INVITATION TO NEGOTIATE EXECUTIVE SEARCH FIRM ITN # March 29, 2006

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1 INVITATION TO NEGOTIATE EXECUTIVE SEARCH FIRM ITN # 7331 March 29, i - -

2 Table of Contents 1.0 ITN Submission ITN Delivery ITN Correspondence and Addenda Definitions Background Objectives Scope of Services Length on Contract Submittal Questions Sole Point of Contact Solicitation Format Evaluation Criteria Posting of Final Award Notice of ITN Protest, Bonding Requirement Legal Requirements Employment of Aliens Statement Special Accommodations Public Records Contract Availability of Funds Modifications Public Entity Crimes Use of Funds for Lobbying Prohibited Unilateral Cancellation Discrepancies Communication Procedures Employment of Public Employees Use of Minority Business Conformance Review Independent Contractor Marks, Names, Logos, Designations Liability Limitation of Liabilities/Remedies Damages Upon Termination Termination Precedence Legal Requirements Severability Failure to Enforce Performance Assignment Taxes Agreement Modifications Force Majeure ii-

3 44.0 Prices, Terms and Payment Interest Penalties Conflict of Interest Advertising Liability Disqualification of a Firm Additional Terms and Conditions Drug Free Workplace Jurisdiction...14 Invitation to Negotiate Acknowledgement Form,...15 Proposed Calendar or Events...15 Appendices A: Organizational chart of the University s structure B: A summary list of responsibilities of university presidents as provided in state law C: Recent summary of authorized salaries and benefits of State University System Presidents D: A summary of the UBOT responsibilities as provided in state law E: A copy of the University s Strategic Plan F: Summary of the Florida Board of Governor s Strategic Initiatives -iii-

4 INVITATION TO NEGOTIATE FOR AN EXECUTIVE SEARCH FIRM ITN # 7331 March 29, 2006 Florida A&M University seeks an experienced executive search firm to serve as consultant to its Board of Trustees in the recruitment of a new University President. The University President serves as the chief executive officer of the University and works closely with the Board of Trustees. The Invitation to Negotiate (ITN) to secure a search firm has been posted on the purchasing website for your convenience and is accessible at: It is the firm s responsibility to ensure that the entire ITN package has been reviewed prior to the firm s submittal of a response. If any addenda to the ITN are issued, it will be posted on the website. We encourage you to check the website periodically for any changes prior to the submittal date. To receive a hard copy of the ITN or any addenda (which will be identical to those posted on the web site), contact the Sole Point of Contact listed in Section 10 of the ITN. 1.0 ITN SUBMISSION - All responses must contain the enclosed Acknowledgement Form with a manual signature in the appropriate space. Responses must be typed except for those areas where the ITN specifically allows hand written entries. If submitted by mail, do not include more than one response in an envelope. The face of the envelope shall contain the number ITN Number 7331, and the date and time the ITN is due, Wednesday, May 10, 2006 at 5:00 PM. The proposal shall be provided to the Sole Point of Contact as provided in Section 10. Please provide fifteen (15) copies of your response. Prior to submission, a voluntary pre-proposal teleconference will be held on Friday, April 21, 2006 at 10:00 AM, Eastern Standard Time. To obtain the toll free number for the pre-proposal teleconference, please provide an to elizabeth.mcbride@famu.edu. All costs for developing the proposals and any subsequent activities prior to contract award are solely the responsibility of the offerors. 2.0 ITN DELIVERY - ITN responses must be delivered and available to be publicly displayed at the address, date and time specified. A time and date stamp will be used at the place of delivery to acknowledge receipt of the response. ITN responses which, for any reason, are not available at this location at the prescribed time and date will not be considered. It is the vendor's responsibility to assure that its ITN response is delivered on the correct date and time and at the specified location. Delivery of an ITN response to any other place is not acceptable. Offers by telephone are not acceptable under any circumstances. 3.0 ITN CORRESPONDENCE AND ADDENDA - All correspondence and addenda to this ITN solicitation will be in writing and issued by the University s Sole Point of Contact

5 (see section 10.0). Correspondence may be issued by US Mail, and any addenda shall be posted on the website as provided above. 4.0 DEFINITIONS - FAMU BOT or UBOT The University Board of Trustees (UBOT) consisting of 13 members, six (6) members are appointed by the Governor, five (5) members appointed by the Florida Board of Governors and the presidents of the faculty senate and student government. Members appointed by the Governor and Board of Governors are appointed for 5-year staggered terms. The presidents of the faculty senate and student government serve during their terms of office. The UBOT is charged with the oversight and governing the university, including the selection of its president. Florida Board of Governors - The seventeen (17) member board established for oversight of the Florida State University System (SUS), in accordance with the Florida Constitution and state laws. HBCU A historically black college or university as defined by The Higher Education Act of 1965, as amended. 5.0 BACKGROUND - The State of Florida has undergone a major reorganization of its educational structure. The 2001 Florida Legislature passed legislation creating a seamless K-20 educational governance structure with an emphasis on the economic health of the state being based on its educational delivery. Florida A&M University (FAMU) is a four-year, public, co-educational and fully accredited institution of higher learning. It is a member of the 11-university system of the state of Florida. The university is governed by a 13-member Board of Trustees and is a part of the K-20 seamless educational system. FAMU is an 1890 land-grant Comprehensive/Doctoral University which was established by the Florida Legislature in The university has an enrollment of approximately 13,000 students and approximately 516 full-time faculty members. In addition to its 61 baccalaureate programs, FAMU offers 41 master s level programs, 11 Ph.D. programs and several professional degree programs, including a J.D. and Pharm.D. FAMU has the distinction of being a national leader in recruiting National Achievement Scholars, and of being the number one in the production of African American baccalaureate graduates for the last five years. FAMU students are provided with extracurricular and cultural activities managed through the university s student affairs area. The University sponsors 18 athletic programs, and is a member of the NCAA and Mid Eastern Athletic Conference. The university s main campus is spread over 419 acres in Tallahassee, the capital of Florida. Its College of Law is located in Orlando, Florida. The total assets of the University are valued over $190 million. The campus is comprised of 131 buildings and has a current operating budget of over $382 million and a research budget of -2-

6 approximately $53 million. Additionally, the UBOT has approved 5 direct support organizations which exist because of, and for support of, the university. The direct support organizations are the following: FAMU Foundation, Inc. FAMU National Alumni Association FAMU Boosters FAMU Research Foundation, Inc. Florida Classic Consortium Corporation Supporting material provided in Appendices not mentioned elsewhere in the ITN are: Appendix A: Organizational chart of the University s structure. Appendix B: A summary list of responsibilities of university presidents as provided in state law. Appendix C: Recent summary of authorized salaries and of the University president. Appendix D: A summary of the UBOT responsibilities as provided in state law. Appendix E: A copy of the University s Strategic Plan. Appendix F: Summary of the Florida Board of Governor s Strategic Initiatives 6.0 OBJECTIVES -The primary objective of this solicitation is to provide professional expertise to the Trustees for the national presidential search, and to provide for a professional search consistent with the Florida sunshine and public records laws. The search process should be designed to bring the best national candidates to the consideration of the FAMU BOT. 7.0 SCOPE OF SERVICES - Services requested for the university presidential search includes, but need not be limited to: meeting with the FAMU BOT, any necessary committees of the BOT and other university individuals, assisting in the design of a sunshine/public records search process with a calendar of events; assisting with the development of position criteria and review of University s advertisement copy in keeping with the mission of the university; the conduct of the search through recruitment by placing advertisements commercially, soliciting nominations/applications through outreach letters and other methods, receiving applications, nominations, and candidate materials, communications with individuals (nominators, potential candidates, references, etc.); screening individuals in addition to due diligence and background checks, including face-to-face interviews on any and all candidates submitted to FAMU BOT; advising interested individuals regarding the search process and potential activities and dates they would need to be available; presentation of the credentials of an agreed upon number of interested individuals to the FAMU BOT or its Presidential Search Committee; and follow-up communications, as appropriate, with the unsuccessful individuals. Firms desiring to propose other services in support of the search and screening process should include any such relevant information. -3-

7 8.0 LENGTH OF CONTRACT - It is the purpose of this Invitation to Negotiate to establish a contractual agreement for a period of time necessary to hire a University President. 9.0 SUBMITTAL QUESTIONS - Provide complete answers to the following questions. 1. Provide a history of your company both on a local, state and national basis. In this section, please include the names of predecessor companies that have been acquired or otherwise incorporated into your firm. Relevant dates should be included. 2. Describe the responsibilities and resources that would be provided by your firm in a general fashion to develop, and conduct this search. a. In particular, outline how you would propose to develop and conduct a presidential search process to work with the FAMU BOT. b. Please explain in detail your firm s experience with conducting any executive searches for HBCUs? c. Please explain in detail your firm s ability to access candidates with varied ethnic and gender backgrounds. 3. Have you ever conducted a search under the State of Florida sunshine and public records laws? Please provide details of how such searches were carried out. 4. If you have not conducted a search as described in item 3 above, explain how your company conducts searches in the sunshine and subject to public records laws of other states. 5. Provide the names, titles, and background information of all principals who would be most likely to handle this assignment. Include the specific area of expertise per principal and any similar executive search assignments he or she has completed in the past five years. Provide for each of these experiences the name of the institutions, the dates of the search, the position filled and provide reference contact for each of the noted assignments. 6. Provide a detailed description of your company's philosophy and approach in conducting executive searches. 7. Provide your fee structure and terms, including provisions should a successful candidate voluntarily or involuntarily terminate within the first year of employment. Please note that a flat fee is highly preferred. Anything other than a flat fee may require specific approval from the State Comptroller. -4-

8 10.0 SOLE POINT OF CONTACT - The FAMU BOT point of contact for this ITN shall be: Elizabeth T. McBride Office: (850) Fax: (850) Lee Hall Florida A&M University Tallahassee, Florida elizabeth.mcbride@famu.edu 11.0 SOLICITATION FORMAT - The FAMU BOT has elected to use the Invitation to Negotiate (ITN) process for this solicitation. The ITN is not an Invitation to Bid (ITB) or Request for Proposal (RFP). The ITN is a more flexible procurement process when the contract requires highly specialized or professional staff. The process has two steps in which the FAMU BOT Presidential Search Committee, or its designee, will review responsive proposals and develop a "short list" of the offers, which seem to best meet the requirements of the FAMU BOT. Once the "short list" of vendors has been developed, the FAMU BOT Presidential Search Committee will determine what search firm(s) will be recommended to the FAMU BOT. The goal of this comprehensive process is for the FAMU BOT to identify the optimal outcome or the solution that best meets the needs of the University. Firms shall provide to the FAMU BOT written responses to the submittal questions listed in Section 9 of this ITN. Written responses to the Submittal Questions should be in the same order as presented and tabbed/numbered as listed in submittal questions section. Firms are also encouraged to carefully review the Terms and Conditions outlined in this ITN document. Firms are strongly encouraged to submit the FAMU BOT Terms and Conditions to their legal counsel or other appropriate representatives and identify in the ITN response any areas of concern. FAMU BOT will issue any contract(s) resulting from this solicitation EVALUATION CRITERIA - The FAMU BOT will select an executive search firm(s) to provide services on the basis of the firm s ability to provide nationally recognized leadership in higher education executive recruitment particularly with HBCUs. Evaluation for continued negotiations will be made based on responses to the questions as stated in the submittal questions, Section 9.0, of this ITN. For purposes of establishing the short list, respondents to the ITN document will be evaluated and compared on the service, responses to this ITN, cost relative to the service and its features, the company, and the billing services offered. These criteria are listed in order of importance to the FAMU BOT, with the most important being first. The term "service" means the selection process, professional and administrative staff support, the quality of communication and contact, the adherence to public records and sunshine laws, the timeliness and responsiveness of the work relationships, and any other information which allows the evaluation committee to determine what would be obtained for the cost(s) quoted. The term "company" means the number and credentials of employees, experience dealing with higher education executives, and any other information that would assist the evaluation committee in determining the ability of the company to service the FAMU BOT. -5-

9 The FAMU BOT or its Presidential Search Committee may request oral presentations or interviews of short listed firms. If oral presentations or interviews are required, the Sole Point of Contract will schedule a time with the short listed firms. Respondents are compared to each other as to price, but they are also compared to each other on other evaluation criteria as well. All Proposals will initially be reviewed for conformance with the Terms and Conditions required by FAMU BOT as contained within this ITN and applicable statutes and practices of the State of Florida. The FAMU BOT reserves the right to reject any or all proposals submitted. The FAMU BOT also reserves the right to make multiple or single awards POSTING OF FINAL AWARD - The final award will be posted for review by interested parties in the Office of Purchasing, Florida A&M University, 2 nd Floor, Foote Hilyer Administrative Center, Tallahassee, Florida 32307, during regular business hours (8:00 a.m. to 5:00 p.m. EDT), after June 29, Decisions will remain posted for a period of seventy-two (72) hours. Failure to file a protest within the time prescribed in Section (3)(b), Florida Statutes, shall constitute a waiver of proceedings under Chapter 120, Florida Statutes. Protests are submitted to the address in this paragraph NOTICE OF ITN PROTEST, BONDING REQUIREMENT - Any person or company/business who files an action protesting a decision or intended decision pertaining to the ITN solicitation administered by the FAMU BOT pursuant to Section (3)(b), Florida Statutes, shall post with the FAMU BOT at the time of filing the formal written protest, a BOND payable to the FAMU BOT in an amount equal to ten percent of the total volume of the contract or $10,000, whichever is less, which bond shall be conditioned upon the payment of all costs which may be adjudged against the protester in the administrative hearing in which the action is brought and in any subsequent appellate court proceeding. In lieu of a bond, the FAMU BOT may, in either case, accept a cashier's check or money order in the amount of the bond. FAILURE TO FILE THE PROPER BOND AT THE TIME OF FILING THE FORMAL PROTEST WILL RESULT IN A DENIAL OF THE PROTEST LEGAL REQUIREMENTS - All parties acknowledge that the validity, construction and effect of any resulting contract shall be governed by the laws of the State of Florida and the regulations and rules of the University and the Florida Board of Governors. Any provisions herein, in conflict therewith, shall be void and of no effect. This solicitation will be governed by the provisions of the University s Regulations EMPLOYMENT OF ALIENS STATEMENT - The employment of unauthorized aliens by any successful executive search firm is considered a violation of Section 274A(e) of the Immigration and Nationality Act. If the successful executive search firm knowingly employs unauthorized aliens, such violation shall be cause for unilateral cancellation of the purchase order/contract SPECIAL ACCOMMODATIONS - Any person requiring a special accommodation, -6-

10 because of a disability, should call or the Sole Point of Contact (Section 9), at least three (3) workdays prior to any activity in conjunction with this solicitation PUBLIC RECORDS - All materials submitted by a vendor in response to this solicitation, in whole or in part, are a public document pursuant to Section , Florida Statutes. This includes materials that the successful executive search firm might consider confidential or a trade secret CONTRACT - The FAMU BOT will issue a contract to the successful executive search firm. The actual contract, incorporating by reference terms and conditions of this solicitation, along with the terms, conditions and prices resulting from the negotiation process of this ITN, will be manifested by the issuance of a contract by the individual institution or the FAMU BOT. In addition, the terms and conditions contained in this ITN will apply to any contract issued. However, some of them may be negotiated as long as their omissions or modifications do not contravene state purchasing regulations. The mandatory provisions of this contract are Sections 15, 16, 20, 22-24, 30, 32-34, 40-42, 44, 45, 46 and AVAILABILITY OF FUNDS - The performance of the FAMU BOT or boards of trustees or institutions of any of its obligations under the resulting contract shall be subject to and contingent upon the availability of funds appropriated by the Florida Legislature for the purposes of this agreement for the current and any future fiscal years MODIFICATIONS - The vendor's response to the ITN solicitation may only be modified in the form of a written notice received prior to the time and date set for opening. Telegraphic/telephonic or facsimile modifications will not be considered PUBLIC ENTITY CRIMES - The FAMU BOT will not accept a competitive solicitation from or purchase commodities or contractual services from a person or affiliate who has been convicted of a public entity crime and has been placed on the State of Florida's convicted vendor list for a period of 36 months from the date of being added to the convicted vendor list USE OF FUNDS FOR LOBBYING PROHIBITED - The successful executive search firm agrees to comply with the provisions of Section , Florida Statutes, which prohibits the expenditure of contract funds for the purpose of lobbying the Legislature or a state agency UNILATERAL CANCELLATION - This contract is subject to immediate and unilateral cancellation by the FAMU BOT due to failure by the successful executive search firm to provide open access to their records for inspection by authorized representatives. The FAMU BOT has the right to review all records of the successful executive search firm pertaining to this contract. This involves public access to all public documents, papers, letters, or other materials subject to the provisions of Chapter 119, Florida Statutes and made or received by the successful executive search firm in -7-

11 connection with this transaction. No part of the ITN document, the response submitted by the participating successful executive search firm, any negotiation sessions, or written or taped records of the negotiation process, are exempt from the requirements of Section , Florida Statutes, based on an assertion of rights under Sections , Florida Statutes, or , Florida Statutes, which relate to the protection of trade secrets. Application of any written statement on your response which indicates that the response contains confidential and proprietary information, and which directs the FAMU BOT not to disclose the contents of the response to any third party without the prior written agreement of the participating successful executive search firm, may cause the response to be rejected without evaluation of any kind. If the Florida Government in the Sunshine law, and Florida public records law, is unacceptable to a potential participating successful executive search firm, that vendor should elect not to participate in this ITN DISCREPANCIES - If there are discrepancies in the material or content between the original copy of the successful executive search firm's ITN response and the copies, the information contained in the original copy of the response shall prevail COMMUNICATION PROCEDURES - Only those communications that are in writing from the FAMU BOT may be considered as a duly authorized expression on behalf of the FAMU BOT. Also, only written communications from participating firms will be recognized by the FAMU BOT as duly authorized expressions on behalf of said firms EMPLOYMENT OF PUBLIC EMPLOYEES - No employee of the FAMU BOT or any of the institutions, whose duties as such employee include matters relating to or affecting the subject of this contract, shall become or be an employee of the party or parties hereby contracting with the FAMU BOT, during the term of this contract USE OF MINORITY BUSINESSES - The State of Florida and the FAMU BOT encourage and promote the use of state certified minority businesses in state contracting/purchasing. Participating successful executive search firms are encouraged to use state certified minority vendors/successful executive search firms that may be able to provide supplies and services needed in conjunction with this project CONFORMANCE REVIEW - The responses will be first reviewed by staff of the FAMU BOT to verify if they conform to ITN instructions contained in the submittal paragraph (Section 1.0). Responses that do not conform to said instructions may be rejected and not reviewed further INDEPENDENT CONTRACTOR - The successful executive search firm shall be engaged as an independent contractor. The successful executive search firm, its employees and agents shall be considered to be at all times the sole employees or agents of the said search firm under his/her sole direction and not an employee or agent -8-

12 of the FAMU BOT or the University. The successful executive search firm more specifically acknowledges that: neither the firm, nor its agents or employees will be eligible to participate in any employee benefit maintained by the University; will not be covered by the University s workers' compensation insurance; and will be solely and exclusively responsible for payment of all federal and state income, social security, unemployment and disability taxes due in respect of all compensation and/or other consideration paid by the University to the selected firm hereunder. The successful executive search firm shall supply competent and physically capable employees. The FAMU BOT may require the successful executive search firm to remove an employee it deems careless, incompetent, or insubordinate, or otherwise objectionable and whose continued employment on FAMU BOT, is not in its best interest MARKS. NAMES, LOGOS. DESIGNATIONS - The successful executive search firm is not authorized to use the names, symbols, emblems, designs, colors, uniforms, logos, designations and other proprietary marks of the University with advertising, merchandising, promotion and sale of products or services without the prior written approval from the University LIABILITY - The FAMU BOT agrees to accept liability for the negligent acts or omissions of its employees, acting within the scope of their employment, to the extent permitted by law (Section , F.S). Nothing contained herein should be construed as a waiver by the FAMU BOT of any defense under a claim of sovereign immunity available to it LIMITATION OF LIABILITIES/REMEDIES - FAMU BOT is not authorized to enter into a limitation of remedies agreement whereby the successful executive search firm's liability for damages to the FAMU BOT for any cause and regardless of the form of action (with certain specified exceptions) is limited DAMAGES UPON TERMINATION - The FAMU BOT exercise of the right to terminate shall not release the successful executive search firm from its obligation to pay damages incurred by the FAMU BOT due to any breach by the successful executive search firm, prior or subsequent to the notice of termination TERMINATION - In the event of a breach of this agreement by either party that is not remedied within 30 calendar days after delivery of written notice of such breach, the aggrieved party may terminate this agreement by written notice to the other party. The FAMU BOT shall be liable only for payment for commodities/services rendered prior to the effective date of termination PRECEDENCE - In case of disputes and discrepancies, the parties agree that the FAMU BOT contract will have precedence. Further, the FAMU BOT ITN document and amendment(s) issued, if any, will have precedence over the successful executive search firm's proposal, terms and conditions LEGAL REQUIREMENTS - If any provisions of the contract should be declared -9-

13 illegal, void, or unenforceable, the other provisions shall not be affected, but shall remain in full force and effect. If there should be any terms of this agreement that conflict with federal, state, FAMU BOT rules, regulations, and laws applicable to the FAMU BOT the applicable provision of the rule, regulation or law shall apply and take precedence SEVERABILITY - In the event any provision of this agreement shall be held invalid or unenforceable by any court of competent jurisdiction, or by an Administrative Hearing Officer in accordance with Chapter 120, F. S., such holding shall not invalidate or render unenforceable any other provision hereof. However, where a breach of the contract goes to the whole of the contract, the contract is unenforceable FAILURE TO ENFORCE PERFORMANCE - The failure of the FAMU BOT at any time to require performance by the successful executive search firm of any provisions hereof shall in no way affect the right of the FAMU BOT thereafter to enforce same. Nor shall waiver by the FAMU BOT of any breach of provisions hereof be taken or held to be a waiver of any succeeding breach of such provision or as a waiver of any provision itself ASSIGNMENT - This agreement may not be assigned by the successful executive search firm without written consent from the FAMU BOT TAXES - The State of Florida is a tax immune sovereign and exempt from the payment of all sales, use or excise taxes. The successful executive search firm will pay all personal property taxes on leased equipment and all taxes based upon net income. The successful executive search firm will also pay all charges pertinent to import-export functions governed by the US Customs Service including clearing Customs AGREEMENT MODIFICATIONS - The provisions of this agreement may not be modified, amended, or waived on behalf of the FAMU BOT except in writing with the same degree of formality with which a contract is executed FORCE MAJEURE - No default, delay or failure to perform on the part of the successful executive search firm or the FAMU BOT shall be considered a default, delay or failure to perform otherwise chargeable, hereunder, if such default, delay or failure to perform is due to causes beyond either party's reasonable control including, but not limited to strikes, lockouts, inactions of government authorities, epidemics, wars, embargoes, fire, earthquake, acts of God and default of common carrier. In the event of such default, delay or failure to perform, any date or times by which either party is otherwise scheduled to perform shall be extended automatically for a period of time equal in duration to the time lost by reason of the excused default, delay or failure to perform PRICES. TERMS and PAYMENT - Payments will be for services rendered and made after deliverables are met. Progress payments are possible as deliverables are met. There will not be any payment upon signing a contract. Invoices will be sufficiently detailed as to allow for audit and payment under Florida laws. Any direct expenses -10-

14 incurred by the successful executive search firm, to be billed to the FAMU BOT, must have been agreed upon in advance and must be specifically documented per actually incurred expense to allow their payment through the laws of the State of Florida. Any other prices, terms, and payment stipulations must be negotiated with the firm and specified in the resulting contract INTEREST PENALTIES - Payments and applicable interest for late payments will be made in accordance with the University s Prompt Payment Policy CONFLICT OF INTEREST - The award hereunder is subject to the provisions of Chapter 112, F.S. All firms must disclose with their ITN the name of any officer, or agent who is also an employee or officer of the State of Florida, or any of its agencies. Further, all firms must disclose the name of any State employee who owns, directly or indirectly, an interest of five (5) percent or more in the firm's firm or any of its branches ADVERTISING - In submitting an ITN, Vendor agrees not to use the results therefrom as a part of commercial advertisement LIABILITY - The successful firm shall hold and save the FAMU BOT, its officers, agents, and employees harmless against claims by third parties resulting from such firm s breach of this contract or negligence DISQUALIFICATION OF A FIRM - Only one ITN from an individual, firm, partnership, corporation or association under the same or different names will be considered. Reasonable grounds for believing that a search firm is involved in more than one ITN for the same item will be cause for rejection of the highest ITN in which such firms are believed to be involved. Any or all proposals will be rejected if there is reason to believe that collusion exists between the firms. ITNs in which the prices obviously are unbalanced will be subject to rejection ADDITIONAL TERMS AND CONDITIONS - No additional terms and conditions included with the ITN response shall be evaluated or considered and any and all such additional terms and conditions shall have no force and effect and are inapplicable to this ITN. If submitted, either purposely through intent or design or inadvertently appearing separately in transmittal letters, specifications, literature, price lists or warranties, it is understood and agreed the general and special conditions in this ITN solicitation are the only conditions applicable to this ITN and the search firm s authorized signature affixed to the firm acknowledgment form attests to this DRUG FREE WORKPLACE The successful executive search firm shall comply the applicable Florida laws governing a drug free workplace JURISDICTION - Any purchase order or contract resulting from this Invitation to Negotiate will be governed by and under the Jurisdiction of the Law and Rules of Florida and any provisions in conflict therewith shall be void and of no effect. -11-

15 INVITATION TO NEGOTIATE ACKNOWLEDGEMENT FORM EXECUTIVE SEARCH FIRM ITN NUMBER 7331 I certify that this response is made without prior understanding, agreement, or connection with any corporation, firm or person submitting a response for the same services, and is in all respects fair and without collusion or fraud. I agree to abide by all conditions of this response and certify that I am authorized to sign this response for the firm and that the firm is in compliance with all requirements of the Invitation to Negotiate, including but not limited to certification requirements. In submitting a response to the Florida A&M University Board of Trustees, the firm offers and agrees that if the response is accepted and a contract issued, the firm will convey, sell, assign or transfer to the Florida A&M University Board of Trustees, all rights, title and interest in and to all causes of action it may now or hereafter acquire under the Anti-trust laws of the United States and the State of Florida for price fixing relating to the particular commodities or services purchased or acquired by the Florida A&M University Board of Trustees. At the Florida A&M University Board of Trustees discretion, such assignment shall be made and become effective at the time the Florida A&M University Board of Trustees tenders final payment to the firm. Company Name: Address: Authorized Signature (Manual): Authorized Signature (Typed): F.E.I.D. No.: Telephone: Fax: Toll Free:

16 PROPOSED CALENDAR OF EVENTS Invitation to Negotiate Executive Search Firm ITN Number 7331 The proposed time schedule as related to this solicitation is as follows: Invitation to Negotiate (ITN) Issued and Advertised Wednesday, March 29,2006 The ITN maybe accessed electronically at: Last Day to Receive Written Questions to ITN Wednesday, April 12, 2006 Response to Written Questions Issued to all Potential Wednesday, April 19, 2006 Respondents Pre-Proposal Telephone Conference Call Friday, April 21, :00 AM EST To obtain the toll free number for the pre-proposal teleconference, please provide an to There is no requirement to be in attendance at this voluntary preproposal conference call in order to submit a response to this ITN. Written Response to Any Questions Raised at Pre-Proposal Monday, April 24, 2006 Conference Responses to ITN Due by 5:00PM Wednesday, May 10, 2006 Review of Responses and Preparation for Committee of May 10-18, 2006 FAMU BOT Short Listing of Vendors by Subcommittee of Presidential May 18 June 14, 2006 Search Committee (FAMU BOT)* Vendors placed on the short list may be interviewed by the subcommittee of FAMU BOT. Selection of a search firm by Presidential Search Committee Wednesday, June 28, 2006 (for ratification by the FAMU BOT) FAMU BOT Ratification of Presidential Search Committee Thursday, June 29, 2006 Recommendation Notice of Award Friday, June 30, 2006 Anticipated Contract Start Date July 5, 2006 Approval of the FAMU BOT Selection Process by Florida August, 2006 Board of Governors Florida A&M University reserves the right to modify any of the above cited dates. All written responses to questions will be posted on the website as provided in the introduction to this ITN. -13-