Creative and Advertising Agency Services

SECOND AMENDMENT BETWEEN THE SCHOOL BOARD OF DUVAL COUNTY, FLORIDA AND SPARK, INC. This Second Amendment (herein "Amendment") is effectively dated October 1, 2023, and is between The School Board of Duval County, Florida, a body politic and corporate ("District") principally addressed at 1701 Prudential Drive, Jacksonville, FL 32207 and Richard L. Davis, Inc., (FEI/EIN 20-1722734) a Florida for profit corporation (formerly known as Spark, Inc.) principally addressed at 2944 Evercharm Place East, Jacksonville, FL 32257 ("Contractor"). The District and Contractor may be referred to in this Amendment singularly as a "Party" and collectively as the "Parties". Recitals. Background and ooose WHEREAS, the District desires an external firm to effectively manage a large number of targeted campaigns alongside the District's existing marketing staff; and / WHEREAS, the Agreement authorized effectively dated August 3, 2021 , w~/first amended in the 2022- 23 school year authorized effectively on

July 1, 2022 ( collectively referred herein/as "the Agreement"), leaving two (2) potential amendments following this Amendment; and WHEREAS. the District is authorized to enter into agreement pursuant to Board Policy 7. 70 and Rule 6A-l.012(7), F.A.C. through the competitive procurement and/award through RFP 24-21/TW hereinafter referenced as "the RFP" and attached and incorporated herein/, Exhibit A, and NOW, THEREFORE, in consideration of the coy{nants set forth in this Amendment, and other good and valuable consideration, the receipt and sufficiency/6£ which are hereby acknowledged, the Parties hereto agree as follows. / 1. Incorporation of Recitals. The Parti~,-hereto acknowledge and agree that the recitals set forth above are true and correct and are incorporate/ein by this reference. 2. Definitions. The capitalized terms used herein shall have the same definitions set forth in the Agreement, / unless specifically otherwise indica~d in this Amendment. 3. Amendment. In a~rdance with the requirements of the Agreement, the following sections of the Agreement are 7erstood and hereby amended by the Parties to reflect the following: a. Section 2.0 - Services of the Agreement is amended to substitute the Services stated in Exhibit o/ieferenced therein in exchange for the Services stated within "the DCPS-7084 Annual Marketing Agreement 2023-2024", attached hereto and incorporated herein by the reference Exhibit B" herein; b. Section 3.0 - Payment Terms of the Agreement is amended to substitute the maximum indebtedness amount of"$193,500.00" for the maximum indebtedness amount of one hundred two thousand, five hundred and 00/100 dollars ($102,500.00) pursuant to Exhibit B. c. Section 10.0-Term: Termination of the Agreement is amended to substitute the term of the Agreement with "commence as of the Effective Date and expire June 30, 2022" to this Amendment "shall commence as of the Effective Date above and expire September 31, 2024. 1 4. Authority. The District and Contractor represent and warrant to each other that each party has full right and authority to execute and perform its obligations under the Agreement as modified by this Amendment, and each party and the person(s) signing this Amendment on each party's behalf represent and warrant to the other party that such person(s) are duly authorized to execute this Amendment on the respective party's behalf without further consent or approval by anyone. 5. Miscellaneous. This Second Amendment is the entire agreement of the Parties regarding modifications of the Agreement provided herein, supersedes all prior agreements and understandings regarding such subject matter, may be modified only by a writing executed by the Party against whom the modification is sought to be enforced, and shall bind and benefit the Parties and their respective successors, legal representatives, and assigns. The Agreement is ratified and confirmed in full force and effect in accordance with its terms and conditions, as amended hereby. In the event of any conflict between the Agreement and this Amendment, the provisions of this Amendment shall control. 6. Facsimile, Electronic and Scanned Signatures; Counterpart Execution. This First Amendment may be executed in one or more counterparts and via facsimile, electronic and scanned signatu7s, the counterparts and facsimiles of which or any other amalgamations, when taken together, shall be deemed to constitute collectively an entire and original agreement. / IN WITNESS WHEREOF the undersigned have executed Agreement as noted below. RICHARD L. DAVIS, INC. By: KichcerJ Dcevr~ Name: Richard L. Davis ------ Title: Owner/President ------ Attest: By~up~~iL. Ex-Officio 7 to the Board Fo~A~¥- By.L___L~ Office of General Counsel / / THE SCHOOL BOARD OF DUVAL COUNTY, FLORIDA By:_[Signature not required per Policy 7.41]_ Dr. Kelly Coker, Chair Approved by Board on October 10, 2022 2 Dr. Diana L. Greene, Superintendent of Schools 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 June 21, 2023 Kristine Bello Director of Operations Brand Poets 7800 SW 57 Avenue, Suite 101 Miami, Florida 33143 RE: RFP No. 24-21/TW, Creative and Advertising Agency Services On Wednesday, June 21, 2023 the Superintendent’s designee of Duval County Public Schools renewed the award for Creative and Advertising Agency Services, RFP No.24-21/TW. This is the second renewal for the period of July 1, 2023 through June 30, 2024. In accordance with Section 16 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 Anita Locke Master Bid File http://www.duvalschools.org/ Dr. Diana L. Greene, Superintendent of Schools 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 June 21, 2023 Thomas Slattery Faze 1 Creative 490 Juniper Lake Road DeFuniak Springs, Florida 32433 RE: RFP No. 24-21/TW, Creative and Advertising Agency Services On Wednesday, June 21, 2023 the Superintendent’s designee of Duval County Public Schools renewed the award for Creative and Advertising Agency Services, RFP No.24-21/TW. This is the second renewal for the period of July 1, 2023 through June 30, 2024. In accordance with Section 16 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 Anita Locke Master Bid File http://www.duvalschools.org/ Dr. Diana L. Greene, Superintendent of Schools 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 June 21, 2023 Spark Inc. Rich Davis, President 9310 Old Kings Road, South, Suite 901 Jacksonville, Florida 32257 RE: RFP No. 24-21/TW, Creative and Advertising Agency Services On Wednesday, June 21, 2023 the Superintendent’s designee of Duval County Public Schools renewed the award for Creative and Advertising Agency Services, RFP No.24-21/TW. This is the second renewal for the period of July 1, 2023 through June 30, 2024. In accordance with Section 16 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 Anita Locke Master Bid File http://www.duvalschools.org/ Dr. Diana L. Greene, Superintendent of Schools 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 October 27, 2022 Spark Inc. Rich Davis, President 9310 Old Kings Road, South, Suite 901 Jacksonville, Florida 32257 RE: RFP No. 24-21/TW, Creative and Advertising Agency Services On Monday, October 10, 2022 the Duval County Public School Board renewed the contract for Creative and Advertising Agency Services, RFP No.24-21/TW. This is the first renewal for the period of July 1, 2022 through June 30, 2023. In accordance with Section 16 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 Anita Locke Master Bid File http://www.duvalschools.org/ I FIRST RENEWAL TO AGREEMENT FOR CREATIVE AND MEDIA PLACEMENT SERVICES This First Renewal to Agreement for Creative and Media Placement Services (the "Renewal") is effective July 1, 2022 (the "Effective Date"), and is between The-School Board of Duval County, Florida, a body politic and corporate ("District") and Richard L. Davis, Inc., a Florida corporation, d/b/a Spark Inc. ("Contractor"). The District and Contractor may be referred to in this Agreement singularly as a "Party" and collectively as the "Parties. The District desires to engage the Contractor for creative and advertising services, and the Contractor is willing to provide the services in accordance with this Agreement; and WHEREAS, State Rule 6A-1.012(7), F.A.C., authorizes and allows the District to enter into this contract, which has been competitively procured and awarded through RFP 24-21/TW, which is incorporated herein by this reference and attached as Exhibit A; NOW, THEREFORE, in consideration of the covenants set forth in this Agreement, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows. 1. Incorporation of Recitals. The parties hereto acknowledge and agree that the recitals set forth above are true and correct and are incorporated herein by this reference. 2. Renewal. The Agreement for Creative and Media Placement Services between the District and Contractor, effective August 3, 2021 ("Agreement"), is hereby renewed for a period of one (1) year, from July 1, 2022, through June 30, 2023 ("Renewal Period"). 3. Terms. The District's maximum indebtedness under this Renewal Period shall not exceed $190,250.00. All other terms and conditions set forth in the parties' Agreement shall remain unchanged. IN WITNESS WHEREOF the undersigned have executed this Agreement as noted below. [S;gnatures continued on next page] [Signature page to Agreement for Creative and Media Placement Services between The School Board of Duval County, Florida, and Richard L. Davis, Inc., dlb/a Spark Inc., Dr. Diana eene, Superintendent of Schools and Ex-Officio Secretary to the Board Dated Effective July 1, 2022] THE SCHOOL BOARD OF DUVAL COUNTY, FLORIDA Approved by the Board: October 10, 2022 2 October 10, 2022, Regular Board Meeting Title 24. CREATIVE AND ADVERTISING SERVICES: CONTRACT RENEWAL (RFP 24-21/TW) Recommendation 1. That Duval County School Board approve the renewal of Creative and Advertising Services Contract with Richard L. Davis, Inc. d/b/a Spark, Inc. as a top-ranked proposer, RFP 24-21/TW, in an amount not to exceed $190,250.00 2. That the Duval County School Board delegate authority to the Superintendent or designee to renew the contract for subsequent years provided the terms and conditions are essentially the same and favorable to the district. There are four (4) additional potential one-year renewals. Description This contract is to perform creative design and advertising services to continue the district’s work toward the goal of establishing marketing platforms for all schools. Richard L. Davis, Inc., a Florida Corporation d/b/a Spark, Inc., (Spark) was a prevailing company in a competitive RFP process, RFP 24-21/TW completed in May 2021. Under this 2022-23 renewal contract, Spark will work with 26 schools to produce marketing content potentially to include video, web content, social/digital media marketing assets and direct mail projects. This proposed agreement with Spark extends the district’s internal capacity to provide professional marketing services to our schools. Additionally, the RFP and the contract provide for Spark to perform other creative design services as may be needed by the district from time to time, including school choice catalog, at specified competitive rates. Gap Analysis DCPS schools all exist in an increasingly competitive environment for student enrollment. The district’s Marketing and Public Relations Department began implementing a school-focused marketing strategy in 2019 with a long-term goal of elevating the marketing platform for each school. Previous Outcomes Through a previous contract, the selected provider has successfully performed these services. Expected Outcomes Award and successful performance of this new contract with at least 30 schools receiving updated, competitive marketing platforms to compete for new students. Strategic Plan Goals and Principles Guiding Principle V: DCPS will provide a culture and climate that improves academic, social, and emotional development. Financial Impact The not-to-exceed expenditure for the contract is $190,250.00 R/C Fund Function Area Commitment Item Cost 1220 49093 (ESSER) 7700 390 190,250.00 Contact Tracy Pierce, Chief of Marketing and Public Relations, 904-390-2993 Attachments 1. Spark Inc