFAIRS AND CONSULTING By: CHARLIE MARQUEZ (j Date: :2 11111] Daram/ 3 Date: Date: Con! 14 CunLra NO. The records of the 'I'axation and Revenue [Department re?ect that the Contractor is registered with the 'I'axation and Revenue Department of the State of New Mexico to pay gross receipts and compensating taxes. ID Number: 02-96361?7-00-5 Date: ?2"3?8 Taxation an Revenue Department This Agreement has been approved by the DFA Contracts Review Bureau: PUBLIC EMPLOYEES RETIREMENT ASSOCIATION OF MEXICO PUBLIC EMPLOYEES RETIREMENT BOARD PO. Box 2123 Santa Fe, New Mexico 87504-2123 (505)476-9300 Voice (505) 476-9401 Fax . nm . US PATRICIA (PATTY) FRENCH, Chair WAYNE PROPST Municipal Member Executive Director January 17, 2014 Mr. P. Maurice Hobson Hobson Consulting 600 Alamo Tularosa, NM 88352 Re: Professional Services Contract No. 1460600175 Dear Mr. Hobson: Enclosed please ?nd a fully executed Professional Services Contract NO. 1460600175 between Hobson Consulting and PERA. Final approval of this Contract was obtained by the New Mexico Department of Finance Administration on January 16, 2014. If you have any questions concerning the enclosed Contract, please contact Wayne Propst, Executive Director Of PERA, at (505) 476.9305; or Susan Pittard, General Counsel, at (505) 476- 9350. Enclosure cc: Ms. Judy Olson (via email- w/enclosure) Susan Pittard, Esq. (via email w/enclosure) Ms. Sharon Moya (via email - w/enclosure) 33 Plaza La Prensa, Santa Fe, NM 87507 Toll Free in New Mexico 1-800-342-3422 E-Mail: DFA Contract ID No. 14-366-0100-00175 PERA Contract No. l460600175 STATE OF NEW MEXICO PUBLIC EMPLOYEES RETIREMENT ASSOCIATION PROFESSIONAL SERVICES CONTRACT THIS AGREEMENT is made and entered into by and between the State of New Mexico, Public Employees Retirement Association, hereinafter referred to as the "Agency," and P. Maurice Hobson d/b/a Hobson Consulting, hereinafter referred to as the "Contractor," and is effective as of the date set forth below upon which it is executed by the Department of Finance and Administration IT IS AGREED BETWEEN THE PARTIES: 1. Scope of Work. A. The Contractor shall perform the following work: Contractor shall provide government affairs services for all PERA-related retirement and budget bills, and other matters and decisions affecting PERA before the legislature, any legislative committees and budget- related legislative and legislative matters requiring or awaiting action by the governor in connection with the regular 30-day session and the ?rst special session (if called) of the 2014 New Mexico State Legislature, as follows: I. Contractor shall work closely with the New Mexico Legislature to ensure any proposed retirement legislation is actuarially and administratively sound before being introduced. 2. Contractor will work at the direction of the PERA Executive Director to review legislative proposals that would affect PERA, the PERA Board or the investment policies of PERA and make recommendations for amendments or legislative strategy to the PERA Executive Director; 3. At the direction of the PERA Executive Director, communicate the PERA Board?s position regarding pension reform to the New Mexico Legislature and legislative staff; 4. As needed, assist in obtaining sponsors for PERA-proposed legislation; and 5. Attend hearings to assist PERA executive staff related to retirement and budget-related proposals being heard. In providing such services, Contractor shall register under the Lobbyist Regulation Act, NMSA 1978, 2-1 1- to 2-1 1-9, as amended, and comply with all other applicable terms of such Act. Performance Measures. A. Contractor shall substantially perform the following Performance Measures: l. Contractor shall work closely with the New Mexico Legislature to ensure any proposed retirement legislation is actuarially and administratively sound before being introduced. B. Services will be performed within the State of New Mexico. The receipt of the deliverables contemplated under this Agreement shall assist the Agency in obtaining its goal(s) as set forth in its Strategic Plan as Attachment One and referenced in the attached Strategic Plan page(s). 2. Compensation. A. The Agency shall pay to the Contractor in full payment for services satisfactorily performed in Paragraph 1 (Scope of Work) at the rate of twenty ?ve thousand dollars The total amount payable to the Contractor under this Agreement, including gross receipts tax and expenses, shall not exceed twenty ?ve thousand dollars This amount is a maximum and not a guarantee that the work assigned to be performed by Contractor under this Agreement shall equal the amount stated herein. The parties do not intend for the Contractor to continue to provide services without compensation when the total compensation amount is reached. Contractor is responsible for notifying the Agency when the services provided under this Agreement reach the total compensation amount. In no event will the Contractor be paid for services provided in excess of the total compensation amount without this Agreement being amended in writing prior to those services in excess of the total compensation amount being provided. B. Payment is subject to availability of funds pursuant to the Appropriations Paragraph set forth below and to any negotiations between the parties pursuant to Paragraph 1, Scope of Work, and to approval by the DFA. All invoices MUST BE received by the Agency no later than ?fteen (15) days a?er the termination of the Fiscal Year in which the services were delivered. Invoices received after such date WILL NOT BE PAID. C. Contractor must submit a detailed statement accounting for all services performed and expenses incurred. If the Agency ?nds that the services are not acceptable, within thirty days a?er the date of receipt of written notice from the Contractor that payment is requested, it shall provide the Contractor a letter of exception explaining the defect or objection to the services, and outlining steps the Contractor may take to provide remedial action. Upon certi?cation by the Agency that the services have been received and accepted, payment shall be tendered to the Contractor within thirty days after the date of acceptance. If payment is made by mail, the payment shall be deemed tendered on the date it is postmarked. However, the agency shall not incur late charges, interest, or penalties for failure to make payment within the time speci?ed herein. 3. Term. THIS AGREEMENT SHALL NOT BECOME EFFECTIVE UNTIL APPROVED BY THE DFA. This Agreement shall terminate on June 30, 2014 unless terminated pursuant to paragraph 4 (Termination), or paragraph 5 (Appropriations). In accordance with Section 13-1-150 NMSA 1978, no contract term for a professional services contract, including extensions and renewals, shall exceed four years, except as set forth in Section 13-1-50 NMSA 1978. TM) 4. Termination. A. Termination. This Agreement may be terminated by either of the parties hereto upon written notice delivered to the other party at least thirty (30) days prior to the intended date of termination. Except as otherwise allowed or provided under this Agreement, the Agency?s sole liability upon such termination shall be to pay for acceptable work performed prior to the Contractor?s receipt of the notice of termination, if the Agency is the terminating party, or the Contractor?s sending of the notice of termination, if the Contractor is the terminating party; provided, however, that a notice of termination shall not nullify or otherwise affect either party?s liability for pre-termination defaults under or breaches of this Agreement. The Contractor shall submit an invoice for such work within thirty (30) days of receiving or sending the notice of termination. Notwithstanding the foregoing, this Agreement may be terminated immediately upon written notice to the Contractor if the Contractor becomes unable to perform the services contracted for, as determined by the Agency or if, during the term of this Agreement, the Contractor or any of its of?cers, employees or agents is indicted for fraud, embezzlement or other crime due to misuse of state funds or due to the Appropriations paragraph herein. THIS PROVISION IS NOT EXCL USIVE AND DOES NOT WAIVE THE STA TE OTHER LEGAL RIGHTS AND REMEDIES CAUSED BY THE CONTRACTORS DEFA OF THIS AGREEMENT. Termination Management. Immediately upon receipt by either the Agency or the Contractor of notice of termination of this Agreement, the Contractor shall: 1) not incur any further obligations for salaries, services or any other expenditure of funds under this Agreement without written approval of the Agency; 2) comply with all directives issued by the Agency in the notice of termination as to the performance of work under this Agreement; and 3) take such action as the Agency shall direct for the protection, preservation, retention or transfer of all property titled to the Agency and records generated under this Agreement. Any non-expendable personal property or equipment provided to or purchased by the Contractor with contract funds shall become property of the Agency upon termination and shall be submitted to the agency as soon as practicable. 5. Appropriations. The terms of this Agreement are contingent upon suf?cient appropriations and authorization being made by the Legislature of New Mexico for the performance of this Agreement. If suf?cient appropriations and authorization are not made by the Legislature, this Agreement shall terminate immediately upon written notice being given by the Agency to the Contractor. The Agency's decision as to whether suf?cient appropriations are available shall be accepted by the Contractor and shall be ?nal. If the Agency proposes an amendment to the Agreement to unilaterally reduce funding, the Contractor shall have the option to terminate the Agreement or to agree to the reduced funding, within thirty (30) days of receipt of the proposed amendment. 6. Contractor. The Contractor and its agents and employees are independent contractors performing professional services for the Agency and are not employees of the State of New Mexico. The Contractor and its agents and employees shall not accrue leave, retirement, insurance, bonding, use of state vehicles, or any other bene?ts afforded to employees of the State of New Mexico as a result of this Agreement. The Contractor acknowledges that all sums received hereunder are reportable by the Contractor for tax purposes, including without limitation, self-employment and business income tax. The Contractor agrees not to purport to bind the State of New Mexico unless the Contractor has express written authority to do so, and then only within the strict limits of that authority. 7. Assignment. The Contractor shall not assign or transfer any interest in this Agreement or assign any claims for money due or to become due under this Agreement without the prior written approval of the Agency. 8. Subcontracting. The Contractor shall not subcontract any portion of the services to be performed under this Agreement without the prior written approval of the Agency. No such subcontract shall relieve the primary Contractor from its obligations and liabilities under this Agreement, nor shall any subcontract obligate direct payment from the Procuring Agency. 9. Release. Final payment of the amounts due under this Agreement shall operate as a release of the Agency, its of?cers and employees, and the State of New Mexico from all liabilities, claims and obligations whatsoever arising from or under this Agreement. 10. Con?dentialig. Any con?dential information provided to or developed by the Contractor in the performance of this Agreement shall be kept con?dential and shall not be made available to any individual or organization by the Contractor without the prior written approval of the Agency. 11. Product of Service -- Copyright. All materials developed or acquired by the Contractor under this Agreement shall become the property of the State of New Mexico and shall be delivered to the Agency no later than the termination date of this Agreement. Nothing developed or produced, in whole or in part, by the Contractor under this Agreement shall be the subject of an application for copyright or other claim of ownership by or on behalf of the Contractor. 12. Con?ict of Interest; Govegmental Conduct Act. A. The Contractor represents and warrants that it presently has no interest and, during the term of this Agreement, shall not acquire any interest, direct or indirect, which would con?ict in any manner or degree with the performance or services required under the Agreement. B. The Contractor further represents and warrants that it has complied with, and, during the term of this Agreement, will continue to comply with, and that this Agreement complies with all applicable provisions of the Governmental Conduct Act, Chapter 10, Article 16 NMSA 1978. Without in anyway limiting the generality of the foregoing, the Contractor speci?cally represents and warrants that: 1) in accordance with Section 10-16-43 NMSA 1978, the Contractor does not employ, has not employed, and will not employ during the term of this Agreement any Agency employee while such employee was or is employed by the Agency and participating directly or indirectly in the Agency?s contracting process; 2) this Agreement complies with Section 10-] NMSA 1978 because the Contractor is not a public officer or employee of the State; (ii) the Contractor is not a member of the family of a public of?cer or employee of the State; the Contractor is not a business in which a public of?cer or employee or the family of a public officer or employee has a substantial interest; or (iv) if the Contractor is a public o?icer or employee of the State, a member of the family of a public of?cer or employee of the State, or a business in which a public of?cer or employee of the State or the family of a public of?cer or employee of the State has a substantial interest, public notice was given as required by Section NMSA 1978 and this Agreement was awarded pursuant to a competitive process; 3) in accordance with Section 1978, the Contractor is not, and has not been represented by, a person who has been a public of?cer or employee of the State within the preceding year and whose official act directly resulted in this Agreement and (ii) the Contractor is not, and has not been assisted in any way regarding this transaction by, a former public officer or employee of the State whose of?cial act, while in State employment, directly resulted in the Agency's making this Agreement; 4) this Agreement complies with Section NMSA I978 because the Contractor is not a legislator; (ii) the Contractor is not a member of a legislator's family; the Contractor is not a business in which a legislator or a legislator's family has a substantial interest; or (iv) if the Contractor is a legislator, a member of a legislator?s family, or a business in which a legislator or a legislator's family has a substantial interest, disclosure has been made as required by Section NM SA 1978, this Agreement is not a sole source or small purchase contract, and this Agreement was awarded in accordance with the provisions of the Procurement Code; 5) in accordance with Section 10-16-13 NMSA 1978, the Contractor has not directly participated in the preparation of specifications, qualifications or evaluation criteria for this Agreement or any procurement related to this Agreement; and 6) in accordance with Section 10-16?3 and Section 10-16-133 NMSA 1978, the Contractor has not contributed, and during the term of this Agreement shall not contribute, anything of value to a public officer or employee of the Agency. C. Contractor?s representations and warranties in Paragraphs A and of this Article 12 are material representations of fact upon which the Agency relied when this Agreement was entered into by the parties. Contractor shall provide immediate written notice to the Agency if, at any time during the term of this Agreement, Contractor learns that Contractor?s representations and warranties in Paragraphs A and of this Article 12 were erroneous on the effective date of this Agreement or have become erroneous by reason of new or changed circumstances. If it is later determined that Contractor?s representations and warranties in Paragraphs A and of this Article 12 were erroneous on the effective date of this Agreement or have become erroneous by reason of new or changed circumstances, in addition to other remedies available to the Agency and notwithstanding anything in the Agreement to the contrary, the Agency may immediately terminate the Agreement. D. All terms de?ned in the Governmental Conduct Act have the same meaning in this Article 12(8). 13. Amendment. A. This Agreement shall not be altered, changed or amended except by instrument in writing executed by the parties hereto and all other required signatories. B. If the Agency proposes an amendment to the Agreement to unilaterally reduce ?inding due to budget or other considerations, the Contractor shall, within thirty (30) days of receipt of the proposed Amendment, have the option to terminate the Agreement, pursuant to the termination provisions as set forth in Article 4 herein, or to agree to the reduced funding. 14. Megge . This Agreement incorporates all the Agreements, covenants and understandings between the parties hereto concerning the subject matter hereof, and all such covenants, Agreements and understandings have been merged into this written Agreement. No prior Agreement or understanding, oral or otherwise, of the parties or their agents shall be valid or enforceable unless embodied in this Agreement. 15. Penalties for Violi?on of Law. The Procurement Code, Sections 13-1-28 through 13?1-199, NMSA 1978, imposes civil and criminal penalties for its violation. In addition, the New Mexico criminal statutes impose felony penalties for illegal bribes, gratuities and kickbacks. 16. E9 ual Opportunity Compliance. The Contractor agrees to abide by all federal and state laws and rules and regulations, and executive orders of the Governor of the State of New Mexico, pertaining to equal employment opportunity. In accordance with all such laws of the State of New Mexico, the Contractor assures that no person in the United States shall, on the grounds of race, religion, color, national origin, ancestry, sex, age, physical or mental handicap, or serious medical condition, spousal af?liation, sexual orientation or gender identity, be excluded from employment with or participation in, be denied the bene?ts of, or be otherwise subjected to discrimination under any program or activity performed under this Agreement. If Contractor is found not to be in compliance with these requirements during the life of this Agreement, Contractor agrees to take appropriate steps to correct these de?ciencies. 17. Applicable Law. The laws of the State of New Mexico shall govern this Agreement, without giving effect to its choice of law provisions. Venue shall be proper only in a New Mexico court of competent jurisdiction in accordance with Section 38-3-1 (G) NMSA 1978. By execution of this Agreement, Contractor acknowledges and agrees to thejurisdiction of the courts of the State of New Mexico over any and all lawsuits arising under or out of any term of this Agreement. 18. Workers Compensation. The Contractor agrees to comply with state laws and rules applicable to workers compensation bene?ts for its employees. If the Contractor fails to comply with the Workers Compensation Act and applicable rules when required to do so, this Agreement may be terminated by the Agency. 19. Records and Finar?il Audit. The Contractor shall maintain detailed time and expenditure records that indicate the date; time, nature and cost of services rendered during the Agreement?s term and effect and retain them for a period of three (3) years from the date of ?nal payment under this Agreement. The records shall be subject to inspection by the Agency, the Department of Finance and Administration and the State Auditor. The Agency shall have the right to audit billings both before and after payment. Payment under this Agreement shall not foreclose the right of the Agency to recover excessive or illegal payments 20. Indemni?cation. The Contractor shall defend, indemnify and hold harmless the Agency and the State of New Mexico from all actions, proceeding, claims, demands, costs, damages, attorneys? fees and all other liabilities and expenses of any kind from any source which may arise out of the performance of this Agreement, caused by the negligent act or failure to act of the Contractor, its officers, employees, servants, subcontractors or agents, or if caused by the actions of any client of the Contractor resulting in injury or damage to persons or property during the time when the Contractor or any officer, agent, employee, servant or subcontractor thereof has or is performing services pursuant to this Agreement. In the event that any action, suit or proceeding related to the services performed by the Contractor or any of?cer, agent, employee, servant or subcontractor under this Agreement is brought against the Contractor, the Contractor shall, as soon as practicable but no later than two (2) days after it receives notice thereof, notify the legal counsel of the Agency and the Risk Management Division of the New Mexico General Services Department by certi?ed mail. 21. New Mexico Employees Health Coverage. A. If Contractor has, or grows to, six (6) or more employees who work, or who are expected to work, an average of at least 20 hours per week over a six (6) month period during the term of the contract, Contractor certi?es, by signing this agreement, to have in place, and agree to maintain for the term of the contract, health insurance for those employees and offer that health insurance to those employees if the expected annual value in the aggregate of any and all contracts between Contractor and the State exceed $250,000 dollars. B. Contractor agrees to maintain a record of the number of employees who have accepted health insurance; declined health insurance due to other health insurance coverage already in place; or declined health insurance for other reasons. These records are subject to review and audit by a representative of the state. C. Contractor agrees to advise all employees of the availability of State publicly ?nanced health care coverage programs by providing each employee with, as a minimum, the following web site link to additional information: 22. Employee Pay Equity Reporting Contractor agrees more New Mexico employees OR eight (8) or more employees in the samejob classi?cation, at any time during the term of this contract, to complete and submit the PE10-249 form on the annual anniversary of the initial report submittal for contracts up to one (1) year in duration. If contractor has (250) or more employees contractor must complete and submit the PE250 form on the annual anniversary of the initial report submittal for contracts up to one (1) year in duration. For contracts that extend beyond one (I) calendar year, or are extended beyond one (1) calendar year, contractor also agrees to complete and submit the PEIO-249 or PE250 form, whichever is applicable, within thirty (30) days of the annual contract anniversary date of the initial submittal date or, if more than 180 days has elapsed since submittal of the last report, at the completion of the contract, whichever comes first. Should contractor not meet the size requirement for reporting at contract award but subsequently grows such that they meet or exceed the size requirement for reporting, contractor agrees to provide the required report within ninety (90 days) of meeting or exceeding the size requirement. That submittal date shall serve as the basis for submittals required thereafter. Contractor also agrees to levy this requirement on any subcontractor(s) performing more than 10% of the dollar value of this contract if said subcontractor(s) meets, or grows to meet, the stated employee size thresholds during the term of the contract. Contractor further agrees that, should one or more subcontractor not meet the size requirement for reporting at contract award but subsequently grows such that they meet or exceed the size requirement for reporting, contractor will submit the required report, for each such subcontractor, within ninety (90 days) of that subcontractor meeting or exceeding the size requirement. Subsequent report submittals, on behalf of each such subcontractor, shall be due on the annual anniversary of the initial report submittal. Contractor shall submit the required form(s) to the State Purchasing Division of the General Services Department, and other departments as may be determined, on behalf of the applicable subcontractor(s) in accordance with the schedule contained in this paragraph. Contractor acknowledges that this subcontractor requirement applies even though contractor itself may not meet the size requirement for reporting and be required to report itself. Notwithstanding the foregoing, if this Contract was procured pursuant to a solicitation, and if Contractor has already submitted the required report accompanying their response to such solicitation, the report does not need to be re-submitted with this Agreement. 23. malid Term or Condition. If any term or condition of this Agreement shall be held invalid or unenforceable, the remainder of this Agreement shall not be affected and shall be valid and enforceable. 24. Enforcement of Agreement. A party's failure to require strict performance of any provision of this Agreement shall not waive or diminish that party?s right therea??er to demand strict compliance with that or any other provision. No waiver by a party of any of its rights under this Agreement shall be effective unless express and in writing, and no effective waiver by a party of any of its rights shall be effective to waive any other rights. 25. Notices. Any notice required to be given to either party by this Agreement shall be in writing and shall be delivered in person, by courier service or by US. mail, either first class or certi?ed, return receipt requested, postage prepaid, as follows: To the Agency: Wayne Propst, Executive Director Public Employees Retirement Association PO. Box 2123 Santa Fe, New Mexico 87504-2123 To the Contractor: P. Maurice Hobson d/b/a Hobson Consulting 600 Alamo Tularosa, NM 88352 E-mail: 26. Authority. If Contractor is other than a natural person, the individual(s) signing this Agreement on behalf of Contractor represents and warrants that he or she has the power and authority to bind Contractor, and that no further action, resolution, or approval from Contractor is necessary to enter into a binding contract. IN WITNESS WHEREOF, the parties have executed this Agreement as of the date of signature by the DFA Contracts Review Bureau below. PUBLIC EMPLOYEES RETIREMENT ASSOCIATION OF NEW MEXICO By: Date: 11 I WAYNE Executive Director HOBSON CONSULTING By: Date; lax? r9? P. MAURICE HOBSON APPROVED AS TO FORM AND LEGAL SUF ICIENCY By: Date: SUSAN G. ARD PERA General Counsel Dateim The records of the New Mexico Taxation and Revenue Department re?ect that the Contractor is registered with the Taxation and Revenue Department of the State of New Mexico to pay gross receipts and compensating taxes. STATE OF NEW MEXICO TAXATION REVENUE DEPARTMENT Tax LW909-00-6 By: Date: i This Contract has been approved by the DFA Contracts Review Bureau: Date: a; . 10 DFA Contract No.: 15-366-0100-00300 PERA Contract No.: 1560600300 STATE OF NEW MEXICO PUBLIC EMPLOYEES RETIREMENT ASSOCIATION PROFESSIONAL SERVICES CONTRACT 15-366-0100-00300 THIS AGREEMENT is made and entered into by and between the State of New Mexico, PUBLIC EMPLOYEES RETIREMENT ASSOCIATION OF NEW MEXICO, hereinafter referred to as the ?Agency,? SANCHEZ, MOWRER DESIDERIO PC hereinafter referred to as the ?Contractor,? and is effective as of the date set forth below upon which it is executed by the Department of Finance and Administration (DFA). IT IS AGREED BETWEEN THE PARTIES: 1. Scope of Work. The Contractor shall perform the following work: Contractor shall provide government affairs services for all PERA-related retirement and budget bills, and other matters and decisions affecting PERA before the Legislature, legislative committees and budget-related legislative and legislative matters requiring or awaiting action by the Governor in connection with and in preparation for the regular 60-day session and the ?rst special session (if called) of the 2015 New Mexico State Legislature, as follows: 1. Contractor shall work closely with the New Mexico Legislature to ensure any preposed retirement legislation is actuarially and administratively sound before being introduced. 2. Contractor will work at the direction of the PERA Executive Director to review legislative proposals that would affect PERA, the PERA Board or the investment policies of PERA and make recommendations for amendments or legislative strategy to the PERA Executive Director; 3. At the direction of the PERA Executive Director, communicate the PERA Board?s position regarding pension reform to the New Mexico Legislature and legislative staff; 4. As needed, assist in obtaining sponsors for PERA-preposed legislation; and 5. Attend hearings to assist PERA executive staff related to retirement and budget-related proposals being heard. In providing such services, Contractor shall register under the Lobbyist Regulation Act, NMSA 1978, 2-11-1 to 2-11-9, as amended, and comply with all other applicable terms of such Act. 2. Compensation. A. The total amount payable to the Contractor under this Agreement, including gross receipts tax and expenses, shall not exceed This amount is a maximum and not a guarantee that the work assigned to be performed by Contractor under this Agreement shall equal the amount stated herein. The parties do not intend for the Contractor to continue to provide services without compensation when the total compensation amount 1 DFA No.: [5?366-0100-00300 PERA Contract No.: 1560600300 is reached. Contractor is reSponsible for notifying the Agency when the services provided under this Agreement reach the total compensation amount. In no event will the Contractor be paid for services provided in excess of the total compensation amount without this Agreement being amended in writing prior to those services in excess of the total compensation amount being provided. B. Payment is subject to availability of funds pursuant to the Appropriations Paragraph set forth below and to any negotiations between the parties from year to year pursuant to Paragraph 1, Scope of Work, and to approval by the DFA. All invoices MUST BE received by the Agency no later than ?fteen (15) days after the termination of the Fiscal Year in which the services were delivered. Invoices received after such date WILL NOT BE PAID. C. Contractor must submit a detailed statement accounting for all services performed and expenses incurred. If the Agency ?nds that the services are not acceptable, within thirty days after the date of receipt of written notice from the Contractor that payment is requested, it shall provide the Contractor a letter of exception explaining the defect or objection to the services, and outlining steps the Contractor may take to provide remedial action. Upon certi?cation by the Agency that the services have been received and accepted, payment shall be tendered to the Contractor within thirty days after the date of acceptance. If payment is made by mail, the payment shall be deemed tendered on the date it is postmarked. However, the agency shall not incur late charges, interest, or penalties for failure to make payment within the time Speci?ed herein. 3. Term. THIS AGREEMENT SHALL NOT BECOME EFFECTIVE UNTIL APPROVED BY THE DFA. This Agreement shall terminate on (JUNE 30, 2015) unless terminated pursuant to paragraph 4 (Termination), or paragraph 5 (Appropriations). In accordance with NMSA 1978, 13-1-150, no contract term for a professional services contract, including extensions and renewals, shall exceed four years, except as set forth in NMSA 1978, 13-1-150. 4. Termination. A. Grounds. The Agency may terminate this Agreement for convenience or cause. The Contractor may only terminate this Agreement based upon the Agency?s uncured, material breach of this Agreement. B. Notice; Agency Opportunity to Cure. 1. Except as otherwise provided in Paragraph the Agency shall give Contractor written notice of termination at least thirty (30) days prior to the intended date of termination. 2. Contractor shall give Agency written notice of termination at least thirty (30) days prior to the intended date of termination, which notice shall identify all the Agency?s material breaches of this Agreement upon which the termination is based and (ii) state what the Agency must do to cure such material breaches. Contractor?s notice of termination shall only be effective if the Agency does not cure all material breaches within the thirty (30) day notice period or (ii) in the case of material breaches that cannot be cured within thirty (30) days, the Agency does not, within the thirty (30) day notice period, notify the Contractor of its intent to cure and begin with due diligence to cure the material breach. 3. Notwithstanding the foregoing, this Agreement may be terminated immediately h] DFA Conn act No.: 15-366-0100-00300 PERA Contract No.: 1560600300 upon written notice to the Contractor if the Contractor becomes unable to perform the services contracted for, as determined by the Agency; (ii) if, during the term of this Agreement, the Contractor is suspended or debarred by the State Purchasing Agent; or the Agreement is terminated pursuant to Paragraph 5, ?Appropriations?, of this Agreement. C. Liabilig. Except as otherwise expressly allowed or provided under this Agreement, the Agency?s sole liability upon termination shall be to pay for acceptable work performed prior to the Contractor?s receipt or issuance of a notice of termination; provided, however, that a notice of termination shall not nullify or otherwise affect either party?s liability for pre-termination defaults under or breaches of this Agreement. The Contractor shall submit an invoice for such work within thirty (30) days of receiving or sending the notice of termination. THIS PROVISION IS NOT EXCLUSIVE AND DOES NOT WAIVE THE AGENCY ?8 OTHER LEGAL RIGHTS AND REMEDIES CA USED BY THE CONTRA DEFA CH OF THIS AGREEMENT. D. Termination Management. Immediately upon receipt by either the Agency or the Contractor of notice of termination of this Agreement, the Contractor shall: 1) not incur any further obligations for salaries, services or any other expenditure of ?lnds under this Agreement without written approval of the Agency; 2) comply with all directives issued by the Agency in the notice of termination as to the performance of work under this Agreement; and 3) take such action as the Agency shall direct for the protection, preservation, retention or transfer of all prOperty titled to the Agency and records generated under this Agreement. Any non-expendable personal property or equipment provided to or purchased by the Contractor with contract funds shall become property of the Agency upon termination and shall be submitted to the agency as soon as practicable. 5. Appropriations. The terms of this Agreement are contingent upon suf?cient appropriations and authorization being made by the Legislature of New Mexico for the performance of this Agreement. If suf?cient appropriations and authorization are not made by the Legislature, this Agreement shall terminate immediately upon written notice being given by the Agency to the Contractor. The Agency's decision as to whether suf?cient appropriations are available shall be accepted by the Contractor and shall be ?nal. If the Agency proposes an amendment to the Agreement to unilaterally reduce funding, the Contractor shall have the option to terminate the Agreement or to agree to the reduced ?mding, within thirty (30) days of receipt of the proposed amendment. 6. Status of Contractor. The Contractor and its agents and employees are independent contractors performing professional services for the Agency and are not employees of the State of New Mexico. The Contractor and its agents and employees shall not accrue leave, retirement, insurance, bonding, use of state vehicles, or any other bene?ts afforded to employees of the State of New Mexico as a result of this Agreement. The Contractor acknowledges that all sums received hereunder are reportable by the Contractor for tax purposes, including without limitation, self-employment and business income tax. The Contractor agrees not to purport to bind the State of New Mexico unless the Contractor has express written authority to do so, and then only within the strict limits of that authority. DFA Contract No.: lS-366-0l00-00300 PERA Contract No.: 1560600300 7. Assignment. The Contractor shall not assign or transfer any interest in this Agreement or assign any claims for money due or to become due under this Agreement without the prior written approval of the Agency. 8. Subcontracting. The Contractor shall not subcontract any portion of the services to be performed under this Agreement without the prior written approval of the Agency. No such subcontract shall relieve the primary Contractor from its obligations and liabilities under this Agreement, nor shall any subcontract obligate direct payment from the Procuring Agency. 9. Release. Final payment of the amounts due under this Agreement shall operate as a release of the Agency, its of?cers and employees, and the State of New Mexico from all liabilities, claims and obligations whatsoever arising from or under this Agreement. 10. Con?dentiality. Any con?dential information provided to or developed by the Contractor in the performance of this Agreement shall be kept con?dential and shall not be made available to any individual or organization by the Contractor without the prior written approval of the Agency. 11. Product of Service -- Copyright. All materials developed or acquired by the Contractor under this Agreement shall become the property of the State of New Mexico and shall be delivered to the Agency no later than the termination date of this Agreement. Nothing developed or produced, in whole or in part, by the Contractor under this Agreement shall be the subject of an application for copyright or other claim of ownership by or on behalf of the Contractor. 12. Con?ict of Interest; Governmental Conduct Act. A. The Contractor represents and warrants that it presently has no interest and, during the term of this Agreement, shall not acquire any interest, direct or indirect, which would con?ict in any manner or degree with the performance or services required under the Agreement. B. The Contractor further represents and warrants that it has complied with, and, during the term of this Agreement, will continue to comply with, and that this Agreement complies with all applicable provisions of the Governmental Conduct Act, Chapter 10, Article 16 NMSA 1978. Without in anyway limiting the generality of the foregoing, the Contractor speci?cally represents and warrants that: 1) in accordance with NMSA 1978, lO-l6-4.3, the Contractor does not employ, has not employed, and will not employ during the term of this Agreement any Agency employee while such employee was or is employed by the Agency and participating directly or indirectly in the Agency?s contracting process; 2) this Agreement complies with NMSA 1978, 10-l6-7(A) because the Contractor is not a public of?cer or employee of the State; (ii) the Contractor is not a member of the family of a public of?cer or employee of the State; the Contractor is DF A Contract No.: 15-366-0100-00300 PERA Contract No.: 1560600300 not a business in which a public of?cer or employee or the family of a public of?cer or employee has a substantial interest; or (iv) if the Contractor is a public of?cer or employee of the State, a member of the family of a public of?cer or employee of the State, or a business in which a public of?cer or employee of the State or the family of a public of?cer or employee of the State has a substantial interest, public notice was given as required by NMSA 1978, and this Agreement was awarded pursuant to a competitive process; 3) in accordance with NMSA 1978, the Contractor is not, and has not been represented by, a person who has been a public of?cer or employee of the State within the preceding year and whose of?cial act directly resulted in this Agreement and (ii) the Contractor is not, and has not been assisted in any way regarding this transaction by, a former public of?cer or employee of the State whose of?cial act, while in State employment, directly resulted in the Agency's making this Agreement; 4) this Agreement complies with NMSA 1978, the Contractor is not a legislator; (ii) the Contractor is not a member of a legislator's family; the Contractor is not a business in which a legislator or a legislator's family has a substantial interest; or (iv) if the Contractor is a legislator, a member of a legislator?s family, or a business in which a legislator or a legislator's family has a substantial interest, disclosure has been made as required by NMSA 1978, this Agreement is not a sole source or small purchase contract, and this Agreement was awarded in accordance with the provisions of the Procurement Code; 5) in accordance with NMSA 1978, 10-16-13, the Contractor has not directly participated in the preparation of speci?cations, quali?cations or evaluation criteria for this Agreement or any procurement related to this Agreement; and 6) in accordance with NMSA 1978, 10-16-3 and the Contractor has not contributed, and during the term of this Agreement shall not contribute, anything of value to a public of?cer or employee of the Agency. C. Contractor?s representations and warranties in Paragraphs A and of this Article 12 are material representations of fact upon which the Agency relied when this Agreement was entered into by the parties. Contractor shall provide irmnediate written notice to the Agency if, at any time during the term of this Agreement, Contractor learns that Contractor?s representations and warranties in Paragraphs A and of this Article 12 were erroneous on the effective date of this Agreement or have become erroneous by reason of new or changed circumstances. If it is later determined that Contractor?s representations and warranties in Paragraphs A and of this Article 12 were erroneous on the effective date of this Agreement or have become erroneous by reason of new or changed circumstances, in addition to other remedies available to the Agency and notwithstanding anything in the Agreement to the contrary, the Agency may immediately terminate the Agreement. D. All terms de?ned in the Governmental Conduct Act have the same meaning in this Article 13. Amendment. A. This Agreement shall not be altered, changed or amended except by instrument in writing executed by the parties hereto and all other required signatories. DFA Conn act No.: l5-366-0100-00300 PERA Contract No.: 1560600300 B. If the Agency proposes an amendment to the Agreement to unilaterally reduce funding due to budget or other considerations, the Contractor shall, within thirty (30) days of receipt of the proposed Amendment, have the option to terminate the Agreement, pursuant to the termination provisions as set forth in Article 4 herein, or to agree to the reduced funding. 14. Merger. This Agreement incorporates all the Agreements, covenants and understandings between the parties hereto concerning the subject matter hereof, and all such covenants, Agreements and understandings have been merged into this written Agreement. No prior Agreement or understanding, oral or otherwise, of the parties or their agents shall be valid or enforceable unless embodied in this Agreement. 15. ?apalties for violation of law. The Procurement Code, NMSA 1978 13-1-28 through 13?1?199, imposes civil and criminal penalties for its violation. In addition, the New Mexico criminal statutes impose felony penalties for illegal bribes, gratuities and kickbacks. 16. Equal Opportwitv Compliance. The Contractor agrees to abide by all federal and state laws and rules and regulations, and executive orders of the Governor of the State of New Mexico, pertaining to equal employment opportunity. In accordance with all such laws of the State of New Mexico, the Contractor assures that no person in the United States shall, on the grounds of race, religion, color, national origin, ancestry, sex, age, physical or mental handicap, or serious medical condition, spousal af?liation, sexual orientation or gender identity, be excluded ??om employment with or participation in, be denied the bene?ts of, or be otherwise subjected to discrimination under any program or activity performed under this Agreement. If Contractor is found not to be in compliance with these requirements during the life of this Agreement, Contractor agrees to take appropriate steps to correct these de?ciencies. l7. Applicable Law. The laws of the State of New Mexico shall govern this Agreement, without giving effect to its choice of law provisions. Venue shall be proper only in a New Mexico court of competent jurisdiction in accordance with NMSA I978, 38-3-1 (G). By execution of this Agreement, Contractor acknowledges and agrees to the jurisdiction of the courts of the State of New Mexico over any and all lawsuits arising under or out of any term of this Agreement. 18. Workers Compensation. The Contractor agrees to comply with state laws and rules applicable to workers compensation bene?ts for its employees. If the Contractor fails to comply with the Workers Compensation Act and applicable rules when required to do so, this Agreement may be terminated by the Agency. 19. Records and Financial Audit. The Contractor shall maintain detailed time and expenditure records that indicate the date; time, nature and cost of services rendered during the Agreement?s term and effect and retain them DFA Contract No.: 15-366-0100-00300 PERA Contract No.: l560600300 for a period of three (3) years from the date of ?nal payment under this Agreement. The records shall be subject to inSpection by the Agency, the Department of Finance and Administration and the State Auditor. The Agency shall have the right to audit billings both before and after payment. Payment under this Agreement shall not foreclose the right of the Agency to recover excessive or illegal payments 20. Indemni?cation. The Contractor shall defend, indemnify and hold harmless the Agency and the State of New Mexico from all actions, proceeding, claims, demands, costs, damages, attorneys? fees and all other liabilities and expenses of any kind from any source which may arise out of the performance of this Agreement, caused by the negligent act or failure to act of the Contractor, its of?cers, employees, servants, subcontractors or agents, or if caused by the actions of any client of the Contractor resulting in injury or damage to persons or property during the time when the Contractor or any of?cer, agent, employee, servant or subcontractor thereof has or is performing services pursuant to this Agreement. In the event that any action, suit or proceeding related to the services performed by the Contractor or any of?cer, agent, employee, servant or subcontractor under this Agreement is brought against the Contractor, the Contractor shall, as soon as practicable but no later than two (2) days after it receives notice thereof, notify the legal counsel of the Agency and the Risk Management Division of the New Mexico General Services Department by certi?ed mail. 21. New Mexico Emnlovces Health Coverage. A. If Contractor has, or grows to, six (6) or more employees who work, or who are expected to work, an average of at least 20 hours per week over a six (6) month period during the term of the contract, Contractor certi?es, by signing this agreement, to have in place, and agree to maintain for the term of the contract, health insurance for those employees and offer that health insurance to those employees if the expected annual value in the aggregate of any and all contracts between Contractor and the State exceed $250,000 dollars. B. Contractor agrees to maintain a record of the number of employees who have accepted health insurance; declined health insurance due to other health insurance coverage already in place; or declined health insurance for other reasons. These records are subject to review and audit by a representative of the state. C. Contractor agrees to advise all employees of the availability of State publicly ?nanced health care coverage programs by providing each employee with, as a minimum, the following web site link to additional information: 22. Employee Pay Equity Reporting= Contractor agrees if it has ten (10) or more New Mexico employees OR eight (8) or more employees in the same job classi?cation, at any time during the term of this contract, to complete and submit the PE10-249 form on the annual anniversary of the initial report submittal for contracts up to one (1) year in duration. If contractor has (250) or more employees contractor must complete and submit the PE250 form on the annual anniversary of the initial report submittal for contracts up to one (1) year in duration. For contracts that extend beyond one (1) calendar year, or are extended beyond one (1) calendar year, contractor also agrees to complete and submit the DFA Contract No.: 15-366-0100-00300 PERA Contract No.: 1560600300 249 or PE250 form, whichever is applicable, within thirty (30) days of the annual contract anniversary date of the initial submittal date or, if more than 180 days has elapsed since submittal of the last report, at the completion of the contract, whichever comes ?rst. Should contractor not meet the size requirement for reporting at contract award but subsequently grows such that they meet or exceed the size requirement for reporting, contractor agrees to provide the required report within ninety (90 days) of meeting or exceeding the size requirement. That submittal date shall serve as the basis for submittals required thereafter. Contractor also agrees to levy this requirement on any subcontractor(s) performing more than 10% of the dollar value of this contract if said subcontractor(s) meets, or grows to meet, the stated employee size thresholds during the term of the contract. Contractor further agrees that, should one or more subcontractor not meet the size requirement for reporting at contract award but subsequently grows such that they meet or exceed the size requirement for reporting, contractor will submit the required report, for each such subcontractor, within ninety (90 days) of that subcontractor meeting or exceeding the size requirement. Subsequent report submittals, on behalf of each such subcontractor, shall be due on the annual anniversary of the initial report submittal. Contractor shall submit the required form(s) to the State Purchasing Division of the General Services Department, and other departments as may be determined, on behalf of the applicable subcontractor(s) in accordance with the schedule contained in this paragraph. Contractor acknowledges that this subcontractor requirement applies even though contractor itself may not meet the size requirement for reporting and be required to report itself. Notwithstanding the foregoing, if this Contract was procured pursuant to a solicitation, and if Contractor has already submitted the required report accompanying their reSponse to such solicitation, the report does not need to be re-submitted with this Agreement. 23. Invalid Term or Condition. If any term or condition of this Agreement shall be held invalid or unenforceable, the remainder of this Agreement shall not be affected and shall be valid and enforceable. 24. Enforcement of Agreement. A party's failure to require strict performance of any provision of this Agreement shall not waive or diminish that party's right thereafter to demand strict compliance with that or any other provision. No waiver by a party of any of its rights under this Agreement shall be effective unless express and in writing, and no effective waiver by a party of any of its rights shall be effective to waive any other rights. 25. DF A Contract No.: 15-366-0100-00300 PERA Contract No.: 1560600300 Notices. Any notice required to be given to either party by this Agreement shall be in writing and shall be delivered in person, by courier service or by US. mail, either ?rst class or certi?ed, return receipt requested, postage prepaid, as follows: 26. To the Agency: Sylvia Barela, Administrative Services Division Director Public Employees Retirement Association of New Mexico PO. Box 2123 Santa Fe, NM 87504-2123 Telephone: (505)476-9304 Email: svlvia.barela2@state.nm.us To the Contractor: Raymond Sanchez The Law Of?ce of Sanchez, Mowrer Desiderio P. C. 115 8th St. SW Albuquerque, NM 87102 Authority. If Contractor is other than a natural person, the individual(s) signing this Agreement on behalf of Contractor represents and warrants that he or she has the power and authority to bind Contractor, and that no ?thher action, resolution, or approval from Contractor is necessary to enter into a binding contract. IN WITNESS WHEREOF, the parties have executed this Agreement as of the date of signature by the DF A Contracts Review Bureau below. PUBLIC EMPLOYEES RETIREMENT ASSOCIATION: By: By: 1.: A 73st WAWEPROPST, Executive Director G. MTTARD, General Counsel Certifying legal suf?ciency craze/- CORDOVA, Chief Financial Of?cer Date: 3/lbl!? Date 2" 5,57 5? Date: 1?5 11:3 DFA Contract N0.: 15-366-0100-00300 PERA Contract No.: 1560600300 Date: /5 r. If. By: Title: 10 DFA Connect No.: 15-366-0100-00300 PERA Contract N0.: 1560600300 The records of the Taxation and Revenue Department re?ect that the Contractor is registered with the Taxation and Revenue Department of the State of New Mexico to pay gross receipts and compensating taxes. ID Numberzgap Em ?l By: Date- ation and Reven partment This Agreement has been approved by the DFA Contracts Review Bureau: Date: tar/cg:-