External Web Content Management System and Hosting Services, Mass Communication and Mobile App

EVERY SCHOOL. EVERY CLASSROOM. EVERY STUDENT. EVERY DAY. Duval County Public Schools www.duvalschools.org Purchasing Services PH: (904) 858-4848 1701 Prudential Drive, Suite 322 FAX: (904)858-4868 Jacksonville, FL 32207 July 26, 2023 Finalsite Stephanie Wilson 655 Winding Brook Drive Glastonbury, CT 06033 RE: RFP No. 15-22/TW, External Web Content Management System and Hosting Services, Mass Communication and Mobile App On Monday, July 24, 2023 the Superintendent’s designee of Duval County Public Schools renewed the contract for External Web Content Management System and Hosting Services, Mass Communication and Mobile App, RFP No. 15-22/TW. This is the first renewal for the period of November 1, 2023 through October 31, 2024. In accordance with Section 17 of the RFP, insurance requirements, please forward an updated copy of your insurance certificate. If you have any questions about this renewal, please contact

Terrence Wright at (904) 858-4859. We look forward to a continued successful partnership. Terrence Wright, Director Duval County Public Schools cc Louis Mitchum Master Bid File http://www.duvalschools.org/ AGREEMENT BETWEEN THE SCHOOL BOARD OF DUVAL COUNTY, FLORIDA, AND FINALSITE This Agreement is made and entered into effective November 1, 2022 (the "Effective Date"), and is by and between The School Board of Duval County, Florida, operating a district school system in the State of Florida (the "District"), and Active Internet Technologies, LLC, dba Finalsite (the "Contractor"). W I T N E S S ET H: Whereas, the District issued RFP 15-22/TW dated on or about April 21, 2022 relating to the District's solicitation of External Web Content Management System and Hosting Services, Mass Communication and Mobile App (the "Services"), a copy of which RFP is attached hereto and incorporated herein by this reference as Exhibit A; Whereas, after free and open competition, the proposal of Blackboard, Inc. ("Blackboard") was selected by the District as the responsive and responsible proposer (the "Proposal"), which Proposal is attached hereto and incorporated herein by this reference as Exhibit B; Whereas, on September 15, 2022, Contractor purchased Blackboard's community engagement business, including all business operations and intellectual property related to the Services; Whereas, the Contractor is interested in and capable of performing the desired Services for the District and the District desires to have the Contractor perform the Services; Whereas, the parties therefore wish to set forth this understanding in writing in this Agreement. Now, therefore, in consideration of the mutual covenants and conditions contained herein, the parties agree as follows: ARTICLE I - SCOPE OF SERVICES 1.1 _ The recitals set forth above are true and correct and are incorporated into this Agreement by this reference. Defined terms used herein shall be as defined in this Agreement or as were defined in the RFP. 1.2 See the RFP, as responded to by Contractor. The parties agree that the purpose of this Agreement is that the Contractor shall fully and timely provide the District the Services in a manner in accordance with the District's objectives set forth in the RFP, as responded to by the Contractor, and this Agreement. 1.3 This Agreement shall supersede and replace all other agreements between the District and Contractor with respect to the services identified and described herein. ARTICLE II - COMMENCEMENT AND RENEWAL See section 1.4 of the RFP with the initial term commencing as of November 1, 2022, through October 31, 2023, with four (4) potential annual renewal terms for one 1 (1) year periods on the same terms and conditions. ARTICLE 111 - COMPENSATION The compensation is as set forth in the RFP, as responded to by the Contractor, and the rates set forth in the Proposal. The maximum indebtedness under this Agreement for the period from November 1, 2022 through October 31, 2023, shall be $297,198.00 in accordance with the "Blackboard Alternative Proposal Option" displayed in Attachment B of the proposal. Parties agree that compensation shall commence with the effective date of this contract, and not the dates stated in the proposal. In no event shall the District be responsible to the Contractor for compensation in excess of the maximum obligated amounts stated in this Agreement, except as amended pursuant to the provisions of the RFP. The District representative and the Contractor representative shall establish the format of invoices to the District, and invoices shall not be sent any more frequently than once per month. ARTICLE IV -TERMINATION This Agreement may be terminated as set forth in the RFP, as responded to by Contractor in its Proposal. ARTICLE V - COMMUNICATIONS; RECORDS; NOTICES 5.1 The parties agree that all communications relating to the day-to-day activities shall be exchanged between the respective representatives of the District and the Contractor, which representatives shall be designated by the parties, in writing, promptly upon commencement of the Services. 5.2 The parties agree: (a) Subject to Contractor's reasonable security requirements and not more than once every twelve (12) months, the District may, at its own expense, review Contractor's. relevant billing records for a period not to exceed the preceding 12 months, for the purpose of assessing the accuracy of Contractor's invoices to the District. The District may employ such assistance, as it deems desirable to conduct such reviews, but may not employ the assistance of any entity that derives a substantial portion of its revenues from the provision of services that are substantially similar to the Services provided hereunder or any person who has previously made prohibited use of Contractor's confidential information. The District shall cause any person retained for this purpose to execute a non-disclosure agreement. Such reviews shall take place at a time and place agreed upon by the parties. The District's normal internal invoice reconciliation procedures shall not be considered a review of Contractor's relevant billing records for purposes of this Agreement. (b) Contractor shall promptly correct any billing error that is revealed in a billing review, including refunding any overpayment by the District in the form of a credit as soon as reasonably practicable under the circumstances. (c) Contractor shall cooperate in any District billing review, providing Contractor billing records as reasonably necessary to verify the accuracy of Contractor's invoices. 2 Contractor may redact from the billing records provided to the District any information that reveals the identity or confidential information of other Contractor customers or other Contractor confidential information that is not relevant to the purposes of the review. With regard to all E-Rate records relating to any services provided under this Agreement, Contractor will follow all Service Provider requirements for the USF Schools and Libraries Program as set forth on the USAC website and FCC rules. 5.3 The District's address for notices shall be as set forth in Section 14.7.14 of the RFP. ARTICLE VI - MISCELLANEOUS 6.1 The Article and Section headings are for reference and convenience only and shall not enter into the interpretation hereof. 6.2 The contract documents consist of this Agreement, the RFP attached hereto as Exhibit A, and the Proposal attached as Exhibit B. In the event of any conflict or ambiguity among these documents, the priority shall be assigned as follows: first to this Agreement, next to Exhibit B, and last to Exhibit A. 6.3 All of Contractor's exceptions to the RFP set forth in its Proposal, if any, are accepted except as may be specifically addressed in this Agreement. 6.4 This Agreement may be executed via facsimile and in one or more counterparts, each of which will be deemed an original, but all such facsimiles and counterparts will together constitute but one and the same instrument. 6.5 The parties agree that the signatures below shall constitute signature of the Master Agreement, the Pricing Schedule(s), and E-Rate Rider attached to the Proposal. With respect to the E-Rate Rider, the District selects Option A on page 2 thereof. IN WITNESS WHEREOF, the parties have duly executed this Agreement as of the date first above written. ACTIVE INTERBET TECHNOLOGES, LLC, OBA FINALSITE By: __________ _ Name: ___________ _ Title: ------------- [Signatures continue on next page] 3 [Signature Page to Agreement between The School Board of Duval County, Florida, and Blackboard, Inc. Dated Effective November 1, 2022] THE SCHOOL BOARD OF DUVAL COUNTY, FLORIDA Dr. i na reene, Superintendent of Schools and Ex-Officio Secretary to the Board Approved by the Board: October 10, 2022 ral Counsel 4 EXHIBIT A RFP 15-22/TW, April 21, 2022, External Web Content Management System and Hosting Services, Mass Communication and Mobile App 5 REQUEST FOR PROPOSALS (RFP} RFP NO. 15-22/TW External Web Content Management System and Hosting Services, Mass Communication and Mobile App DUVAil COUNTY !P:UiBLI C SCHOOLS RFP Release Date: April 21, 2022 Deadline for Written Questions: May 5, 2022, 4:00 p.m. (EDT) Proposals Opened: May 19, 2022, 2:00 p.m. (EDT} Committee Evaluation: June 1, 2022 Presentations (if necessary): June 8, 2022 Board Award: July or August, 2022 DUVAL COUNTY PUBLIC SCHOOLS Purchasing Services Department 1701 Prudential Drive Jacksonville, Florida 32207 RFP No. 15-22/TW, External Web Customer Management System and Hosting Services, Mass Communications and Mobile App Duval County Public Schools 1701 Prudential Drive Jacksonville, FL 32207 Purchasing Services l 701Prudential Drive Jacksonville, FL 32207 ATTACHMENT A DUVAL COUNTY PUBLIC SCHOOLS Request for Proposals (RFP) Required Response Form www .duvalschools.org PHONE: (904) 390-2000 TDD: (904) 390-2898 PH: (904) 858-4848 FAX: (904 858-4868 EXTERNAL WEB CONTENT MANAGEMENT SYSTEM AND HOSTING SERVICES, MASS COMMUNICATION AND MOBILE APP RFP No. 15-22/TW This response must be submitted to Duval County Public Schools, Purchasing Services, 1701 Prudential Drive, 3rd Floor, Jacksonville, FL 32207, no later than 2:00 p.m. EDT on May 19, 2022 and plainly marked RFP 15-22rrW. Responses are due and will be opened at this time. Responses received after 2:00 p.m. EDT on the date due will not be considered. Anti-Collusion Statement/ Public Domain I, the undersigned vendor have not divulged, discussed, or compared this proposal with any other vendors and have not colluded with any other vendor in the preparation of this proposal in order to gain an unfair advantage in the award of this proposal. I acknowledge that all information contained herein is part of the public domain as defined in the Public Records Act, Chapter 119, F.S. Proposal Certification I hereby certify that I am submitting the following information as my company's response and understand that by virtue of executing and returning with this response this REQUIRED RESPONSE FORM, I further certify full, complete, and unconditional acceptance of the contents of all pages, inclusive of this Request for Proposal, and all appendices/attachments and the contents of any Addendum released hereto. VENDOR (firm name): ___________________________ _ STREET ADDRESS"--: __________________________ _ CITY & STATE: ____________________________ _ PRINT NAME OF AUTHORIZED REPRESENTATIVE _______________ _ SIGNATURE OF AUTHORIZED REPRESENTATIVE: _______________ _ TITLE·----------------------,-- DATE: _______ _ CONTACT PERSON: ________________________ _ CONTACT PERSON'S ADDRESS: _____________________ _ TELEPHONE: _______ _ FAX: ____ _ TOLL FREE: ______ _ INTERNET E-MAIL ADDRESS: _________ _ INTERNET URL: _____ _ VENDOR TAXPAYER IDENTIFICATION NUMBER: ________________ _ NOTE: Entries must be completed in ink or typewritten. A signature is required. Page 1 of30 RFP No. 15-22/TW, External Web Content Management System and Hosting Services, Mass Communications and Mobile App ITEMS TO BE RETURNED WITH PROPOSAL: 1. Required Response Form - Attachment A Page 1 of 30 2. Cost Proposal Worksheet - Attachment B Note: In accordance with section 4.3, please submit proposal as follows: 1. One (1) manually signed original 2. Seven (7) USB Flash Drives in .pdf format Proposals to be delivered to: 1701 Prudential Drive Suite 322 Jacksonville, Florida 32207 Page 2 of 30 RFP No. 15-22/TW, External Web Content Management System and Hosting Services, Mass Communications and Mobile App DUVAL COUNTY PUBLIC SCHOOLS RFP: EXTERNAL WEB CONTENT MANAGEMENT SYSTEM AND HOSTING SERVICES, MASS COMMUNICATION AND MOBILE APP RFP No. 15-22/TW INDEX 1.0 Introduction 2.0 Scope of Services 3.0 Ex Parte Communication 4.0 Preparation and Submission Requirements 5.0 Familiarity With District and Additional Information 6.0 Time Schedule 7.0 District's Rights and Reservations 8.0 Proposal Format 9.0 Evaluation Criteria 10.0 Proposal Evaluation Process 11.0 Replacement of Contractor Staff 12.0 Cancellation of Award/Termination 13.0 Default 14.0 Legal Requirements 15.0 Federal and State Tax 16.0 Conflict of Interest 17.0 Insurance Requirements 18.0 Indemnification/Hold Harmless Agreement 19.0 Public Records Law 20.0 Permits and Licenses 21.0 Public Entity Crimes 22.0 Assignment of Contract and/or Payment 23.0 Agreement 24.0 Dispute (Solicitation or Award) 25.0 Disclaimer 26.0 Office of Economic Opportunity (OEO) Encouragement Page 3 of30 RFP No. 15-22/TW, External Web Content Management System and Hosting Services, Mass Communications and Mobile App ATTACHMENTS: A. Required Response Form - Page 1 of 30 B. Cost Proposal Worksheet EXHIBITS: 1. Member Evaluation Worksheet 2. Composite Federal Forms Page 4 of30 RFP No. 15-22/TW, External Web Content Management System and Hosting Services, Mass Communications and Mobile App DUVAL COUNTY PUBLIC SCHOOLS RFP: EXTERNAL WEB CONTENT MANAGEMENT SYSTEM AND HOSTING SERVICES, MASS COMMUNICATION AND MOBILE APP RFP No. 15-22/TW 1.0 INTRODUCTION: 1.1 Purpose and Background: The District has published this Request for Proposals, hereinafter referred to as "RFP," for the Communication Department to solicit proposals for three items: • Integrated Web Site Content Management System (CMS) • Mass communication platform • Mobile app solution All must meet the features and specifications of the products and services outlined in this RFP. The District seeks to leverage the CMS, mass communication platform and mobile app selected through the RFP process to serve the District, District Departments and 159 individual schools in their need to communicate information to a variety of internal and external stakeholders. Each item is divided into three separate lots. Vendors may submit proposals for individual lots or all three lots. Services will begin in the 2022-23 school year for a live launch in the 2023-24 school year. The District has the right to award all services to one company or to three separate companies for each individual service including the web content management system, the mass communication system and the mobile application. Lot 1 - The CMS the District is seeking should provide website content creation, management, presentation, publication and deployment. It must be compliant with the Americans with Disabilities Act and WCAG 2.1 AA and Section 508 Standards and should include an auditing program to ensure accessibility for people with disabilities. The CMS should also feature a responsive web design to enhance the digital experience on any device. This CMS will provide administrative access to a wide variety of users (district, school, program, and department staff) to communicate to a wide audience including students, parents, employees and the community. The CMS must be user-friendly and should provide a consistent design across pages and sites allowing for individualized content and limited configuration/customization by each school or department. Lot 2 - The mass communication platform will be used to send relevant, customized and targeted messages, including phone calls, text messages, emails, social media, app notifications and web notifications to stakeholders, predominantly families of students. The platform must be fully automated to provide data-driven outreach for attendance and grades. Features should also include: ability to schedule recurring messages, accurate and editable translations, and an opt-out option. The platform must automatically integrate with our student database system. The platform must support extensive, multiple data files including phone numbers and email addresses of individual students, parents, and employees at the district and school level as well as school level and district level custom lists. App notification functionality should include both restricted (to parents, students, and/or employees associated with the school) and unrestricted (to all those audience segments and any others "following" the school). The platform must be compliant with the Americans with Disabilities Act and WCAG 2.1 AA and Section 508 Standards. We require data integration and set up, training sessions for staff and 24/7 Page 5 of 30 RFP No. 15-22/TW, External Web Content Management System and Hosting Services, Mass Communications and Mobile App toll-free customer service. Lot 3 - The mobile app the District is seeking should have the ability to serve the communication needs of the District and individual schools, as well as specialized programs and departments. The mobile app should be available for use on both Android and iOS devices. The app must also meet ADA standards and WCAG 2.1 AA and Section 508 Standards. The app should integrate with our student information system, FOCUS and mass communication system in lot two. App notification functionality should include both restricted (to parents, students, and/or employees associated with the school) and unrestricted (to all of those audience segments and any others "following" the school). The app should support device interaction with other district applications including school locater, My School Bucks, Nutrislice, Fortify Florida, and others. The app must include functionality to enable two-way communication with the district and each of its schools. 1.2 General Information about District Schools: The District and its governing board were created pursuant to Section 4, Article IX of the Constitution of the State of Florida. The District is an independent taxing and reporting entity managed, controlled, operated, administered, and supervised by the District's school officials. The Board consists of seven elected officials responsible for the adoption of policies, which govern the operation of the District. The Superintendent of Schools is responsible for the administration and management of the schools within the applicable parameters of state and federal laws and regulations, State Board of Education Rules, and School Board policies. The Superintendent is also specifically delegated the responsibility of maintaining a uniform system of records and accounts in the District. The District is coterminous with Duval County, which covers 850 square miles and operates 171 facilities, including administrative areas, elementary schools, middle schools, high schools and specialized schools. The District serves 107,878 students (the student population changes annually). It is the second largest employer in Jacksonville with approximately 11,550 full time staff (approximately 7,803 teachers) at 158 schools and additional administrative facilities, and the sixth largest district in the State of Florida. The administration of this Contract is a function of the District's Marketing and Public Relations Department. All post-award communications shall be directed to Director of Marketing. For more information about the District, please visit www.duvalschools.org. 1.3 Award: DCPS reserves the right to award all-or-none (all 3 lots) to the highest ranked proposer or to make separate awards by lot to the highest ranked proposer for each lot. All proposals will be evaluated in accordance with the evaluation criteria specified in this document. Based on the proposals received, the Board may elect to proceed based on any of the following options, but will not necessarily be limited only to these options: (1) Award to the best initial proposal without any further discussion or negotiation; 2) Negotiate with the highest ranked firm or firms, or; (3) require the top ranked firms to conduct in-person demonstrations of their product(s). Proposers are advised to provide a competitive offer with the initial proposal since the District reserves the right to award a contract based on initial proposals without further discussion or negotiation. The proposal most advantageous to the Board, at its sole discretion, will be selected. The Board reserves the right to negotiate out unacceptable clauses or restrictions incorporated within an otherwise acceptable proposal. In the event that a mutually acceptable contract between the Board and the selected Proposer cannot be successfully negotiated and executed, the Board reserves the right to discontinue negotiations with such Proposer and to negotiate and execute a contract with the next highest ranked Proposer. 1.4 Contract Term: The District shall select up to three contractors to provide External Web Customer Management System and Hosting services, Mass Communication and Mobile App, as herein described for the District with service commencing from the July 1, 2022 through June 30, 2023 (subject, however, to availability of lawfully appropriated funds for each District fiscal year). While the work will commence in the 2022-23 school year, the websites, mass communication and mobile app must be tested, live and users trained Page 6 of30 RFP No. 15-22/TW, External Web Content Management System and Hosting Services, Mass Communications and Mobile App prior to the next school year (2023-24). The Contract(s) may thereafter be renewed for four (4) additional one (1) year periods, upon the consent and agreement of both parties. The fee structure of the Contractor shall remain firm for the entire contract term. 1.5 Related Services: When DCPS requires related external web content management system and hosting services, mass communications and mobile app services that are not a part of the Scope of Services herein, DCPS may, at its sole discretion, elect to negotiate with the contractor to procure those services from the contractor in accordance with this contract or may elect to procure elsewhere. If DCPS elects to procure the service(s) from the contractor, a separate purchase order or contract will be issued. 2:0 SCOPE OF WORK: Lot 1 - Web Content Management System - This work may involve the design of a new public-facing District and school websites. The vendor's proposed product will: 1. Work as the district's public websites & school websites (approximately 200 subsites) 2. Provide multiple calendars: Lunch menu/district event calendars 3. Provide mobile version 4. Provide multiple languages 5. Provide web-friendly URL managed by the District 6. Provide state-of-art search engine 7. Provide social media sharing abilities 8. Be compatible across operating systems and browsers 9. Be American with Disabilities Act and Children's Online Privacy Protection Act Compliant 10. Provide automated audit alerts for ADA compliance (note: that costs for automated ADA scans or audits should be embedded in the total cost of your proposal and NOT offered as an additional product selection. 11. Provide statement of ADA accessibility for the web templates 12. Have a robust file library and provide alerts for document aging 13. Provide 24/7 customer service support and knowledge base library to users of platform 14. Be visually appealing and represent contemporary web design standards with an attractive mix of text, photos and graphics 15: Be easily accessed and navigated both internally to the District and externally 16. Create a consistent and standardized format and enhanced graphical look for all phases; thereby establishing a unified theme throughout the District's website and school websites. Flexibility should also be provided to allow for different District functions. 17. Provide an overall architecture that is conducive to future growth of information sharing, services and functions that is easily maintained by the District's departmental personnel and school personnel 18. Be able to trace site analytics using Google Analytics. Maintenance software which includes reporting functions would be valuable. 19. Have the ability to create and use ADA compliant electronic submission forms 20. Provide ability for non-technical, school and department-based content managers to easily update information and create new pages within the CMS with easy access to standard formatted pages for consistency in design creation 21. Provide training and ongoing support for personnel assigned to managing content on the new web platform. 22. The website shall be available to the public with 99.9 percent uptime guarantee. 23. Average page load time should not exceed 2.5 seconds in both desktop and mobile devices. 24. Provide high-speed upload with minimal download response times for all pages (i.e., high-speed and low-speed) in use by the public. 25. The product proposed will allow for secure single sign-on capabilities and extensive delegation of content management to 2,000 or more users. The District's preferred website model calls for authorized District staff to have the ability to perform routine content management related to routine Page 7 of30 RFP No. 15-22/TW, External Web Content Management System and Hosting Services, Mass Communications and Mobile App information such as the posting of meeting dates, agendas, minutes, departmental events, removing old and outdated information and general noticing. A staff webmaster(s) should have more comprehensive ability to provide quality control and the ability to update non-routine information. Therefore, a system needs to be structured for maintenance and updating capabilities by non-technical staff. The District is interested in a robust content management process and is open to ideas on how best to accomplish this aspect of the website. 26. The proposed solution shall be capable of backups where backups will be performed by the Vendor 27. The vendor must provide turn-key services including migration of existing website content to a new site. Ensure that your proposal includes: a. Cost for migration from current site to your platform. b. Timeline for conversion from current site to your platform. c. A comprehensive list of all support and services required of the district for conversion if your web content management system and hosting solution is chosen. d. Extensive training program for district and school personnel who will be required to create and share content within your proposed system/platform. Lot 2 - Mass Communications - This work will involve development of a mass communication platform that is fully integrated with the District student data system. The vendor's product will: 1. Provide software as a service 2. Minimally provide email, phone, cell phone, text messaging, social media, app posting and website posting 3. User-friendly interface 4. Designated district administrators have access to all functions of the system and be able to assign permissions 5. School site administrators and principals shall have the ability to create messages for his/her school only, and may assign these rights to others at the school 6. Ability to create separate accounts for staff, students and parents. Messages shall be able to be tailored for either or both students and parents. Ability to create sub groups created from primary groups 7. Foreign language translation to include Spanish, Vietnamese, Chinese, Haitian Creole, Burmese, Tagalog and Arabic 8. Allow receive to block reception of text messages to cell phones 9. Ability to save messages for future delivery 10. Reporting capabilities to track usage and success of messages in multiple formats to include Excel, Acrobat, Word and Text files 11. Provide rapid call delivery with capability to reach all district families and/or employees in minimal time. 12. Includes user mobile device interface or app for sending messages. 13. Unlimited accounts using single sign on 14. Data integration and data security with automatic transfer of data nightly (your response should include technical specifications for any files or data needed from the school district) 15. Archiving of messages 16. Compatible with mobile devices, tablets, computers, etc. 17. Redundant infrastructure in a physically secured data center 18. Training 19. 24/7, toll-free customer service support for all end users 20. The vendor must provide turn-key services including data integration for the service. Lot 3 - Mobile App - This work will involve development of a mobile app that is fully integrated with the District student data system so parents can interact with the District and or their individual schools. Community members may also use the app to follow school activities and news. The service will send unlimited push notifications to recipients via a District branded mobile app. The vendor's product will: Page 8 of 30 RFP No. 15-22/TW, External Web Content Management System and Hosting Services, Mass Communications and Mobile App 1. The mobile app must follow the brand of the District 2. Must be ADA compliant 3. Must include data integration and protection 4. Must provide archiving of messages 5. Should provide push notification of announcements, information such as calendars, news, contacts for individual schools and the disfrict, social media 6. Integration with parent accounts to securely check gradebooks, assignments, a. Add third-party vendors for this section. (list the cafeteria account balances, library account balances and attendance histories. The District uses Focus for student information .. 7. Provide regular updates to the application and software including patches, fixes and full version upgrades 8. Make the app available in a version for iOS and Android to the public via a download on the appropriate App store 9. Provide on-going maintenance and support 10. Provide 24/7 customer and technical support 11. Provide extensive training for district personnel who will manage the app and to school personnel who will use the APP for sharing information and resources. 12. The vendor must provide turn-key seNices including data migration (your proposal should include any requirements or technical specifications required of the district). 3.0 EX PARTE COMMUNICATION: Ex parte communication, whether verbal or written, by any potential Respondent or representative of any potential Respondent to this RFP with District personnel involved with or related to the RFP, other than as designated in this document, is strictly prohibited. Violation of this restriction may result in the rejection/disqualification of the Respondents' proposal. Ex parte communication, whether verbal or written, by any potential Respondent or representative of any potential Respondent to this RFP with Board members is also prohibited and will result in the disqualification of the Respondent. Notwithstanding the foregoing, communications are permissible by this Section when such communications with a prospective Respondent are necessary for, and solely related to, the ordinary course of business concerning the District's existing contract(s) for the materials or seNices addressed in this RFP (but in no event shall any existing vendor intending to submit a proposal initiate communications to any member(s) of the School Board of Duval County, Florida; it being understood such communication initiated by a vendor under these circumstances would not be in the ordinary course of business). 4.0 PREPARATION AND SUBMISSION REQUIREMENTS: 4.1 Proposals not conforming to the instructions provided herein will be subject to disqualification at the sole option of the District. 4.2 All proposals must be received no later than 2:00 p.m. {EDT), on May 19, 2022. Official time for the purpose of RFP opening will be calibrated using http://www.timeanddate.com/worldclock/results.html?query=jacksonville. If a proposal is transmitted by US Mail or other delivery medium, the Proposers(s) will be responsible for its timely delivery to Purchasing Services, 1701 Prudential Drive, 3rd Floor, Jacksonville FL 32207. Any proposal received after the stated time and date or at other location will not be considered. 4.3 One signed original, and seven (7) copies on USB Flash Drive. (7 USB Flash Drives to be submitted) of the complete proposal must be sealed and clearly labeled "REQUEST FOR PROPOSAL: External Web Content Management System and Hosting Services, Mass Communications and Mobile App" on the outside of the package. The legal name, address, Proposers' contact person, and telephone number must also be clearly annotated on the outside of the package. Page 9 of30 RFP No. 15-22/TW, External Web Content Management System and Hosting Services, Mass Communications and Mobile App The manually signed original shall be marked as "ORIGINAL". Once accepted, all original proposals and any copies of proposals become the sole property of the District and may be retained by the District or disposed of in any manner the District deems appropriate. All proposals must be signed by an officer or employee having authority to legally bind the Proposers(s). Any corrections of unit prices must be by line-outs of the original prices with correct amounts typed or written in and initialed by the originator. Corrections made using correction fluid (white out) or any other method of correction are unacceptable. NOTE: It is the sole responsibility of each respondent to assure all proposal copies are EXACT duplicates of the original proposal. USS Flash Drives will be utilized by the Evaluation Committee for the purpose of evaluation of proposals. Any information contained in the original proposal which has not been transferred to the USS Flash Drive or photocopies will NOT be considered. The original document will be used solely for official record keeping purposes. 4.4 Potential Proposers shall not contact, by written or verbal communication, any District employee for information regarding this RFP other than as expressly permitted by this RFP. Additions, deletions or modifications to information contained in the RFP document will be presented to all potential Proposers by means of a written addendum, if necessary. No verbal or written information which is obtained other than by information in this document or by addendum to this RFP will be binding on the District. Any questions or requests for clarification regarding this RFP shall be submitted to Terrence Wright, Purchasing Services in writing via e-mail at wrightt@duvalschools.org. The deadline for such questions or requests will be 4:00 p.m., EDT on May 5, 2022, unless otherwise extended in writing by the District. Questions or requests for clarification received after the deadline will NOT be addressed. Note that Proposers are requested to submit questions regarding this RFP for the District's clarification via issued Addenda, instead of Proposer's taking exceptions to any terms or conditions of this RFP within the submitted proposal. 4.5 Any proposal may be withdrawn prior to the date and time the proposals are due. Any proposal not withdrawn will constitute an irrevocable offer, for a period of one hundred twenty (120) days, to provide the District ample time to award the Contract for the services specified in the proposal and this RFP. Concurrent with the delivery of the Proposer's proposal, the Proposer shall also irrevocably deliver a completed and properly signed Attachment A. Upon completion of the award process and within three (3) business days of the School Board's completion of the award process at its duly called meeting the required insurance certificate must be delivered. (see Section 17.0 of this RFP). 5.0 FAMILIARITY WITH DISTRICT AND ADDITIONAL INFORMATION: Proposers should become familiar with any local conditions which may, in any manner, affect the services required. The Proposers(s) is/are required to carefully examine the RFP terms and to become thoroughly familiar with any and all conditions and requirements that may in any manner affect the work to be performed under the Contract. No additional allowance will be made due to lack of knowledge of these conditions. Submission of a proposal shall constitute acknowledgement by the Proposers that it is familiar with all conditions. The failure to familiarize itself with the sites shall in no way relieve him or her from any obligations with respect to the proposal. 6.0 TIME SCHEDULE: The District will attempt to adhere to the following time schedule: • April 21,2022, RFP Distribution • May 5, 2022, at 4:00 p.m. (EDT) Deadline for written questions Page 10 of 30 RFP No. 15-22/TW, External Web Content Management System and Hosting Services, Mass Communications and Mobile App • May 19,2022, at 2:00 p.m. (EDT) Proposal Opening • June 1, 2022, Committee Evaluation • June 8, 2022, Presentations (if necessary) • July or August, Board Award Inquiries regarding the status of a proposal must not be made prior to the posting of award recommendation. The District reserves the right to schedule Mandatory pre-proposal conference(s) as necessary to encourage competition and serve to advance the best interests of the District. 7.0 DISTRICT'S RIGHTS AND RESERVATIONS: A. The District reserves the right to accept or reject any or all proposals. B. The District reserves the right to waive any irregularities and technicalities and may at its sole discretion request clarification or other information to evaluate any or all proposals. C. The District reserves the right, before awarding the Contract, to require Proposers(s) to submit additional evidence of qualifications or any other information the District may deem necessary. D. The District reserves the right, prior to its Board approval, to cancel the RFP or portions thereof, without liability to any Proposers or the District. E. The District reserves the right to: (1) accept the proposals of any or all of the items it deems, at its sole discretion, to be in the best interest of the District; and (2) the District reserves the right to reject any and/or all items proposed. F. The District reserves the right to further negotiate any proposal, including price, with the highest rated Proposer. If an agreement cannot be reached with the highest rated Proposer, the District reserves the right to discontinue negotiations and to negotiate and recommend award to the next highest ranked Proposer or subsequent Proposer(s) until an agreement is reached. G. The District reserves the right to require presentations/interviews with the highest ranked respondents. If presentations/interviews are deemed necessary, the District will notify the affected respondents by email not later than seven business days prior to their respective scheduled presentation/interview. 8.0 PROPOSAL FORMAT: TABA: TABB: Provide the following information: • An introductory letter that includes all contact information for the company, signed by the person who can initiate a contract. (1-page limit) • Provide a list of which lots for which you are submitting your services ( 1-page limit) • A brief history of your company including years in business (1-page limit) • Organizational chart of your total staff, highlighting the number of technical staff and those who will work on the project (1-page limit) RFP Response (Excluding Price) Please provide separate tabs for each lot on which you are proposing. Section 1: Vendor Qualifications/Experience with Similar Projects (20 pts) Section 1.1 - Provide documentation to verify the proposer possesses adequate financial support, assets and organization to provide the products and services required in this RFP. This may take the form of financial Page 11 of 30 RFP No. 15-22/TW, External Web Content Management System and Hosting Services, Mass Communications and Mobile App statements, credit ratings, a line of credit or other financial arrangements sufficient to enable the proposer to be capable of meeting the requirements of the RFP. Section 1.2 - Provide project experience related to the lots on which you are proposing. Include up to three examples or case studies developed for large, urban school districts or organizations of similar size. Those should be examples for which the staff proposed to work with the District have played a role. Section 1.3 - Provide letters of performance support from up to three past clients from large, urban school districts or organization of similar size. Include the names of individuals you would propose the District contact, together with phone numbers and company names and addresses. These should ideally be references for which the proposed staff have played a role. Section 2: Quality of Proposed Solution (50 pts) Section 2.1 - Respond to your capabilities to meet of each of the specific minimum specification for each lot you are pursuing. Section 2.2 - Provide your training plan and customer service plan for each lot on which you are seeking. Please explain your online self-help knowledge base system. Section 2.3 - Specifically address the ease of use of your product for non-technical users. Provide screen-shots or other graphics of user interfaces for each system you are seeking (CMS, mass communication system and/or app). Section 2.4 - Describe your service for maintenance and correction of issues and the timeframe for corrective action, as we should experience under the fee quotes for this proposal. Section 2.5 Provide your plan for ADA compliance on your platform including how you maintain ADA compliance day-to-day and how you respond to ADA compliance issues noting that the district strives to maintain ADA compliance WCAG 2.1AA and Section 508. Include your timeline for addressing ADA issues that arise on a new platform and existing template. Section 2.6 Describe any information that the District must supply and or any other resources the District must supply in order for the vendor to complete the required deliverables. Vendor is responsible for the provision of all resources not specifically listed herein. Section 2. 7 - Describe any additional value or attributes that set you apart from your competition. Section 2.8 - If proposing on CMS: What is your methodology and transition plan for converting current website content to the new CMS and websites, and/or data transfer for mass communication and mobile app. Provide a timeline for these transitions. Duval County Public Schools expects a turn-key migration. Section 2.9 - If proposing on CMS: Demonstrate your creative capability, your command of user experience and your research of user experience. Page 12 of 30 RFP No. 15-22/TW, External Web Content Management System and Hosting Services, Mass Communications and Mobile App Section 2.10 - If proposing on CMS: Describe the capability that super-users will have to modify website templates including adding information to headers/footers. If you are addressing mass communication platform or mobile app, please explain the administrative rights of super-users. RFP Cost Proposal Worksheet & Fee Schedule (30 pts) You must fill out the Cost Proposal Worksheet (Attachment B) with your pricing for each separate lot for which you are providing service. Failure to include your pricing on the Cost Proposal Worksheet may result in rejection of the RFP. Do not submit cost information in any other format. Demonstration (50 pts) Only those Proposers selected by the Committee to provide presentations/interviews will be eligible for points in this category, and the points awarded by the Committee will be separate from the points assigned in all other Evaluation Criteria. Once the Committee prepares a subtotal of the scores for the Evaluation Criteria in subsection 8.0 above, the Committee will require presentations/demonstrations with the top three (3) ranked firms for each lot. The Committee may also decide, in its sole and absolute discretion, to interview additional ranked firms as well. The Committee may also decide, in its sole and absolute discretion to make an award to the highest ranked proposers without conducting presentations/interviews. The Proposers selected for the interviews under this section shall be notified in writing and shall be prepared to make its presentation to the Committee according to the schedule in section 6.0 above. The selected firms will be expected to address the following during the interviews/presentations: A. Product capabilities (40 points) Proposers should demonstrate the user experience of their products both from the perspective of the front-end customer user and the back-end district employee application user. B. Migration plan (10 points if applicable). Proposers should demonstrate that they have the capability to migrate the district and its schools to their systems within a reasonable timeline with minimal support from the district. In this section, provide an overview of your process and timeline with clear identification of any resources or support required from the district. 9.0 EVALUATION CRITERIA: A District evaluation committee will be established to evaluate proposers' responses to each of the RFP requirements. Each response will be reviewed, discussed, evaluated and ranked by each of the committee members. Proposals should be complete on their face. However, after opening of responses, the District reserves the right to waive irregularities in any proposal, to request clarification information it deems appropriate from one or more respondents, to request supplemental information from all respondents, and to factor any additional information in the evaluation. The District may or may not require oral presentations of a group of finalists in person or on the telephone and may request further information from those finalists. The District reserves the right to request one or more respondents to a Best and Final Offer process. This may be used when no single response addresses all the specifications, when the costs submitted by all proposers are too high, when two or more proposers are virtually tied after the evaluation process, or when all proposers submitted responses that are unclear or deficient in one or more areas. If a Best and Final Offer is used, proposers may be required to submit revisions to the RFP response. The District will send out a Best and Final Offer request to invited respondents that will set forth the areas of the proposal to be covered, and the date and time by which the Best and Final Offer must be returned. All respondents will be treated equally and no information will be transmitted from one respondent about the other respondent's offer during the process. The District reserves the right to apply additional criteria not listed in the original RFP to the Best and Final Offer process but any additional criteria will be disclosed to proposers in the Best and Final Offer. Page 13 of 30 RFP No. 15-22/TW, External Web Content Management System and Hosting Services, Mass Communications and Mobile App Proposals will be ranked based on the following criteria for each individual lot: Criteria Description Points Vendor Qualifications / Proof of proposer's financial stability. Experience of 20 Experience with Similar firm in providing similar projects to similar Projects institutions Quality of Proposed Quality of proposed methodology and approach to 50 Solution project, project timeline, and ability of proposer to meet District needs Cost Proposal Form Pricinq 30 10.0 PROPOSAL EVALUATION PROCESS: Proposals are received and publicly opened. Only names of Proposers are read at this time. An Evaluation Committee will convene, review and evaluate all proposals submitted based on the factors set forth in the RFP. The Proposer's complete response will be reviewed and evaluated by the Evaluation Committee. The Evaluation Committee reserves the right to interview any or all Proposers and to require a formal presentation with the key people who will administer and be assigned to work on the contract before recommendation of award. All proposals will be evaluated in accordance with the evaluation criteria specified in this document. Information derived by investigation and overall due diligence of District staff will be considered. Based on the proposals received, the District may elect to proceed based on any of the following options, but will not necessarily be limited only to these options: ( 1) Award to the best initial proposal without any further discussion or negotiation; (2) Negotiate with the highest ranked Proposer; or, (3) Allow the top ranked Proposers make oral presentations. Proposers are advised to provide their respective best offer with the initial proposal because the District reserves the right to award a Contract based on initial proposals without further discussion or negotiation. The proposal most advantageous to the District in its sole discretion will be selected. The District reserves the right to negotiate revisions to or removal of unacceptable clauses or restrictions incorporated within an otherwise acceptable proposal. In the event that a mutually acceptable contract between the District and the selected Proposers cannot be successfully negotiated and executed, then the District reserves the right to discontinue negotiations with such Proposers and to negotiate and execute a Contract with the next-ranked Proposers. Note section 4.4 above, where Proposers are requested to submit questions during the addendum process instead of taking exceptions within the proposal to the terms and conditions in this RFP. · 1 The District reserves all rights, in its sole discretion, not to issue an award to any Proposers, to cancel this RFP at any time, to reissue this RFP for any reason, or a combination of any or aU of the above. The District will not be liable to any Proposer for any costs incurred in connection with this RFP as a result of any of the above stated actions taken by the District. A recommendation agenda item will be submitted to the Superintendent of Schools, Duval County, Florida. The Superintendent will then recommend to the School Board the award or rejection of any and/or all proposal(s). The School Board will then award or reject any or all proposal(s). 11.0 REPLACEMENT OF CONTACTOR STAFF: Replacement personnel must have, at a minimum, credentials equivalent to the individuals whom they replace. Resumes of replacement management personnel may be required to be submitted to the District for review. Page 14 of 30 RFP No. 15-22/TW, External Web Content Management System and Hosting Services, Mass Communications and Mobile App 12.0 12.1 CANCELLATION OF AWARDfTERMINATION: Cause: In the event the Contractor, either willfully or unintentionally violates any of the provisions of the Contract, the Superintendent or designee shall give written notice stating the deficiencies. The Contractor shall provide to the District its action plan within two (2) business days after the District's notification, and the Contractor shall have ten (10) business days after the District's initial notice to complete the cure set forth in its action plan. 12.2 Convenience: The District, reserves the right to terminate any contract resulting from this RFP, at any time and for any reason, upon giving no less than sixty (60) calendar days prior written notice. ' If said Contract should be terminated for convenience as provided herein, the District shall be relieved of all obligations under said Contract. Access to any and all work papers will be provided to the District after the termination of the Contract. . The parties understand and agree that the Contractor shall in no event have the reciprocal right to terminate the Contract; it being understood that the District's payments to the Contractor forms the consideration for the District's termination for convenience not being available to Contractor. In the event of the District's termination of the Contract, the District (in its sole election) may also require the Contractor to provide the transition assistance as set forth in Section 12.6 of this RFP. 12.3 Breach of contract resulting in termination of the Contractor for cause may result in the Contractor being debarred from future solicitations pursuant to School Board Policy 7.70. 12.4 FORCE MAJEURE: Whenever the Contractor's place of business, mode of delivery or source of supply has been disrupted by acts of government, God, civic commotion, or war, it shall be the responsibility of the Contractor to promptly send written notice to the District's Director of Purchasing Services, as to the extent of this disruption and its probable effect upon this Contract. If, in the opinion of the District, the disruption presented is commensurate with the conditions established herein, the District may elect to modify delivery/service timelines, renegotiate the Contract in whole or in part, or cancel all or any portion of the Contract. The Contractor will be given written notification of all decisions made. The decision of the District shall be final, and the District's objective will be a solution that is mutually beneficial. 12.5 Notwithstanding anything to the contrary herein, each payment obligation of the District created by the Contract is conditioned upon the availability of funds that are appropriated or allocated for the payment of services. If such funds are not allocated and available, the Contract may be terminated by the District at the end of the period for which funds are available. The District shall notify the Contractor at the earliest possible time before such termination. No penalty shall accrue to the District in the event this provision is exercised, and the District shall not be obligated or liable for any future payments due or for any damages as a result of termination under this section. 12.6 In order to provide transition assistance to the District in the event that the Contract is terminated or expires, the Contractor agrees that the District may provide written notice to the Contractor retaining the Contractor for a mutually agreed upon period of time (at a minimum of one calendar month, plus five (5) additional calendar months on a month-by-month basis at the District's sole and unilateral election) on the same terms and conditions set forth in the Contract (the "Transition Assistance"). The provisions of this section will not apply if the Contract is terminated by the Contractor based on an uncured event of default by the District. 13.0 DEFAULT: 14.0 In the event that the Contractor breaches the Contract, the District reserves the right to seek any and all remedies in law and/or in equity. LEGAL REQUIREMENTS: Page 15 of 30 RFP No. 15-22/TW, External Web Content Management System and Hosting Services, Mass Communications and Mobile App 14.1 It shall be the responsibility of the Contractor to be knowledgeable of and adhere to the requirements of any Federal, State, County and local laws and ordinances, rules and regulations that in any manner affect the items covered herein which may apply. Lack of knowledge by the Contractor shall in no way be a cause for relief from responsibility. Upon award, Contractor shall execute and deliver to the District, concurrent with its signature of the Agreement, the following, all of which shall be incorporated into the Agreement by this reference, and which are attached as composite Exhibit 2: (a) Federal Regulatory Compliance Statement; (b) Certification Regarding Drug-Free Workplace Requirements; (c) Certification Regarding Debarment, Suspension, Ineligibility and Voluntary Exclusion; and (d) Non-Collusion Affidavit. 14.2 Non-Discrimination: Contractor represents and warrants to the District that Contractor does not and will not engage in discriminatory practices and that there shall be no discrimination in connection with Contractor's performance under the Agreement on account of a person's actual or perceived identity with regard to race, religion, gender or gender identity/ expression, age, marital status, disability, sexual orientation, political or religious beliefs, national or ethnic origin, pregnancy, veteran status, any other protected status under applicable laws, or any other distinguishing physical or personality characteristics. Contractor further covenants that no otherwise qualified individuals shall, solely by reason of his / her actual or perceived identity with regard to race color, religion, gender or gender identity / expression, age, marital status, disability, sexual orientation, political or religious beliefs, national or ethnic origin, pregnancy, veteran status, any other protected status under applicable laws, or any other distinguishing physical or personality characteristics, be denied the benefits of, or being subjected to discrimination, or be denied access and services, under any provision of the Agreement. 14.3 Respondents affirm by submitting their proposals that they are equal opportunity and affirmative action employers and shall comply with all applicable federal, state and local laws and regulations including, but not limited to: Executive Order 11246 as amended by 11375 and 12086; 12138; 11625; 11758; 12073; the Rehabilitation Act of 1973, as amended; the Vietnam Era Veterans Readjustment Assistance Act of 1975; Civil Rights Act of 1964; Equal Pay Act of 1963; Age Discrimination Act of 1967; Immigration Reform and Control Act of 1986; Public Law 95-507; the Americans with Disabilities Act; 41 CFR Part 60 and any additions or amendments thereto 14.4 JESSICA LUNSFORD ACT: 14.5 14.6 14.6.1 The Contractor shall comply with and be responsible for all costs associated with the Jessica Lunsford Act, which became effective on September 1, 2005 (if applicable). The Act states that contractual personnel who are permitted access to school grounds when students are present or who have direct contact with students must meet Level 2 requirements as described in Sections 1012.32, 1012.465 and 1012.467 Florida Statutes and any other applicable Section(s). In 2013, the Florida Legislature amended Section 1012.467 F.S. to create a requirement for a uniform, statewide identification badge to be worn at all times by non-instructional Contractors when on school grounds. The cost of the badge may not exceed ten dollars ($10.00) per badge, per employee. After the implementation of the initial badge, Contractors shall replace the badges concurrently with the re­ fingerprinting of employees. The associated cost of the uniform, statewide badge shall be the responsibility of the Contractor. The Contractor shall report any arrest for a disqualifying offense within forty-eight (48) hours of the arrest. Failure of the Contractor/ Contractor's employee to report an arrest for any disqualifying offense within 48 hours is a felony of the third degree punishable as provided in Section 775.082 or Section 775.083 F.S Other Legal Requirements. All the personnel assigned by the Contractor and any subcontractor shall be authorized under state and local laws to perform such Services, whether by appropriate license, registration, certification or other authorization. Representations and Warranties. The Contractor warrants that it is a duly formed business entity duly organized and existing in good standing under the laws of the State of its formation and is entitled and shall remain licensed to carry on Page 16 of 30 RFP No. 15-22/TW, External Web Content Management System and Hosting Services, Mass Communications and Mobile App its business as required for its performance pursuant to the Contract in the State of Florida.The Contractor agrees that it will comply with all rules and regulations of governmental bodies governing its performance under this RFP and the resulting Contract whether or not such specified in the Contract and Exhibits. The Contractor further warrants that the execution and delivery of the Contract and the terms and conditions herein have been duly authorized by proper corporate and/or partnership action (as the case may be). 14.6.2 The Contractor shall comply with all applicable federal, State and local laws, ordinances, rules, and regulations pertaining to the performance of the Services and all matters pertaining to the Contract, as the same exist and as they may be amended from time to time. 14.6.3 Each Party agrees to continue performing its obligations under the Contract while any dispute is being resolved (except to the extent the issue in dispute precludes performance); provided, however, that any dispute over payment shall not be deemed to preclude performance 14.6.4 Each Party agrees that, in its respective dealings with the other Party under or in connection with the Contract, it shall act in good faith. 14.6.5 Contractor shall not use the District's name, logo or other likeness in any public event, press release, marketing materials or other public announcement without receiving the District's prior written approval. Contractor shall not host or stage events at District locations without receiving prior approval by the District contract administrator. 14.7 Miscellaneous. The Contract to be awarded pursuant to this RFP shall be further governed by the following: 14.7.1 This RFP and any Contract resulting therefrom shall be interpreted and enforced in accordance with the laws of Florida and it shall be binding upon and inure to the benefit of the parties hereto and their respective legal representatives, successors and assigns. Venue for any action arising out of the Contract shall lie exclusively in the jurisdictional courts in and for Duval County, Florida. 14.7.2 The Contract shall not be construed more strongly against any party regardless of who was more responsible for its preparation. 14.7.3 Except for the provisions requiring Contractor to pay the District's reasonable attorneys' fees and costs for any matter arising under Section 18 of the RFP (which shall control), in the event of any other conflict arising from the Contract, each party shall pay its own attorneys' fees and costs. 14. 7.4 In the event any provision specified herein is held or determined by a court of competent jurisdiction to be illegal, void or in contravention of any applicable law, the remainder of the Contract shall remain in full force and effect. 14.7.5 Nothing herein shall be deemed that the District alters, limits, waives, or expands the provisions and limitations of section 768.28, Florida Statutes. Except as otherwise provided by Florida Law, neither the execution of the Contract by the District nor any other conduct, action or inaction of any District representative relating to the Contract is a waiver of sovereign immunity by the District. 14.7.6 The Contract may not be amended or supplemented in any way except in writing, dated and signed by authorized representatives of both parties. 14. 7. 7 The Article and Section headings and the table of contents used herein are for reference and convenience only and shall not enter into the interpretation hereof. 14.7.8 The Contractor is, and shall at all times be, an independent contractor under the Contract and not an agent of the District. Nothing in the Contract nor any actions taken by or arrangements entered into between the Parties in accordance with the provisions of the Contract shall be construed as or deemed to create as to the Parties any partnership or joint venture. Neither Party shall have any authority to bind or commit the other Party contractually or otherwise to any obligations whatsoever to third parties. 14.7.9 The Contract is entered into solely between, and may be enforced only by, the District and the Contractor, and the Contract shall not be deemed to create any rights in third parties, including suppliers and Page 17 of 30 RFP No. 15-22/TW, External Web Content Management System and Hosting Services, Mass Communications and Mobile App customers of a Party, or employees of either Party, or to create any obligations of a Party to any such third parties. 14.7.10 Except where expressly provided as being in the discretion of a Party, where agreement, approval, acceptance, consent, or similar action by either Party is required under the Contract, such action shall not be unreasonably delayed or withheld. An approval or consent given by a Party under the Contract shall not relieve the other Party from responsibility for complying with the requirements of the Contract, nor shall it be construed as a waiver of any rights under the Contract, except as and to the extent otherwise expressly provided in such approval or consent. 14.7.11 The provisions in this RFP and all contract documents, which by their nature are intended to survive the expiration, cancellation or termination of the Contract, including, by way of example only, the Indemnification, Insurance, and Confidentiality provisions, shall survive the expiration, cancellation or termination of the Contract. 14. 7.12 All media releases, public announcements, and public disclosures by either Party relating to the Contract or the subject matter of the Contract, including promotional or marketing material, shall be coordinated with'and approved by the other Party prior to release. Contractor shall not host or stage events at District locations without receiving prior approval by the District contract administrator. 14. 7 .13 Time shall be of the essence as to all provisions of the Contract. If any date of significance hereunder falls upon a Saturday, Sunday, or legal holiday, such date shall be deemed moved forward to the next day which is not a Saturday, Sunday or legal holiday. Saturdays, Sundays and legal holidays shall not be considered business or working days. 14.7.14 Every notice, approval, consent or other communication authorized or required by the Contract awarded pursuant to this RFP shall not be effective unless same shall be in writing and sent via hand delivery or overnight delivery (with a receipt), directed to the other party at its address provided below, or directed to the Contractor as established promptly after the award of the Contract pursuant to this RFP. Either party may change the address by written notice to the other party from time to time in accordance herewith: If to District: The School Board of Duval County, Florida 1701 Prudential Drive Jacksonville, Florida 32207 Phone: (904) 390-2115 Attn: Superintendent With copy to: Office of Legal Services Attn: Chief 1701 Prudential Drive, Room 653 Jacksonville, FL 32207 Phone: (904) 390-2111 Notwithstanding the foregoing, the parties agree that all communications relating to the day-to-day activities shall be exchanged between the respective representatives of the District and the Contractor. Once so designated, each party's representative shall coordinate communications and processes as needed for the purposes of conducting the services set forth in the Contract, as well as the process for routine or administrative communications. The parties shall also reasonably cooperate as to the development (including content and format) of the invoicing and any reports to be provided by Contractor as part of the services. 14. 7 .15 Gratuities and Kickbacks. Any employee or any official of the District, elective or appointive, who shall take, receive, or offer to take or receive, either directly or indirectly, any rebate, percentage of contract, money or other things of value, as an inducement or intended inducement, in the procurement of business, or the giving of business, for, or to, or from, any person, partnership, firm or corporation, offering, proposing for, or in the open market seeking to make sales to the District, shall be deemed guilty of a felony and upon conviction such persons shall be punished to the full extent of the law. Every person, firm, or corporation offering to make, or pay, or give, any rebate, percentage of contract, money, or other things of value, as an inducement or intended inducement, in the procurement of business, or the giving of business, to any employee or official of the District, elective or appointive, in his Page 18 of 30 RFP No. 15-22/TW, External Web Content Management System and Hosting Services, Mass Communications and Mobile App efforts to proposal for, offer for sale, or to seek in the open market to make sales to the District, shall be deemed guilty of a felony and upon conviction such persons shall be punished to the full extent of the law. It is the policy of the District to not accept gifts, gratuities, or favors of any kind or of any value whatsoever from vendors, members of the staff, or families. Contractor warrants that it has not employed or retained any company or person, other than a bona fide employee working solely for the Contractor, to solicit or secure the Contract, and that it has not paid or agreed to pay any person, company, corporation, individual or firm, other than a bona fide employee working solely for the Contractor, any fee, commission, percentage, gift, or any other consideration, contingent upon or resulting from the award or making of the Contract. Contractor further warrants that it, nor any of its directors, employees, officers or agents, nor any of Contractor's respective subsidiaries or affiliates, has taken, is currently taking or will take any action in furtherance of an offer, payment, promise, gifts or anything else of value, directly or indirectly, to anyone to improperly influence or otherwise secure any improper advantage in procuring business in relation to the Contract. For the breach or violation of these provisions, the District shall have the right to terminate the Contract without liability and/or, at its discretion, to deduct from the price, or otherwise recover, the full amount of such fee, commission, percentage, gift or consideration. 14. 7 .16 In the event of any conflict among the documents, the order of priority of the contract documents shall be as follows: First, to any executed Contract resulting from the award of this RFP; Second, Addenda (if any) released for this RFP, with the latest Addendum taking precedence; Third, the RFP, and Last, the awardee's Proposal. 14.7.17 The District shall issue payment in accordance with Sections 218.70. et sq. Florida Statutes, Local Government Prompt Payment Act, after receipt of an acceptable invoice, inspection and acceptance of goods and/or services provided in accordance with the terms and conditions of the agreement. Any Penalty for delay in payment shall be in accordance with applicable law. No payment shall be made for travel. Each payment obligation of the District created by the agreement is conditioned up~n the availability of funds that are appropriated or allocated for the payment of services or products. If such funds are not allocated and available, the agreement may be terminated by the District at the end of the period for which funds are available. The District shall notify the Contractor at the earliest possible time before such termination. No penalty shall accrue to the District in the event this provision is exercised, and the District shall not be obligated or liable for any future payments due or for any damages as a result of termination under this section. 14. 7 .18 Employment Eligibility Pursuant to the provisions of Section 448.095, Florida Statues, the parties agree to the following: for purpose of this section, the term "contract" includes this Agreement and any contract between the Contractor and any of Contractor's subcontractor(s): 1. Beginning January 1, 2021, the District, the contractor, and any of the Contractor's subcontractor(s) shall register with the use of E-Verify system to verify the work authorization status of all newly hired employees. The district, the Contractor and the Contractor's subcontractor(s) may not enter into a contract unless each party to the contract registers with and uses the E-Verify system. 2. If the Contractor enters into a contract with a subcontractor, the subcontractor must provide the Contractor with an affidavit stating that the subcontractor does not employ, contract with, or subcontract with an unauthorized alien. a. The Contractor shall maintain a copy of such affidavit for the duration of the contract. b. 1) The District, the Contractor, or any of the Contractor's subcontractors who has a good faith belief that a person or entity with which it is contracting has knowingly Page 19 of 30 RFP No. 15-22/TW, External Web Content Management System and Hosting Services, Mass Communications and Mobile App violated s.448.09(1 ), Florida Statutes, shall terminate the contract with the person or entity. 2) If the District has a good faith belief that a subcontractor knowingly violated this subsection, but the contractor otherwise complied with this subsection, then the District shall prorryptly notify the Contractor and order the Contractor to immediately terminate the contract with the subcontractor. 3) A contract terminated under subparagraph 1. Or subparagraph 2. Is not a breach of contract and may not be considered as such. 3. The District, Contractor, or any of Contractor's subcontractor(s) may file an action with a circuit or county court to challenge a termination under this section no later than 20 calendar days after the date on which the contract was terminated. 4. If the District terminates the agreement with Contractor under this section, the Contractor may not be awarded a public contract for at least 1 year after the date on which the Agreement was terminated. 5. The Contractor is liable for any additional costs incurred by the district as a result of the termination of the contract. 14.7.19 Disclosure of Employment of Former District Employees. Pursuant to District Policy, all bidders, proposers, consultants, and contractors are required to disclose the names of any of their officers, directors, agents, or employees who serve as agents or principals for the bidder, proposer or contractor, and who within the last two (2) years, have been or are employees of the District. And all bidders, proposers, consultants, and contractors are required to disclose the name of any District employee who owns, directly or indirectly, any interest in the Contractor's business. Such disclosures will be in accordance with current District policies, but will include, at a minimum, the name of the former District employee, a list of the positions the employee held in the last two (2) years of his or her employment with the District, and the dates the employee held those positions. By its signature of the Agreement, Contractor certifies to the District that there are no names to disclose to the District pursuant to this section. 15.0 FEDERAL AND STATE TAX: Employment taxes: The Contractor shall comply with all matters relating to the timely payment of all taxes (Federal, State and local) and payroll taxes, unemployment taxes or contributions or other Federal or State employment taxes. The Contractor shall indemnify, defend, and hold District harmless from any liability for any required tax responsibilities. Tangible taxes: The District is exempt from Federal and State taxes for tangible personal property. The Contractor's doing business with the District shall not exempt Contractor from paying sales tax to its suppliers for materials to fulfill contractual obligations with the District, nor shall Contractor be authorized to use the District's Tax Exemption Number in securing such materials. 16.0 CONFLICT OF INTEREST: 16.1 Pursuant to the District's Policy, all proposers and Contractors are required to disclose the names of any of their officers, directors, agents, or employees who serve as agents or principals for the proposer or contractor in any capacity related to procurement of services under this RFP, and who within the last two (2) years, have been or are employees of the District. And all proposers and contractors are required to disclose the name of any District employee who owns, directly or indirectly, any interest in the Contractor's business. Such disclosures will be in accordance with current District policies, but will include, at a minimum, the name of the former District's employee, a list of the positions the employee held in the last two (2) years of his or her employment with the District, and the dates they held those positions. By its signature of the Agreement, the Contractor shall certify to the District that there are no names to disclose to the District pursuant to this section, unless Contractor provided the names when Contractor Submitted its response to the RFP. Page 20 of 30 RFP No. 15-22/TW, External Web Content Management System and Hosting Services, Mass Communications and Mobile App 16.2 Non-Collusion Statement/ Public Domain I, the Proposer, attests that I have not divulged, discussed, or compared this proposal with any other Proposers and have not colluded with any other Proposers in the preparation of this proposal in order to gain an unfair advantage in the award of this proposal. All information contained herein is part of the public domain as defined in the Public Records Act, Chapter 119, Florida Statutes. 17.0 INSURANCE REQUIREMENTS: A. Without limiting any of the other obligations or liabilities of the vendor/contractor, the vendor/contractor shall, at its sole expense, procure, maintain and keep in force the amounts and types of insurance conforming to the minimum requirements set forth herein. Except as may be otherwise expressly specified in this Exhibit, the insurance shall commence at or prior to the execution of this Agreement by the District and shall be maintained in force throughout the term of this Agreement. 1. Workers' Compensation/Employers Liability: The Workers' Compensation and Employers' Liability insurance provided by the vendor/contractor shall conform \o the requirements set forth herein. a. The vendor/contractor insurance, or self-insurance, shall cover the vendor/contractor (and to the extent its Subcontractors and Sub­ subcontractors are not otherwise insured, its Subcontractors and Sub­ subcontractors) for those sources of liability which would be covered by the latest edition of the standard Workers' Compensation policy, as filed for use in the State of Florida by the National Council on Compensation Insurance (NCCI), without any restrictive endorsements other than the Florida Employers Liability Coverage Endorsement (NCCI Form WC 09 03), those which are required by the State of Florida, or any restrictive NCCI endorsements which, under an NCCI filing, must be attached to the policy (i.e., mandatory endorsements). In addition to coverage for the Florida Workers' Compensation Act, where appropriate, coverage shall be included for the Federal Employers' Liability Act and any other applicable federal or state law. b. The policy must be endorsed to waive, or for self-insurance the Contractor hereby agrees to waive, the insurer's right to subrogate against the District, and its members, officials, officers and employees in the manner which would result from the attachment of the NCCI Waiver of Our Right to Recover from Others Endorsement (Advisory Form WC 00 03 13) with the District, and its members, officials, officers and employees scheduled thereon. c. Subject to the restrictions of coverage found in the standard Workers' Compensation policy, there shall be no maximum limit on the amount of coverage for liability imposed by the Florida Workers' Compensation Act or any other coverage customarily insured under Part One of the standard Workers' Compensation policy. The minimum amount of coverage for those coverage's customarily insured under Part Two of the standard Workers' Compensation policy (inclusive of any amounts provided by an umbrella or excess policy) shall not be less than: - $1,000,000 Each Accident $1,000,000 Disease - Each Employee $1,000,000 Disease - Policy Limit d. The vendor/contractor may be relived of providing Workers' Compensation Page 21 of30 RFP No. 15-22/TW, External Web Content Management System and Hosting Services, Mass Communications and Mobile App coverage provided an exemption form is submitted from the State of Florida Division of Workers Compensation stating the vendor/contractor is exempt from the insurance requirement under F.S. 440. 2. Commercial General Liability. The Commercial General Liability insurance provided by the vendor/contractor shall conform to the requirements hereinafter set forth: a. The vendor/contractor's insurance shall cover those sources of liability which would be covered by the latest occurrence form edition of the standard Commercial General Liability Coverage Form (ISO Form CG 00 01) as filed for use in the State of Florida by the Insurance Services Office (ISO) without any restrictive endorsements other than those which are required by the State of Florida, or those which, under an ISO filing, must be attached to the policy (i.e., mandatory endorsements) and those described below which would apply to the Services contemplated under this Agreement. 1) The coverage may not include restrictive endorsements which exclude coverage for liability arising out of: Sexual molestation, Sexual abuse or Sexual misconduct. 2) The coverage may include restrictive endorsements which exclude coverage for liability arising out of: Mold, fungus, or bacteria Terrorism Silica, asbestos or lead. b. The minimum limits to be maintained by the vendor/contractor (inclusive of any amounts provided by an umbrella or excess policy) shall not be less than: $1,000,000 $1,000,000 $1,000,000 $1,000,000 General Aggregate Products/Completed Operations Aggregate Personal and Advertising Injury Each Occurrence c. The vendor/contractor shall include the School Board of Duval County, Florida, and its members, officials, officers and employees as "additional insured's" on the Commercial General Liability coverage. The coverage afforded such additional insured's shall be no more restrictive than that which would be afforded by adding the School Board of Duval County, Florida, and its members, officials, officers and employees as additional insured's on the latest edition of the Additional Insured - Owner's, Lessees or Contractors - Scheduled Person or Organization endorsement (ISO Form CG 20 10) filed for use in the State of Florida by the Insurance Services Office. I d. The vendor/contractor shall pay on behalf of the School Board of Duval County, Florida, or its member, official, officer or employee any such deductible or self-insured retention applicable to a claim against the School Board of Duval County, Florida, or its member, official, officer or employee for which the School Board of Duval County, Florida or its member, official, officer or employee is insured as an additional insured. 3. Business Auto Liability. The automobile liability insurance provided by the vendor/contractor shall conform to the requirements hereinafter set forth: a. The vendor/contractor's insurance shall cover the vendor/contractor for those sources of liability which would be covered by Section II of the latest occurrence edition of the standard Business Auto Coverage Form (ISO Form CA 00 01) as filed for use in the State of Florida by ISO without any restrictive endorsements other than those which are required by the State of Florida, or Page 22 of 30 RFP No. 15-22/TW, External Web Content Management System and Hosting Services, Mass Communications and Mobile App those which, under an ISO filing, must be attached to 'the policy (i.e., mandatory endorsements). Coverage shall include all owned, non-owned and hired autos used in connection with this Agreement. b. The School Board of Duval County, Florida, and its members, officials, officers and employees shall be included as "additional insured's" in a manner no more restrictive than that which would be afforded by designating the School Board of Duval County, Florida, and its members, officials, officers and employees as additional insured's on the latest edition of the ISO Designated Insured {ISO Form CA 20 48) endorsement. c. The minimum limits to be maintained by the vendor/contractor (inclusive of any amounts provided by an umbrella or excess policy) shall not be less than: $1,000,000 Each Occurrence - Bodily Injury and Property Damage Combined B. EVIDENCE OF INSURANCE. Except as may be otherwise expressly specified in this Exhibit, the insurance shall commence at or prior to the execution of this Agreement by the District and shall be maintained in force throughout the term of this Agreement. The vendor/contractor shall provide evidence of such insurance in the following manner: 1. As evidence of compliance with the required Workers' Compensation and Employer's Liability, Commercial General Liability, Business Auto Liability, and Professional Liability, the vendor/contractor shall furnish the District with a fully completed satisfactory Certificate of Insurance such as a standard ACORD Certificate of Liability Insurance (ACORD Form 25) or other evidence satisfactory to the District, signed by an authorized representative of the insurer(s) providing the coverage. The Certificate of Insurance, or other evidence, shall verify that Workers' Compensation/Employer's Liability contains a waiver of subrogation in favor of the School Board of Duval County, Florida, identify this Agreement, and provide that the underwriter shall endeavor that the District shall be given no less than thirty (30) days' written notice prior to cancellation. 2. As evidence of the required Additional Insured status for the District on the Commercial General Liability insurance, the vendor/contractor shall furnish the District with: a. A fully completed satisfactory Certificate of Insurance, and a copy of the actual additional insured endorsement as issued on the policy, signed by an authorized representative of the insurer(s) verifying inclusion of the School Board of Duval County, Florida and its members, officials, officers and employees as Additional lnsured's in the Commercial General Liability coverage. b. An original copy of the policy (or policies) upon reasonable request by the District. 3. Until such time as the insurance is no longer required to be maintained by the vendor/contractor as set forth in this Agreement, the vendor/contractor shall provide the District with renewal or replacement evidence of the insurance in the manner heretofore described no less than thirty (30) days before the expiration or termination of the insurance for which previous evidence of insurance has been provided. 4. Notwithstanding the prior submission of a Certificate of Insurance, copy of endorsement, or other evidence initially acceptable to the District, if requested by District, the vendor/contractor shall, within thirty (30) days after receipt of a written request from the District, provide the District with a certified copy or certified copies of the policy or policies providing the coverage required by this Section. The Page 23 of 30 RFP No. 15-22/TW, External Web Content Management System and Hosting Services, Mass Communications and Mobile App vendor/contractor may redact or omit those provisions of the policy or policies which are not relevant to the insurance required under this Agreement. C. INSURERS QUALIFICATIONS/REQUIREMENTS: 1. Insurers providing the insurance required by this Agreement for the vendor/contractor must either be: a. Authorized by a subsisting certificate of authority issued by the State of Florida to transact insurance in the State of Florida, or b. An eligible surplus lines insurer under Florida Statutes. (Except with respect to coverage for the liability imposed by the Florida Workers' Compensation Act). 2. In addition, each such insurer shall have and maintain throughout the period for which coverage is required, a Best's Rating of "A-" or better and a Financial Size Category of "VII" or better according to A. M. Best Company. 3. If, during the period when an insurer is providing the insurance required by this Agreement, an insurer shall fail to comply with the foregoing minimum requirements, as soon as the vendor/contractor has knowledge of any such failure; the vendor/contractor shall immediately notify the District and immediately replace the insurance provided by the insurer with an insurer meeting these requirements. Until the vendor/contractor has replaced the unacceptable insurer with an insurer acceptable to the District, the vendor/contractor shall be in default of this Agreement. 4. Primary and Non-Contributory. The insurance provided by the vendor/contractor pursuant to this Agreement shall apply on a primary basis to, and shall not require contribution from, any other insurance or self-insurance maintained by the School Board of Duval County, Florida, and its member, official, officer or employee. 5. Additional Remedy. Compliance with the insurance requirements of this Agreement shall not limit the liability of the vendor/contractor or its Subcontractors or Sub- / subcontractors, employees or agents to the District or others. Any remedy provided to the School Board of Duval County, Florida, or its members, officials, officers or employees by the insurance shall be in addition to and not in lieu of any other remedy available under this Agreement or otherwise. D. District Approval: Neither approval by the District nor failure to disapprove the insurance furnished by the vendor/contractor shall relieve the vendor/contractor of the vendor/contractor's full responsibility to provide the insurance as required by this agreement. 18.0 INDEMNIFICATION/ HOLD HARMLESS AGREEMENT: 18.1 The Contractor shall, in addition to any other obligation to indemnify the School Board of Duval County, Florida, and to the fullest extent permitted by law, protect, defend, indemnify and hold harmless the District, its agents, officers, elected officials, employees and volunteers from and against all claims, actions, liabilities, losses (including economic losses), and costs arising out of any actual or alleged bodily injury, sickness, disease or death, or injury to or destruction of tangible property including the loss of use resulting from, or any other damage or loss arising out of, or claimed to have resulted in whole or in part from any actual or alleged act or omission of the Contractor, subcontractor, anyone directly or indirectly employed by any of them, or anyone for whose acts any of them may be liable in the performance of the work; or violation of law, statute, ordinance, governmental administration order, rule or regulation by the Contractor in the performance of the work; or liens, claims or actions made by the Contractor or any subcontractor or other party performing the work. 18.2 Contractor represents that it has all intellectual property rights necessary to enter into and perform its obligations in the Agreement. Contractor will indemnify and hold harmless the District from liability of any nature or kind, including costs and expenses for or on account of any copyrighted, service marked, Page 24 of 30 RFP No. 15-22/TW, External Web Content Management System and Hosting Services, Mass Communications and Mobile App trademarked, patented or unpatented invention, process, article or work manufactured or used in the performance of the Agreement, including its use by the District. If contractor uses any design, device, materials or works covered by letters, service mark, trademark, patent, copyright or any other intellectual property right, it is mutually agreed and understood without exception that the proposal prices will include all royalties or costs arising from the use of such design, device or materials in any way involved in the work. Contractor shall defend, indemnify and hold the District and its successors and assigns harmless from and against all third-party claims, suits and proceedings and any and all damages, liabilities, costs and expenses (including reasonable attorneys' fees and court costs) incurred as a result of (i) infringement by Contractor of any third-party patent, copyright or trademark of (ii) misappropriation by Contractor of anithird-party trade secret in connection with any of the foregoing. 18.3 The. indemnification obligations hereunder shall not be limited to any extent on the amount, type of damages, compensation or benefits payable by or for the Contractor or any subcontractor under workers' compensation acts, disability benefit acts, other employee benefit acts or any statutory bar. 18.4 Except as may otherwise be expressly set forth herein, each party shall be responsible to pay its own attorney's fees (including paralegal and any other fees) and all costs arising from disputes under the contract. 18.5 The Contractor recognizes the broad nature of this indemnification and hold harmless article, and voluntarily makes this covenant and expressly acknowledges the receipt of TEN DOLLARS ($10.00) payable upon receipt of first invoice and other good and valuable consideration provided by the District in support of this indemnification in accordance with the laws of the State of Florida. 18.6 This article will survive the termination of the Contract. 19.0 PUBLIC RECORDS LAW: Pursuant to Florida Statutes Chapter 119, responses received as a result of this RFP shall not become public record until thirty (30) days after the date of opening or until posting of a recommendation for award, whichever occurs first. Thereafter, all documents or other materials submitted by all Respondents in response to this offering shall be open for inspection by any person and in accordance with Chapter 119, Florida Statutes, unless otherwise exempt under Florida law. It shall be the sole responsibility of the awarded Contractor to comply with all requirements of Chapter 119 regarding public records (whether documents, notes, letters, emails, or other records) received or generated in relationship to the Agreement awarded by the District. The Agreement shall be subject to Florida's Public Records Laws, Chapter 119, Florida Statutes. Contractor understands the broad nature of these laws and agrees to comply with Florida's public records laws and laws relating to records retention. In compliance with section 119.0701, Florida Statutes, Contractor agrees to: A. Keep and maintain public records required by the District in order to perform the service. B. Upon request from the District's custodian of public records, provide the District with a copy of the requested records or allow the records to be inspected or copied within a reasonable time at a cost that does not exceed the cost provided in the Chapter 119, Florida Statues or as otherwise provided by law. C. Ensure that public records that are exempt or confidential and exempt from public records disclosure requirements are not disclosed except as authorized by law for the duration of the Agreement term and following completion of the Agreement if the Contractor does not transfer the records to the District. D. Upon completion of the Agreement, transfer, at no cost, to the District all public records in possession of Contractor or keep and maintain public records required l::\y the District to perform the service. If Contractor transfers all public records to the District upon completion of the Agreement, Contractor shall destroy any duplicate public records that are exempt or confidential Page 25 of 30 RFP No. 15-22/TW, External Web Content Management System and Hosting Services, Mass Communications and Mobile App and exempt from public records disclosure requirements. If Contractor keeps and maintains public records upon completion of the Agreement, Contractor shall meet all applicable requirements for retaining public records. All records stored electronically must be provided to the District, upon request of the District's custodian of public records, in a format that is compatible with the information technology syster;ns of the District. IF CONTRACTOR HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE CONTRACTOR'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THE AGREEMENT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS {THE DISTRICT'S CONTRACT ADMINISTRATOR) AT THE ADDRESS AND PHONE NUMBER TO BE PROVIDED PURSUANT TO SECTION 14.7.14 ABOVE. To the extent a proposer asserts any portion of its proposal is exempt or confidential from disclosure under Florida's public records, the burden shall be on the proposer to obtain a protective order from a jurisdictional court protecting such information from disclosure under Florida's public records laws and also timely provide a certified copy of such protective order to the District prior to the District's release of such information into the public domain. It is not contemplated that any portion of a Proposal will be exempt or confidential from disclosure pursuant to Chapter 119, Florida Statutes. 20.0 PERMITS AND LICENSES: The Contractor shall be responsible for obtaining any necessary permits and licenses and shall comply with laws, rules, and regulations whether State or Federal and with all local codes and ordinances without additional cost to the District. Some examples may include -but are not limited to: Florida incorporation requirements; business licensing at the State level as well as the City of Jacksonville (Duval County); EPA hazardous material management certification requirements for facilities; vehicle registration and licensing. 21.0 PUBLIC ENTITY CRIMES: 21.1 A person or affiliate who has been placed on the convicted vendor list following a conviction for a public entity crime may not submit a bid/proposal on a contract to provide any goods or services to a public entity, may not submit a bid/proposal on a contract with a public entity for the construction or repair of a public building or public work, may not submit bids/Proposals on leases of real property to a public entity, may not be awarded or perform work as a Contractor, supplier, subcontractor, or consultant under a contract with any public entity, and may not transact business with any public entity in excess of the threshold amount provided in Section 287.017, Florida Statutes, for CATEGORY TWO for a period of 36 months from the date of being placed on the convicted vendor list. 21.2 The Proposer certifies by submission of this proposal, that neither it nor its principals is presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participation in this transaction by any Federal department or agency. The Contractor will execute and deliver to the District the appropriate federal debarment certification form within three (3) business days of the award of the Contract. 22.0 ASSIGNMENT OF CONTRACT AND/OR PAYMENT: 22.1 The Contract or agreement is personal to the parties herein and may not be assigned, in whole, or by merger or reorganization by the Contractor without prior written consent of the District in its sole discretion which shall not be unreasonably withheld. The Contractor agrees and represents that all of the Services required hereunder shall be performed by the Contractor as identified in the Proposal, or its subsidiaries, affiliates, or designees. Notwithstanding the above, should the Contractor desire to delete, add, or amend any subcontractors or engage additional companies as subcontractors then the Contractor shall ensure that each subcontractor complies with all provisions of the agreement, ...