NJSIG-2024-007 - Outside Counsel (SBLL EO) - RFP.pdf

New Jersey Schools Insurance Group

6000 Midlantic Drive, Suite 300 North Mount Laurel, New Jersey 08054 www.njsig.org

Request for Proposal: NJSIG-2024-007

For: Outside Counsel for School Board Leader Liability / Errors and Omissions Litigation -

Supplemental

Event Date

RFP posted: August 15, 2024

Questions regarding the RFP due: August 22, 2024

Answers regarding the RFP posted: August 29, 2024

RFP proposal due date and time: September 10, 2024 at 11:30 A.M. EST

NJSIG Board of Trustees approval: September 18, 2024

Dates are subject to change. All changes will be reflected in Addenda to the RFP posted on the NJSIG e-procurement website at www.bidnetdirect.com//njsig about:blank http://www.bidnetdirect.com/njsig

LEGAL NOTICE

Notice is hereby given by the New Jersey Schools Insurance Group (“NJSIG”), in accordance with N.J.S.A. 18A:18A-4.1, that a competitive contracting procurement will be received by NJSIG on September 10, 2024 at 11:30 A.M. EST prevailing time conducted on electronic platform, in accordance with N.J.A.C. 5:34-1 et. seq., on BIDNET at www.bidnetdirect.com//njsig

RFP# NJSIG-2024-007 for Outside Counsel for School Board Leader Liability / Errors and Omissions Litigation – Supplemental

NOTE:

It is the bidder’s responsibility to ensure that the bid package is uploaded onto the e-procurement site by the bid opening date and time. Any bid document received after the deadline established by NJSIG will not be accepted, regardless of the method of delivery.

If awarded a contract, your company/firm shall be required to comply with the requirements of N.J.S.A. 10:5-31 et seq. and N.J.A.C. 17:27 et. seq.

This procurement has been advertised pursuant to “fair and open process.” See N.J.S.A.

19:44A-20.7 and Local Finance Notice 2007-11.

Date: August 15, 2024 Sean Canning, QPA, MPA Qualified Purchasing Agent

Page i of ii

Table of Contents

1 Information for Proposers

1.1 Purpose and Intent

1.2 Organizational Background

1.3 Background for Requested Proposal

1.4 RFP Objective

1.5 Scope of Work

1.6 Questions Regarding the Requested Proposal

1.7 Addenda

1.8 Proposer Responsibility

1.9 Cost Liability

1.10 Contents of Proposal

1.11 Price Alteration

1.12 Proposal Errors

1.13 Joint Venture

1.14 Definitions

1.15 Terms of Engagement

2 Proposal Preparation and Submission

2.1 Method of Submission of Proposal

2.2 Effect of Submission of Proposal

2.3 Time for Submission of Proposal

2.4 Mandatory Contents of Proposal

2.5 Fee Proposal

2.6 Technical Proposal

2.6.1 Executive Summary

2.6.2 General Information

2.6.3 Organization Profile and Experience

2.6.4 Qualifications and Experience

2.6.5 Required Forms

2.6.5.1 Ownership Disclosure Form

2.6.5.2 Business Registration

2.6.5.3 Disclosure of Investment Activities in Iran and

Prohibited Activities in Russia and Belarus

2.6.5.4 Mandatory Equal Employment Opportunity Language

2.6.5.5 Additional Mandatory Anti-Discrimination Language

2.6.6 Disclosure Statement on Political Contributions

2.6.7 Record Retention

3 Special Contractual Terms and Conditions

Page ii of ii

4 Proposal Evaluation

4.1 Selection Criteria

4.2 Evaluation Committee

4.3 Interview

5 Contract Award

5.1 Retention Letter

6 Contract Administration

7 Bidder’s Checklist

1 Information for Proposers

1.1 Purpose and Intent

The New Jersey Schools Insurance Group (“NJSIG”) is seeking proposals from qualified organizations to provide Outside Counsel for School Board Leader Liability / Errors and Omissions Litigation. Your organization is invited to submit a proposal.

NOTICE: The purpose of this RFP is to supplement NJSIG’s existing panel of outside counsel for school board leader liability / errors and omissions litigation, which was created after NJSIG evaluated the proposals it received in response to RFP # NJSIG- 2024-004. Organizations that were awarded contracts as a result of RFP # NJSIG-2024- 004 should not submit proposals in response to this RFP.

This solicitation is conducted in a fair and open process in accordance with the requirements for competitive contracting under the Public School Contracts Law, N.J.S.A. 18A:18A-1, et seq. This solicitation is specifically seeking proposals from qualified organizations that desire to provide Outside Counsel for School Board Leader Liability / Errors and Omissions Litigation, within the Scope of Work described below.

1.2 Organizational Background

NJSIG is a school board insurance group, also known as a governmental risk pool, established in accordance with P.L. 1983, c. 108, that provides insurance coverage and risk management services to member school districts.

The concept of pooling is one whereby public entities can join together to provide protection from risks on a group basis. As a school board insurance group, NJSIG is governed by a Board of Trustees which is comprised of school board members, superintendents, and business administrators from NJSIG member districts.

By joining NJSIG, members collectively attain benefits not possible individually and pool their premiums into a common fund to be used for the benefit of all members.

NJSIG is comprised of about three hundred and sixty-five of education and charter school districts, and offers members a cost-effective method of obtaining coverage for all property and casualty lines, including but not limited to: workers’ compensation, general liability, automobile liability, automobile physical damage, excess liability, property, errors and omissions, crime, environmental liability, equipment breakdown, cyber liability, supplemental indemnity, terrorism, crisis management, and RESTART.

NJSIG provides members with claims administration, underwriting, and loss control services.

1.3 Background for Requested Proposal

The NJSIG Claims Department handles a variety of claims made against its members, including school board leader liability / errors and omissions claims. The mission of the Claims Department is to effectively adjust and resolve all claims made against NJSIG members. The Claims Department is supported by the Legal Department.

1.4 RFP Objective

NJSIG’s objective with this RFP is to identify law firms to serve as Outside Counsel to represent the interests of NJSIG’s membership in pre-litigation and litigated matters in the area of school board leader liability / errors and omissions. These claims include, but are not limited to, defending NJSIG members in claims brought under 42 U.S.C.

§ 1983, Title VI of the Civil Rights Act of 1964, Title VII of the Civil Rights Act of 1964, Title IX of the Education Amendments of 1972, the Age Discrimination in Employment Act, Section 504 of the Rehabilitation Act of 1973, the Americans with Disabilities Act of 1990, the New Jersey Civil Rights Act, the New Jersey Law Against Discrimination, the New Jersey Conscientious Employee Protection Act, and the New Jersey Tort Claims Act. The factual basis for these claims include employment actions, discrimination, and civil rights violations.

1.5 Scope of Work

In accomplishing its work, NJSIG requires assistance from Outside Counsel to represent the interests of NJSIG members. As a result, NJSIG intends to award Professional Services Agreements to one or more firms to serve as Outside Counsel under the direction and control of the NJSIG Claims Manager and NJSIG Chief Legal Officer. The number of firms receiving specific awards will be determined after evaluation of responses received. The services to be provided are those customarily provided by such Outside Counsel to a governmental entity of a size and scope commensurate with that of NJSIG and its members.

Once the appointment for Outside Counsel has been approved by the NJSIG Board of Trustees and a NJSIG Professional Services Agreement has been executed by the organization and NJSIG, NJSIG retains the right to assign a particular matter or project to the organization that NJSIG determines is the most qualified for or appropriate to do the work.

The responsibilities of Outside Counsel shall include representation, advice and assistance with respect to any assigned matters involving school board leader liability / errors and omissions.

It is anticipated that one or more firms will be selected to serve as Outside Counsel in the event that NJSIG members have a conflict or where it has been determined by NJSIG that separate representation of multiple defendants is required.

Service expectations of Outside Counsel include, but are not limited to the following:

Representation, advice and assistance with respect to all of the above listed matters involving NJSIG membership;

A thorough understanding of the NJSIG Professional Services Agreement, including settlement authority protocols;

All correspondence generated by Outside Counsel’s office, including settlement calculations, payments and percentages must be typewritten, concise, cohesive, accurate and grammatically correct; and

Outside Counsel is expected to coordinate its activities with designated NJSIG staff to aggressively defend the NJSIG member’s interest in all assigned matters.

Because of the qualitative nature of legal representation, this scope of work is merely demonstrative, and is not intended to be a comprehensive list of all required receivables for Outside Counsel

All proposers must agree that their proposal conforms to the minimum requirements set forth above.

1.6 Questions Regarding the Requested Proposal

NJSIG will accept questions and inquiries from all potential proposers electronically through www.bidnetdirect.com//njsig.

Questions should be directly tied to the RFP and asked in consecutive order, from beginning to end, following the organization of the RFP. Each question should begin by referencing the RFP page number and section number to which it relates. Proposers are not to contact NJSIG personnel directly, in person, by telephone or by email, concerning this RFP. Answers to questions submitted regarding this RFP, if any, will be posted on the NJSIG e-procurement website at www.bidnetdirect.com//njsig

The due date for the submission of questions relating to this RFP is indicated on the cover sheet. Any questions received after that date will not be accepted.

1.7 Addenda

If it becomes necessary to clarify or revise this RFP, such clarification or revision will be by addendum. Any addendum to this RFP will become part of this RFP and part of any contract awarded because of this RFP. All RFP addenda will be issued via NJSIG’s e-procurement website at www.bidnetdirect.com//njsig, and notification will be published. If an addendum is published after the receipt of a proposal, the proposer will be notified via a method of delivery that provides certification of delivery.

1.8 Proposer Responsibility

The proposer assumes sole responsibility for the complete effort required in submitting a proposal in response to this RFP. No special consideration will be given after proposals are opened because of a proposer’s failure to be knowledgeable as to all the requirements of this RFP.

1.9 Cost Liability

NJSIG assumes no responsibility and bears no liability for costs incurred by a proposer in the preparation and submittal of a proposal in response to this RFP.

1.10 Contents of Proposal

After proposal opening, all information submitted by proposers in response to the proposal solicitation is considered public information, except as may be exempted from public disclosure by the Open Public Records Act, N.J.S.A. 47:1A-1, et seq., and the common law. Proposals will not be made public until the NJSIG Board of Trustees has awarded a contract.

A proposer may designate specific information as not subject to disclosure when the proposer has a good faith legal/factual basis for such assertion. NJSIG reserves the right to make the determination and will advise the proposer accordingly. The location in the proposal of any such designation must be clearly stated in a cover letter. NJSIG will not honor any attempt by a proposer either to designate its entire proposal as proprietary and/or to claim copyright protection for its entire proposal.

By submitting a proposal in response to this RFP, the proposer waives any claims of copyright protection set forth within the manufacturer’s price list and/or catalogs.

1.11 Price Alteration

Proposal prices must be typed or written in ink. Any price change must be initialed.

Failure to initial price changes shall preclude a contract award from being made to the proposer.

1.12 Proposal Errors

A proposer may request that its proposal be withdrawn prior to proposal opening. Such a request must be made, in writing, to the Director. If the request is granted, the proposer may submit a revised proposal if the proposal is received prior to the announced date and time for proposal opening and at the place specified.

If, after proposal opening but before contract award, a proposer discovers an error in its proposal, the proposer may make written request to the Director for authorization to withdraw its proposal from consideration for award. Evidence of the proposer’s good faith in making this request shall be used in making the determination. The factors that will be considered are that the mistake is so significant that to enforce the contract resulting from the proposal would be unconscionable; that the mistake relates to a material feature of the contract; that the mistake occurred notwithstanding the proposer’s exercise of reasonable care; and that NJSIG will not be significantly prejudiced by granting the withdrawal of the proposal.

All proposal withdrawal requests must include the proposal identification number and the final proposal opening date and sent to the address listed under “Method of Submission of Proposal.”

If, during a proposal evaluation process, an obvious pricing error made by a potential contract awardee is found, the Director shall issue written notice to the proposer. The proposer will have five days after receipt of the notice to confirm its pricing. If the proposer fails to respond, its proposal shall be considered withdrawn, and no further consideration shall be given it. If it is discovered that there is an arithmetic disparity between the unit price and the total extended price, the unit price shall prevail. If there is any other ambiguity in the pricing other than a disparity between the unit price and extended price and the proposer’s intention is not readily discernible from other parts of the proposal, the Director may seek clarification from the proposer to ascertain the true intent of the proposal.

1.13 Joint Venture

If a joint venture is submitting a proposal, the agreement between the parties relating to such joint venture must be submitted with the joint venture’s proposal. Authorized signatories from each party comprising the joint venture must sign the proposal.

Separate compliance forms must be supplied for each party to a joint venture (see Bidder’s Checklist, below).

1.14 Definitions

Addendum – written clarification or revision to this RFP issued by NJSIG.

All-Inclusive Hourly Rate – an hourly rate comprised of all direct and indirect costs including, but not limited to: overhead, fee or profit, clerical support, travel expenses, per diem, safety equipment, materials, supplies, managerial support and all documents, forms, and reproductions thereof. This rate also includes portal-to-portal expenses as well as per diem expenses such as food.

Amendment – a change in the scope of work to be performed by the contractor. An amendment is not effective until it is signed by the Executive Director, or a Manager of, NJSIG.

Proposer – an individual or business entity submitting a proposal in response to this

RFP.

Contract – this RFP, any addendum to this RFP, and the proposer’s proposal submitted in response to this RFP, as accepted by NJSIG.

Director – Executive Director, NJSIG.

Committee – a committee established by the Director to review and evaluate proposals submitted in response to this RFP and to recommend a contract award to the Director.

Firm Fixed Price – a price that is all-inclusive of direct cost and indirect costs, including, but not limited to, direct labor costs, overhead, fee or profit, clerical support, equipment, materials, supplies, managerial (administrative) support, all documents, reports, forms, travel, reproduction, and any other costs. No additional fees or costs shall be paid by NJSIG unless there is a change in the scope of work.

Joint Venture – a business undertaking by two or more entities to share risk and responsibility for a specific project.

May – denotes that which is permissible, not mandatory.

Project – the undertaking or services that are the subject of this RFP.

Request for Proposal (“RFP”) – this document which establishes the proposal and contract requirements and solicits proposals to meet the purchase needs of NJSIG as identified herein.

Shall or Must – denotes that which is a mandatory requirement. Failure to meet a mandatory requirement will result in the rejection of a proposal as materially non-responsive.

Should – denotes that which is recommended, not mandatory.

1.15 Terms of Engagement

The term of the Outside Counsel designation made pursuant to this RFP will be for one year (twelve months). If selected, firm(s) will be required to provide the following Services:

Provide competent legal counsel and advocacy;

Understand and be responsive to NJSIG’s goals for assigned work and be able to complete the assigned matters to achieve those goals, consistent with your firm’s ethical obligations to the NJSIG member;

Provide NJSIG with periodic updates regarding staff changes to include deletions and additions to staff and their designation within the firm;

Provide NJSIG with information which would materially affect the ability of the organization to properly represent NJSIG’s membership immediately as known;

Accept assignments through an Agreement for Professional Services that will specify the work to be performed and term;

Provide required resources in order to support the work assigned;

Accomplish the assigned work in a manner that is efficient with respect to time, staffing and costs;

Maintain professional relationships and work with the NJSIG Claims and Legal Departments, other NJSIG staff, third-parties as designated and insurance administrators if directed, as part of a team, including providing needed reports, briefings to NJSIG’s Executive Staff, committees, and/or other staff, as directed by NJSIG and as set forth in the Agreement for Professional Services and maintain open communication and accessibility to all concerned;

Invoice NJSIG for services rendered and agree to be subject to audit without notice;

Meet with the Claims Manager and Chief Legal Officer, or other NJSIG staff to discuss the budget for matters as requested; and, Meet with the Claims Manager and Chief Legal Officer and other staff annually to review matters assigned and other topics related to the organization’s performance under the Agreement. NJSIG anticipates that such meetings will last no more than two (2) hours and will, therefore, only pay for time in excess of that amount. NJSIG will not pay for meeting preparation time.

If deemed appropriate and cost-effective, NJSIG may decide to allow current Outside Counsel to continue their representation with respect to pending matters or projects.

This will be determined on a case-by-case basis. All affected Outside Counsel will be advised of this decision by the Claims Manager and Chief Legal Officer in writing. To continue said representation, current Outside Counsel must agree that the terms and conditions set forth in this RFP apply and execute an updated NJSIG Professional Services Agreement.

Except in those instances as set forth above, upon completion of the selection process described herein, any and all pre-existing designations of Outside Counsel in the practice areas that are the subject of this RFP will expire. Any Outside Counsel currently designated as Outside Counsel who seeks to be eligible for future retentions in the practice areas that are the subject of this RFP must comply with the directions set forth within this RFP.

2 Proposal Preparation and Submission

2.1 Method of Submission of Proposal

It is the bidder’s responsibility to ensure that the bid package is uploaded onto NJSIG’s e-procurement site www.bidnetdirect.com//njsig, by the RFP proposal due date and time listed on the cover page. Any bid document received after the deadline established by the NJSIG will not be accepted, regardless of the method of delivery. Proposals shall be labeled as follows:

NJSIG Request for Proposal Number NJSIG-2024-007 New Jersey Schools Insurance Group 6000 Midlantic Drive, Suite 300 North Mount Laurel, NJ 08054

Proposals submitted via any other method will not be accepted.

2.2 Effect of Submission of Proposal

Submission of a proposal will not bind or otherwise obligate NJSIG to retain the organization for legal services. Designation as Outside Counsel will not bind or otherwise obligate NJSIG to retain the organization for legal services. Inclusion on the list of designated Outside Counsel will not bind or otherwise obligate NJSIG to retain the organization for legal services. Execution of a Professional Services Agreement will not bind or otherwise obligate NJSIG to retain the organization for legal services.

2.3 Time for Submission of Proposal

To be considered for award, the proposal must be received by NJSIG by the method outlined above and by the RFP proposal due date and time listed on the cover page.

Any proposal not received by the RFP proposal due date and time listed on the cover page will be rejected.

2.4 Mandatory Contents of Proposal

The proposal shall be submitted in one uploaded response.

The contents of the response shall be organized chronologically as follows: Fee Proposal (Section 2.5), Technical Proposal (Section 2.6), Executive Summary (Section 2.6.1), General Information (Section 2.6.2), Organization Profile and Experience (Section 2.6.3), Qualifications and Experience (Section 2.6.4), and Required Forms (Section 2.6.5 and Bidder’s Checklist).

These required contents are outlined more fully below.

2.5 Fee Proposal

NJSIG will engage Outside Counsel to handle school board leader liability / errors and omissions claims at the following rates:

1. Claims falling under NJSIG SBLL/E&O Policy, Coverage A:

a. Hourly:

i. Partner(s): $200.00 per hour;

ii. Associate(s): $160.00 per hour;

iii. Legal Assistant(s)/Paralegal(s): $85.00 per hour.

b. Fixed Fee:

i. Proposers are invited to submit proposals. See below.

2. Claims falling under NJSIG SBLL/E&O Policy, Coverage B:

a. Hourly:

i. Partner(s): $165.00 per hour;

ii. Associate(s): $125.00 per hour;

iii. Legal Assistant(s)/Paralegal(s): $85.00 per hour.

b. Fixed Fee:

i. Proposers are invited to submit proposals. See below.

While NJSIG’s fixed rates are set forth above, NJSIG also invites proposers to assess the needs expressed and offer alternative pricing proposals in addition to the fixed hourly rates designated above, such as a fee proposal based on a term of twelve (12) months. Before putting forth any alternatives, please confirm that such alternatives are permissible for school board insurance groups and public entities operating in the State of New Jersey.

The above listed hourly billing rates are not negotiable. Fixed fee proposals will only be accepted where designated. NJSIG reserves the right to review and adjust submitted invoices as it deems appropriate.

Regarding submission of invoices for payment, consultants and experts, and expenses, see draft professional services agreement attached hereto as Exhibit A, which is incorporated by reference. This draft professional services agreement is subject to revisions and changes.

2.6 Technical Proposal

In this section, the organization shall describe its approach and plans for accomplishing the work outlined in the Scope of Work (Section 1.5). The organization must set forth its understanding of the requirements of this RFP and its ability to successfully complete the contract. This Section of the proposal must contain at least the following information:

2.6.1 Executive Summary

An executive summary of not more than three pages identifying and substantiating why the organization is best qualified to provide the requested services outlined in the Scope of Work (Section 1.5).

2.6.2 General Information

The response must detail the organization’s experience, personnel, proposed scope and approach, and any other relevant information as set forth in greater detail below.

All portions of this RFP and the response are considered to be part of the Professional Services Agreement and will be incorporated by reference therein.

All the requirements in the Mandatory Contents of Proposal section must be complied with in order for the response to be considered responsive to this RFP and complete.

A response must evidence ability to protect NJSIG from errors and omissions. The respondent(s) must present evidence of current insurance in the form of a Certificate of Insurance or a letter from its insurance broker that the specific Professional Liability Insurance required by this RFP can be obtained. The response must include the requested evidence of insurance and financial capacity as indicated.

Provide copies of audited financial statements for your organization or other evidence of financial stability of your organization for the past three (3) years.

2.6.3 Organization Profile and Experience

As a minimum, it is preferred the proposer have ten years’ experience providing the kind of good(s) or service(s) outlined in the Scope of Work for public entities in the State of New Jersey. The proposer must demonstrate a high degree of knowledge of the operation of local governmental units in the State of New Jersey. The proposer must also:

Indicate the date your organization was established.

Describe the legal services provided by your organization.

Describe your organization’s speciality(ies) and/or area(s) of expertise.

Identify the number of employees in your organization (licensed attorneys; legal support staff; other support staff). Indicate any special training or experience members of your organization possess that may assist in providing the requested legal services.

Describe the participation of women and minorities in your organization. Please note the number of women partners and associates and minority partners and associates and indicate the percentage of your organization that is owned by women and by minorities.

Provide a description of your organization’s presence in New Jersey. Note the location of each office, the number of attorneys resident in each office, whether they are partners or associates and whether attorneys not licensed in the State of New Jersey will be assigned to provide any of the requested legal services if your organization receives a prequalification designation pursuant to this RFP.

Identify any public entities, boards of education, educational service commissions, charter schools, or other school entities represented by your organization during the last five (5) years, generally and specifically with respect to school board leader liability / errors and omissions claims. For each matter, provide the name of the public entity, department or authority, a description of the matter, the dates of engagement and the name and contact information of the public entity employee responsible for overseeing the work of your organization on that matter. Also provide a list of the amount of billable hours your organization has expended in the practice areas in which you have represented the aforementioned entity. A good faith estimate of billable hours will suffice. (Please separate the list by practice area).

Identify any public entities before or against which your organization has regularly appeared on behalf of other clients (Please note that NJSIG, as a public entity, is precluded by the Rules of Professional Conduct from waiving conflicts of interest. See R.P.C. 1.7(a) and R.P.C. 1.7(b)(2)). Limit your response to the past ten (10) years.

Identify any governmental entities, agencies, authorities or political subdivisions, that your organization represents or has represented. Include the time period during which your organization represented each such entity and the nature of the work performed. Limit your response to the past ten (10) years.

Indicate the amount of professional malpractice insurance coverage which you carry, the amount of any self-retention, and the name of the carrier.

Identify any conflict of interest (actual or perceived) that may arise if your organization is designated as Counsel. Please note Counsel have a continuing obligation to disclose to NJSIG any actual or potential conflicts. Additionally, retained Counsel must agree not to undertake any future representation that might result in the disclosure of NJSIG’s work product to potential or actual adversaries of NJSIG. Include any pending litigation in which you are involved which may directly or indirectly affect your ability to assist NJSIG in any matter.

Describe your organization’s approach to maintaining responsive communication with NJSIG and keeping NJSIG informed of problems and progress.

Provide a representative listing of your organization’s major private and public sector clients.

Provide the name, address, telephone number, email address, and facsimile number for the designated contact person in your organization.

2.6.4 Qualifications and Experience

Please indicate what percentage of your organization’s practice is in providing the kind of good(s) or service(s) outlined in the Scope of Work.

Describe your organization’s experience in providing the kind of good(s) or service(s) outlined in the Scope of Work, in the last ten (10) years, including any significant outcomes.

State the qualifications and experience of the particular attorneys proposed to staff the work assigned. For each member of your organization that would be involved in handling the work assigned, provide a detailed resume including information as to:

o Education, including advanced degrees;

o Years and jurisdictions of admission to practice;

o Number of years engaged in the practice area of the work assigned;

o General work experience;

o Any professional distinctions in the practice area of the work assigned (e.g., certifications in practice area, teaching experience, etc.);

o Area(s) of specialization; and o Office location of the attorney.

As to the members of your organization who would be involved in handling a matter as Counsel, describe the role each would play and the approximate percentage of the work each would perform. Indicate the senior attorney in charge thereof and what percentage they will be responsible for on the billable workload of the assigned legal mater. Please provide reasonable estimates.

Identify all adverse determinations against your organization or any of its partners, associates or employees or persons acting on its behalf, with respect to actions, proceedings, claims or complaints of any kind under any local, State or Federal laws, regulations, court rules, or Rules of Professional Conduct.

Identify and describe in detail any indictments, convictions or civil offenses arising directly or indirectly from the conduct of business by your organization or any of its partners, associates, employees or agents. To the extent that the organization cannot provide the Affidavit of Moral Integrity, as outlined below, it must provide a detailed explanation, as part of its Response.

Identify any material arrangements, relationships, associations, employment or other contacts that may cause a conflict of interest or the appearance of a conflict of interest if your organization acts as Outside Counsel for NJSIG.

Include three (3) references that can attest to the qualifications of your organization as set forth in the response to this RFP.

In addition to the above, see also the Experience and Qualifications document incorporated herein, which must be completed as part of any response.

2.6.5 Required Forms

As a school board insurance group, NJSIG is subject to the Public School Contracts Law (“PSCL”), N.J.S.A. 18A:18A-1 et seq., N.J.S.A. 52:25-24.2 (P.L. 1977, c. 33, as amended by P.L. 2016, c. 43), as well as other statutes and regulations governing public contracting in the State of New Jersey. As such, the following compliance information must be included in any contract with NJSIG.

For a summary of the forms required to be submitted by the proposer to NJSIG for this RFP, see Bidder’s Checklist, below.

2.6.5.1 Ownership Disclosure Form

The following requirement is a precondition to entering into a contract with NJSIG.

Under N.J.S.A. 52:25-24.2, “No corporation, partnership, or limited liability company shall be awarded any contract nor shall any agreement be entered into for the performance of any work or the furnishing of any materials or supplies, the cost of which is to be paid with or out of any public funds, by the State, or any county, municipality or school district, or any subsidiary or agency of the State, or of any county, municipality or school district, or by any authority, board, or commission which exercises governmental functions, unless prior to the receipt of the bid or accompanying the bid, of said corporation, said partnership, or said limited liability company there is submitted a statement setting forth the names and addresses of all stockholders in the corporation who own 10 percent or more of its stock, of any class, or of all individual partners in the partnership who own a 10 percent or greater interest therein, or of all members in the limited liability company who own a 10 percent or greater interest therein, as the case may be. If one or more such stockholder or partner or member is itself a corporation or partnership or limited liability company, the stockholders holding 10 percent or more of that corporation’s stock, or the individual partners owning 10 percent or greater interest in that partnership, or the members owning 10 percent or greater interest in that limited liability company, as the case may be, shall also be listed. The disclosure shall be continued until names and addresses of every noncorporate stockholder, and individual partner, and member, exceeding the 10 percent ownership criteria established in this act, has been listed.”

Thus, in the event the proposer is a corporation, partnership or limited liability company, the proposer must complete the attached Ownership Disclosure Form. A current completed Ownership Disclosure Form must be received prior to or accompany the proposal. Failure to do so will preclude the award of a contract.

2.6.5.2 Business Registration

Under N.J.S.A. 52:32-44(b), NJSIG (“Contracting Agency”) is prohibited from entering into a contract with an entity unless the bidder/proposer/contractor, and each subcontractor that is required by law to be named in a bid/proposal/contract, has a valid Business Registration Certificate on file with the Division of Revenue and Enterprise Services within the Department of the Treasury.

Prior to contract award or authorization, the contractor shall provide the Contracting Agency with its proof of business registration and that of any named subcontractor(s).

Subcontractors named in a bid or other proposal shall provide proof of business registration to the bidder, who in turn, shall provide it to the Contracting Agency prior to the time a contract, purchase order, or other contracting document is awarded or authorized.

Further, during the course of contract performance:

1. The contractor shall not enter into a contract with a subcontractor unless the subcontractor first provides the contractor with a valid proof of business registration.

2. The contractor shall maintain and submit to the Contracting Agency a list of subcontractors and their addresses that may be updated from time to time.

3. The contractor and any subcontractor providing goods or performing services under the contract, and each of their affiliates, shall collect and remit to the Director of the Division of Taxation in the Department of the Treasury, the use tax due pursuant to the Sales and Use Tax Act, (N.J.S.A. 54:32B-1 et seq.) on all sales of tangible personal property delivered into the State. Any questions in this regard can be directed to the Division of Taxation at (609)292-6400. Form NJ- REG can be filed at http://www.state.nj.us/treasury/revenue/busregcert.shtml.

Before final payment is made under the contract, the contractor shall submit to the Contracting Agency a complete and accurate list of all subcontractors used and their addresses.

Under N.J.S.A. 54:49-4.1, a business organization that fails to provide a copy of a business registration as required, or that provides false business registration information, shall be liable for a penalty of $25 for each day of violation, not to exceed $50,000, for each proof of business registration not properly provided under a contract with a contracting agency.

2.6.5.3 Disclosure of Investment Activities in Iran and Prohibited Activities in Russia and Belarus

Under N.J.S.A. 18A:18A-49.4 and -49.5, N.J.S.A. 52:32-55 et seq., N.J.S.A. 52:32-60.1 et seq., and Local Finance Notice 2024-04, the proposer must certify as follows:

1. That neither the proposer, nor any of its parents, subsidiaries, and/or affiliates (as defined in N.J.S.A. 52:32-56(e)(3)), is identified on the Chapter 25 List promulgated by the State of New Jersey, Department of the Treasury, as a person or entity engaging in investment activities in Iran; and

2. That neither the proposer, nor any of its parents, subsidiaries, and/or affiliates (as defined in N.J.S.A. 52:32-60.1(e)(3)), appears on the Specially Designated Nationals and Blocked Persons List (“SDN List”) promulgated by the United States Department of the Treasury, Office of Foreign Assets Control, on account of activity relating to Russia or Belarus.

Chapter 25 List: http://www.state.nj.us/treasury/purchase/pdf/Chapter25List.pdf

SDN List: https://sanctionssearch.ofac.treas.gov/

The required forms are attached and must be provided prior to contract award or authorization.

http://www.state.nj.us/treasury/purchase/pdf/Chapter25List.pdf https://sanctionssearch.ofac.treas.gov/

2.6.5.4 Mandatory Equal Employment Opportunity Language

The following requirement is a precondition to entering into a contract with NJSIG.

Proposers are required to comply with the requirements of N.J.S.A. 10:5-31 et seq. (P.L.

1975, c. 127) and N.J.A.C. 17:27 (mandatory equal employment opportunity language for goods, professional service, and general service contracts).

During the performance of this contract, and as required under N.J.A.C. 17:27-3.5(a)(2), the contractor agrees as follows:

i. The contractor or subcontractor, where applicable, will not discriminate against any employee or applicant for employment because of age, race, creed, color, national origin, ancestry, marital status, affectional or sexual orientation, gender identity or expression, disability, nationality or sex. Except with respect to affectional or sexual orientation and gender identity or expression, the contractor will ensure that equal employment opportunity is afforded to such applicants in recruitment and employment, and that employees are treated during employment, without regard to their age, race, creed, color, national origin, ancestry, marital status, affectional or sexual orientation, gender identity or expression, disability, nationality or sex. Such equal employment opportunity shall include, but not be limited to the following: employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The contractor agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided by the Public Agency Compliance Officer setting forth provisions of this nondiscrimination clause.

ii. The contractor or subcontractor, where applicable will, in all solicitations or advertisements for employees placed by or on behalf of the contractor, state that all qualified applicants will receive consideration for employment without regard to age, race, creed, color, national origin, ancestry, marital status, affectional or sexual orientation, gender identity or expression, disability, nationality or sex.

iii. The contractor or subcontractor will send to each labor union, with which it has a collective bargaining agreement, a notice, to be provided by the agency contracting officer, advising the labor union of the contractor's commitments under this chapter and shall post copies of the notice in conspicuous places available to employees and applicants for employment.

iv. The contractor or subcontractor, where applicable, agrees to comply with any regulations promulgated by the Treasurer pursuant to N.J.S.A. 10:5-31 et seq., as amended and supplemented from time to time.

During the performance of this contract, and as required under N.J.A.C. 17:27-3.7(a), the contractor further agrees as follows:

i. The contractor or subcontractor agrees to make good faith efforts to meet targeted county employment goals established in accordance with N.J.A.C.

17:27-5.2.

ii. The contractor or subcontractor agrees to inform in writing its appropriate recruitment agencies including, but not limited to, employment agencies, placement bureaus, colleges, universities, and labor unions, that it does not discriminate on the basis of age, race, creed, color, national origin, ancestry, marital status, affectional or sexual orientation, gender identity or expression, disability, nationality or sex, and that it will discontinue the use of any recruitment agency which engages in direct or indirect discriminatory practices.

iii. The contractor or subcontractor agrees to revise any of its testing procedures, if necessary, to assure that all personnel testing conforms with the principles of job-related testing, as established by the statutes and court decisions of the State of New Jersey and as established by applicable Federal law and applicable Federal court decisions.

iv. In conforming with the targeted employment goals, the contractor or subcontractor agrees to review all procedures relating to transfer, upgrading, downgrading and layoff to ensure that all such actions are taken without regard to age, race, creed, color, national origin, ancestry, marital status, affectional or sexual orientation, gender identity or expression, disability, nationality or sex, consistent with the statutes and court decisions of the State of New Jersey, and applicable Federal law and applicable Federal court decisions.

As required under N.J.A.C. 17:27-3.5(a)(1), the contractor shall submit to the public agency, after notification of award but prior to execution of a goods and services contract, one of the following three documents:

1. Letter of Federal Affirmative Action Plan Approval;

2. Certificate of Employee Information Report Approval; or

3. Employee Information Report (Form AA302) electronically provided by the Division of Purchase and Property established in the State of New Jersey, Department of the Treasury, and distributed to the public agency through the Division’s website at www.state.nj.us/treasury/contract_compliance.

As required under N.J.A.C. 17:27-11.1, the contractor and its subcontractors shall furnish such reports or other documents to the Division of Purchase and Property, CCAU, EEO Monitoring Program as may be requested by the office from time to time in order to carry out the purposes of these regulations, and public agencies shall furnish such information as may be requested by the Division of Purchase and Property, CCAU, EEO Monitoring Program for conducting a compliance investigation pursuant to N.J.A.C. 17:27-10.

2.6.5.5 Additional Mandatory Anti-Discrimination Language

Proposers are required to comply with the requirements of the New Jersey Law Against Discrimination (“NJLAD”) and the Americans with Disabilities Act of 1990 (“ADA”).

NJLAD:

During the performance of this contract, and as required under N.J.S.A. 10:2-1, the contractor agrees as follows:

In the hiring of persons for the performance of work under this contract or any subcontract hereunder, or for the procurement, manufacture, assembling or furnishing of any such materials, equipment, supplies or services to be acquired under this contract, no contractor, nor any person acting on behalf of such contractor or subcontractor, shall, by reason of race, creed, color, national origin, ancestry, marital status, gender identity or expression, affectional or sexual orientation or sex, discriminate against any person who is qualified and available to perform the work to which the employment relates;

No contractor, subcontractor, nor any person on his behalf shall, in any manner, discriminate against or intimidate any employee engaged in the performance of work under this contract or any subcontract hereunder, or engaged in the procurement, manufacture, assembling or furnishing of any such materials, equipment, supplies or services to be acquired under such contract, on account of race, creed, color, national origin, ancestry, marital status, gender identity or expression, affectional or sexual orientation or sex;

There may be deducted from the amount payable to the contractor by the contracting public agency, under this contract, a penalty of $50.00 for each person for each calendar day during which such person is discriminated against or intimidated in violation of the provisions of the contract; and

This contract may be canceled or terminated by the contracting public agency, and all money due or to become due hereunder may be forfeited, for any violation of this section of the contract occurring after notice to the contractor from the contracting public agency of any prior violation of this section of the contract.

ADA:

The CONTRACTOR and NJSIG do hereby agree that the provisions of Title 11 of the Americans with Disabilities Act of 1990 (“ADA”), 42 U.S.C. 12101 et seq., which prohibits discrimination based on disability by public entities in all services, programs, and activities provided or made available by public entities, and the rules and regulations promulgated pursuant thereunto, are made a part of this contract. In providing any act, benefit, or service on behalf of NJSIG pursuant to this contract, the CONTRACTOR agrees that the performance shall be in strict compliance with the ADA. If the CONTRACTOR, its agents, servants, employees, or subcontractors violate or are alleged to have violated the ADA during the performance of this contract, the CONTRACTOR shall defend NJSIG in any action or administrative proceeding commenced pursuant to the ADA. The CONTRACTOR shall indemnify, protect, and save harmless NJSIG, its agents, servants, and employees from and against any and all suits, claims, losses, demands, or damages, of whatever kind or nature arising out of or claimed to arise out of the alleged violation. The CONTRACTOR shall, at its own expense, appear, defend, and pay any and all charges for legal services and any and all costs and other expenses arising from such action or administrative proceeding or incurred in connection therewith. In any and all complaints brought pursuant to the NJSIG grievance procedure, the CONTRACTOR agrees to abide by any decision of NJSIG which is rendered pursuant to said grievance procedure. If any action or administrative proceeding results in an award of damages against NJSIG or if NJSIG must incur any expense to cure a violation of the ADA which has been brought pursuant to its grievance procedure, the CONTRACTOR shall satisfy and discharge the same at its own expense.

NJSIG shall, as soon as practicable after a claim has been made against it, give written notice thereof to the CONTRACTOR along with full and complete particulars of the claim. If any action or administrative proceeding is brought against NJSIG or any of its agents, servants, and employees, NJSIG shall expeditiously forward or have forwarded to the CONTRACTOR every demand, complaint, notice, summons, pleading, or other process received by NJSIG or its representatives.

It is expressly agreed and understood that any approval by NJSIG of the services provided by the CONTRACTOR pursuant to this contract will not relieve the CONTRACTOR of the obligation to comply with the ADA and to defend, indemnify, protect, and save harmless NJSIG pursuant to this paragraph.

It is further agreed and understood that NJSIG assumes no obligation to indemnify or save harmless the CONTRACTOR, its agents, servants, employees, or subcontractors for any claim which may arise out of their performance of this contract. Furthermore, the CONTRACTOR expressly understands and agrees that the provisions of this indemnification clause shall in no way limit the CONTRACTOR’S obligations assumed in this contract, nor shall they be construed to relieve the CONTRACTOR from any liability, nor preclude NJSIG from taking any other actions available to it under any other provisions of the contract or otherwise at law.

2.6.6 Disclosure Statement on Political Contributions

Proposer is advised of their responsibility to file an annual disclosure statement on political contributions with the New Jersey Election Law Enforcement Commission pursuant to N.J.S.A. 19:44A-20.27 (P.L. 2005, c. 271, s. 3) if the proposer receives contracts in excess of $50,000 from public entities in a calendar year. It is the proposer’s responsibility to determine if filing is necessary. Additional information on this requirement is available from ELEC at 888-313-3532 or at www.elec.state.nj.us.

2.6.7 Record Retention

Pursuant to N.J.A.C. 17:44-2.3, proposers shall maintain all documentation related to the products, transactions, or services under this contract for a period of five years from the date of final payment. Such records shall be made available to the New Jersey Office of the State Comptroller on request.

3 Special Contractual Terms and Conditions

See draft professional services…