REQUEST FOR PROPOSALS FOR BOND COUNSEL AND RELATED LEGAL SERVICES ASSOCIATED WITH FINANCING CODINGTON COUNTY, SD JUSTICE FACILITIES FEBRUARY 28TH, 2017 Section 1 Introduction 1.01 Purpose of the RFP This Request for Proposal (RFP) is issued by Codington County, South Dakota (hereinafter referred to as the County ). The purpose of this RFP is to establish a contract with a qualified firm to perform bond counsel and related legal services associated with financing proposed justice facilities. For background on this project, please refer to the Codington County Justice Advisory Committee webpage at http://www.codington.org/codington-county-justice-advisory-committee/. 1.02 Contact Person, Telephone, Fax Number, and Email Commissioner Lee Gabel is the point of contact for this RFP. Phone: 605-880-1278 Email: dlee.gabel@gmail.com 1.03 RFP Schedule of Events This schedule of events is the County s estimate of the schedule that will be followed for this RFP. RFP issued: 28 February 2012 Proposals due: March 13 th, 4:00 PM County issues Notice of Intent to Award a Contract approximately: 14 March 2017 County issues contract approximately: March 21 st, 2017 1.04 Mailing Address and Deadline for Receipt of Proposals Offerors must submit one (1) original hard copy and one (1) copy of the proposal in a sealed envelope or package. Envelopes or packages containing proposals must be clearly addressed as described below to ensure proper delivery and to avoid being opened by the County before the deadline for receipt. Envelopes or packages must be addressed as follows: Codington County Attention: Commissioner Lee Gabel c/o County Auditor (RFP: Bond Counsel Services) 14 1st Ave SE Watertown, SD 57201 1
Proposals must be received by the Auditor s Office at the location specified no later than 4 p.m., Central Standard Time, on March 13 th, 2017. Proposals may not be delivered orally, by facsimile transmission, by other telecommunication, or electronic means. The County assumes no responsibility for delays caused by any delivery service. Postmarking by the due date will not substitute for actual proposal receipt by the County. An Offeror s failure to submit its proposal prior to the deadline may cause the proposal to be rejected. Late proposals may not be opened or accepted for evaluation. 1.05 Questions and Addenda Questions regarding this RFP may by asked of the point of contact using the contact information in paragraph 1.02. A reasonable effort will be made to email answers to questions to all proposers who have expressed intent to propose as quickly as possible. Section 2 Scope of Work 2.01 Context The County is seeking competitive proposals from qualified law firms to provide bond counsel and related legal services to Codington County associated with financing the design, construction, furnishing, equipping and operating proposed justice facilities. Plans to fund the project design, construction, furnishing and equipping are currently being developed. The information outlined below regarding funding reflects tentative plans and is subject to change as the project continues to develop. For more information, see the Codington County Justice Advisory Committee webpage at http://www.codington.org/codington-countyjustice-advisory-committee/. Project Construction Funding Funding for this project may include money from bond proceeds and County cash. Public Vote It is currently anticipated that the voters of the County will be asked to give their approval to proceed with the justice facilities project. The County is currently planning for such a vote in June 2017. 2
2.02 Scope of Services The firm selected shall provide all work associated with providing bond counsel services on debt issues associated with financing the project. Such legal services include, but are not necessarily limited to the following: 1. Advise the County concerning the procedural and substantive legal requirements, including federal tax laws and South Dakota state statutes, governing the issuance and sale of its obligations and the security therefore. 2. Prepare (or review County-drafted) resolutions, ordinances, indentures, agreements, notices, and other documents and proceedings, for the authorization, issuance, sale, and delivery of bonds and/or notes by the County and including election proceedings associated with an Election regarding the [Project]. 3. Advise the County with respect to statutory notices of hearing and the conducting of such hearings, if any, as are required by law. 4. Consult with and assist the County Auditor, State s Attorney, Financial Advisor, underwriters, etc. in the preparation of official statements, bond purchase contracts, investment agreements, and other documents in connection with the financing of the project. 5. Assist County staff and the Financial Advisor regarding the bond issue structure, timing of sale, and other matters. 6. Advise and assist concerning state and federal law relating to the disclosure of information with respect to such bond sales. This work would include due diligence review of the official statement and information relating to it to the extent deemed necessary to protect the interests of the County and all parties concerned in connection with the issuance of bonds and/or notes. 7. Provide material as requested for bond rating agency review and attend any meetings as needed with bond rating agencies. 8. Attend meetings as requested and make presentations regarding the debt issue to County staff, County Commission, or other interested parties. 9. Advise regarding compliance with yield restrictions and arbitrage regulations. 10. Assist in interpreting SEC Rule 15c2 12 requirements for both annual and material event reporting. 11. Provide a legal opinion approving the validity of the bonds and opining on the federal income tax status (exempt, taxable) of the interest to be paid on the bonds. 12. Supervise the printing and delivery of the County s bonds. 13. Prepare and review all closing documents, including opinions of other counsel as may be deemed necessary. 3
14. Assemble and examine transcripts of all proceedings taken in connection with the issuance and sale of bonds. 15. At the County s option, represent the County in any litigation related to the bond issue. 16. Advise the County on matters relating to outside party management or service contracts entered for the operation of the [project] This includes advising the County on the consequences that such contracts may have on the tax-exempt status of any bonds issued to finance the (Project) 17. Review draft agreements and advise on appropriate contract language and/or legal strategies to mitigate or avoid adverse consequences such contracts with outside parties may have on the County s bonds resulting from activities potentially considered to be private business use under federal law. 18. Advise the County on any other matters that may arise throughout the project that may impact the status of bonds issued or to be issued. This would also include legal advice and counsel on any activities that could result in private business use of the financed facilities. 19. Provide follow-up consultation and advice from time-to-time post-bond issuance that may be needed by the County involving the bonds issued to finance the project. 2.03 Fee Structure and Payment The firm shall provide a complete statement of proposed fees to include a maximum not-toexceed total for the project. The maximum not-to-exceed fee proposed must include all travel expenses and other out-of-pocket expenses incurred by the firm. The firm must agree that fees will be paid only upon closing of the bond sale and that, in the event a bond sale does not close, no fees will be due or payable. In other words, the firm hired will be working at its risk on the contingency that bonds will be issued. Section 3 Proposal Format and Content 3.01 Submittal Requirements The submittal must contain the following information: 1. Cover Letter. Provide name and address of the firm(s) and project contact person with address, telephone number, and email address. The cover letter must be signed by a duly authorized official of the firm. Consortiums, joint ventures, or teams submitting proposals must establish that contractual responsibility rests solely with one company or one legal entity. Each submittal should indicate the entity responsible for execution on behalf of the proposal team. 2. Firm s Team a. Identify the individuals who will work on this project for your firm. b. Provide résumés or a listing of information for each person included in your firm that will work on this project and describe the role that each individual will fill. State the educational background of each individual, years of experience, length of employment with your firm, and experience with 4
financing projects of similar size and complexity. For each person, list current work assignments and availability to work on this project. c. Describe the firm s capacity and resources which would enable you to back up and support the assigned staff should any individual be unable to fulfill their responsibilities as assigned. 3. References. Each firm shall provide a list of references and contact information of cities that the firm is currently providing bond counsel cervices or those served in the past two years. 4. Experiences. Each firm shall supply examples of recent projects pertinent to these services involving projects in other cities that the firm was involved with which were similar in size and complexity. Include descriptions of legal steps and strategies employed that assisted in the successful completion of the projects. Experience associated with projects in excess of $10 million, projects involving facilities similar to the one proposed by the County (event centers, arenas, stadiums, jails, etc.), financings completed in the State of South Dakota and projects in which private business use of the facility was a consideration will all be of particular interest. 5. Proposed fee structure. As described above in paragraph 2.03. Section 4 Review of Proposals and Selection 4.01 Selection Criteria Evaluation will rely on the qualitative information contained in the proposals and reference checks in making the decision to select the most qualified firm to provide services for the County. Evaluation criteria will be: 1.The firm s demonstrated qualifications to carry out the contract, which include but are not limited to the following considerations: Recent experience in providing bond counsel and related services involving projects of similar size, complexity, and legal issues. The adequacy of the firm s resources devoted to this project. The qualifications of the staff to be assigned to this contract. 2.The firm s approach to the project, which includes but is not limited to the following considerations: The assignment and time commitment of staff for this contract. The firm s proposed sequence of activities to address the scope of work in this RFP. The firm s availability to County staff for consultation as issues arise and any other methods to ensure accountability and responsiveness to County staff. 3. The proposed cost to Codington County. 4.02 Interviews The County may select for interview one or more firms. Interviews may be conducted in person, via teleconference, by telephone or by video conference. 5
4.03 Special Conditions Excluding proprietary information, the proposal and the professional service contract of the firm awarded the contract are deemed public records and shall be available to the public upon request. Section 5 Standard Proposal Information 5.01 Authorized Signature An individual authorized to bind the Offeror to the provisions of the RFP must sign all proposals. 5.02 County Not Responsible for Preparation Costs The County will not pay any cost associated with the preparation, submittal, presentation, or evaluation of any proposal. 5.03 Conflict of Interest Offerors must disclose any instances where the firm or any individuals working on the contract have a possible conflict of interest and, if so, the nature of that conflict (e.g., employed by the Codington County). The County reserves the right to cancel the award if any interest disclosed from any source could either give the appearance of a conflict or cause speculation as to the objectivity of the Offeror s proposal. The County s determination regarding any questions of conflict of interest is final. 5.04 Offeror s Certification By signature on the proposal, the Offeror certifies that it complies with: The laws of the state of South Dakota. All applicable local, state, and federal laws, codes, and regulations. All terms, conditions, and requirements set forth in this RFP. A condition that the proposal submitted was independently arrived at without collusion. A condition that the offer will remain open and valid for the period indicated in this solicitation, and any condition that the firm and/or any individuals working on the contract do not have a possible conflict of interest (e.g., employed by the Codington County). If any Offeror fails to comply with the provisions stated in this paragraph, the County reserves the right to reject the proposal, terminate the contract, or consider the contractor in default. 5.04 The County reserves the right to ignore irregularities in any proposal(s) and to engage the services of any firm(s) in the best interest of Codington County. Codington County reserves the right to not select a firm as part of this process if an agreement cannot be reached. 6