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HomeMy WebLinkAboutRFQCity of Miatni Request for Qualifications RFQ Purchasing Department Glenn Marcos, CPPO, CPPB, Director/Chief Procurement Officer Miami Riverside Center 444 SW 2nd Avenue, 6`h Floor Miami, Florida 33130 Web Site Address: http://ci.miami.fl.us/procurement RFQ Number: 05-06-114 Title: MUNICIPAL BOND UNDERWRITING SERVICES Commodity Code: 946-25;946-30;946-56;946-29;946-38;946-48;946-49 Type of Purchase: Term Contract for Two years with OTR for Three additional one year periods MJWBE Set -Aside: N/A Sr. Buyer: Maritza Suarez, CPPB Fax: 305-416-1925 E-Mail Address: msuarez n ei.miaml.fl.us Issue Date: October 26, 2006 Deadline for Request for Additional Information/Clarification: November 13, 2006 Pre -Proposal Conference/Site Visit: N/A Bid Security: N/A Performance Bond: N/A Proposal Submittal Date: Monday, November 20, 2006 Time: 2:00 p.m. Sealed written Responses must be received by the City of Miami, City Clerk's Office, City Hall, 3500 Pan American Drive, Miami, Florida 33133-5504, no later than the date, time and at the location indicated above for receipt. Submittal of Response by fax is not acceptable. One (1) original, seven (7) hard copies and one (1) copy on CD-ROM in pdf format must be returned to the City or your response may be disqualified. CONE OF SILENCE ORDINANCE IS APPLICABLE TO THIS SOLICITATION. City of Miami Page 1 RFQ No. 05-06-114 1.0 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 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 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 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. ADDENDUMS — It is the bidder's/proposer's responsibility to ensure receipt of all Addendums. Addendums are available on the City's web site 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, items, equipment, materials, and/or supplies. 1.6. ASSIGNMENT - Contractor agrees not to subcontract, assign, transfer, convey, sublet, or otherwise dispose of this 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, the prevailing party shall be entitled to recover its costs and reasonable attorney's fees through and including appellate litigation and any post -judgment 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. 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 City of Miami RFQ No. 05-06-114 Page 2 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 most lowest responsive, responsible Bidder/Proposer 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. 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 H. serve the interests of the City unless otherwise specified. 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/Bidder, 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. Certified Minority/Women vendors may apply to participate in the City's Bid Bond Voucher Program by contacting the Minority/Women Business Affairs office. 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 most lowest responsible Bidder/Proposer 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 the date of bid 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 bid 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 City of Miami Page 3 RFQ No. 05-06-114 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 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. Minority/Women Business Affairs Enterprise (M/WBE) City Ordinances No. 10062, 10538, 11272, as amended, as applicable to this Formal Solicitation. E. Environment Protection Agency (EPA), as applicable to this Formal Solicitation. F. Uniform Commercial Code (Florida Statutes, Chapter 672). G. Americans with Disabilities Act of 1990, as amended. H. National Institute of Occupational Safety Hazards (NIOSH), as applicable to this Formal Solicitation. I. National Forest Products Association (NFPA), as applicable to this Formal Solicitation. J. City Procurement Ordinance City Code Section 18, Article III. K. Conflict of Interest, City Code Section 2-611;61. L. Cone of Silence, City Code Section 18-74. M. The Florida Statutes Sections 218.73 and 218.74 on Prompt Payment. N. First Source Hiring Agreement, City Ordinance No. 10032, as applicable to this Formal Solicitation. Implemented to foster the creation of new and permanent job§ for City of Miami residents; requires as a condition precedent to the execution of service contracts including professional services. 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: 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 regarding Minority/Women Business Enterprise (M/WBE) and local vendor outreach programs; oral communications, 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 City of Miami RFQ No. 05-06-114 Page 4 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 at Marciar` )ei.miami. t1.us. 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 the your firm. 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 Bidder(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 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. City of Miami RFQ No. 05-06-114 Page 5 (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. B. C. D. E. F. 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. Failure to begin the work under this Contract within the time specified. Failure to perform the work with sufficient workers and equipment or with sufficient materials to ensure timely completion. Neglecting or refusing to remove materials or perform new work where prior work has been rejected as non conforming with the terms of the Contract. 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. 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 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. I) 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. City of Miami Page 6 RFQ No. 05-06-114 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/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 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 ; Response does not conform to the requirements of the Formal Solicitation; (4) Response requires a conditional award that conflicts with the method of award; Response does not include required samples, certificates, licenses as required; and, (6) Response was not executed by the Bidder' s/Proposer(s) authorized agent. (3) (5) 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 (I) (2) (4) 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. 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. 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 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. 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. FIRST -SOURCE HIRING AGREEMENT (Sec. 18-105) (a) The commission approves implementation of the first - source hiring agreement policy and requires as a condition precedent to the execution of service contracts for facilities, services, and/or receipt of grants and loans, for projects of a nature that create new jobs, the successful negotiation of first - source hiring agreements between the organization or individual receiving said contract and the authorized representative City of Miami Page 7 RFQ No. 05-06-114 unless such an agreement is found infeasible by the city manager and such finding approved by the city commission at a public hearing. (b) For the purpose of this section, the following terms, phrases, words and their derivations shall have the following meanings: Authorized representative means the Private Industry Council of South Florida/South Florida Employment and Training Consortium, or its successor as local recipient of federal and state training and employment funds. Facilities means all publicly financed projects, including but without limitation, unified development projects, municipal public works, and municipal improvements to the extent they are financed through public money services or the use of publicly owned property. Grants and loans means, without limitation, urban development action grants (UDAG), economic development agency construction loans, loans from Miami Capital Development, Incorporated, and all federal and state grants administered by the city. Service contracts means contracts for the procurement of services by the city which include professional services. Services includes, limitation, public improvements, professional commodities, supplies, and equipment. without works facilities, services, materials (c) The authorized representative shall negotiate each first -source hiring agreement. (d) The primary beneficiaries of the first -source hiring agreement shall be participants of the city training and employment programs, and other residents of the city. 1.39. 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. City of Miami RFQ No. 05-06-114 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 306 of each year and take effect on the following January 1$`. 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. 1.40 CITY OF MIAMI LIVING WAGE ORDINANACE- The City of Miami adopted a living wage ordinance for city service contracts awarded by the city containing a total contract value exceeding $100,000 annually for the following services: food preparation and/or distribution; security services; routine maintenance services such as custodial, cleaning, computers, refuse removal, repair, refinishing and recycling; clerical or other non -supervisory office work, whether temporary or permanent; transportation and parking services; printing and reproduction services; landscaping, lawn, and or agricultural services. If this solicitation requires the aforementioned services, effective on October 1, 2006, contractors must pay its' employees a living wage no less than $10.58 an hour with a health benefit plan and not less than $11.83 an hour without Page 8 health benefits, which shall be adjusted annually by no later than April l following the publication of the U.S Department of Health and Human Services Poverty Guidelines, as published from time to time. A service contractor is defined as any "for profit" individual, business entity, corporation, partnership, limited liability company, joint venture, or similar business: (1) Paid in whole or part from one or more of the city's general funds, capital project funds, special revenue funds, or any other funds either directly or indirectly, whether by competitive bid process, informal bids, requests for proposals, some form of solicitation, negotiation, or agreement, or any other decision to enter into a contract; and, (2) The service contractor is engaged in the business of, or part of, a contract or a subcontract to provided covered services, either directly or indirectly, for the benefit of the city. This does not aply to contracts related primarily to the sale of products or goods. The service contractor, prior to entering any such contract, must certify to the city that it will pay each of its covered employees no less than the living wage. A copy of this certificate must be made available to the public upon request. The certificate, at a minimum, must include the following: (1) The name, address, and phone number of the employer, a contact person, and the specific project for which the service contract is sought; (2) The amount of the service contract and the city department the contract will serve. A brief description of the project or service provided; A statement of the wage levels for all covered employees; and A commitment to pay all covered employees the living wage. (3) (4) (5) A copy of the living wage rate shall be kept posted by the service contractor at the site of the work in a prominent place where it can easily be seen and read by the covered employees and shall be supplied to such employees within a reasonable time after a request to do so. Additionally, service contractors shall furnish a copy of the requirements of the City of Miami Living wage Ordinance to any entity submitting a bid for a subcontract on any service contract subject to this article. Posting requirements will not be required where the service contractor prints the following statements on the fron of the covered employee's first paycheck and every six months thereafter. "You are required by the City of Miami Living Wage Ordinance to be paid a Living Wage. If you do not believe you being paid at the Living Wage rate, contact your employer, an attorney, or the City of Miami." All notices will be printed in English, Spanish and. Creole. Service Contractors and their subcontractors agree to produce all documents and records relating to payroll and compliance this Ordinance. Each service contractor shall maintain payroll record for all covered employees and basic records relating thereto and shall preserve them for a period of three (3) years from the date of termination or expiration of the service contract. The roecords shall contain: The name and address of each covered employee; The job title and classification; The number of hours worked each day; The gross wages earned and deductions made; Annual wages paid; A copy of the social security returns and evidence of payment thereof; A record of fringe benefit payments including contributions to approved plans; and Any other data of information the city require from time to time. Every six months, the service contractor shall file with the city's procurement director a listing of all covered employees together with a certification of compliance with this article. Upon request from the city, the service contractor shall produce for inspection and copying its payroll records for any or all of its covered employees for any period covered by the service contract. The city may examine payroll records as needed to ensure compliance. City of Miami RFQ No. 05-06-114 Failure to comply with the City of Miami Living Wage Ordinance may result in legal action by the covered employee or former covered employee as allowed by Florida Law, court impose sanctions, city impose sanctions, such as pay wage restitution, impose monetary damages, suspension or termination of payment, termination of contract, and debarment. Please review City of Miami Code Section 18-556 through Section 18-559 for a complete and thorough description of the City of Miami Living Wage. 1.41. 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. 1.42. 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. 1.43. 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: 1. Use of information only for performing services required by the contract or as required by law; 2. Use of appropriate safeguards to prevent non -permitted disclosures; 3. Reporting to the City of Miami of any non -permitted use or disclosure; 4. Assurances that any agents and subcontractors agree to the same restrictions and conditions that apply to the Bidder/Proposer and reasonable assurances that IIHIIPHI will be held confidential; 5. Making Protected Health Information (PHI) available to the customer; 6. Making PHI available to the customer for review and amendment; and Page 9 incorporating any amendments requested by the customer; 7. Making PHI available to the City of Miami for an accounting of disclosures; and 8. Making internal practices, books and records related to PHI available to the City of Miami for compliance audits. 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. 1.44. IDEMNIFICATION - The Contractor shall indemnify and save harmless forever the City, and all the City's agents, officers and employees from and against all charges or claims resulting from any bodily injury, loss of life, or damage to property from any act, omission or neglect, by itself or its employees; the Contractor shall become defendant in every suit brought for any of such causes of action against the City or the City's officials, agents and employees; the Contractor shall further indemnify City as to all costs, attorney's fees, expenses and liabilities incurred in the defense of any such claims and any resulting investigation. 1.45. INFORMATION 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, and technical specifications covering the products offered. Reference to literature submitted with a previous response or on file with the Buyer will not satisfy this provision. 1.46. 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. 1.47. 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 10 days after bid closing, whichever is earlier. Bid/Proposal results will be tabulated and may be furnished upon request via 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. 1.48. 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 City of Miami RFQ No. 05-06-114 insurance requirements shall be directed to the Risk Administrator, Department of Risk Management, at 444 SW 2"d Avenue, 96 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. 1.49. INVOICES - Invoices shall contain purchase order number and details of goods and/or services delivered (i.e. quantity, unit price, extended price, etc). 1.50. LOCAL PREFERENCE - City Code Section 18-85, states that the City Commission may offer to a responsible and responsive bidder/proposer, who maintains a Local Office, the opportunity of accepting a bid at the low bid amount, if the original bid amount submitted by the local vendor is not more than ten percent (10%) in excess of the lowest other responsible and responsive bidder/proposer. 1.51. 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. 1.52. MINORITY/WOMEN PROCUREMENT PROGRAM - Ordinance No. 10062, as amended, entitled the Minority and Women Business Affairs and Procurement Ordinance of the City of Miami, Florida, sets forth "...a goal of awarding at least 51 percent of the City's total annual dollar volume of all expenditures for all goods and services to Black, Hispanic and Women minority business enterprises on an equal basis." A minority business enterprise is defined as a business firm "...in which at least 51 percent of said enterprise is owned by Blacks, Hispanics, or Women and whose management and daily business operations are controlled by one or more Blacks, Hispanics or Women." Page 10 To achieve the goal established by these Ordinances, participation in providing goods and services to the City by minorities is being encouraged in a number of ways. All bidders/proposers doing business with the City are encouraged to include the participation of minority firms in their response. In evaluating bids/proposals for determination of awards, minority participation may be a factor. Failure to adequately involve minority firms may be a, basis for rejecting any and all responses. Possible ways to include minority participation would involve: 1. Joint venture with a minority firm(s) 2. Utilizing minority firm(s) as subcontractor(s). 3. Utilizing minority firm(s) to supply goods and/or services. 4. Successful implementation of well defined affirmative action program. 5. Other forms of minority participation, if properly documented. Successful bidder(s)/proposer(s) shall be required to establish an Affirmative Action Plan, if not, an Affirmative Action Policy shall be established, pursuant to Ordinance 410062 as amended. Effective date of implementation must be indicated on the policy. A "Minority Status Information Sheet" is provided to assist bidders/proposers in presenting information concerning minority participation. Minority and women -owned business firms are encouraged, but not required, to register with the City prior to submitting a response. The Purchasing Department, Minority/Women Business Affairs Office, will provide the necessary forms and instructions upon request. All bidders/proposers are urged to submit responses for any goods or services that they are able to supply, regardless of minority classification. However, compliance with all requests for information regarding Minority/Women Status or Participation is required. Bidder'slProposer's cooperation is greatly needed to aid the City in achieving its goal. Bidders/Proposers may contact this Office at (305) 416- 1913 for information. 1.53. 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 the issuance of a change order, addendum, amendment, or supplement to the contract, purchase order or award sheet as appropriate. 1.54. NO INTEREST IN BIDDING - If you do not wish to respond, please return the "Statement of No Bid" form, stating the reason. Failure to submit a response after three (3) times without a sufficient justification of "No Bid" will be cause for removal from the Vendor/Bidder's list. Vendors are encouraged to register on- line by visiting the City's website at http://www.ci.miami. fl. us/procurement 1.55. 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. 1.56. 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 City of Miami RFQ No. 05-06-114 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. 1.57. 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. 1.58. 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, SNAPS 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. 1.59. OCCUPATIONAL LICENSE Any person, firm, corporation or joint venture, Page 11 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. 1.60. ONE PROPOSAL - Only one (1) Response from an individual, firm, partnership, corporation or joint venture 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. 1.61. 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. 1.62. 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. 1.63 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 (10.0%) of the contract price. 1.64. PREPARATION OF RESPONSES (HARDCOPY FORMAT) — Bidders/Proposers are expected to examine the specifications, required delivery, drawings, and all special and general conditions. All bid amounts, if required, shall be typewritten 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 City of Miami RFQ No. 05-06-114 F. G. initialed in ink by person signing the response or the response may be rejected. 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, 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 OR YOUR RESPONSE MAY BE DEEMED NON -RESPONSIVE.. 1.65. 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. 1.66. 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. 1.67. 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. 1.68. PROMPT PAYMENT — Bidders/Proposers may offer a cash discount for prompt payment; however, Page 12 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. 1.69. PROPERTY - Property owned by the City of Miami is the responsibility of the City of Miami. Such property fumished 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. 1.70. PROVISIONS BINDING - Except as otherwise expressly provided in this Contract, all covenants, conditions and provisions of this Contract shall be binding upon and shall inure to the benefit of the parties hereto and their respective heirs, legal representatives, successors and assigns. 1.71. 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 287.017, for CATEGORY TWO for a period of 36 months from the date of being placed on the convicted vendor list. 1.72. 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. 1.73. 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. 1.74. 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. 1.75. 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. 1.76. 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 parry'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. 1.77. 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. I. 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 fled 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 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. Any actual proposer who perceives itself aggrieved in connection with the recommended award of 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 two days after receipt by the proposer of the notice of the City Manager's recommendation for award of Contract. The receipt by proposer 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; 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 City of Miami RFQ No. 05-06-114 Page 13 received by the Chief Procurement Officer. iii. 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 (f). This shall form the basis for review of the written protest and no facts, grounds, documentation or evidence riot 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. (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. (e) 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. 1.78. 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. 1.79. 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. 1.80. 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. 1.81. 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. 1.82. SUBMISSION AND RECEIPT OF RESPONSES - Responses must be received at the designated location and at, or before, the specified opening/closing date and time as designated in the IFB, RFP, City of Miami RFQ No. 05-06-114 Page 14 RFQ, or RFLI. NO EXCEPTIONS. Bidders/Proposers are welcome to attend the solcitation opening/closing; however, no award will be made at that time. Tabulation will be posted on-line at www.ci.miami.fl.us/procurement. F. A. Responses shall be enclosed in a G. sealed envelope, box or package. The face of the envelope, box or package must show the hour and date specified for receipt of responses, the solicitation number H. and title, and the name and return address of the Bidder/Proposer. Responses not submitted on the requisite Response Forms may be rejected. B. Responses must be submitted to the office and address listed on the front page of this Solicitation by the time specified to be considered for award. Responses received at any other location than the I. specified shall be deemed non- responsive. Directions: FROM THE NORTH: I-95 SOUTH UNTIL IT TURNS INTO US1. USl 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: USl 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. C. Telegraphic responses or facsimile will not be considered. D. Failure to follow these procedures is cause for rejection of bid/proposal. E. The responsibility for obtaining and submitting this solicitation to the City Clerk's Office on or before the time and 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 by the City Clerk after the solicitation opening/closing date and time will be returned unopened, and will not be considered for award. Late responses will be rejected. All responses are subject to the conditions specified herein. Those which do not comply with these conditions are subject to rejection. Modification of responses already submitted will be considered only if received at the City Clerk's Office before the time and date set for opening/closing of solicitation responses. All modifications must be submitted in writing. Once a solicitation opened/closed deadline (date and/or time) expires, the City will not consider any subsequent submission which alters the responses. If 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 1.81.A. 1.83. 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. 1.84. 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. B. C. The City has determined that such termination will be in the best interest of the City to terminate the contract for its own convenience; 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. 1.85 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 Florida Statute 218.74 and other applicable law. 1.86. 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. 1.87. 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. 1.88.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 City of Miami Page 15 RFQ No. 05-06-114 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. 1.89. 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. 1.90. 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. 1.91. 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. City of Miami RFQ No. 05-06-114 Page 16 2.0 SPECIAL CONDITIONS 2.1. PURPOSE The City, a municipal corporation of the State of Florida, is seeking the services of a qualified Proposer ("Proposer"), which may be an individual, firm, corporation, joint venture, partnership or other legal entity, for the provision of municipal bond underwriting services to the City, on behalf of the Department of Finance. 2.2 BID CONTRACTS OR AGREEMENTS In a solicitation process involving issuance of an Invitation For Bids (IFB) and award to the successful bidder by the proper authority, the IFB documents becomes the actual contract and referred to as the "Bid Contract or Contract". In a solicitation process involving issuance of a Request for Proposals (RFP), Request for Qualifications (RFQ), or Request for Letters of Interest (RFLI) solicitation process, proceeded by successful negotiations of the terms, conditions, and scope of work/services or specifications with the highest ranked firm based on "best value" of the proposal; and, the proper authority providing for the "negotiation and execution" of the aforementioned, results in a "Agreement or Professional Services Agreement", whereby the RFP, RFQ, or RFLI becomes an integral part of said document. When the word "contract or agreement" is used throughout this formal solicitation, it shall be applied according to the type of formal solicitation described and referred to herein (IFB, RFP, RFQ, or RFLI). 2.3. DEADLINE FOR RECEIPT OF REQUEST FOR ADDITIONAL INFORMATION/ CLARIFICATION Any request for additional information or clarification must be received by no later than the date specified on the cover sheet of this solicitation. Bidder/proposers may fax, or email their requests to the attention of Maritza Suarez, Procurement Supervisor at the City of Miami, Purchasing Department by facsimile number: 305-400-5025 or e-mail: msuarez@ci.miami.fl.us. All responses to questions will be sent to all prospective bidders/proposers in the form of an addendum. NO QUESTIONS WILL BE RECEIVED VERBALLY OR AFTER SAID DEADLINE. 2.4. TERM OF CONTRACT The Proposer(s) qualified to provide the service(s) requested herein may 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 a period of two (2) years with an option to renew for three (3) additional one (1) year periods, subject to the availability of funds for succeeding fiscal years. (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. 2.5. CONDITIONS FOR RENEWAL Each renewal of this contract/agreement is subject to the following: a) Continued satisfactory performance compliance with the specifications, terms and conditions established herein. b) Availability of funds In the event the Contractor is unable to extend the contract/agreement for any subsequent period under the above conditions, or for whatever cause, advance written notice and explanation must be submitted to the Chief Procurement Officer, no later than ninety (90) days prior to the annual expiration date. Such notification is subject to the acceptance of the City, or the Contractor may be found to be in default. 2.6. 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/agreement, then the City, City of Miami Page 17 RFQ No. 05-06.114 upon written notice to Contractor or his assignee of such occurrence, shall have the unqualified right to terminate the contract/agreement without any penalty or expense to the City. 2.7. AGREEMENT EXECUTION The selected Proposer(s) evaluated and ranked in accordance with the requirements of this Solicitation, shall be awarded an opportunity to negotiate an agreement ("Agreement") with the City. The City reserves the right to execute or not execute, as applicable, an Agreement with the selected Proposer(s) that is determined to be in the City's best interest. Such Agreement will be furnished by the City, will contain certain terms in the City's best interests, and will be subject to approval as to legal form by the City Attorney. 2.8. UNAUTHORIZED WORK The Successful Proposer shall not begin work until an Agreement has been fully executed and issuance of a purchase order. 2.9. PROPOSER'S MINIMUM QUALIFICATIONS 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. 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. Proposer shall demonstrate and must include supporting documentation evidencing in the proposal that they possess the following items listed in section a thru c. Furthermore, an affirmative statement confirming compliance with these qualifications must be included in the Proposal. a. Proposer must have national recognition as an underwriting firm as exemplified by continuously maintaining a Red Book listing within the area of Dealers & Underwriters for at least two (2) years; b. Proposers must be current and in compliance with all filing requirements of Rule G-37. Proposers represent by virtue of their response to this RFQ that their respective officers, directors, employees or agents have not made any contributions or undertaken any actions in violation of Rule G-37 which may serve to disqualify the Proposer from acting as underwriter to the City. c. Proposers must carry any and all necessary licenses and authorizations to act as an underwriter of municipal debt in the State of Florida. If selected, Firms shall maintain such licenses and authorizations as required to complete the Engagement. It is the underwriter's responsibility to notify the City immediately in the event that it is no longer licensed or authorized to act as an underwriter of municipal debt within the State of Florida. Additionally, Proposer shall: d. Be properly licensed, as applicable, to conduct business in the State of Florida; and have a minimum of five years' experience in bond underwriting services. e. Have sufficient financial support, personnel, and organization to ensure that it can satisfactorily execute the services if awarded a Contract/Agreement under the terms and conditions herein stated. f. 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. g. Neither Proposer nor any principal, officer, or stockholder of Proposer (s) 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. City of Miami Page 18 RFQ No. 05-06-114 2.10. CHANGES/ALTERATIONS Proposer may change or withdraw a Proposal at any time prior to Proposal submission deadline; however, no oral modifications will be allowed. 2.11 INSURANCE REQUIREMENTS INDEMNIFICATION Bidder/Proposer 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/proposer's performance under the provisions of the contract, including all acts or omissions to act on the part of bidder/proposer, including any person performing under this Contract/Agreement for or on bidder's/proposer'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/Agreement, unless attributable to the negligence or misconduct 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/proposer 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: I. 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 included as an Additional Insured Employees included as insured Contractual Liability II. Business Automobile Liability A. Limits of Liability Bodily Injury and Property Damage Liability Combined Single Limit Any Auto 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 A. Limits of Liability IV. Employer's Liability A. Limits of Liability Statutory -State of Florida $100,000 for bodily injury caused by an accident, each accident $100,000 for bodily injury caused by disease, each employee $500,000 for bodily injury caused by disease, policy limit City of Miami Page 19 RFQ No. 05-06-114 V. Professional Liability/Errors and Omissions Coverage Combined Single Limit Each Claim $2,000,000 General Aggregate Limit $2,000,000 Deductible- not to exceed 10% The City needs to be named as additional insured. 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/proposer. 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 V" 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 SOLICITATION NUMBER AND/OR TITLE OF SOLICITATION MUST APPEAR ON EACH CERTIFICATE. Compliance with the foregoing requirements shall not relieve the bidder/proposer of his liability and obligation under this section or under any other section of this Contract/Agreement. --If insurance certificates are scheduled to expire during the contractual/agreement period, the Bidder/Proposer 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: a. Suspend the contract/agreement until such time as the new or renewed certificates are received by the City in the manner prescribed in the Solicitation. b. The City may, at its sole discretion, terminate this contract/agreement for cause and seek re - procurement damages from the Bidder/Proposer in conjunction with the General and Special Terms and Conditions of the Solicitation. The Bidder/Proposer shall be responsible for assuring that the insurance certificates required in conjunction with this Section remain in force for the duration of the contractual/agreement period; including any and all option terms that may be granted to the Bidder/Proposer. 2.12. CONTRACT ADMINISTRATOR Upon award, contractor shall report and work directly with Mr. Pete S. Chircut, Treasurer, who shall be designated as the Contract Administrator. 2.13. SUBCONTRACTORS OF WORK SHALL BE IDENTIFIED As part of its Response, the Bidder/Proposer is required to identify any and all Subcontractors that will be used in the performance of the proposed contract/agreement, their capabilities, experience, minority designation, as defined in Ordinance 10062 and the portion of the work to be done by the Subcontractor. Failure to identify any and all subcontractors in the Solicitation shall render the Response non -responsive; unless, the low bidder submits this documentation to the City within five (5) working days after the solicitation opening/closing date. The Contractor shall not, at any time during the tenure of the contract/agreement, subcontract any part of his operations or assign any portion or part of the contract/agreement, to Subcontractor(s) City of Miami Page 20 RFQ No. 05-06-114 not originally mentioned in their Response, except under and by virtue of permission granted by the City through the proper officials. Nothing contained in this specifications shall be construed as establishing any contractual relationship between any subcontractor and the City. The proposer shall be fully responsible to the City for the acts and omissions of the subcontractor and their employees, as for acts and omissions of persons employed by proposer. 2.14 TERMINATION A. FOR DEFAULT If Successful Proposer(s) defaults in its performance under this Contract/Agreement and does not cure the default within 30 days after written notice of default, the City Manager may terminate this Contract/Agreement, in whole or in part, upon written notice without penalty to the City of Miami. In such event the Successful Proposer(s) shall be liable for damages including the excess cost of procuring similar supplies or services: provided that if, (a) it is determined for any reason that the Successful Proposer(s) was not in default or (2) the Successful Proposer(s)'s failure to perform is without his or his subcontractor's/subconsultant'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/Agreement, 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/Agreement is for supplies, products, equipment, or software, and so terminated for the convenience by the City of Miami the Successful Proposer(s) will be compensated in accordance with an agreed upon adjustment of cost. To the extent that this Contract/Agreement 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/Agreement for those services rendered prior to termination. 2.15. ADDITIONAL SERVICES Services not specifically identified in this request may be added to any resultant contract/agreement upon successful negotiation and mutual consent of the contracting parties. 2.16. EVALUATION/SELECTION PROCESS AND CONTRACT AWARD The procedure for response evaluation, selection and award is as follows: (1) Solicitation issued. (2) Receipt of responses (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. (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 in accordance with the requirements of this Solicitation and based upon the the evaluation criteria as specified herein. (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 City of Miami Page 21 RFQ No. 05-06-114 Committee's recommendation, a Notice of the City Manager's recommendation for award of an agreement will be sent to all proposers by the Chief Procurement Officer notifying proposers of the City Manager's recommendation to the City Commission. 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 an agreement for the required services. Such negotiations may result in agreements, as deemed appropriate by the City Manager. (11) The City Commission shall review and approve the negotiated Agreement with the selected Proposer(s). City of Miami Page 22 RFQ No. 05-06-114 3.0 SPECIFICATIONS / SCOPE OF WORK 3.1 BACKGROUND INFORMATION The City of Miami is seeking qualified investment banking firms (the "Proposer" or "Firm") to serve as bond underwriters to the City in connection with the advancement of the City's Capital Improvement Program (the "Engagement"). The City intends to compose a team of underwriters (the "Underwriting Team") to serve for five years. The financing team for any transaction will consist of City staff, bond counsel, financial advisor and the Underwriting Team. The City shall not guarantee the amount of bond transactions, if any, issued during the five (5) year period. The City reserves the right, in its sole and absolute discretion, to dismiss from the underwriting team any member for any reason at any time. Submission of a response to this RFQ shall constitute the agreement of the Proposer to these terms, if selected as a Successful Proposer. The Underwriting Team will consist of the following Positions and bond allocations: A. Two (2) Firms to serve as Senior Managers. On any given bond transaction, the City will designate one firm as Senior Manager and the other as Co -Senior Manager as deemed appropriate by the City. Target bond allocation for the Senior Manager will be 45% of the issue size and for Co -Senior Manager, 25% of the issue size. Firms interested in a Senior Manager Position shall demonstrate national underwriting experience, strong bond distribution capabilities, and an expertise in municipal tax-exempt financings. B. Three (3) Firms to serve as Co -Managers. On any given bond transaction, the City will assign all three firms as Co -Managers at a target bond allocation of 10% each of the issue size. Firms interested in a Co -Manager position shall demonstrate at least regional underwriting experience and strong bond distribution capabilities. Firms submitting a Proposal for consideration must clearly indicate in the Proposal if they are seeking consideration as: (1) Senior Manager, and/or (2) Co -Manager, and shall follow the requirements in the RFQ for addressing the qualifications for both. Firms submitting for both (Senior Manager and Co -Manager) shall be first considered and ranked for Senior Manager. The City of Miami will be selecting the first two highest ranked firms under the category of Senior Manager as its Senior Manager and Co -Senior Manager. Both Senior Manager and Co -Senior Manager will be used based on a rotational method. However, in a situation where a conflict of interest exists, the rotational method will be vacated, and the other firm will be selected to provide said services. A firm electing to submit for both categories, Senior Manager and Co -Manager, and failing to be selected as one of the firms to be the City's Senior Manager or Co -Senior Manager, will then be considered for the category of Co -Manager. The City of Miami will then select the three (3) highest ranked firms to serve as Co -Managers. Each of those firms will be allocated a target bond of 10%. The City will negotiate suitable compensation for any given bond transaction with the selected Senior Manager before the transaction is priced. The remaining members of the Underwriting Team agree to accept the compensation negotiated between the Senior Manager and the City. 3.2. SCOPE OF WORK A. SENIOR MANAGER The services to be provided by a Senior Manager assigned to a particular transaction shall include, but not be limited to, the following: 1. Develop the structure and overall marketing strategy on a bond transaction to which it has been assigned and to work with the Finance Director, the City Attorney's office, bond counsel, financial advisor, rating agencies, trustees and other professionals involved in the transactions. City of Miami Page 23 RFQ No. 05-06-114 2. Manage the underwriting team assigned by the City to work with the Senior Manager (as book running manager). 3. Assist the City, its financial advisor and bond counsel in drafting the preliminary official statement, the final official statement and any other documents required to authorize, market and sell the Bonds. The City will provide to the Senior Manager its customary financial information and will make every effort to provide the Senior Manager with all necessary additional' information for the specific financing/bond issuance. It shall be the duty of the Senior Manager to thoroughly review and determine the'completeness and accuracy of any material representations set forth in the preliminary and final official statements. The Senior Manger will be responsible to the City in all aspects for the accuracy and completeness of information provided by such Senior Manager with respect to such disclosure documents. 4. Sell Bonds. 5. Provide analyses of market conditions and advise the City and its financial advisor with regard to market timing and development of a marketing plan for the Bonds. 6. Assist the City in developing and presenting information to the rating agencies, bond insurers and investment community. B. CO -SENIOR MANAGERS AND CO -MANAGERS The services to be provided by the underwriting firms assigned to a negotiated bond transaction when serving as Co -Senior Manager and Co -Manager on a transaction shall include, but not be limited to, the following: 1. Assist the Senior Manager in providing the primary and secondary market support for the City's financing endeavors. 2. Assist the Senior Manager in providing the analyses of market conditions and advise the City and its financial advisors with regard to market timing and development of a marketing plan for the Bonds. 3. Sell Bonds. City of Miami Page 24 RFQ No. 05-06-114 4.0. SUBMISSION REQUIREMENTS Proposers shall carefully follow the format and instructions outlined below, observing format requirements where indicated. Proposals should contain the information itemized below and in the order indicated. This information should be provided for the Proposer and any sub -consultants to be utilized for the work contemplated by this Solicitation. 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 shall be presented in the following format. Failure to do so may deem your Proposal non -responsive. 1. Cover Page The Cover Page should include the Proposer's name; Contact Person for the RFQ; Firm's Liaison for the Contract; Primary Office Location; Local Business Address, if applicable; Business Phone and Fax Numbers; Title of RFQ; RFQ 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 three (3) pages containing the Proposer's Overall Expertise, Qualifications and Experience, including the positions the Firm is seeking and requesting to be evaluated for: (1) Senior/Co-Senior Manager and/or (2) Co - Manager Categories. Include the name of the organization, business phone, contact person, and phone/fax/email address. Describe its overall organization, history and background, tax status, principals, owners, board of directors and/or board of trustees, number of professionals employed, and the date Proposer was incorporated/organized; State(s) incorporated/organized in. 4. Contact Information Firm name, office locations, and address of office(s) where Services shall be performed. Name, title, office location, e-mail address, phone number and fax number of the individual(s) who shall serve as the primary account representatives (Limit to one page). 5. Firm's Overall Qualifications and Experience a) Firm shall satisfy each of the minimum requirements listed under Section 2.9, Proposer's Minimum Qualifications, of the RFQ. Firm must also submit an affirmative declaration of compliance to the Minimum Requirements and Pre -Requisites as stated in Section 2.9. b) Firm shall submit evidence that the Firm is qualified to do business in the State of Florida, including (if a corporation) a current Certificate of Good Standing from the State of Florida Secretary of State's office. All documentation provided shall be current and included in an appendix to the submission. c) Disclose any potential conflicts the Firm may have in acting as a member of the Underwriting Team for the City (no page limit). Certify the Firm's Excess Net Capital position as of September 30, 2006. 6. Firm's Ability to Underwrite Bonds a) Describe the Firm's bond sales abilities with emphasis on the Firm's institutional and/or retail distribution capabilities and ability to place Florida paper. Include in a tabular format the following (limit to three pages): 1) Number of sales personnel in Florida 2) Number of offices in Florida City of Miami Page 25 RFQ No. 05-06-114 3) Number of offices nationally a) For each of calendar years 2003, 2004 and 2005 and in tabular format, set forth the total number of municipal bond transactions the Firm has served as Senior Manager and the total par amount involved (limit to one page) b) For each of calendar years 2003, 2004 and 2005 and in tabular format, set forth the total number of municipal bond transactions the Firm has served as Co -Manager and the total par amount involved (limit to one page). 7. Qualification and Experience of Personnel a) Resumes of each public finance professional that will be assigned to the Engagement. Describe the role of each in, and level of commitment to, the Engagement as well as their experience with municipal clients(limit to one page per professional). b) For the Firm and for each employee of the Firm listed above (i.e. the primary account executive and public finance professionals assigned to the Engagement), a brief explanation of: (i) litigation pending or past judgments entered against the individual or his or her firm, because of an act or omission of such individual in a professional liability action, if any; and (ii) regulatory or criminal actions, proceedings or investigations to which the individual or the Firm has been subject over the last three years, whether or not the same has resulted in charges, convictions, suspensions or debarments (no page limit). 8. Understanding of City (required from only those firms seeking Senior/Senior Co - Manager designation: a) Describe the Firm's understanding of the City of Miami including its history, mission and future plans (limit to two pages). b) Describe what the Firm sees as the City's future financial opportunities and/or obstacles in advancing the City's Capital Improvement Program (limit to four pages). 9. 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, clearly identified as "TRADE SECRETS EXCEPTION," with your firm's name and the RFQ 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 attorneys fees incurred by the City by reason of any legal action challenging your claim. 10. Affidavits / Acknowledgments a) Proposers should complete and submit as part of its Proposal all of the following forms and/or documents: • 6.1 Certification Statement Form (including Certificate of Authority) • 6.2 Qualification Statement • 6.3 Affirmative Action Policy • 6.4 Local Office Affidavit • 6.5 Statement of Compliance with Ordinance 10032 • 6.6 Debarment and Suspension Certificate City of Miami Page 26 RFQ No. 05-06-114 5.0 EVALUATION CRITERIA Proposals received shall be evaluated based on the following criteria and weight Percentage Points Criteria For Senior Manager Positions For Co -Manager Positions Firm's Overall Qualifications and Experience 35% 35% Qualification and Experience of Personnel 35% 35% Understanding of City 15% NOT APPLICABLE Ability, to Underwrite Bonds 25% 25% Local Preference 5% 5% Oral Presentation (if required) 1 1 ° Total 130 :um City of Miami Page 27 RFQ No. 05-06-114 6.0. RESPONSE DOCUMENT FORMS 6.1. Certification Statement 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 solicitation have been documented in the section below (refer to paragraph and section). EXCEPTIONS: We (I) certify that any and all information contained in this response is true; and we (I) further certify that this response is made without prior understanding, agreement, or connection with any corporation, firm, or person submitting a response 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 for the bidder/proposer. Please print the following and sign your name: NAME OF BIDDER/PROPOSER: ADDRESS: CITY: STATE: PHONE: FAX: EMAIL: AUTHORIZED SIGNATURE: NAME: TITLE: DATE: FAILURE TO COMPLETE, SIGN, AND RETURN THIS FORM SHALL DISOUALIFY THIS RESPONSE. City of Miami Page 28 RFQ No. 05-06-114 Response Document Form - Certification Statement (Page 2 of 3) CERTIFICATE OF AUTHORITY (IF CORPORATION) I HEREBY CERTIFY that at a meeting of the Board of Directors of a corporation organized and existing under the laws of the State of , held on the _day of , , a resolution was duly passed and adopted authorizing (Name) as (Title) of the corporation to execute bids/proposals on behalf of the corporation and providing that his/her execution thereof, attested by the secretary of the corporation, shall be the official act and deed of the corporation. I further certify that said resolution remains in full force and effect. IN WITNESS WHEREOF, I have hereunto set my hand this , day of 20 Secretary: Print: CERTIFICATE OF AUTHORITY (IF PARTNERSHIP) I HEREBY CERTIFY that at a meeting of the Board of Directors of , a partnership organized and existing under the laws of the State of , held on the day of , a resolution was duly passed and adopted authorizing (Name) as (Title) of the to execute bids/proposals on behalf of the partnership and provides that his/her execution thereof, attested by a partner, shall be the official act and deed of the partnership. I further certify that said partnership agreement remains in full force and effect. IN WITNESS WHEREOF, I have hereunto set my hand this day of 20 Partner: Print: CERTIFICATE OF AUTHORITY (IF JOINT VENTURE) Joint venturers must submit a joint venture agreement indicating that the person signing this bid/proposal is authorized to sign bid/proposal documents on behalf of the joint venture. If there is no joint venture agreement each member of the joint venture must sign the bid/proposal and submit the appropriate Certificate of Authority (corporate, partnership, or individual). City of Miami Page 29 RFQ No. 05-06-114 Response Document Form - Certification Statement (Page 2 of 3) CERTIFICATE OF AUTHORITY (IF INDIVIDUAL) I HEREBY CERTIFY that, I (Name) , individually and doing business as (d/b/a) (If Applicable) have executed and am bound by the terms of the bid/proposal to which this attestation is attached. IN WITNESS WHEREOF, I have hereunto set my hand this , day of , 20 Signed: Print: STATE OF ) SS: COUNTY OF The foregoing instrument was acknowledged before me this day of 20 , by , who is personally known to me or who has produced as identification and who (did / did not) take an oath. SIGNATURE OF NOTARY PUBLIC STATE OF FLORIDA PRINTED, STAMPED OR TYPED NAME OF NOTARY PUBLIC City of Miami Page 30 RFQ No. 05-06-114 6.2. Qualification Statement INSTRUCTIONS: This questionnaire is to be included with your response. Do not leave any questions unanswered. When the question does not apply, write the word(s) "None", or "Not Applicable", as appropriate. Please print. COMPANY NAME: COMPANY OFFICERS: President Secretary COMPANY OWNERSHIP: Vice President Treasurer LICENSES: % of ownership % of ownership % of ownership % of ownership 1. County or Municipal Occupational License No. (attach copy with response) 2. Occupational License Classification 3. Occupational License Expiration Date: 4. Metro -Dade County Certificate of Competency No. (attached copy if requested in this solicitation) 5. Social Security or Federal I.D. No. EXPERIENCE: 6. Number of Years your organization has been in business: 7. Number of Years experience BIDDER/PROPOSER (person, principal of firm, owner) has had in operation of the type required by the specifications of the solicitation: 8. Number of Years experience BIDDER/PROPOSER (firm, corporation, proprietorship) has had in operation of the type required by the specifications of the solicitation: City of Miami Page 31 RFQ No. 05-06-114 Response Document Form - Qualification Statement (Page 2 of 2) 9. Experience Record: List references who may be contacted to ascertain information on past and/or present contracts, work, jobs, that BIDDER/PROPOSER has performed of a type similar to that required by specifications of the City's solicitation with whom you have done business with in the past three (3) years: FIRM NAME/ADDRESS DATE OF JOB DESCRIPTION OF JOB CONTACT PERSON: PHONE NO.: FIRM NAME/ADDRESS DATE OF JOB DESCRIPTION OF JOB CONTACT PERSON: PHONE NO.: FIRM NAME/ADDRESS DATE OF JOB DESCRIPTION OF JOB CONTACT PERSON: PHONE NO.: FIRM NAME/ADDRESS DATE OF JOB DESCRIPTION OF JOB CONTACT PERSON: PHONE NO.: FAILURE TO FULLY COMPLETE, AND RETURN THIS FORM MAY DISQUALIFY YOUR RESPONSE. City of Miami Page 32 RFQ No. 05-06-114 6.3. OFFICE LOCATION AFFIDAVIT Please type or print clearly. This Affidavit must be completed in full, signed and notarized ONLY if your office is located within the corporate limits of the City of Miami. Legal Name of Firm: Entity Type: (check one box only) [] Partnership [] Sole Proprietorship [] Corporation Corporation Doc. No: Date Established: Occupational License No: Date of Issuance: Office Location of the bidder/proposer: PRESENT Street Address: City: State: How long at this location: PREVIOUS Street Address: City: State How long at this location: According to Ordinance No. 12271 (Section 18-85): The City Commission may offer to a responsible and responsive local bidder/proposer, who maintains a Local Office, the opportunity of accepting a bid/proposal at the low bid/proposal amount, if the original bid/proposal amount submitted by the local vendor is not more than ten percent (10%) in excess of the lowest other responsible and responsive bidder/proposer. The intention of this section is to benefit local bona fide bidders/proposers to promote economic development within the corporate limits of the City of Miami. I (we) certify, under penalty of perjury, that the office location of our firm has not been established with the sole purpose of obtaining the advantage granted bona fide local bidders/proposers by this section. Authorize Signature Print Name Title Authorize Signature Print Name Title (Must be signed by the corporate secretary of a Corporation or one general partner of a partnership or the proprietor of a sole proprietorship or all partners of a joint venture.) STATE OF FLORIDA, COUNTY OF DADE [] Personally known to me; or Subscribed and Sworn before me that this is a true statement this day of 199 . [] Produced identification: Notary Public, State of Florida My Commission expires Printed name of Notary Public Please submit with your response copies of Occupational License, professional and/or trade License to verify local status. The City of Miami also reserves the right to request a copy of the corporate charter, corporate income tax filing return and any other documents(s) to verify the location of the firm's office. City of Miami Page 33 RFQ No. 05-06-114 6.4. STATEMENT OF INTENT TO COMPLY WITH ORDINANCE NO. 10032 Bidder/proposer certifies that (s)he has read and understood the provisions of City of Miami Ordinance No. 10032, pertaining to the implementation of a "First Source Hiring Agreement". Bidder/Proposer will complete and submit the following questions as part of the response. Evaluation of bidder's/proposer's responsiveness to Ordinance No. 10032 may be a consideration in the award of a contract. Violations of this Ordinance may be considered cause for annulment of a contract between the successful bidder/proposer and the City of Miami. A. Do you expect to create new positions in your company in the event your company was awarded this contract by the City? Yes No B. In the event your answer to Question "A" is yes, how many new positions would you create to perform this work? C. Please list below the title, rate of pay, summary of duties, number of positions, and expected length or duration of all new positions which might be created as a result of this award of contract. POSITION/TITLE EXPECTED RATE OF PAY NUMBER OF LENGTH OR Hourly/Weekly DUTIES POSITIONS DURATION 1) 2) 3) 4) 5) 6) 7) 8) (Use additional sheets if necessary) COMPANY NAME: SIGNATURE/TITLE: DATE: FAILURE TO COMPLETE, SIGN, AND RETURN THIS FORM MAY DISQUALIFY THIS RESPONSE. City of Miami Page 34 RFQ No. 05-06-114 6.5. DEBARMENT AND SUSPENSION CITY OF MIAMI CODE SEC. 18-56.4 (a) Authority and requirement to debar and suspend: After reasonable notice to an actual or prospective contractual party, and after reasonable opportunity to 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 (3) years. The City Manager shall also have the authority to suspend a contractor 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 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; or 7. 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). 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 set forth above, or debarred or suspended as set forth in paragraph (b) (5). Company name: Signature: Date: FAILURE TO COMPLETE, SIGN, AND RETURN THIS FORM MAY DISQUALIFY YOUR RESPONSE City of Miami Page 35 RFQ No. 05-06-114 6.6. STATEMENT OF NO RESPONSE NOTE: If you do not intend to submit a response on this commodity or service, please return this form on or before the submission date. Failure to submit a response after three (3) times without a sufficient justification of "No Response" will be cause for removal from the Supplier list. Office of the City Clerk 3500 Pan American Drive Miami, FL 33131-5504 We, the undersigned, have declined to submit a response on your RFQ No. 05-06-114 for MUNICIPAL BOND UNDERWRITING SERVICES for the following reasons: Specifications too "tight", i.e., geared toward one brand or manufacturer only (explain below). Insufficient time to respond to the Request for Qualifications We do not offer this product or service. Our schedule would not permit us to perform. We are unable to meet specifications. We are unable to meet bond requirements. Specifications are unclear (explain below). We are unable to meet insurance requirements. Remove us from your suppliers' list for this commodity or service. Other (specify below). Remarks: We understand that if this statement is not completed and returned, our company may be deleted from the City of Miami bidders/proposers' list for this commodity or service. Company Name: Signature: Title: Telephone: Date: A completed vendor application should be returned with this form if vendor has not previously submitted an application and secured a vendor number from the City. City of Miami Page 36 RFQ No. 05-06-114