Consulting Services for the LA Sweet Potato Advert. & Dev. Commission

Page 1 of 65 REQUEST FOR PROPOSALS for CONSULTING SERVICES TO ASSIST IN ADMINISTERING THE LOUISIANA SWEET POTATO ADVERTISING AND DEVELOPMENT COMMISSION’S ADVERTISING, PROMOTION, AND PUBLIC RELATIONS PROGRAM RFP #:160234-LDAF-SP-24-01 Proposal Due Date/Time: Friday, May 24, 2024 by 10:00 AM, CDT STATE OF LOUISIANA LOUISIANA DEPARTMENT OF AGRICULTURE AND FORESTRY LOUISIANA SWEET POTATO ADVERTISING AND DEVELOPMENT COMMISSION RFP Issuance Date: Tuesday, April 23, 2024 Page 2 of 65 Table of Contents PART 1: ADMINISTRATIVE AND GENERAL INFORMATION ..................................................................... 6 Purpose ......................................................................................................................................... 6 Background ................................................................................................................................... 6 Goals and Objectives

..................................................................................................................... 6 Term of Contract ........................................................................................................................... 7 Definitions ..................................................................................................................................... 7 Schedule of Events ........................................................................................................................ 8 Proposal Submittal ........................................................................................................................ 8 Qualifications for Proposer ........................................................................................................... 8 1.8.1 Mandatory Qualifications: .................................................................................................... 8 1.8.2 Desirable Qualifications: ....................................................................................................... 9 Proposal Response Format ........................................................................................................... 9 1.9.1 Cover Letter........................................................................................................................... 9 1.9.2 Table of Contents .................................................................................................................. 9 1.9.3 Executive Summary ............................................................................................................. 10 1.9.4 Company Background and Experience ............................................................................... 10 1.9.5 Approach and Methodology ............................................................................................... 11 1.9.6 Proposed Staff Qualifications .............................................................................................. 11 1.9.7 Veteran and Hudson Initiative Programs Participation ...................................................... 11 1.9.8 Cost Proposal ...................................................................................................................... 13 1.9.9 Certification Statement ....................................................................................................... 13 1.9.10 Outsourcing of Key Internal Controls:................................................................................. 13 Number of Copies of Proposals .................................................................................................. 13 Technical and Cost Proposals ...................................................................................................... 14 Legibility/Clarity .......................................................................................................................... 14 Confidential Information, Trade Secrets, and Proprietary Information ..................................... 14 Proposal Clarifications Prior to Submittal ................................................................................... 15 1.14.1 Pre-proposal Conference .................................................................................................... 15 1.14.2 Proposer Inquiries ............................................................................................................... 15 1.14.3 Blackout Period ................................................................................................................... 16 Error and Omissions in Proposal ................................................................................................. 17 Page 3 of 65 Changes, Addenda, Withdrawals ................................................................................................ 17 Withdrawal of Proposal .............................................................................................................. 17 Waiver of Administrative Informalities ....................................................................................... 17 Proposal Rejection/RFP Cancellation .......................................................................................... 18 Ownership of Proposal ................................................................................................................ 18 Cost of Offer Preparation ............................................................................................................ 18 Taxes ........................................................................................................................................... 18 Determination of Responsibility ................................................................................................. 18 Use of Subcontractors ................................................................................................................. 19 Written or Oral Discussions/Presentations ................................................................................ 19 Acceptance of Proposal Content................................................................................................. 20 Evaluation and Selection ............................................................................................................. 20 Best and Final Offers (BAFO) ....................................................................................................... 20 Contract Award and Execution ................................................................................................... 20 Notice of Intent to Award ........................................................................................................... 21 Right to Prohibit Award............................................................................................................... 21 Insurance Requirements for Contractors ................................................................................... 21 1.32.1 Contractor's Insurance ........................................................................................................ 21 1.32.2 Minimum Scope and Limits of Insurance ............................................................................ 22 1.32.3 Deductibles and Self-Insured Retentions ............................................................................ 23 1.32.4 Other Insurance Provisions ................................................................................................. 23 1.32.5 Acceptability of Insurers ..................................................................................................... 24 1.32.6 Verification of Coverage...................................................................................................... 24 1.32.7 Subcontractors .................................................................................................................... 24 1.32.8 Workers Compensation Indemnity ..................................................................................... 25 Duty To Defend ........................................................................................................................... 25 Liability and Indemnification ....................................................................................................... 25 1.34.1 Contractor Liability .............................................................................................................. 25 1.34.2 Force Majeure ..................................................................................................................... 25 1.34.3 Indemnification ................................................................................................................... 26 1.34.4 Intellectual Property Indemnification ................................................................................. 26 1.34.5 Limitations of Liability ......................................................................................................... 26 1.34.6 Other Remedies .................................................................................................................. 27 Page 4 of 65 Payment ...................................................................................................................................... 27 1.35.1 Electronic Vendor Payment Solutions................................................................................. 27 Termination ................................................................................................................................. 27 1.36.1 Termination of the Contract for Cause ............................................................................... 27 1.36.2 Termination of the Contract for Convenience .................................................................... 28 1.36.3 Termination for Non-Appropriation of Funds ..................................................................... 28 Assignment .................................................................................................................................. 28 Right to Audit .............................................................................................................................. 28 Civil Rights Compliance ............................................................................................................... 29 Record Ownership....................................................................................................................... 29 Entire Agreement/ Order of Precedence .................................................................................... 29 Contract Modifications ............................................................................................................... 29 Substitution of Personnel ........................................................................................................... 30 Governing Law ............................................................................................................................ 30 Claims or Controversies .............................................................................................................. 30 Code of Ethics.............................................................................................................................. 30 Corporate Requirements ............................................................................................................ 30 Prohibition of Discriminatory Boycotts of Israel ......................................................................... 30 Security ....................................................................................................................................... 31 1.49.1 CYBERSECURITY TRAINING .................................................................................................. 31 PART 2: SCOPE OF WORK/SERVICES ..................................................................................................... 32 Scope of Work ............................................................................................................................. 32 Task and Services ........................................................................................................................ 32 Deliverables ................................................................................................................................. 33 Technical Requirements .............................................................................................................. 33 Project Requirements ................................................................................................................. 33 PART 3: EVALUATION ........................................................................................................................... 35 Cost Evaluation ........................................................................................................................... 35 Veteran-Owned and Service-Connected Disabled Veteran-Owned Small Entrepreneurships (Veteran Initiative) and Louisiana Initiative for Small Entrepreneurships (Hudson Initiative) Programs Participation ............................................................................................................................................ 36 PART 4: PERFORMANCE STANDARDS ................................................................................................... 38 Performance Requirements ........................................................................................................ 38 Performance Measurement/Evaluation/Monitoring Plan ......................................................... 38 Page 5 of 65 4.2.1 Performance Measures/Evaluation: ................................................................................... 38 4.2.2 Monitoring Plan: ................................................................................................................. 38 Veteran and Hudson Initiative Programs Reporting Requirements ........................................... 38 ATTACHMENT I: CERTIFICATION STATEMENT ............................................................................................ 40 ATTACHMENT II: SAMPLE CONTRACT ......................................................................................................... 42 ATTACHMENT III: ELECTRONIC VENDOR PAYMENT SOLUTION .................................................................. 65 Page 6 of 65 REQUEST FOR PROPOSALS FOR CONSULTING SERVICES TO ASSSIT IN ADMINISTERING THE LOUISIANA SWEET POTATO ADVERTISING AND DEVELOPMENT COMMISSION’S ADVERTISING, PROMOTION, AND PUBLIC RELATIONS PROGRAM PART 1: ADMINISTRATIVE AND GENERAL INFORMATION Purpose The purpose of this Request for Proposal (RFP) issued by the Louisiana Department of Agriculture and Forestry (herein referred to as the LDAF or State) is to obtain competitive proposals from qualified Proposers who are interested in providing consulting services to assist in administering the Louisiana Sweet Potato Advertising and Development Commission’s (herein referred to as the Agency or Commission) advertising, promotion, and public relations program. Background The Commission is an agency created by the State Legislature and is comprised of Louisiana Revised Statutes (LA R.S.) 3:1741 through 3:1748, established within the Louisiana Department of Agriculture & Forestry. The Commission is responsible for carrying out a program of advertising, promotion and public relations to increase the consumption of Louisiana sweet potatoes both within the state and out-of-state. Through this program, the Commission seeks to present a positive message to the consumer that Louisiana sweet potatoes are nutritious and healthful and should be included in everyone's diet, and in fact, should be increased in use. Funding available to the Commission comes from assessments paid by handlers, processors and shippers of Louisiana sweet potatoes. Proposed funds available to carry out this program shall total approximately $300,000.00 for a three (3) year period, not to exceed $100,000.00 for year one (1), $100,000.00 for year two (2), and $100,000.00 for year three (3). Goals and Objectives The Commission desires to expand the market and increase the consumption of Louisiana sweet potatoes. The objectives are for the successful Contractor to prepare a methodology and provide sweet potato promotion, advertising and public relations in Louisiana; implement the most effective use of funds to Page 7 of 65 promote and advertise Louisiana sweet potatoes to increase awareness of the nutritional benefits; and to increase consumption and sales. Term of Contract The term of any contract resulting from this RFP shall begin on or about September 1, 2024 and is anticipated to end on August 31, 2027. The Commission shall have the right to contract for up to thirty- six (36) months with the concurrence of the Contractor and all appropriate approvals. With all proper approvals and concurrence with the successful Contractor, the Commission may also exercise an option to extend for up to twenty-four (24) additional months at the same rates, terms and conditions of the initial contract term. Prior to the extension of the contract beyond the initial thirty-six (36) month term, prior approval as authorized by law shall obtained. Such written evidence of authorized approval shall be submitted, along with the contract amendment, to the Office of State Procurement (OSP) to extend contract terms beyond the initial three (3) year term. The total contract term, with extensions, shall not exceed five (5) years. The continuation of the contract is contingent upon the Commission’s receipt of funds from assessments paid by handlers, processors and shippers of Louisiana appropriation of funds by the legislature to fulfill the requirements of the contract. Definitions Agency Any department, commission, council, board, office, bureau, committee, institution, agency, government, corporation, or other establishment of the executive branch of this state authorized to participate in any contract resulting from this solicitation. Commission Louisiana Sweet Potato Advertising and Development Commission Contractor Any person having a contract with a governmental body; the selected Proposer. Discussions For the purposes of this RFP, a formal, structured means of conducting written or oral communications/presentations with responsible Proposers who submit proposals in response to this RFP. DOA Division of Administration LDAF Louisiana Department of Agriculture and Forestry May and Can The terms “may” and “can” denote an advisory or permissible action. Must The term “must” denotes mandatory requirements. OSP Office of State Procurement Program Louisiana Sweet Potato Advertising and Development Commission’s advertising, promotion, and public relations program. Proposer A firm or individual who responds to this RFP. RFP Request for Proposal Shall and Will The terms “shall” and “will” denote mandatory requirements. Should The term “should” denotes a desirable action. State The term “State” shall mean the State of Louisiana and its departments, agencies (including the Using Agency), boards, and commissions as well as their officers, agents, servants, employees, and volunteers. Page 8 of 65 Schedule of Events Event Date RFP advertised in newspapers and post to LaPAC April 23, 2024 Deadline for receipt of written inquiries April 30, 2024, 10:00 AM, CDT Deadline to answer written inquiries May 14, 2024 Deadline for receipt of proposals ALL PROPOSALS SHALL REMAIN SEALED UNTIL THE DATE AND TIME LISTED. May 24, 2024, 10:00 AM, CDT Presentations & Discussions (if applicable) To be determined. Notice of Intent to Award announcement, and 14-day protest period begins, on or about July 22, 2024 Contract execution, on or about September 1, 2024 NOTE: The State of Louisiana reserves the right to revise this schedule. Revisions, if any, before the Proposal Submission Deadline will be formalized by the issuance of an addendum to the RFP. Proposal Submittal Firms or individuals who are interested in providing services requested under this RFP must submit a proposal containing the mandatory information specified in the section. The proposal must be received in hard copy (printed) version by the RFP Coordinator on or before the date and time specified in the Schedule of Events. FAX or e-mail submissions shall not be acceptable. Proposers mailing their proposals should allow sufficient mail delivery time to ensure receipt of their proposal by the time specified. The proposal package must be delivered at the Proposer's expense to: Jordan DeLaune Procurement Director/RFP Coordinator LA Department of Agriculture and Forestry Mailing and Courier Delivery Address: 5825 Florida Boulevard, Suite 1000 Baton Rouge, Louisiana 70806 Telephone: (225) 952-8167 The responsibility solely lies with each Proposer to ensure their proposal is delivered at the specified place and prior to the deadline for submission. Proposals received after the deadline will not be considered. Qualifications for Proposer 1.8.1 Mandatory Qualifications: Page 9 of 65 Proposers must meet the following qualifications prior to the deadline for receipt of proposals:  Have been in operation more than five (5) years; and  Be staffed to perform at a minimum, the following services: o Account services and management; o Creative development; o Website development and management; o Media research, planning, buying, invoice auditing and post analysis; o Public relations and promotions; o Project management; and o Production management. 1.8.2 Desirable Qualifications: It is desirable that Proposers should meet the following qualifications prior to the deadline for receipt of proposals:  Have past experience promoting agriculture; and  Have the ability to perform all work in-house. Proposal Response Format Proposals submitted for consideration should:  Be typed on letter-size bond paper;  Have pages numbered consecutively throughout the Proposal;  Have each copy of the Proposal bound and/or fastened in a folder;  Have cover of the Proposal indicate the Proposal is submitted in response to the Request for Proposal and indicate the date and program being proposed;  Have title page (cover page/sheet) state the name, title, address, email address and telephone number of Proposer and the name of the service to be provided; and  Have each page of the Proposal include the name of the Proposer and service proposed in the upper right hand corner. Proposals submitted for consideration should follow the format and order of presentation described below: 1.9.1 Cover Letter A cover letter should be submitted on the Proposer's official business letterhead explaining the intent of the Proposer. 1.9.2 Table of Contents The proposal should be organized in the order contained below. Page 10 of 65 1.9.3 Executive Summary This section serves to introduce the scope of the proposal. It shall include administrative information including. Proposer contact name and phone number, and the stipulation that the proposal is valid for a time period of at least ninety (90) calendar days from the date of submission. This section should also include a summary of the Proposer's qualifications and ability to meet the Commission's overall requirements in the timeframes set by the Commission. The executive summary should include a positive statement of compliance with the contract terms, see Sample Contract, Attachment II. If the Proposer cannot comply with any of the contract terms, an explanation of each exception should be supplied. The Proposer should address the specific language in the Sample Contract, Attachment II and submit whatever exceptions or exact contract modifications that its firm may seek. While final wording will be resolved during contract negotiations, the intent of the provisions will not be substantially altered. 1.9.4 Company Background and Experience The Proposers should give a brief description of their company including brief history, corporate or organization structure, number of years in business, and copies of its latest financial statement, preferably audited. This section should provide a detailed discussion of the Proposer's prior experience in working on projects similar in size, scope, and function to the proposed contract. Proposers should describe their experience in other states or in corporate and governmental entities of comparable size and diversity with references from previous clients including names and telephone numbers. Proposers should submit the following additional background and experience documentation:  Letter of good standing from a bank with whom the Proposer principally does business;  Notarized statement of verifiable media billings for each of the two previous calendar or fiscal years. The statement shall specify billings by type of media;  Notarized statement of verifiable production billings for each of the two previous calendar or fiscal years. The statement shall specify billings by type of production;  Four (4) credit references;  Professional accreditations, memberships in professional organizations and awards received within the advertising industry in the last two (2) years;  Percentage of media service billings which are provided by Proposer's personnel and those provided by any subcontract with a media services company;  Proof of being a certified Louisiana Veteran and/or Hudson Initiative small entrepreneurship, or a statement indicating non certification — See Section 1.9.7; and  If Proposer will utilize subcontractors for any of the contracted services, Proposer shall comply with Section 1.24. Page 11 of 65 1.9.5 Approach and Methodology Proposals should include enough information to satisfy evaluators that the Proposer has the appropriate experience, knowledge and qualifications to perform the scope of services as described herein. Proposers should respond to all requested areas. The Proposer should:  Provide Proposer's understanding of the nature of the project and how its proposal will best meet the needs of the Commission;  Define its functional approach in providing the services;  Define its functional approach in identifying the tasks necessary to meet requirements;  Describe the approach to Project Management and Quality Assurance;  Provide a proposed Project Work Plan that reflects the approach and methodology, tasks and services to be performed, deliverables, timetables, and staffing; and  Present innovative concepts for consideration. AGENCY NOTE: These are 1.9.6 Proposed Staff Qualifications The Proposer should provide detailed information about the experience and qualifications of the Proposer's assigned personnel considered key to the success of the project. This information should include education, training, technical experience, functional experience, specific dates and names of employers, relevant and related experience, past and present projects with dates and responsibilities and any applicable certifications. This should also specifically include the role and responsibilities of each person on this project, their planned level of effort, their anticipated duration of involvement, and their on-site availability. Customer references (name, title, company name, address, and telephone number) should be provided for the cited projects in the individual resumes. Proposers should clearly describe their ability to exceed the desired qualifications described in the Desirable Qualifications for Proposer section. 1.9.7 Veteran and Hudson Initiative Programs Participation The State of Louisiana Veteran and Hudson Initiatives are designed to provide additional opportunities for Louisiana-based small entrepreneurships (sometimes referred to as LaVet's and SE's respectively) to participate in contracting and procurement with the State. A certified Veteran-Owned and Service- Connected Disabled Veteran-Owned small entrepreneurship (LaVet) and a Louisiana Initiative for Small Entrepreneurships (Hudson Initiative) small entrepreneurship are businesses that have been certified by the Louisiana Department of Economic Development. All eligible vendors are encouraged to become certified. Qualification requirements and online certification are available at: https://smallbiz.louisianaeconomicdevelopment.com. If a Proposer is not a certified small entrepreneurship as described herein, but plans to use certified small entrepreneurship(s), Proposer shall include in their proposal the names of their certified Veteran Initiative https://smallbiz.louisianaeconomicdevelopment.com/ Page 12 of 65 or Hudson Initiative small entrepreneurship subcontractor(s), a description of the work each will perform, and the dollar value of each subcontract. During the term of the contract and at expiration, the Contractor will also be required to report Veteran- Owned and Service-Connected Disabled Veteran-Owned and Hudson Initiative small entrepreneurship subcontractor or distributor participation and the dollar amount of each. In RFP’s requiring the compliance of a good faith subcontracting plan, the State may require Proposers to submit information on their business relationships and arrangements with certified LaVet or Hudson Initiative subcontractors at the time of proposal review. Agreements between a Proposer and a certified LaVet or Hudson Initiative subcontractor in which the certified LaVet or Hudson Initiative subcontractor promises not to provide subcontracting quotations to other Proposers shall be prohibited. If performing its evaluation of proposals, the State reserves the right to require a non-certified Proposer to provide documentation and information supporting a good faith subcontracting plan. Such proof may include contracts between Proposer and certified Veteran Initiative and/or Hudson Initiative subcontractor(s). If a contract is awarded to a Proposer who proposed a good faith subcontracting plan, the using agency, the Louisiana Department of Economic Development (LED), or the Office of State Procurement (OSP) may audit Contractor to determine whether Contractor has complied in good faith with its subcontracting plan. The Contractor must be able to provide supporting documentation (i.e., phone logs, fax transmittals, letter, e-mails) to demonstrate its good faith subcontracting plan was followed. If it is determined at any time by the using agency, LED, or the OSP Director that the Contractor did not in fact perform in good faith its subcontracting plan, the contract award or the existing contract may be terminated. The statutes (La. R.S. 39:2171 et. seq.) concerning the Veteran Initiative may be viewed at: http://www.legis.la.gov/Legis/Law.aspx?d=671504. The statutes (La. R.S. 39:2001 et. seq.) concerning the Hudson Initiative may be viewed at: http://www.legis.la.gov/Legis/Law.aspx?d=96265. The rules for the Veteran Initiative (LAC 19:VII. Chapters 11 and 15) and for the Hudson Initiative (LAC 19:VIII Chapters 11 and 13) may be viewed at: http://www.doa.la.gov/pages/osp/se/secv.aspx. A current list of certified Veteran-Owned and Service-Connected Disabled Veteran-Owned and Hudson Initiative small entrepreneurships may be obtained from the Louisiana Economic Development Certification System at: https://smallbiz.louisianaeconomicdevelopment.com Additionally, a list of Hudson and Veteran Initiative small entrepreneurships, which have been certified by the Louisiana Department of Economic Development and who have opted to register in the State of Louisiana LaGov Supplier Portal: https://lagoverpvendor.doa.louisiana.gov/irj/portal/anonymous?guest_user=self_reg. http://www.legis.la.gov/Legis/Law.aspx?d=671504 http://www.legis.la.gov/Legis/Law.aspx?d=96265 http://www.doa.la.gov/pages/osp/se/secv.aspx https://smallbiz.louisianaeconomicdevelopment.com/ https://lagoverpvendor.doa.louisiana.gov/irj/portal/anonymous?guest_user=self_reg Page 13 of 65 This may be accessed from the State of Louisiana Procurement and Contract (LaPAC) Network: https://wwwcfprd.doa.louisiana.gov/OSP/LaPAC/vendor/VndPubMain.cfm. When using this site, determine the search criteria (i.e. alphabetized list of all certified vendors, by commodities, etc.) and select SmallE, VSE, or DVSE. 1.9.8 Cost Proposal Proposed funds available to carry out this program shall total approximately $300,000.00 for a three (3) year period, not to exceed $100,000.00 for year one (1), $100,000.00 for year two (2), and $100,000.00 for year three (3). These amounts are inclusive of travel and all project expenses; and fees will be based on an hourly compensation structure rather than on a commission basis, subject to a maximum on media services.  Proposer should provide for the project's proposed staff: the total estimated number of hours by job classification, the billing rate by classification, hourly rate or unit cost and an estimated percentage of the effort that will be completed by a subcontractor (if applicable);  Proposer should list compensation percentage structure (not to exceed 15% of net media) that will be charged for Media Buying Services. All charges for any other goods and services must be billed net with no markup.  Proposer should submit a statement agreeing to bill the Commission in accordance with Louisiana State Travel Regulations, Administration Policy and Procedure Memorandum 49 for all reimbursable travel expenses. Travel to attend three (3) Commission meetings annually within the State is required. 1.9.9 Certification Statement The Proposer must sign and submit Attachment I, the Certification Statement. 1.9.10 Outsourcing of Key Internal Controls: Not applicable to this RFP. Number of Copies of Proposals The State requests that twelve (12) copies of the proposal, as well as one (1) redacted copy, if applicable per Section 1.13, and one (1) "searchable" electronic copy on a USB flash drive, be submitted to the RFP Coordinator at the address specified. At least one (1) copy of the proposal shall contain original signatures of those company officials or agents duly authorized to sign proposals or contracts on behalf of the organization. The Commission requests that this copy be clearly marked "Original." A certified copy of a https://wwwcfprd.doa.louisiana.gov/OSP/LaPAC/vendor/VndPubMain.cfm Page 14 of 65 board resolution granting such authority should be submitted if the Proposer is a corporation. The proposal containing original signatures will be retained for incorporation into any contract resulting from this RFP. Technical and Cost Proposals Separate Technical and Cost Proposals are not required for this RFP. Legibility/Clarity Responses to the requirements of this RFP in the formats requested are desirable with all questions answered in as much detail as practicable. The Proposer’s response should demonstrate an understanding of the requirements. Proposals prepared simply and economically, providing a straightforward, concise description of the Proposer’s ability to meet the requirements of the RFP are also desired. Each Proposer shall be solely responsible for the accuracy and completeness of its proposal. Confidential Information, Trade Secrets, and Proprietary Information For the purposes of this procurement, the provisions of the Louisiana Public Records Act (La. R.S. 44.1 et. seq.) shall be in effect. Pursuant to this Act, all proceedings, records, contracts, and other public documents relating to this procurement shall be open to public inspection. Proposers are reminded that while trade secrets and other proprietary information they submit in conjunction with this procurement may not be subject to public disclosure, protections must be claimed by the Proposer at the time of submission of its Technical Proposal. Proposers should refer to the Louisiana Public Records Act for further clarification. The Proposer shall clearly designate the part of the proposal that contains a trade secret and/or privileged or confidential proprietary information as “confidential” in order to claim protection, if any, from disclosure. The Proposer shall mark the cover sheet of the proposal with the following legend, specifying the specific section(s) of the proposal sought to be restricted in accordance with the conditions of the legend: “The data contained in pages _____of the proposal have been submitted in confidence and contain trade secrets and/or privileged or confidential information and such data shall only be disclosed for evaluation purposes, provided that if a contract is awarded to this Proposer as a result of or in connection with the submission of this proposal, the State of Louisiana shall have the right to use or disclose the data therein to the extent provided in the contract. This restriction does not limit the State of Louisiana’s right to use or disclose data obtained from any source, including the Proposer, without restrictions.” Further, to protect such data, each page containing such data shall be specifically identified and marked “CONFIDENTIAL”. Page 15 of 65 If the Proposer’s response contains confidential information, the Proposer should also submit a redacted copy of their proposal along with their original proposal. When submitting the redacted copy, the Proposer should clearly mark the cover as such - “REDACTED COPY.”. The redacted copy should also state which sections or information has been removed. The proposer should also submit one (1) electronic redacted copy of its proposal on a USB flash drive. The redacted copy of the proposal will be the copy produced by the State if a competing proposer or other person seeks review or copies of the Proposer’s confidential data. If the Proposer does not submit the redacted copy, it will be assumed that any claim to keep information confidential is waived. Proposers must be prepared to defend the reasons why the material should be held confidential. By submitting a proposal with data, information, or material designated as containing trade secrets and/or privileged or confidential proprietary information, or otherwise designated as “confidential”, the Proposer agrees to indemnify and defend (including attorney’s fees) the State and hold the State harmless against all actions or court proceedings that may ensue which seek to order the State to disclose the information. The State reserves the right to make any proposal, including proprietary information contained therein, available to OSP personnel, the Office of the Governor, or other State Agencies or organizations for the sole purpose of assisting the State in its evaluation of the proposal. The State shall require said individuals to protect the confidentiality of any specifically identified proprietary information or privileged business information obtained as a result of their participation in these evaluations. Additionally, any proposal that fails to follow this section and/or La. R.S. 44:3.2.(D)(1) shall have failed to properly assert the designation of trade secrets and/or privileged or confidential proprietary information and the information may be considered public records. Proposal Clarifications Prior to Submittal 1.14.1 Pre-proposal Conference Not required for this RFP. 1.14.2 Proposer Inquiries Written questions regarding RFP requirements or Scope of Services must be submitted to the RFP Coordinator listed below. Jordan DeLaune Procurement Director/RFP Coordinator LA Department of Agriculture and Forestry Mailing and Courier Delivery Address: 5825 Florida Boulevard, Suite 1000 Page 16 of 65 Baton Rouge, Louisiana 70806 Telephone: (225) 952-8167 Email: jdelaune@ldaf.state.la.us The State will consider written inquiries and requests for clarification of the content of this RFP received from potential Proposers. Written inquiries must be received by the date and time specified in the Schedule of Events. The State shall reserve the right to modify the RFP should a change be identified that is in the best interest of the State. Official responses to all questions submitted by potential Proposers will be posted by the date specified in the Schedule of Events at https://wwwcfprd.doa.louisiana.gov/osp/lapac/pubMain.cfm. Only Mr. Rene Simon, Director of Commission, has the authority to officially respond to a Proposer’s questions on behalf of the Commission. Any communications from any other individuals shall not be binding to the Commission or State. Note: LaPAC is the State’s online electronic bid posting and notification system resident on the Office of State Procurement website http://www.doa.la.gov/Pages/osp/Index.aspx. In that LaPAC provides an immediate e-mail notification to subscribing Bidders/Proposers that a solicitation and any subsequent addenda have been let and posted, notice and receipt thereof is considered formally given as of their respective dates of posting. To receive the e-mail notification, Vendors/Proposers must register in the LaGov portal. Registration is intuitive at the following link: https://lagoverpvendor.doa.louisiana.gov/irj/portal/anonymous?guest_user=self_reg. Help scripts are available on OSP website under vendor center at: http://www.doa.la.gov/Pages/osp/vendorcenter/regnhelp/index.aspx. 1.14.3 Blackout Period The blackout period is a specified period of time during a competitive sealed procurement process in which any Proposer, bidder, or its agent or representative, is prohibited from communicating with any state employee or contractor of the State involved in any step in the procurement process about the affected procurement. The blackout period applies not only to state employees, but also to any contractor of the State. “Involvement” in the procurement process includes but may not be limited to project management, design, development, implementation, procurement management, development of specifications, and evaluation of proposals for a particular procurement. All solicitations for competitive sealed procurements will identify a designated contact person, as per Proposer Inquiries section of this RFP. All communications to and from potential Proposers, bidders, vendors and/or their representatives during the blackout period must be in accordance with this solicitation’s defined method of communication with the designated contact person. The blackout period will begin upon posting of the solicitation. The blackout period will end when the contract is awarded. https://wwwcfprd.doa.louisiana.gov/osp/lapac/pubMain.cfm http://www.doa.la.gov/Pages/osp/Index.aspx https://lagoverpvendor.doa.louisiana.gov/irj/portal/anonymous?guest_user=self_reg http://www.doa.la.gov/Pages/osp/vendorcenter/regnhelp/index.aspx Page 17 of 65 In those instances in which a prospective Proposer is also an incumbent contractor, the State and the incumbent contractor may contact each other with respect to the existing contract only. Under no circumstances may the State and the incumbent contractor and/or its representative(s) discuss the blacked-out procurement. Any bidder, Proposer, or state contractor who violates the blackout period may be liable to the State in damages and/or subject to any other remedy allowed by law. Any costs associated with cancellation or termination will be the responsibility of the Proposer or bidder. Notwithstanding the foregoing, the blackout period shall not apply to:  A protest to a solicitation submitted pursuant to La. R.S. 39:1671;  Duly noticed site visits and/or conferences for bidders or Proposers;  Oral presentations during the evaluation process  Communications regarding a particular solicitation between any person and staff of the procuring agency provided the communication is limited strictly to matters of procedure. Procedural matters include deadlines for decisions or submission of proposals and the proper means of communicating regarding the procurement, but shall not include any substantive matter related to the particular procurement or requirements of the RFP Error and Omissions in Proposal The State reserves the right to seek clarification of any proposal for the purpose of identifying and eliminating minor irregularities or informalities. Changes, Addenda, Withdrawals The State reserves the right to change the schedule of events or revise any part of the RFP by issuing an addendum to the RFP at any time. Addenda, if any, will be posted at https://wwwcfprd.doa.louisiana.gov/osp/lapac/pubMain.cfm. It shall be the responsibility of the Proposer to check the website for addenda to the RFP. Withdrawal of Proposal A Proposer may withdraw a proposal that has been submitted at any time up to the date and time the proposal is due. To withdraw a proposal, a written request signed by the authorized representative of the Proposer must be submitted to the RFP coordinator identified in the RFP. Waiver of Administrative Informalities https://wwwcfprd.doa.louisiana.gov/osp/lapac/pubMain.cfm Page 18 of 65 The State shall reserve the right, at its sole discretion, to waive minor administrative informalities contained in any proposal. Proposal Rejection/RFP Cancellation Issuance of this RFP in no way shall constitute a commitment by the State to award a contract. The State shall reserve the right to accept or reject, in whole or part, all proposals submitted and/or cancel this RFP if it is determined to be in the State’s best interest. Ownership of Proposal All materials submitted in response to this RFP shall become the property of the State. Selection or rejection of a proposal shall not affect this right. Cost of Offer Preparation The State shall not be liable for any costs incurred by Proposers prior to issuance of or entering into a contract. Costs associated with developing the proposal, preparing for oral presentations, and any other expenses incurred by the Proposer in responding to this RFP shall be entirely the responsibility of the Proposer and shall not be reimbursed in any manner by the State. Taxes Contractor shall be responsible for payment of all applicable taxes from the funds to be received under contract awarded from this RFP. In accordance with R.S. 39:1624(A)(10), the Louisiana Department of Revenue must determine that the prospective contractor is current in the filing of all applicable tax returns and reports and in payment of all taxes, interest, penalties, and fees owed to the state and collected by the Department of Revenue prior to the approval of the contract by the Office of State Procurement. The prospective contractor shall attest to its current and/or prospective compliance by signing the Certification Statement, Attachment I, submitted with its proposal, and also agrees to provide its seven-digit LDR Account Number to the contracting agency so that the prospective contractor’s tax payment compliance status may be verified. The prospective contractor further acknowledges understanding that issuance of a tax clearance certificate by the Louisiana Department of Revenue is a necessary precondition to the approval and effectiveness of the contract by the Office of State Procurement. The contracting agency reserves the right to withdraw its consent to the contract without penalty and proceed with alternate arrangements should the vendor fail to resolve any identified apparent outstanding tax compliance discrepancies with the Louisiana Department of Revenue within seven (7) days of such notification. Determination of Responsibility Page 19 of 65 Determination of the Proposer’s responsibility relating to this RFP shall be made according to the standards set forth in LAC 34:2536. The State must find that the selected Proposer:  Has adequate financial resources for performance, or has the ability to obtain such resources as required during performance;  Has the necessary experience, organization, technical qualifications, skills, and facilities, or has the ability to obtain them;  Is able to comply with the proposed or required time of delivery or performance schedule;  Has a satisfactory record of integrity, judgment, and performance; and  Is otherwise qualified and eligible to receive an award under applicable laws and regulations. Proposers should ensure that their proposals contain sufficient information for the State to make its determination by presenting acceptable evidence of the above to perform the contracted services. Use of Subcontractors The State shall have a single prime Contractor as the result of any contract negotiation, and that prime Contractor shall be responsible for all deliverables specified in the RFP and proposal. This general requirement notwithstanding, Proposers may enter into subcontractor arrangements, however, shall acknowledge in their proposals total responsibility for the entire contract. If the Proposer intends to subcontract for portions of the work, the Proposer shall identify any subcontractor relationships and include specific designations of the tasks to be performed by the subcontractor. Information required of the Proposer under the terms of this RFP shall also be required for each subcontractor, if requested by the State. The prime Contractor shall be the single point of contact for all subcontract work. Unless provided for in the contract with the State, the prime Contractor shall not contract with any other party for any of the services herein contracted without the express prior written approval of the State. Written or Oral Discussions/Presentations The State, at its sole discretion, may require all Proposers reasonably susceptible of being selected for the award to provide an oral presentation of how they propose to meet the Commission’s program objectives. Commitments made by the Proposer at the oral presentation, if any, will be considered binding. The Commission reserves the right to adjust the original scores based upon information received in the oral presentation, using the original evaluation criteria. The following shall apply should the Commission require oral presentations:  Proposers will be notified of their selection at least one (1) week in advance of the date they are to make their presentation to the Commission.  Presentations will be made in the Veteran's Memorial Auditorium, Louisiana Department of Agriculture & Forestry building, 5825 Florida Boulevard, Baton Rouge, Louisiana.  Each Proposer will have forty (40) minutes to make their presentation, inclusive of set up and removal of all equipment and materials, no exceptions. Page 20 of 65 Acceptance of Proposal Content All proposals will be reviewed to determine compliance with administrative and mandatory requirements as specified in the RFP. Proposals that are not in compliance will be rejected from further consideration. Evaluation and Selection The evaluation of proposals will be accomplished by an evaluation team, to be designated by the state, which will determine the proposal most advantageous to the state, taking into consideration price and the other evaluation factors set forth in the RFP. The evaluation team may consult subject matter expert(s) to serve in an advisory capacity regarding any Proposer or proposal. Such input may include, but not be limited to, analysis of Proposer financial statements, review of technical requirements, or preparation of cost score data. Best and Final Offers (BAFO) The State reserves the right to conduct a BAFO with one or more Proposers identified by the evaluation committee to be reasonably susceptible of being selected for an award. If conducted, the Proposers selected will receive written notification of their selection, a list of specific items to address in the BAFO, and instructions for submittal. The BAFO negotiation may be used to assist the State in clarifying the scope of work or to obtain the most cost effective pricing available. The written invitation to participate in BAFO will not obligate the State to a commitment to enter into a contract. Contract Award and Execution The State reserves the right to enter into a contract based on the initial offers received without further discussion of the proposals submitted. The State reserves the right to contract for all or a partial list of services offered in the proposals. The RFP, including any addenda added, and the selected proposal shall become part of the contract initiated by the State. The selected Proposer shall be expected to enter into a contract that is substantially the same as the Sample Contract, Attachment II. A Proposer shall not submit its own standard contract terms and conditions as a response to this RFP. The Proposer should submit in its proposal any exceptions or contract deviations that its firm wishes to negotiate. Negotiations may coincide with the announcement of the selected Proposer. Page 21 of 65 If the contract negotiation period exceeds ten (10) business days, or if the selected Proposer fails to sign the final contract within ten (10) business days of delivery, the State may elect to cancel the award and award the contract to the next-highest-ranked Proposer. Notice of Intent to Award The Evaluation Team shall compile the scores and make a recommendation to the head of the agency on the basis of the responsive and responsible Proposer(s) with the highest score(s). The State will notify the successful Proposer(s) and proceed to negotiate terms for final contract(s). Unsuccessful Proposers will be notified in writing accordingly. The proposals received (except for that information appropriately designated as confidential in accordance with R.S. 44.1 et seq), scores of each proposal considered along with a summary of scores, and a narrative justifying selection shall be made available, upon request, to all interested parties after the “Notice of Intent to Award” letter has been issued. Any person aggrieved by the proposed award has the right to submit a protest in writing to the Chief Procurement Officer within fourteen (14) calendar days after the agency issues a Notice of Intent to award a contract. The award of a contract shall be subject to the approval of the Division of Administration, Office of State Procurement. Right to Prohibit Award In accordance with the provisions of R.S. 39:2192, any public entity shall be authorized to reject a proposal from, or not award a contract to, a business in which any individual with an ownership interest of five percent or more, has been convicted of, or has entered a plea of guilty or nolo contendere to any state felony or equivalent federal felony crime committed in the solicitation or execution of a contract or RFP awarded under the laws governing public contracts under the provisions of Chapter 10 of Title 38 of the Louisiana Revised Statutes of 1950, and all contracts under Title 39, Chapter 17 of the Louisiana Procurement Code, including contracts for professional, personal, consulting, and social services. Insurance Requirements for Contractors Insurance shall be placed with insurers with an A.M. Best’s rating of no less than A-: VI. This rating requirement shall be waived for Worker’s Compensation coverage only. 1.32.1 Contractor's Insurance The Contractor shall purchase and maintain for the duration of the contract insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance Page 22 of 65 of the work hereunder by the Contractor, its agents, representatives, employees or subcontractors. The cost of such insurance shall be included in the total contract amount. 1.32.2 Minimum Scope and Limits of Insurance 1.32.2.1 Workers Compensation Workers Compensation insurance shall be in compliance with the Workers Compensation law of the State of the Contractor’s headquarters. Employers Liability is included with a minimum limit of $1,000,000 per accident/per disease/per employee. If work is to be performed over water and involves maritime exposure, applicable LHWCA, Jones Act, or other maritime law coverage shall be included. A.M. Best's insurance company rating requirement may be waived for workers compensation coverage only. 1.32.2.2 Commercial General Liability Commercial General Liability insurance, including Personal and Advertising Injury Liability and Products and Completed Operations, shall have a minimum limit per occurrence of $1,000,000 and a minimum general annual aggregate of $2,000,000. The Insurance Services Office (ISO) Commercial General Liability occurrence coverage form CG 00 01 (current form approved for use in Louisiana), or equivalent, is to be used in the policy. Claims-made form is unacceptable. 1.32.2.3 Professional Liability (Errors and Omissions) Professional Liability (Error & Omissions) insurance, which covers the professional errors, acts, or omissions of the Contractor, shall have a minimum limit of $1,000,000. Claims-made coverage is acceptable. The date of the inception of the policy must be no later than the first date of the anticipated work under the contract. It shall provide coverage for the duration of the contract and shall have an expiration date no earlier than 30 days after the anticipated completion of the contract. The policy shall provide an extended reporting period of not less than 36 months from the expiration date of the policy, if the policy is not renewed. 1.32.2.4 Automobile Liability Automobile Liability Insurance shall have a minimum combined single limit per accident of $1,000,000. ISO form number CA 00 01 (current form approved for use in Louisiana), or equivalent, is to be used in the policy. This insurance shall include third-party bodily injury and property damage liability for owned, hired and non-owned automobiles. 1.32.2.5 Cyber Liability Cyber liability insurance, including first-party costs, due to an electronic breach that compromises the State’s confidential data shall have a minimum limit per occurrence of $1,000,000. Claims-made coverage is acceptable. The date of the inception of the policy must be no later than the first date of the anticipated Page 23 of 65 work under the contract. It shall provide coverage for the duration of the contract and shall have an expiration date no earlier than 30 days after the anticipated completion of the contract. The policy shall provide an extended reporting period of not less than 36 months from the expiration date of the policy, if the policy is not renewed. The policy shall not be cancelled for any reason, except non-payment of premium. 1.32.3 Deductibles and Self-Insured Retentions Any deductibles or self-insured retentions must be declared to and accepted by the Agency. The Contractor shall be responsible for all deductibles and self-insured retentions. 1.32.4 Other Insurance Provisions The policies are to contain, or be endorsed to contain, the following provisions: 1.32.4.1 Commercial General Liability, Automobile Liability, and Cyber Liability Coverages The Agency, its officers, agents, employees and volunteers shall be named as an additional insured as regards negligence by the Contractor. ISO Forms CG 20 10 (for ongoing work) AND CG 20 37 (for completed work) (current forms approved for use in Louisiana), or equivalents, are to be used when applicable. The coverage shall contain no special limitations on the scope of protection afforded to the Agency. The Contractor’s insurance shall be primary as respects the Agency, its officers, agents, employees and volunteers for any and all losses that occur under the contract. Any insurance or self-insurance maintained by the Agency shall be excess and non-contributory of the Contractor’s insurance. 1.32.4.2 Workers Compensation and Employers Liability Coverage To the fullest extent allowed by law, the insurer shall agree to waive all rights of subrogation against the Agency, its officers, agents, employees and volunteers for losses arising from work performed by the Contractor for the Agency. 1.32.4.3 All Coverages All policies must be endorsed to require 30 days written notice of cancellation to the Agency. Ten-day written notice of cancellation is acceptable for non-payment of premium. Notifications shall comply with the standard cancellation provisions in the Contractor’s policy. In addition, Contractor is required to notify Agency of policy cancellations or reductions in limits. The acceptance of the completed work, payment, failure of the Agency to require proof of compliance, or Agency’s acceptance of a non-compliant certificate of insurance shall not release the Contractor from the obligations of the insurance requirements or indemnification agreement. Page 24 of 65 The insurance companies issuing the policies shall have no recourse against the Agency for payment of premiums or for assessments under any form of the policies. Any failure of the Contractor to comply with reporting provisions of the policy shall not affect coverage provided to the Agency, its officers, agents, employees and volunteers. 1.32.5 Acceptability of Insurers All required insurance shall be provided by a company or companies lawfully authorized to do business in the jurisdiction in which the Project is located. Insurance shall be placed with insurers with an A.M. Best's rating of A-:VI or higher. This rating requirement may be waived for workers compensation coverage only. If at any time an insurer issuing any such policy does not meet the minimum A.M. Best rating, the Contractor shall obtain a policy with an insurer that meets the A.M. Best rating and shall submit another Certificate of Insurance within 30 days. 1.32.6 Verification of Coverage Contractor shall furnish the Agency with Certificates of Insurance reflecting proof of required coverage. The Certificates for each insurance policy are to be signed by a person authorized by that insurer to bind coverage on its behalf. The Certificates are to be received and approved by the Agency before work commences and upon any contract renewal or insurance policy renewal thereafter. The Certificate Holder shall be listed as follows: State of Louisiana Sweet Potato Advertising and Development Commission Its Officers, Agents, Employees and Volunteers 5825 Florida Boulevard Baton Rouge, Louisiana 70806 Project Number: 160234-LDAF-SP-24-01 In addition to the Certificates, Contractor shall submit the declarations page and the cancellation provision for each insurance policy. The Agency reserves the right to request complete certified copies of all required insurance policies at any time. Upon failure of the Contractor to furnish, deliver and maintain required insurance, the contract, at the election of the Agency, may be suspended, discontinued or terminated. Failure of the Contractor to purchase and/or maintain any required insurance shall not relieve the Contractor from any liability or indemnification under the contract. 1.32.7 Subcontractors Contractor shall include all subcontractors as insureds under its policies OR shall be responsible for verifying and maintaining the Certificates provided by each subcontractor. Subcontractors shall be subject Page 25 of 65 to all of the requirements stated herein. The Agency reserves the right to request copies of subcontractor’s Certificates at any time. 1.32.8 Workers Compensation Indemnity In the event Contractor is not required to provide or elects not to provide workers compensation coverage, the parties hereby agree that Contractor, its owners, agents and employees will have no cause of action against, and will not assert a claim against, the State of Louisiana, its departments, agencies, agents and employees as an employer, whether pursuant to the Louisiana Workers Compensation Act or otherwise, under any circumstance. The parties also hereby agree that the State of Louisiana, its departments, agencies, agents and employees shall in no circumstance be, or considered as, the employer or statutory employer of Contractor, its owners, agents and employees. The parties further agree that Contractor is a wholly independent contractor and is exclusively responsible for its employees, owners, and agents. Contractor hereby agrees to protect, defend, indemnify and hold the State of Louisiana, its departments, agencies, agents and employees harmless from any such assertion or claim that may arise from the performance of the contract. Duty To Defend Upon notice of any claim, demand, suit, or cause of action against the State, alleged to arise out of or be related to this Contract, Contractor shall investigate, handle, respond to, provide defense for, and defend at its sole expense, even if the claim, demand, suit, or cause of action is groundless, false, or fraudulent. The State may, but is not required to, consult with or assist the Contractor, but this assistance shall not affect the Contractor’s obligations, duties, and responsibilities under this section. Contractor shall obtain the State’s written consent before entering into any settlement or dismissal. Liability and Indemnification 1.34.1 Contractor Liability Contractor shall be liable without limitation to the State for any and all injury, death, damage, loss, destruction, damages, costs, fines, penalties, judgments, forfeitures, assessments, expenses (including attorney fees), obligations, and other liabilities of every name and description, which may occur or in any way arise out of any act or omission of Contractor, its owners, agents, employees, partners or subcontractors. 1.34.2 Force Majeure It is understood and agreed that neither party can foresee the exigencies beyond the control of each party which arise by reason of an Act of God or force majeure; therefore, neither party shall be liable for any delay or failure in performance beyond its control resulting from an Act of God or force majeure. The State shall determine whether a delay or failure results from an Act of God or force majeure based on its review of all facts and circumstances. The parties shall use reasonable efforts, including but not limited to, use of continuation of operations plans (COOP), business continuity plans, and disaster recovery plans, to Page 26 of 65 eliminate or minimize the effect of such events upon the performance of their respective duties under this Contract. 1.34.3 Indemnification Contractor shall fully indemnify and hold harmless the State, without limitation, for any and all injury, death, damage, loss, destruction, damages, costs, fines, penalties, judgments, forfeitures, assessments, expenses (including attorney fees), obligations, and other liabilities of every name and description, which may occur or in any way arise out of any act or omission of Contractor, its owners, agents, employees, partners or subcontractors. The Contractor shall not indemnify for the portion of any loss or damage arising from the State’s act or failure to act. 1.34.4 Intellectual Property Indemnification Contractor shall fully indemnify and hold harmless the State, without limitation, from and against damages, costs, fines, penalties, judgments, forfeitures, assessments, expenses (including attorney fees), obligations, and other liabilities in any action for infringement of any intellectual property right, including but not limited to, trademark, trade-secret, copyright, and patent rights. When a dispute or claim arises relative to a real or anticipated infringement, the Contractor, at its sole expense, shall submit information and documentation, including formal patent attorney opinions, as required by the State. If the use of the product, material, service, or any component thereof is enjoined for any reason or if the Contractor believes that it may be enjoined, Contractor, while ensuring appropriate migration and implementation, data integrity, and minimal delays of performance, shall at its sole expense and in the following order of precedence: (i) obtain for the State the right to continue using such product, material, service, or component thereof; (ii) modify the product, material, service, or component thereof so that it becomes a non-infringing product, material, or service of at least equal quality and performance; (iii) replace the product, material, service, or component thereof so that it becomes a non-infringing product, material, or service of at least equal quality and performance; or, (iv) provide the State monetary compensation for all payments made under the Contract related to the infringing product, material, service, or component, plus for all costs incurred to procure and implement a non-infringing product, material, or service of at least equal quality and performance. Until this obligation has been satisfied, the Contractor remains in default. The Contractor shall not be obligated to indemnify that portion of a claim or dispute based upon the State’s unauthorized: i) modification or alteration of the product, material or service; ii) use of the product, material or service in combination with other products not furnished by Contractor; or, iii) use of the product, material or service in other than the specified operating conditions and environment. 1.34.5 Limitations of Liability For all claims against the Contractor not governed by any other provision of this Section, regardless of the basis on which the claim is made, the Contractor's liability for direct damages shall be limited to two times the maximum dollar amount of the Contract. Page 27 of 65 The Contractor shall not be liable for incidental, indirect, special, or consequential damages, unless otherwise specifically enumerated herein, or in a resulting task order or purchase order mutually agreed upon between the parties. In no circumstance shall the State be liable for incidental, indirect, special, or consequential damages; lost profits; lost revenue; or lost institutional operating savings. 1.34.6 Other Remedies If the Contractor fails to perform in accordance with the terms and conditions of this Contract, or if any lien or claim for damages, penalties, costs and the like is asserted by or against the State, then, upon notice to the Contractor, the State may pursue all remedies available to it at law or equity, including retaining monies from amounts due the Contractor and proceeding against any surety of the Contractor. Payment During the execution of tasks contained in the Scope of Services, the Contractor may submit invoices, not more frequently than monthly. The payment terms shall be as follows: Payments to the Contractor for services rendered for this Project shall be based on a certified and itemized invoice showing line item costs incurred. Any labor charges for approved services shall include the names of the employees, their classification, and the time worked. These shall be reimbursed at the approved billable rate for that classification established from the Contractor's Proposal. These rates shall be used for the duration of the Contract. Travel shall be reimbursed according with the State Travel Regulations. State will allow adjustments for travel and other detailed costs between Tasks, up to the maximum established from the Contractor's proposed costs. Invoices shall include the contract number. Such payment amounts for work performed must be based on at least equivalent services rendered, and to the extent practical, will be keyed to clearly identifiable stages of progress as reflected in written reports submitted with the invoices. Contractor will not be paid more than the maximum amount of the contract. 1.35.1 Electronic Vendor Payment Solutions The State desires to make payment to the awarded Proposer(s) electronically. The method of payment may be via EFT, a method in which payment is sent directly from the State’s bank to the payee’s bank. Please see Attachment III: Electronic Vendor Payment Solution for additional information regarding electronic payment methods and registration. Termination 1.36.1 Termination of the Contract for Cause Page 28 of 65 State may terminate the Contract for cause based upon the failure of the Contractor to comply with the terms and/or conditions of the Contract; provided the State shall give the Contractor written notice specifying the Contractor’s failure. If within thirty (30) calendar days after receipt of such notice, the Contractor shall not have either corrected such failure or, in the case of failure which cannot be corrected in thirty (30) calendar days, begun in good faith to correct said failure and thereafter proceeded diligently to complete such correction, then the State may, at its option, place the Contractor in default and the Contract shall terminate on the date specified in such notice. Failure to perform within the time agreed upon in the contract may constitute default and may cause cancellation of the contract. Contractor may exercise any rights available to it under Louisiana law to terminate for cause upon the failure of the State to comply with the terms and conditions of the contract provided that the Contractor shall give the State written notice specifying the State agency’s failure and a reasonable opportunity for the State to cure the defect. 1.36.2 Termination of the Contract for Convenience The State may terminate the Contract at any time without penalty by giving thirty (30) calendar days’ written notice to the Contractor of such termination or negotiating with the Contractor an effective date. Contractor shall be entitled to payment for deliverables in progress, to the extent work has been performed satisfactorily. 1.36.3 Termination for Non-Appropriation of Funds The continuation of the contract shall be contingent upon the appropriation of funds by the legislature to fulfill the requirements of the contract by the legislature. If the legislature fails to appropriate sufficient monies to provide for the continuation of the contract, or if such appropriation is reduced by the veto of the Governor or by any means provided in the appropriations act of Title 39 of the Louisiana Revised Statutes of 1950 to prevent the total appropriation for the year from exceeding revenues for that year, or for any other lawful purpose, and the effect of such reduction is to provide insufficient monies for the continuation of the contract, the contract shall terminate on the date of the beginning of the first fiscal year for which funds have not been appropriated. Assignment No Contractor shall assign any interest in the contract by assignment, transfer, or novation, without prior written consent of the State. This provision shall not be construed to prohibit the Contractor from assigning to a bank, trust company, or other financial institution any money due or to become due from approved contracts without such prior written consent. Notice of any such assignment or transfer shall be furnished promptly to the State. Right to Audit Page 29 of 65 The State legislative auditor, federal auditors and internal auditors of the Department of Agriculture and Forestry, Division of Administration, or others so designated by the DOA, shall have the option to audit all accounts directly pertaining to the resulting contract for a period of five (5) years from the date of final payment or as required by applicable State and Federal law. Records shall be made available during normal working hours for this purpose. Civil Rights Compliance The Contractor agrees to abide by the requirements of the following as applicable: Title VI of the Civil Rights Act of 1964 and Title VII of the Civil Rights Act of 1964, as amended by the Equal Employment Opportunity Act of 1972, Federal Executive Order 11246 as amended, the Rehabilitation Act of 1973, as amended, the Vietnam Era Veteran's Readjustment Assistance Act of 1974, Title IX of the Education Amendments of 1972, the Age Discrimination Act of 1975, the Fair Housing Act of 1968 as amended, and Contractor agrees to abide by the requirements of the Americans with Disabilities Act of 1990. Contractor agrees not to discriminate in its employment practices, and will render services under the contract without regard to race, color, religion, sex, sexual orientation, national origin, veteran status, political affiliation, disability, or age in any matter relating to employment. Any act of discrimination committed by Contractor, or failure to comply with these statutory obligations when applicable shall be grounds for termination of the contract. Record Ownership All records, reports, documents, or other material related to any contract resulting from this RFP and/or obtained or prepared by the Contractor in connection with the performance of the services contracted for herein shall become the property of the State and shall, upon request, be returned by the Contractor to the State, at the Contractor’s expense, at termination or expiration of the contract. Entire Agreement/ Order of Precedence The contract, together with the RFP and addenda issued thereto by the State, the proposal submitted by the Contractor in response to the State’s RFP, and any exhibits specifically incorporated herein by reference, shall constitute the entire agreement between the parties with respect to the subject matter. In the event of any inconsistent or incompatible provisions, this signed agreement (excluding the RFP and the Contractor’s proposal) shall take precedence, followed by the provisions of the RFP, and then by the terms of the Contractor’s proposal. Contract Modifications No amendment or variation of the terms of the contract shall be valid unless made in writing, signed by the parties and approved as required by law. No oral understanding or agreement not incorporated in the contract shall be binding on any of the parties. Page 30 of 65 Substitution of Personnel The Contractor's personnel assigned to the Contract shall not be replaced without the prior written consent of the State. Such consent shall not be unreasonably withheld or delayed provided an equally qualified replacement is offered. In the event that any State or Contractor personnel become unavailable due to resignation, illness, or other factors, excluding assignment to a project outside the contract, outside of the State's or Contractor's reasonable control, as the case may be, the State or the Contractor shall be responsible for providing an equally qualified replacement in time to avoid delays in completing tasks. The Contractor will make every reasonable attempt to assign the personnel listed in his proposal. Governing Law The contract shall be governed by and interpreted in accordance with the laws of the State of Louisiana. Venue of any action brought with regard to the contract shall be in the Nineteenth Judicial District Court, Parish of East Baton Rouge, State of Louisiana. Claims or Controversies Any claim or controversy arising out of the contract shall be resolved by the provisions of Louisiana Revised Statutes 39:1672.2-1672.4. Code of Ethics Proposers shall be responsible for determining that there will be no conflict or violation of the Louisiana Ethics Code if their company is awarded the contract. The Louisiana Board of Ethics shall be the only entity which can officially rule on ethics issues. Corporate Requirements If the Contractor is a corporation not incorporated under the laws of the State of Louisiana, the Contractor shall have obtained a certificate of authority pursuant to R. S. 12:301-302 from the Louisiana’s Secretary of State. If the Contractor is a for-profit corporation whose stock is not publicly traded, the Contractor shall ensure that a disclosure of ownership form has been properly filed with the Louisiana’s Secretary of State. Prohibition of Discriminatory Boycotts of Israel In preparing its response, the Proposer has considered all proposals submitted from qualified, potential subcontractors and suppliers, and has not, in the solicitation, selection, or commercial treatment of any subcontractor or supplier, refused to transact or terminated business activities, or taken other actions intended to limit commercial relations, with a person or entity that is engaging in commercial transactions in Israel or Israeli-controlled territories, with the specific intent to accomplish a boycott or Page 31 of 65 divestment of Israel. Proposer also has not retaliated against any person or other entity for reporting such refusal, termination, or commercially limiting actions. The State reserves the right to reject the response of the Proposer if this certification is subsequently determined to be false, and to terminate any contract awarded based on such a false response. Security Contractor’s personnel shall comply with all security regulations in effect at the State’s premises and externally for materials and property belonging to the State or to the project. Where special security precautions are warranted (e.g., correctional facilities), the State shall provide such procedures to the Contractor, accordingly. The Contractor shall comply with the Office of Technology Services’ Information Security Policy at http://www.doa.la.gov/Pages/ots/InformationSecurity.aspx. 1.49.1 CYBERSECURITY TRAINING In accordance with La. R.S. 42:1267(B)(3) and the State of Louisiana’s Information Security Policy, if the Contractor, any of its employees, agents, or subcontractors will have access to State government information technology assets, the Contractor’s employees, agents, or subcontractors with such access must complete cybersecurity training annually, and the Contractor must present evidence of such compliance annually and upon request. The Contractor may use the cybersecurity training course offered by the Louisiana Department of State Civil Service without additional cost or may use any alternate course approved in writing by the Office of Technology Services. For purposes of this Section, “access to State government information technology assets” means the possession of credentials, equipment, or authorization to access the internal workings of State information technology systems or networks. Examples would include but not be limited to State-issued laptops, VPN credentials to access the State network, badging to access the State’s telecommunications closets or systems, or permissions to maintain or modify IT systems used by the State. Final determination of scope inclusions or exclusions relative to access to State government information technology assets will be made by the Office of Technology Services. http://www.doa.la.gov/Pages/ots/InformationSecurity.aspx Page 32 of 65 PART 2: SCOPE OF WORK/SERVICES Scope of Work The selected Proposer shall be expected to provide the following services, to include, but not limited to:  Provide advice and counsel to the Commission on an advertising, promotion and public relations program to accomplish the objective of promoting and increasing the consumption of Louisiana sweet potatoes;  Develop an advertising, promotion and public relations program with opportunities which will assist in sales of Louisiana sweet potatoes (fresh and processed); o Identify national advertising, promotion and public relations opportunities which will assist in sales of Louisiana sweet potatoes (fresh and processed); o Create advertising for any print, broadcast media, and social media platforms; o Plan and place print, broadcast media, and social media platforms o Create and produce print-ready art for promotional materials, point-of-purchase materials, recipe booklets and brochures, contest materials and any other creative useful in accomplishing the objectives of this program;  Recommend a proposed advertising and promotion program and budget to the Commission, designed to accomplish the objective increasing the shipment and consumption of both fresh and processed Louisiana sweet potatoes;  Implement the advertising promotion and public relations program approved by the Commission, coordinate with the staff of the State assigned to the Commission to carry out its program;  Pay media and other vendors for goods and services;  Provide all necessary documentation of invoices to the Commission;  Provide usual and customary account services, including attendance at all Commission meetings and consultation regarding the servicing of the account;  Provide monthly accounting to the Commission of all monies expended. The statement shall include a breakdown of contractor fees and expenses by project or service category;  Develop advertising and other program budgets. Maintain budget status control and appropriate records which may be audited by the responsible agencies of state government as provided in Section 1.37;  All other related activities approved by the Commission, as are necessary to accomplish the objectives of the program;  Make revisions to existing website, WWW.SWEETPOTATO.ORG domain owned and maintained by the State; and  Participate in social media opportunities. Task and Services The selected Contractor shall be required to: Page 33 of 65  Prepare a methodology and develop an advertising and public relations strategy using existing creative materials owned by the Commission;  Provide media research, planning and buying, media contact, trafficking of creative materials, in an effort to expand the market and increase the consumption of Louisiana sweet potatoes (fresh and processed) within the state of Louisiana; and  Implement the most effective use of funds to promote and advertise Louisiana sweet potatoes (fresh and processed); and to increase awareness of the nutritional benefits of Louisiana sweet potatoes (fresh and processed) and to increase consumption and sales. Deliverables  The services contracted for under the contract including, but shall not be limited to, visual proof of media and other placements;  Copies of all materials, items, or documents prepared or obtained by the Contractor pursuant to the contract, and copies of all artwork, layouts, designs, photographs, plates negatives, proposals, computer disks, graphics, DVD's and other such materials etc., prepared, generated or obtained in connection with the services provided pursuant to the contract;  Invoices requesting payments must include a summary description or brief recap of the Contractor's services provided pursuant to and in fulfillment of the goals and objectives of the contract during the previous period which are included in the invoice;  Written semi-annual progress reports summarizing its activities measured against the goals and objectives of the contract, demonstrating the use of strategies and tactics outlined in its proposal to the Commission. Such semi-annual reports shall be due to the Commission no later than June 30th and December 31st of each calendar year during the term or extended term of the contract. The final report shall be that report due on June 30th of the final year of the contract. o Semi-annual reports shall identify the number of value-added placements in publications and their value in terms of impressions and dollar cost. The semi-annual reports shall identify the editorial coverage measured against the objectives of the program, and shall summarize the media placement, added value, editorial programs, including but not limited to editorial Commission meetings, desk side visits, media tours and related activities. All printed materials related to the contract, which are to be distributed to the public, shall contain the official logo of the Louisiana Sweet Potato Advertising and Development Commission. Technical Requirements Not applicable to this RFP. Project Requirements Project management responsibilities: Page 34 of 65  Commission — Rene Simon, Director of Commission, or his successor: The individual with day- to-day responsibility for the conduct and success of the project, and control over all project resources. Responsible for managing the project and directing the work flow, Mr. Simon is the go-to person, the one to whom all questions/issues/concerns about the project should be referred. Mr. Simon will monitor the project to make sure it's on schedule and within the allocated budget.  Contractor — Shall assign to the Commission, an individual responsible for the conduct and success of the project, and control over project resources. This individual shall be the go-to- person for the Contractor, and the one to whom all questions/issues/concerns about the project should be referred. This individual will monitor the project to make sure it's on schedule and within the allocated budget. Progress and time reporting:  Commission — Rene Simon, Director of Commission, or his successor shall review all project reports for the Commission approval and to make sure the project is progressing in a timely manner.  Contractor — Shall submit semi-annual progress reports summarizing its activities measured against the goals and objectives of the contract demonstrating the use of strategies and tactics outlined in its proposals to the Commission. Such semi-annual reports shall be due to the Commission no later than June 30th and December 31st of each calendar year during the term or extended term of the contract. The final report shall be that report due on June 30th of the final year of the contract. Issue Management and control:  Commission – In order to control change throughout the project, the Commission shall immediately notify Contractor of any change in project management, preventing confusion and misunderstandings.  Contractor — In order to control change throughout the project, Contractor shall immediately notify the Commission of any change in project management, or any personnel assigned to the project by Contractor, preventing confusion and misunderstandings. Project staffing and organization:  Commission — Rene Simon, Director of Commission, or his successor shall be responsible for all project management activities.  Contractor — Shall provide experienced and qualified personnel assigned to the contract that are considered key to the success of the project. Resources to be provided by the Commission and Contractor:  Commission — Shall provide to Contractor, a project manager and other resources which are deemed beneficial by Commission in order to meet the goal of this project.  Contractor — Shall provide to Commission, available qualified personnel who understand the project and who will work diligently throughout the project in order to meet the Commission’s goals. Page 35 of 65 PART 3: EVALUATION Proposals that pass the preliminary screening and mandatory requirements review will be evaluated based on information provided in the proposal. The evaluation will be conducted according to the following: In the initial selection process, each of the five (5) criteria listed below will be rated according to the following aspects of their proposal. The total score any one Proposer can receive for the initial selection process is one hundred (100). The Evaluation Team will select who, if any, will be given the opportunity to present their proposal orally to the Commission. The Commission reserves the right to adjust the original scores based upon information received in the oral presentation, using the original evaluation criteria. Should the Commission not require oral presentations; the initial scores will be deemed the final scores. The Evaluation Team will evaluate and score the proposals using the criteria and scoring as follows: Criteria Maximum Score Company Background and Experience 20 Approach and Methodology 40 Proposed Staff Qualifications 20 Louisiana Veteran and/or Hudson Initiative  Up to 10 points available for Hudson-certified Proposers;  Up to 12 points available for Veteran-certified Proposers;  If no Veteran-certified Proposers, those two points are not awarded. See Section 3.2 for details. 12 Cost 8 TOTAL SCORE 100 The proposal will be evaluated in light of the material and the substantiating evidence presented to the State, not on the basis of what may be inferred. Proposer must receive a minimum score of 40 points (50%) of the total available points in the technical categories of Company Background and Experience, Approach and Methodology and Proposed Staff Qualifications to be considered responsive to the RFP. Proposals not meeting the minimum score shall be rejected and not proceed to further Cost or Louisiana Veteran and/or Hudson Initiative evaluation. The scores for the Financial Proposals, Technical Proposals and Veteran and Hudson Initiative will be combined to determine the overall score. The Proposer with the highest overall score will be recommended for award. Cost Evaluation Page 36 of 65 The Proposer with the lowest total cost shall receive 8 points. Other Proposers shall receive cost points based upon the following formula. CCS = (LPC/TCP x 8) Where: CCS = Computed Cost Score (points) for Proposer being evaluated LPC = Lowest Proposed Cost of all Proposers TCP = Total Cost of Proposer being evaluated Veteran-Owned and Service-Connected Disabled Veteran-Owned Small Entrepreneurships (Veteran Initiative) and Louisiana Initiative for Small Entrepreneurships (Hudson Initiative) Programs Participation A. Twelve percent (12%) of the total evaluation points in this RFP are reserved for Proposers who are certified small entrepreneurships, or who will engage the participation of one or more certified small entrepreneurships as subcontractors. Reserved points shall be added to the applicable Proposers’ evaluation score as follows: B. Proposer Status and Allotment of Reserved Points i. If the Proposer is a certified Veterans Initiative small entrepreneurship, the Proposer shall receive points equal to twelve percent (12%) of the total evaluation points in this RFP. ii. If the Proposer is a certified Hudson Initiative small entrepreneurship, the Proposer shall receive points equal to ten percent (10%) of the total evaluation points in this RFP. iii. If the Proposer demonstrates its intent to use certified small entrepreneurship(s) in the performance of contract work resulting from this solicitation, the Proposer shall receive points equal to the net percentage of contract work which is projected to be performed by or through certified small entrepreneurship subcontractors, multiplied by the appropriate number of evaluation points. iv. The total number of points awarded pursuant to this Section shall not exceed twelve percent (12%) of the total number of evaluation points in this RFP. If the Proposer is a certified Veterans Initiative or Hudson Initiative small entrepreneurship, the Proposer must note this in its proposal in order to receive the full amount of applicable reserved points. If the Proposer is not a certified small entrepreneurship, but has engaged one (1) or more Veterans Initiative or Hudson Initiative certified small entrepreneurship(s) to participate as subcontractors, the Proposer shall provide the following information for each certified small entrepreneurship subcontractor in order to obtain any applicable Veterans Initiative or Hudson Initiative points: i. Subcontractor’s name; ii. A detailed description of the work to be performed; and iii. The anticipated dollar value of the subcontract for the three-year contract term. Note – it is not mandatory to have a Veterans Initiative or Hudson Initiative certified small entrepreneurship subcontractor. However, it is mandatory to include this information in order to receive any allotted points when applicable. Page 37 of 65 If multiple Veterans Initiative or Hudson Initiative subcontractors will be used, the above required information should be listed for each subcontractor. The Proposer should provide a sufficiently detailed description of each subcontractor’s work so the Department is able to determine if there is duplication or overlap, or if the subcontractor’s services constitute a distinct scope of work from each other subcontractor(s). Page 38 of 65 PART 4: PERFORMANCE STANDARDS Performance Requirements  Weekly project management calls;  Visual proof of media and other placements to be submitted prior to, but no later than with submittal of monthly invoices based on the Commission's project managers request;  Copies of all materials, items, or documents prepared or obtained by the Contractor pursuant to the contract, and copies of all artwork, layouts, designs, photographs, plates, negatives, proposals, computer disks, graphics, DVD's and other such materials etc., prepared, generated or obtained in connection with the services provided pursuant to the contract to be submitted prior to, but no later than with submittal of monthly invoices based on Commission's project managers request;  Submittal of monthly invoices to include a summary description or brief recap of services provided pursuant to and in fulfillment of the goals and objectives of the contract; and  Submittal of written semi-annual progress reports. Performance Measurement/Evaluation/Monitoring Plan 4.2.1 Performance Measures/Evaluation:  Clear, effective communication;  Timely delivery of reports and other deliverables;  Quality of workmanship;  Ability to adapt and modify service requirements; and  Ability to accomplish goal