DATE: TO: FROM:

April 2, 2012 Prospective Proposers Purchasing Services (904) 858-4859 Instructions to Proposers Request for Proposals (RFP) No. 07-12/LG, Superintendent Search Services

SUBJECT:

The School Board of Duval County, Florida (the Board) is interested in receiving proposals, in response to the attached RFP, for selection of a qualified firm to perform Superintendent Search Services. The selected firm will conduct a nation-wide search for qualified Superintendent candidates on behalf of the Board. Additionally, the successful firm will assist in recruiting, evaluating, screening and selecting qualified applicants. Any questions regarding this RFP should be addressed to Mr. Larry Ganger, Purchasing Supervisor in writing, at the address stated above, by email at gangerl@duvalschools.org or via facsimile at (904) 858-4868. No Board member or other Duval County Public Schools staff should be contacted in relation to this RFP. Any information that amends or supplements any portion of this RFP, which is received by any method other than an addendum issued to the RFP should not be considered and is not binding on the Board. In order to assure that your proposal is in full compliance with all requirements of the RFP, please read carefully all portions of the RFP document, paying particular attention to the following areas: REQUIRED RESPONSE FORM Section 1, Required Response Form must be completed in full and executed without qualification or exception by a company representative authorized to obligate on behalf of the firm. PROPOSAL SUBMITTAL FORMAT Proposers are requested to organize their proposals in accordance with Section 3.0. The Board reserves the right to reject and not consider any proposal not organized and not containing all the information as outlined in Section 3.0. DUE DATE Proposals are due in the Purchasing Services Department on Tuesday, April 24, 2012 at 2:00 p.m. EDT. In order to have your proposal considered, it must be received on or before the date and time due. The Board will reject any proposal not received on or before the date and time due. STATEMENT OF NO RESPONSE If you are not submitting a proposal in response to this RFP, please complete Section E, Statement of No Response and return to Purchasing Services. Your responses to the Statement of No Response are very important to the Purchasing Services Department when creating future RFPs. Thank you for your interest in conducting business with The School Board of Duval County, Florida.

REQUEST FOR PROPOSALS (RFP) RFP NO. 07-12/LG

Superintendent Search Services

RFP Release Date: Deadline for Written Questions: Proposals Due:

April 2, 2012 4:00 p.m. EDT on April 17, 2012 On or before 2:00 p.m. EDT Tuesday, April 24, 2012 in Purchasing Services

DUVAL COUNTY PUBLIC SCHOOLS Purchasing Services Department 4880 Bulls Bay Highway Jacksonville, Florida 32219

TABLE OF CONTENTS Page

1.0 2.0 3.0 4.0 5.0 6.0 Required Response Form ............................................................................................ District Overview, Introduction and General Information .............................................. Information to be Included in the Submitted Proposal ................................................. Evaluation of Proposals ............................................................................................... Special Conditions ....................................................................................................... 1 2 5 8 9

General Conditions ...................................................................................................... 10 Attachments Attachment A - MBE Participation Attachment B - Statement of No Response Exhibits Exhibit 1 Scheduled Events Exhibit 2 Good Faith Efforts Statement

Page i of i Page

DUVAL COUNTY PUBLIC SCHOOLS

PURCHASING SERVICES
Consolidated Service Center 4880 Bulls Bay Highway Jacksonville FL 32219 PHONE (904) 858-4859 FAX (904) 858-4868

April 2, 2012 Request for Proposals (RFP) Required Response Form SUPERINTENDENT SEARCH SERVICES RFP No. 07-12/LG
This proposal must be submitted to Duval County Public Schools, Purchasing Services, 4880 Bulls Bay Highway, Jacksonville, FL 32219-3235, no later than 2:00 p.m. EDT on Tuesday, April 24, 2012, and plainly marked RFP No. 07-12/LG. Proposals are due and will be opened at this time. Proposals received after 2:00 p.m. EDT on the date due will not be considered. Anti-Collusion Statement / Public Domain I, the undersigned vendor have not divulged, discussed, or compared this proposal with any other vendors and have not colluded with any other vendor in the preparation of this proposal in order to gain an unfair advantage in the award of this proposal. I acknowledge that all information contained herein is part of the public domain as defined in the Public Records Act, Chapter 119, F.S.

Proposal Certification
I hereby certify that I am submitting the following information as my company's proposal and understand that by virtue of executing and returning with this proposal this REQUIRED RESPONSE FORM, I further certify full, complete, and unconditional acceptance of the contents of all pages, inclusive of this Request for Proposal, and all appendices/attachments and the contents of any Addendum released hereto.

VENDOR (firm name): STREET ADDRESS: CITY & STATE: PRINT NAME OF AUTHORIZED REPRESENTATIVE SIGNATURE OF AUTHORIZED REPRESENTATIVE: TITLE CONTACT PERSON: CONTACT PERSON'S ADDRESS: TELEPHONE: INTERNET E-MAIL ADDRESS: VENDOR TAXPAYER IDENTIFICATION NUMBER:
NOTE: Entries must be completed in ink or typewritten. An original manual signature is required.

DATE:

FAX:

TOLL FREE: INTERNET URL:

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2.0 DISTRICT OVERVIEW, INTRODUCTION AND GENERAL INFORMATION 2.1 District Overview: Duval County Public Schools (hereinafter referred to as DCPS or the District) and its governing board were created pursuant to Section 4, Article IX of the Constitution of the State of Florida. The District is an independent taxing and reporting entity managed, controlled, operated administered and supervised by District school officials in accordance with Chapter 1001, Florida Statutes. The School Board (hereinafter the Board) consists of seven elected officials responsible for the adoption of policies which govern the operation of the Districts public schools. The Superintendent of Schools is an official appointed by the Board and serves as its executive officer and ex-officio secretary, as well as being responsible for the administration and management of the schools within the applicable parameters of state laws, State Board of Education Rules, and School Board policies. The Superintendent is also specifically delegated the responsibility of maintaining a uniform system of records and accounts in the District by Section 1010.01, Florida Statutes as prescribed by the State Board of Education. The District is coterminous with Duval County, which covers 850 square miles. As of March 6, 2012 the annual budget for the District for FY 11-12 totals $1,222,181,453.03, including an operating budget of $994,609,598.08 and a capital budget of $227,571,854.95. The District operates 177 schools, including 107 elementary schools, 24 middle schools, 19 high schools, 5 specialized schools, 3 Exceptional Student Schools and 2 Combination (K-8) schools. The total full time enrollment of public school students is approximately 125,188 FTE. Growth is projected to continue in the future at an average of 400 students per year for the next six years. There are approximately 12,500 full-time and 1,500 part-time employees within the District. Of that figure, approximately 8,500 are teachers and 5,500 are instructional support or non-instructional staff. More information on the District may be obtained at www.duvalschools.org . 2.2 Services: The Board desires to receive proposals for services of a qualified firm to perform a search for Superintendent candidates for the District. The services will include, but not be limited to: a. In cooperation with the Board, develop a timeline that focuses on a desired start date for the new Superintendent on July 1, 2012 but in all events on or before January 1, 2013. b. In cooperation with the Board, develop a candidate profile and criteria evaluation/selection of the successful candidate for Superintendent. c. At the direction of the Board, develop and implement a plan to provide and facilitate community input and engagement (see Exhibit 1 for the Boards calendar of events scheduled to date, with more events to be scheduled as the plan is developed and implemented). All media releases, public announcements, and public disclosures by either party, including promotional or marketing material, shall be coordinated with and approved by the other party prior to release (which party may withhold such consent in its sole discretion), and each party shall provide its reasonable consent to the use of their respective marks/logos on the approved promotional and marketing materials. In addition to the foregoing, the Board will provide a facilitator/project manager to coordinate the activities among the Board, the Proposer (recruiting firm), and any third parties.

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d. In cooperation with the Board, develop and implement a candidate marketing and recruitment plan (which includes the distribution of materials), and conduct a national search (including advice to the Board on an appropriate compensation package for a new superintendent). e. In cooperation with the Board, establish a process by which unsolicited applicants may participate for consideration. f. Recruit candidates from both traditional and non-traditional backgrounds. Non-traditional background areas may include private for profit companies; non-profit agencies; military; governmental departments/agencies, etc. Validate all

g. Pre-screen candidates for qualifications and background information. qualifications and credentials of the finalists.

h. Present to the Board a list of finalists and provide to the Board a process to narrow the pool of qualified candidates for Board interviews. i. In cooperation with the Board, develop and implement a public information and participation program to ensure access by interested citizens in providing constructive input to the Board in defining criteria and qualifications, skills and competencies to be sought by the Board, and providing constructive input during the interview and final selection phases. Prepare any relevant reports as may be requested by the Board.

j.

k. Maintain complete documentation regarding the search and selection process. At the conclusion of the process, such documentation shall be relinquished to and become the property of the District. l. Provide any other necessary related services, including but not limited to support during the contract negotiations process relating to compensation and benefits. If any services, functions or responsibilities not specifically described in this RFP are necessary for the proper performance and provision of the services, they shall be deemed to be implied by and included within the scope of the services to the same extent and in the same manner as if specifically described herein.

2.3

Questions and Interpretations: Any questions or requests for clarification concerning any portion of this RFP shall be submitted, in writing, only to Larry Ganger, Supervisor, Purchasing Services Department, at the address listed in Section 5.1, by e-mail at gangerl@duvalschools.org or via facsimile (904) 858-4868. Any question requiring a response that amends the RFP document in any manner will be answered by addendum from the Purchasing Services Department to all potential Proposers. No information given in any other manner will be binding on the School Board. The deadline for such questions or requests will be the close of business (4:00 p.m., local time) on Tuesday, April 17, 2012 unless otherwise extended by the District. Questions or requests for clarification received after the deadline will NOT be addressed .

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2.4

Submittal of Proposals: Submit proposals in accordance with Section 3.0 of RFP for the required services as outlined in this section. Proposals must be organized and shall include necessary information as to be in full compliance with this Section. In order to facilitate the proposal evaluation process, special attention should be paid to organizing proposals in a manner consistent with Section 3.0. The Board reserves the right to reject and not consider any proposal that is not submitted in accordance with Section 3.0 or that does not include any necessary information. Evaluation of Proposals: Proposals will be uniformly evaluated in accordance with the criteria established in Section 4.0 by the Evaluation Committee (sometimes referred to as the Committee). See Section 4.0 for detailed description of evaluation process and Section 3.0 for detailed instructions on proposal submittal format. Award: All proposals will be evaluated in accordance with the evaluation criteria specified in this document. Based on the proposals received, the Board may elect to proceed based on any of the following options, but will not necessarily be limited only to these options: (1) Award to the best initial proposal without any further discussion or negotiation; 2) Negotiate with the highest ranked firm or firms, or; (3) require the top ranked firms to make oral presentations. Proposers are advised to provide a competitive offer with the initial proposal since the District reserves the right to award a contract based on initial proposals without further discussion or negotiation. The proposal most advantageous to the Board, at its sole discretion, will be selected. The Board reserves the right to negotiate out unacceptable clauses or restrictions incorporated within an otherwise acceptable proposal. In the event that a mutually acceptable contract between the Board and the selected Proposer cannot be successfully negotiated and executed, the Board reserves the right to discontinue negotiations with such Proposer and to negotiate and execute a contract with the next highest ranked Proposer.

2.5

2.6

2.7

Calendar: The District will attempt to adhere to the following time schedule, which will result in the selection of the successful proposer: April 2, 2012 April 17, 4:00 p.m. EDT April 24, 2012 Release of RFP. Deadline for written questions. Proposals due on or before 2:00 p.m. EDT in Purchasing, 4880 Bulls Bay Highway, Jacksonville, Florida 32219. Proposals received will be publicly opened at this time. Only the names of the Proposers will be read. Evaluation Committee meeting to review and evaluate proposals received.

May 1, 2012

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May 8, 2012

Oral presentations of the top ranked firm(s), at the Committees option.

NOTE: If presentations are required, the affected firms will be notified by May 4th. May 15 or May 22, 2012 Action by the School Board for award.

3.0 INFORMATION TO BE INCLUDED IN THE SUBMITTED PROPOSAL 3.1 General Information: This subsection represents information that is to be included in all proposals submitted but will not be utilized for evaluation purposes. It is not required that information described in this subsection be included more than once in the proposal. 3.1.1 3.1.2 3.1.3 3.1.4 Title Page: Include RFP number, subject, name of the proposer, address, telephone number and the date. Table of Contents: Include a clear identification of the material by section and by page number. Letter of Transmittal: Include the names of the persons who will be authorized to make representations for the proposer, their titles, addresses and telephone numbers. Attachment A: Sign and date in the spaces provided.

3.1.5. Attachment B: Sign and date in the spaces provided. 3.1.6 Required Response Form: (Page 1 of RFP) with all required information completed and all signatures as specified. Any modifications or alterations to this form shall not be accepted and proposal will be rejected. The enclosed original Required Response Form will be the only acceptable form. Other Company Names: State under what, if any, other or former name(s) the proposer has operated or done business. If none, state so.

3.1.7 3.2

Intentionally Deleted.

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3.3 Evaluation Criteria: This sub-section represents the information that will be utilized in the evaluation of proposals received and assignment of points in accordance with the evaluation criteria established in Section 4.0 for all proposals submitted. Proposers are cautioned to read this subsection carefully and respond with full and complete information that will assist the Evaluation Committee in evaluating proposals. Proposers are requested to respond in the format and organizational structure stated and to refrain from including promotional or advertisement materials in their proposal. The maximum allowable points (see Section 4.0) that will be awarded for each category are as stated. 3.3.1 Experience and Qualifications - Provide clear, detailed response to each criteria below (40 points maximum): 3.3.1.1 3.3.1.2 3.3.1.3 Provide general information about your firm including the location of the principal office and/or significant branch offices, which office would be directly responsible for the contract, if awarded and number of years providing candidate search services. Designate the principal and other individual(s) who would be assigned to this project, giving their professional qualifications and experience. Describe superintendent searches the firm has performed in the past three (3) years and the methodology used to identify and attract qualified candidates for the positions. Indicate the name of each district, number of enrolled students (size of district), and the search timeframe. Also describe the results of the search process and length of time the successful candidate served as superintendent. Describe the strategy and methodology used in searches over the past three (3) years to identify and attract candidates from non-traditional sources such as private firms, non-profit organizations, military or other governmental agencies. Provide a minimum of three references, clients either past or current, for whom your firm has provided superintendent search services. Include, at a minimum, client name and address, contact name and contact telephone number. Provide a list of all current or pending contracts for similar executive search services for K-12 education systems. Include district name, location, student population, anticipated completion timeframe and district contact name/title/telephone number. Provide a list of all current or pending contracts for executive search services for noneducation employers within the past two (2) years. Include entitys name, location, anticipated completion timeframe and contact name/title/telephone number. Provide a list of any contracts that have been terminated unfavorably or that have been unsuccessful within the past five (5) years. Explain the reason for termination and include contact names, titles and phone numbers. Provide a statement of any litigation or regulatory action that has been filed against your firm(s) in the last three (3) years. If an action has been filed, state and describe the litigation or regulatory action filed, and identify the court or agency before which the action was instituted, the applicable case or file number, and the status or disposition for such reported action. If no litigation or regulatory action has been filed against your firm(s), provide a statement to that effect. 40

3.3.1.4 3.3.1.5 3.3.1.6 3.3.1.7 3.3.1.8 3.3.1.9

MAXIMUM POINTS ALLOCATED:

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3.3.2

Scope of Services Provided (45 points maximum): Clearly describe in detail how your firm will accomplish each of the required elements of the contract, as described in Section 2.0. Minimum must include the following: 3.3.2.1 3.3.2.2 3.3.2.3 3.3.2.4 3.3.2.5 3.3.2.6 Detail specific tasks to be performed by your firm and the timeline within which each task shall be accomplished. Describe your firm's recruitment strategy and explain how this methodology will assure inclusion of the most qualified candidates. Describe in detail your candidate evaluation and screening process. Provide a description of your firms planned action to recruit traditional and nontraditional candidates, as described in Section 2.0. Describe the public participation program proposed and how it will enhance public contribution to the process. Describe the methods you will employ to assure compliance with Chapters 119 and 286, Florida Statutes, concerning public records and public meetings requirements. 45

MAXIMUM POINTS ALLOCATED: 3.3.3 Cost of Services (15 Points Maximum) 3.3.3.1

Provide a total fee for services based upon the requirements of Section 3.3.2, Scope of Services Provided. Each proposer shall include a personnel and cost schedule with the projected estimate of time in hours of each person listed which will be used to determine the guaranteed maximum price for all services (exclusive of reimbursable costs). For purposes of category, the foregoing total fee will be evaluated. Notwithstanding the foregoing, Proposers shall also identify all professional and support staff that may be utilized for the contract and their hourly rates to be charged if additional services are required. Do not include travel, lodging or meal costs. These costs will be on a direct reimburseable basis utilizing allowable rates consistent with the DCPS travel policies. Please include any other costs and expenses (e.g., document duplication or reproduction costs). Proposers are directed to clearly identify each of the foregoing fees and costs separately in the proposal. Payment shall be made monthly on a percentage of task completion basis, with final payment invoiced upon completion of the Superintendent selection process. The Proposer submitting the lowest cost will receive all available points for this category. All other Proposers will receive points proportionate to the lowest cost response (for example: a response that is 20% higher than the lowest cost will receive 20% fewer points). 15

MAXIMUM POINTS ALLOCATED:

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3.3.4. Interviews (5 Points Maximum). Interviews (If required): Points will be in addition to points assigned in all other Evaluation Criteria. Only those Proposers selected by the Committee to provide presentations will be eligible for points in this category. Once the Committee prepares a subtotal of the scores for the Evaluation Criteria above, the Committee may require presentations from the lesser of: (1) 3 of the highest scoring firms, or (2) those top-scoring firms within twenty (20) points. The Proposers selected for the interviews under this section shall be notified in writing, and shall be prepared to make its presentation to the Committee according to the tentative schedule in section 2.7 above. The Proposers presentations shall be based only upon information as provided in each Proposers submitted response. No new or previously un-submitted information may be presented. The distribution of additional printed material at the interview is strongly discouraged. 4.0 EVALUATION OF PROPOSALS 4.1 The Evaluation Committee will evaluate all proposals received according to the following criteria for each required service category stated in Section 3.0.
EVALUATION CRITERIA A) Experience and Qualifications B) Scope of Services Provided C) Cost of Services SUBTOTAL D) Interviews (Optional) MAXIMUM ALLOWABLE POINTS 40 45 15 100 5

TOTAL POSSIBLE POINTS

105

The Evaluation Committee will uniformly evaluate all proposals in accordance with the evaluation criteria specified in this document. Point assignments for each evaluation criterion will be at the discretion of each Evaluation Committee member. Point assignments of Committee members for the evaluation criteria will be added together for a gross total. This total for each Proposer will determine the order of the Proposers ranking. The failure of any firm to provide detailed information regarding proposal elements described in Section 3.0 may result in the reduction of points in the evaluation process.

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The Evaluation Committee reserves the right to interview any or all of the proposers and to require a formal presentation with the key people who shall administer and be assigned to work on the contract before award. If conducted, interviews shall be based upon the written proposals received. Purchasing Services personnel will participate in an administrative and advisory capacity only. Based on the proposals received, the District may elect to proceed with any of the following options, but shall not necessarily be limited to only these options: 1) Award to the best initial proposer without further discussion or negotiation; 2) Negotiate with the highest ranked firm or firms; 3) Allow the top ranked firms to make oral presentations and select the successful firm based upon Committee consensus. Proposers are advised to provide their best offer with the initial proposal since the District reserves the right to award a contract based on initial proposals without further discussion, interviews, or negotiation. Any agreement resulting from the evaluation and recommendation process must be approved by the Office of General Counsel, the School Board General Director of Policy and Compliance, must be governed by the laws of the State of Florida, and must have venue established in the 4th Circuit Court of Duval County, Florida. The approved agreement will be submitted to the Board for approval and execution by the Chairman of the Board. 5.0 SPECIAL CONDITIONS 5.1 The complete original proposal properly completed and signed must be submitted in a sealed envelope and received on or before 2:00 p.m., April 24, 2012 at the following address in order to be considered:
PURCHASING SERVICES DEPARTMENT

Duval County Public Schools 4880 Bulls Bay Highway Jacksonville, Florida 32219 Attention: RFP NO. 07-12/LG SUPERINTENDENT SEARCH SERVICES 5.2 Proposer shall submit one original proposal with an original manual signature. Proposer shall also submit nine (9) additional photocopies of proposal and two (2) exact copies on CD/ROM in PDF format. The proposal containing the original manual signature shall be clearly identified as the original proposal. All proposals shall be submitted in sealed packaging with RFP number and the proposers firm name clearly marked on the exterior of package. Timely delivery of any proposal is the sole responsibility of the submitting firm.

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Once accepted, all original proposals and any copies of proposals become the sole property of the Board and may be retained or disposed of in any manner the District deems appropriate. It is the sole responsibility of each Proposer to assure all copies are EXACT duplicates of the original Response. The photocopies and CD/ROM copies required above will be used for the purpose of evaluating the Responses. Any information contained in the original Response which has not been transferred to the CDs or photocopies will NOT be considered. The original document will be used solely for official record keeping and auditing purposes. 5.3 INSURANCE REQUIREMENTS: Proof of the following insurance will be furnished by any awardee to the Board and DCPS by Certificate of Insurance within 15 days of notification by the Boards designee. Such certificate must contain a provision for notification to the Board and DCPS 30 days in advance of any material change in coverage or cancellation. The Board and DCPS shall be named as an additional insured under the General Liability policy. The insurance information must be submitted on an insurance carrier's Certificate of Insurance. 5.3.1 5.3.2 5.3.3 General Liability Insurance with limits of not less than $1,000,000 per occurrence combined single limit for bodily injury and property damage. Professional Liability insurance with limits of not less than $1,000,000 per occurrence. Auto Liability Insurance covering all owned, non-owned and hired vehicles used in connection with this RFP, with bodily injury limits of liability of not less than $1,000,000 per person; and $1,000,000 per occurrence and property damage limits of not less than $1,000,000. Worker's Compensation in accordance with Florida Statutory limits and Employers Liability Insurance.

5.3.4

Prior to the commencement of any work the awardee must provide DCPS Purchasing Department with a Certificate of Insurance that is evidence of the above coverage, with the Board named as an additional insured. 6.0 GENERAL CONDITIONS 6.1 IRREVOCABILITY OF PROPOSAL: Any proposal may be withdrawn prior to the date and time proposals are due. Any proposal not withdrawn will constitute an irrevocable offer and may not be withdrawn for a period of 90 days from proposal opening to allow for proper evaluation and award. INFORMATION NOT IN RFP: No verbal or written information which is obtained other than by information in this document or Addenda to this Request for Proposal shall be binding on the Board.

6.2

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6.3

PUBLIC RECORDS LAW; AUDIT RIGHTS: 6.3.1 It shall be the sole responsibility of the awarded Proposer to comply with all requirements of Chapter 119 regarding documents received or generated in direct relationship to any contract awarded by the Board. 6.3.2 Pursuant to Florida Statutes Chapter 119, proposals received as a result of this RFP will not become public record until thirty (30) days after the date of opening or until posting of a recommendation for award, whichever occurs first. Thereafter, all proposal documents or other materials submitted by all Proposers in response to this RFP will be open for inspection by any person and in accordance with Chapter 119, Florida Statutes. To the extent a Proposer asserts any portion of its proposal is exempt or confidential from disclosure under Florida's public records, the burden shall be on the Proposer to obtain a protective order from a jurisdictional court protecting such information from disclosure under Florida's public records laws and also timely provide a certified copy of such protective order to the District prior to the District's release of such information into the public domain. 6.3.3 DCPS shall have the right to audit all books and records (in whatever form they may be kept, whether written, electronic or other) relating or pertaining to the contact to be awarded pursuant to this RFP (including any and all documents and other materials, in whatever form they may be kept, which support or underlie those books and records), kept by or under the control of Proposer, including, but not limited to those kept by Proposer, its employees, agents, assigns, successors and subcontractors. The Proposer awarded a contract pursuant to this RFP shall maintain such books and records, together with such supporting or underlying documents and materials, for the duration of the contract and for at least three (3) years following the completion of this contract, including any and all renewals thereof. The books and records, together with the supporting or underlying documents and materials shall be made available, upon request, to DCPS, through its employees, agents, representatives, contractors or other designees, during normal business hours at Proposers office or place of business in Jacksonville, Florida. In the event that no such location is available, then the books and records, together with the supporting or underlying documents and records, shall be made available for audit at a time and location in Jacksonville, Florida, which is convenient for DCPS. This paragraph shall not be construed to limit, revoke, or abridge any other rights, powers, or obligations relating to audit which DCPS may have by state, city, or federal statute, ordinance, regulation, or agreement, whether those rights, powers, or obligations are express or implied.

6.4

NONCONFORMANCE TO CONTRACT CONDITIONS: Services offered must be in compliance with RFP conditions and specifications and any resulting agreement at all times. Services not conforming to RFP conditions, specifications or time frames may be terminated at proposer(s) expense and acquired on the open market. Any increase in cost incurred resulting from the Proposers breach of contract may be charged against the Proposer. Any violation of these stipulations may also result in Proposer being debarred for a period of two (2) years and any RFP submitted by such Proposer will not be considered and will not be recommended for award.

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6.5

GOVERNING LAW: This RFP, and any award(s) resulting from this RFP, shall be governed by and construed under the laws of the State of Florida and must have venue established in the 4th Circuit Court of Duval County, Florida. LEGAL REQUIREMENTS: Federal, state, county and local laws, ordinances, rules and regulations that in any manner affect the goods or services covered herein apply. Lack of knowledge by the proposer will in no way be a cause for relief from responsibility. ADVERTISING: In submitting a proposal, the Proposer agrees not to use the results therefrom as a part of any commercial advertising without prior written approval of the Board. It will be at the sole discretion of the Board as to whether or not to authorize any use of its relationship by the Proposer. PAYMENT: A purchase order will be generated after award by the Boards designee for any services to be performed as a result of this RFP. Payment will be provided in compliance with the conditions of this RFP. CONFLICT OF INTEREST: The award of this RFP is subject to the provisions of Chapter 112, Florida Statutes, as currently enacted or as amended from time to time. All proposers shall disclose with their proposal the name of any officer, director or agent who is also an employee of DCPS. PATENTS AND ROYALTIES: The proposer, without exception, shall indemnify and save harmless the Board and DCPS and its employees from liability of any nature or kind, including cost and expenses for or on account of any copyrighted, patented, or unpatented invention, process, or article manufactured or used in the performance of the contract, including its use by the Board and DCPS. If the proposer uses any design, device, or materials covered by letters, patent, or copyright, it is mutually understood and agreed without exception that the RFP prices shall include all royalties or cost arising from the use of such design, device or materials in any way involved in the work. DOCUMENT PRIORITY: In the event of a conflict between the documents, the order of priority of the documents shall be as follows: Any executed agreement resulting from the award of this RFP (if applicable); then Addenda (if any) released for this RFP, with the latest Addendum taking precedence; then the RFP; then awardees proposal. In case of any other doubt or difference of opinion, the decision of the Board shall be final and binding on both parties. Any exceptions to the RFP made by Proposer are not accepted unless affirmatively agreed to in writing by the Board.

6.6

6.7

6.8

6.9

6.10

6.11

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6.12

NONDISCRIMINATION: Proposers affirm by submitting their proposals they are equal opportunity and affirmative action employers and shall comply with all applicable federal, state and local laws and regulations including, but not limited to: Executive Order 11246 as amended by 11375 and 12086; 11625; 11758; 12073; The Rehabilitation Act of 1973, as amended; The Vietnam Era Veterans Readjustment Assistance Act of 1975; Civil Rights Act of 1964; Equal Pay Act of 1963; Age Discrimination Act of 1967; Immigration Reform and Control Act of 1986; Public Law 95-507; The Americans with Disabilities Act; 41 CFR Part 60 and any additions or amendments thereto. PUBLIC ENTITY CRIMES: Section 287.133(2)(a), Florida Statutes, as currently enacted or as amended from time to time, states that a person or affiliate who has been placed on the convicted vendor list following a conviction for a public entity crime may not submit a proposal on a contract to provide any goods or services to a public entity, may not submit a proposal on a contract with a public entity for the construction or repair of a public building or public work, may not submit a proposal on leases of real property to a public entity, may not be awarded or perform work as a contractor, supplier, subcontractor, or consultant under a contract with any public entity, and may not transact business with any public entity in excess of the threshold amount provided in Section 287.017 for CATEGORY TWO for a period of 36 months from the date of being placed on the convicted vendor list. MINORITY BUSINESS ENTERPRISE (MBE) PARTICIPATION: DCPS encourages a maximum participation of Minority Business Enterprises in its contract awards, based upon availability. DCPS ensures that private companies doing business with it are not discriminated against in the award of contracts for construction projects, procurement of goods and services, and professional services on the basis of race, color, sex or national origin. The Proposer awarded a contract pursuant to this RFP shall submit to the Minority Business Affairs Office a Quarterly Minority Business Activity Report stating the quarterly with certified Minority Business Enterprises. The report shall include the name of the company (s), the products (s) or service (s) purchased and the amount. If there is no activity to report for the quarter, the Company shall submit a Good Faith Efforts Statement. (Please see the attached Good Faith Effort Statement Exhibit 2) DISPUTE PROCEDURE: Any actual or prospective bidder, proposer or contractor who is aggrieved in connection with the solicitation or award of a contract may file a protest and shall deliver its written notice of protest to Chief Officer, Operations Support, or designee (hereinafter Hearing Officer) immediately, but no later than two (2) working days after bid opening or after recommendation of award, if not to the apparent low bidder, or as set forth in paragraph 8 infra, which will initiate the 48-hour notice requirement. The written protest with documentation shall be delivered to the Hearing Officer no later than 2 p.m. on the 4 th calendar day immediately following the bid opening or receipt of notice of intent to award recommendation as is appropriate. If that day is a DCPS non-workday, the protest shall be delivered no later than 9 a.m. the next DCPS work day. Protests shall be presented with specificity, and every issue shall be fully documented.

6.13

6.14

6.15

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1) 2)

The legal basis for any relief sought must be clearly identified and explained in the written notice of protest. The Hearing Officer shall call a meeting and hear all protests and receive all evidence within a reasonable time in Duval County, Florida. This does not preclude the Hearing Officer from calling a special meeting or granting a continuance under extraordinary circumstances. All bidders or offerors shall receive notice of any protest hearing and a copy of the protest document. Attachments shall be available upon request. The Florida Rules of Evidence and Civil Procedure may be relaxed at the sole discretion of the Hearing Officer presiding at any protest hearing. The Hearing Officer shall issue his/her decision within two (2) working days of the completion of the protest hearing. The Hearing Officers decision shall result in a final order which may include findings and conclusions. The decision of the Hearing Officer shall be final. The Board does not encourage the use of faxes to accomplish delivery of the notice of protest and the protest itself. Any bidder or offeror utilizing delivery by fax shall assume the risk associated with incomplete delivery or nonreceipt. Any protest specification objection shall be generally treated as set forth in paragraph 1 supra. The operative date for the notice requirement shall be the date the specifications were obtained by the prospective bidder or offeror but no later than 10 days prior to the date of bid opening or proposal due date. ASSIGNMENT: The contract awarded as a result of this RFP is personal to the parties and may not be assigned, in whole or in part, or by merger or reorganization, by the Proposer without the prior written consent of the Board in its sole and absolute discretion. The Proposer agrees and represents that all of the services required hereunder shall be performed by the Proposer and/or its subcontractor as identified in the proposal. Should the Proposer desire to delete, add, or amend any subcontractor or engage additional companies as subcontractors hereunder, prior written approval by the Board (in its sole discretion) shall be required. Notwithstanding anything to the contrary herein, the Proposer shall submit as the primary responding entity and shall be responsible for its performance and the performance of any of its subcontractor(s). CANCELLATION: In the event any of the provisions of this RFP are violated by the Proposer, the Director, Purchasing Services Department shall give written notice to the Proposer stating the deficiencies and unless deficiencies are corrected within five (5) days, recommendation will be made to the Board for immediate cancellation.

3) 4) 5) 6) 7)

8)

6.16

6.17

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6.18

TERMINATION FOR CONVENIENCE: The Board, reserves the right to terminate any contract resulting from this RFP, at any time and for any reason, upon giving ten (10) days prior written notice to the other party. If said contract should be terminated for convenience as provided herein, the Board will be relieved of all obligations under said contract, and the Board will only be required to pay that amount of the contract actually performed to the date of termination. The Proposer agrees the Board will not be liable to the Proposer for any termination fee, penalty or liquidated damages as a result of such termination. Access to any and all work papers will be provided to the Board after the termination of the contract. The parties understand and agree that the Proposer shall in no event have the reciprocal right to terminate the Contract; it being understood that the Proposers compensation forms the consideration for the Proposer not having this right to terminate for convenience. INDEMNIFICATION: 6.19.1 By Board and DCPS: The Board and DCPS agree to be fully responsible for its acts of negligence, or its agents acts of negligence and agrees to be liable for any damages resulting from said negligence. Nothing herein is intended to serve as a waiver of sovereign immunity by the Board and DCPS. Nothing herein shall be construed as consent by the Board and DCPS to be sued by third parties in any matter arising out of any contract. 6.19.2 By Proposer: Proposer agrees to indemnify, hold harmless and defend the Board and DCPS, its agents, servants and employees from any and all claims, judgments, costs and expenses including, but not limited to, reasonable attorneys fees, reasonable investigative and discovery costs, court costs and all other sums which the Board and DCPS, its agents, servants and employees may pay or become obligated to pay on account of any, all and every claim or demand, or assertion of liability, or any claim or action founded thereon, arising or alleged to have arisen out of the products, goods or services furnished by the Proposer, its agents, servants or employees; the equipment of the Proposer, its agents, servants or employees while such equipment is on premises owned or controlled by the Board and DCPS; or the negligence of Proposer or the negligence of Proposers agents when acting within the scope of their employment, whether such claims, judgments, costs and expenses be for damages, damage to property including the Board and DCPSs property, or any other alleged loss, or injury or death of any person whether employed by the Proposer, the Board, DCPS or otherwise.

6.19

6.20

EX PARTE COMMUNICATION: Ex parte communication, whether verbal or written, by any potential Proposer or representative of any potential Proposer to this RFP with District personnel involved with or related to this RFP, other than as designated in this document, is strictly prohibited. Violation of this restriction may result in the rejection/disqualification of the Proposers proposal. Ex parte communication, whether verbal or written, by any potential Proposer or representative of any potential Proposer to this RFP with Board members is also prohibited and will result in the disqualification of the Proposer.

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6.21

GRATUITIES: Proposers shall not offer any gratuities, favors, or anything of monetary value to any official, employee, or agent of DCPS; including any School Board member, Superintendent of Schools and any Evaluation Committee Members, for the purpose of influencing consideration of their proposal. PREPARATION COST OF PROPOSAL: Proposer is solely responsible for any and all costs associated with responding to this RFP. The Board will not reimburse any proposer for any costs associated with the preparation and submittal of any proposal, or for any travel and per diem costs that are incurred by any proposer. ACCEPTANCE AND REJECTION OF PROPOSALS:

6.22

6.23

6.23.1 Acceptance: All proposals properly completed and submitted will be considered by the Board. However, the Board reserves the right to request additional information, reject any or all proposals that do not meet all mandatory requirements, or any or all proposals may be rejected when there are sound, documented business reasons that serve the best interest of the Board. 6.23.2 The Board also reserves the right to waive minor irregularities in any proposal received if such action is in the best interest of the Board. However, such a waiver shall in no way modify the RFP requirements or excuse the proposer from full compliance with the RFP specifications and other contract requirements if the proposer is awarded the contract. 6.23.3 Rejection: A proposal may be rejected if it does not conform to the rules or the requirements contained in this RFP. Examples for rejection include, but are not limited to, the following: 6.23.3.1 6.23.3.2 6.23.3.3 6.23.3.4 The proposal is received in the Purchasing Services Department after the deadline specified in the RFP. Failure to execute and return the enclosed original REQUIRED RESPONSE FORM as provided in Section 1.0. Failure to respond to all subsections within the RFP. Evidence of collusion among proposers, in which case all suspected proposals involved in the alleged collusive action shall be rejected, and any participants to such collusion shall be barred from future procurement opportunities until reinstated. The proposal shows non-compliance with applicable laws or contains any unauthorized additions or deletions, is a conditional proposal, is an incomplete proposal, or contains irregularities of any kind which make the proposal incomplete, indefinite, or ambiguous as to its meaning. The Proposer adds provisions reserving the right to accept or reject an award or to enter into a contract pursuant to an award or adds provisions contrary to those in the RFP.

6.23.3.5

6.23.3.6

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6.24 6.25

WITHDRAWAL OF RFP: If considered to be in its best interest, the Board reserves the right to withdraw this RFP or cancel any portions thereof at any time prior to award of the contract. DEFAULT AND VENUE: In the event of a default on this contract, each party shall be responsible for its own attorney fees and court costs. Any action by either party to enforce this contract shall be instituted and prosecuted in the State of Florida court having jurisdiction in Duval County, Florida, and the defaulting party waives venue in any other jurisdiction. All disputes shall be governed by the Laws of the State of Florida. It is the sole responsibility of the Proposer to assure it has received the entire RFP and any and all Addenda. It is the sole responsibility of the Proposer to assure that its proposal is received in the PURCHASING SERVICES DEPARTMENT on or before 2:00 p.m. on April 24, 2012. No verbal or written information which is obtained other than by information in this document or by Addenda to this RFP shall be binding on the Board. No submissions made after the proposal opening, amending or supplementing the proposal shall be considered. The Evaluation Committee and/or the Board reserves the right to waive irregularities or technicalities in any proposals received in its sole discretion as it deems to be in the best interests of the District. Proposer represents and warrants that is not listed on either the Scrutinized Companies with Activities in Sudan List or the Scrutinized Companies with Activities in the Iran Petroleum Energy Sector List. Pursuant to section 287.135, Florida Statutes, the submission of a false certification may subject the company to civil penalties, attorneys fees, and/or costs. [This certification applies to contracts of $1,000,000 or more. A list of the companies can be found as a link to PFIA Quarterly Reports at www.sbafla.com/fsb/ ] Proposer(s) doing business with the DCPS are prohibited from harassing, sexually harassing, and/or discriminating against any employee, applicant, or client because of race, creed, color, national origin, sex or age with regard to but not limited to the following: employment practices, rates of pay or other compensation methods, and training selection.

6.26 6.27 6.28 6.29 6.30

6.31

6.32

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6.32

JESSICA LUNSFORD ACT: The Proposer shall comply and be responsible for the costs associated with the Jessica Lunsford Act, which became effective on September 1, 2005 (if applicable). The Act states that contractual personnel who are permitted access to school grounds when students are present or who have direct contact with students must meet Level 2 requirements as described in Section 1012.32, Florida Statutes. Contractual personnel shall include any vendor, individual or entity under contract with the District. Current employees that have met the requirements of this Act with the District, and are in good standing, could be available for immediate employment with the successful Proposer. Any current employees compliance with the Act is valid for one-year and would have to be renewed during a contract year as his/her current background check expires. All background checks (initial and renewals) will be at the expense of the Proposer.

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ATTACHMENT A Minority Business Enterprise Policy And

Proposed Schedule of Participation

RFP No. 07-12/LG Superintendent Search Services

NOTICE OF NONDISCRIMINATION Duval County Public Schools (DCPS) encourages a maximum participation of Minority Business Enterprises in its contract awards, based upon availability. The District ensures that private companies doing business with DCPS are not discriminated against in the awarding of contracts for construction, procurement of goods and services and professional services on the basis of race, color, sex, or national origin. MINORITY BUSINESS DEVELOPMENT AND ASSISTANCE PROGRAM It is the policy of the Duval County Public Schools (DCPS), as defined in subchapter 13 of the DCPS Rules, to ensure the equitable participation of Minority Business Enterprises (MBE), in providing services to the District under this contract. This contract will be administered under the ENCOURAGEMENT METHOD; in this regard, the proposer shall take all necessary and reasonable steps to ensure that certified MBEs have an equitable opportunity to compete and perform on this contract. Only firms certified by the DCPS or the City of Jacksonville (JSEB program vendors must have a MBE designation) may be counted towards the proposer's goal achievement. For a listing of certified MBEs, proposers may contact: DCPS, Minority Business Affairs Office @ (904) 858-4860 City of Jacksonville, Equal Business Opportunity Office @ (904) 630-1165

Please be advised that the awarded contractor will be responsible for submitting a quarterly MBE report or a quarterly Good Faith Efforts statement to the Office of Minority Business Affairs. Please see the attachment regarding Good Faith Efforts for additional information. I declare that I have read the forgoing conditions, and instructions as revealed in the MBE requirements, and will comply herein. Name of Firm: Signature: Print Name: Program Contact: E-Mail: Submit this form with your proposal. Title: Date: Phone: _____

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ATTACHMENT B, STATEMENT OF NO RESPONSE

Superintendent Search Services, RFP No. 07-12/LG

If your company will not be submitting a response to this Request for Proposal, please complete this Statement of No Response Sheet and return, prior to the RFP Due Date established within, to: The School Board of Duval County, Florida Purchasing Services Department 4880 Bulls Bay Highway Jacksonville, Florida 32219 This information will help The School Board of Duval County, Florida in the preparation of future Bids/RFPs. Bid/RFP Number: _____________________________ Title: _______________________________________________ Company Name: __________________________________________________________________________________ Contact: ________________________________________________________________________________________ Address: ________________________________________________________________________________________ _______________________________________________________________________________________________ Telephone: __________________________________ Facsimile: __________________________________________

Reasons for NO Response:

Unable to comply with product or service specifications. Unable to comply with scope of work. Unable to quote on all items in the group. Insufficient time to respond to the Request for Proposal. Unable to hold prices firm through the term of the contract period. Our schedule would not permit us to perform. Unable to meet delivery requirements. Unable to meet bond requirements. Unable to meet insurance requirements. Other (Specify below)

Comments: _______________________________________________________________________________________________ _______________________________________________________________________________________________ _______________________________________________________________________________________________ _______________________________________________________________________________________________ Signature: ________________________________________________ Date: ________________________________

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EXHIBIT 1 SCHEDULED EVENTS (AS OF RFP PUBLICATION DATE)

RFP No. 07-12/LG Superintendent Search Services

SESSION ENVISIONING COMMITTEE ENVISIONING COMMITTEE HIGH SCHOOL TEACHERS ELEMENTARY SCHOOL TEACHERS HIGH SCHOOL PRINCIPALS MIDDLE SCHOOL TEACHERS MIDDLE & HIGH SCHOOL APS & GUIDANCE DISTRICT ACADEMIC AND SUPPORT ADMINISTRATIONS ELEMENTARY SCHOOL PRINCIPALS ELEMENTARY APS & GUIDANCE DISTRICT OPERATIONS ADMINISTRATORS MIDDLE SCHOOL PRINCIPALS ENVISIONING COMMITTEE

DATE 04/09/12 04/16/12 04/30/12 04/30/12 05/03/12 05/03/12 05/07/12 05/07/12 05/07/12 05/10/12 05/10/12 05/10/12 05/14/12

TIME 6:00PM - 8:00 PM 6:00PM - 8:00 PM 4:00PM - 5:30PM 6:00PM - 7:30 PM 4:00PM - 5:30PM 6:00PM - 7:30 PM 2:00 PM 3:30 PM 4:00PM - 5:30PM 6:00PM - 7:30 PM 2:00 PM 3:30 PM 4:00PM - 5:30PM 6:00PM - 7:30 PM 6:00PM - 8:00 PM

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EXHIBIT 2 Minority Business Affairs Office Good Faith Efforts Statement The awarded contractor is required to submit evidence that would demonstrate Good Faith Efforts in the solicitation of certified Minority Business Enterprises (MBE) vendors, by submitting a quarterly statement to the Office of Minority Business Affairs. This statement should be submitted when the Encouragement Method is used for a contract or if the contractor is not obtaining the established goal for the course of this contract. The following are examples of Good Faith Efforts to solicit certified MBE vendors: Whether the contactor sponsored or attended any pre-solicitation meeting that were scheduled to inform MBEs of subcontracting opportunities; or Whether the contractor advertised in minority focus media concerning subcontracting opportunities. Whether the contractor provided written notice to certified MBE vendors advising them of the specific work or services being subcontracted and that their interest are being solicited. Whether the contractor followed up with interested MBE vendors.

Please submit your monthly MBE report or a quarterly Good Faith Efforts statement to the following address: Office of Minority Business Affairs 4880 Bulls Bay Highway Jacksonville, FL 32219-3235 Or email to tramelb@duvalschools.org Fax (904) 858-1492

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