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HomeMy WebLinkAboutBack-Up DocumentsCITY OF MIAMI, FLORIDA INTER -OFFICE MEMORANDUM C ALL DEPARTMENT DIRECTORS DATE ; September 24, 2013 FILE: AND CONTRACT LIAISONS SUBJECT: Police Captain and Sergeant Examination Processes RFP No. 348322 FROM: Kenneth Robertson, Director Purchasing Department REFERENCES: ENCLOSURES: Please find enclosed a copy of the recently approved term contract for Police Captain and Sergeant Examination Processes. This contract has been established for the use of the Department of Human Resources. Unless a specific item is not listed, using department in need of these goods or services is required to utilize this contract. Using department is urged to carefully review the contract in detail to become familiar with its prices, terms and conditions, and items awarded. If any department is unable to locate a particular item on the contract, please contact the appropriate Buyer for assistance. No other goods or services can be purchased under this agreement except those specified in the contract. When requesting this commodity or service, the RFP No., Resolution No. and the corresponding catalog item numbers must be cited in the requisition. It shall be the responsibility of the using department to properly administer the contract to ensure that the contractor and the City perform all contractual obligations. In the execution of this responsibility, departments should monitor vendor performance, inspect goods at time of delivery, and check for accuracy in billing. Should any using department experience any difficulties with the contractor, please document the matter and immediately advise Yadissa Calderon, Sr. Procurement Specialist, at (305) 416-1909 for assistance. (11 T"'Ala of *HTaMT CONTRACT A W A R D RFP NO.: 348322 DESCRIPTION: POLICE CAPTAIN AND POLICE SERGEANT TERM OF CONTRACT: TWO (2) YEARS WITH THE OPTION TO RENEW FOR THREE (3) ADDITIONAL TWO -YEARS PERIODS CONTRACT PERIOD: NOVEMBER 20, 2013 THROUGH NOVEMBER 19, 2015 COMMODITY CODE: 918 SECTION #1 — VENDOR AWARD EB Jacobs, Inc. 300 S. Burrowes Street State College, PA 16801 Contact: Dr. Rick R. Jacobs/Janet Echemendia Phone: (814) 237-5997 Fax: (814) 237-4886 Email: ianet.echemend ia anebiacobs.com SECTION #2 — AWARD/BACKGROUND INFORMATION/APPLICABLE ORDINANCES/NOTES C.C. AWARD DATE: September 12, 2013 AMENDED AMOUNT: N/A RESOLUTION NO: 13-0330 INSURANCE REQUIREMENTS: YES ANNUAL CONTRACT AMOUNT: PERFORMANCE BOND: N/A Note: Funds allocated from the various sources APPLICABLE ORDINANCES: N/A of funds from the user departments and agencies, subject to availability of funds and budgetary approval at the time of need. SECTION #3 — REQUESTING DEPARTMENT DEPARTMENT OF HUMAN RESOURCES Contract Administrator: Eyran Kraus SECTION #4 — PROCURING AGENCY CITY OF MIAMI, PURCHASING DEPARTMENT Buyer: Yadissa Calderon Phone: (305) 416-1909 Fax: (305) 416-1925 Prepared By: Aimee Gandarilla, 9/24/13 A CONTRACT AWARD SHEET INSTRUCTIONAL GUIDE TO ASSIST YOU WITH THE INFORMATION CONTAINED HEREIN IS AVAILABLE IN THE ISUPPLIER INFORMATION SECTION OF OUR WEBPAGE AT: www. miamigov.com/procurement PROFESSIONAL SERVICES AGREEMENT This Professional Services Agreement is entered into this 20 day of November , 201_3_ (but effective as of 20 November 2013 by and between the City of Miami, a municipal corporation of the State of Florida ("City") and EB Jacobs, LLC, a Pennsylvania corporation ("Provider"). RECITAL WHEREAS, the City has issued a Request for Proposals No. 348322 ("RFP") for the provision of Police Department test services for Police Captain and Police Sergeant ("Services") and Provider's proposal ("Proposal"), in response thereto, has been selected as the most qualified proposal for the provision of the Services. The RFP and the Proposal are sometimes referred to herein, collectively, as the Solicitation Documents, and are by this reference incorporated into and made a part of this Agreement. WHEREAS, the order of precedence whenever there is conflicting or inconsistent language between documents is as follows: (1) Professional Services Agreement with the Scope of Work and all Exhibits and other relevant Agreements expressly referenced and attached as Exhibits; (2) Addenda/Addendum to the Request for Proposals; (3) Request for Proposals; and (4) Provider's response to the Request for Proposals. WHEREAS, The Commission of the City of Miami, by Resolution No. 13-0330, adopted on September 12, 2013, approved the selection of Provider and authorized the City Manager to execute a contract, under the terms and conditions set forth herein. NOW, THEREFORE, in consideration of the mutual covenants and promises herein contained, Provider and the City agree as follows: TERMS 1. RECITALS: The recitals are true and correct and are hereby incorporated into and made a part of this Agreement. 2. TERM: The term of this Agreement shall be for two (2) years with an option for three (3) additional two (2) year periods commencing on the effective date which shall be when this Agreement is fully executed. 3. OPTION TO EXTEND: The City shall have three (3) option(s) to extend the term hereof for a period of two (2) years each, subject to availability and appropriation of funds. City Commission approval shall not be required as long as the total extended term does not exceed eight (8) years and additionally as long as the amount of compensation does not exceed 1,200,000.00. 4. SCOPE OF SERVICE: A. Provider agrees to provide the Services as specifically described, and under the special terms and conditions set forth in Attachment "A" hereto, which by this reference is incorporated into and made a part of this Agreement. S. Provider represents and warrants to the City that: (i) it possesses all qualifications, licenses and expertise required under the Solicitation Documents for the performance of the Services, (ii) it is not delinquent in the payment of any sums due the City, including payment of permit fees, occupational licenses, etc., nor in the performance of any obligations to the City; (iii) all personnel assigned to perform the Services are and shall be, at all times during the term hereof, fully qualified and trained to perform the tasks assigned to each; and (iv) the Services will be performed in the manner described in Attachment "A". 2 5. COMPENSATION: A. The amount of compensation payable by the City to Provider shall be based on the rates and schedules described in Attachment "B" hereto, which by this reference is incorporated into this Agreement; provided, however, that in no event shall the amount of compensation throughout the contract term and renewal options cumulatively exceed $1 200 000.00. B. Unless otherwise specifically provided in Attachment "B", payment shall be made within forty five (45) days after receipt of Provider's proper invoice, as that term is defined by the Local Government Prompt Payment Act, Section 218.70, et. seq., Florida Statutes, which shall be accompanied by sufficient supporting doemnentation and contain sufficient detail, to Dow a proper audit of expenditures, should City require one to be performed. If Provider is entitled to reimbursement of travel expenses (i.e., Attachment "B" includes travel expenses as a specific item of compensation), then all bills for travel expenses shall be submitted in accordance with Section 112,061, Florida Statutes. 6. OWNERSHIP Or DOCUMENTS: Provider understands and agrees that any information., document, report or any other material whatsoever which is given by the City to Provider or which is otherwise obtained or prepared by Provider exclusively for the City (e.g., Written Tests, Oral Board Exercises, Question -and -Answer Packet, Appeals Review Summary) pursuant to or under the terms of this Agreement is and shall at all times remain the property of the City. Provider retains ownership of any information, documents, reports, or any other material that was not developed exclusively for the City (e.g., Rating Scales, Feedback Protocols). Documents created by Provider for the City based on a boilerplate document (e.g., Candidate Preparation Guide, Assessor Training Manuals, Tutorial Slides) will have joint ownership in that the custom document will be owned by the 3 City and the boilerplate will be owned by the Provider. Provider agrees not to use any information, document, report or material produced exclusively for the City for any other purpose whatsoever without the written consent of City, which may be withheld or conditioned by the City in its sole discretion. The Provider will retain ownership of original boilerplate documents not produced exclusively for the City. 7. AUDIT AND INSPECTION RIGHTS: A. The City may, at reasonable times, and for a period of up to three (3) years following the date of final payment by the City to Provider under this Agreement, audit, or cause to be audited, those books and records of Provider which are related to Provider's performance under this Agreement. Provider agrees to maintain all such books and records at its principal place of business for a period of three (3) years after final payment is made under this Agreement. All audits shall be subject to and made in accordance with the provisions of Section 18-102 of the Code of the City of Miami, Florida, as same may be amended or supplemented from time to time. B. The City may, at reasonable times during the term hereof, inspect Provider's facilities and perform such tests, as the City deems reasonably necessary, to determine whether the goods or services required to be provided by Provider under this Agreement conform to the terms hereof and/or the terms of the Solicitation Documents, if applicable. Provider shall make available to the City all reasonable facilities and assistance to facilitate the performance of tests or inspections by City representatives. All tests and inspections shall be subject to, and made in accordance with, the provisions of Section 18-100 and 18-101 of the Code of the City of Miami, Florida, as same may be amended or supplemented, from time to time. il S. AWARD OF AGREEMENT: Provider represents and warrants to the City that it has not employed or retained any person or company employed by the City to solicit or secure this Agreement and that it has not offered to pay, paid, or agreed to pay any person any fee, commission, percentage, brokerage fee, or gift of any kind contingent upon or in connection with, the award of this Agreement. 9. PUBLIC RECORDS: Provider understands that the public shall have access, at all reasonable times, to all documents and information pertaizvng to City contracts, subject to the provisions of Chapter 119, Florida Statutes, and agrees to allow access by the City and the public to all documents subject to disclosure under applicable law. Provider's failure or refusal to comply with the provisions of this section shall result in the immediate cancellation of this Agreement by the City. Provider shall additionally comply with the provisions of Section 119.0701, Florida Statutes, entitled "Contracts; public records". 10. COMPLIANCE WITH FEDERAL, STATE AND LOCAL LAWS: Provider understands that agreements between private entities and local governments are subject to certain laws, codes, rules and regulations, including, without limitation, laws pertaining to public records, conflict of interest, record keeping, etc. City and Provider agree to comply with and observe all applicable laws, codes and ordinances as they may be amended from time to time. It. INDEMNIFICATION: Provider shall indemnify and hold harmless the City and its officials, employees and agents (collectively referred to as 6 Indemnitees") and each of them from and against all loss, costs, penalties, fines, damages, claims, expenses (including attorney fees) or liabilities (collectively referred to as "Liabilities") arising out of, resulting from, or in connection with (i) the performance of the services contemplated by this Agreement when the services provided contain professional errors, omission, or negligence on the part of the Provider or its 5 employees, agents or subcontractors (collectively referred to as "Provider") or (ii) the failure of the Provider to conform to statutes, ordinances, legal codes, contract requirements, other regulations of any governmental authority, federal, municipal or state, in connection with the performance of this Agreement. The Provider is not responsible to defend the City in legal actions within the scope of (i) or (ii) above, and shall only indemnify the City in the situation where: (a) the test submitted by the Provider under this Agreement is found to be not in compliance with Civil Service Rules, or with .federal or state statutes; (b) any services or materials furnished by the Provider under this Agreement is determined to be legally defective; or (c) the Provider is found to have committed professional errors, omissions, or negligence when the claims are adjudicated, and not just alleged. The Provider shall be liable and agrees to pay the City's cost of such defense, inclusive of its attorney's fees, if the circumstances in (a), (b), or (c) above are determined to exist by a court of competent jurisdiction. 12. DEFAULT: If Provider fails to comply with any term or condition of this Agreement, or fails to perform any of its obligations hereunder, then Provider shall be in default. Upon the occurrence of a default hereunder the City, in addition to all remedies available to it by law, may immediately, upon written notice to Provider, terminate this Agreement whereupon all payments, advances, or other compensation paid by the City to Provider while Provider was in default shall be immediately returned to the City. Provider understands and agrees that termination of this Agreement under this section shall not release Provider from any obligation accruing prior to the effective date of termination. Should Provider be unable or unwilling to commence to perform the Services within the time provided or contemplated herein, then, in addition to the foregoing, Provider shall be liable to the City for all expenses incurred by the City in preparation and 6 negotiation of this Agreement, as well as all costs and expenses incurred by the City in the procurement of the Services, including consequential and incidental damages. 13. R.ESOLUTION OF CONTRACT DISPUTES: Provider understands and agrees that all disputes between Provider and the City based upon an alleged violation of the terms of this Agreement by the City shall be submitted to the City Manager for his/her resolution, prior to Provider being entitled to seek judicial relief in connection therewith. In the event that the amount of compensation hereunder exceeds $25,000, the City Manager's decision shall be approved or disapproved by the City Commission. Provider shall not be entitled to seek judicial relief Lidless: (i) it has first received City Manager's written decision, approved by the City Commission if the amount of compensation hereunder exceeds $25,000, or (ii) a period of sixty (60) days has expired, after submitting to the City Manager a detailed statement of the dispute, accompanied by all supporting documentation (90 days if City Manager's decision is subject to City Commission approval); or (iii) City has waived compliance with the procedure set forth in this section by written instruments, signed by the City Manager. 14. CITY'S TERMINATION RIGHTS: A. The City shall have the right to terminate this Agreement, in its sole discretion, at any time, by giving written notice to Provider at least five (5) business days prior to the effective date of such termination. In such event, the City shall pay to Provider compensation for services rendered and expenses incurred prior to the effective date of termination. In no event shall the City be liable to Provider for any additional compensation, other than that provided herein, or for any consequential or incidental damages. Provider shall have recourse against the City for a termination under this Section except to be paid any compensation for services incurred and due prior to the date of termination. 7 B. The City shall have the right to terminate this Agreement, without notice to Provider, upon the occurrence of an event of default hereunder. In such event, the City shall not be obligated to pay any amounts to Provider and Provider shall reimburse to the City all amounts received while Provider was in default Colder this Agreement. 15. INSURANCE: Provider shall, at all times during the term hereof, maintain insurance coverage and limits of insurance in accordance to Insurance Exhibit C. All such insurance, including renewals, shall be subject to the approval of the City for adequacy of protection and evidence of such coverage shall be furnished to the City on Certificates of Insurance indicating such insurance to be in force and effect and providing that it will not be canceled during the performance of the services under this contract without thirty (30) calendar days prior written notice to the City. Completed Certificates of Insurance shall be filed with the City prior to the performance of services hereunder, provided, however, that Provider shall at any time upon request file duplicate copies of the policies of such insurance with the City. If, in the judgment of the City, prevailing conditions warrant the provision by Provider of additional liability insurance coverage or coverage which is different in kind, the City reserves the right to require the provision by Provider of an amount of coverage different from the amounts or kind previously required and shall afford written notice of such change in requirements thirty (30) days prior to the date on which the requirements shall take effect. Should the Provider fail or refuse to satisfy the requirement of changed coverage within thirty (30) days following the City's written notice, this Contract shall be considered terminated on the date that the required change in policy coverage would otherwise take effect. 16. NONDISCRIMINATION: Provider represents and warrants to the City that Provider does not and will not engage in discriminatory practices and that there shall be no discrimination Ri in connection with Provider's performance under this Agreement on account of race, color, sex, religion, age, handicap, marital status or national origin. Provider further covenants that no otherwise qualified individual shall, solely by reason of his/her race, color, sex, religion, age, handicap, marital status or national origin, be excluded from participation in, be denied services, or be subject to discrimination under any provision of this Agreement. 17. ASSIGNMENT: This Agreement shall not be assigned by Provider, in whole or in part, without the prior written consent of the City's, which may be withheld or conditioned, in the City's sole discretion. 18. NOTICES: All notices or other communications required under this Agreement shall be in writing and shall be given by hand -delivery or by registered or certified U.S. Mail, return receipt requested, addressed to the other party at the address indicated herein or to such other address as a party may designate by notice given as herein provided. Notice shall be deemed given on the day on which personally delivered; or, if by mail, on the fifth day after being posted or the date of actual receipt, whichever is earlier. TO PROVIDER: Janet Echemendia, Ph.D. President EB Jacobs, LLC 300 South Burrower Street State College, PA 16801 TO THE CITY: Johnny Martinez, P.E. City Manager. 3500 Pan American Drive Miami, Florida 33133 Victoria Mendez City Attorney 444 SW 2nd Avenue, 91h Floor Miami, Florida 33130 Amy Klose Human Resources Director City of Miami 444 SW 2,d Avenue, 7"' Floor Miami, Florida 33130 9 19. MISCELLANEOUS PROVISIONS: A. This Agreement shall be construed and enforced according to the laws of the State of Florida. Venue in all proceedings shall be in Miami -Dade County, Florida and the parties agree to the use of this venue. In any civil action or other proceedings between the parties arising out of the Agreement, each party shall bear its own attorney's fees. B. Title and paragraph headings are for convenient reference and are not a part of this Agreement. C. No waiver or breach of any provision of this Agreement shall constitute a waiver of any subsequent breach of the same or any other provision hereof, and no waiver shall be effective unless made in writing. D. Should any provision, paragraph, sentence, word or phrase contained in this Agreement be determined by a court of competent jurisdiction to be invalid, illegal or otherwise unenforceable under the laws of the State of Florida or the City of Miami, such provision,. paragraph, sentence, word or phrase shall be deemed modified to the extent necessary in order to conform with such laws, or if not modifiable, then same shall be deemed severable, and in either event, the remaining terms and provisions of this Agreement shall remain unmodified and in Rill force and effect or limitation of its use. E. This Agreement constitutes the sole and entire agreement between the parties hereto. No modification or amendment hereto shall be valid unless in writing and executed by properly authorized representatives of the parties hereto. 20. SUCCESSORS AND ASSIGNS: This Agreement shall be binding upon the parties hereto, their heirs, executors, legal representatives, successors, or assigns. [Oli 21. INDEPENDENT CONTRACTOR: Provider has been procured and is being engaged to provide services to the City as an independent contractor, and not as an agent or employee of the City. Accordingly, Provider shall not attain, nor be entitled to, any rights or benefits under the Civil Service or Pension Ordinances of the City, nor any rights generally afforded classified or unclassified employees. Provider further understands that Florida Workers' Compensation benefits available to employees of the City are not available to Provider, and agrees to provide workers' compensation insurance for any employee or agent of Provider rendering services to the City under this Agreement. 22. CONTINGENCY CLAUSE: Funding for this Agreement is contingent on the availability of funds and continued authorization for program activities and the Agreement is subject to amendment or termination due to lack of allocated and available funds, reduction or discontinuance of fields or change in laws, codes, rules, policies or regulations, upon thirty (30) days notice. 23. REAFFIRMATION OF REPRESENTATIONS: Provider hereby reaffirms all of the representations contained in the Solicitation Documents. 24. ENTIRE AGREEMENT: This instrument and its attachments constitute the sole and only agreement of the parties relating to the subject matter hereof and correctly set forth the rights, duties, and obligations of each to the other as of its date. Any prior agreements, promises, negotiations, or representations not expressly set forth in this Agreement are of no force or effect. 25. COUNTERPARTS: This Agreement may be executed in two or more counterparts, each of which shall constitute an original but all of which, when taken together, shall constitute one and the same agreement. 11 d IN WITNESS WHEREOF, the parties hereto have caused this instrument to be executed by their respective officials thereunto duly authorized, this the day and year above written. ATTEST: Todd Hannon, City Clerk ATTEST: Print Name: Title: Company Secretary APPROVED AS TO FORM AND CORRECTNESS: Victoria Mendez City Attorney "City" CITY OF MIAMI, a municipal corporation By: Johnny Martinez, P,E,, City Manager "Provider" EB Jacobs, LLC, a Penns. l� corporation By: Print Name: Title: President APPROVED AS TO INSURANCE REQUIREMENTS: Calvin Ellis, Director Risk Management 12 ATTACHMENT "A" 3.2 PROJECT REQUIREMENTS (From RFP No. 348322) Attached and incorporated herein by reference. 13 Compensation Attached. ATTACHMENT "B" 14 Insurance Requirements. ATTACHMENT "C" 15 CORPORATE RESOLUTION WHEREAS, EB Jacobs, LLC ("Provider") wishes to enter into a Professional Services Agreement ("Agreement") with the City of Miami ("City"); WHEREAS, the Board of Directors, at a duly held meeting of the Provider has considered the matter in accordance with the By -Laws of the Corporation; NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF DIRECTORS that this corporation is authorized to enter into the Agreement with the City, and the President and the Secretary are hereby authorized and directed to execute the Agreement in the name of this Corporation and to execute any other document and perform any acts in connection therewith as may be required to accomplish its purpose, IN WITNESS WHEREOF, this _ day of , 2013. Print Name: Corporate Secretary sign) EB Jacobs, LLC ("Provider") A Pennsylvania (State) Corporation By: _ (sign) Print Name: TITLE: 16 IN WITNESS WHEREOF, the parties hereto have caused this instrument to be executed by their respective officials thereunto duly authorized, this the day and year above written. ATTEST: «City» CITY OF MIAMI, a municipal corporation 77 By: —(�Lm Todd Hannon, City Cleric r ]� 1 J nny Nlartinez, P.E., City Manager "Provider" ATTEST: EB Jacobs, LLC, a foreign limited liability company of the State of Pennsylvania Print Name:�C�Ce� it Name: � ek— Title: Company Secretary Title: Presiden APPROVED AS TO FORM AND APP ED AS COIECIESS: f�R / PRJEMEN S: Victoria Ml dez oC .,Ig�#'alvin City Attorney Risk }V 12 ATTACHMENT "A" 3.2 PROJECT REQUIREMENTS (From RFP No. 348322) Attached and incorporated herein by reference. 13 Request for Proposals WP) 348322,1 3. Specifications 3.1. SPECI ICATZONSlSCOPH, OF WORK ' The City is seeking the services of a personnel selection Conailtant to develop and implement a series of customized examination processes with a parallel forni for each exercise for each exam administration, for the classifications of Police C: ptain and Police Sergeant, ort beh& of the Department of Human, Resources. During the initial two (2) year term of the contract, it is anticipated the Successful Proposer shall administer one (1) exarrrinatton f'ar the classification of Police Captain, and one (1) examination for to classification of Police Sergeant. However, it should also be noted that should it be in the City's b mt hiteres% and at its sole cptim, the number of examinations may increase, or decrease accordingly, at anytime throughout the term of the contract, includinj all extension terms, based upon the needs of the City at that time. The promotional processes for each classification will consist ofcustornized examination processes, and seniority credit for time -in -grade. Promotional scores will be calculated in accordatoe'wiith Civil Service Rule 6, and if applicable, FOP Union contract with -the City, The following are approximations of the number of candidates expected to sit and pardeipate, for each examination process and dwing 0_ph of the anticipated' two (2) year contract i period; 45 for Police Captain and 350 for Polioe Sergeant. However, be advised these numbers maybe for more or less, depending upon need. 3.2. TESTING PROC%1)UP OEJECTI'U'Ia+ S The testing procedure for each olassifcation over the life of the contract shall be: I . Based on a corresponding j ob analysis for the targeted position, 2. Directly job -related. 3. Reasonably perceived as fair and objective by the candidates. 4. Standardized to Misuse comparability of scores across candidates. 5. Developed with input from stafffxorn the Miami Police Depa'rtmoiat and the Department of Ruman Resources. 6. Entail multiple assessment measures. 7. Meet the Federal "Uniform Guidelines on Employee Selection Procedures" and ctmnnt professional standards, inalud.ing but not limited to, the Society for industrial and Organizational Psychology "Principles fox the Validation and Use of Personnel Selection Procedures", andlor American Educational R.esearoh AssociationlArnericaa Psychological Assoeiadon/National Council on Measurement in Education "Standards for Educational and Psychological Tmting " The Consultant must be qualified and exxperlonced in the design and implementation of laver enforcement promatictal systoms, 3.3. TPST I)EVELOPMEN`P REQUIREMENTS The Consttltant shall; 1. .Abide by timotables outlined herein over the Iife of the contract and for each classificatioaz, with the -onderstanding that timetables ouditad herein may be superseded by the current Fraternal Order of Police (FOP) Labor Agreement. These timetables ate esthatos only and subject to change. The City shall provide reasonable written notice of any changes to spocifaed timetable, 2. Conduct a legally defensible job -analysis according to current professional and legal standards ,Mthin 75 calondar days after request by the Department of'. =an Resources (DRRt) for both classifications of Police Captain and Police Sergeant, 3. Develop a written, examnation that is appropriate to directly measure the knowledge, skills, abilities, and other Page 34 of 46 Request for Proposals GUT) 348322,1 characteristics (KSAOs) identified in the job analysis as nocossary to perform tho job functions within 130 calendar days of the eornpletiozu of the job analysis for each classification of Police Sergeant and/or Police Captain. The written examination may act a5.a.hurdle for the classification of Police Sergeant. 4. Develop no less than three (3) assessment center or oral board examination exercises for each examination and i for each classification that is appropriate to directly measure the lmowledge, skills,.abilities, and other charaoterlstics F XS:A.Os) that are identified in the existing job analysis within 130 calendar days after the completion of the job analysis necessary to perform the jab functions for the classificatiew of Pollee Captain and Policy Sergeant. Co=iltant will have input from subject matter experts (SMEs) fxcm the Miami Police Department. DI1R *ill have input into the development of examinaiot measures. DHR must approve exercises after Police Department SME inptit. DHR will have final review of exorcises. Each examination prooess must have a preparation manuallstudy guide published and delivered to DIM in electronic format by. the Test Coiisultmti with sample exercises, at least 75 days prior to the administration of the examination, Preparation mm3Wstudy guide will include, at minnim= the following sectxoas; description of the examination, preparation and test strategies for all test components and sample test items/exercises for all test components. All exercises must require responses which are recorded by the candidate on paper and/or vorbally to live assessors. 5. Develop ono (1) parallel form for each exam exercise, for each classification and for each day of testing that exceeds a one (1) day administ melon period. In addition, develop one (1) extra form fox each and every exercise i beyond the number of days of testing that will not be used during the original test administration process. ! 6. Work with the Miami Police Department and Department of Human Resources to develop one (1) book list for each examination. and for each classification based upon the current Job Analysis, if not already developed, The f book lists will be a source of axamliaadon material for each classification, Each list for each examination and for ! each classification must be published a minimum of 90 days prior to the administration of the exam. The City will provide the successful proposor with the previotus book lists used for each mute. Comparo source materials with the job analysis data to enstyro that all items, scenarios, exercises, otc. are drawn fi•oin Included source materials and are ' representative of the job content. Parallel exercises must also be developed by the Primary Consultant's firm or agency from the booklist, 7. Idontify percentage of j A donmia measured by each customized examination process and for each classification (e.g., simulation, role-play) within, 60 days prior to the first day of tho administration of the exam. Identify area(s) of j ob domain not moasutred by the oxamination process and identify appropriate, measures for assessing that portion of job domain far the classification: Reviews must be based on the current job analysis for the appropriate classificatton. '. &. Prepare and submit for approval to the Department of Human. Resources all scripts for all appropriate exercises for all appropriate classilzcations in electronic format at least 21 calendar days prior to the first examination date, Candidate instructions will be reviewed by the supervisar of the Department of Human Resources, Tostiag and Validation Division to ensure practicality as well as to assist the Deparhicat of Eliman Resources in examination administration planning. 9. The Projeot Managor, or the individual as proposed aixd responsible towork directly with the City on an as nooded basis ditoxughout the life of the cotltxact to perform the scope of services and administer the examination(&) (identified horoin as the Primary Consultant), and at least one member of the Primary Consultant's firm or agency shall be prosoat for all days and exercises of the on -site test administration for exef.cise, far each oxamiiratiot process and for each classificaiion. Both the Primary Consultant and the one additional nretriber from the Prillihty Consultant's firm or agency shall have a infniunim of a Masters degree in Industrial and Organizational Psychology or a closely related field. The number of stafPfx'em the Consuultant's farm or agency shall be, appropriate in a number commonsvrate with the logistical needs of each situation. The Primary Consultant will be ia possessioru of all materials needed for administration of each exercise, for each examination and for each classification. Finding of, and payment fcr, testing facilities is the nspo usibility of the Gity. City staff approved by Page 35 of46 Request far Proposals (RFP) 348322,1 the Department of ):Yuman 1esources may be used as proctors for the examination prooess. The number of City staff approved by the Department of Human :resources may be used as proctors for the examination process will vary With a minimum of four (4) City staff members available ,for cach exercise, for each examination process and for each olasstficatlon. 10. SuccessUly implement a hurdle examination process for Police Sorgwnt b the event that the number of candidates expected to sit and participate in any given examination within the contracted time frame necessitates a huxdla process, 11, Primary Consultant's firm or agency, under the direct supervision of the P. inmry Consultant, shall support the appeal process in place for all written exanunations by conducting a thorough review of all appeals submitted during the appeal process and by providing a written report to the Supervisor of the 'fasting Division of the DHR in a conBdendal mannar within 30 calendar days after the last day of the written appeal process. The written "Recommendations Report'" shall include, but not limited to, the following for all appealed questions: the original Item, source(s), keyed answer, a summary of candidate argtaments, Psyohornetrio results (proportion selected, overall point-biserial correlations, point-biserial correlations for low and high test performers and overall), aoaoluslon and recommendation (e.g., keep as originally keyed, deuble-key, delete,) 12. Primary Consultant's firm or agency, under the direct supervision of the Priz#raxy Consultant, shall soon each examination fox each classification and generate desoriptive statistics such as means aced standard deviations, denary Consultant shall analyze the scores from each examination process to determine the extent to which group means differ by othnicitylrace and by geadet for each classification, present said analyses to DER for review, and include all said analyses in the final report. Analyses to include, but not limited to: adverse impact, validity, and exercise and examination. reliability by sub -dimension and overall, item difficulty, item desorriptives, and itotia homogeneity, etc., where applicable, 13. Primary Consultant shall ensure that all scoring calculations and results are error-ftoo and completed within 14 days aftex the last day of exam, administration for an examination process that does notinclude an appeal or hurdle process. Primary Consultant shall ensure that all scoring calculations and results are error -free and completedWithln 14 days after a final detertninatiorr of the ,vT:1#e:1 exam appeal committee for an examination process that includes an appeal process. 14. Data entry and scoring is to be completed by at least two different employees of the Primary Consultant's rim or agency working independently with results matched for agreement. Any and all disoxepancics in data -entry, scoring calculations and scaring results shall be resolved quickly in a fair and unbiased manner by the Primary Consultant who shall have a minimum of a Mastera degree in, Industrial and Organizational psychology or closely related field. 15, Pilmaty Consultant shall provide a written recommendation for the cutoff'socre to Testing Division staff oftho DBR witUn 14 days after the administration of the exam for each customized exarninatlorr process, for each classification and provide written rationale for each recornmendatlorr given including the establishment of the cutoff score. All catofi scores recommended by the 1' denary Consultant trust be based on the results of an appropriate validation study oonduoted according to professional guidelines, principles and standaxds. The Doparttnent of Human Resources reserves to right to review and approve the recommended cutoff point for each examitration process. 16. Prinnary Consultant or qualified consultant's roproseirtati°ve shall provide.an on site orientation program for each examinatioa, for each classification to ensure that all candidates meeivo uniform and relevant fnr b rnatiorr for the applicable Oxamination within 40 days prloz to the administration of' -the exam. Tho oriotitatioiz will be presented on multiple days and include written guidelines and rules that will govern each oxam administration of each examination process for each classification arc# prepare a written "Questions and Answers" packet fox each gram process for each classification. The "Quemlorts and Answers" packet is a document consisting of questions raised by attendees at the erandidate tutorial sessions provided by the vendor and their answers, The "Questions and Answors" packet also contains relevant questions gad answers Rom a bank thatwas asked by past candidates. The City will Page 36 of 46 Request for proposals (RFP) 3648322,1 provide the vendor with `banked' questions and answers, The vendor is also expected to make the PowetPoint slides from the candidate tutorial sessions available to all interested candidates, regardless of attendance at a tutorial session. Each "Questions and Answers" packOt (l.e„ Questions anal Answers document as well as the tutorial session PowerPoint slides) must be submitted by the PxirnmT Consultant to Testing Division staff in the DI at least 30 days prior to each test administration for each classification and will summarize the questions raised at the on -site orientation supplemented with per&ent questions from, past orientations and provide responses to each question, 17, Consultant shall contact, screen, select, secure, obtain, train and ensure the presence of individuals from the law enfarcement communityto serve as assessorshole players/raters for each exercise, for each exam for each classification, where applicable, poading approval of the Testing Division staff of the DER. All assessors will be from (0 United States agencies, (b) comparable in size and/or selected demographics (e,g., ethnioity, race, gender) to the Miami. Police Department, (c) outside of the State of Florida, and (d) of the same rank or higher rank as the classification bairag tested Every effort must be made by the Primary Consultant to ensure that each exam process for each classificatioa has appropriate etb r&Iracial and gender representation among assessors used in, exercises for each classification. The selection and .training of potential assessors/role players/raters and the effiniclracial and gender backgroa nd making tap the assessor panel must be approved by the Department of Human. Resources for each classification process a minim= of 45 days prior to each exam admin stratioa for each classification. The Department & Human Resources reserves the right to require that oonsultauts use separate role players from that of assessors, it is preferred that individuals serve as either an assessor or a role player but not in both capacities, A Miniattinn of three (3) assessors merit participate in training and assessment for all exercises with the exception of tlae Letter or Memo Writing, Simulation, or other DRR approved exercise(s) for which a minimum of two (2) assessors i must participate in training and assessment. The City reserves the right to require that the Primary Consultant 4 contact, screen, select, secure, obtain, train and onsure the presence of an additional assessor and/or role player and/or rater .for each exercise for each exam for each classification to serve as an alternate should a primary assessor and/or role player an&or rater be tenable to carry oat their duties as an assessor and/or a role player and/or a rater, i respectively, .Primary consultant will develop and otherwise prepare and administer assessors/role playerslmters training materlils, and administer training for assessors/role players/raters, Primary consultant will photocopy, duplicate, collate, organize, prepare and otherwise be responsible for all related clerical duties surrounding the preparation of assessor/role playerlxatex materials fox the propose of: training, administration and for additional assessorsh-ole players/raters where proposed and appropriate to the task. The City reserves tho right to have representation present morn the Department of Human Resources, Testing and Validation Division at any and all processes that involve assessors/role players/raters, including but not limited to orientations and/or training sessions iand/or selection proeeadings and/or assessment processes and/or scaring. The same number of assessors/rota players/raters =-List be used to assess every candidate participating tit a specific. exercise requiring wsessors/role playors/raters for each classification, respectively and as applicable, Candidates will be scored by the same assessomkole playerslratem for each exercise of each exam for each classification. The cost of one alternate assessor and/or rater and a strfticlent number of role players shall be included in the pricing, should the Proposo is submission require the use of assessors and/or role players and/or raters. 18, The Primary Consultant shall provide evidence (e,g., statistics) supporting the content validity and reliability of € each exam for each classification in a separate final reportto the Department of Truman Resources, Vesting and Validation Division Actual scores for each candidate inolucl n& but not limited to raw, standardized, and computed, must be provided to the City for each candidate for each exereiso for each exam in each classification wlthi� 14 days following completion of the exam administration, In addition, the Riau Consultant shall prow de recommendations in the final report to assist the City with preparing examination. candidates for fiture processes. This report should include sufficient infuriation to assist tho City in developing f'utaaro training programs for promotional candidates for cash exam for each classification. 19. The Primary Consultant shall establish the content validity for each exam for each classification by documenting the links between the Job Analysis and oxanvnxtlon process and exereisos in accordance with the Federal "Uni .ii Page 37 of45 Request for Proposals (RFP) 348322,1 Guidelines on Employee Selection. Procedures" and current professional standards including, but not limited to, the Society for ladustrial and Organizational Psychology "Principles for the Validation and. Use of Personnel Selection Procedures", and/orAmotican Educational Research AssociationlAtn,erican Psychological Association/Natiomal Council on Measurement in Education "Standards for Educational and Psychological Testing." This information shall bo included in each final report along with documentation of exam development, administration, scoring for all exams, exercises, components, etc. Submit a earners ready copy and electronic copy oftho f"rml validation report within.60 days after the last day of each exarzdnation adtuinistration. The final report shall also include a detailed explanation of any and all, controls and safeguards used to 'eliminate rater errors or other biases and ensure accurate analytical interpretation and completeness. 20. The Primary Consultant or qualified individual Rom ttte Primary Consultant's firm or agency shall provide three 8-hour days of post-test consultation inclusive in proposed fees, as well as maintainittg fixed and firm fees throughout the initial term of the contract for the Speeifloations/Scope of Work cited heroin, inchding any additional work, as necessary. The Primary Consultant shall, as.part of the Contract, agree to appear on the City's behalf as an expert witness in the event of any litigation arising from any of the examination processes for each. classification. 'fife Primary Consultant agrees to appear for a total time of three (3) days up to eight (8) hours per day vvithout any additional fmaucial casts to the City, The Primary Consultantshall be responsible for transportation, lodging, and meals. After the three (3) days have been utilized, the Primary Consultant shall be allowed to charge the City his or her reasonable daily rate at dune of Contract for -any additional days for the services relating to litigation and/or appearing as an expert witness; said appearance and resulting costs have to be approved by the City in advance of travel. The Consultant shall be responsible for travel time, transportation; lodging and meals -during the first three (3) days of post-test consultation. Eggagaable travel expenses, a rental, car'allowanoe, hotel accornnaodations, and a meal allowance for appearances arising from Migation shall. be paid to the Primary Consultant by the City as additional costs iipon approval by the City and in accordance with § 112.061, Florida Statutes. 21. The Primary Consultant shall propose 'a 1zxed and firm look, rate for all examm widd n the time period of the contract. 22. The Primary Consultant shall futnisla all egidpment, materials, supervision or supplies necessary for Completion of all the services specified in this ktF'P. Failure to possess the necossary inaterfals and equipment in order to satisfactorily Perform the services may result in the defaulfiltemination of contract mud/or postponement of payments and/or postpoak-mont of test. Consequently, the Primary Consultant must develop, validate -and administer, etc, a new exarriinationwith.all applicable oxercises at no cost to the City within an expedient time frame. Should a xe,adtrsiiustratiott ocatur as a result of default herein, the Primary Consudtant agrees to waive any and all ft es rotated to Item #20 regarding- fee charges beyond the three 8 bour clays of service for expert testimony anchor litigation arising as a result of the re-exarnitlatton for each classification. 23. All work shall be performed by, or tundor the direct supervWori of, the Primary Consultant. All associates utilized on each project must have earned a minimui. of a Masters degree in lxtdiistrial and Organizational Pvchology or closely .related field. Work of a clerical nature or involving data entary'shalt not require associates with a minimum of a Masters degree it lnduatrial and Orgartizatiorzal Psychology or closely related field. Scoring calculations and results shall be ensured by the Primary Consultant who shall have earned a minirmun of a Masters degree in industrial and Organizational Psy*ology or closely related field. Ail work performed must conform to the ethical and professional guidelines, principles, and standards outflue in the Federal "Uniform Guidelines on ' Employe, Selection Procedures" and current professional standards inchding, but not limited to, the Society for Industrial and Organzational Psychology "Principles for the Validation and Use ofPersormol Selection Procedures", and/or American Educational Research Association/American Psychological Association/National Council on Measurement in Education "Standards for Educational and Psyolaological Testing." 24. Should the Pxlmary Consultant leave the employ of the Successftl Proposer during the initial and ox0ension Page 38 of46 Request for Proposals (RFP) 348322,1 term(s) of t1ia contract, as applicable, to City reserves the right to approve, or not approve, its replacoment. In addition, the City reserves the right to seek a replacement of the primary Consultant, should the City determine he/she is not porformi,ng in accordance with the terms and conditions of the scope of worklservices. 3,4. TE, ST SCHEDULE The test schedule as identified herein Is subject to change by the City tlxroughout the duration of the contract, including exten8ions. Rowever, the initial examWdon for Police Captain and for Police Sergeant during the initial two (2) years of the contract is expected to be completed by the end of 2014, P1aiQQt cal . l M Included in. this RRI is an anticipated project schedule of events or process milestones that illustrates the thne-frame requirements for conducting the work described above. Work is anticipated to begin, following successful contract execution, during the month of June 2013 for the administration of the initial examination for the classitca6ons of Police Captain. Work is anticipated to begin, following successful contract execution, dLringtbemonth of May 2013 for tho classification of i'olice Sergeant. Proposer must submit a prepared d1neline outlining the anticipated services and activities of their proposal and duration, subject to Department of Human Resources' approval within 130 calendar days of the earliest exam date, Proposed timeline shall include, but is not lituited to, treatment oi'the following areas. details of exam foxmat(s), jab analytic task groups by exam ccmponetzt, description of ail exams/exercises/components, candidate performance evaluation, test devolopment, ICSAOs per -Wk group and per exam component, target ability and knowledge areas by exercise, project schedule, etc. See below for a mots detailed, approximate timolinc for the admiWstration of the examinations for both classifications. These bates are approximate only, and mbjeot to ohange. The development, administration and scoring of subsequent examination processes (i.e„ the second, third and fotut promotional examination processes) for the Police Captain and/or Police Sergeant classifications is subject to contract renewal by the City at its discretion, POLICE CAPTAIN Activity Anticipated Date(s) Conduct Sob Analysis .Tune 2013 — August 2013 Written, Exam and Oral Board Development for BXam 01 November 2013 --February 2014 .Administer Exam #1 March 2014 Establish Eligibility Register #1 April 2014 Written a&—m-- and Oral Doard Dovolopment for Exam #2 Novernbw 2015 —February 2016 Administer Exam #2 Msxch 2016 Es tablish Eligibility Register #2 April 2016 Written Exam and Oral Board Development for Exam #3 Novombor 2017--FebiLiaxy 2018 Administer Nana #3 March 2018 P ago 39 of 46 Request for Proposals (RF'.P) 348322,1 .Establish Eligibility Register #3 April2018 Written Exam atmd Oral Board Development For Exam ##4 November 2019 — February 2020 Administer Exam ##4 March 2020 Establish Eligibility Register #4 April 2020 POLICE SERGEANT Activity Antlelpated Date(s) Conduct Job Analysis for Exam. #1 May 2013 — July 2023 Written Exam and Oral Board llevelopment for Exam #1 September 2013—December2013 A.dministex Written Exam #1 7anuary 2014 Administer Oral DDards #1 Febmary 2014 .Establish Eligibility Register 01 March 2014 Written Exam and Oxal Board Development for Exam #2 September 2015 —December 2015 Administer Written Exam #2 Tamtaty 2016 A.dmi'aister Oral Boards #2 Fobruary 20t6 Establish Eligibility Register ##2 March 2016 WtittenExam and OralBoardDevelopment for Exam 03 Scpt=aber2017--Deeember201'1 Administer Written Exam ##3 Saruaty 2019 Administer Oral Boards #3 Februazy 2018 Establish Eligibility Reester ##3 March 204 8 Writton Exam and Oral Board DevelopmeAt for E-xwz #4 S aptember 2019 — Decombor 2019 A_(h inistor Written Exam #4 January 2020 Administer Oral 13oarrls #k4 February 2020 Establish Eligibility Re&ttr #4 March 2020 Page 40 of 46 Compensation Attached. ATTACHMENT "B" 14 RE:P NO.348322 PRICE PROPOSAL FORM REQUEST FOR PROPOSALS (RFP) 348322 FOR POLICE CAPTAIN AND SERGEANT EXAMINATION PROCESSES THE MULTIPLICATION OF THE "COST/FEE PER EXAMINATION", AND THE "TOTAL ESTIMATED EXAMINATIONS" RF-5ULTS IN THE "EXTENDED AMOUNTS". THE "EXTENDED AMOUNTS" TOTAL CONSTITUTES TIIE PROPOSEP"s "TOTAL PRICE PROPOSAL" AND IS THEN APPLIED TO THE FOLLOWING FORMULA TO I3ETERMINE THE PROPOSEWS "PRICE PROPOSAL POINTS": (LOWEST "PRICE PROP 0SAV/PROPO5ER'S "PRICE PROPOSAL"} x 15 POINTS (MAXIMUM PRICE PROPOSAL POINTS) - PROPOSER'S "PRICE PROPOSAL POINTS". I i Company Name: EB JaC0bs LLC I j Company Canfacl: Sfgnatu : ,, Dale: 21 f 8I2Q f i Company Contact Name: J-Inef M- Echemendia l Attachment B :-Tavha! cllwb`.. :::. ... . .. s, ... .. ... •. -. .:. .y �. ,.. :.' �..:_:•' ..: .. is .:.::,. ...., •.'r. Rick Jacobs _ ems'}.!, .. ' ": ... .fir. ;al:': :c-r?:.:.r: �:r.3 ...i •r. ,:. ::.'':.:'L• i::t', .r, _:,,.,..t'i.�:_•. :.-:.+ CEO 'J: y... r{. ;.i:-:r.^.v.,.. � �r• � .�r_ _ - $ 350.00 y Janet Echemendia President $ 280.00 Jay Silva Managing Senior Consultant $ 280.00 Joe Hinisb Managing Senior Consultant $ 240.00 Brian Himelright Senior Consultant $ 200.00 Nicole Howwd Senior Consultant $ 200.00 George Conrad Data Analysis Manager $ 200.00 John Evans Consultant $ 120.00 Becky hock Consultant $ 120.00 Chris Williams Data Coordinator $ 80.00 Contract Hourly Rate is 80% of tic regular rate, CoPtravE Hourly Rate is ofihred when work is bundled in multiple projects over multiplo years. 'when additional work is added to tie project during contract negotiations, that work will be priced at tho contract hourly rate. The regWar rate is reserved for werk involving activities not projected and needing immediato attention (c.g., litigation -related work) and not otherwise addressed in the contract. Insurance Requirements. ATTACHMENT "C" 15 1. Q I . a IAC .ANT S CII INSURANCE REQUMN.lEWS INSURANCE' REQUMME'NTS-PROPESSION'AL SFRVTCES AGREEMENT- ED JAC4BS, LLC Commercial General Liability A. Limits of Liability Eodily Injury Md Property Damage Liability Each 0ccuzrence $1,000,00.0 General Aggregate Limit $ 2,000,000 Personal and Adv. Ivjury $1,000,000 Products/Completed. Operations $ 1,000,000 Etd.orsements Required City Ofmii listed as additional insured. Con,t-ingent & ContractLW Liability Premises and Operations Liability PrimaxyIngurance Clause Endorsement Luske,ss .Automobile Liability A. Limits of Liability Bodilylnjuxy and. Property Damage Lzability Combined Single unit nit Ownod/Soh-edtaed Autos Including Eirod, :Boirovted. or Non.-O�med .A.utos Any One A.cc.dmt $ 1,000,000. B. Endorsements Required City-ofMiami included as an addidonal instued M. Worker's Compensation Limits of Liability Statutory -State of Florida Waiver of Subrogation Employer's Liability A. Limits of Liability $100,000 fox bodily hij•axy caused by an accident, each aoaidett $100,000 fox -bodily injury caused by disease, each. employee $ 500,000 for bodily hijzy caused by disease, policy. limit ]:V. Professional Liabil tylFrrors and Ombsions Coverage Combined Single Limit Each Clain, $1,000,000 GeneralA.ggregate Limit $1,000,000 Deductible- not to exceed 10% Remo Data included The above polieles shad proAde the City of Mia-mi with written notice of cancellation or material change from the insurer in accordance to policy proAslons. Companles authorized to do bminos,s in. -the State of FloHda, with the following qualifications, shall issue, all hb5L xa-ace policies,required above: The company must be rated no less Man. "A.�" as to management, and no less thn "Class V"" as to Unaucial Sba ength, by the latest edition of :nest's Insurance Guide, publisb.cd by A.M. Best Company, Oldvdclr, New. Jersey, or Its equivalent. Allpolicies and for cel iitieates Of iusurance are subject to revlewv and verification by PjOk Management prior to insurance sppraval. CORPORATE RESOLUTION WHEREAS, EB Jacobs, LLC ("Provider") wishes to enter into a Professional Services Agreement ("Agreement") with the City of Miami ("City"); WHEREAS, the Board of Directors, at a duly held meeting of the Provider has considered the matter in accordance with the By -Laws of the Corporation; NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF DIRECTORS that this corporation is authorized to enter into the Agreement with the City, and the President and the Secretary are hereby authorized and directed to execute the Agreement in the naive of this Corporation and to execute any other document and perform any acts in connection therewith as may be required to accomplish its purpose. IN WITNESS WHEREOF, this l day of0-,fiA)(. (, 2013. e (sign) Print Name:l Corporate Secretary 16 EB Jacobs, LLC, ("Provider") A foreign limited liability company of the State of Pennsylvania B�-s4gn) rint Name: TITLE: SiG��.r1 l% tiFy .. Miami ity of Legislation Resolution Fife Number: I3-00272 City Hal 3500 Pan American Drive Miami, FL 33133 www,mlamfgov.som FinaI Action Date: A RESOLUTION OF THE MIAMI CITY COMMISSION, WITH ATTACHMENT(S), ACCEPTING THE RECOMMENDATION OF THE CITY MANAGER APPROVING THE FINDINGS OF THE EVALUATION COMMITTEE, PURSUANT TO REQUEST FOR PROPOSALS ("RFP") NO. 348322, THAT EB JACOBS, LLC, IS THE HIGHEST -RANKED FIRM, TO PROVIDE AND ADMINISTER THE PROMOTIONAL EXAMINATION PROCESSES FOR THE CLASSIFICATIONS OF POLICE CAPTAIN AND SERGEANT, FOR THE DEPARTMENT -OF HUMAN RESOURCES; AUTHORIZING THE CITY MANAGER TO NEGOTIATE AND EXECUTE A PROFESSIONAL SERVICES AGREEMENT ("PSA"), IN SUBSTANTIALLY THE ATTACHED FORM, FOR A PERIOD OF TWO (2) YEARS, WITH OPTIONS TO RENEW FOR THREE (3) ADDITIONAL TWO (2) YEAR PERIODS; ALLOCATING FUNDS FROM THE VARIOUS SOURCES OF FUNDS OF THE USER DEPARTMENT, SUBJECT TO THE AVAILABILITY OF FUNDS AND BUDGETARY APPROVAL AT THE TIME OF NEED; FURTHER AUTHORIZING THE CITY MANAGER, SHOULD NEGOTIATIONS FAIL WITH THE HIGHEST -RANKED FIRM, TO NEGOTIATE AND EXECUTE A PSA WITH THE SECOND -HIGHEST RANKED FIRM 110 SOLUTIONS, INC; FURTHER AUTHORIZING THE CITY MANAGER, SHOULD NEGOTIATIONS FAIL WITH THE SECOND -HIGHEST RANKED FIRM, TO REJECTALL PROPOSALS AND ISSUE A NEW RFP SOLICITATION. BE IT RESOLVED BY THE COMMISSION OF THE CITY OF MIAMI, FLORIDA: Section 1, The recommendation of the City Manager approving the findings of the Evaluation Committee pursuant to Request for Proposal ("RFP") No. 348322, that EB Jacobs, LLC, is the highest -ranked firm, to provide and administer the promotional examination processes for the classifications of Police Captain arid Sergeant, for the Department of Human Resources, is accepted. Section 2, The City Manager is authorized{1) to negotiate and execute a Professional Services Agreement ("PSA"), in substantially the attached form, with the highest -ranked firm, EB Jacobs, LLC, for a period of two (2) years, with the optidn to ,renew for three (3) additional two (2) year periods, with funds allocated from the various sources of funds of the user department, subject to the availability of funds and budgetary approval at the timd of need. Section 3, Should negotiations fail with the highest -ranked firm, the City Manager Is authorized{1} to negotiate and execute a PSA with the second -highest ranked firm 110 Solutions, Inc., for a period of two (2) years, with options to renew for three (3) additional two (2) year periods, with funds allocated from the various sources of funds of the user department, subject to the availability of funds and budgetary approval at the time of need. Section 4. Should negotiations fail with the second -highest ranked firm, the City Manager is authorized(l) to reject all proposals and issue a new RFP solicitation, City) of Miami ,Page I of 2 File Id. 13-00272 (Yerslan: 1) Printed On: W 612013 File Number 13-00272 Section 5. This Resolution shall be corne.effective immediately upon its adoption and signature of the Mayor.{2} APPROVED AS TO FORM AND CORRECTNESS: JULIE O, BRU CITY ATTORNEY Footnotes: {1) The herein authorization is further subject to compliance with all requirements that may be imposed by the City Attorney, including but not iimited to those prescribed by applicable City Charter and Code provisions. (2) If the Mayor does not sign this Resolution, it shall become effective at the end of ten calendar days from the date it was passed and adopted, If the Mayor vetoes this Resolution, it shall become effective immediately upon} override of the veto by the City Commission. City of Miami Page 2 of 2 File Id: 13.00272 (Yersion: 1) Printed (In: 8126M13 RFP Number: Title: Issue Date/Time: RFP Closing Date/Time: Pre -Bid Conference: Pre -Bid Date/Time: Pre -Bid Location: Deadline for Request for Clarification: Buyer: Hard Copy Submittal Location: Buyer E-Mail Address: Buyer Facsimile: Purchasing Department Miami Riverside Center 444 SW 2nd Avenue, 6th Floor Miami, Florida 33130 Web Site Address: http://ci.miami.fl.us/procurement 348322,1 Request for Proposals for Police Captain and Sergeant Examination Processes 19-DEC-2012 01/15/2013 @ 13:00:00 Friday, December 28, 2012 @ 5:00 P.M. Calderon, Yadissa City of Miami - City Clerk 3500 Pan American Drive Miami FL 33133 US ycalderon@ci.miami.fl.us 305-400-5369 Page 1 of 46 Certification Statement Please quote on this form, if applicable, net prices for the item(s) listed. Return signed original and retain a copy for your files. Prices should include all costs, including transportation to destination. The City reserves the right to accept or reject all or any part of this submission. Prices should be firm for a minimum of 180 days following the time set for closing of the submissions. In the event of errors in extension of totals, the unit prices shall govern in determining the quoted prices. We (I) certify that we have read your solicitation, completed the necessary documents, and propose to furnish and deliver, F.O.B. DESTINATION, the items or services specified herein. The undersigned hereby certifies that neither the contractual party nor any of its principal owners or personnel have been convicted of any of the violations, or debarred or suspended as set in section 18-107 or Ordinance No. 12271. All exceptions to this submission have been documented in the section below (refer to paragraph and section). EXCEPTIONS: We (I) certify that any and all information contained in this submission is true; and we (I) further certify that this submission is made without prior understanding, agreement, or connection with any corporation, firm, or person submitting a submission for the same materials, supplies, equipment, or service, and is in all respects fair and without collusion or fraud. We (I) agree to abide by all terms and conditions of this solicitation and certify that I am authorized to sign this submission for the submitter. Please print the following and sign your name: SUPPLIER NAME: ADDRESS: PHONE: EMAIL: SIGNED BY: TITLE: FAX: BEEPER: DATE: FAILURE TO COMPLETE, SIGN. AND RETURN THIS FORM SHALL DISQUALIFY THIS BID. Page 2 of 46 Certifications Legal Name of Firm: Entity Type: Partnership, Sole Proprietorship, Corporation, etc. Year Established: Office Location: City of Miami, Miami -Dade County, or Other Occupational License Number: Occupational License Issuing Agency: Occupational License Expiration Date: Will Subcontractor(s) be used? (Yes or No) Page 3 of 46 Line: 1 Description: Disregard this line item. Please refer to the Submission Requirements, Section 4.1., 12. Price Proposal Category: 91885-00 Unit of Measure: Dollar Unit Price: $ Number of Units: 1 Total: $ Page 4 of 46 Request for Proposals (RFP) 348322,1 Table of Contents Termsand Conditions......................................................................................................................................................6 1. General Conditions............................................................................................................................................6 1.1. GENERAL TERMS AND CONDITIONS.............................................................................................6 2. Special Conditions...........................................................................................................................................26 2.1. PURPOSE.............................................................................................................................................26 2.2. DEADLINE FOR RECEIPT OF REQUEST FOR ADDITIONAL INFORMATION/CLARIFICATION..........................................................................................................26 2.3. TERM OF CONTRACT.......................................................................................................................26 2.4. CONDITIONS FOR RENEWAL.........................................................................................................26 2.5. NON -APPROPRIATION OF FUNDS.................................................................................................26 2.6. PROPOSER'S MINIMUM QUALIFICATIONS.................................................................................26 2.7. CONTRACT EXECUTION.................................................................................................................27 2.8. FAILURE TO PERFORM....................................................................................................................27 2.9. INSURANCE REQUIREMENTS........................................................................................................27 2.10. CONTRACT ADMINISTRATOR.....................................................................................................29 2.11. SUBCONTRACTOR(S) OR SUBCONSULTANT(S)......................................................................30 2.12. SPECIFICATION EXCEPTIONS......................................................................................................30 2.13. TERMINATION.................................................................................................................................30 2.14. ADDITIONAL TERMS AND CONDITIONS..................................................................................31 2.15. PRIMARY CLIENT (FIRST PRIORITY).........................................................................................31 2.16. CHANGES/ALTERATIONS.............................................................................................................31 2.17. EVALUATION/SELECTION PROCESS AND CONTRACT AWARD.........................................31 2.18. ADDITIONAL SERVICES................................................................................................................32 2.19. RECORDS..........................................................................................................................................32 2.20. TRUTH IN NEGOTIATION CERTIFICATE...................................................................................33 3. Specifications..................................................................................................................................................34 3.1. SPECIFICATIONS/SCOPE OF WORK..............................................................................................34 4. Submission Requirements................................................................................................................................42 4.1. SUBMISSION REQUIREMENTS.......................................................................................................42 5. Evaluation Criteria...........................................................................................................................................46 5.1. EVALUATION CRITERIA..................................................................................................................46 Page 5 of 46 Request for Proposals (RFP) 348322,1 Terms and Conditions 1. General Conditions 1.1. GENERAL TERMS AND CONDITIONS Intent: The General Terms and Conditions described herein apply to the acquisition of goods/equipment/services with an estimated aggregate cost of $25,000.00 or more. Definition: A formal solicitation is defined as issuance of an Invitation for Bids, Request for Proposals, Request for Qualifications, or Request for Letters of Interest pursuant to the City of Miami Procurement Code and/or Florida Law, as amended. Formal Solicitation and Solicitation shall be defined in the same manner herein. 1.1. ACCEPTANCE OF GOODS OR EQUIPMENT - Any good(s) or equipment delivered under this formal solicitation, if applicable, shall remain the property of the seller until a physical inspection and actual usage of the good is made, and thereafter is accepted as satisfactory to the City. It must comply with the terms herein and be fully in accordance with specifications and of the highest quality. In the event the goods/equipment supplied to the City are found to be defective or does not conform to specifications, the City reserves the right to cancel the order upon written notice to the Contractor and return the product to the Contractor at the Contractor's expense. 1.2. ACCEPTANCE OF OFFER - The signed or electronic submission of your solicitation response shall be considered an offer on the part of the bidder/proposer; such offer shall be deemed accepted upon issuance by the City of a purchase order. 1.3. ACCEPTANCE/REJECTION — The City reserves the right to accept or reject any or all responses or parts of after opening/closing date and request re -issuance on the goods/services described in the formal solicitation. In the event of such rejection, the Director of Purchasing shall notify all affected bidders/proposers and make available a written explanation for the rejection. The City also reserves the right to reject the response of any bidder/proposer who has previously failed to properly perform under the terms and conditions of a contract, to deliver on time contracts of a similar nature, and who is not in a position to perform the requirements defined in this formal solicitation. The City further reserves the right to waive any irregularities or minor informalities or technicalities in any or all responses and may, at its discretion, re -issue this formal solicitation. 1.4. ADDENDA — It is the bidder's/proposer's responsibility to ensure receipt of all Addenda. Addenda are available at the City's website at: http://www.ci.miami.fl.us/procurement 1.5. ALTERNATE RESPONSES MAY BE CONSIDERED - The City may consider one (1) alternate response from the same Bidder/Proposer for the same formal solicitation; provided, that the alternate response offers a different product that meets or exceeds the formal solicitation requirements. In order for the City to consider an alternate response, the Bidder/Proposer shall complete a separate Price Sheet form and shall mark "Alternate Response". Alternate response shall be placed in the same response. This provision only applies to formal solicitations for the procurement of goods, services, items, equipment, materials, and/or supplies. 1.6. ASSIGNMENT - Contractor agrees not to subcontract, assign, transfer, convey, sublet, or otherwise dispose of the resulting Contract, or any or all of its right, title or interest herein, without City of Miami's prior written consent. 1.7. ATTORNEY'S FEES - In connection with any litigation, mediation and arbitration arising out of this Contract, each party shall bear their own attorney's fees through and including appellate litigation and any post -judgment Page 6 of 46 Request for Proposals (RFP) 348322,1 proceedings. 1.8. AUDIT RIGHTS AND RECORDS RETENTION - The Successful Bidder/Proposer agrees to provide access at all reasonable times to the City, or to any of its duly authorized representatives, to any books, documents, papers, and records of Contractor which are directly pertinent to this formal solicitation, for the purpose of audit, examination, excerpts, and transcriptions. The Successful Bidder/Proposer shall maintain and retain any and all of the books, documents, papers and records pertinent to the Contract for three (3) years after the City makes final payment and all other pending matters are closed. Contractor's failure to or refusal to comply with this condition shall result in the immediate cancellation of this contract by the City. 1.9. AVAILABILITY OF CONTRACT STATE-WIDE - Any Governmental, not -for -profit or quasi -governmental entity in the State of Florida, may avail itself of this contract and purchase any and all goods/services, specified herein from the successful bidder(s)/proposer(s) at the contract price(s) established herein, when permissible by federal, state, and local laws, rules, and regulations. Each Governmental, not -for -profit or quasi -governmental entity which uses this formal solicitation and resulting bid contract or agreement will establish its own contract/agreement, place its own orders, issue its own purchase orders, be invoiced there from and make its own payments, determine shipping terms and issue its own exemption certificates as required by the successful bidder(s)/proposer(s). 1.10. AWARD OF CONTRACT: A. The Formal Solicitation, Bidder's/Proposer's response, any addenda issued, and the purchase order shall constitute the entire contract, unless modified in accordance with any ensuing contract/agreement, amendment or addenda. B. The award of a contract where there are Tie Bids will be decided by the Director of Purchasing or designee in the instance that Tie Bids can't be determined by applying Florida Statute 287.087, Preference to Businesses with Drug -Free Workplace Programs. C. The award of this contract may be preconditioned on the subsequent submission of other documents as specified in the Special Conditions or Technical Specifications. Bidder/Proposer shall be in default of its contractual obligation if such documents are not submitted in a timely manner and in the form required by the City. Where Bidder/Proposer is in default of these contractual requirements, the City, through action taken by the Purchasing Department, will void its acceptance of the Bidder's/Proposer's Response and may accept the Response from the next lowest responsive, responsible Bidder or Proposal most advantageous to the City or re -solicit the City's requirements. The City, at its sole discretion, may seek monetary restitution from Bidder/Proposer and its bid/proposal bond or guaranty, if applicable, as a result of damages or increased costs sustained as a result of the Bidder's/Proposer's default. D. The term of the contract shall be specified in one of three documents which shall be issued to the successful Bidder/Proposer. These documents may either be a purchase order, notice of award and/or contract award sheet. E. The City reserves the right to automatically extend this contract for up to one hundred twenty (120) calendar days beyond the stated contract term in order to provide City departments with continual service and supplies while a new contract is being solicited, evaluated, and/or awarded. If the right is exercised, the City shall notify the Bidder/Proposer, in writing, of its intent to extend the contract at the same price, terms and conditions for a specific number of days. Additional extensions over the first one hundred twenty (120) day extension may occur, if, the City and the Successful Bidder/Proposer are in mutual agreement of such extensions. F. Where the contract involves a single shipment of goods to the City, the contract term shall conclude upon completion of the expressed or implied warranty periods. Page 7 of 46 Request for Proposals (RFP) 348322,1 G. The City reserves the right to award the contract on a split -order, lump sum or individual -item basis, or such combination as shall best serve the interests of the City unless otherwise specified. H. A Contract/Agreement may be awarded to the Bidder/Proposer by the City Commission based upon the minimum qualification requirements reflected herein. As a result of a RFP, RFQ, or RFLI, the City reserves the right to execute or not execute, as applicable, an Agreement with the Proposer, whichever is determined to be in the City's best interests. Such agreement will be furnished by the City, will contain certain terms as are in the City's best interests, and will be subject to approval as to legal form by the City Attorney. 1.11. BID BOND/ BID SECURITY - A cashier's or certified check, or a Bid Bond signed by a recognized surety company that is licensed to do business in the State of Florida, payable to the City of Miami, for the amount bid is required from all bidders/proposers, if so indicated under the Special Conditions. This check or bond guarantees that a bidder/proposer will accept the order or contract/agreement, as bid/proposed, if it is awarded to bidder/proposer. Bidder/Proposer shall forfeit bid deposit to the City should City award contract/agreement to Bidder/Proposer and Bidder/Proposer fails to accept the award. The City reserves the right to reject any and all surety tendered to the City. Bid deposits are returned to unsuccessful bidders/proposers within ten (10) days after the award and successful bidder's/proposer's acceptance of award. If sixty (60) days have passed after the date of the formal solicitation closing date, and no contract has been awarded, all bid deposits will be returned on demand. 1.12. RESPONSE FORM (HARDCOPY FORMAT) - All forms should be completed, signed and submitted accordingly. 1.13. BID SECURITY FORFEITED LIQUIDATED DAMAGES - Failure to execute an Agreement and/or file an acceptable Performance Bond, when required, as provided herein, shall be just cause for the annulment of the award and the forfeiture of the Bid Security to the City, which forfeiture shall be considered, not as a penalty, but in mitigation of damages sustained. Award may then be made to the next lowest responsive, responsible Bidder or Proposal most advantageous to the City or all responses may be rejected. 1.14. BRAND NAMES - If and wherever in the specifications brand names, makes, models, names of any manufacturers, trade names, or bidder/proposer catalog numbers are specified, it is for the purpose of establishing the type, function, minimum standard of design, efficiency, grade or quality of goods only. When the City does not wish to rule out other competitors' brands or makes, the phrase "OR EQUAL" is added. When bidding/proposing an approved equal, Bidders/Proposers will submit, with their response, complete sets of necessary data (factory information sheets, specifications, brochures, etc.) in order for the City to evaluate and determine the equality of the item(s) bid/proposed. The City shall be the sole judge of equality and its decision shall be final. Unless otherwise specified, evidence in the form of samples may be requested if the proposed brand is other than specified by the City. Such samples are to be furnished after formal solicitation opening/closing only upon request of the City. If samples should be requested, such samples must be received by the City no later than seven (7) calendar days after a formal request is made. 1.15. CANCELLATION - The City reserves the right to cancel all formal solicitations before its opening/closing. In the event of bid/proposal cancellation, the Director of Purchasing shall notify all prospective bidders/proposers and make available a written explanation for the cancellation. 1.16. CAPITAL EXPENDITURES - Contractor understands that any capital expenditures that the firm makes, or prepares to make, in order to deliver/perform the goods/services required by the City, is a business risk which the contractor must assume. The City will not be obligated to reimburse amortized or unamortized capital expenditures, or to maintain the approved status of any contractor. If contractor has been unable to recoup its capital expenditures during the time it is rendering such goods/services, it shall not have any claim upon the City. 1.17. CITY NOT LIABLE FOR DELAYS - It is further expressly agreed that in no event shall the City be liable Page 8 of 46 Request for Proposals (RFP) 348322,1 for, or responsible to, the Bidder/Proposer/Consultant, any sub-contractor/sub-consultant, or to any other person for, or on account of, any stoppages or delay in the work herein provided for by injunction or other legal or equitable proceedings or on account of any delay for any cause over which the City has no control. 1.18. COLLUSION—Bidder/Proposer, by submitting a response, certifies that its response is made without previous understanding, agreement or connection either with any person, firm or corporation submitting a response for the same items/services or with the City of Miami's Purchasing Department or initiating department. The Bidder/Proposer certifies that its response is fair, without control, collusion, fraud or other illegal action. Bidder/Proposer certifies that it is in compliance with the Conflict of Interest and Code of Ethics Laws. The City will investigate all potential situations where collusion may have occurred and the City reserves the right to reject any and all bids/responses where collusion may have occurred. 1.19. COMPLIANCE WITH FEDERAL, STATE AND LOCAL LAWS - Contractor understands that contracts between private entities and local governments are subject to certain laws and regulations, including laws pertaining to public records, conflict of interest, records keeping, etc. City and Contractor agree to comply with and observe all applicable laws, codes and ordinances as that may in any way affect the goods or equipment offered, including but not limited to: A. Executive Order 11246, which prohibits discrimination against any employee, applicant, or client because of race, creed, color, national origin, sex, or age with regard to, but not limited to, the following: employment practices, rate of pay or other compensation methods, and training selection. B. Occupational, Safety and Health Act (OSHA), as applicable to this Formal Solicitation. C. The State of Florida Statutes, Section 287.133(3)(A) on Public Entity Crimes. D. Environment Protection Agency (EPA), as applicable to this Formal Solicitation. E. Uniform Commercial Code (Florida Statutes, Chapter 672). F. Americans with Disabilities Act of 1990, as amended. G. National Institute of Occupational Safety Hazards (NIOSH), as applicable to this Formal Solicitation. H. National Forest Products Association (NFPA), as applicable to this Formal Solicitation. L City Procurement Ordinance City Code Section 18, Article III. J. Conflict of Interest, City Code Section 2-611;61. K. Cone of Silence, City Code Section 18-74. L. The Florida Statutes Sections 218.73 and 218.74 on Prompt Payment. Lack of knowledge by the bidder/proposer will in no way be a cause for relief from responsibility. Non-compliance with all local, state, and federal directives, orders, and laws may be considered grounds for termination of contract(s). Copies of the City Ordinances may be obtained from the City Clerk's Office. 1.20. CONE OF SILENCE - Pursuant to Section 18-74 of the City of Miami Code, a "Cone of Silence" is imposed upon each RFP, RFQ, RFLI, or IFB after advertisement and terminates at the time the City Manager issues a written recommendation to the Miami City Commission. The Cone of Silence shall be applicable only to Contracts for the provision of goods and services and public works or improvements for amounts greater than $200,000. The Cone of Silence prohibits any communication regarding RFPs, RFQs, RFLI or IFBs (bids) between, among others: Page 9 of 46 Request for Proposals (RFP) 348322,1 Potential vendors, service providers, bidders, lobbyists or consultants and the City's professional staff including, but not limited to, the City Manager and the City Manager's staff; the Mayor, City Commissioners, or their respective staffs and any member of the respective selection/evaluation committee. The provision does not apply to, among other communications: oral communications with the City purchasing staff, provided the communication is limited strictly to matters of process or procedure already contained in the formal solicitation document; the provisions of the Cone of Silence do not apply to oral communications at duly noticed site visits/inspections, pre -proposal or pre -bid conferences, oral presentations before selection/evaluation committees, contract negotiations during any duly noticed public meeting, or public presentations made to the Miami City Commission during a duly noticed public meeting; or communications in writing or by email at any time with any City employee, official or member of the City Commission unless specifically prohibited by the applicable RFP, RFQ, RFLI or IFB (bid) documents (See Section 2.2. of the Special Conditions); or communications in connection with the collection of industry comments or the performance of market research regarding a particular RFP, RFQ, RFLI OR IFB by City Purchasing staff. Proposers or bidders must file a copy of any written communications with the Office of the City Clerk, which shall be made available to any person upon request. The City shall respond in writing and file a copy with the Office of the City Clerk, which shall be made available to any person upon request. Written communications may be in the form of e-mail, with a copy to the Office of the City Clerk. In addition to any other penalties provided by law, violation of the Cone of Silence by any proposer or bidder shall render any award voidable. A violation by a particular Bidder, Proposer, Offeror, Respondent, lobbyist or consultant shall subject same to potential penalties pursuant to the City Code. Any person having personal knowledge of a violation of these provisions shall report such violation to the State Attorney and/or may file a complaint with the Ethics Commission. Proposers or bidders should reference Section 18-74 of the City of Miami Code for further clarification. This language is only a summary of the key provisions of the Cone of Silence. Please review City of Miami Code Section 18-74 for a complete and thorough description of the Cone of Silence. You may contact the City Clerk at 305-250-5360, to obtain a copy of same. 1.21. CONFIDENTIALITY - As a political subdivision, the City of Miami is subject to the Florida Sunshine Act and Public Records Law. If this Contract/Agreement contains a confidentiality provision, it shall have no application when disclosure is required by Florida law or upon court order. 1.22. CONFLICT OF INTEREST — Bidders/Proposers, by responding to this Formal Solicitation, certify that to the best of their knowledge or belief, no elected/appointed official or employee of the City of Miami is financially interested, directly or indirectly, in the purchase of goods/services specified in this Formal Solicitation. Any such interests on the part of the Bidder/Proposer or its employees must be disclosed in writing to the City. Further, you must disclose the name of any City employee who owns, directly or indirectly, an interest of five percent (5%) or more of the total assets of capital stock in your firm. A. Bidder/Proposer further agrees not to use or attempt to use any knowledge, property or resource which may be within his/her/its trust, or perform his/her/its duties, to secure a special privilege, benefit, or exemption for himself/herself/itself, or others. Bidder/Proposer may not disclose or use information not available to members of the general public and gained by reason of his/her/its position, except for information relating exclusively to governmental practices, for his/her/its personal gain or benefit or for the personal gain or benefit of any other person or business entity. B. Bidder/Proposer hereby acknowledges that he/she/it has not contracted or transacted any business with the City or any person or agency acting for the City, and has not appeared in representation of any third party before any Page 10 of 46 Request for Proposals (RFP) 348322,1 board, commission or agency of the City within the past two years. Bidder/Proposer further warrants that he/she/it is not related, specifically the spouse, son, daughter, parent, brother or sister, to: (i) any member of the commission; (ii) the mayor; (iii) any city employee; or (iv) any member of any board or agency of the City. C. A violation of this section may subject the Bidder/Proposer to immediate termination of any professional services agreement with the City, imposition of the maximum fine and/or any penalties allowed by law. Additionally, violations may be considered by and subject to action by the Miami -Dade County Commission on Ethics. 1.23. COPYRIGHT OR PATENT RIGHTS — Bidders/Proposers warrant that there has been no violation of copyright or patent rights in manufacturing, producing, or selling the goods shipped or ordered and/or services provided as a result of this formal solicitation, and bidders/proposers agree to hold the City harmless from any and all liability, loss, or expense occasioned by any such violation. 1.24. COST INCURRED BY BIDDER/PROPOSER - All expenses involved with the preparation and submission of Responses to the City, or any work performed in connection therewith shall be borne by the B idder(s)/Proposer(s). 1.25. DEBARMENT AND SUSPENSIONS (Sec 18-107) (a) Authority and requirement to debar and suspend. After reasonable notice to an actual or prospective Contractual Party, and after reasonable opportunity for such party to be heard, the City Manager, after consultation with the Chief Procurement Officer and the city attorney, shall have the authority to debar a Contractual Party, for the causes listed below, from consideration for award of city Contracts. The debarment shall be for a period of not fewer than three years. The City Manager shall also have the authority to suspend a Contractual Party from consideration for award of city Contracts if there is probable cause for debarment, pending the debarment determination. The authority to debar and suspend contractors shall be exercised in accordance with regulations which shall be issued by the Chief Procurement Officer after approval by the City Manager, the city attorney, and the City Commission. (b) Causes for debarment or suspension. Causes for debarment or suspension include the following: (1) Conviction for commission of a criminal offense incident to obtaining or attempting to obtain a public or private Contract or subcontract, or incident to the performance of such Contract or subcontract. (2) Conviction under state or federal statutes of embezzlement, theft, forgery, bribery, falsification or destruction of records, receiving stolen property, or any other offense indicating a lack of business integrity or business honesty. (3) Conviction under state or federal antitrust statutes arising out of the submission of Bids or Proposals. (4) Violation of Contract provisions, which is regarded by the Chief Procurement Officer to be indicative of nonresponsibility. Such violation may include failure without good cause to perform in accordance with the terms and conditions of a Contract or to perform within the time limits provided in a Contract, provided that failure to perform caused by acts beyond the control of a party shall not be considered a basis for debarment or suspension. (5) Debarment or suspension of the Contractual Party by any federal, state or other governmental entity. (6) False certification pursuant to paragraph (c) below. (7) Found in violation of a zoning ordinance or any other city ordinance or regulation and for which Page 11 of 46 Request for Proposals (RFP) 348322,1 the violation remains noncompliant. (8) Found in violation of a zoning ordinance or any other city ordinance or regulation and for which a civil penalty or fine is due and owing to the city. (9) Any other cause judged by the City Manager to be so serious and compelling as to affect the responsibility of the Contractual Party performing city Contracts. (c) Certification. All Contracts for goods and services, sales, and leases by the city shall contain a certification that neither the Contractual Party nor any of its principal owners or personnel have been convicted of any of the violations set forth above or debarred or suspended as set forth in paragraph (b)(5). (d) Debarment and suspension decisions. Subject to the provisions of paragraph (a), the City Manager shall render a written decision stating the reasons for the debarment or suspension. A copy of the decision shall be provided promptly to the Contractual Party, along with a notice of said party's right to seek judicial relief. 1.26. DEBARRED/SUSPENDED VENDORS —An entity or affiliate who has been placed on the State of Florida debarred or suspended vendor list may not submit a response on a contract to provide goods or services to a public entity, may not submit a response on a contract with a public entity for the construction or repair of a public building or public work, may not submit response on leases of real property to a public entity, may not award or perform work as a contractor, supplier, subcontractor, or consultant under contract with any public entity, and may not transact business with any public entity. 1.27. DEFAULT/FAILURE TO PERFORM - The City shall be the sole judge of nonperformance, which shall include any failure on the part of the successful Bidder/Proposer to accept the award, to furnish required documents, and/or to fulfill any portion of this contract within the time stipulated. Upon default by the successful Bidder/Proposer to meet any terms of this agreement, the City will notify the Bidder/Proposer of the default and will provide the contractor three (3) days (weekends and holidays excluded) to remedy the default. Failure on the contractor's part to correct the default within the required three (3) days shall result in the Contract being terminated and upon the City notifying in writing the contractor of its intentions and the effective date of the termination. The following shall constitute default: A. Failure to perform the work or deliver the goods/services required under the Contract and/or within the time required or failing to use the subcontractors, entities and personnel as identified and set forth, and to the degree specified in the Contract. B. Failure to begin the work under this Contract within the time specified. C. Failure to perform the work with sufficient workers and equipment or with sufficient materials to ensure timely completion. D. Neglecting or refusing to remove materials or perform new work where prior work has been rejected as nonconforming with the terms of the Contract. E. Becoming insolvent, being declared bankrupt, or committing any act of bankruptcy or insolvency, or making an assignment for the benefit of creditors, if the insolvency, bankruptcy, or assignment renders the successful Bidder/Proposer incapable of performing the work in accordance with and as required by the Contract. F. Failure to comply with any of the terms of the Contract in any material respect. All costs and charges incurred by the City as a result of a default or a default incurred beyond the time limits stated, together with the cost of completing the work, shall be deducted from any monies due or which may become due on Page 12 of 46 Request for Proposals (RFP) 348322,1 this Contract. 1.28. DETERMINATION OF RESPONSIVENESS - Each Response will be reviewed to determine if it is responsive to the submission requirements outlined in the Formal Solicitation. A "responsive" response is one which follows the requirements of the formal solicitation, includes all documentation, is submitted in the format outlined in the formal solicitation, is of timely submission, and has appropriate signatures as required on each document. Failure to comply with these requirements may deem a Response non -responsive. 1.29. DISCOUNTS OFFERED DURING TERM OF CONTRACT - Discount Prices offered in the response shall be fixed after the award by the Commission, unless otherwise specified in the Special Terms and Conditions. Price discounts off the original prices quoted in the response will be accepted from successful Bidder(s)/Proposer(s) during the term of the contract. Such discounts shall remain in effect for a minimum of 120 days from approval by the City Commission Any discounts offered by a manufacturer to Bidder/Proposer will be passed on to the City. 1.30. DISCREPANCIES, ERRORS, AND OMISSIONS - Any discrepancies, errors, or ambiguities in the Formal Solicitation or addenda (if any) should be reported in writing to the City's Purchasing Department. Should it be found necessary, a written addendum will be incorporated in the Formal Solicitation and will become part of the purchase agreement (contract documents). The City will not be responsible for any oral instructions, clarifications, or other communications. A. Order of Precedence — Any inconsistency in this formal solicitation shall be resolved by giving precedence to the following documents, the first of such list being the governing documents. 1) Addenda (as applicable) 2) Specifications 3) Special Conditions 4) General Terms and Conditions 1.31. EMERGENCY / DISASTER PERFORMANCE - In the event of a hurricane or other emergency or disaster situation, the successful vendor shall provide the City with the commodities/services defined within the scope of this formal solicitation at the price contained within vendor's response. Further, successful vendor shall deliver/perform for the city on a priority basis during such times of emergency. 1.32. ENTIRE BID CONTRACT OR AGREEMENT - The Bid Contract or Agreement consists of this City of Miami Formal Solicitation and specifically this General Conditions Section, Contractor's Response and any written agreement entered into by the City of Miami and Contractor in cases involving RFPs, RFQs, and RFLIs, and represents the entire understanding and agreement between the parties with respect to the subject matter hereof and supersedes all other negotiations, understanding and representations, if any, made by and between the parties. To the extent that the agreement conflicts with, modifies, alters or changes any of the terms and conditions contained in the Formal Solicitation and/or Response, the Formal Solicitation and then the Response shall control. This Contract may be modified only by a written agreement signed by the City of Miami and Contractor. 1.33. ESTIMATED QUANTITIES —Estimated quantities or estimated dollars are provided for your guidance only. No guarantee is expressed or implied as to quantities that will be purchased during the contract period. The City is not obligated to place an order for any given amount subsequent to the award of this contract. Said estimates may be used by the City for purposes of determining the low bidder or most advantageous proposer meeting specifications. The City reserves the right to acquire additional quantities at the prices bid/proposed or at lower prices in this Formal Solicitation. 1.34. EVALUATION OF RESPONSES Page 13 of 46 Request for Proposals (RFP) 348322,1 A.Rejection of Responses The City may reject a Response for any of the following reasons: 1) Bidder/Proposer fails to acknowledge receipt of addenda; 2) Bidder/Proposer mistates or conceals any material fact in the Response ; 3) Response does not conform to the requirements of the Formal Solicitation; 4) Response requires a conditional award that conflicts with the method of award; 5) Response does not include required samples, certificates, licenses as required; and, 6) Response was not executed by the Bidder's/Proposer(s) authorized agent. The foregoing is not an all inclusive list of reasons for which a Response may be rejected. The City may reject and re -advertise for all or any part of the Formal Solicitation whenever it is deemed in the best interest of the City. B. Elimination From Consideration 1) A contract shall not be awarded to any person or firm which is in arrears to the City upon any debt or contract, or which is a defaulter as surety or otherwise upon any obligation to the City. 2) A contract may not be awarded to any person or firm which has failed to perform under the terms and conditions of any previous contract with the City or deliver on time contracts of a similar nature. 3) A contract may not be awarded to any person or firm which has been debarred by the City in accordance with the City's Debarment and Suspension Ordinance. C. Determination of Responsibility 1) Responses will only be considered from entities who are regularly engaged in the business of providing the goods/equipment/services required by the Formal Solicitation. Bidder/Proposer must be able to demonstrate a satisfactory record of performance and integrity; and, have sufficient financial, material, equipment, facility, personnel resources, and expertise to meet all contractual requirements. The terms "equipment and organization" as used herein shall be construed to mean a fully equipped and well established entity in line with the best industry practices in the industry as determined by the City. 2) The City may consider any evidence available regarding the financial, technical and other qualifications and abilities of a Bidder/Proposer, including past performance (experience) with the City or any other governmental entity in making the award. 3) The City may require the Bidder(s)/Proposer(s) to show proof that they have been designated as an authorized representative of a manufacturer or supplier which is the actual source of supply, if required by the Formal Solicitation. 1.35. EXCEPTIONS TO GENERAL AND/OR SPECIAL CONDITIONS OR SPECIFICATIONS - Exceptions to the specifications shall be listed on the Response and shall reference the section. Any exceptions to the General or Special Conditions shall be cause for the bid (IFB) to be considered non -responsive. It also may be cause for a RFP, RFQ, or RFLI to be considered non -responsive; and, if exceptions are taken to the terms and conditions of the resulting agreement it may lead to terminating negotiations. 1.36. F.O.B. DESTINATION - Unless otherwise specified in the Formal Solicitation, all prices quoted/proposed by the bidder/proposer must be F.O.B. DESTINATION, inside delivery, with all delivery costs and charges included in the bid/proposal price, unless otherwise specified in this Formal Solicitation. Failure to do so may be cause for rejection of bid/proposal. Page 14 of 46 Request for Proposals (RFP) 348322,1 1.37. FIRM PRICES - The bidder/proposer warrants that prices, terms, and conditions quoted in its response will be firm throughout the duration of the contract unless otherwise specified in the Formal Solicitation. Such prices will remain firm for the period of performance or resulting purchase orders or contracts, which are to be performed or supplied over a period of time. 1.38. FLORIDA MINIMUM WAGE - The Constitution of the State of Florida, Article X, Section 24, states that employers shall pay employee wages no less than the minimum wage for all hours worked in Florida. Accordingly, it is the contractor's and its' subcontractor(s) responsibility to understand and comply with this Florida constitutional minimum wage requirement and pay its employees the current established hourly minimum wage rate, which is subject to change or adjusted by the rate of inflation using the consumer price index for urban wage earners and clerical workers, CPI-W, or a successor index as calculated by the United States Department of Labor. Each adjusted minimum wage rate calculated shall be determined and published by the Agency Workforce Innovation on September 30th of each year and take effect on the following January 1 st. At the time of responding, it is bidder/proposer and his/her subcontractor(s), if applicable, full responsibility to determine whether any of its employees may be impacted by this Florida Law at any given point in time during the term of the contract. If impacted, bidder/proposer must furnish employee name(s), job title(s), job description(s), and current pay rate(s). Failure to submit this information at the time of submitting a response constitute successful bidder's/proposer's acknowledgement and understanding that the Florida Minimum Wage Law will not impact its prices throughout the term of contract and waiver of any contractual price increase request(s). The City reserves the right to request and successful bidder/proposer must provide for any and all information to make a wage and contractual price increase(s) determination. 1.39. GOVERNING LAW AND VENUE - The validity and effect of this Contract shall be governed by the laws of the State of Florida. The parties agree that any action, mediation or arbitration arising out of this Contract shall take place in Miami -Dade County, Florida. 1.40. HEADINGS AND TERMS - The headings to the various paragraphs of this Contract have been inserted for convenient reference only and shall not in any manner be construed as modifying, amending or affecting in any way the expressed terms and provisions hereof. 1.41. HEALTH INSURANCE PORTABILITY AND ACCOUNTABILITY ACT (HIPPA) - Any person or entity that performs or assists the City of Miami with a function or activity involving the use or disclosure of "individually identifiable health information (IIHI) and/or Protected Health Information (PHI) shall comply with the Health Insurance Portability and Accountability Act (HIPAA) of 1996 and the City of Miami Privacy Standards. HIPAA mandates for privacy, security and electronic transfer standards, which include but are not limited to: A. Use of information only for performing services required by the contract or as required by law; B. Use of appropriate safeguards to prevent non -permitted disclosures; C. Reporting to the City of Miami of any non -permitted use or disclosure; D. Assurances that any agents and subcontractors agree to the same restrictions and conditions that apply to the Bidder/Proposer and reasonable assurances that IIHI/PHI will be held confidential; E. Making Protected Health Information (PHI) available to the customer; F. Making PHI available to the customer for review and amendment; and incorporating any amendments requested by the customer; G. Making PHI available to the City of Miami for an accounting of disclosures; and H. Making internal practices, books and records related to PHI available to the City of Miami for compliance audits. Page 15 of 46 Request for Proposals (RFP) 348322,1 PHI shall maintain its protected status regardless of the form and method of transmission (paper records, and/or electronic transfer of data). The Bidder/ Proposer must give its customers written notice of its privacy information practices including specifically, a description of the types of uses and disclosures that would be made with protected health information. 1.42 INDEMNIFICATION - Contractor shall indemnify , hold harmless and defend the City, its officials, officers, agents, directors, and employees, from liabilities, damages, losses, and costs, including, but not limited to reasonable attorney's fees, to the extent caused by the negligence, recklessness or intentional wrongful misconduct of Contractor and persons employed or utilized by Contractor in the performance of this Contract and will indemnify, hold harmless and defend the City, its officials, officers, agents, directors and employees against, any civil actions, statutory or similar claims, injuries or damages arising or resulting from the permitted work, even if it is alleged that the City, its officials and/or employees were negligent. These indemnifications shall survive the term of this Contract. In the event that any action or proceeding is brought against City by reason of any such claim or demand, Contractor shall, upon written notice from City, resist and defend such action or proceeding by counsel satisfactory to City. The Contractor expressly understands and agrees that any insurance protection required by this Contract or otherwise provided by Contractor shall in no way limit the responsibility to indemnify, keep and save harmless and defend the City or its officers, employees, agents and instrumentalities as herein provided. The indemnification provided above shall obligate Contractor to defend at its own expense to and through appellate, supplemental or bankruptcy proceeding, or to provide for such defense, at City's option, any and all claims of liability and all suits and actions of every name and description which may be brought against City whether performed by Contractor, or persons employed or utilized by Contractor. This indemnity will survive the cancellation or expiration of the Contract. This indemnity will be interpreted under the laws of the State of Florida, including without limitation and which conforms to the limitations of §725.06 and/or §725.08, Fla. Statues, as amended from time to time as applicable. Contractor shall require all Sub -Contractor agreements to include a provision that they will indemnify the City. The Contractor agrees and recognizes that the City shall not be held liable or responsible for any claims which may result from any actions or omissions of the Contractor in which the City participated either through review or concurrence of the Contractor's actions. In reviewing, approving or rejecting any submissions by the Contractor or other acts of the Contractor, the City in no way assumes or shares any responsibility or liability of the Contractor or Sub -Contractor, under this Agreement. 1.43. FORMATION AND DESCRIPTIVE LITERATURE—Bidders/Proposer must furnish all information requested in the spaces provided in the Formal Solicitation. Further, as may be specified elsewhere, each Bidder/Proposer must submit for evaluation, cuts, sketches, descriptive literature, technical specifications, and Material Safety Data Sheets (MSDS)as required, covering the products offered. Reference to literature submitted with a previous response or on file with the Buyer will not satisfy this provision. 1.44. INSPECTIONS - The City may, at reasonable times during the term hereof, inspect Contractor's facilities and perform such tests, as the City deems reasonably necessary, to determine whether the goods and/or services required to be provided by the Contractor under this Contract conform to the terms and conditions of the Formal Solicitation. Contractor shall make available to the City all reasonable facilities and assistance to facilitate the performance of tests or inspections by City representatives. All tests and inspections shall be subject to, and made in accordance with, the provisions of the City of Miami Ordinance No. 12271 (Section 18-79), as same may be amended or supplemented from time to time. 1.45. INSPECTION OF RESPONSE - Responses received by the City pursuant to a Formal Solicitation will not be made available until such time as the City provides notice of a decision or intended decision or within 30 days after bid closing, whichever is earlier. Bid/Proposal results will be tabulated and may be furnished upon request via Page 16 of 46 Request for Proposals (RFP) 348322,1 fax or e-mail to the Sr. Procurement Specialist issuing the Solicitation. Tabulations also are available on the City's Web Site following recommendation for award. 1.46. INSURANCE - Within ten (10) days after receipt of Notice of Award, the successful Contractor, shall furnish Evidence of Insurance to the Purchasing Department, if applicable. Submitted evidence of coverage shall demonstrate strict compliance to all requirements listed on the Special Conditions entitled "Insurance Requirements". The City shall be listed as an "Additional Insured." Issuance of a Purchase Order is contingent upon the receipt of proper insurance documents. If the insurance certificate is received within the specified time frame but not in the manner prescribed in this Solicitation the Contractor shall be verbally notified of such deficiency and shall have an additional five (5) calendar days to submit a corrected certificate to the City. If the Contractor fails to submit the required insurance documents in the manner prescribed in this Solicitation within fifteen (15) calendar days after receipt Notice of Award, the contractor shall be in default of the contractual terms and conditions and shall not be awarded the contract. Under such circumstances, the Bidder/Proposer may be prohibited from submitting future responses to the City. Information regarding any insurance requirements shall be directed to the Risk Administrator, Department of Risk Management, at 444 SW 2nd Avenue, 9th Floor, Miami, Florida 33130, 305-416-1604. The Bidder/Proposer shall be responsible for assuring that the insurance certificates required in conjunction with this Section remain in effect for the duration of the contractual period; including any and all option terms that may be granted to the Bidder/Proposer. 1.47. INVOICES - Invoices shall contain purchase order number and details of goods and/or services delivered (i.e. quantity, unit price, extended price, etc); and in compliance with Chapter 218 of the Florida Statutes (Prompt Payment Act). 1.48. LOCAL PREFERENCE A. City Code Section 18-85, states, "when a responsive, responsible non -local bidder submits the lowest bid price, and the bid submitted by one or more responsive, responsible local bidders who maintain a local office, as defined in Section 18-73, is within fifteen percent (15%) of the price submitted by the non -local bidder, then that non -local bidder and each of the aforementioned responsive, responsible local bidders shall have the opportunity to submit a best and final bid equal to or lower than the amount of the low bid previously submitted by the non -local bidder. Contract award shall be made to the lowest responsive, responsible bidder submitting the lowest best and final bid. In the case of a tie in the best and final bid between a local bidder and a non -local bidder, contract award shall be made to the local bidder." B. City Code Section 18-86, states, "the RFP, RFLI or RFQ, as applicable, may, in the exercise of the reasonable professional discretion of the City Manager, director of the using agency, and the Chief Procurement Officer, include a five (5%) percent evaluation criterion in favor of proposers who maintain a local office, as defined in Section 18-73. In such cases, this five (5%) percent evaluation criterion in favor of proposers who maintain a local office will be specifically defined in the RFP, RFLI or RFQ, as applicable; otherwise, it will not apply. 1.49. MANUFACTURER'S CERTIFICATION -The City reserves the right to request from bidders/proposers a separate Manufacturer's Certification of all statements made in the bid/proposal. Failure to provide such certification may result in the rejection of bid/proposal or termination of contract/agreement, for which the bidder/proposer must bear full liability. 1.50. MODIFICATIONS OR CHANGES IN PURCHASE ORDERS AND CONTRACTS - No contract or understanding to modify this Formal Solicitation and resultant purchase orders or contracts, if applicable, shall be binding upon the City unless made in writing by the Director of Purchasing of the City of Miami, Florida through Page 17 of 46 Request for Proposals (RFP) 348322,1 the issuance of a change order, addendum, amendment, or supplement to the contract, purchase order or award sheet as appropriate. 1.51. NO PARTNERSHIP OR JOINT VENTURE - Nothing contained in this Contract will be deemed or construed to create a partnership or joint venture between the City of Miami and Contractor, or to create any other similar relationship between the parties. 1.52. NONCONFORMANCE TO CONTRACT CONDITIONS - Items may be tested for compliance with specifications under the direction of the Florida Department of Agriculture and Consumer Services or by other appropriate testing Laboratories as determined by the City. The data derived from any test for compliance with specifications is public record and open to examination thereto in accordance with Chapter 119, Florida Statutes. Items delivered not conforming to specifications may be rejected and returned at Bidder's/Proposer's expense. These non -conforming items not delivered as per delivery date in the response and/or Purchase Order may result in bidder/proposer being found in default in which event any and all re -procurement costs may be charged against the defaulted contractor. Any violation of these stipulations may also result in the supplier's name being removed from the City of Miami's Supplier's list. 1.53. NONDISCRIMINATION—Bidder/Proposer agrees that it shall not discriminate as to race, sex, color, age, religion, national origin, marital status, or disability in connection with its performance under this formal solicitation. Furthermore, Bidder/Proposer agrees that no otherwise qualified individual shall solely by reason of his/her race, sex, color, age, religion, national origin, marital status or disability be excluded from the participation in, be denied benefits of, or be subjected to, discrimination under any program or activity. In connection with the conduct of its business, including performance of services and employment of personnel, Bidder/Proposer shall not discriminate against any person on the basis of race, color, religion, disability, age, sex, marital status or national origin. All persons having appropriate qualifications shall be afforded equal opportunity for employment. 1.54. NON-EXCLUSIVE CONTRACT/ PIGGYBACK PROVISION - At such times as may serve its best interest, the City of Miami reserves the right to advertise for, receive, and award additional contracts for these herein goods and/or services, and to make use of other competitively bid (governmental) contracts, agreements, or other similar sources for the purchase of these goods and/or services as may be available. It is hereby agreed and understood that this formal solicitation does not constitute the exclusive rights of the successful bidder(s)/proposer(s) to receive all orders that may be generated by the City in conjunction with this Formal Solicitation. In addition, any and all commodities, equipment, and services required by the City in conjunction with construction projects are solicited under a distinctly different solicitation process and shall not be purchased under the terms, conditions and awards rendered under this solicitation, unless such purchases are determined to be in the best interest of the City. 1.55. OCCUPATIONAL LICENSE - Any person, firm, corporation or joint venture, with a business location in the City of Miami and is submitting a Response under this Formal Solicitation shall meet the City's Occupational License Tax requirements in accordance with Chapter 31.1, Article I of the City of Miami Charter. Others with a location outside the City of Miami shall meet their local Occupational License Tax requirements. A copy of the license must be submitted with the response; however, the City may at its sole option and in its best interest allow the Bidder/Proposer to supply the license to the City during the evaluation period, but prior to award. 1.56.ONE PROPOSAL - Only one (1) Response from an individual, firm, partnership, corporation or joint venture Page 18 of 46 Request for Proposals (RFP) 348322,1 will be considered in response to this Formal Solicitation. When submitting an alternate response, please refer to the herein condition for "Alternate Responses May Be Considered". 1.57. OWNERSHIP OF DOCUMENTS - It is understood by and between the parties that any documents, records, files, or any other matter whatsoever which is given by the City to the successful Bidder/Proposer pursuant to this formal solicitation shall at all times remain the property of the City and shall not be used by the Bidder/Proposer for any other purposes whatsoever without the written consent of the City. 1.58. PARTIAL INVALIDITY - If any provision of this Contract or the application thereof to any person or circumstance shall to any extent be held invalid, then the remainder of this Contract or the application of such provision to persons or circumstances other than those as to which it is held invalid shall not be affected thereby, and each provision of this Contract shall be valid and enforced to the fullest extent permitted by law. 1.59. PERFORMANCE/PAYMENT BOND —A Contractor may be required to furnish a Performance/Payment Bond as part of the requirements of this Contract, in an amount equal to one hundred percent (100%) of the contract price. 1.60. PREPARATION OF RESPONSES (HARDCOPY FORMAT)—Bidders/Proposers are expected to examine the specifications, required delivery, drawings, and all special and general conditions. All bid/proposed amounts, if required, shall be either typewritten or entered into the space provided with ink. Failure to do so will be at the Bidder's/Proposer's risk. A. Each Bidder/Proposer shall furnish the information required in the Formal Solicitation. The Bidder/Proposer shall sign the Response and print in ink or type the name of the Bidder/Proposer, address, and telephone number on the face page and on each continuation sheet thereof on which he/she makes an entry, as required. B. If so required, the unit price for each unit offered shall be shown, and such price shall include packaging, handling and shipping, and F.O.B. Miami delivery inside City premises unless otherwise specified. Bidder/Proposer shall include in the response all taxes, insurance, social security, workmen's compensation, and any other benefits normally paid by the Bidder/Proposer to its employees. If applicable, a unit price shall be entered in the "Unit Price" column for each item. Based upon estimated quantity, an extended price shall be entered in the "Extended Price" column for each item offered. In case of a discrepancy between the unit price and extended price, the unit price will be presumed correct. C. The Bidder/Proposer must state a definite time, if required, in calendar days for delivery of goods and/or services. D. The Bidder/Proposer should retain a copy of all response documents for future reference. E. All responses, as described, must be fully completed and typed or printed in ink and must be signed in ink with the firm's name and by an officer or employee having authority to bind the company or firm by his/her signature. Bids/Proposals having any erasures or corrections must be initialed in ink by person signing the response or the response may be rejected. F. Responses are to remain valid for at least 180 days. Upon award of a contract, the content of the Successful Bidder's/Proposer's response may be included as part of the contract, at the City's discretion. G. The City of Miami's Response Forms shall be used when Bidder/Proposer is submitting its response in hardcopy format. Use of any other forms will result in the rejection of the response. IF SUBMITTING HARDCOPY FORMAT, THE ORIGINAL AND THREE (3) COPIES OF THESE SETS OF FORMS, UNLESS OTHERWISE SPECIFIED, AND ANY REQUIRED ATTACHMENTS MUST BE RETURNED TO THE CITY Page 19 of 46 Request for Proposals (RFP) 348322,1 OR YOUR RESPONSE MAY BE DEEMED NON -RESPONSIVE. 1.61. PRICE ADJUSTMENTS — Any price decrease effectuated during the contract period either by reason of market change or on the part of the contractor to other customers shall be passed on to the City of Miami. 1.62. PRODUCT SUBSTITUTES - In the event a particular awarded and approved manufacturer's product becomes unavailable during the term of the Contract, the Contractor awarded that item may arrange with the City's authorized representative(s) to supply a substitute product at the awarded price or lower, provided that a sample is approved in advance of delivery and that the new product meets or exceeds all quality requirements. 1.63. CONFLICT OF INTEREST, AND UNETHICAL BUSINESS PRACTICE PROHIBITIONS - Contractor represents and warrants to the City that it has not employed or retained any person or company employed by the City to solicit or secure this Contract and that it has not offered to pay, paid, or agreed to pay any person any fee, commission, percentage, brokerage fee, or gift of any kind contingent upon or in connection with, the award of this Contract. 1.64. PROMPT PAYMENT—Bidders/Proposers may offer a cash discount for prompt payment; however, discounts shall not be considered in determining the lowest net cost for response evaluation purposes. Bidders/Proposers are required to provide their prompt payment terms in the space provided on the Formal Solicitation. If no prompt payment discount is being offered, the Bidder/Proposer must enter zero (0) for the percentage discount to indicate no discount. If the Bidder/Proposer fails to enter a percentage, it is understood and agreed that the terms shall be 2% 20 days, effective after receipt of invoice or final acceptance by the City, whichever is later. When the City is entitled to a cash discount, the period of computation will commence on the date of delivery, or receipt of a correctly completed invoice, whichever is later. If an adjustment in payment is necessary due to damage, the cash discount period shall commence on the date final approval for payment is authorized. If a discount is part of the contract, but the invoice does not reflect the existence of a cash discount, the City is entitled to a cash discount with the period commencing on the date it is determined by the City that a cash discount applies. Price discounts off the original prices quoted on the Price Sheet will be accepted from successful bidders/proposers during the term of the contract. 1.65. PROPERTY - Property owned by the City of Miami is the responsibility of the City of Miami. Such property furnished to a Contractor for repair, modification, study, etc., shall remain the property of the City of Miami. Damages to such property occurring while in the possession of the Contractor shall be the responsibility of the Contractor. Damages occurring to such property while in route to the City of Miami shall be the responsibility of the Contractor. In the event that such property is destroyed or declared a total loss, the Contractor shall be responsible for replacement value of the property at the current market value, less depreciation of the property, if any. 1.66. PROVISIONS BINDING - Except as otherwise expressly provided in the resulting Contract, all covenants, conditions and provisions of the resulting Contract shall be binding upon and shall inure to the benefit of the parties hereto and their respective heirs, legal representatives, successors and assigns. 1.67. PUBLIC ENTITY CRIMES - A person or affiliate who has been placed on the convicted vendor list following a conviction for a public entity crime may not submit a response on a contract to provide any goods or services to a public entity, may not submit a response on a contract with a public entity for the construction or repair of a public building or public work, may not submit responses on leases of real property to a public entity, may not be awarded or perform work as a contractor, supplier, subcontractor, or consultant under a contract with any public entity, and may not transact business with any public entity in excess of the threshold amount provided in Section Page 20 of 46 Request for Proposals (RFP) 348322,1 287.017, for CATEGORY TWO for a period of 36 months from the date of being placed on the convicted vendor list. 1.68. PUBLIC RECORDS - Contractor understands that the public shall have access, at all reasonable times, to all documents and information pertaining to City contracts, subject to the provisions of Chapter 119, Florida Statutes, and City of Miami Code, Section 18, Article III, and agrees to allow access by the City and the public to all documents subject to disclosure under applicable law. Contractor's failure or refusal to comply with the provision of this section shall result in the immediate cancellation of this Contract by the City. 1.69. QUALITY OF GOODS, MATERIALS, SUPPLIES, PRODUCTS, AND EQUIPMENT - All materials used in the manufacturing or construction of supplies, materials, or equipment covered by this solicitation shall be new. The items bid/proposed must be of the latest make or model, of the best quality, and of the highest grade of workmanship, unless as otherwise specified in this Solicitation. 1.70. QUALITY OF WORK/SERVICES - The work/services performed must be of the highest quality and workmanship. Materials furnished to complete the service shall be new and of the highest quality except as otherwise specified in this Solicitation. 1.71. REMEDIES PRIOR TO AWARD (Sec. 18-106) - If prior to Contract award it is determined that a formal solicitation or proposed award is in violation of law, then the solicitation or proposed award shall be cancelled by the City Commission, the City Manager or the Chief Procurement Officer, as may be applicable, or revised to comply with the law. 1.72. RESOLUTION OF CONTRACT DISPUTES (Sec. 18-105) (a) Authority to resolve Contract disputes. The City Manager, after obtaining the approval of the city attorney, shall have the authority to resolve controversies between the Contractual Party and the city which arise under, or by virtue of, a Contract between them; provided that, in cases involving an amount greater than $25,000, the City Commission must approve the City Manager's decision. Such authority extends, without limitation, to controversies based upon breach of Contract, mistake, misrepresentation or lack of complete performance, and shall be invoked by a Contractual Party by submission of a protest to the City Manager. (b) Contract dispute decisions. If a dispute is not resolved by mutual consent, the City Manager shall promptly render a written report stating the reasons for the action taken by the City Commission or the City Manager which shall be final and conclusive. A copy of the decision shall be immediately provided to the protesting party, along with a notice of such party's right to seek judicial relief, provided that the protesting party shall not be entitled to such judicial relief without first having followed the procedure set forth in this section. 1.73. RESOLUTION OF PROTESTED SOLICITATIONS AND AWARDS (Sec. 18-104) (a) Right to protest. The following procedures shall be used for resolution of protested solicitations and awards except for purchases of goods, supplies, equipment, and services, the estimated cost of which does not exceed $25,000. Protests thereon shall be governed by the Administrative Policies and Procedures of Purchasing. 1.Protest of Solicitation. i. Any prospective proposer who perceives itself aggrieved in connection with the solicitation of a Contract may protest to the Chief Procurement Officer. A written notice of intent to file a protest shall be filed with the Chief Procurement Officer within three days after the Request for Proposals, Request for Qualifications or Request for Letters of Interest is published in a newspaper of general circulation. A notice of intent to file a protest is considered Page 21 of 46 Request for Proposals (RFP) 348322,1 filed when received by the Chief Procurement Officer; or ii. Any prospective bidder who intends to contest the Solicitation Specifications or a solicitation may protest to the Chief Procurement Officer. A written notice of intent to file a protest shall be filed with the Chief Procurement Officer within three days after the solicitation is published in a newspaper of general circulation. A notice of intent to file a protest is considered filed when received by the Chief Procurement Officer. 2. Protest of Award. i. A written notice of intent to file a protest shall be filed with the Chief Procurement Officer within two days after receipt by the proposer of the notice of the City Manager's recommendation for award of Contract, which will be posted on the City of Miami Purchasing Department website, in the Supplier Corner, Current Solicitations and Notice of Recommendation of Award Section. The notice of the City Manager's recommendation can be found by selecting the details of the solicitation and is listed as Recommendation of Award Posting Date and Recommendation of Award To fields. If "various" is indicated in the Recommendation of Award To field, the Bidder/Proposer must contact the buyer for that solicitation to obtain the suppliers name. It shall be the responsibility of the Bidder/Proposer to check this section of the website daily after responses are submitted to receive the notice; or ii. Any actual Responsive and Responsible Bidder whose Bid is lower than that of the recommended bidder may protest to the Chief Procurement Officer. A written notice of intent to file a protest shall be filed with the Chief Procurement Officer within two days after receipt by the bidder of the notice of the city's determination of non responsiveness or non responsibility. The receipt by bidder of such notice shall be confirmed by the city by facsimile or electronic mail or U.S. mail, return receipt requested. A notice of intent to file a protest is considered filed when received by the Chief Procurement Officer. W. A written protest based on any of the foregoing must be submitted to the Chief Procurement Officer within five (5) days after the date the notice of protest was filed. A written protest is considered filed when received by the Chief Procurement Officer. The written protest may not challenge the relative weight of the evaluation criteria or the formula for assigning points in making an award determination. The written protest shall state with particularity the specific facts and law upon which the protest of the solicitation or the award is based, and shall include all pertinent documents and evidence and shall be accompanied by the required Filing Fee as provided in subsection (fl. This shall form the basis for review of the written protest and no facts, grounds, documentation or evidence not contained in the protester's submission to the Chief Procurement Officer at the time of filing the protest shall be permitted in the consideration of the written protest. No time will be added to the above limits for service by mail. In computing any period of time prescribed or allowed by this section, the day of the act, event or default from which the designated period of time begins to run shall not be included. The last day of the period so computed shall be included unless it is a Saturday, Sunday or legal holiday in which event the period shall run until the end of the next day which is neither a Saturday, Sunday or legal holiday. Intermediate Saturdays, Sundays and legal holidays shall be excluded in the computation of the time for filing. (b) Authority to resolve protests. The Chief Procurement Officer shall have the authority, subject to the approval of the City Manager and the city attorney, to settle and resolve any written protest. The Chief Procurement Officer shall obtain the requisite approvals and communicate said decision to the protesting party and shall submit said decision to the City Commission within 30 days after he/she receives the protest. In cases involving more than $25,000, the decision of the Chief Procurement Officer shall be submitted for approval or disapproval thereof to the City Commission after a favorable recommendation by the city attorney and the City Manager. Page 22 of 46 Request for Proposals (RFP) 348322,1 (c) Compliance with filing requirements. Failure of a party to timely file either the notice of intent to file a protest or the written protest, together with the required Filing Fee as provided in subsection (f), with the Chief Procurement Officer within the time provided in subsection (a), above, shall constitute a forfeiture of such party's right to file a protest pursuant to this section. The protesting party shall not be entitled to seek judicial relief without first having followed the procedure set forth in this section (d) Stay of Procurements during protests. Upon receipt of a written protest filed pursuant to the requirements of this section, the city shall not proceed further with the solicitation or with the award of the Contract until the protest is resolved by the Chief Procurement Officer or the City Commission as provided in subsection (b) above, unless the City Manager makes a written determination that the solicitation process or the Contract award must be continued without delay in order to avoid an immediate and serious danger to the public health, safety or welfare. (c) Costs. All costs accruing from a protest shall be assumed by the protestor. (f) Filing Fee. The written protest must be accompanied by a filing fee in the form of a money order or cashier's check payable to the city in an amount equal to one percent of the amount of the Bid or proposed Contract, or $5000.00, whichever is less, which filing fee shall guarantee the payment of all costs which may be adjudged against the protestor in any administrative or court proceeding. If a protest is upheld by the Chief Procurement Officer and/or the City Commission, as applicable, the filing fee shall be refunded to the protestor less any costs assessed under subsection (e) above. If the protest is denied, the filing fee shall be forfeited to the city in lieu of payment of costs for the administrative proceedings as prescribed by subsection (e) above. 1.74. SAMPLES - Samples of items, when required, must be submitted within the time specified at no expense to the City. If not destroyed by testing, bidder(s)/proposer(s) will be notified to remove samples, at their expense, within 30 days after notification. Failure to remove the samples will result in the samples becoming the property of the City. 1.75. SELLING, TRANSFERRING OR ASSIGNING RESPONSIBILITIES - Contractor shall not sell, assign, transfer or subcontract at any time during the term of the Contract, or any part of its operations, or assign any portion of the performance required by this contract, except under and by virtue of written permission granted by the City through the proper officials, which may be withheld or conditioned, in the City's sole discretion. 1.76. SERVICE AND WARRANTY —When specified, the bidder/proposer shall define all warranty, service and replacements that will be provided. Bidders/Proposer must explain on the Response to what extent warranty and service facilities are available. A copy of the manufacturer's warranty, if applicable, should be submitted with your response. 1.77. SILENCE OF SPECIFICATIONS - The apparent silence of these specifications and any supplemental specification as to any detail or the omission from it of detailed description concerning any point shall be regarded as meaning that only the best commercial practices are to prevail and that only materials of first quality and correct type, size and design are to be used. All workmanship and services is to be first quality. All interpretations of these specifications shall be made upon the basis of this statement. If your firm has a current contract with the State of Florida, Department of General Services, to supply the items on this solicitation, the bidder/proposer shall quote not more than the contract price; failure to comply with this request will result in disqualification of bid/proposal. 1.78. SUBMISSION AND RECEIPT OF RESPONSES - Responses shall be submitted electronically via the Oracle System or responses may be submitted in hardcopy format to the City Clerk, City Hall, 3500 Pan American Drive, Miami, Florida 33133-5504, at or before, the specified closing date and time as designated in the IFB, RFP, Page 23 of 46 Request for Proposals (RFP) 348322,1 RFQ, or RFLI. NO EXCEPTIONS. Bidders/Proposers are welcome to attend the solicitation closing; however, no award will be made at that time. A. Hardcopy responses shall be enclosed in a sealed envelope, box package. The face of the envelope, box or package must show the hour and date specified for receipt of responses, the solicitation number and title, and the name and return address of the Bidder/Proposer. Hardcopy responses not submitted on the requisite Response Forms may be rejected. Hardcopy responses received at any other location than the specified shall be deemed non -responsive. Directions to City Hall: FROM THE NORTH: I-95 SOUTH UNTIL IT TURNS INTO US 1. US 1 SOUTH TO 27TH AVE., TURN LEFT, PROCEED SOUTH TO SO. BAYSHORE DR. (3RD TRAFFIC LIGHT), TURN LEFT, 1 BLOCK TURN RIGHT ON PAN AMERICAN DR. CITY HALL IS AT THE END OF PAN AMERICAN DR. PARKING IS ON RIGHT. FROM THE SOUTH: US 1 NORTH TO 27TH AVENUE, TURN RIGHT, PROCEED SOUTH TO SO. BAYSHORE DR. (3RD TRAFFIC LIGHT), TURN LEFT, 1 BLOCK TURN RIGHT ON PAN AMERICAN DR. CITY HALL IS AT THE END OF PAN AMERICAN DR. PARKING IS ON RIGHT. B. Facsimile responses will not be considered. C. Failure to follow these procedures is cause for rejection of bid/proposal. D. The responsibility for obtaining and submitting a response on or before the close date is solely and strictly the responsibility of Bidder/Proposer. The City of Miami is not responsible for delays caused by the United States mail delivery or caused by any other occurrence. Responses received after the solicitation closing date and time will be returned unopened, and will not be considered for award. E. Late responses will be rejected. F. All responses are subject to the conditions specified herein. Those which do not comply with these conditions are subject to rejection. G. Modification of responses already submitted will be considered only if received at the City before the time and date set for closing of solicitation responses. All modifications must be submitted via the Oracle System or in writing. Once a solicitation closes (closed date and/or time expires), the City will not consider any subsequent submission which alters the responses. H. If hardcopy responses are submitted at the same time for different solicitations, each response must be placed in a separate envelope, box, or package and each envelope, box or package must contain the information previously stated in 1.82.A. 1.79. TAXES - The City of Miami is exempt from any taxes imposed by the State and/or Federal Government. Exemption certificates will be provided upon request. Notwithstanding, Bidders/Proposers should be aware of the fact that all materials and supplies which are purchased by the Bidder/Proposer for the completion of the contract is subject to the Florida State Sales Tax in accordance with Section 212.08, Florida Statutes, as amended and all amendments thereto and shall be paid solely by the Bidder/Proposer. 1.80. TERMINATION —The City Manager on behalf of the City of Miami reserves the right to terminate this contract by written notice to the contractor effective the date specified in the notice should any of the following apply: A. The contractor is determined by the City to be in breach of any of the terms and conditions of the contract. Page 24 of 46 Request for Proposals (RFP) 348322,1 B. The City has determined that such termination will be in the best interest of the City to terminate the contract for its own convenience; C. Funds are not available to cover the cost of the goods and/or services. The City's obligation is contingent upon the availability of appropriate funds. 1.81. TERMS OF PAYMENT - Payment will be made by the City after the goods and/or services awarded to a Bidder/Proposer have been received, inspected, and found to comply with award specifications, free of damage or defect, and properly invoiced. No advance payments of any kind will be made by the City of Miami. Payment shall be made after delivery, within 45 days of receipt of an invoice and authorized inspection and acceptance of the goods/services and pursuant to Section 218.74, Florida Statutes and other applicable law. 1.82. TIMELY DELIVERY - Time will be of the essence for any orders placed as a result of this solicitation. The City reserves the right to cancel such orders, or any part thereof, without obligation, if delivery is not made within the time(s) specified on their Response. Deliveries are to be made during regular City business hours unless otherwise specified in the Special Conditions. 1.83. TITLE - Title to the goods or equipment shall not pass to the City until after the City has accepted the goods/equipment or used the goods, whichever comes first. 1.84.TRADE SECRETS EXECUTION TO PUBLIC RECORDS DISCLOSURE- All Responses submitted to the City are subject to public disclosure pursuant to Chapter 119, Florida Statutes. An exception may be made for "trade secrets." If the Response contains information that constitutes a "trade secret", all material that qualifies for exemption from Chapter 119 must be submitted in a separate envelope, clearly identified as "TRADE SECRETS EXCEPTION," with your firm's name and the Solicitation number and title marked on the outside. Please be aware that the designation of an item as a trade secret by you may be challenged in court by any person. By your designation of material in your Response as a "trade secret" you agree to indemnify and hold harmless the City for any award to a plaintiff for damages, costs or attorney's fees and for costs and attorney's fees incurred by the City by reason of any legal action challenging your claim. 1.85. UNAUTHORIZED WORK OR DELIVERY OF GOODS- Neither the qualified Bidder(s)/Proposer(s) nor any of his/her employees shall perform any work or deliver any goods unless a change order or purchase order is issued and received by the Contractor. The qualified Bidder(s)/Proposer(s) shall not be paid for any work performed or goods delivered outside the scope of the contract or any work performed by an employee not otherwise previously authorized. 1.86. USE OF NAME - The City is not engaged in research for advertising, sales promotion, or other publicity purposes. No advertising, sales promotion or other publicity materials containing information obtained from this Solicitation are to be mentioned, or imply the name of the City, without prior express written permission of the City Manager or the City Commission. 1.87. VARIATIONS OF SPECIFICATIONS - For purposes of solicitation evaluation, bidders/proposers must indicate any variances from the solicitation specifications and/or conditions, no matter how slight. If variations are not stated on their Response, it will be assumed that the product fully complies with the City's specifications. Page 25 of 46 Request for Proposals (RFP) 348322,1 2. Special Conditions 2.1. PURPOSE The purpose of this Solicitation is to establish a contract, for Consultant Services for Police Captain and Sergeant Examination Processes, as specified herein, from a source(s) of supply that will give prompt and efficient service fully compliant with the terms, conditions and stipulations of the solicitation. 2.2. DEADLINE FOR RECEIPT OF REQUEST FOR ADDITIONAL INFORMATION/CLARIFICATION Any questions or clarifications concerning this solicitation shall be submitted by email or facsimile to the Purchasing Department, Atlas: Yadissa Calderon; fax: (305) 400-5369 or email: ycalderon@ci.miami.fl.us. The solicitation title and number shall be referenced on all correspondence. All questions must be received no later than Friday, December 28, 2012 @ 5:00 P.M.. All responses to questions will be sent to all prospective bidders/proposers in the form on an addendum. NO QUESTIONS WILL BE RECEIVED VERBALLY OR AFTER SAID DEADLINE. 2.3. TERM OF CONTRACT The proposer(s) qualified to provide the service(s) requested herein (the "Successful Proposer(s)") shall be required to execute a contract ("Contract") with the City, which shall include, but not be limited to, the following terms: (1) The term of the Contract(s) shall be for two (2) years with an option to renew for three (3) additional two (2) years periods. (2) The City shall have the option to extend or terminate the Contract. Continuation of the contract beyond the initial period is a City prerogative; not a right of the bidder/proposer. This prerogative will be exercised only when such continuation is clearly in the best interest of the City. 2.4. CONDITIONS FOR RENEWAL Each renewal of this contract is subject to the following: (1) Continued satisfactory performance compliance with the specifications, terms and conditions established herein. (2) Availability of funds 2.5. NON -APPROPRIATION OF FUNDS In the event no funds or insufficient funds are appropriated and budgeted or are otherwise unavailable in any fiscal period for payments due under this contract, then the City, upon written notice to Contractor or his assignee of such occurrence, shall have the unqualified right to terminate the contract without any penalty or expense to the City. No guarantee, warranty or representation is made that any particular or any project(s) will be awarded to any firm(s). 2.6. PROPOSER'S MINIMUM QUALIFICATIONS Page 26 of 46 Request for Proposals (RFP) 348322,1 The following represent the minimum qualification requirements for a Proposer to be deemed responsive by the City, and Proposers shall satisfy each of the following minimum requirements cited below. Each of these minimum qualifications must be addressed in detail in Proposal submission to determine Proposer's responsiveness. Failure to meet each of the following qualification requirements, and/or failure to provide sufficient detail and/or documentation in its Proposal to determine responsiveness by the City, will result in the Proposal being deemed non -responsive. A. Proposer shall have been providing the services as described in this RFP for a minimum of three (3) years as evidenced by their date of incorporation, and shall provide proof of active status or documentation evidencing proposer is currently seeking active status with the Florida Department of State, Division of Corporation;and have sufficient financial support, equipment and organization to insure that it can satisfactorily execute the services if awarded a Contract under the terms and conditions herein stated. B Both the Primary Consultant and the one additional member from the Primary Consultant's firm or agency shall have a minimum of a Masters degree in Industrial and Organizational Psychology or closely related field. C. Proposer shall have no record of judgments, bankruptcies, pending lawsuits against the City or criminal activities involving moral turpitude, and not have any conflicts of interest that have not been waived by the City Commission. D. Neither Proposer nor any principal, officer, or stockholder of Proposer shall be in arrears or in default of any debt or contract involving the City, (as a party to a contract, or otherwise); nor have failed to perform faithfully on any previous contract with the City. 2.7. CONTRACT EXECUTION The selected Proposer(s) evaluated and ranked in accordance with the requirements of this Solicitation, shall be awarded an opportunity to negotiate a contract ("Contract") with the City in substantially the attached form labeled "Attachment B - Professional Services Agreement" and available via the Header section to this RFP. The City reserves the right to execute or not execute, as applicable a Contract with the selected Proposer(s) that is determined to be most advantageous and in the City's best interest. Such Contract will be furnished by the City, will contain certain terms as are in the City's best interests, and will be subject to approval as to legal form by the City Attorney. 2.8. FAILURE TO PERFORM Should it not be possible to reach the contractor or supervisor and/or should remedial action not be taken within 48 hours of any failure to perform according to specifications, the City reserves the right to declare Contractor in default of the contract or make appropriate reductions in the contract payment. 2.9. INSURANCE REQUIREMENTS INDEMNIFICATION Bidder shall pay on behalf of, indemnify and save City and its officials harmless, from and against any and all claims, liabilities, losses, and causes of action, which may arise out of bidder's performance under the provisions of the contract, including all acts or omissions to act on the part of bidder, including any person performing under this Contract for or on bidder's behalf, provided that any such claims, liabilities, losses and causes of such action are not attributable to the negligence or misconduct of the City and, from and against any orders, judgments or decrees which may be entered and which may result from this Contract, unless attributable to the negligence or misconduct Page 27 of 46 Request for Proposals (RFP) 348322,1 of the City, and from and against all costs, attorneys' fees, expenses and liabilities incurred in the defense of any such claim, or the investigation thereof. The bidder shall furnish to City of Miami, c/o Purchasing Department, 444 SW 2nd Avenue, 6th Floor, Miami, Florida 33130, Certificate(s) of Insurance which indicate that insurance coverage has been obtained which meets the requirements as outlined below: L Commercial General Liability A. Limits of Liability Bodily Injury and Property Damage Liability Each Occurrence $1,000,000 General Aggregate Limit $ 2,000,000 Personal and Adv. Injury $ 1,000,000 Products/Completed Operations $ 1,000,000 B. Endorsements Required City of Miami listed as additional insured Contingent & Contractual Liability Premises and Operations Liability IL Business Automobile Liability A. Limits of Liability Bodily Injury and Property Damage Liability Combined Single Limit Owned/Scheduled Autos Including Hired, Borrowed or Non -Owned Autos Any One Accident $1,000,000 B. Endorsements Required City of Miami included as an additional insured III. Worker's Compensation Limits of Liability Statutory -State of Florida Waiver of Subrogation Employer's Liability A. Limits of Liability $100,000 for bodily injury caused by an accident, each accident Page 28 of 46 Request for Proposals (RFP) 348322,1 $100,000 for bodily injury caused by disease, each employee $500,000 for bodily injury caused by disease, policy limit IV. Professional Liability/Errors and Omissions Coverage Combined Single Limit Each Claim $1,000,000 General Aggregate Limit $1,000,000 Deductible- not to exceed 10% The above policies shall provide the City of Miami with written notice of cancellation or material change from the insurer in accordance to policy provisions. BINDERS ARE UNACCEPTABLE. The insurance coverage required shall include those classifications, as listed in standard liability insurance manuals, which most nearly reflect the operations of the bidder. All insurance policies required above shall be issued by companies authorized to do business under the laws of the State of Florida, with the following qualifications: The Company must be rated no less than "A" as to management, and no less than "Class W as to financial strength, by the latest edition of Best's Insurance Guide, published by A.M. Best Company, Oldwick, New Jersey, or its equivalent. All policies and/or certificates of insurance are subject to review and verification by Risk Management prior to insurance approval. Certificates will indicate no modification or change in insurance shall be made without thirty (30) days written advance notice to the certificate holder. NOTE: CITY BID NUMBER AND/OR TITLE OF BID MUST APPEAR ON EACH CERTIFICATE. Compliance with the foregoing requirements shall not relieve the bidder of his liability and obligation under this section or under any other section of this Agreement. --If insurance certificates are scheduled to expire during the contractual period, the Bidder shall be responsible for submitting new or renewed insurance certificates to the City at a minimum of ten (10) calendar days in advance of such expiration. --In the event that expired certificates are not replaced with new or renewed certificates which cover the contractual period, the City shall: (1) Suspend the contract until such time as the new or renewed certificates are received by the City in the manner prescribed in the Invitation To Bid. (2) The City may, at its sole discretion, terminate this contract for cause and seek re -procurement damages from the Bidder in conjunction with the General and Special Terms and Conditions of the Bid. The Bidder shall be responsible for assuring that the insurance certificates required in conjunction with this Section remain in force for the duration of the contractual period; including any and all option terms that may be granted to the Bidder. 2.10. CONTRACT ADMINISTRATOR Page 29 of 46 Request for Proposals (RFP) 348322,1 Upon award, contractor shall report and work directly with Eyran Kraus, Ph.D., who shall be designated as the Contract Administrator. 2.11. SUBCONTRACTOR(S) OR SUBCONSULTANT(S) A Sub -Consultant, herein known as Sub-Contractor(s) is an individual or firm contracted by the Proposer or Proposer's firm to assist in the performance of services required under this Solicitation. A Sub -Contractor shall be paid through Proposer or Proposer's firm and not paid directly by the City. Sub -Contractors are allowed by the City in the performance of the services delineated within this Solicitation. Proposer must clearly reflect in its Proposal the major Sub -Contractors to be utilized in the performance of required services. The City retains the right to accept or reject any Sub -Contractors proposed in the response of Successful Proposer or prior to contract execution. Any and all liabilities regarding the use of a Sub -Contractor shall be borne solely by the Successful Proposer and insurance for each Sub -Contractors must be maintained in good standing and approved by the City throughout the duration of the Contract. Neither Successful Proposer nor any of its Sub -Contractors are considered to be employees or agents of the City. Failure to list all Sub -Contractors and provide the required information may disqualify any proposed Sub -Contractors from performing work under this Solicitation. Proposers shall include in their Responses the requested Sub -Contractor information and include all relevant information required of the Proposer. In addition, within five (5) working days after the identification of the award to the Successful Proposer, the Successful Proposer shall provide a list confirming the Sub -Contractors that the Successful Proposer intends to utilize in the Contract, if applicable. The list shall include, at a minimum, the name, location of the place of business for each Sub -Contractor, the services Sub -Contractor will provide relative to any contract that may result from this Solicitation, any applicable licenses, references, ownership, and other information required of Proposer. 2.12. SPECIFICATION EXCEPTIONS Specifications are based on the most current literature available. Bidder shall notify the City of Miami Purchasing Department, in writing, no less than ten (10) days prior to solicitation closing date of any change in the manufacturers' specifications which conflict with the specifications. For hard copy bid submittals, bidders must explain any deviation from the specifications in writing as a footnote on the applicable specification page and enclose a copy of the manufacturer's specifications data detailing the changed item(s) with his/her submission. For electronic bid submittals, bidders must explain in the Header Section or by an Attachment and, if applicable, enclose a scanned copy of the manufacturer's specifications data detailing the changed item(s) with his/her submission. Additionally, bidders must indicate any options requiring the addition of other options, as well as those which are included as a part of another option. Failure of bidders to comply with these provisions will result in bidders being held responsible for all costs required to bring the item(s) in compliance with contract specifications. 2.13. TERMINATION A. FOR DEFAULT If Contractor defaults in its performance under this Contract and does not cure the default within 30 days after written notice of default, the City Manager may terminate this Contract, in whole or in part, upon written notice without penalty to the City of Miami. In such event the Contractor shall be liable for damages including the excess Page 30 of 46 Request for Proposals (RFP) 348322,1 cost of procuring similar supplies or services: provided that if, (1) it is determined for any reason that the Contractor was not in default or (2) the Contractor's failure to perform is without his or his subcontractor's control, fault or negligence, the termination will be deemed to be a termination for the convenience of the City of Miami. B. FOR CONVENIENCE The City Manager may terminate this Contract, in whole or in part, upon 30 days prior written notice when it is in the best interests of the City of Miami. If this Contract is for supplies, products, equipment, or software, and so terminated for the convenience by the City of Miami the Contractor will be compensated in accordance with an agreed upon adjustment of cost. To the extent that this Contract is for services and so terminated, the City of Miami shall be liable only for payment in accordance with the payment provisions of the Contract for those services rendered prior to termination. 2.14. ADDITIONAL TERMS AND CONDITIONS No additional terms and conditions included as part of your solicitation response shall be evaluated or considered, and any and all such additional terms and conditions shall have no force or effect and are inapplicable to this solicitation. 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 that the General Conditions and Special Conditions in this solicitation are the only conditions applicable to this solicitation and that the bidder's/proposer's authorized signature affixed to the bidder's/proposer's acknowledgment form attests to this. If a Professional Services Agreement (PSA) or other Agreement is provided by the City and is expressly included as part of this solicitation, no additional terms or conditions which materially or substantially vary, modify or alter the terms or conditions of the PSA or Agreement, in the sole opinion and reasonable discretion of the City will be considered. Any and all such additional terms and conditions shall have no force or effect and are inapplicable to this PSA or Agreement. 2.15. PRIMARY CLIENT (FIRST PRIORITY) The successful bidder(s)/proposer(s) agree upon award of this contract that the City of Miami shall be its primary client and shall be serviced first during a schedule conflict arising between this contract and any other contract successful bidder(s)/proposer(s) may have with any other cities and/or counties to perform similar services as a result of any catastrophic events such as tornadoes, hurricanes, severe storms or any other public emergency impacting various areas during or approximately the same time. 2.16. CHANGES/ALTERATIONS Proposer may change or withdraw a Proposal at any time prior to Proposal submission deadline; however, no oral modifications will be allowed. Written modifications shall not be allowed following the proposal deadline. 2.17. EVALUATION/SELECTION PROCESS AND CONTRACT AWARD The procedure for response evaluation, selection and award is as follows: (1) Solicitation issued. (2) Receipt of responses --response submittals shall be inclusive of a Technical Proposal and a Price Proposal each of which shall be in properly labeled, separately sealed envelopes. Page 31 of 46 Request for Proposals (RFP) 348322,1 (3) Opening and listing of all responses received. (4) Purchasing staff will review each submission for compliance with the submission requirements of the Solicitation, including verifying that each submission includes all documents required. The Purchasing staff will open, review, and evaluate the Price Proposals and assign points based on the price Evaluation Criteria identified herein RFP. (5) An Evaluation Committee, appointed by the City Manager, comprised of appropriate City Staff and members of the community, as deemed necessary, with the appropriate technical expertise and/or knowledge, shall meet to evaluate each response -- specifically, the Technical Proposal -- in accordance with the requirements of this Solicitation and based upon the Evaluation Criteria as specified herein. At said meeting and immediately thereafter the evaluation of each response, the Purchasing staff shall provide the Evaluation Committee with the points that were assigned to each of the Price Proposals for inclusion of the same as part of the total score and rank each Proposer will receive from the Evaluation Committee. (6) The Evaluation Committee reserves the right, in its sole discretion, to request Proposers to make oral presentations before the Committee as part of the evaluation process. The presentation may be scheduled at the convenience of the Evaluation Committee and shall be recorded. (7) The Evaluation Committee reserves the right to rank the Proposals and shall submit its recommendation to the City Manager for acceptance. If the City Manager accepts the Committee's recommendation, the City Manager's recommendation for award of contract will be posted on the City of Miami Purchasing Department website, in the Supplier Corner, Current Solicitations and Notice of Recommendation of Award Section. The notice of the City Manager's recommendation can be found by selecting the details of the solicitation and is listed as Recommendation of Award Posting Date and Recommendation of Award To fields. If "various" is indicated in the Recommendation of Award To field, the Bidder/Proposer must contact the buyer for that solicitation to obtain the suppliers name. The City Manager shall make his recommendation to the City Commission requesting the authorization to negotiate and/or execute an agreement with the recommended Proposer(s). No Proposer(s) shall have any rights against the City arising from such negotiations or termination thereof. (8) The City Manager reserves the right to reject the Committee's recommendation, and instruct the Committee to re-evaluate and make another recommendation, reject all proposals, or recommend that the City Commission reject all proposals. (9) The City Commission shall consider the City Manager's and Evaluation Committees' recommendation(s) and, if appropriate and required, approve the City Manager's recommendation(s). The City Commission may also reject any or all response. (10) If the City Commission approves the recommendations, the City will enter into negotiations with the selected Proposer(s) for a contract for the required services. Such negotiations may result in contracts, as deemed appropriate by the City Manager. (11) The City Commission shall review and approve the negotiated Contract with the selected Proposer(s). 2.18. ADDITIONAL SERVICES Services not specifically identified in this request may be added to any resultant contract upon successful negotiation and mutual consent of the contracting parties. 2.19. RECORDS During the contract period, and for a least five (5) subsequent years thereafter, Successful Proposer shall provide Page 32 of 46 Request for Proposals (RFP) 348322,1 City access to all files and records maintained on the City's behalf. 2.20. TRUTH IN NEGOTIATION CERTIFICATE Execution of the resulting agreement by the Successful Proposer shall act as the execution of truth -in -negotiation certificate stating that wage rates and other factual unit costs supporting the compensation of the resulting Agreement are accurate, complete, and current at the time of contracting. The original contract price and any additions thereto shall be adjusted to exclude any significant sums by which City determines the contract price was increased due to inaccurate, incomplete, or non -current wage rates and other factual unit costs. All such contract adjustments shall be made within one (1) year following the end of the Agreement. Page 33 of 46 Request for Proposals (RFP) 348322,1 3. Specifications 3.1. SPECIFICATIONS/SCOPE OF WORK The City is seeking the services of a personnel selection Consultant to develop and implement a series of customized examination processes with a parallel form for each exercise for each exam administration, for the classifications of Police Captain and Police Sergeant, on behalf of the Department of Human Resources. During the initial two (2) year term of the contract, it is anticipated the Successful Proposer shall administer one (1) examination for the classification of Police Captain, and one (1) examination for the classification of Police Sergeant. However, it should also be noted that should it be in the City's best interests, and at its sole option, the number of examinations may increase, or decrease accordingly, at anytime throughout the term of the contract, including all extension terms, based upon the needs of the City at that time. The promotional processes for each classification will consist of customized examination processes, and seniority credit for time -in -grade. Promotional scores will be calculated in accordance with Civil Service Rule 6, and if applicable, FOP Union contract with the City. The following are approximations of the number of candidates expected to sit and participate, for each examination process and during each of the anticipated two (2) year contract period: 45 for Police Captain and 350 for Police Sergeant. However, be advised these numbers may be for more or less, depending upon need. 3.2. TESTING PROCEDURE OBJECTIVES The testing procedure for each classification over the life of the contract shall be: 1. Based on a corresponding job analysis for the targeted position. 2. Directly job -related. 3. Reasonably perceived as fair and objective by the candidates. 4. Standardized to ensure comparability of scores across candidates. 5. Developed with input from staff from the Miami Police Department and the Department of Human Resources. 6. Entail multiple assessment measures. 7. Meet the Federal "Uniform Guidelines on Employee Selection Procedures" and current professional standards, including but not limited to, the Society for Industrial and Organizational Psychology "Principles for the Validation and Use of Personnel Selection Procedures", and/or American Educational Research Association/American Psychological Association/National Council on Measurement in Education "Standards for Educational and Psychological Testing." The Consultant must be qualified and experienced in the design and implementation of law enforcement promotional systems. 3.3. TEST DEVELOPMENT REQUIREMENTS The Consultant shall: 1. Abide by timetables outlined herein over the life of the contract and for each classification, with the understanding that timetables outlined herein may be superseded by the current Fraternal Order of Police (FOP) Labor Agreement. These timetables are estimates only and subject to change. The City shall provide reasonable written notice of any changes to specified timetable. 2. Conduct a legally defensible job -analysis according to current professional and legal standards within 75 calendar days after request by the Department of Human Resources (DHR) for both classifications of Police Captain and Police Sergeant. 3. Develop a written examination that is appropriate to directly measure the knowledge, skills, abilities, and other Page 34 of 46 Request for Proposals (RFP) 348322,1 characteristics (KSAOs) identified in the job analysis as necessary to perform the job functions within 130 calendar days of the completion of the job analysis for each classification of Police Sergeant and/or Police Captain. The written examination may act as a hurdle for the classification of Police Sergeant. 4. Develop no less than three (3) assessment center or oral board examination exercises for each examination and for each classification that is appropriate to directly measure the knowledge, skills, abilities, and other characteristics (KSAOs) that are identified in the existing job analysis within 130 calendar days after the completion of the job analysis necessary to perform the job functions for the classifications of Police Captain and Police Sergeant. Consultant will have input from subject matter experts (SMEs) from the Miami Police Department. DHR will have input into the development of examination measures. DHR must approve exercises after Police Department SME input. DHR will have final review of exercises. Each examination process must have a preparation manual/study guide published and delivered to DHR in electronic format by the Test Consultant, with sample exercises, at least 75 days prior to the administration of the examination. Preparation manual/study guide will include, at minimum the following sections: description of the examination, preparation and test strategies for all test components and sample test items/exercises for all test components. All exercises must require responses which are recorded by the candidate on paper and/or verbally to live assessors. 5. Develop one (1) parallel form for each exam exercise, for each classification and for each day of testing that exceeds a one (1) day administration period. In addition, develop one (1) extra form for each and every exercise beyond the number of days of testing that will not be used during the original test administration process. 6. Work with the Miami Police Department and Department of Human Resources to develop one (1) book list for each examination and for each classification based upon the current Job Analysis, if not already developed. The book lists will be a source of examination material for each classification. Each list for each examination and for each classification must be published a minimum of 90 days prior to the administration of the exam. The City will provide the successful proposer with the previous book lists used for each rank. Compare source materials with the job analysis data to ensure that all items, scenarios, exercises, etc. are drawn from included source materials and are representative of the job content. Parallel exercises must also be developed by the Primary Consultant's firm or agency from the booklist. 7. Identify percentage of job domain measured by each customized examination process and for each classification (e.g., simulation, role-play) within 60 days prior to the first day of the administration of the exam. Identify area(s) of job domain not measured by the examination process and identify appropriate measures for assessing that portion of job domain for the classification. Reviews must be based on the current job analysis for the appropriate classification. 8. Prepare and submit for approval to the Department of Human Resources all scripts for all appropriate exercises for all appropriate classifications in electronic format at least 21 calendar days prior to the first examination date. Candidate instructions will be reviewed by the supervisor of the Department of Human Resources, Testing and Validation Division to ensure practicality as well as to assist the Department of Human Resources in examination administration planning. 9. The Project Manager, or the individual as proposed and responsible to work directly with the City on an as -needed basis throughout the life of the contract to perform the scope of services and administer the examination(s) (identified herein as the Primary Consultant), and at least one member of the Primary Consultant's firm or agency shall be present for all days and exercises of the on -site test administration for exercise, for each examination process and for each classification. Both the Primary Consultant and the one additional member from the Primary Consultant's firm or agency shall have a minimum of a Masters degree in Industrial and Organizational Psychology or a closely related field. The number of staff from the Consultant's firm or agency shall be appropriate in a number commensurate with the logistical needs of each situation. The Primary Consultant will be in possession of all materials needed for administration of each exercise for each examination and for each classification. Finding of, and payment for, testing facilities is the responsibility of the City. City staff approved by Page 35 of 46 Request for Proposals (RFP) 348322,1 the Department of Human Resources may be used as proctors for the examination process. The number of City staff approved by the Department of Human Resources may be used as proctors for the examination process will vary with a minimum of four (4) City staff members available for each exercise, for each examination process and for each classification. 10. Successfully implement a hurdle examination process for Police Sergeant in the event that the number of candidates expected to sit and participate in any given examination within the contracted time frame necessitates a hurdle process. 11. Primary Consultant's firm or agency, under the direct supervision of the Primary Consultant, shall support the appeal process in place for all written examinations by conducting a thorough review of all appeals submitted during the appeal process and by providing a written report to the Supervisor of the Testing Division of the DHR in a confidential manner within 30 calendar days after the last day of the written appeal process. The written "Recommendations Report" shall include, but not limited to, the following for all appealed questions: the original item, source(s), keyed answer, a summary of candidate arguments, Psychometric results (proportion selected, overall point-biserial correlations, point-biserial correlations for low and high test performers and overall), conclusion and recommendation (e.g., keep as originally keyed, double -key, delete.) 12. Primary Consultant's firm or agency, under the direct supervision of the Primary Consultant, shall score each examination for each classification and generate descriptive statistics such as means and standard deviations. Primary Consultant shall analyze the scores from each examination process to determine the extent to which group means differ by ethnicity/race and by gender for each classification, present said analyses to DHR for review, and include all said analyses in the final report. Analyses to include, but not limited to: adverse impact, validity, and exercise and examination reliability by sub -dimension and overall, item difficulty, item descriptives, and item homogeneity, etc., where applicable. 13. Primary Consultant shall ensure that all scoring calculations and results are error -free and completed within 14 days after the last day of exam administration for an examination process that does not include an appeal or hurdle process. Primary Consultant shall ensure that all scoring calculations and results are error -free and completed within 14 days after a final determination of the written exam appeal committee for an examination process that includes an appeal process. 14. Data entry and scoring is to be completed by at least two different employees of the Primary Consultant's firm or agency working independently with results matched for agreement. Any and all discrepancies in data -entry, scoring calculations and scoring results shall be resolved quickly in a fair and unbiased manner by the Primary Consultant who shall have a minimum of a Masters degree in Industrial and Organizational Psychology or closely related field. 15. Primary Consultant shall provide a written recommendation for the cutoff score to Testing Division staff of the DHR within 14 days after the administration of the exam for each customized examination process, for each classification and provide written rationale for each recommendation given including the establishment of the cutoff score. All cutoff scores recommended by the Primary Consultant must be based on the results of an appropriate validation study conducted according to professional guidelines, principles and standards. The Department of Human Resources reserves the right to review and approve the recommended cutoff point for each examination process. 16. Primary Consultant or qualified consultant's representative shall provide an on -site orientation program for each examination, for each classification to ensure that all candidates receive uniform and relevant information for the applicable examination within 40 days prior to the administration of the exam. The orientation will be presented on multiple days and include written guidelines and rules that will govern each exam administration of each examination process for each classification and prepare a written "Questions and Answers" packet for each exam process for each classification. The "Questions and Answers" packet is a document consisting of questions raised by attendees at the candidate tutorial sessions provided by the vendor and their answers. The "Questions and Answers" packet also contains relevant questions and answers from a bank that was asked by past candidates. The City will Page 36 of 46 Request for Proposals (RFP) 348322,1 provide the vendor with `banked' questions and answers. The vendor is also expected to make the PowerPoint slides from the candidate tutorial sessions available to all interested candidates, regardless of attendance at a tutorial session. Each "Questions and Answers" packet (i.e., Questions and Answers document as well as the tutorial session PowerPoint slides) must be submitted by the Primary Consultant to Testing Division staff in the DHR at least 30 days prior to each test administration for each classification and will summarize the questions raised at the on -site orientation supplemented with pertinent questions from past orientations and provide responses to each question. 17. Consultant shall contact, screen, select, secure, obtain, train and ensure the presence of individuals from the law enforcement community to serve as assessors/role players/raters for each exercise, for each exam for each classification, where applicable, pending approval of the Testing Division staff of the DHR. All assessors will be from (a) United States agencies, (b) comparable in size and/or selected demographics (e.g., ethnicity, race, gender) to the Miami Police Department, (c) outside of the State of Florida, and (d) of the same rank or higher rank as the classification being tested. Every effort must be made by the Primary Consultant to ensure that each exam process for each classification has appropriate ethnic/racial and gender representation among assessors used in exercises for each classification. The selection and training of potential assessors/role players/raters and the ethnic/racial and gender background making up the assessor panel must be approved by the Department of Human Resources for each classification process a minimum of 45 days prior to each exam administration for each classification. The Department of Human Resources reserves the right to require that consultants use separate role players from that of assessors. It is preferred that individuals serve as either an assessor or a role player but not in both capacities. A minimum of three (3) assessors must participate in training and assessment for all exercises with the exception of the Letter or Memo Writing, Simulation, or other DHR approved exercise(s) for which a minimum of two (2) assessors must participate in training and assessment. The City reserves the right to require that the Primary Consultant contact, screen, select, secure, obtain, train and ensure the presence of an additional assessor and/or role player and/or rater for each exercise for each exam for each classification to serve as an alternate should a primary assessor and/or role player and/or rater be unable to carry out their duties as an assessor and/or a role player and/or a rater, respectively. Primary consultant will develop and otherwise prepare and administer assessors/role players/raters training materials, and administer training for assessors/role players/raters. Primary consultant will photocopy, duplicate, collate, organize, prepare and otherwise be responsible for all related clerical duties surrounding the preparation of assessor/role player/rater materials for the purpose of training, administration and for additional assessors/role players/raters where proposed and appropriate to the task. The City reserves the right to have representation present from the Department of Human Resources, Testing and Validation Division at any and all processes that involve assessors/role players/raters, including but not limited to orientations and/or training sessions and/or selection proceedings and/or assessment processes and/or scoring. The same number of assessors/role players/raters must be used to assess every candidate participating in a specific exercise requiring assessors/role players/raters for each classification, respectively and as applicable. Candidates will be scored by the same assessors/role players/raters for each exercise of each exam for each classification. The cost of one alternate assessor and/or rater and a sufficient number of role players shall be included in the pricing, should the Proposer's submission require the use of assessors and/or role players and/or raters. 18. The Primary Consultant shall provide evidence (e.g., statistics) supporting the content validity and reliability of each exam for each classification in a separate final report to the Department of Human Resources, Testing and Validation Division. Actual scores for each candidate including, but not limited to raw, standardized, and computed, must be provided to the City for each candidate for each exercise for each exam in each classification within 14 days following completion of the exam administration. In addition, the Primary Consultant shall provide recommendations in the final report to assist the City with preparing examination candidates for future processes. This report should include sufficient information to assist the City in developing future training programs for promotional candidates for each exam for each classification. 19. The Primary Consultant shall establish the content validity for each exam for each classification by documenting the links between the Job Analysis and examination process and exercises in accordance with the Federal "Uniform Page 37 of 46 Request for Proposals (RFP) 348322,1 Guidelines on Employee Selection Procedures" and current professional standards including, but not limited to, the Society for Industrial and Organizational Psychology "Principles for the Validation and Use of Personnel Selection Procedures", and/or American Educational Research Association/American Psychological Association/National Council on Measurement in Education "Standards for Educational and Psychological Testing." This information shall be included in each final report along with documentation of exam development, administration, scoring for all exams, exercises, components, etc. Submit a camera-ready copy and electronic copy of the final validation report within 60 days after the last day of each examination administration. The final report shall also include a detailed explanation of any and all controls and safeguards used to eliminate rater errors or other biases and ensure accurate analytical interpretation and completeness. 20. The Primary Consultant or qualified individual from the Primary Consultant's firm or agency shall provide three 8-hour days of post-test consultation inclusive in proposed fees, as well as maintaining fixed and firm fees throughout the initial term of the contract for the Specifications/Scope of Work cited herein, including any additional work as necessary. The Primary Consultant shall, as part of the Contract, agree to appear on the City's behalf as an expert witness in the event of any litigation arising from any of the examination processes for each classification. The Primary Consultant agrees to appear for a total time of three (3) days up to eight (8) hours per day without any additional financial costs to the City. The Primary Consultant shall be responsible for transportation, lodging, and meals. After the three (3) days have been utilized, the Primary Consultant shall be allowed to charge the City his or her reasonable daily rate at time of Contract for any additional days for the services relating to litigation and/or appearing as an expert witness; said appearance and resulting costs have to be approved by the City in advance of travel. The Consultant shall be responsible for travel time, transportation, lodging and meals during the first three (3) days of post-test consultation. Reasonable travel expenses, a rental car allowance, hotel accommodations, and a meal allowance for appearances arising from litigation shall be paid to the Primary Consultant by the City as additional costs upon approval by the City and in accordance with § 112.061, Florida Statutes. 21. The Primary Consultant shall propose a fixed and firm lock rate for all exams within the time period of the contract. 22. The Primary Consultant shall furnish all equipment, materials, supervision or supplies necessary for completion of all the services specified in this RFP. Failure to possess the necessary materials and equipment in order to satisfactorily perform the services may result in the default/termination of contract and/or postponement of payments and/or postponement of test. Consequently, the Primary Consultant must develop, validate and administer, etc. a new examination with all applicable exercises at no cost to the City within an expedient time frame. Should a re -administration occur as a result of default herein, the Primary Consultant agrees to waive any and all fees related to Item #20 regarding fee charges beyond the three 8-hour days of service for expert testimony and/or litigation arising as a result of the re-examination for each classification. 23. All work shall be performed by, or under the direct supervision of, the Primary Consultant. All associates utilized on each project must have earned a minimum of a Masters degree in Industrial and Organizational Psychology or closely related field. Work of a clerical nature or involving data -entry shall not require associates with a minimum of a Masters degree in Industrial and Organizational Psychology or closely related field. Scoring calculations and results shall be ensured by the Primary Consultant who shall have earned a minimum of a Masters degree in Industrial and Organizational Psychology or closely related field. All work performed must conform to the ethical and professional guidelines, principles, and standards outline in the Federal "Uniform Guidelines on Employee Selection Procedures" and current professional standards including, but not limited to, the Society for Industrial and Organizational Psychology "Principles for the Validation and Use of Personnel Selection Procedures", and/or American Educational Research Association/American Psychological Association/National Council on Measurement in Education "Standards for Educational and Psychological Testing." 24. Should the Primary Consultant leave the employ of the Successful Proposer during the initial and extension Page 38 of 46 Request for Proposals (RFP) 348322,1 term(s) of the contract, as applicable, the City reserves the right to approve, or not approve, its replacement. In addition, the City reserves the right to seek a replacement of the Primary Consultant, should the City determine he/she is not performing in accordance with the terms and conditions of the scope of work/services. 3.4. TEST SCHEDULE The test schedule as identified herein is subject to change by the City throughout the duration of the contract, including extensions. However, the initial examination for Police Captain and for Police Sergeant during the initial two (2) years of the contract is expected to be completed by the end of 2014. Project Schedule: Included in this RFP is an anticipated project schedule of events or process milestones that illustrates the rime -frame requirements for conducting the work described above. Work is anticipated to begin, following successful contract execution, during the month of June 2013 for the administration of the initial examination for the classifications of Police Captain. Work is anticipated to begin, following successful contract execution, duringthemonth of May 2013 for the classification of Police Sergeant. Proposer must submit a proposed timeline outlining the anticipated services and activities of their proposal and duration, subject to Department of Human Resources' approval within 130 calendar days of the earliest exam date. Proposed timeline shall include, but is not limited to, treatment of the following areas: details of exam format(s), job analytic task groups by exam component, description of all exams/exercises/components, candidate performance evaluation, test development, KSAOs per task group and per exam component, target ability and knowledge areas by exercise, project schedule, etc. See below for a more detailed, approximate timeline for the administration of the examinations for both classifications. These dates are approximate only, and subject to change. The development, administration and scoring of subsequent examination processes (i.e., the second, third and fourth promotional examination processes) for the Police Captain and/or Police Sergeant classifications is subject to contract renewal by the City at its discretion. POLICE CAPTAIN Activity Anticipated Date(s) Conduct Job Analysis June 2013 — August 2013 Written Exam and Oral Board Development for Exam #1 November 2013 — February 2014 Administer Exam #1 March 2014 Establish Eligibility Register #1 April 2014 Written Exam and Oral Board Development for Exam #2 November 2015 — February 2016 Administer Exam #2 March 2016 Establish Eligibility Register #2 April 2016 Written Exam and Oral Board Development for Exam #3 November 2017 — February 2018 Administer Exam #3 March 2018 Page 39 of 46 Request for Proposals (RFP) 348322,1 Establish Eligibility Register 43 April 2018 Written Exam and Oral Board Development for Exam #4 November 2019 — February 2020 Administer Exam #4 March 2020 Establish Eligibility Register #4 April 2020 POLICE SERGEANT Activity Anticipated Datc(s) Conduct Job Analysis for Exam #1 May 2013 — July 2013 Written Exam and Oral Board Development for Exam #1 September 2013 — December 2013 Administer Written Exam # 1 January 2014 Administer Oral Boards #1 February 2014 Establish Eligibility Register #1 March 2014 Written Exam and Oral Board Development for Exam #2 September 2015 — December 2015 Administer Written Exam #2 January 2016 Administer Oral Boards #2 February 2016 Establish Eligibility Register #2 March 2016 Written Exam and Oral Board Development for Exam #3 September 2017 — December 2017 Administer Written Exam #3 January 2018 Administer Oral Boards #3 February 2018 Establish Eligibility Register #3 March 2018 Written Exam and Oral Board Development for Exam #4 September 2019 — December 2019 Administer Written Exam #4 January 2020 Administer Oral Boards #4 February 2020 Establish Eligibility Register #4 March 2020 Page 40 of 46 Request for Proposals (RFP) 348322,1 Page 41 of 46 Request for Proposals (RFP) 348322,1 4. Submission Requirements 4.1. SUBMISSION REQUIREMENTS Instructions to Proposers: Proposers should carefully follow the format and instructions outlined below, observing format requirements where indicated. Proposals must contain the information itemized below and in the order indicated. This information should be provided for the Proposer and any Sub -Contractors to be utilized for the work contemplated by this RFP. Proposals submitted which do not include the following items may be deemed non -responsive and may not be considered for contract award. The response to this solicitation should be presented in the following format. Failure to do so may deem your Proposal non -responsive. ALL RESPONSES WILL BE SUBMITTED IN HARDCOPY FORMAT ONLY TO INCLUDE ONE ORIGINAL AND SEVEN (7) COPIES. NO ON-LINE SUBMITTALS WILL BE ACCEPTED. 1. Cover Page The Cover Page should include the Proposer's name; Contact Person for the RFP; Firm's Liaison for the Contract; Primary Office Location; Local Business Address, if applicable; Business Phone and Fax Numbers, if applicable Email addresses; Title of RFP; RFP Number; Federal Employer Identification Number or Social Security Number. 2. Table of Contents The table of contents should outline, in sequential order, the major sections of the Proposal as listed below, including all other relevant documents requested for submission. All pages of the Proposal, including the enclosures, should be clearly and consecutively numbered and correspond to the table of contents. 3. Executive Summary: A signed and dated summary of not more than two (2) pages containing the Proposer's Qualifications; Primary Consultant's Experience; Description of Proposed Testing Processes; Implementation Strategy; Ability to Perform Work with the Contract Time Frame; and Work Samples, as contained in the submittal. Proposer should include the name of the organization, business phone, fax, and email address, contact person, and Primary Consultant. 4. Proposer's Qualifications ("Proposer" refers to the Business Organization which employs primary consultant and consulting team members ): a) Describe the Proposer's organization, history and background, tax status, principals, owners, board of directors and/or board of trustees, and number of professionals employed, by EEO job classification, ethnicity, race and gender. b) Provide date Proposer was incorporated/organized; State(s) incorporated/organized in; c) Describe the firm's organizational history and structure; indicate whether the City has awarded previously any contracts to the firm. d) Submit a summary list of all full-time employees, who will be assigned to the City's project, by name, occupational title, EEO job classification, ethnicity, race and gender. e) Indicate the location of the firm where the work will be performed. f) Describe the members of the consulting Team and explaining the firm's interest in performing the required professional services. Include copies of resumes for those individuals who will perform services, detailing educational background, test development experience, and experience with content validity approach. g) List current and previous clients, including the names of contact personnel and their telephone numbers. (The City reserves the right to contact these clients as part of the evaluation process.) Clearly state Police -related Page 42 of 46 Request for Proposals (RFP) 348322,1 experience. h) Provide two (2) letters of reference on letterhead preferably from governmental entities of a similar size and for whom similar services have been performed, for the past three (3) years. Letters should reflect experience in performing similar work in the past, and should contain the nature of the work performed by the Proposer; the date the work was performed; value of contract if known; quality of work performed; and the timeliness for the initiation and completion of this work. All references may be verified by the City for authenticity and quality of work performed by Proposer. i) List all lawsuits and the disposition of the lawsuits relating to employment testing filed against the firm or agency. j) Address the above -listed items for sub -consultant firms proposed, as applicable. Provide a current resume of any Sub -Consultants. Include by EEO job classification, ethnicity, race and gender. Should Proposer propose to utilize a Sub-Consultant(s) to perform any of the services, and Proposer must identify Sub-Consultant(s) and those services to be performed. Proposer must provide Sub-Consultant(s) qualifications and experience in detail, highlighting the experience in various subjects/issues as addressed in this RFP and those services anticipated to be performed by the Sub-Consultant(s). The City reserves the right to contact any reference as part of the evaluation process. 5. Primary Consultant's Experience. a) Detail all experience of Primary Consultant as it relates to projects of similar complexity and scope. Clearly state Police -related experience, particularly as it relates to examination processes for Police Captain and Sergeant. b) Provide a Qualifications summary of the Primary Consultant who will be designated as the lead individual(s) to conduct the work for the City in the form of a resume including educational history, experience with content validity, test development history, and as it relates to proposed project. Clearly identify the nature of the work he/she will perform. c) Provide a complete list of clients for which Primary Consultant has provided similar services as required in this RFP. This list should include those governmental entities of a similar size and diverse population to the City for which services have been performed during the past three (3) years. Include the overall value of the contract, dates of engagement, overall tasks performed, and include the address, phone number(s) and contact persons within each organization. The City reserves the right to contact any reference as part of the evaluation process. d) Provide summary of all litigation experience in which the Primary Consultant served as an expert witness in employment -related testing. e) List all lawsuits and the disposition of lawsuits filed against the Primary Consultant relating to employment testing. 6. Description of Proposed Testing Processes: a) Provide summary of testing processes proposed for the classification of Police Captain and Sergeant . b) Provide summary of previous relevant experience to include an explanation of the content validity process to be utilized linking the City's Job Analysis/es to each Police Captain and Sergeant examination processes proposed, and explanation of scoring methodology for examination processes. c) Provide the names of individuals to be assigned to this project, the amount of time each will be assigned to the project, their qualifications including academic credentials, project roles and ethnic and gender identification. 7. Implementation Strat= Provide summaries of administration/implementation plans for proposed testing processes for Police Captain and Sergeant. Page 43 of 46 Request for Proposals (RFP) 348322,1 8. Ability to Perform Work within the Contract Time Frame Provide timetable for project completion including benchmarks. List timetable utilizing calendar date(s) per activity completion for the initial examination process for the classification of Police Captain and Sergeant. 9. Work Samples: Provide sample exercises/work sample of each of the examination process proposed, for Police Captain and Sergeant. 10. Local Preference, if applicable For Proposers seeking local preference consideration in the evaluation process, the following information must be provided with proposal. a. State the Primary Office Location of the Propoer. b. Provide location from which the Proposer will be based to perform the work. In order to receive any local preference points, the proposer must have a local office as defined in the Code of the City of Miami. Proposer must submit a copy of the City of Miami Business Tax Receipt and Certificate of Use at the time of proposal submittal if claiming local preference. 11. Trade Secrets Execution to Public Records Disclosure All Proposals submitted to the City are subject to public disclosure pursuant to Chapter 119, Florida Statutes. An exception may be made for "trade secrets." If the Proposal contains information that constitutes a "trade secret", all material that qualifies for exemption from Chapter 119 must be submitted in a separate envelope, on each page clearly identified as "TRADE SECRETS EXCEPTION," with your firm's name and the RFP number marked on the outside. Please be aware that the designation of an item as a trade secret by you may be challenged in court by any person. By your designation of material in your Proposal as a "trade secret" you agree to indemnify and hold harmless the City for any award to a plaintiff for damages, costs or attorney's fees and for costs and attorney's fees incurred by the City by reason of any legal action challenging your claim. THE FOLLOWING MUST BE SUBMITTED WITH YOUR PROPOSAL IN A SEPARATE SEALED ENVELOPE. FAILURE TO DO SO MAY DEEM THE PROPOSAL NON -RESPONSIVE. 12. Price Proposal The Price Proposal Form attached hereto and labeled Attachment A, shall be provided as part of the response submittal in a properly labeled, separately sealed envelope. Proposer shall provide an all-inclusive Cost/Fee Per Examination, inclusive of all proposed costs, for each of the classifications of Police Captain and Sergeant, for the work as proposed by Proposer. In addition to the Price Proposal Form, the proposed Cost/Fee Per Examination shall be provided which details, for each exam, a clear accounting and breakdown of all costs and fees associated with the completion of this project. All costs must be itemized on a per activi1y basis including job analysis (e.g., information gathering, development of assessment measures, oral board administration, scoring, report development, travel and accommodations, daily rate of compensation for appearance, etc.) including the overall total cost for each to develop and implement a customized examination process for both Police Captain and Sergeant(e.g., materials production, mailing, telephone, other communication costs between the Proposer and the City) that is specific to the format proposed for project completion. During the initial two (2) year term of the contract and where it is anticipated, the Successful Proposer shall provide one (1) examination for each of the classifications of Police Captain and Sergeant. The fees proposed by Proposer(s) and negotiated with the City shall remain fixed and firm. However, subject to further negotiations with Page 44 of 46 Request for Proposals (RFP) 348322,1 the City, the City gjay authorize a cost of living increase not to exceed 5% for each set of examination processes thereafter, during the initial and/or any extension terms, excluding the initial proposed fees for a Job Analysis(es) for classification. Failure to provide costs/fees shall deem your Proposal non -responsive. Page 45 of 46 Request for Proposals (RFP) 348322,1 5. Evaluation Criteria 5.1. EVALUATION CRITERIA The Evaluation Committee shall evaluate, score, and rank all responsive proposals as follows: A. Technical Proposal (110 Points) Concerning this initial phase of the evaluation, the Evaluation Committee will evaluate and rate all proposals based on the criteria listed immediately below in this section. A Proposer may receive the maximum number of points or a portion thereof dependent upon the merit of its Technical Proposal, as determined by the Evaluation Committee. This phase of the evaluation process will consist of a review of the Proposer's Qualifications, Primary Consultant's Experience, Description of Proposed Testing Processes, Implementation Strategy, Ability to Perform Work within the Contract Time Frame, Work Samples, and Local Preference (if applicable), to assure quality services. Upon completion of this phase of the evaluation, including the scoring and ranking, the Committee may choose to conduct oral presentation(s) with the Proposer(s), which the Evaluation Committee warrants for further consideration. B. Price Proposal (15 Points) Concerning this phase of the evaluation, Price Proposals shall be analyzed based on a comparison of the "Price Proposals" received. The lowest "Price Proposal" shall be given the whole of the maximum possible fifteen (15) points. Concerning the "Price Proposal" attached herein the Header section of this RFP, the "Total Estimated Examinations" is based on a eight (8) year usage analysis. For the listed classification, the multiplication of the "Cost/Fee Per Examination", and the previously referenced "Total Estimated Examinations" results in the "Extended Amounts". The "Extended Amounts" Total constitutes the Proposer's "Price Proposal" and is then applied to the following formula to determine the Proposer's "Price Proposal Points": (LOWEST "PRICE PROPOSAL"/PROPOSER'S "PRICE PROPOSAL") x 15 POINTS (MAXIMUM PRICE PROPOSAL POINTS) = PROPOSER'S "PRICE PROPOSAL POINTS" This calculation will yield the "Proposer's Price Proposal Points" at an amount equal to or less than the total possible "Maximum Price Proposal Points". The points from both of the aforementioned phases of the evaluation will be added resulting in the Total Points for the whole of the Proposer's response submittal. The Evaluation Committee reserves the right to score and rank more or less than three (3) firms as it may deem in the City's best interest. CRITERIA A. Technical Proposal POINTS 110 1. Proposer's Qualifications (10 points) 2. Primary Consultant's Experience (20 points) 3. Description of Proposed Testing Processes (15 points) 4. Implementation Strategy (20 points) 5. Ability to Perform Work within the Contract Time Frame (20 points) 6. Work Samples (20 points) 7. Local Preference, if applicable (5 points) B. Price Proposal 15 TOTAL 125 Page 46 of 46 RFP NO. 348322 ATTACHMENT A PRICE PROPOSAL FORM REQUEST FOR PROPOSALS (RFP) 348322 FOR POLICE CAPTAIN AND SERGEANT EXAMINATION PROCESSES CLASSIFICATION COST/FEE PER EXAMINATION TOTAL ESTIMATED EXAMINATIONS EXTENDED AMOUNTS Police Captain 4 Police Sergeant 4 TOTAL PRICE PROPOSAL THE MULTIPLICATION OF THE "COST/FEE PER EXAMINATION", AND THE "TOTAL ESTIMATED EXAMINATIONS" RESULTS IN THE "EXTENDED AMOUNTS". THE "EXTENDED AMOUNTS" TOTAL CONSTITUTES THE PROPOSER'S "TOTAL PRICE PROPOSAL" AND IS THEN APPLIED TO THE FOLLOWING FORMULA TO DETERMINE THE PROPOSER'S "PRICE PROPOSAL POINTS": (LOWEST "PRICE PROPOSAL"/PROPOSER'S "PRICE PROPOSAL") x 15 POINTS (MAXIMUM PRICE PROPOSAL POINTS) = PROPOSER'S "PRICE PROPOSAL POINTS". Company Name: Company Contact Signature: Company Contact Name: Date: ATTACHMENT B RFP348322 PROFESSIONAL SERVICES AGREEMENT Form I(a) This Professional Services Agreement is entered into this day of , 201 (but effective as of ) by and between the City of Miami, a municipal corporation of the State of Florida ("City") and , a corporation ("Provider"). RECITAL A. The City has issued a Request for Proposals No. XXXXXX ("RFP") for the provision of Police Department test services for Police Captain and Police Sergeant ("Services") and Provider's proposal ("Proposal"), in response thereto, has been selected as the most qualified proposal for the provision of the Services. The RFP and the Proposal are sometimes referred to herein, collectively, as the Solicitation Documents, and are by this reference incorporated into and made a part of this Agreement. B. The Commission of the City of Miami, by Resolution No. adopted on , 201, approved the selection of Provider and authorized the City Manager to execute a contract, under the terms and conditions set forth herein. NOW, THEREFORE, in consideration of the mutual covenants and promises herein contained, Provider and the City agree as follows: TERMS 1. RECITALS: The recitals are true and correct and are hereby incorporated into and made a part of this Agreement. 2. TERM: The term of this Agreement shall be for two (2) years with an option for three (3) additional two (2) year periods commencing on the effective date which shall be when this Agreement is fully executed. 3. OPTION TO EXTEND: The City shall have three (3) option(s) to extend the term hereof for a period of two (2) years each, subject to availability and appropriation of funds. City Commission approval shall not be required as long as the total extended term does not exceed eight (8) years and additionally as long as the amount of compensation does not exceed S 4. SCOPE OF SERVICE: A. Provider agrees to provide the Services as specifically described, and under the special terms and conditions set forth in Attachment "A" hereto, which by this reference is incorporated into and made a part of this Agreement. B. Provider represents and warrants to the City that: (i) it possesses all qualifications, licenses and expertise required under the Solicitation Documents for the performance of the Services; (ii) it is not delinquent in the payment of any sums due the City, including payment of permit fees, occupational licenses, etc., nor in the performance of any obligations to the City; (iii) all personnel assigned to perform the Services are and shall be, at all times during the term hereof, fully qualified and trained to perform the tasks assigned to each; and (iv) the Services will be performed in the manner described in Attachment "A". 5. COMPENSATION: A. The amount of compensation payable by the City to Provider shall be based on the rates and schedules described in Attachment "B" hereto, which by this reference is incorporated into this Agreement; provided, however, that in no event shall the amount of Doc. No.: 348322 2 compensation throughout the contract term and renewal options cumulatively exceed E19 B. Unless otherwise specifically provided in Attachment "B", payment shall be made within forty five (45) days after receipt of Provider's proper invoice, as that term is defined by the Local Government Prompt Payment Act, Section 218.70, et. seq., Florida Statutes, which shall be accompanied by sufficient supporting documentation and contain sufficient detail, to allow a proper audit of expenditures, should City require one to be performed. If Provider is entitled to reimbursement of travel expenses (i.e., Attachment "B" includes travel expenses as a specific item of compensation), then all bills for travel expenses shall be submitted in accordance with Section 112.061, Florida Statutes. 6. OWNERSHIP OF DOCUMENTS: Provider understands and agrees that any information, document, report or any other material whatsoever which is given by the City to Provider or which is otherwise obtained or prepared by Provider pursuant to or under the terms of this Agreement is and shall at all times remain the property of the City. Provider agrees not to use any such information, document, report or material for any other purpose whatsoever without the written consent of City, which may be withheld or conditioned by the City in its sole discretion. 7. AUDIT AND INSPECTION RIGHTS: A. The City may, at reasonable times, and for a period of up to three (3) years following the date of final payment by the City to Provider under this Agreement, audit, or cause to be audited, those books and records of Provider which are related to Provider's performance under this Agreement. Provider agrees to maintain all such books and records at its principal place of business for a period of three (3) years after final payment is made under this Doc. No.: 348322 3 Agreement. All audits shall be subject to and made in accordance with the provisions of Section 18-102 of the Code of the City of Miami, Florida, as same may be amended or supplemented from time to time. B. The City may, at reasonable times during the term hereof, inspect Provider's facilities and perform such tests, as the City deems reasonably necessary, to determine whether the goods or services required to be provided by Provider under this Agreement conform to the terms hereof and/or the terms of the Solicitation Documents, if applicable. Provider shall make available to the City all reasonable facilities and assistance to facilitate the performance of tests or inspections by City representatives. All tests and inspections shall be subject to, and made in accordance with, the provisions of Section 18-100 and 18-101 of the Code of the City of Miami, Florida, as same may be amended or supplemented, from time to time. 8. AWARD OF AGREEMENT: Provider represents and warrants to the City that it has not employed or retained any person or company employed by the City to solicit or secure this Agreement and that it has not offered to pay, paid, or agreed to pay any person any fee, commission, percentage, brokerage fee, or gift of any kind contingent upon or in connection with, the award of this Agreement. 9. PUBLIC RECORDS: Provider understands that the public shall have access, at all reasonable times, to all documents and information pertaining to City contracts, subject to the provisions of Chapter 119, Florida Statutes, and agrees to allow access by the City and the public to all documents subject to disclosure under applicable law. Provider's failure or refusal to comply with the provisions of this section shall result in the immediate cancellation of this Agreement by the City. Doc. No.: 348322 4 10. COMPLIANCE WITH FEDERAL, STATE AND LOCAL LAWS: Provider understands that agreements between private entities and local governments are subject to certain laws, codes, rules and regulations, including, without limitation, laws pertaining to public records, conflict of interest, record keeping, etc. City and Provider agree to comply with and observe all applicable laws, codes and ordinances as they may be amended from time to time. 11. INDEMNIFICATION: Provider shall indemnify, defend and hold harmless the City and its officials, employees and agents (collectively referred to as "Indemnitees") and each of them from and against all loss, costs, penalties, fines, damages, claims, expenses (including attorney's fees) or liabilities (collectively referred to as "Liabilities") by reason of any injury to or death of any person or damage to or destruction or loss of any property arising out of, resulting from, or in connection with (i) the performance or non-performance of the services contemplated by this Agreement which is or is alleged to be directly or indirectly caused, in whole or in part, by any act, omission, default or negligence (whether active or passive) of Provider or its employees, agents or subcontractors (collectively referred to as "Provider"), regardless of whether it is, or is alleged to be, caused in whole or part (whether joint, concurrent or contributing) by any act, omission, default or negligence (whether active or passive) of the Indemnitees, or any of them or (ii) the failure of the Provider to comply with any of the paragraphs herein or (iii) the failure of the Provider to conform to statutes, ordinances, or other regulations or requirements of any governmental authority, federal or state, in connection with the performance of this Agreement. Provider expressly agrees to indemnify and hold harmless the Indemnitees, or any of them, from and against all liabilities which may be asserted by an employee or former employee of Provider, or any of its subcontractors, as provided above, for Doc. No.: 348322 5 which the Provider's liability to such employee or former employee would otherwise be limited to payments under state Workers' Compensation or similar laws. 12. DEFAULT: If Provider fails to comply with any term or condition of this Agreement, or fails to perform any of its obligations hereunder, then Provider shall be in default. Upon the occurrence of a default hereunder the City, in addition to all remedies available to it by law, may immediately, upon written notice to Provider, terminate this Agreement whereupon all payments, advances, or other compensation paid by the City to Provider while Provider was in default shall be immediately returned to the City. Provider understands and agrees that termination of this Agreement under this section shall not release Provider from any obligation accruing prior to the effective date of termination. Should Provider be unable or unwilling to commence to perform the Services within the time provided or contemplated herein, then, in addition to the foregoing, Provider shall be liable to the City for all expenses incurred by the City in preparation and negotiation of this Agreement, as well as all costs and expenses incurred by the City in the procurement of the Services, including consequential and incidental damages. 13. RESOLUTION OF CONTRACT DISPUTES: Provider understands and agrees that all disputes between Provider and the City based upon an alleged violation of the terms of this Agreement by the City shall be submitted to the City Manager for his/her resolution, prior to Provider being entitled to seek judicial relief in connection therewith. In the event that the amount of compensation hereunder exceeds $25,000, the City Manager's decision shall be approved or disapproved by the City Commission. Provider shall not be entitled to seek judicial relief unless: (i) it has first received City Manager's written decision, approved by the City Commission if the amount of compensation hereunder exceeds $25,000, or (ii) a period of sixty (60) days has expired, after submitting to the City Manager a detailed statement of the dispute, Doc. No.: 348322 6 accompanied by all supporting documentation (90 days if City Manager's decision is subject to City Commission approval); or (iii) City has waived compliance with the procedure set forth in this section by written instruments, signed by the City Manager. 14. CITY'S TERMINATION RIGHTS: A. The City shall have the right to terminate this Agreement, in its sole discretion, at any time, by giving written notice to Provider at least five (5) business days prior to the effective date of such termination. In such event, the City shall pay to Provider compensation for services rendered and expenses incurred prior to the effective date of termination. In no event shall the City be liable to Provider for any additional compensation, other than that provided herein, or for any consequential or incidental damages. Provider shall have recourse against the City for a termination under this Section except to be paid any compensation for services incurred and due prior to the date of termination. B. The City shall have the right to terminate this Agreement, without notice to Provider, upon the occurrence of an event of default hereunder. In such event, the City shall not be obligated to pay any amounts to Provider and Provider shall reimburse to the City all amounts received while Provider was in default under this Agreement. 15. INSURANCE: Provider shall, at all times during the term hereof, maintain insurance coverage and limits of insurance in accordance to Insurance Exhibit C. All such insurance, including renewals, shall be subject to the approval of the City for adequacy of protection and evidence of such coverage shall be furnished to the City on Certificates of Insurance indicating such insurance to be in force and effect and providing that it will not be canceled during the performance of the services under this contract without thirty (30) calendar days prior written notice to the City. Completed Certificates of Insurance shall be filed with the Doc. No.: 348322 7 City prior to the performance of services hereunder, provided, however, that Provider shall at any time upon request file duplicate copies of the policies of such insurance with the City. If, in the judgment of the City, prevailing conditions warrant the provision by Provider of additional liability insurance coverage or coverage which is different in kind, the City reserves the right to require the provision by Provider of an amount of coverage different from the amounts or kind previously required and shall afford written notice of such change in requirements thirty (30) days prior to the date on which the requirements shall take effect. Should the Provider fail or refuse to satisfy the requirement of changed coverage within thirty (30) days following the City's written notice, this Contract shall be considered terminated on the date that the required change in policy coverage would otherwise take effect. 16. NONDISCRIMINATION: Provider represents and warrants to the City that Provider does not and will not engage in discriminatory practices and that there shall be no discrimination in connection with Provider's performance under this Agreement on account of race, color, sex, religion, age, handicap, marital status or national origin. Provider further covenants that no otherwise qualified individual shall, solely by reason of his/her race, color, sex, religion, age, handicap, marital status or national origin, be excluded from participation in, be denied services, or be subject to discrimination under any provision of this Agreement. 17. ASSIGNMENT: This Agreement shall not be assigned by Provider, in whole or in part, without the prior written consent of the City's, which may be withheld or conditioned, in the City's sole discretion. 18. NOTICES: All notices or other communications required under this Agreement shall be in writing and shall be given by hand -delivery or by registered or certified U.S. Mail, return receipt requested, addressed to the other parry at the address indicated herein or to such other Doc. No.: 348322 8 address as a parry may designate by notice given as herein provided. Notice shall be deemed given on the day on which personally delivered; or, if by mail, on the fifth day after being posted or the date of actual receipt, whichever is earlier. TO PROVIDER: TO THE CITY: Johnny Martinez, P.E. City Manager 3500 Pan American Drive Miami, Florida 33133 Julie O. Bru City Attorney 444 SW 2nd Avenue, 9 h Floor Miami, Florida 33130 Beverly Pruitt Human Resources Director City of Miami 444 SW 2nd Avenue, 7t' Floor Miami, Florida 33130 19. NHSCELLANEOUS PROVISIONS: A. This Agreement shall be construed and enforced according to the laws of the State of Florida. Venue in all proceedings shall be in Miami -Dade County, Florida and the parties agree to the use of this venue. In any civil action or other proceedings between the parties arising out of the Agreement, each party shall bear its own attorney's fees. B. Title and paragraph headings are for convenient reference and are not a part of this Agreement. C. No waiver or breach of any provision of this Agreement shall constitute a waiver of any subsequent breach of the same or any other provision hereof, and no waiver shall be effective unless made in writing. Doc. No.: 348322 9 D. Should any provision, paragraph, sentence, word or phrase contained in this Agreement be determined by a court of competent jurisdiction to be invalid, illegal or otherwise unenforceable under the laws of the State of Florida or the City of Miami, such provision, paragraph, sentence, word or phrase shall be deemed modified to the extent necessary in order to conform with such laws, or if not modifiable, then same shall be deemed severable, and in either event, the remaining terms and provisions of this Agreement shall remain unmodified and in full force and effect or limitation of its use. E. This Agreement constitutes the sole and entire agreement between the parties hereto. No modification or amendment hereto shall be valid unless in writing and executed by properly authorized representatives of the parties hereto. 20. SUCCESSORS AND ASSIGNS: This Agreement shall be binding upon the parties hereto, their heirs, executors, legal representatives, successors, or assigns. 21. INDEPENDENT CONTRACTOR: Provider has been procured and is being engaged to provide services to the City as an independent contractor, and not as an agent or employee of the City. Accordingly, Provider shall not attain, nor be entitled to, any rights or benefits under the Civil Service or Pension Ordinances of the City, nor any rights generally afforded classified or unclassified employees. Provider further understands that Florida Workers' Compensation benefits available to employees of the City are not available to Provider, and agrees to provide workers' compensation insurance for any employee or agent of Provider rendering services to the City under this Agreement. 22. CONTINGENCY CLAUSE: Funding for this Agreement is contingent on the availability of funds and continued authorization for program activities and the Agreement is subject to amendment or termination due to lack of allocated and available funds, reduction or Doc. No.: 348322 10 discontinuance of funds or change in laws, codes, rules, policies or regulations, upon thirty (30) days notice. 23. REAFFIRMATION OF REPRESENTATIONS: Provider hereby reaffirms all of the representations contained in the Solicitation Documents. 24. ENTIRE AGREEMENT: This instrument and its attachments constitute the sole and only agreement of the parties relating to the subject matter hereof and correctly set forth the rights, duties, and obligations of each to the other as of its date. Any prior agreements, promises, negotiations, or representations not expressly set forth in this Agreement are of no force or effect. 25. COUNTERPARTS: This Agreement may be executed in two or more counterparts, each of which shall constitute an original but all of which, when taken together, shall constitute one and the same agreement. Doc. No.: 348322 11 IN WITNESS WHEREOF, the parties hereto have caused this instrument to be executed by their respective officials thereunto duly authorized, this the day and year above written. ATTEST: "City" CITY OF MIAMI, a municipal corporation Dwight S. Danie, MSL, City Clerk Johnny Martinez, P.E., City Manager "Provider" ATTEST a corporation By: Print Name: Print Name: Title: Company Secretary Title: President APPROVED AS TO FORM AND APPROVED AS TO INSURANCE CORRECTNESS: REQUIREMENTS: Julie O. Bru Calvin Ellis, Director City Attorney Risk Management Form I (a)-(RFP/Corporate) Doc. No.: 348322 12 ATTACHMENT "A" 3.2 PROJECT REQUIREMENTS (From RFP No. ) Doc. No.: 348322 13 ATTACHMENT "B" A. Project Costs B. Discounts C. Project Rates D. Payment Schedule Doc. No.: 348322 14 CORPORATE RESOLUTION WHEREAS, ("Provider") wishes to enter into a Professional Services Agreement ("Agreement") with the City of Miami ("City"); WHEREAS, the Board of Directors, at a duly held meeting of the Provider has considered the matter in accordance with the By -Laws of the Corporation; NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF DIRECTORS that this corporation is authorized to enter into the Agreement with the City, and the President and the Secretary are hereby authorized and directed to execute the Agreement in the name of this Corporation and to execute any other document and perform any acts in connection therewith as may be required to accomplish its purpose. IN WITNESS WHEREOF, this day of , 2012. M By: Print Name: TITLE: (sign) Print Name: Corporate Secretary ("Provider") (State) Corporation (sign) Doc. No.: 348322 15 City of Miami Master Report Resolution R-13-0330 City Hall 3500 Pan American Drive Miami, FL 33133 www.miamigov.com File ID #: 13-00272 Enactment Date: 9/12/13 Version: 1 Controlling Office ofthe City Status: Passed Body: Clerk Title: A RESOLUTION OF THE MIAMI CITY COMMISSION, WITH ATTACHMENT(S), ACCEPTING THE RECOMMENDATION OF THE CITY MANAGER APPROVING THE FINDINGS OF THE EVALUATION COMMITTEE, PURSUANT TO REQUEST FOR PROPOSALS ("RFP") NO. 348322, THAT EB JACOBS, LLC , IS THE HIGHEST -RANKED FIRM, TO PROVIDE AND ADMINISTER THE PROMOTIONAL EXAMINATION PROCESSES FOR THE CLASSIFICATIONS OF POLICE CAPTAIN AND SERGEANT, FOR THE DEPARTMENT OF HUMAN RESOURCES; AUTHORIZING THE CITY MANAGER TO NEGOTIATE AND EXECUTE A PROFESSIONAL SERVICES AGREEMENT ("PSA"), IN SUBSTANTIALLY THE ATTACHED FORM, FOR A PERIOD OF TWO (2) YEARS, WITH OPTIONS TO RENEW FOR THREE (3) ADDITIONAL TWO (2) YEAR PERIODS; ALLOCATING FUNDS FROM THE VARIOUS SOURCES OF FUNDS OF THE USER DEPARTMENT, SUBJECT TO THE AVAILABILITY OF FUNDS AND BUDGETARY APPROVAL AT THE TIME OF NEED; FURTHER AUTHORIZING THE CITY MANAGER, SHOULD NEGOTIATIONS FAIL WITH THE HIGHEST -RANKED FIRM, TO NEGOTIATE AND EXECUTE A PSA WITH THE SECOND -HIGHEST RANKED FIRM I/O SOLUTIONS, INC; FURTHER AUTHORIZING THE CITY MANAGER, SHOULD NEGOTIATIONS FAIL WITH THE SECOND -HIGHEST RANKED FIRM, TO REJECT ALL PROPOSALS AND ISSUE A NEW RFP SOLICITATION. Reference: Introduced: 2/26/13 Name: Administer Promotional Exams - EB Jacobs, LLC. Requester: Department of Human Cost: Final Action: 9/12/13 Resources Notes: Sections: Indexes: Attachments: 13-00272 Legislation.pdf, 13-00272 Exhibit I.pdf, 13-00272 Summary Form.pdf Action History Ver. Acting Body Date Action Sent To Due Date Returned Result City of Miami Page 1 Printed on 9/24/2013 I Office of the City 8/28/13 Reviewed and Attorney Approved 1 City Commission 9/12/13 ADOPTED 1 A motion was made by Wifredo (Willy) Gort, seconded by Frank Carollo, that this matter be ADOPTED. The motion carried by the following vote: Aye: 5 - Wifredo (Willy) Gort, Marc David Sarnoff, Frank Carollo, Francis Suarez and Michelle Spence -Jones 1 Office of the Mayor 9/18/13 Signed by the Mayor Office of the City Clerk 1 Office of the City Clerk 9/18/13 Signed and Attested by City Clerk City of Miami Page 2 Printed on 9/24/2013