HomeMy WebLinkAboutExhibitSERVICES AGREEMENT
OR
PROFESSIONAL SERVICES AGREEMENT
This Agreement is entered into this _ day of , 200_ (but effective as of
) by and between the City of Miami, a municipal corporation of the State
of Florida ("City") and Public Financial Management, Inc., a corporation
("Provider").
RECITALS:
A. The City of Philadelphia issued a Request for Qualifications ("RFQ") dated
April 3, 2009, for the provision of Financial Services ("Services") and Provider's
proposal ("Proposal"), in response thereto, has been selected as the most qualified
proposal for the provision of the Services.
B. The City of Miami is in need of similar services procured by the City of
Philadelphia and the Code of the City of Miami, Section 18-111, states in the purchase of
necessary goods and/or services the City may, in lieu of other city competitive bidding
procedures, accept a competitive bid which has been secured by or on. behalf of any
federal, state, county or municipal government or from any other governmental entity,
state funded institutions and not-for-profit organizations, subject to a determination by
the Chief Procurement Officer that the contract was entered into pursuant to a
competitive process in compliance with city laws, policies and procedures.
C. The Chief Procurement Officer has determined that contract entered by the City
of
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PSA-FinancialServicesPiggybackCityofPliiladelphiaRFQ 1
Philadelphia and Public Financial Management, Inc. was entered into pursuant to a
competitive process in compliance with city laws, policies and procedures.
D. The City of Philadelphia subsequent agreement with Public Financial
Management, Inc. as result of the formal competitive selection from their issued Request
for Qualification dated April 3, 2009 was for a period of one (1) year with options to
renew for three (3) additional one (1) year periods.
E. The City of Philadelphia and Public Financial Management, Inc. entered into an
agreement for a first term period of May 14, 2009 through May 13, 2010, and amended
the agreement to enter into a second term period of May 14, 2010 through May 13, 2011.
F. The City of Philadelphia RFQ 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.
H. The Commission of the City of Miami, by Resolution No.
adopted on , 2010, approved the adoption or piggyback on the City of
Philadelphia Request for Qualifications and subsequent agreement with Provider, and;
therefore, authorized the City Manager to execute an agreement with a similar scope of
services, prices, terms and conditions set forth therein with Provider.
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.
ResoFinancialServicesPiggybackCityofPhiladelphiaRFQ 2
2. TERM: The term of this Agreement shall be commencing on the effective date
hereof through May 13, 2011.
3. OPTION TO EXTEND: The City shall have two (2) options) to extend the term
hereof for a period of one (1) year each, subject to availability and appropriation of funds.
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
compensation exceed $125,000[ for the first year only]. Compensation for the optional years
shall negotiated, if services are required, and require City Commission approval.
B. Unless otherwise specifically provided in Attachment `B", payment shall be made
within forty five (45) days after receipt of Provider's invoice, which shall be accompanied by
ResoFinancialServicesPiggybackCityofPhiladelplhiaRFQ 3
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
Agreement.
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
ResoFinancialServicesPiggybackCityofPhiladeiphiaRFQ 4
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 18-55.2 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.
10. COMPLIANCE WITH FEDERAL STATE AND LOCAL LAWS: Provider
understands that agreements between private entities and local governments are subject to certain
laws and regulations, including 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
ResoFinancialServicesPiggybackCityofPhiladelphiaRFQ 5
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 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
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
ResoFinancialservicesPiggybackCityofPhiladelphiaRFQ 6
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 re -
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 Conm- ission. 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,
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
ResoFinancialServicesPiggybackCityofPhiladelphiaUQ 7
City be liable to Provider for any additional compensation, other than that provided herein, or for
any consequential or incidental damages.
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 such
insurance coverage as may be required by the City. 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 tenninated on the
date that the required change in policy coverage would otherwise take effect.
ResoFinancialSmicesPiggybackCityofPhiladelpliiaRFQ 8
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.
18. 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.
19. 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:
Sergio Masvidal, Senior Managing Consultant
Public Financial Management, Inc.
2121 Ponce de Leon Boulevard, Suite 510
Coral Gables, FL 33134
20. MISCELLANEOUS PROVISIONS:
TO THE CITY
Carlos A. Migoya, City Manager
City of Miami
3500 Pan American Drive
Miami, FL 33133
A. This Agreement shall be construed and enforced according to the laws of the State
of Florida.
ResoFinancialServicesPiggybackCityotPhiladelpl)iaRFQ 9
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 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.
21. SUCCESSORS AND ASSIGNS: This Agreement shall be binding upon the parties
hereto, their heirs, executors, legal representatives, successors, or assigns.
22. 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,
ResoFinancialSmicesPiggybackCityofPhiladelpbiaRFQ 10
and agrees to provide workers' compensation insurance for any employee or agent of Provider
rendering services to the City under this Agreement.
23. 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 lack of funds, reduction of funds and/or change in regulations,
upon thirty (30) days notice.
24. REAFIRMATION OF REPRESENTATIONS: Provider hereby reaffirms all of the
representations contained in the Solicitation Documents.
25. 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.
26. 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.
27. SPECIAL INSURANCE AND INDEMNIFICATION RIDER: Please initial if
applicable;
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.
ResoFinancialServicesPiggybackCityofPhiladelphiaRFQ 11
ATTEST:
Priscilla A. Thompson, City Clerk
ATTEST:
Print Name:
Title: Corporate Secretary
APPROVED AS TO FORM AND
CORRECTNESS:
CITY OF MIAMI, a municipal
corporation
By:
Carlos A. Migoya, City Manager
"Provider"
a corporation
By:
Print Name.-
Title:
ame:Title: President* or other Corporate Officer
Authorized by Resolution
APPROVED AS TO INSURANCE
REQUIREMENTS:
Julie O. Bru Administrator
City Attorney Risk Management
ResoFinancialServicesPiggybackCityotPhiladelphiaRFQ 12
ATTACHMENT "A"
PFM`
The PFM Group
Public Financial Management, Inc.
PFM Asset Management LLC
PFM Advisors
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Scope of Services
Financial Services — Collective Bargaining Support
Public Financial Management, Inc. (PFM)
PFU will provide quantitative and analytical services to the City of Miami in support of collective
bargaining and related budget issues, Specific assignments will be as directed by the City Manager or
designees, and may include, but not be limited to, services such as the following:
Task 1. Analysis of current city government salary and benefit levels, including pension
benefits, in comparison with relevant public and private sector employers;
Task 2. Comparison of trends in salaries and benefits for personnel in City government
relative to salary and benefit trends of other public and private sector employers;
Task 3. Analysis of the cost of alternative contract proposals;
Task 4. Analysis of various elements of employee compensation;
Task 5. Analysis of the City's ability to fund compensation adjustments, fiscal opportunities,
and impact on overall City fiscal health and condition;
Task 6. Analysis of overall economic and labor market trends, compensation trends,
comparative economic, demographic, and fiscal factors across jurisdictions, and/or
recruitment/retention experience;
Task 7. Analysis of union proposals, presentations, exhibits, and materials;
Task 8. Preparation of communications materials/documentation, including charts and
graphics, related to economic and fiscal analysis conducted, and presentation as
requested;
Task 9. Other materials, analyses, advice, guidance and recommendations to City
government officials as needed on related issues;
Task 10. Meet with City government officials, designated City experts and negotiating team
members, and others designated by the City as requested to complete the
requirements of this scope of work.
Fees
PFM,will provide its services to the City of Miami pursuant to the competitively bid terms of a
financial services contract for collective bargaining support with the City of Philadelphia, PA.
.d=
= PFM`
Ciry of 1vliaan
Page 2
Under this competitively bid City of Philadelphia contract, Dourly rates are as follows:
Title l-Iourly Rate
Managing Director $275
Senior Managing Consultant $225
Consultant $205
Associate $125
Research Assistant $90
In addition to the professional fees outlined above, the City will reimburse PFM for all out-of-
pocket expenses on an actual cost basis (i.e., no multiplier will be applied on expenses), subject to
appropriate documentation. Total costs under this agreement will not exceed $125,000, unless
further authorization is provided by the City due to expanded service need.
Estimated Hours by Task
Because of the iterative nature of collective bargaining, the precise level of effort required for each
major task in support of negotiations may vary depending on the back -and -forth requirements of
the process as it advances. With the understanding that actual hours may vary accordingly, the
following are estimated hours by level of team member for the major tasks outlined above.
Estimated Hours
Task
MD
SMC C
A
RA
$275
$225 $205
$125
$90
1
15
15 15
0
10
2
10
10 10
0
0
3
10
25 25
0
0
4
5
10 10
0
0
5
25
50 50
0
25
6
10
15 15
0
25
7
25
25 20
0
0
8
10
10 25
14
25
9
10
25 0
0
0
10
10
15 0
0
0
Total
130
200 170
14
85
$125,000
$35,750
$45,000 $34,850
$1,750
$7,650
ATTACHMENT "B"
PFM'
;; The PFM Group
Public Financial Management, Inc.
PFM Asset Management LLC
PFM Advisors
Services
21.1 Pence de d.aar GoWevarc" 30-E-40-6402
S -J he 510 Wf,448-' 1 � 1 lex
Gore) Gaines, FL www efm.w
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Scope of Services
Financial Services — Collective Bargaining Support
Public Financial Management, Inc. (PFM)
PFM will provide quantitative and analytical services to .the City of Miami in support of collective
bargaining and related budget issues. Specific assignments will be as directed by the City Manager or
designees, and may include, but not be limited to, services such as the following;
Task 1. Analysis of current city government salary and benefit levels, including pension
benefits, in comparison with relevant public and private sector employers;
Task 2. Comparison of trends in salaries and benefits for personnel in City government
relative to salary and benefit trends of other public and private sector employers;
Task 3. Analysis of the cost of alternative contract proposals;
Task 4. Analysis of various elements of employee compensation;
Task 5. Analysis of the City's ability to fund compensation adjustments, fiscal opportunities,
and impact on overall City fiscal health and condition;
Task 6. Analysis of overall economic and labor market trends, compensation trends,
comparative economic, demographic, and fiscal factors across jurisdictions, and/or
recruitment/retention experience;
Task 7. Analysis of union proposals, presentations, exhibits, and materials;
Task 8. Preparation of communications materials/documentation, including charts and
graphics, related to economic and fiscal analysis conducted, and presentation as
requested,
Task 9. Other materials, analyses, advice, guidance and .recommendations to City
government officials as needed on related issues;
Task 10. Meet with City government officials, designated City experts and negotiating team
members, and others designated by the City as requested to complete the
requirements of this scope of work.
Feed
PFM will provide its services to the City of Kaixii pursuant to the competitively bid terns of a
financial services contract for collective bargaining support with the City of Philadelphia, PA.
City of Miami
Page 2
Under this competitively bid City of Philadelphia contract, hourly rates are as follows:
Title --- ---_
1-Iourly Rate
Managing Director
$275
Senior Managing Consultant
$225
Consultant
$205
Associate
$125
Research Assistant
$90
In addition to the professional fees outlined above, the City will reimburse PFM for all out-cf-
pocket expenses on an actual cost basis (i.e., no multiplier will be applied on expenses), subject to
appropriate documentation. Total costs under this agreement will not exceed $125,000, unless
further authorization is provided by the City due to expanded service need.
Estimated Hours by Task
Because of the iterative nature of collective bargaining, the precise level of effort requited for each
major task in support of negotiations may vary depending on the back -and -forth requirements of
the process as it advances. With the understanding that actual hours may vary accordingly, the
following are estimated hours by level of team member for the major tasks outlined above.
Estimated Hours
Task
MD
SMC C
A
RA
$275
$225 $205
$125
$90
1
15
15 15
0
10
2
10
10 10
0
0
3
10
25 25
0
0
4
5
10 10
0
0
5
25
50 50
0
25
6
10
15 15
0
25
7
25
25 20
0
0
8
10
10 25
14
25
9
10
25 0
0
0
10
10
15 0
0
0
Total
130
200 170
14
85
$125,000
$35,750
$45,000 $34,850
$1,750
$7,650