HomeMy WebLinkAboutR-91-0506J-91-519
7/3/91
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RESOLUTION NO.
A RESOLUTION, WITH ATTACHMENT(S), AUTHORIZING
THE CITY MANAGER TO EXECUTE AN AGREEMENT, IN
SUBSTANTIALLY THE ATTACHED FORM, WITH THE
WYATT COMPANY, FOR PROFESSIONAL CONSULTING
SERVICES CONCERNING THE REVIEW OF THE
FRATERNAL ORDER OF POLICE, LODGE NO. 20-S
UNION HEALTH TRUST WHICH IMPACTS ON THE CITY
OF MIAMI; ALLOCATING THEREFOR AN AMOUNT NOT
TO EXCEED $5,200 FOR SUCH SERVICES FROM THE
POLICE DEPARTMENT GROUP INSURANCE ACCOUNT
NO. 290301-130.
WHEREAS, the City of Miami has used the consulting services
of the Wyatt Company since 1987; and
WHEREAS, the Wyatt Company has provided significant error
free and complete data from the Health Trust Review; and
WHEREAS, the City will need continued expertise in the
review of the Fraternal Order of Police, Lodge No. 20's Union
Health Trust; and
WHEREAS, the City is desirious of maintaining representation
by the Wyatt Company to protect the City's interest with the
Health Trust;
NOW, THEREFORE, BE IT RESOLVED BY THE COMMISSION OF THE CITY
OF MIAMI, FLORIDA:
Section 1. The City Manager is hereby authorized to
execute an agreement, in substantially the attached form, with
Wyatt Company to serve as a professional consultant to the City
for reviewing the records of the Fraternal Order of Police, Lodge
No. 20's Union Health Trust.
Section 2. An amount not to exceed $5,200 is hereby
allocated from the Police Department Group Insurance Accoount,
No. 290301-130 for said consulting services.
Section 3. This Resolution shall become effective
immediately upon its adoption.
'ATTACHMENTS
CONTAI D
CITY OOISMION
METING OF
JUL 11 1991
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100 �.
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PASSED AND ADOPTED this llth day of July , 1991.
XAVIER L UAREZ, YOR
ATTES
MATTY HIRAI
CITY CLERK
BUDGETARY REVIEW AND APPROVAL:
MANOHAR S. SO A, DIRECTOR
BUDGET DEPART T
PREPARED AND PPROVED BY:
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CARMEN L. LEON
ASSISTANT CITY ATTORNEY
APPROVED AS TO FORM AND CORRECTNESS:
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PROFESSIONAL SERVICES AGREEMENT
This Agreement entered Into this day of June,
1989. by and between the City of Miami, a municipal corporation
of the State of Florida, hereinafter referred to as 'CITY' and
Wyatt Company, a Delaware for profit corporation, hereinafter
referred to as 'CONSULTANT'.
R E C I T A L:
WHEREAS, the CITY requires professional services in the
review of the Fraternal Order of Police, Lodge No.. 20,s Union
Health Trust; and
WHEREAS, the CONSULTANT has expressed a desire to
perform the required services for the CITY;
NOW, THEREFORE, In consideration of the mutual
convenants and obligations herein contained, and subject to the
terms and conditions hereinafter stated, the parties understand
and agree as follows:
TERM:
The term of this Agreement shall be from the 1st day
April, 1991, through July 31, 1991.
SCOPE OF SERVICES:
CONSULTANT shall review the books of the Fraternal
Order of Police, Lodge No. 20's Health Trust and develop a
reconciliation of Health Trust Income and expense for the last 12
months, August 1, 1989 through July 31, 1990 and from August,
1990 to present. This will be based on the receipt of relatively
error free and complete data from the Trust and CONSULTANT shall
not independently verify the accuracy of the data and therefore
any conclusions drawn will not be warranted by the CONSULTANT.
WN9N RETURNING FOR FURTI A
Run, PLEASE IDENTIFY AS
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Make reserve assumptions as well as claims, trend and
other expense assumptions, and identify any surpluses or
deficits. Identify shortfalls in funding, If any. Project
expenses of the fund from October 1, 1991, through September 30,
1992, to include projected expenditure for the life of the
contract to include October, 1992 through September, 1993 making
assumptions for claims, expenses and reserve factors using a pay
as you go funding method as the CONSULTANT shall see fit and
reasonable. Based on projected expenditures the CONSULTANT shall
provide anticipated percentage Increases to the rates for two (2)
years. The CONSULTANT shall make no indemnification under
Section XII for facts that differ from our assumptions.
111.
COMPENSATION:
A) CITY shall pay CONSULTANT a maximum compensation
for the services required pursuant to Paragraph 11 of five
thousand two hundred dollars (5,200).
B) Such compensation shall be paid on the following
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basis:
1) CONSULTANT shall receive five thousand two
hundred dollars (5,200) upon completion of project.
2) Upon approval of CITY's Labor Relations
Officer (which approval shall not be unreasonable withheld).
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IV.
COMPLIANCE WITH FEDERAL, STATE AND LOCAL LAWS:
Both parties shall comply with all applicable laws,
ordinances and codes of federal, state and local governments.
V.
GENERAL CONDITIONS:
A) All notices or other communications which shall or
may be g i ven pursuant to th I s Agreement sha I I be i n wr i t i ng and
i, shall be delivered by personal service, or by registered mall
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addressed to the other party at the address indicated herein or
as the same may be changed from time to time. Such notice shall
be deemed given on the day on which personally served; or, If by
ma I I , on the f I fth day after be I ng posted or the date of actua I
receipt, whichever Is earlier.
CITY OF MIAMI CONSULTANT
R. Sue Weller
Labor Relations Officer
City of Miami
Office of Labor Relations
2701 S. Bayshore Drive
Suite 401
Miami, FL 33133
Aruna Vohra, Benefits
Consultant, Wyatt Co.
Suite 210
10689 N. Kendall Drive
Miami, FL 33176
B) Title and paragraph headings are for convenient
reference and are not a part of this Agreement.
C) The event of conflict between the terms of this
Agreement and any terms or conditions contained in any attached
documents, the terms In this agreement shall rule.
D) 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.
E) Should any provisions, paragraphs, sentences,
words, or phrases 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 provisions, paragraphs, sentences, words
or phrases shall be deemed modified to the extent necessary in
order to conform with such laws, or if not modifiable to conform
with such laws, 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.
VI.
OWNERSHIP OF DOCUMENTS:
All documents developed by CONSULTANT under this
Agreement shall be delivered to CITY by said CONSULTANT upon
completion of the services required pursuant to Paragraph II
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hereof and shall become the property of CITY, without restriction
or limitation on its use. CONSULTANT agrees that all documents
maintained and generated pursuant to this contractual
relationship between CITY and CONSULTANT shall be subject to all
provisions of the Public Records Law, Chapter 119, Florida
Statutes.
It Is further understood by and between the parties
that any Information, writings, maps, contract documents, reports
or any other matter whatsoever which Is given by CITY to
CONSULTANT pursuant to this Agreement shall at all times remain
the property of CITY and shall not be used by CONSULTANT for any
other purposes whatsoever without the written consent of the
CITY.
V11.
NONDELEGABILITY:
The obligations undertaken by CONSULTANT pursuant to
this Agreement shall not be delegated or assigned to any other
person or firm unless CITY shall first consent in writing to the
performance or assignment of such service or any part thereof by
another person or firm.
VIII.
AUDIT RIGHTS:
CITY reserves the right to audit the records of
CONSULTANT pertaining to the work and payments related to this
project at any time during the performance of this Agreement and
for a period of one year after final payment Is made under this
Agreement.
IX.
AWARD OF AGREEMENT:
CONSULTANT warrants that it has not employed or
retained any person employed by the CITY to solicit or secure
this Agreement and that It has not offered to pay, paid, or
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agreed to pay any person employed by the CITY any fee, commission
percentage, brokerage fee, or gift of any kind contingent upon or
resulting from the award of this Agreement.
X.
CONSTRUCTION OF AGREEMENT:
This Agreement shall be construed and enforced
according to the laws of the State of Florida.
X1.
SUCCESSORS AND ASSIGNS:
This Agreement shall be binding upon the parties
herein, their heirs, executors, legal representatives,
successors, and assigns.
XII.
INDEMNIFICATION:
The CONSULTANT shall indemnify and save CITY harmless
from and against any and all claims, liabilities, losses, and
causes of action, orders, or Judgements or decrees which may
arise out of CONSULTANT's performance under the provisions of
this Agreement; Including all acts or omissions to act on the
part of CONSULTANT's behalf; provided that any such claims,
liabilities, loses and causes of such action are attributable to
the fault of CONSULTANT; and from and against all costs,
attorney's fees, expenses and liabilities Incurred In the defense
of any such claim, or In the Investigation thereof; but In no
event shall CONSULTANT be liable for any indirect, special or
consequential damages of any kind whatsoever. If the CITY
chooses to defend any action on behalf of itself, it shall bear
Its own costs of defence; and if the provisions of this indemnity
provision are applicable, CONSULTANT shall Indemnify the CITY
accordingly. In any event, the CITY shall promptly notify
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CONSULTANT as soon as It has notice of any matter for which this
Indemnity provision may be applicable,
Xili.
CONFLICT OF INTEREST:
A) CONSULTANT covenants that no person under its
employ who presently exercises any functions or responsibilities
In connection with this Agreement has any personal financial
Interests, direct or indirect, with CITY. CONSULTANT further
covenants that, in the performance of this Agreement, no person ,
mhaving such conflicting interest shall be employed. Any such
Interests on the part of CONSULTANT or its employees must be
disclosed in writing to the CITY.
B) CONSULTANT is aware of the conflict of interest
laws of the City of Miami (City or Miami Code Chapter 2, Article
V), Dade County, Florida (Dade County Code, Section 2.11.1) and
the State of Florida, and agrees that it will fully comply in all
respects with the terms of said laws.
XIV.
INDEPENDENT CONTRACTOR:
CONSULTANT and Its employees and agents shall be deemed
to be independent contractors, and not agents or employees of the
CITY, and shall not attain any rights or benefits under the Civil
Service or Pension Ordinances of CITY, or any rights generally
afforded, classified or unclassified employees; further he/she
shall not be deemed entitled to the Florida Workers' Compensation
benefits as an employee of CITY.
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XV.
TERMINATION OF CONTRACT:
CITY retains the rights to terminate this Agreement any
time prior to the completion of the services required pursuant to
paragraph II hereof without penalty to CITY. In that event,
notice of termination of this Agreement shall be in writing to
CONSULTANT, who shall be paid for all services performed prior to
the date of its receipt of the notice of termination. In no
case, however, will CITY pay CONSULTANT an amount in excess of
the total sum provided by this Agreement.
it is hereby understood by and between CITY and
CONSULTANT that any payment made In accordance with this Section
to CONSULTANT shall be made only If said CONSULTANT Is not In
default under the terms of this Agreement. If CONSULTANT Is in
default, the CITY shall in no way be obligated and shall not pay
to CONSULTANT any sum whatsoever.
XVI.
NONDISCRIMINATION:
CONSULTANT agrees that it shall not discriminate as to
race, sex, color, creed, national origin, or handicap in
connection with Its performance under this Agreement.
Furthermore, that no otherwise qualified individual
shall, solely by reason of his/her race, sex, color, creed,
national origin, or handicap, be excluded from the participation
in, be denied benefits of or be subjected to discrimination under
any program or activity receiving federal financial assistance.
XVI1.
MINORITY PROCUREMENT COMPLIANCE:
CONSULTANT acknowledges that it has been furnished a
copy of Ordinance No. 10062, the Minority Procurement Ordinance
of the City of Miami, and agrees to comply with all applicable
substantive and procedural provisions therein, including any
amendments thereto.
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XVIII.
CONTINGENCY CLAUSE:
Funding for this Agreement is contingent on the
availability of funds and continued authorization for program
activities and is subject to amendment or termination due to lace
of funds, or authorization, reduction of funds, and/or change in
regulations.
XIX.
DEFAULT PROVISIONS:
In the event that CONSULTANT shall fall to comply with
any material terms and conditions of this Agreement or falls to
perform any of the material terms and conditions contained
herein, then CITY, at its sole option, upon written notice to
CONSULTANT may cancel and terminate this Agreement, and all
payments, advances, or other compensation paid to CONSULTANT by
CITY while CONSULTANT was in default of the provisions herein
contained, shall be forthwith returned to CITY.
XX.
ENTIRE AGREEMENT:
This instrument and its attachments constitute the sole
and only Agreement of the parties hereto relating to said grant
and correctly sets 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.
XXI.
AMENDMENTS:
No amendments to this Agreement shall be binding on
either party unless in writing and signed by both parties.
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IN WITNESS WHEREOF, the parties hereto have caused this
Instrument to be executed by the respective officials thereunto
duly authorized, this the day and year first above written.
ATTEST:
Matty Hirai
City Clerk
AS AUTHORIZED AGENT FOR THE
WYATT COMPANY
Office Manager
The Wyatt Company
WITNESS:
(As to Consultant)
(NOTE: if CONSULTANT is not
a corporation, two
witnesses must sign).
APPROVED AS TO INSURANCE
REQUIREMENTS:
Insuranc Coordl or
CITY OF MIAMI, a municipal
Corporation of the State of
Florida:
By:
Cesar H. Odio
City Manager
CONSULTANT:
By:
Group Benefits (Title)
Consultant (Seal)
APPROVED AS TO FORM AND
CORRECTNESS:
orge PFnandezCity Aty
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CITY OF MIAMI, FLORIDA
INTER -OFFICE MEMORANDUM CA.
18
TO Honorable Mayor and Members
of th City Commission
DATE : JUN 2 71991 FILE
SUBJECT : Professional Services
Agreement/Wyatt Company
(FOP, Lodge No. 20)
FROM Cesar H . Od i o REFERENCES
City Manager
ENCLOSURES
a
RECOMMENDATION
�4
It is respectfully recommended that the City Commission adopt the
proposed resolution_ authorizing the City Manager to enter into a
professional services agreement with the Wyatt Company, a
Delaware for profit corporation to review the Fraternal Order of
Police, Lodge No. 20's Union Health Trust and allocate the
maximum compensation of $5,200.00 for the services required to
complete the project.
BACKGROUND
The City Manager has contracted with the Wyatt Company since 1987
to serve as a consultant to the City for reviewing the books of
the Fraternal Order of Police, Lodge No. 20's Health Trust. The
primary thrust of the Wyatt Company will be to develop a
reconciliation of income and expense for the last 12 months and
to Include projected expenditures from October 1, 1991 through
September 30, 1992 and October 1, 1992 through September 30,
1993. The Information provided by the Wyatt Company will assist
the Office of Labor Relations In addressing group health
Insurance issues during contract negotiations between the City
and the Fraternal Order of Police, Lodge No. 20.
The term of this Agreement shall be from the 1st day of July,
1991 through September 30, 1991 and the funding will come from
the Police Department Insurance Account, No. 290301-130.
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