23-195 Bond Counsel.pdf

Eugene School District 4J Request for Proposal: Bond Counsel Services (23-195)

REQUEST FOR PROPOSAL

Solicitation # 23-195 Bond Counsel Services

Proposals due Thursday, December 1, 2022, 4:00pm local time

Proposals and supporting documentation are to be submitted to:

solicitations@4j.lane.edu

Contact Information

Dustin Hayden, Purchasing Analyst Eugene School District 4J, Purchasing Office

200 North Monroe Street Eugene, OR 97402 solictiations@4j.lane.edu

(541) 790–7620 mailto:solicitations@4j.lane.edu

TABLE OF CONTENTS

SECTION 1 INSTRUCTION TO PROPOSERS 4

SECTION 2 INTRODUCTION AND BACKGROUND INFORMATION 10

SECTION 3 SCOPE OF WORK 11

SECTION 4 PROPOSAL EVALUATION PROCEDURES 14

SECTION 5 PROPOSAL SUBMITTAL PROCEDURES 17

SECTION 6 GENERAL PROVISIONS 19

SECTION 7 INSURANCE REQUIREMENTS 27

ATTACHMENT A ADDITIONAL REPRESENTATIONS 29

ATTACHMENT B REFERENCES 31

ATTACHMENT C SIGNATURE PAGE 32

ATTACHMENT D TAX CLASSIFICATION 34

ATTACHMENT E CERTIFIED DISADVANTAGED BUSINESS OUTREACH PLAN 35

REQUEST FOR PROPOSAL

General Information Notice is hereby given that proposals will be accepted for the following items and/or services by Eugene School District 4J:

Materials/Service Date Time Location Bond Counsel Services Dec 1, 2022 4:00 p.m. Eugene School District 4J Purchasing

Vendors who demonstrate an ability to meet the enclosed requirements, specifications, and timelines are invited to submit a proposal as specified herein.

Method of Award The District intends to enter into one or more one (1) year professional service agreement(s) to start January 1, 2023. Agreements may be extended for up to four (4) additional one (1) year periods, at the option of the District, after an annual evaluation of services.

Proposal Submission Each Proposer shall submit a proposal in specified file format by email to solicitations@4j.lane.edu. Electronic proposal must be received via email no later than December 1, 2022 AT 4:00 PM LOCAL TIME. Proposals delivered after the deadline will not be accepted. Proposals submitted will remain confidential in nature until Notice of Intent to Award has been issued by the District. Proposer shall submit offer using the attachments provided in accordance with the instructions provided herein. Proposer’s Signature Page form shall be completed and signed by a person authorized to bind the Proposer.

Questions and comments regarding this Request for Proposal, its terms and conditions should be directed to Dustin Hayden, Purchasing Analyst at (541) 790-7620 or by email solicitations@4j.lane.edu. Please review the enclosed document carefully.

Timeline Deadline Event October 31, 2022 Issue Request for Proposal November 14, 2022 (4 p.m.) RFP questions due November 21, 2022 Release of Addendum to RFP, if appropriate December 1, 2022 (4 p.m.) Proposals Due (email) December 9, 2022 Notice of Intent to Award (email to each Proposer) December 16, 2022 (12:00 p.m.) End of Protest Period January 1, 2023 Contracts signed

The District will make every effort to administer the proposal process in accordance with the Timeline. However, the District reserves the right to modify the proposal process and dates as deemed appropriate.

SECTION 1

INSTRUCTION TO PROPOSERS

These instructions outline the offer submission procedures, evaluation of offers, and the award of a contract.

The term “District” refers to the Eugene School District 4J. The term “Proposer” refers to any entity submitting an offer in response to this solicitation. The term “Vendor” refers to any Proposer(s) awarded a contract.

1.1 Solicitation review

Proposer must carefully review this document and is responsible for knowing and understanding the terms and conditions included in or applicable to this document. Unless defects, ambiguities, omissions or errors are brought to District’s attention in advance of the date the proposal is due, protests or appeals based on such defects, ambiguities, omissions, or errors will not be favorably considered.

1.2 Change, clarification or protest

Proposers may request changes or clarification to, or must protest the contract terms and conditions or the specifications of the RFP. Proposer’s comments must be e-mailed to and received by District by the date listed on the Timeline to allow enough time for issuance of an addendum, if required. Such comments shall include:

• A detailed statement of the legal and factual grounds for the change, clarification, or protest; and

• A description of the resulting prejudice to the proposer; and

• A statement of the form of relief requested or any proposed changes to the contract terms and conditions or specifications.

All proposals are to remain valid for sixty (60) days from the due date. District shall not consider a proposer’s request for change or protest after RFP due date and time. District shall provide notice to the applicable proposer if it entirely rejects the request or protest. If District agrees with the proposer’s request or protest, in whole or in part, District shall issue an addendum reflecting its determination.

1.3 Addenda

Changes or additions to RFP documents shall be accomplished by written addenda. Addenda shall be issued prior to the RFP due date to allow proposers sufficient time to consider the changes or additions in preparing their offers. The Proposer shall acknowledge receipt of all addenda issued on the appropriate submittal tab enclosed. At its discretion, District may extend the RFP due date and time to allow proposers time to analyze and adjust to any changes. Proposers are responsible to make inquiry as to any addenda issued.

1.4 Modification or withdrawal

Proposers may modify or withdraw a submitted proposal only prior to the RFP due date and time. A modification or withdrawal shall be submitted by an authorized representative and shall state the action requested (e.g., the modified offer supersedes the prior offer; the submitted offer is withdrawn).

1.5 Submitting proposals

Proposers are solely responsible for delivering the offer in the designate manner to the designated delivery point prior to the RFP due day and time. Each Proposer shall submit the following: One original proposal in specified format by email to solicitations@4j.lane.edu. Proposal must be received no later than December 1, 2022 at 4:00 pm local time, at which time and place acceptance of proposals will be closed. Proposals delivered after the deadline will not be accepted. Proposal submitted will remain confidential in nature until a notice of intent to award has been issued by the District.

• Email submission to solications@4j.lane.edu with a subject line of Bond Counsel Services RFP:

[Proposer’s Name].

• Attachments should be in specified format and be named as follows: Bond Counsel Services RFP

[Proposer’s Name] [Attachment Name]

• Submitted email submissions will not be opened until the RFP due date and time.

See Item 1.18 Confidentiality for submission of items requested to be exempt from Oregon Public Records Law and disclosure.

1.6 Submittal requirements

See SECTION 5: PROPOSAL SUBMITTAL PROCEDURES for proposal submittal procedures for complete submittal requirements.

1.7 Receiving offers

• Each offer will be electronically time-stamped by District’s server and email system with the date and time it was received. A reply email will confirm receipt of the email by District.

• Offers shall be held unopened and until the RFP due date and time. District shall not be responsible for the premature opening or failure to open an offer that is not properly addressed or identified.

• Failure to submit proposals in the specified format shall be considered just cause for rejection of the proposal at the sole discretion of District.

• When the proposal due date and time has passed, District will cause the proposals to be opened and recorded. The number of proposals received, the identity of proposers, or the contents of a proposal will not be disclosed to the public until all proposals are evaluated and recommendation for award has been determined.

1.8 Late proposals

Proposals received after the specified due date and time shall not be considered and shall be held unopened by District until after the award of the contract. District shall make no concessions regarding postal service or any other form of conveyance of the offer document even when timely delivery of the offer fails through no fault of the proposer. District reserves the right to, at its discretion, to consider offers delayed or mishandled by District.

1.9 Offer acceptance

• By signing and returning a proposal, the proposer acknowledges it has read and understands the terms and conditions contained in the request for proposal document and that it accepts and agrees to be bound by the terms and conditions of the request for proposal document.

• A proposer’s offer shall be firm, irrevocable, valid, and binding on the proposer for not less than 60 days from the proposal due date and time unless otherwise specified. District may request either orally or in writing that a proposer extends the time for acceptance.

1.10 Cancellation/rejection of offers

• District may cancel the solicitation if such cancellation is in the best interest of District. District may reject for good cause any offer:

• That is not in compliance with the prescribed RFP procedures and requirements; or mailto:solications@4j.lane.edu

• Upon District’s written determination, it is in the public interest to do so; or

• If the proposer is not responsible, e.g., the proposer has failed to perform under some other contract of a similar nature with District; or

• When the proposer fails to supply on offer security or performance bonds, specifications, samples, descriptive literature, references, etc., when such is required or requested; or

• When the proposer fails to include acknowledgement of all addenda issued.

1.11 Mistakes by proposer

District has the authority to waive any and all minor deviations, informalities, or inadvertent nonjudgmental mistakes on any offer. Such mistakes must by a matter of form, rather than substance, which is clearly evident regarding the offer or an insignificant mistake that can be waived or corrected promptly without prejudice to other proposers or District. Errors in judgment made in an offer by a proposer shall not be waived.

1.12 Responsive/Responsible proposer

A responsive proposal is one that conforms in all-material respects to the RFP. The District reserves the right to waive technicalities or minor informalities in determining a Proposer’s responsiveness. A responsible Proposer is a person or firm that has the capability in all respects to perform fully the contract requirements, as well as the tenacity, perseverance, expertise, integrity, reliability, capacity, facilities, equipment, staff, and credit that will assure good faith performance.

1.13 Clarification of responses

District reserves the right to request clarification of any item in a firm’s proposal or to request additional information necessary to properly evaluate a particular proposal. All requests for clarification and responses shall be in writing, which includes electronic format such as email. Except for requests and responses related to a clarification necessary to evaluate whether a proposal has met minimum requirements, all requests for clarification and responses shall be provided to each evaluation committee member.

1.14 References

References are required as part of the response to this solicitation. Please refer to ATTACHMENT B:

REFERENCES for required references to be provided with proposal submissions. Failure to provide references as specified shall be grounds for rejection of proposal. District reserves the right to investigate references including customers other than those listed in proposer’s submission.

Investigation may include past performance of any proposer with contractual obligations its completion or delivery of a project on schedule, and its lawful payment of employees and workers.

1.15 Negotiation with awarded Vendor

District reserves the right to negotiate final contract terms with the awarded Vendor to the fullest extent allowed by law and as in the best interest of the District.

1.16 Collusion

A Proposer submitting a Proposal hereby certifies that no officer, agent or employee of District has a pecuniary interest in this Proposal; that the Proposal is made in good faith without fraud, collusion or connection of any kind with any other Proposer and that the Proposer is competing solely in its own behalf without connection with, or obligation to, any undisclosed person or firm.

1.17 Recycled materials and sustainable products and processes

• Use of recycled materials. Vendor shall use recycled and recyclable products to the maximum extent economically feasible during the performance of the contract.

• Preference for recycled materials. As required by law, District shall prefer materials or supplies manufactured from recycled materials if the recycled product is available, and it meets the requirements set forth in the specifications.

• Sustainable practices and products. District supports and encourages the use of sustainable products by Vendor. To contribute to a clean environment for present and future generations, Vendor shall utilize sustainable products to the maximum extent feasible during the performance of this contract.

Products and practices utilized by Vendor shall be based upon long-term environmental impact, social costs, and operational cost.

1.18 Confidentiality

District is subject to the Oregon Public Records Law (Oregon Revised Statues (ORS) 192.311 to 192.431), which requires District to disclose all records generated or received in the transaction of District business, except as expressly exempted in ORS 192.345, 192.355 or other applicable law. Examples of exemptions that could be relevant include trade secrets (ORS 192.345 (2)) and computer programs (ORS

192.345 (15)). District will not disclose records submitted by a proposer that are exempt from disclosure under the public records law, subject to the following procedures and limitations.

If proposer submits information deemed confidential, a separate copy of the proposal package should be emailed to solicitations@4j.lane.edu and titled “Bond Counsel Services RFP [Proposer Name]

REDACTED”.

All pages containing the records exempt from disclosure shall be marked “confidential” and segregated in the following manner:

• It shall be clearly marked in bulk and on each page of the confidential document.

• Where this specification conflicts with other formatting and response instruction specifications, this specification shall prevail.

• Where such conflict (in c. above) occurs, the proposer is instructed to respond with the following:

“Refer to confidential information enclosed.”

• The statement above shall be inserted in the place where the requested information was to have been placed.

Proposers who desire that additional information be treated as confidential must mark those pages as “confidential”, cite a specific statutory basis for the exemption, and the reasons why the public interest would be served by the confidentiality. The entire RFP cannot be marked confidential, nor, shall any pricing. Should an RFP be submitted in this manner, no portion of it can be held as confidential unless that portion is segregated in the above manner and meets the above criteria.

Notwithstanding the above procedures, District reserves the right to disclose information that District determines, in its sole discretion, is not exempt from disclosure or that District is directed to disclose by District attorney or a court of competent jurisdiction. Prior to disclosing such information, District will notify the proposer. If the proposer disagrees with District’s decision, District may, but is not required to enter into an agreement not to disclose the information so long as the proposer bears the entire cost, including reasonable attorney’s fees, of any legal action, including any appeals, necessary to defend or support a no-disclosure decision.

1.19 Method of award

• The contents of the proposal of the successful proposer will become contractual obligations if an award is made. Failure of the successful proposer to accept any contractual obligations may result in cancellation of the award.

• A contract shall be awarded only to the responsible Proposer that submits the highest scoring and most responsive proposal which meets and complies with all solicitation requirements as determined by the evaluation factors, provided that the proposal is reasonable and it is in the best interest of the District to accept it.

• A notice of intent to award (NIA) will be provided via email to each proposer after the evaluation process is complete.

1.20 Proposer preference

In determining the lowest responsible proposer, District shall, for the purpose of awarding the contract, add a percent increase on the offer of a non-resident proposer equal to the percent, if any, of the preference given to that proposer in the state in which the proposer resides. Each proposer must identify whether the proposer is a “resident proposer” as defined in ORS 279a.120(1).

1.21 Evaluation and award

Evaluation:

• District shall review offers to determine whether an offer is responsive and/or a proposer is responsible. District will award a contract only to a responsible proposer with a responsive offer.

• District may set forth special evaluation criteria (other than price) in SECTION 2: INTRODUCTION AND BACKGROUND INFORMATION and SECTION 3: SCOPE OF WORK that will be used to determine the successful proposer. No offer shall be evaluated for any criteria not disclosed herein.

• Unless expressly authorized, proposers shall not make their offer contingent upon District’s acceptance of any specifications of contract terms that conflict with or are in addition to those in this proposal.

Award:

• After the evaluation process is complete, District shall provide written notice to all proposers of District’s intent to award the contract (Notice of Intent to Award - NIA).

• The District’s award shall not be final until the latter of the following:

o Seven (7) days after the date of the NIA, unless otherwise provided; or until District provides a written response to all timely-filed protests (if any) denying the protest and affirming the award. See the Aggrieved Proposer clause for more on protest.

1.22 Aggrieved proposers

Any adversely affected proposer may submit a written protest of District’s Notice of Intent to Award (NIA). Protest(s) must be received no later than 12:00 noon on the seventh (7th) calendar day after the NIA is published.

• A proposer is only adversely affected if the proposer is eligible for award of the contract. The protesting proposer must claim that the selected proposer is ineligible for award:

• Because their offer was non-responsive; or

• District committed a substantial violation of a provision in the RFP document or of an applicable administrative rule and the protesting proposer was unfairly evaluated and would have, but for such substantial violation, been the selected proposer.

• The written protest must include the name of the person submitting the protest, the name of the proposer represented by that person, the specific RFP including the solicitation number that is being appealed, and a detailed explanation of the reasons (facts of evidence) for the appeal.

• District shall not consider a protest that is submitted after the established time period.

• The aggrieved proposer must serve all other proposer with notice of its appeal to allow for rebuttal.

• Failure to give written notice of appeal to District as provided herein constitutes a waiver by the aggrieved proposer of any objections to the NIA.

• Disagreement with the bidding process is not justification for appeal.

• Protest decision. Upon receipt of any appeal, the Support Services Director or Designee shall review the protest and submit a written decision to the protester within fourteen (14) calendar days of the date of receipt of the protest. The affected proposer must take further protest to the School Board. The aggrieved proposer must notify the Support Services Director in writing before such action is taken.

1.23 Prices

Prices quoted must be exclusive of federal, state, and local taxes. If the proposer believes that certain taxes are payable by District, the proposer may list such taxes separately, directly below the unit prices for the affected item.

1.24 Acceptance period

All offers submitted shall remain in force for a period of sixty (60) days in order to provide time for evaluation of offers received and approval of proposed awards. District shall request in writing any extension of this sixty (60) day acceptance period.

1.25 Proposal preparation costs

District is not liable for any costs incurred by the proposer in preparation of the proposal.

1.26 Contract funding

Award in part or in whole is contingent upon available funding. In the event adequate funds are not appropriated and allocated by the District’s Board of Directors, District reserves the right to cancel fixed quantity, multi-year term, or requirements contracts at no penalty.

1.27 Conflicting terms

In the event that the Introduction and Background Information (SECTION 2) and Scope of Work (SECTION

3) conflict with the General Provisions (SECTION 6) or the Instructions to Proposers (SECTION 1), the Introduction and Background Information and Scope of Work and shall take precedence.

1.28 Safety

Vendor shall comply with all application provisions of the Occupational Safety and Health Act throughout the duration of the specified work.

SECTION 2

INTRODUCTION AND BACKGROUND INFORMATION

2.1 Scope

Eugene School District 4J (“District”) invites proposals from qualified firms to supply bond counsel services for the District’s current and future finance activities. The District will issue a contract with an anticipated start date of January 1, 2023 for a one year term with a possibility of up to four annual renewals.

2.2 District 4J Information

The District is primarily located in Lane County, with small portions extending north into Linn County.

The District’s boundaries include portions of the City of Eugene, City of Springfield, and City of Coburg.

The largest city in the District is the City of Eugene. Formed in 1854, the District encompasses approximately 155 square miles of western Oregon at the southern end of the Willamette Valley, 110 miles south of Portland.

Eugene School District 4J has an enrollment of over 16,000 students at thirty-five (35) school sites, including nineteen (19) elementary schools, eight (8) middle schools, and five (5) high schools.

The District-budget resourced for all funds are approximately $548 million for the 2022-23 school year.

There are five public charter schools located within the District.

2.3 Contract Period

The Contract shall commence on January 1, 2023 for a period of 1 year with options for renewal not to exceed 4 additional 1 year terms.

2.4 Background

Background on the District’s past bond issuances and current long-term debt obligations is located within the District’s 2022-23 Adopted Budget (https://www.4j.lane.edu/wp-content/uploads/2022/07/Eugene-SD-Adopted-Budget_FY2023_Optimized.pdf) and Comprehensive Annual Financial Report for the year ended June 30, 2021 (https://www.4j.lane.edu/wp-content/uploads/2022/01/FY2021-Final-Eugene-4j-Optimized.pdf).

2018 School Bond Measure:

• Measure 20-297, the school bond measure approved by voters in November 2018, will fund improvement at every 4J school and for every student. Every school will receive safety and security improvements, new curriculum materials, and technology upgrades for a 21st century education.

• To see a full improvement plan, visit https://www.4j.lane.edu/bond/projects/.

Recent bus and activity van purchases have been funded through bond issuances, but the District typically enters into capital lease agreements to finance these types of purchases and will likely return to this financing option as bond funds have been fully expended for this purpose.

The District is currently exploring options for a future request to voters that would finance school construction projects identified within the District’s facilities plan and address vital purchases in the areas of technology, curriculum, and transportation.

https://www.4j.lane.edu/wp-content/uploads/2022/07/Eugene-SD-Adopted-Budget_FY2023_Optimized.pdf https://www.4j.lane.edu/wp-content/uploads/2022/07/Eugene-SD-Adopted-Budget_FY2023_Optimized.pdf https://www.4j.lane.edu/wp-content/uploads/2022/01/FY2021-Final-Eugene-4j-Optimized.pdf https://www.4j.lane.edu/wp-content/uploads/2022/01/FY2021-Final-Eugene-4j-Optimized.pdf https://www.4j.lane.edu/bond/projects/

SECTION 3

SCOPE OF WORK

3.1 Scope of Work

The scope of work with the Bond Counsel may include but not be limited to the following services at the request of the District:

• Provide all customary bond counsel services to the District in relation to:

Bond Authorization Sale and Delivery of General Obligation Bonds Full Faith and Credit Obligations Lease and Capital Financings Local Option Levies Tax Anticipation Notes (TANs)

• Advise the District as to legal matters relevant to statements made in previously provided legal opinions of bond counsel to ensure that the conduct of the District remains consistent with those statements, to the extent appropriate.

• Prepare or assist as necessary in the preparation of any document related to a specific issue of obligations, including but not limited to transcripts, bond authorization, bond resolution, trust agreements, indentures, loan or lease agreements, bond purchase agreements, security documents, prospectus, preliminary official statements, official statements, bond sale notices, bond forms, or bid forms.

• Advise the District concerning maintenance of the tax status of specific obligations, compliance with any requirements governing representations or disclosures relating to the obligations and compliance with any documents issued or executed with respect to the obligations.

• Advise the District concerning accounting and investment procedures recommended or required for compliance with tax and federal securities laws and regulations including those governing rebate and arbitrage.

• Advise and assist the District in preparing the legal documents necessary to exercise early redemptions of outstanding bonds.

• Attend meetings and advise the District on matters not related to a particular financing but for which bond counsel advice may be required or desirable.

• Work collaboratively with the Superintendent, Chief Financial Officer and finance staff to assist the District in its work as requested.

3.2 Requirements

All items described below must be addressed in the written response of firms interested in serving as Bond Counsel for the District.

3.2.1 Provide a complete description of your firm, including all the services your firm provides, the firm resources and partnerships that are available to your clients, and your firm’s knowledge and experience with Oregon school district financings.

3.2.2 Provide a detailed description of the services your firm provides in the following areas:

Bond Authorization Sale and Delivery of General Obligation Bonds Full Faith and Credit Obligations Lease and Capital Financings Local Option Levies

Tax Anticipations Notes (TANs)

3.2.3 Provide the name of the person who will serve as the primary contact for the District and the person(s) who will attend District meetings. Describe the experience of this individual as well as other individuals who will be assigned to work with the District, which emphasis on each individual’s experience with school district financings. Please designate the individual from your firm who will provide tax advice to the District. Also provide the estimated percentage of time each individual listed above would devote to a transaction and the nature of service or work that each individual will perform. Describe the staffing of a typical transaction (general obligation bond sale) and how your firm would ensure adequate staffing for the District transactions and meetings. In an exhibit or appendix, please provide a brief resume for each individual identified that will work on this account.

3.2.4 Describe your firm’s fee structure for each of the financing activities listed in item #3.2.1. If a fixed fee is charged provide a detailed explanation of how the fee is calculated and when the fee is paid. If your firm’s fee structure is based on hours worked provide the hourly rate for each staffing level (partner, associate, paralegal, etc.), the scope of each participant’s work, the number of hours estimated for each participant per transaction and the expenses (such as travel, postage, copying, etc.). Institutions would be billed for the following typical transactions:

A $40 million new money, fixed rate bond financing;

A $40 million full faith and credit obligation issuance;

A $5 million capital financing for new school buses; and A typical $40 million current or advance refunding.

In connection with this answer, please describe what you consider to be a typical financing and what aspects of these transactions you would consider to be non-typical and thus not within these parameters. Describe your firm’s approach towards pricing of services for a non-typical financing transaction.

Failure to respond completely to this question may result in your firm’s disqualification from the RFP process. For every general obligation bond issuance or other significant financing activity, Bond Counsel firms will be expected to prepare a fee letter specifically describing the proposed fee for the transaction, based on the agreed-upon fee schedule, which must be approved by the District prior to commencement of work.

3.2.5 Provide a list of Oregon school district clients served by the firm in the past three years for which you have provided similar services as outlined in this solicitation. Provide names, addresses, and telephone numbers of at least three clients whom we may contact. Provide the scope and duration of bond counsel services to these clients and the projects financed. Provide any other information that you believe is important for the selection committee to be aware of relating to bond financings for which your firm has acted as bond counsel.

3.2.6 Discuss any recent in-depth experience your firm has had with the regulations, procedures and rulings of the Internal Revenue Services, Securities and Exchange Commission and the Municipal Securities Rulemaking Board as they relate to the issuance and delivery of bonds, including post issuance compliance best practices.

3.2.7 Describe your firm’s ability to track, monitor, and advise the District on federal legislation, state legislation and Oregon administrative rules that may affect the District’s operations. Describe how you regularly communicate with and advise your clients regarding changes in tax law and other related state and federal legislation.

3.2.8 Provide a statement of assurance that your firm is not currently in violation of any regulatory agency rules or, if in violation, an explanation as to why such violation does not have a material adverse effect on your ability to act as the District’s Bond Counsel.

3.2.9 Provide a copy of any document that describes your firm’s equal opportunity (EEO) program. A comprehensive EEO policy may be attached as an Appendix to your firm’s proposal. However, a brief history, scope, and summary of any results of your firm’s policy must be including in the body of the proposal.

SECTION 4

PROPOSAL EVALUATION PROCEDURES

4.1 Introduction

This section prescribes the mandatory format for the presentation of a proposal in response to this request. The purpose of this format is to ensure uniformity of the information from each Proposer and to aid in clear understanding and evaluation of each proposal. Failure to submit a proposal in accordance with the provisions of this Section may be grounds to declare the proposal non-responsive.

Failure to provide any information requested may result in rejection of your proposal.

4.2 Offer Format

Proposal is to include a signature page (Appendix C), all required text and all required certifications and is requested to be submitted electronically.

4.3 Proposal Rejection

The District reserves the right:

• to reject any or all proposals not in compliance with all public procedures and requirements.

• to reject any proposal(s) not meeting the specifications set forth herein.

• to waive any or all irregularities in proposals submitted.

• to consider the competency of Proposers in making any award.

• to follow the provisions of the Attorney General Model Procurement Rules, in the event two or more proposals are for the same amount for the same work.

• to reject all proposals.

• to award any or all parts of any proposal.

• to request references and other data to determine responsiveness.

4.4 Selection and Evaluation Process

Proposal will be reviewed by a committee to determine which one best meets the needs of the District.

After meeting the mandatory requirements, the proposals will be evaluated for their technical and cost responses. The review committee will make a recommendation to the District for their consideration.

The firm(s) and Eugene School District 4J will enter into a contract incorporating the terms and conditions of this RFP document and the Proposer’s response.

Proposers taking exception to any contract terms must indicate the same in their proposal or exceptions will be deemed waived.

At Eugene School District 4Js’ option, during proposal review, Proposer may be contacted to clarify or elaborate on the proposal, but will in no way be provided an opportunity to change any fee amount originally proposed. Eugene School District 4J staff may also contact any references listed on proposals.

4.5 Evaluation Criteria

The District has chosen to implement a point system to make awards. Proposals will be initially reviewed for completeness and compliance with the requirements of this RFP. Those proposals which are incomplete, which do not meet all requirements of the RFP, or otherwise deemed by the District to be “non-responsive” will be rejected. Proposals considered complete, or “responsive”, will be reviewed further to determine if they comply with the administrative, contractual, and technical requirements of the RFP. If the proposal is unclear, Proposer may be asked to provide written clarification. The following scoring system will be used in determining which of the proposers will most closely meet the best interests of the District. There is a possible score of 100 points. Scoring will be based on criteria outlined below.

Proposers are cautioned to provide in their proposals as much detail as possible pertaining to their capabilities and experience providing the services requested in this solicitation. Do not assume the District or evaluation team is familiar with the Proposer. Concise and direct answers are encouraged.

The specifications, characteristics, and requirements listed in this solicitations are in no way to be considered exhaustive. Proposals must contain the specific information and attachments requested and in the order listed below.

EXPERIENCE AND REPUTATION OF PROPOSER (30 Points Possible)

• Firm’s experience supplying services to Oregon school districts of similar size or structure

• Firm longevity, reputation and financial stability

• References

• Supplemental material submitted

ABILITY TO PROVIDE SERVICES PER SPECIFICATIONS (25 Points Possible)

• Ability to perform the contract: location, resources

• Understanding of services to be provided

• Availability considering workload and size of firm

QUALIFICATIONS – STAFF/SUPPORT SERVICES INFORMATION (25 Points Possible)

• Qualifications of staff: credentials, experience, longevity with firm

• Specific personnel proposed to be assigned to the contract

• Customer service plan

COST OF SERVICES (20 Points Possible)

4.6 Evaluation Factors Matrix

Criteria Points Experience and reputation of proposer 30 Ability to provide services per specifications 25 Qualifications – staff/support services information 25 Cost of services 20

Total 100

4.7 Proposal Validity Period

Each proposal shall be irrevocable for a period of sixty (60) days from the Proposal Opening Date.

4.8 Competency of Vendor

To enable District to evaluate the competency and financial stability of a Vendor, the qualifying and accepted Vendor(s) shall, upon request, furnish such information as reasonably necessary.

4.9 Protest of Award

In accordance with the Attorney Generals Model Procurement Rules, any adversely affected Proposer has seven (7) calendar days from the date of the written notice of award to file a written protest.

4.10 Reservation in Evaluation

District selection committee reserves the right to either: a) request “Best and Final Offers” from the two highest scoring Vendors and award to the lowest priced or b) to reassess the proposal and award to Vendor determined to best meet the overall needs of the District, or c) award to multiple vendors.

4.11 Proposal Evaluation

• The Proposal segments shall be evaluated by the Evaluation Committee consisting of not less than three (3) knowledgeable individuals (Evaluators). The District may assign certain Evaluators to evaluate specific Proposal categories in keeping with the Evaluators’ area of expertise.

Evaluators will utilize the criterion (as objectively as possible) to measure the merit of each Proposal received in accordance with the subjective evaluation criteria to determine which Proposal(s) will provide the District with the most advantageous and best overall value. The recommendations of this committee will be a consensus and will be final.

• Working as a Committee or independently (at the discretion of the District) with copies of the written proposals, the Evaluators will independently assign scores to each Proposal received in accordance with the evaluation criteria defined herein.

• After receipt and evaluation of the written proposals, one or more Proposer may be asked to provide an on-site presentation of their proposal and demonstration of services. If presentations are required, the District reserves the right to re-evaluate the scores for each criteria listed based on the presentation.

4.12 Protest of Award

In accordance with Oregon Model Contract Rules Manual Section 137-047-0740 any adversely affected Proposer has five (5) calendar days from the date of the written notice of intent to award to file a written protest.

SECTION 5

PROPOSAL SUBMITTAL PROCEDURES

5.1 Proposal Deadline

Proposals will be accepted until 4:00 PM local time, December 1, 2022 via email to solicitations@4j.lane.edu. Delivery is the sole responsibility of the Proposer. Proposer accepts all risks of late delivery of emailed proposals, or of miss-delivery, regardless of fault. A proposal may be submitted by each proposing firm.

5.2 Restriction on District Contact

From the issue date of this RFP until a firm is selected, all contact with District employees or School Board members concerning the RFP must be cleared through the following District contact: Dustin Hayden, 541-790-7620 or solicitations@4j.lane.edu.

5.3 Right to Reject Proposals

The District reserves the right to retain all proposals submitted and to use any ideas in a proposal regardless of whether that proposal is selected. Submission of a proposal indicates acceptance by the firm of the conditions contained in this RFP unless clearly and specifically noted in the proposal submitted and confirmed in the contract between the District and the firm selected. We reserve the right without prejudice to reject and all proposals.

5.4 Cost of Preparing a Proposal

The RFP does not commit the District to paying any costs incurred by any Proposer in the submission or presentation of a proposal, or in making the necessary studies for the preparation thereof.

5.5 Proposal Content and Format

To simplify and expedite the review process, the District request that candidates prepare proposals in the standard format specified below:

Title Page

• Proposer should identify: the RFP subject; firm name, local address, and phone number;

proposal contact name, title, telephone number, and email; date of submission; and period for which the proposal is effective (non-rescindable).

Table of Contents

• The table of contents should include a clear and complete identification by section and page number of the materials submitted.

Transmittal Letter

• The transmittal letter should be not more than two pages long and should include as a minimum the following:

o A brief statement of the Proposer’s understanding of the objective of the services to be performed;

o A positive commitment to perform the service within the time period specified;

o The names of persons authorized to represent the Proposer, their title, address, telephone number, and email (if different from the individual who signs the transmittal letter).

Proposal contents in response to SECTION 3: SCOPE OF WORK AND SECTION 4: PROPOSAL

EVALUATION PROCEDURES.

• Proposers should ensure the proposals:

• Describe plans to duplicate current services.

• Describe alternate design(s).

• Address evaluation criteria.

• Provide proposed fees for the following:

o Duplication of the current services.

o Alternate services.

o Alternate funding mechanisms.

Financial Statement

• Provide one (1) copy of your most recent yearly financial statement.

Submittals required

• Each submittal shall contain the following forms, found in the proceeding pages of this document:

o ATTACHMENT A: Additional Representations, signed and dated (page 29) o ATTACHMENT B: References, completed with up to five references. (page 31) o ATTACHMENT C: Signature Page (pages 32) o ATTACHMENT D: Tax Classification (page 34) o ATTACHMENT E: Certified Disadvantaged Business Outreach Plan (pages 35)

SECTION 6

GENERAL PROVISIONS

6.1 Acceptance

Signature on an Agreement shall constitute Acceptance of the offer including all the terms and conditions specified in the solicitation. Receipt of a fully executed Agreement shall cause initiation of performance by the Proposer. Acceptance is limited to the terms stated herein. Any additional or different terms and conditions proposed by the Proposer are rejected unless expressly agreed to in writing by an authorized representative of the District’s Purchasing Department.

6.2 Independent Proposer Status

Proposer shall certify status as an independent Proposer and nothing herein is to be construed as establishing an employer-employee relationship.

6.3 Other Proposers

The District may undertake or award other contracts for additional or related work, and the Proposer shall fully cooperate with such other Proposers and with any District employees concerned with such additional or related work, and shall coordinate its performance under this contract with such additional or related work. The Proposer shall not commit or permit any act that will interfere with the performance of work by any other Proposer or by District employees.

6.4 Subcontracts and Assignment

PROPOSER shall not subcontract, assign, delegate, or transfer any of its duties, rights, or interests under this Contract without the prior written consent of the DISTRICT. The DISTRICT may withhold such consent for any or no reason. If the DISTRICT consents to an assignment or subcontract, then in addition to any other provisions of this Contract, PROPOSER shall require any permitted subcontractor to be bound by all the terms and conditions of this Contract that would otherwise bind PROPOSER. The parties agree that any such subcontracts shall be construed as matters solely between PROPOSER and its subcontractor and shall not have any binding effect on DISTRICT.

6.5 No Third Party Beneficiaries

DISTRICT and PROPOSER are the only parties to this Contract and are the only parties entitled to enforce its terms. Nothing in this Contract provides any benefit or right, directly or indirectly, to third parties unless they are individually identified by name in this Contract and expressly described as intended beneficiaries of this Contract.

6.6 Successors in Interest

The provisions of this Contract shall be binding upon and inure to the benefit of the parties and their successors and approved assigns, if any.

6.7 No Authority to Bind District

PROPOSER has no authority to bind or obligate the other or to enter into contracts or agreements on behalf of the DISTRICT. This agreement does not create a partnership, joint venture or agency between the parties.

6.8 No Modification of Order

The terms and conditions contained in this Order may not be added to, modified, superseded or otherwise altered except by a written modification sighed by an authorized representative of the District’s Purchasing Department.

6.9 Escalation

Any price or cost adjustments shall be submitted by the Proposer no less than 60 days prior to the time in which such increases are to become effective. The District reserves the right to reject any modifications of the contract unacceptable to the District. Prices must be held firm for the first 12 months of the contract.

6.10 Changes

District may, at any time, and from time to time by written order from 4J Purchasing to the Proposer, make changes in any one or more of the following: (a) method of shipment or packing; and (b) time and/or place of delivery, including adding or changing delivery locations and to increase or decrease the number of deliveries to delivery locations; and (c) the quantity of items ordered. If such change causes an increase or decrease in the price of the Order or the time required to perform, an equitable adjustment shall be made and the Order modified in writing accordingly. Any claim by the Proposer hereunder must be asserted in writing within fifteen (15) days from the date the change is ordered.

Whether made pursuant to this clause or by mutual agreement, changes shall not be binding upon the District, except when confirmed in writing by a member of the District’s Purchasing Department.

6.11 Nonperformance

As used in this Contract, “failure to perform” means failure, for whatever reason, to deliver goods and/or perform work as specified and scheduled in this Contract. If PROPOSER fails to perform under this Contract, then DISTRICT, after giving seven days’ written notice and opportunity to cure to PROPOSER, has the right to complete the work itself, to obtain the contracted goods and/or services from other contractors, or a combination thereof, as necessary to complete the work. Both parties agree that PROPOSER shall bear any reasonable cost difference, as measured against any unpaid balance due PROPOSER, for these substitute goods or services.

6.12 Termination for Convenience

District may terminate a contract, in whole or in part without showing cause upon giving written notice to the Proposer. The District shall pay all reasonable costs incurred by the Proposer up to the date of termination. Proposer will not be reimbursed for any anticipatory profits, which have not been earned up to the date of termination.

6.13 Termination for default

• District may, at its option, terminate or cancel an agreement, for any material violation of the provisions of the agreement. Such provisions generally include, but are not limited to:

o Standard terms and conditions included in all contracts:

Product or service specifications Delivery or completion requirements; or Pricing and price escalation/de-escalation clauses

• District’s termination of an agreement or of a Proposer’s performance shall not restrict or abrogate any other remedy available to District that is provided either by law or under the agreement, unless other remedies are expressly limited by the terms of the agreement.

• Unless otherwise agreed upon in the agreement, District will provide Proposer written notice of its intent to terminate the agreement or Proposer’s performance. If Proposer provided a performance and payment bond, the surety shall also be provided with a copy of the notice of termination. Unless otherwise provided in the agreement, the notice shall include:

o The effective date of termination, o The grounds for termination, o Notice of the time (if any) in which District will permit Proposer to correct the failure to perform.

6.14 Bankruptcy

District may terminate this agreement in whole or in part by written or telegraphic notice:

• If Proposer shall become insolvent or makes a general assignment for the benefit of creditors;

or

• If a petition under any bankruptcy act or similar statue is filed by or against Proposer and is not vacated within ten (10) days after it is filed. Termination under this clause shall be in accordance with “termination for default” clause.

6.15 Remedies

In case of PROPOSER breach, the parties agree that the DISTRICT is entitled to any available legal and equitable remedy. In case of DISTRICT breach, the parties agree that PROPOSER’s remedy is limited to Contract termination and receipt of Contract payments to which PROPOSER is entitled.

6.16 Ownership of Work Product

PROPOSER agrees that all work products created or developed for DISTRICT by PROPOSER pursuant to this Contract are intended as “works made for hire” and shall be the exclusive property of the DISTRICT.

If any such work products contain PROPOSER’s intellectual property that is or could be protected by federal copyright, patent, or trademark laws, PROPOSER hereby grants DISTRICT a perpetual, royalty-free, fully-paid, non-exclusive, and irrevocable license to copy, reproduce, deliver, publish, perform, dispose of, and use or re-use, in whole or in part, and to authorize others to do so, all such work products.

DISTRICT claims no right to any pre-existing work product of PROPOSER provided to DISTRICT by PROPOSER in the performance of this Contract, except to copy, use, or re-use any such work product for DISTRICT use only.

6.17 Hazardous Materials

PROPOSER shall notify DISTRICT before using any products containing hazardous materials to which DISTRICT employees, students, or the general public may be exposed.