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HomeMy WebLinkAboutSubmittal-Memo-Substitution for Item RE 21CITY OF MIAMI, FLORIDA INTER -OFFICE MEMORANDUM T( : Honorable Mayor and Members of the City Commission Johnny Martin City Manager DATE: December 13, 2011 FILE: 11-01138 SUBJECT: Substitution for Item RE 21 Change in Professional Service Agreement REFERENCES: ENCLOSURES: Exhibit A — Substitute PSA with Mark - Ups Exhibit B — Substitute PSA in Final Form Please be advised that the PSA related to item RE-21 scheduled for the December 15, 2011 Regular City Commission meeting needs to be corrected and substituted. Please refer to the attached Exhibit A - Substitute PSA document with requested editorial changes highlighted. Exhibit B is the substituted PSA in Final Form without highlighted changes. Summary Upon further review, a number of changes to the existing PSA were requested by the City Attorney's Office for correctness in form and content, and for enhanced indemnification language. Due to the number of changes made, a copy of the existing PSA highlighting the requested changes (Exhibit A) as well as a copy of the substituted PSA in final form (Exhibit B) are being attached as reference sources. SUBMITTED INTO THE PUBLIC RECORD FOR ITEM. ON . // 0ii38- mere, - Serbs it�t; o,- -Four ►')-) gC21 THIS DOCUMENT IS A SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. Exhibit A Substitute PSA with Mark -Ups (See Attached) THIS DOCUMENT IS A SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. PROFESSIONAL SERVICES AGREEMENT By and Between The City of Miami, Florida and Minnesota Life Insurance Company This Professional Services Agreement ("Agreement") is entered into this day of , 2011 by and between the City of Miami, a municipal corporation of the State of Florida, whose address is 444 S.W. 2nd Avenue, 10th Floor, Miami, Florida 33130 ("City"), and Minnesota Life Insurance Company , ("PROVIDER") a Minnesota Corporation qualified to do business in Florida whose principal address is 400 Robert Street North, St. Paul, MN 55164- 0114. RECITALS: WHEREAS, the City of Miami issued a Request for Proposal No. 278253 on October 6th, 2011 (the "RFP" attached hereto, incorporated hereby, and made a part of as Exhibit A) for the provision of Employee Group Benefit Life Insurance and AD&D Insurance pP1an-, ("Services" as more fully set forth in the ;cope of work "SOW' Provider's Response to RFP No. 278253 attached hereto as Exhibit B) for the Risk Management Department and Provider's proposal ("Proposal"Provider's Terms & Conditions, attached hereto, incorporated hereby, and made part of hereof as Exhibit C), in response thereto, has been selected as the most qualified proposal for the provision of the Services. WHEREAS, the Evaluation Committee appointed by the City Manager determined that the Proposal submitted by the Provider was responsive to the RFP requirements and recommended that the City Manager negotiate with the Provider, as the highest ranked respondent; and Employee Benefit Life Insurance Plan 1 WHEREAS, the City wishes to engage the Services of Provider, and Provider wishes to perform the Services for the City; and WHEREAS, the City and the Provider desire to enter into this Agreement under the terms and condition set forth herein. NOW, THEREFORE, in consideration of the mutual covenants and promises herein contained, Provider and the City agree as follows: THIS DOCUMENT IS A SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. Employee Benefit Life Insurance Plan 2 THIS DOCUMENT IS A SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. TERMS: 1. RECITALS AND INCORPORATIONS; DEFINITIONS: A. The recitals are true and correct and are hereby incorporated into and made a part of this Agreement. The City's RFP #278253 is hereby incorporated into and made a part of this Agreement and attached hereto as Exhibit "A". The Services, Provider's Response to RFP #278253, are hereby incorporated into and made a part of this Agreement as attached Exhibit "B". The Provider's Response dated. October 18`. 201 l Terms & Conditions, mare hereby incorporated into and made a part of this Agreement as attached Exhibit "C". The Provider's Insurance Certificate is hereby incorporated into and made a part of this Agreement as attached Exhibit "D". The Provider's Compensation is hereby incorporated into and made part of this Agreement as attached Exhibit "E''. The Provider's Corporate Resolution and Evidence of Qualification to do Business in Florida is hereby incorporated into and made part of this Agreement as attached Exhibit "F". The order of precedence whenever there is conflicting or inconsistent language between documents is as follows: (1) Professionals Services Agreement with the Scope of Work; (2) Addenda/Addendum to the Request for Proposals; (3) Request for Proposals; and (4) Minnesota Life Insurance Company, response to the Request for Proposals. Employee Benefit Life Insurance Plan 3 THIS DOCUMENT IS A SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. 2. TERM: The term of this Agreement shall commence on the January 1, 2012 and shall continue in effect for a term of three (3) years, and will end on December 31, 2014. 3. OPTION TO EXTEND: The City shall have no option to extend the term. 4. SCOPE OF SERVICES: A. Provider agrees to provide the Services as specifically described, and under the special terms and conditions set forth in Exhibit "AB" and Exhibit "C.- hereto, which by this reference is incorporated into and made a part of this Agreement. B. Provider represents to the City that: (i) it possesses all qualifications, licenses State approved filings and expertise required for the performance of the Services, including but not limited to full qualification to do business in Florida; (ii) it is not delinquent in the payment of any sums due the City, including payment of permits, fees, occupational licenses, etc., nor in the performance of any obligations to the City, (iii) all personnel assigned to perform the Services are and shall be, at all times during the term hereof, fully qualified. duly licensed when rcquired and trained to perform the tasks assigned to each; (iv) the Services will be performed in the manner described in Exhibit "I_A"; and (v) each person executing this Agreement on behalf of Provider has been duly authorized to so execute the same and fully bind Provider as a party to this Agreement. C. Provider shall at all times provide fully qualified, competent and physically capable employees to perform the Services under this Agreement. City may require Provider to remove any employee the City deems careless, incompetent, insubordinate, or otherwise objectionable and whose continued services under this Agreement is not in the best interest of Employee Benefit Life Insurance Plan 4 THIS DOCUMENT IS A SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. the City. 5. COMPENSATION: A. The amount of compensation payable by the City to the Provider shall be based on the rates and schedules described in Exhibit "E" hereto, which by this reference is incorporated into and made a part of this Agreement. B. Payment shall be made in arrears based upon work performed to the satisfaction of the City within forty-five (45) days after receipt of Provider's invoice for Services performed, which shall be accompanied by sufficient supporting documentation and contain sufficient detail, to allow a proper audit of expenditures, should the City require one to be performed. Invoices shall be sufficiently detailed so as to comply with the "Florida Prompt Payment Act", §218.70. - 218.79, Florida Statutes, and other applicable laws. No advance payments shall be made at any time. C. Provider agrees and understands that (i) any and all subcontractors providing Services related to this Agreement shall be paid through Provider and not paid directly by the City, and (ii) any and all liabilities regarding payment to or use of subcontractors for any of the Services related to this Agreement shall be borne solely by Provider. 6. OWNERSHIP OF DOCUMENTS: Provider understands and agrees that any information, document, report or any other material whatsoever which is given by the City to Provider, its employees, or any subcontractor, or which is otherwise obtained or prepared by Provider pursuant to or under the terms of this Agreement, is and shall at all times remain the property of the City. Provider agrees not to use any such information, document, report or material for any other purpose whatsoever without the written consent of the City Manager, which may be withheld or conditioned by the City Manager Employee Benefit Life Insurance Plan 5 THIS DOCUMENT IS A SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. in his sole discretion. Provider is permitted to make and to maintain duplicate copies of the files, records, documents, etc. if Provider determines copies of such records are necessary subsequent to the termination of this Agreement; however, in no way shall the confidentiality as permitted by applicable law be breached. The City shall maintain and retain ownership of any and all documents which result upon the completion of the work and Services under this Agreement. 7. AUDIT AND INSPECTION RIGHTS AND RECORDS RETENTION: A. Provider agrees to provide access to the City or to any of its duly authorized representatives, to any books, documents, papers, and records of Provider which are directly pertinent to this Agreement, for the purpose of audit, examination, excerpts, and transcripts. The City may, at reasonable times, and for a period of up to three (3) years following the date of final payment by the City to Provider under this Agreement, audit and inspect, or cause to be audited and inspected, those books, documents, papers, and records of Provider which are related to Provider's performance under this Agreement. Provider agrees to maintain any and all such books, documents, papers, and records at its principal place of business for a period of three (3) years after fmal payment is made under this Agreement and all other pending matters are closed. Provider's failure to adhere to, or refuse to comply with, this condition shall result in the immediate cancellation of this Agreement by the City. B. The City may, at reasonable times during the term hereof, inspect the Provider's facilities and perform such tests, as the City deems reasonably necessary, to determine whether the goods or services required to be provided by Provider under this Agreement conform to the terms hereof and/or the terms of the Services Agreement, if applicable. Provider shall make available to the City all reasonable facilities and assistance to facilitate the performance of tests or inspections by City representatives. All audits and inspections shall be subject to, and made in Employee Benefit Life Insurance Plan 6 THIS DOCUMENT ISA SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. accordance with, the provisions of Sections 18-101 and 18-102 of the Code of the City of Miami, Florida as same may be amended or supplemented, from time to time. 8. AWARD OF AGREEMENT: Provider represents and warrants to the City that it has not employed or retained any person or company employed by the City to solicit or secure this Agreement and that it has not offered to pay, paid, or agreed to pay any person any fee, commission, percentage, brokerage fee, or gift of any kind contingent upon or in connection with, the award of this Agreement. 9. PUBLIC RECORDS: A. Provider understands that the public shall have access, at all reasonable times, to all documents and information pertaining to City Agreements, subject to the provisions of Chapter 119, Florida Statutes, and agrees to allow access by the City and the public to all documents subject to disclosure under applicable laws. Provider's failure or refusal to comply with the provisions of this section shall result in the immediate cancellation of this Agreement by the City. B. Should Provider determine to dispute any public access provision required by Florida Statutes, then Provider shall do so at its own expense and at no cost to the City. 10. COMPLIANCE WITH FEDERAL, STATE AND LOCAL LAWS: Provider understands that agreements with local governments are subject to certain laws and regulations, including laws pertaining to public records, conflict of interest, record keeping, etc. City and Provider agree to comply with and observe all such applicable federal, state and local laws, rules, regulations, codes and ordinances, as they may be amended from time to time. Provider further agrees to include in all of Provider's agreements with subcontractors for any Services related to this Agreement this provision requiring subcontractors to comply with Employee Benefit Life insurance Plan 7 THIS DOCUMENT IS A SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. and observe all applicable federal, state, and local laws rules, regulations, codes and ordinances, as they may be amended from time to time. 11. INDEMNIFICATION: Provider shall indemnify, defend and hold harmless the City and its officials, employees, and its designated third -party administrator for claims (collectively referred to as "Indemnitees") and each of them from and against all loss, costs, penalties, fines, damages, claims, expenses (including attorney's fees) or liabilities (collectively referred to as "Liabilities") by reason of any injury to or death of any person or damage to or destruction or loss of any property arising out of, resulting from, or in connection with (i) the negligent performance or non-performance of the Services contemplated by this Agreement (whether active or passive) of Provider or its employees or subcontractors (collectively referred to as "Provider") which is directly caused, in whole or in part, by any act, omission, default or negligence (whether active or passive or in strict liability) of the Indemnities, or any of them, or (ii) the failure of the Provider to comply materially with any of the requirements herein, or the failure of the Provider to conform to statutes, ordinances, or other regulations or requirements of any governmental authority, local, federal or state, in connection with the performance of this Agreement even if it is alleged that the City, its officials and/or employees were negligent. Provider expressly agrees to indemnify, defend and hold harmless the Indemnitees, or any of them, from and against all liabilities which may be asserted by an employee or former employee of Provider, or any of its subcontractors, as provided above, for which the Provider's liability to such employee or former employee would otherwise be limited to payments under state Workers' Compensation or similar laws. Provider further agrees to indemnify, defend and hold harmless the Indemnitees form and against (i) any and all Liabilities imposed on account of the violation of any law, ordinance, order, rule, Employee Benefit Life Insurance Plan 8 THIS DOCUMENT IS A SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. regulation, condition, or requirement, related directly to Provider's negligent performance under this Agreement, compliance with which is left by this Agreement to Provider, and (ii) any and all claims, and/or suits for labor and materials furnished by Provider or utilized in the performance of this Agreement or otherwise. In the event that any third paft-y asserts claims against the Provider and/or the Indemnitees for which Provider is defending the Indemnitees relating to the Services. Provider shall have the right to select its legal counsel for such defense, subject to the approval of the City, which approval shall not be unreasonably withheld. It is understood and agreed that in the event that counsel selected by Provider charges rates grater than those customarily paid by the City at the time that such claim is asserted, but in no event less than $250.00 per hour, the parties shall, in good faith. attempt to agree upon such rates or upon an allocation of payment of such rates. In the event that the third party claim for which Provider has provided or paid Indemnitee. Provider the cost of the Indemnitees defense to the extent of such finding of fault. This section shall be interpreted to comply with Sections 725.06 and/or 725.08, Florida Statutes. Provider's obligations to indemnify, defend and hold harmless the Indemnitees shall survive the termination of this Agreement. Provider understands and agrees that any and all liabilities regarding the use of any subcontractor for Services related to this Agreement shall be borne solely by Provider throughout the duration of this Agreement and that this provision shall survive the termination or expiration, as applicable, of this Agreement. 12. DEFAULT: Employee Benefit Life Insurance Plan 9 THIS DOCUMENT IS A SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. If Provider fails to comply materially with any term or condition of this Agreement, or fails to perform in any material way any of its obligations hereunder, and fails to cure such failure after reasonable notice from the City, then Provider shall be in default. Provider understands and agrees that termination of this Agreement under this section shall not release Provider from any obligation accruing prior to the effective date of termination. Should provider be unable or unwilling to commence to perform the Services within the time provided or contemplated herein, then, in addition to the foregoing, Provider shall be liable to the City for all expenses incurred by the City in preparation and negotiation of this Agreement, as well as all costs and expenses incurred by the City in the re -procurement of the Services, including consequential and incidental damages. 13. RESOLUTION OF AGREEMENT DISPUTES: Provider understands and agrees that all disputes between Provider and the City based upon an alleged violation of the terms of this Agreement by the City shall be submitted to the City Manager for his/her resolution, prior to Provider being entitled to seek judicial relief in connection therewith. In the event that the amount of compensation hereunder exceeds Twenty - Five Thousand Dollars and No/Cents ($25,000), the City Manager's decision shall be approved or disapproved by the City Commission. Provider shall not be entitled to seek judicial relief unless: (i) it has first received City Manager's written decision, approved by the City Commission if the amount of compensation hereunder exceeds Twenty -Five Thousand Dollars and No/Cents ($25,000), or (ii) a period of sixty (60) days has expired, after submitting to the City Manager a detailed statement of the dispute, accompanied by all supporting documentation Employee Benefit Life Insurance Plan 10 THIS DOCUMENT IS A SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. ninety (90) days if City Manager's decision is subject to City Commission approval); or (iii) City has waived compliance with the procedure set forth in this section by written instruments, signed by the City Manager. 14. TERMINATION;OBLIGATIONS UPON TERMINATION: A. The City, acting by and through its City Manager, shall have the right to terminate this Agreement, in its sole discretion, at any time, by giving written notice to Provider at least sixty (60) calendar days prior to the effective date of such termination. In such event, the City shall pay to Provider compensation for Services rendered and approved expenses incurred prior to the effective date of termination. In no event shall the City be liable to Provider for any additional compensation and expenses incurred, other than that provided herein, and in no event shall the City be liable for any consequential or incidental damages. The Provider shall have no recourse or remedy against the City for a termination for convenience under this Subsection other than payment of fees due prior to the effective date of Termination. B. The City Manager shall have the right to terminate this Agreement, without notice or liability to Provider, upon the occurrence of an event of a material default hereunder. In such event, the City shall not be obligated to pay any amounts to Provider for Services rendered by Provider after the date of termination, but the parties shall remain responsible for any payments that have become due and owing as of the effective date of termination. In no event shall the City be liable to Provider for any additional compensation and expenses incurred, other than that provided herein, and in no event shall the City be liable for any consequential or incidental damages. C. This Agreement may be terminated, in whole or in part, at any time by mutual written consent of the parties hereto. In such event, the City shall not be obligated to pay any Employee Benefit Life Insurance Plan 11 THIS DOCUMENT IS A SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. amounts to Provider for Services rendered by Provider after the date of termination, but the parties shall remain responsible for any payments that have become due and owing as of the effective date of termination. In no event shall the City be liable to Provider for any additional compensation and expenses incurred, other than that provided herein, and in no event shall the City be liable for any consequential or incidental damages. D. This Agreement may be terminated, in whole or in part, by either party if there has been a material default or breach on the part of the other party in any of its representations, warranties, covenants, or obligations contained in this Agreement and such default or breach is not cured within ninety (90) days following written notice from the non -breaching party. In such event, the City shall not be obligated to pay any amounts to Provider for Services rendered by Provider after the date of termination, but the parties shall remain responsible for any payments that have become due and owing as of the effective date of termination. In no event shall the City be liable to Provider for any additional compensation and expenses incurred, other than that provided herein, and in no event shall the City be liable for any consequential or incidental damages. 15. INSURANCE: A. Provider shall, at all times during the term hereof, maintain such insurance coverage(s) as may be required by the City. The insurance coverage(s) required as of the Effective Date of this Agreement are attached hereto as Exhibit "D" and incorporated herein by this reference.- The City RFP number (RI'P #278253) and title of the RFP must appear on each certificate of insurance. The Provider shall add the City of Miami as an additional e insured to its commercial general liability and auto policies and as a named certificate holder on all policies. Provider shall correct any insurance certificates as requested by the City's Risk Employee Benefit Life Insurance Plan 12 THIS DOCUMENT IS A SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. Management Atiminis.tfatefDepartment. All such insurance, including renewals, shall be subject to the approval of the City for adequacy of protection and evidence of such coverage(s) and shall be furnished to the City Risk Management Administrator Department on Certificates of Insurance indicating such insurance to be in force and effect and providing that it will not be canceled, modified, or changed during the performance of the Services under this Agreement without thirty (30) calendar days prior written notice to the City Risk Management Administrator. Completed Certificates of Insurance shall be filed with the City prior to the performance of Services hereunder, provided, however, that Provider shall at any time upon request file duplicate copies of the policies of such insurance with the City. B. If, in the reasonable judgment of the City, prevailing conditions in the insurance marketplace warrant the provision by Provider of additional One Million Dollars ($1,000,000) of professional liability insurance coverage, the City reserves the right to require the provision by Provider of up to such additional amount of professional liability coverage, and shall afford written notice of such change in requirements thirty (30) days prior to the date on which the requirements shall take effect. Should the Provider fail or refuse to satisfy the requirement of additional coverage within thirty (30) days following the City's written notice, this Agreement shall be considered terminated on the date the required change in policy coverage would otherwise take effect. C. Provider understands and agrees that any and all liabilities regarding the use of any of Provider's employees or any of Provider's subcontractors for Services related to this Agreement shall be borne solely by Provider throughout the term of this Agreement and that this provision shall survive the termination of this Agreement. Provider further understands and agrees that insurance for each employee of Provider and each subcontractor providing Services Employee Benefit Life Insurance Plan 13 THIS DOCUMENT IS A SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. related to this Agreement shall be maintained in good standing and approved by the City Risk Management \dministrator Department throughout the duration of this Agreement. D. Provider shall be responsible for assuring that the insurance certificates required under this Agreement remain in full force and effect for the duration of this Agreement, including any extensions hereof. If insurance certificates are scheduled to expire during the term of this Agreement and any extension hereof, Provider shall be responsible for submitting new or renewed insurance certificates to the City's Risk Management Administrator Department 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 term of this Agreement and any extension thereof: (i) the City shall suspend this Agreement until such time as the new or renewed certificate(s) are received in acceptable form by the City's Risk Management AdministratorDepartmcnt; or (ii) the City may, at its sole discretion, terminate the Agreement for cause and seek re -procurement damages from Provider in conjunction with the violation of the terms and conditions of this Agreement. E. Compliance with the foregoing requirements shall not relieve Provider of its liabilities and obligations under this Agreement. 16. NONDISCRIMINATION: Provider represents to the City that Provider does not and will not engage in discriminatory practices and that there shall be no discrimination in connection with Provider's performance under this Agreement on account of race, color, sex, religion, age, handicap, marital status or national origin. Provider further covenants that no otherwise qualified individual shall, Employee Benefit Life Insurance Plan 14 solely by reason of his/her race, color, sex, religion, age, handicap, marital status or national origin, be excluded from participation in, be denied services, or be subject to discrimination under any provision of this Agreement. THIS DOCUMENT IS A SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. Employee Benefit Life Insurance Plan 15 THIS DOCUMENT IS A SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. 17. ASSIGNMENT: This Agreement shall not be assigned by Provider, in whole or in part, and Provider shall not assign any part of its operations, without the prior written consent of the City, which may be withheld or conditioned, in the City's sole discretion through the City Manager. Provider may not change or repine sub cobtractors performing work under the Services Agreement identified in Exhibit " I3" without the prior written consent from the City Manager. Employee Benefit Life Insurance Plan 16 THIS DOCUMENT IS A SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. 18. NOTICES: All notices or other communications required under this Agreement shall be in writing and shall be given by hand -delivery or by registered or certified U.S. Mail, return receipt requested, addressed to the other party at the address indicated herein or to such other address as a party may designate by notice given as herein provided. Notice shall be deemed given on the day on which personally delivered; or, if by mail, on the fifth day after being posted or the date of actual receipt, whichever is earlier. TO PROVIDER: TO THE CITY: Brian C. Anderson 2"d Vice President Minnesota Life Insurance Comp 400 Robert Street North St. Paul, MN 55164-0114 Johnny Martinez City Manager 444 SW 2" Avenue, 10th Floor Miami, FL 33130 Employee Benefit Life Insurance Plan 17 THIS DOCUMENT IS A SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. 17. MISCELLANEOUS PROVISIONS: A. This Agreement shall be construed and enforced according to the laws of the State of Florida. Venue in any proceedings between the parties shall be in Miami -Dade County, Florida. Each party shall bear its own attorney's fees. Each party waives any defense, whether asserted by motion or pleading, that the aforementioned courts are an improper or inconvenient venue. Moreover, the parties consent to the personal jurisdiction of the aforementioned courts and irrevocably waive any objections to said jurisdiction. The parties irrevocably waive any rights to a jury trial. B. Title and paragraph headings are for convenient reference and are not a part of this Agreement. C. No waiver or breach of any provision of this Agreement shall constitute a waiver of any subsequent breach of the same or any other provision hereof, and no waiver shall be effective unless made in writing. D. Should any provision, paragraph, sentence, word or phrase contained in this Agreement be determined by a court of competent jurisdiction to be invalid, illegal or otherwise unenforceable under the laws of the State of Florida or the City of Miami, such provision, paragraph, sentence, word or phrase shall be deemed modified to the extent necessary in order to conform with such laws, or if not modifiable, then the same shall be deemed severable, and in either event, the remaining terms and provisions of this Agreement shall remain unmodified and in full force and effect or limitation of its use. E. Provider shall comply with all applicable laws, rules and regulations in the performance of this Agreement, including but not limited to licensure, and certifications required by law for professional service providers. Employee Benefit Life Insurance Plan 18 THIS DOCUMENT ISA SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. F. This Agreement constitutes the sole and entire agreement between the parties hereto. No modification or amendment hereto shall be valid unless in writing and executed by properly authorized representatives of the parties hereto. Except as otherwise set forth in Section 2 above, the City Manager shall have the sole authority to extend, to amend or to modify this Agreement on behalf of the City. 18. SUCCESSORS AND ASSIGNS: This Agreement shall be binding upon the parties hereto, their heirs, executors, legal representatives, successors, or assigns. 19. INDEPENDENT CONTRACTORS: Provider has been procured and is being engaged to provide Services to the City as an independent contractor, and not as an agent or employee of the City. Accordingly, neither Provider, nor its employees, nor any subcontractor hired by Provider to provide any Services under this Agreement shall attain, nor be entitled to, any rights or benefits under the Civil Service or Pension Ordinances of the City, nor any rights generally afforded classified or unclassified employees. Provider further understands that Florida Workers' Compensation benefits available to employees of the City are not available to Provider, its employees, or any subcontractor hired by Provider to provide any Services hereunder, and Provider agrees to provide or to require subcontractor(s) to provide, as applicable, workers' compensation insurance for any employee or agent of Provider rendering Services to the City under this Agreement. Provider further understands and agrees that Provider's or subcontractors' use or entry upon City properties shall not in any way change its or their status as an independent contractor. 20. CONTINGENCY CLAUSE: Funding for this Agreement is contingent on the availability of funds and continued authorization for program activities and the Agreement is Employee Benefit Life Insurance Plan 19 THIS DOCUMENT IS A SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. subject to amendment or termination due to lack of funds, reduction of funds and/or change in regulations, upon thirty (30) days written notice. 21. FORCE MAJEURE: A "Force Majeure Event" shall mean an act of God, act of governmental body or military authority, fire, explosion, power failure, flood, storm, hurricane, sink hole, other natural disasters, epidemic, riot or civil disturbance, war or terrorism, sabotage, insurrection, blockade, or embargo. In the event that either party is delayed in the performance of any act or obligation pursuant to or required by the Agreement by reason of a Force Majeure Event, the time for required completion of such act or obligation shall be extended by the number of days equal to the total number of days, if any, that such party is actually delayed by such Force Majeure Event. The party seeking delay in performance shall give notice to the other party specifying the anticipated duration of the delay, and if such delay shall extend beyond the duration specified in such notice, additional notice shall be repeated no less than monthly so long as such delay due to a Force Majeure Event continues. Any party seeking delay in performance due to a Force Majeure Event shall use its best efforts to rectify any condition causing such delay and shall cooperate with the other party to overcome any delay that has resulted. 22. CITY NOT LIABLE FOR DELAYS: Provider hereby understands and agrees that in no event shall the City be liable for, or responsible to Provider or any subcontractor, or to any other person, firm, or entity for or on account of, any stoppages or delay(s) in work herein provided for, or any damages whatsoever related thereto, because of any injunction or other legal or equitable proceedings or on account of any delay(s) for any cause over which the City has no control. Employee Benefit Life Insurance Plan 20 THIS DOCUMENT IS A SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. 23. USE OF NAME: Provider understands and agrees that the City is not engaged in research for advertising, sales promotion, or other publicity purposes. Provider is allowed, within the limited scope of normal and customary marketing and promotion of its work, to use general result; of this projeet and the name of the City. The Provider agrees toshall protect any confidential information provided by the City and will not release information of a specific nature without prior written consent of the City Manager or the City Commission. 24. NO CONFLICT OF INTEREST: Pursuant to City of Miami Code Section 2- 611, as amended ("City Code"), regarding conflicts of interest, Provider hereby certifies to City that individual member of Provider, no employee, and no subcontractor under this Agreement nor any immediate family member of any of the same is also a member of any board, commission, or agency of the City. Provider hereby represents and warrants to the City that throughout the term of this Agreement, Provider, its employees and its subcontractors will abide by this prohibition of the City Code. 25. NO THIRD -PARTY BENEFICIARY: No persons other than the Provider and the City (and their successors and assigns) shall have any rights whatsoever under this Agreement. 26. SURVIVAL: All obligations (including but not limited to indemnity and obligations to defend and hold harmless) and rights of any party arising during or attributable to the period prior to expiration or earlier termination of this Agreement shall survive such expiration or earlier termination. 27. TRUTH -IN -NEGOTIATION CERTIFICATION, REPRESENTATION AND WARRANTY: Provider hereby certifies, represents and warrants to City that on the date of Provider's execution of this Agreement and so long as this Agreement shall remain in full force and effect, the wage rates and other factual unit costs supporting the compensation to Provider Employee Benefit Life Insurance Plan 21 THIS DOCUMENT IS A SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. under this Agreement are and will continue to be accurate, complete, and current. Provider understands, agrees and acknowledges that the City shall adjust the amount of the compensation and any additions thereto to exclude any significant sums by which the City determines the contract price of compensation hereunder was increased due to inaccurate, incomplete, or non- current wage rates and other factual unit costs. All such contract adjustments shall be made within one (1) year of the end of this Agreement, whether naturally expiring or earlier terminated pursuant to the provisions hereof. 28. COUNTERPARTS: This Agreement may be executed in three or more counterparts, each of which shall constitute an original but all of which, when taken together, shall constitute one and the same agreement. 29. ENTIRE AGREEMENT: This instrument and its attachments constitute the sole and only agreement of the parties relating to the subject matter hereof and correctly set forth the rights, duties, and obligations of each to the other as of its date. Any prior agreements, promises, negotiations, or representations not expressly set forth in this Agreement are of no force or effect. Employee Benefit Life Insurance Plan 22 THIS DOCUMENT IS A SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. IN WITNESS WHEREOF, the parties hereto have caused this instrument to be executed by their respective officials thereunto duly authorized, this the day and year above written. "City" CITY OF MIAMI, a municipal ATTEST: corporation By: Priscilla A. Thompson, City Clerk Johnny Martinez, City Manager "Provider" ATTEST: Minnesota Life Insurance Company Print Name: Title: (Corporate Seal) By: Brian C. Anderson 2nd Vice President (Authorized Corporate Officer) APPROVED AS TO LEGAL FORM APPROVED AS TO INSURANCE AND CORRECTNESS: REQUIREMENTS: Julie O. Bru City Attorney Calvin Ellis Risk Management Director Employee Benefit Life Insurance Plan 23 CORPORATE RESOLUTION WHEREAS, Minnesota Life Insurance Company, a corporation, desires to enter into an agreement with the City of Miami for the purpose of performing the work described in the contract to which this resolution is attached; and WHEREAS, the Board of Directors at a duly held corporate meeting has considered the matter in accordance with the bylaws of the corporation; This Resolution must authorize the corporate secretary to sign on behalf of the Provider. THIS DOCUMENT IS A SUBSTITUTION TO ORIGINAL, BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT, Employee Benefit Life Insurance Plan 24 EXHIBIT A A ilAiiiT�TiCTD A TiVC SE Vi!'CC A!'D� A�ICNT RFP #278253 (See Attached) THIS DOCUMENT IS A SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. Employee Benefit Life Insurance Plan 25 EXHIBIT B PROVIDER'S PROPOSAL RESPONSE -AS TO TERMS & cond IT ONSRFP #278253 (See Attached) THIS DOCUMENT IS A SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. Employee Benefit Life Insurance Plan 26 EXHIBIT C PROPOSED of TEAa4 r PROVIDER'S TERMS AND CONDITIONS (See attached) THIS DOCUMENT IS A SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. Employee Benefit Life Insurance Plan 27 THIS DOCUMENT IS A SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. EXHIBIT D INSURANCE REQUIREMENTS 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 II. Business Automobile Liability A. Limits of Liability Bodily Injury and Property Damage Liability Combined Single Limit Owned/Scheduled Autos Including Hired, Borrowed or Non -Owned Autos Any One Accident $ 1,000,000 B. Endorsements Required City of Miami included as an Additional Insured III. Worker's Compensation Limits of Liability Statutory -State of Florida Waiver of Subrogation IV. Employer's Liability A. Limits of Liability $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 V. Professional Liability/Errors and Omissions Coverage Employee Benefit Life Insurance Plan 28 THIS DOCUMENT IS A SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT, Combined Single Limit Each Claim $1,000,000 General Aggregate Limit $1,000,000 Deductible- not to exceed 10% The above policies shall provide the City of Miami with written notice of cancellation or material change from the insurer not less than (30) days prior to any such cancellation or material change. Companies authorized to do business in the State of Florida, with the following qualifications, shall issue all insurance policies required above: 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. Employee Benefit Life Insurance Plan 29 EXHIBIT E COMPENSATION (See Attached) THIS DOCUMENT IS A SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. Employee Benefit Life Insurance Plan 30 EXHIBIT F CORPORATE RESOLUTIONS AND EVIDENCE OF QUALIFICATION TO DO BUSINESS IN FLORIDA (To be provided upon document execution) THIS DOCUMENT IS A SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. Employee Benefit Life Insurance Plan 31 Exhibit B Substitute PSA in Final Form (See Attached) THIS DOCUMENT IS A SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. THIS DOCUMENT IS SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. PROFESSIONAL SERVICES AGREEMENT By and Between The City of Miami, Florida and Minnesota Life Insurance Company This Professional Services Agreement ("Agreement") is entered into this day of , 2011 by and between the City of Miami, a municipal corporation of the State of Florida, whose address is 444 S.W. 2nd Avenue, 10th Floor, Miami, Florida 33130 ("City"), and Minnesota Life Insurance Company , ("PROVIDER") a Minnesota Corporation qualified to do business in Florida whose principal address is 400 Robert Street North, St. Paul, MN 55164- 0114. RECITALS: WHEREAS, the City of Miami issued a Request for Proposal No. 278253 on October 6`I', 2011 (the "RFP" attached hereto, incorporated hereby, and made a part of as Exhibit A) for the provision of Employee Group Benefit Life Insurance and AD&D Insurance plans, ("Services" as more fully set forth in the Provider's Response to RFP No. 278253 attached hereto as Exhibit B) for the Risk Management Department and Provider's proposal (Provider's Terms & Conditions, attached hereto, incorporated hereby, and made part of hereof as Exhibit C), in response thereto, has been selected as the most qualified proposal for the provision of the Services. WHEREAS, the Evaluation Committee appointed by the City Manager determined that the Proposal submitted by the Provider. was responsive to the RFP requirements and recommended that the City Manager negotiate with the Provider, as the highest ranked respondent; and WHEREAS, the City wishes to engage the Services of Provider, and Provider wishes to perform the Services for the City; and Employee Benefit Life Insurance Plan 1 THIS DOCUMENT ISA SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. WHEREAS, the City and the Provider desire to enter into this Agreement under the terms and condition set forth herein. NOW, THEREFORE, in consideration of the mutual covenants and promises herein contained, Provider and the City agree as follows: TERMS: 1. RECITALS AND INCORPORATIONS; DEFINITIONS: A. The recitals are true and correct and are hereby incorporated into and made a part of this Agreement. The City's RFP #278253 is hereby incorporated into and made a part of this Agreement and attached hereto as Exhibit "A". The Services, Provider's Response to RFP #278253, are hereby incorporated into and made a part of this Agreement as attached Exhibit "B". The Provider's Terms & Conditions, are hereby incorporated into and made a part of this Agreement as attached Exhibit "C". The Provider's Insurance Certificate is hereby incorporated into and made a part of this Agreement as attached Exhibit "D". The Provider's Compensation is hereby incorporated into and made part of this Agreement as attached Exhibit "E". The Provider's Corporate Resolution and Evidence of Qualification to do Business in Florida is hereby incorporated into and made part of this Agreement as attached Exhibit "F". The order of precedence whenever there is conflicting or inconsistent language between documents is as follows: (1) Professional Services Agreement with the Scope of Work; (2) Addenda/Addendum to the Request for Proposals; (3) Request for Proposals; and (4) Minnesota Life Insurance Company, response to the Request for Proposals. Employee Benefit Life insurance Plan 2 THIS DOCUMENT IS A SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. 2. TERM: The term of this Agreement shall commence on the January 1, 2012 and shall continue in effect for a term of three (3) years, and will end on December 31, 2014. 3. OPTION TO EXTEND: The City shall have no option to extend the term. 4. SCOPE OF SERVICES: A. Provider agrees to provide the Services as specifically described, and under the special terms and conditions set forth in Exhibit `B" and Exhibit "C" hereto, which by this reference is incorporated into and made a part of this Agreement. B. Provider represents to the City that: (i) it possesses all qualifications, licenses State approved filings and expertise required for the performance of the Services, including but not limited to full qualification to do business in Florida; (ii) it is not delinquent in the payment of any sums due the City, including payment of permits, fees, occupational licenses, etc., nor in the performance of any obligations to the City, (iii) all personnel assigned to perform the Services are and shall be, at all times during the term hereof, fully qualified, duly licensed when required and trained to perform the tasks assigned to each; (iv) the Services will be performed in the manner described in Exhibit "B"; and (v) each person executing this Agreement on behalf of Provider has been duly authorized to so execute the same and fully bind Provider as a party to this Agreement. C. Provider shall at all times provide fully qualified, competent and physically capable employees to perform the Services under this Agreement. City may require Provider to remove any employee the City deems careless, incompetent, insubordinate, or otherwise objectionable and whose continued services under this Agreement is not in the best interest of Employee Benefit Life lnsuracce Plan 3 THIS DOCUMENT IS A SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. the City. 5. COMPENSATION: A. The amount of compensation payable by the City to the Provider shall be based on the rates and schedules described in Exhibit "E" hereto, which by this reference is incorporated into and made a part of this Agreement. B. Payment shall be made in arrears based upon work performed to the satisfaction of the City within forty-five (45) days after receipt of Provider's invoice for Services performed, which shall be accompanied by sufficient supporting documentation and contain sufficient detail, to allow a proper audit of expenditures, should the City require one to be performed. Invoices shall be sufficiently detailed so as to comply with the "Florida Prompt Payment Act", §218.70. - 218.79, Florida Statutes, and other applicable laws. No advance payments shall be made at any time. C. Provider agrees and understands that (i) any and all subcontractors providing Services related to this Agreement shall be paid through Provider and not paid directly by the City, and (ii) any and all liabilities regarding payment to or use of subcontractors for any of the Services related to this Agreement shall be borne solely by Provider. 6. OWNERSHIP OF DOCUMENTS: Provider understands and agrees that any information, document, report or any other material whatsoever which is given by the City to Provider, its employees, or any subcontractor, or which is otherwise obtained or prepared by Provider pursuant to or under the terms of this Agreement, is and shall at all times remain the property of the City. Provider agrees not to use any such information, document, report or material for any other purpose whatsoever without the written consent of the City Manager, which may be withheld or conditioned by the City Manager Employee Benefit Life Insurance Nan 4 THIS DOCUMENT IS A SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. in his sole discretion. Provider is permitted to make and to maintain duplicate copies of the files, records, documents, etc. if Provider determines copies of such records are necessary subsequent to the termination of this Agreement; however, in no way shall the confidentiality as permitted by applicable law be breached. The City shall maintain and retain ownership of any and all documents which result upon the completion of the work and Services under this Agreement. 7. AUDIT AND INSPECTION RIGHTS AND RECORDS RETENTION: A. Provider agrees to provide access to the City or to any of its duly authorized representatives, to any books, documents, papers, and records of Provider which are directly pertinent to this Agreement, for the purpose of audit, examination, excerpts, and transcripts. The City may, at reasonable times, and for a period of up to three (3) years following the date of final payment by the City to Provider under this Agreement, audit and inspect, or cause to be audited and inspected, those books, documents, papers, and records of Provider which are related to Provider's performance under this Agreement. Provider agrees to maintain any and all such books, documents, papers, and records at its principal place of business for a period of three (3) years after final payment is made under this Agreement and all other pending matters are closed. Provider's failure to adhere to, or refuse to comply with, this condition shall result in the immediate cancellation of this Agreement by the City. B. The City may, at reasonable times during the term hereof, inspect the Provider's facilities and perform such tests, as the City deems reasonably necessary, to determine whether the goods or services required to be provided by Provider under this Agreement conform to the terms hereof and/or the terms of the Services Agreement, if applicable. Provider shall make available to the City all reasonable facilities and assistance to facilitate the performance of tests or inspections by City representatives. All audits and inspections shall be subject to, and made in Employee Benefit Life Insurance Plan 5 THIS DOCUMENT IS A SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. accordance with, the provisions of Sections 18-101 and 18-102 of the Code of the City of Miami, Florida as same may be amended or supplemented, from time to time. 8. AWARD OF AGREEMENT: Provider represents and warrants to the City that it has not employed or retained any person or company employed by the City to solicit or secure this Agreement and that it has not offered to pay, paid, or agreed to pay any person any fee, commission, percentage, brokerage fee, or gift of any kind contingent upon or in connection with, the award of this Agreement. 9. PUBLIC RECORDS: A. Provider understands that the public shall have access, at all reasonable times, to all documents and information pertaining to City Agreements, subject to the provisions of Chapter 119, Florida Statutes, and agrees to allow access by the City and the public to all documents subject to disclosure under applicable laws. Provider's failure or refusal to comply with the provisions of this section shall result in the immediate cancellation of this Agreement by the City. B. Should Provider determine to dispute any public access provision required by Florida Statutes, then Provider shall do so at its own expense and at no cost to the City. 10. COMPLIANCE WITH FEDERAL, STATE AND LOCAL LAWS: Provider understands that agreements with local governments are subject to certain laws and regulations, including laws pertaining to public records, conflict of interest, record keeping, etc. City and Provider agree to comply with and observe all such applicable federal, state and local laws, rules, regulations, codes and ordinances, as they may be amended from time to time. Provider further agrees to include in all of Provider's agreements with subcontractors for any Services related to this Agreement this provision requiring subcontractors to comply with Employee Benefit Life insurance Plan 6 THIS DOCUMENT ISA SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT, and observe all applicable federal, state, and local laws rules, regulations, codes and ordinances, as they may be amended from time to time. 11. INDEMNIFICATION: Provider shall indemnify, defend and hold harmless the City and its officials, employees, and its designated third -party administrator for claims (collectively referred to as "Indemnitees") and each of them from and against all loss, costs, penalties, fines, damages, claims, expenses (including attorney's fees) or liabilities (collectively referred to as "Liabilities") by reason of any injury to or death of any person or damage to or destruction or loss of any property arising out of, resulting from, or in connection with (i) the negligent performance or non-performance of the Services contemplated by this Agreement (whether active or passive) of Provider or its employees or subcontractors (collectively referred to as "Provider") which is directly caused, in whole or in part, by any act, omission, default or negligence (whether active or passive or in strict liability) of the Indemnities, or any of them, or (ii) the failure of the Provider to comply materially with any of the requirements herein, or the failure of the Provider to conform to statutes, ordinances, or other regulations or requirements of any governmental authority, local, federal or state, in connection with the performance of this Agreement even if it is alleged that the City, its officials and/or employees were negligent. Provider expressly agrees to indemnify, defend and hold harmless the Indemnitees, or any of them, from and against all liabilities which may be asserted by an employee or former employee of Provider, or any of its subcontractors, as provided above, for which the Provider's liability to such employee or former employee would otherwise be limited to payments under state Workers' Compensation or similar laws. Provider further agrees to indemnify, defend and hold harmless the Indemnitees form and against (i) any and all Liabilities imposed on account of the violation of any law, ordinance, order, rule, Employee Benefit Life Insurance Plan 7 THIS DOCUMENT IS A SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. regulation, condition, or requirement, related directly to Provider's negligent performance under this Agreement, compliance with which is left by this Agreement to Provider, and (ii) any and all claims, and/or suits for labor and materials furnished by Provider or utilized in the performance of this Agreement or otherwise. This section shall be interpreted to comply with Sections 725.06 and/or 725.08, Florida Statutes. Provider's obligations to indemnify, defend and hold harmless the Indemnitees shall survive the termination of this Agreement. Provider understands and agrees that any and all liabilities regarding the use of any subcontractor for Services related to this Agreement shall be borne solely by Provider throughout the duration of this Agreement and that this provision shall survive the termination or expiration, as applicable, of this Agreement. 12. DEFAULT: If Provider fails to comply materially with any term or condition of this Agreement, or fails to perform in any material way any of its obligations hereunder, and fails to cure such failure after reasonable notice from the City, then Provider shall be in default. Provider understands and agrees that termination of this Agreement under this section shall not release Provider from any obligation accruing prior to the effective date of termination. Should provider be unable or unwilling to commence to perform the Services within the time provided or contemplated herein, then, in addition to the foregoing, Provider shall be liable to the City for all expenses incurred by the City in preparation and negotiation of this Agreement, as well as all costs and expenses incurred by the City in the re -procurement of the Services, including consequential and incidental damages. Employee Benefit Life Insurance Plan 8 THIS DOCUMENT IS A SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. 13. RESOLUTION OF AGREEMENT DISPUTES: Provider understands and agrees that all disputes between Provider and the City based upon an alleged violation of the terms of this Agreement by the City shall be submitted to the City Manager for his/her resolution, prior to Provider being entitled to seek judicial relief in connection therewith. In the event that the amount of compensation hereunder exceeds Twenty - Five Thousand Dollars and No/Cents ($25,000), the City Manager's decision shall be approved or disapproved by the City Commission. Provider shall not be entitled to seek judicial relief unless: (i) it has first received City Manager's written decision, approved by the City Commission if the amount of compensation hereunder exceeds Twenty -Five Thousand Dollars and No/Cents ($25,000), or (ii) a period of sixty (60) days has expired, after submitting to the City Manager a detailed statement of the dispute, accompanied by all supporting documentation ninety (90) days if City Manager's decision is subject to City Commission approval); or (iii) City has waived compliance with the procedure set forth in this section by written instruments, signed by the City Manager. 14. TERMINATION;OBLIGATIONS UPON TERMINATION: A. The City, acting by and through its City Manager, shall have the right to terminate this Agreement, in its sole discretion, at any time, by giving written notice to Provider at least sixty (60) calendar days prior to the effective date of such termination. In such event, the City shall pay to Provider compensation for Services rendered and approved expenses incurred prior to the effective date of termination. In no event shall the City be liable to Provider for any additional compensation and expenses incurred, other than that provided herein, and in no event shall the City be liable for any consequential or incidental damages. The Provider shall have no Employee Benefit Life Insurance Plan THIS DOCUMENT IS A SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END Of THIS DOCUMENT. recourse or remedy against the City for a termination for convenience under this Subsection other than payment of fees due prior to the effective date of Termination. B. The City Manager shall have the right to terminate this Agreement, without notice or liability to Provider, upon the occurrence of an event of a material default hereunder. In such event, the City shall not be obligated to pay any amounts to Provider for Services rendered by Provider after the date of termination, but the parties shall remain responsible for any payments that have become due and owing as of the effective date of termination. In no event shall the City be liable to Provider for any additional compensation and expenses incurred, other than that provided herein, and in no event shall the City be liable for any consequential or incidental damages. C. This Agreement may be terminated, in whole or in part, at any time by mutual written consent of the parties hereto. In such event, the City shall not be obligated to pay any amounts to Provider for Services rendered by Provider after the date of termination, but the parties shall remain responsible for any payments that have become due and owing as of the effective date of termination. In no event shall the City be liable to Provider for any additional compensation and expenses incurred, other than that provided herein. and in no event shall the City be liable for any consequential or incidental damages: D. This Agreement may be terminated, in whole or in part, by either party if there has been a material default or breach on the part of the other party in any of its representations, warranties, covenants, or obligations contained in this Agreement and such default or breach is not cured within ninety (90) days following written notice from the non -breaching party. In such event, the City shall not be obligated to pay any amounts to Provider for Services rendered by Provider after the date of termination, but the parties shall remain responsible for any payments Employee Benefit Life Insurance Plan I0 THIS DOCUMENT IS A SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. that have become due and owing as of the effective date of termination. In no event shall the City be liable to Provider for any additional compensation and expenses incurred, other than that provided herein, and in no event shall the City be liable for any consequential or incidental damages. 15. INSURANCE: A. Provider shall, at all times during the term hereof, maintain such insurance coverage(s) as may be required by the City. The insurance coverage(s) required as of the Effective Date of this Agreement are attached hereto as Exhibit "D" and incorporated herein by this reference. The City RFP number (RFP #278253) and title of the RFP must appear on each certificate of insurance. The Provider shall add the City of Miami as an additional insured to its commercial general liability and auto policies and as a named certificate holder on all policies. Provider shall correct any insurance certificates as requested by the City's Risk Management Department. All such insurance, including renewals, shall be subject to the approval of the City for adequacy of protection and evidence of such coverage(s) and shall be furnished to the City Risk Management Department on Certificates of Insurance indicating such insurance to be in force and effect and providing that it will not be canceled, modified, or changed during the performance of the Services under this Agreement without thirty (30) calendar days prior written notice to the City Risk Management Administrator. Completed Certificates of Insurance shall be filed with the City prior to the performance of Services hereunder, provided, however, that Provider shall at any time upon request file duplicate copies of the policies of such insurance with the City. B. If, in the reasonable judgment of the City, prevailing conditions in the insurance marketplace warrant the provision by Provider of additional One Million Dollars ($1,000,000) of Employee Benefit Life Insurance Plan 11 THIS DOCUMENT IS A SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. professional liability insurance coverage, the City reserves the right to require the provision by Provider of up to such additional amount of professional liability coverage, and shall afford written notice of such change in requirements thirty (30) days prior to the date on which the requirements shall take effect. Should the Provider fail or refuse to satisfy the requirement of additional coverage within thirty (30) days following the City's written notice, this Agreement shall be considered terminated on the date the required change in policy coverage would otherwise take effect. C. Provider understands and agrees that any and all liabilities regarding the use of any of Provider's employees or any of Provider's subcontractors for Services related to this Agreement shall be borne solely by Provider throughout the term of this Agreement and that this provision shall survive the termination of this Agreement. Provider further understands and agrees that insurance for each employee of Provider and each subcontractor providing Services related to this Agreement shall be maintained in good standing and approved by the City Risk Management Department throughout the duration of this Agreement. D. Provider shall be responsible for assuring that the insurance certificates required under this Agreement remain in full force and effect for the duration of this Agreement, including any extensions hereof. If insurance certificates are scheduled to expire during the term of this Agreement and any extension hereof, Provider shall be responsible for submitting new or renewed insurance certificates to the City's Risk Management Department at a minimum of ten (l0) calendar days in advance of such expiration. In the event that expired certificates are not replaced, with new or renewed certificates which cover the term of this Agreement and any extension thereof: Employee Benefit Life Insurance Plan 12 THIS DOCUMENT IS A SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. (i) the City shall suspend this Agreement until such time as the new or renewed certificate(s) are received in acceptable form by the City's Risk Management Department; or (ii) the City may, at its sole discretion, terminate the Agreement for cause and seek re -procurement damages from Provider in conjunction with the violation of the.terms and conditions of this Agreement. E. Compliance with the foregoing requirements shall not relieve Provider ofits liabilities and obligations under this Agreement. 16. NONDISCRIMINATION: Provider represents to the City that Provider does not and will not engage in discriminatory practices and that there shall be no discrimination in connection with Provider's performance under this Agreement on account of race, color, sex, religion, age, handicap, marital status or national origin. Provider further covenants that no otherwise qualified individual shall, solely by reason of his/her race, color, sex, religion, age, handicap, marital status or national origin, be excluded from participation in, be denied services, or be subject to discrimination under any provision of this Agreement. 17. ASSIGNMENT: This Agreement shall not be assigned by Provider, in whole or in part, and Provider shall not assign any part of its operations, without the prior written consent of the City, which may be withheld or conditioned, in the City's sole discretion through the City Manager. Employee Benefit Life Insurance Plan 13 THIS DOCUMENT IS A SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. 18. NOTICES: All notices or other communications required under this Agreement shall be in writing and shall be given by hand -delivery or by registered or certified U.S. Mail, return receipt requested, addressed to the other party at the address indicated herein or to such other address as a party may designate by notice given as herein provided. Notice shall be deemed given on the day on which personally delivered; or, if by mail, on the fifth day after being posted or the date of actual receipt, whichever is earlier. TO PROVIDER: TO THE CITY: Brian C. Anderson 2nd Vice President Minnesota Life Insurance Comp 400 Robert Street North St. Paul, MN 55164-0114 Johnny Martinez City Manager 444 SW 2"d Avenue, 10th Floor Miami, FL 33130 Employee Benefit Life Insurance Plan 14 THIS DOCUMENT IS A SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. 17. MISCELLANEOUS PROVISIONS: A. This Agreement shall be construed and enforced according to the laws of the State of Florida. Venue in any proceedings between the parties shall be in Miami -Dade County, Florida. Each party shall bear its own attorney's fees. Each party waives any defense, whether asserted by motion or pleading, that the aforementioned courts are an improper or inconvenient venue. Moreover, the parties consent to the personal jurisdiction of the aforementioned courts and irrevocably waive any objections to said jurisdiction. The parties irrevocably waive any rights to a jury trial. B. Title and paragraph headings are for convenient reference and are not a part of this Agreement. C. No waiver or breach of any provision of this Agreement shall constitute a waiver of any subsequent breach of the same or any other provision hereof, and no waiver shall be effective unless made in writing. D. Should any provision, paragraph, sentence, word or phrase contained in this Agreement be determined by a court of competent jurisdiction to be invalid, illegal or otherwise unenforceable under the laws of the State of Florida or the City of Miami, such provision, paragraph, sentence, word or phrase shall be deemed modified to the extent necessary in order to conform with such laws, or if not modifiable, then the same shall be deemed severable, and in either event, the remaining terms and provisions of this Agreement shall remain unmodified and in full force and effect or Iimitation of its use. E. Provider shall comply with all applicable laws, rules and regulations in the performance of this Agreement, including but not limited to licensure, and certifications required by law for professional service providers. Employee Benefit Life Insurance Plan 15 THIS DOCUMENT IS A SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. F. This Agreement constitutes the sole and entire agreement between the parties hereto. No modification or amendment hereto shall be valid unless in writing and executed by properly authorized representatives of the parties hereto. Except as otherwise set forth in Section 2 above, the City Manager shall have the sole authority to extend, to amend or to modify this Agreement on behalf of the City. 18. SUCCESSORS AND ASSIGNS: This Agreement shall be binding upon the parties hereto, their heirs, executors, legal representatives, successors, or assigns. 19. INDEPENDENT CONTRACTORS: Provider has been procured and is being engaged to provide Services to the City as an independent contractor, and not as an agent or employee of the City. Accordingly, neither Provider, nor its employees, nor any subcontractor hired by Provider to provide any Services under this Agreement shall attain, nor be entitled to, any rights or benefits under the Civil Service or Pension Ordinances of the City, nor any rights generally afforded classified or unclassified employees. Provider further understands that Florida Workers' Compensation benefits available to employees of the City are not available to Provider, its employees, or any subcontractor hired by Provider to provide any Services hereunder, and Provider agrees to provide or to require subcontractor(s) to provide, as applicable, workers compensation insurance for any employee or agent of Provider rendering Services to the City under this Agreement. Provider further understands and agrees that Provider's or subcontractors' use or entry upon City properties shall not in any way change its or their status as an independent contractor. 20. CONTINGENCY CLAUSE: Funding for this Agreement is contingent on the availability of funds and continued authorization for program activities and the Agreement is Employee Benefit Life )nsurance Plan 16 THIS DOCUMENT IS A SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. subject to amendment or termination due to lack of funds, reduction of funds and/or change in regulations, upon thirty (30) days written notice. 21. FORCE MAJEURE: A "Force Majeure Event" shall mean an act of God, act of governmental body or military authority, fire, explosion, power failure, flood, storm, hurricane, sink hole, other natural disasters, epidemic, riot or civil disturbance, war or terrorism, sabotage, insurrection, blockade, or embargo. In the event that either party is delayed in the performance of any act or obligation pursuant to or required by the Agreement by reason of a Force Majeure Event, the time for required completion of such act or obligation shall be extended by the number of days equal to the total number of days, if any, that such party is actually delayed by such Force Majeure Event. The party seeking delay in performance shall give notice to the other party specifying the anticipated duration of the delay, and if such delay shall extend beyond the duration specified in such notice, additional notice shall be repeated no less than monthly so long as such delay due to a Force Majeure Event continues. Any party seeking delay in performance due to a Force Majeure Event shall use its best efforts to rectify any condition causing such delay and shall cooperate with the other party to overcome any delay that has resulted. 22. CITY NOT LIABLE FOR DELAYS: Provider hereby understands and agrees that in no event shall the City be liable for, or responsible to Provider or any subcontractor, or to any other person, firm, or entity for or on account of, any stoppages or delay(s) in work herein provided for, or any damages whatsoever related thereto, because of any injunction or other legal or equitable proceedings or on account of any delay(s) for any cause over which the City has no control. Ernpic,yee Benefit Life Insurance Plan 17 THIS DOCUMENT IS A SUBSTITUTION TO ORIGINAL, BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. 23. USE OF NAME: Provider understands and agrees that the City is not engaged in research for advertising, sales promotion, or other publicity purposes. Provider is allowed, within the limited scope of normal and customary marketing and promotion of its work, to use the name of the City. The Provider shall protect any confidential information provided by the City and will not release information of a specific nature without prior written consent of the City Manager or the City Commission. 24. NO CONFLICT OF INTEREST: Pursuant to City of Miami Code Section 2- 611, as amended ("City Code"), regarding conflicts of interest, Provider hereby certifies to City that individual member of Provider, no employee, and no subcontractor under this Agreement nor any immediate family member of any of the same is also a member of any board, commission, or agency of the City. Provider hereby represents and warrants to the City that throughout the term of this Agreement, Provider, its employees and its subcontractors will abide by this prohibition of the City Code. 25. NO THIRD -PARTY BENEFICIARY: No persons other than the Provider and the City (and their successors and assigns) shall have any rights whatsoever under this Agreement. 26. SURVIVAL: All obligations (including but not limited to indemnity and obligations to defend and hold harmless) and rights of any party arising during or attributable to the period prior to expiration or earlier termination of this Agreement shall survive such expiration or earlier termination. 27. TRUTH -IN -NEGOTIATION CERTIFICATION, REPRESENTATION AND WARRANTY: Provider hereby certifies, represents and warrants to City that on the date of Provider's execution of this Agreement and so long as this Agreement shall remain in full force and effect, the wage rates and other factual unit costs supporting the compensation to Provider Employee Benefit Life Insurance Plan 18 THIS DOCUMENT IS A SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. under this Agreement are and will continue to be accurate, complete, and current. Provider understands, agrees and acknowledges that the City shall adjust the amount of the compensation and any additions thereto to exclude any significant sums by which the City determines the contract price of compensation hereunder was increased due to inaccurate, incomplete, or non- current wage rates and other factual unit costs. All such contract adjustments shall be made within one (1) year of the end of this Agreement, whether naturally expiring or earlier terminated pursuant to the provisions hereof. 28. COUNTERPARTS: This Agreement may be executed in three or more counterparts, each of which shall constitute an original but all of which, when taken together, shall constitute one and the same agreement. 29. ENTIRE AGREEMENT: This instrument and its attachments constitute the sole and only agreement of the parties relating to the subject matter hereof and correctly set forth the rights, duties, and obligations of each to the other as of its date. Any prior agreements, promises, negotiations, or representations not expressly set forth in this Agreement are of no force or effect. Employee Benefit Life Insurance Plan 19 THIS DOCUMENT IS A SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. IN WITNESS WHEREOF, the parties hereto have caused this instrument to be executed by their respective officials thereunto duly authorized, this the day and year above written. "City" CITY OF MIAMI, a municipal ATTEST: corporation By: Priscilla A. Thompson, City Clerk Johnny Martinez, City Manager "Provider" A 1"1 EST: Minnesota Life Insurance Company Print Name: Title: (Corporate Seal) By: Brian C. Anderson 2nd Vice President (Authorized Corporate Officer) APPROVED AS TO LEGAL FORM APPROVED AS TO INSURANCE AND CORRECTNESS: REQUIREMENTS: Julie O. Bru City Attorney Calvin Ellis Risk Management Director Employee Benefit Life Insurance Plan 20 CORPORATE RESOLUTION THIS DOCUMENT 1S A SU BSTI TU TI ON TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. WHEREAS, Minnesota Life Insurance Company, a corporation, desires to enter into an agreement with the City of Miami for the purpose of performing the work described in the contract to which this resolution is attached; and WHEREAS, the Board of Directors at a duly held corporate meeting has considered the matter in accordance with the bylaws of the corporation; This Resolution must authorize the corporate secretary to sign on behalf of the Provider. Employee Benefit Life insurance Plan 21 EXHIBIT A RFP #278253 (See Attached) THIS DOCUMENT IS A SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. Employee Benefit Life Insurance Plan 22 EXHIBIT B PROVIDER'S RESPONSE TO RFP #278253 (See Attached) THIS DOCUMENT IS A SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. Employee Benefit Life Insurance Plan 23 EXHIBIT C PROVIDER'S TERMS AND CONDITIONS (See attached) THIS DOCUMENT IS A SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. Employee Benefit Lile Insurance Plan 24 THIS DOCUMENT IS A SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. EXHIBIT D INSURANCE REQUIREMENTS 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 II. Business Automobile Liability A. Limits of Liability Bodily Injury and Property Damage Liability Combined Single Limit Owned/Scheduled Autos Including Hired, Borrowed or Non -Owned Autos Any One Accident $ 1,000,000 B. Endorsements Required City of Miami included as an Additional Insured III. Worker's Compensation Limits of Liability Statutory -State of Florida Waiver of Subrogation IV. Employer's Liability A. Limits of Liability $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 V. Professional Liability/Errors and Omissions Coverage Employee Benefit Life Insurance Plan 25 THIS DOCUMENT IS A SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. Combined Single Limit Each Claim $1,000,000 General Aggregate Limit $1,000,000 Deductible- not to exceed 10% The above policies shall provide the City of Miami with written notice of cancellation or material change from the insurer not less than (30) days prior to any such cancellation or material change. Companies authorized to do business in the State of Florida, with the following qualifications, shall issue all insurance policies required above: 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. Employee Benefit Life Insurance Plan 26 EXHIBIT E COMPENSATION (See Attached) THIS DOCUMENT IS A SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. Employee Benefit. Life Insurance Plan 27 SUBSTITUTED PROFESSIONAL SERVICES AGREEMENT By and Between The City of Miami, Florida and Minnesota Life Insurance Company is Professional Services Agreement ("Agreement") is entered into this day of , 2011 by and between the City of Miami, a municipal corporation of the State of Florida, whose • -ss is 444 S.W. 2nd Avenue, 10th Floor, Miami, Florida 33130 ("City"), and Minnesota Life Insu ce Company , ("PROVIDER") a Minnesota Corporation qualified to: do business in Florida who principal address is 400 Robert Street North, St. Paul, MN 55164- 0114. RECITALS: WHEREAS, the City of Mi. 'ssued a Request for Proposal No. 278253 on October 6th, 2011 (the "RFP" attached hereto, incorpo ted hereby, and made a part of as Exhibit A) for the provision of Employee Group Benefit Life Inance Plan, ("Services" as more fully set forth in the scope of work "SOW" attached hereto as E it B) for the Risk Management Department and Provider's proposal ("Proposal", attached beretncorporated hereby, and made part of hereof as Exhibit C), in response thereto, has been selectethe most qualified proposal for the provision of the Services. WHEREAS, the Evaluation Committee appointed by the ►' Manager determined that the Proposal submitted by the Provider was responsive to the • P requirements and recommended that the City Manager negotiate with the Provider; and WHEREAS, the City wishes to engage the Services of Provider, and ' vider wishes to perform the Services for the City; and Employee Benefit Life Insurance Plan 1 SUBSTITUTED WHEREAS, the City and the Provider desire to enter into this Agreement under the terms condition set forth herein. OW, THEREFORE, in consideration of the mutual covenants and promises herein contained, rovider and the City agree as follows: Employee Benefit Life Insurance Plan 2 SUBSTITUTED TERMS: 1. ' CITALS AND INCORPORATIONS• DEFINITIONS: The recitals are true and correct and are hereby incorporated into and made a part of this Agree t The City's RFP is hereby incorporated into and made a part of this Agreement and att ed..hereto as Exhibit "A". The Services are hereby incorporated into. and made a part of this Agr ent as attached Exhibit "B". The Provider's Response dated, October 18th, 2011, is hereby inco • ated into and made a part of this Agreement as attached Exhibit "C". The Provider's Insurance ertificate is hereby incorporated into and made a part of this Agreement as Exhibit "D". The ord •f precedence whenever there is conflicting or inconsistent language between documents is as folio (1) Provider's Services Agreement with the Scope of Work; (2) Addenda/Addendum to the Requ for Proposals; (3) Request for Proposals; and (4) Minnesota Life Insurance Company, response to ' e Request for Proposals. 2. TERM: The term of this Agreement shall commence on . - January 1, 2012 and shall continue in effect for a term of three (3) years, and will end on Decembe ' 1, 2014. 3. OPTION TO EXTEND: The City shall have no option to extend the term. 4. SCOPE OF SERVICES: A. Provider agrees to provide the Services as specifically desc - d, and under the special terms and conditions set forth in Exhibit "A" hereto, which by reference is incorporated into and made a part of this Agreement. Employee Benefit Life Insurance Plan SUBSTITUTED B. Provider represents to the City that: (i) it possesses all qualifications, licenses and exise required for the performance of the Services, including but not limited to full qualific. 'on to do business in Florida; (ii) it is not delinquent in the payment of any sums due the City, in, ding payment of permits, fees, occupational licenses, etc., nor in the performance of any obligatito the City, (iii) all personnel assigned to perform the Services are and shall be, at all times duri the term hereof, fully qualified and trained to perform the tasks assigned to each; (iv) .the Services '11 be performed in the manner described in Exhibit "A"; and (v) each person executing this Agre ent on behalf of Provider has been duly authorized to so execute the same and fully bind Provide s a party to this Agreement. C. Provider shall at al Imes provide fully qualified, competent and physically capable employees to perform the Sery • s under this Agreement. City may require Provider to remove any employee the City deems eless, incompetent, insubordinate, or otherwise objectionable and whose continued services un this Agreement is not in the best interest of the City. 5. COMPENSATION: A. The amount of compensation payable by th- ity. to. the Provider shall be based on the rates and schedules described in Exhibit "E" here which by this reference is incorporated into and made a part of this Agreement. B. Payment shall be made in arrears based upon work pe • ed to the satisfaction of the City within forty-five (45) days after receipt of Provider's invoice for ervices performed, which shall be accompanied by sufficient supporting documentation and contain fficient detail, to allow a proper audit of expenditures, should the City require one to be performInvoices shall be sufficiently detailed so as to comply with the "Florida Prompt Payment Act", § - 8.70. - Employee Benefit Life Insurance Plan 4 SUBSTITUTED 218.79, Florida Statutes, and other applicable laws. No advance payments shall be made at any ime. C. Provider agrees and understands that (i) any and all subcontractors providing Servi related to this Agreement shall be paid through Provider and not paid directly by the City, and any and all liabilities regarding payment to or use of subcontractors for any of the Services relate to this Agreement shall be borne solely by Provider. 6. OWNE' ' OF DOCUMENTS: Provider under ds. and agrees that any information, document, report or any other - material whatsoever which given by the City to Provider, its employees, or any subcontractor, or which is otherwise obtaine r prepared by Provider pursuant to or under the terms of this Agreement, is and shall at all time -main the property of the City. Provider agrees not to use any such information, document, report material for any other purpose whatsoever without the written consent of the City Manager, which . y be withheld or conditioned by the City Manager in his sole discretion. Provider is permitted to m e and to maintain duplicate copies of the files, records, documents, etc. if Provider determines cop of such records are necessary subsequent to the termination of this Agreement; however, in no shall the confidentiality as permitted by applicable law be breached. .The City shall maintain . retain ownership of any and- all documents which result upon the completion of the work and Se ces under this Agreement. 7. AUDIT AND INSPECTION RIGHTS AND RECORDS ENTION: A. Provider agrees to provide access to the City or to an +f its duly authorized representatives, to any books, documents, papers, and records of Provider hich are directly pertinent to this Agreement, for the purpose of audit, examination, excerpts, and scripts. The City may, at reasonable times, and for a period of up to three (3) years following the • e of final Employee Benefit Life Insurance Plan SUBSTITUTED payment by the City to Provider under this Agreement, audit and inspect, or cause to be audited d inspected, those books, documents, papers, and records of Provider which are related to Pro der's performance under this Agreement. Provider agrees to maintain any and all such books, cuments, papers, and records at its principal place of business for a period of three (3) years after • al .payment is made under this Agreement and all other pending matters: are.closed. Provider's fail to adhere to, or refuse to comply with, this condition shall result in the immediate cancellat of this Agreement by the City. - B. The City ay, at reasonable times during the term hereof, inspect the Provider's facilities and perform such t, as the City deems reasonably necessary, to determine whether the goods or services required to 'e provided by Provider under this Agreement conform to the terms hereof and/or the terms of th• Services Agreement, if applicable. Provider shall make available to the City all reasonable facili ► and assistance to facilitate the performance of tests or inspections by City representatives. All au and inspections shall be subject to, and made in accordance with, the provisions of Sections 1: 01 and 18-102 of the Code of the City of Miami, Florida as same may be amended or suppleme d, from time to time. 8. AWARD OF AGREEMENT: -Provider- represents and -warrants- to the City that -it 'mot employed orretained any person or company employed by the City to solicit or secure this • eement and that it has not offered to pay, paid, or agreed to pay any person any fee, commission, -rcentage, brokerage fee, or gift of any kind contingent upon or in connection with, the award of this ; eement. 9. PUBLIC RECORDS: A. Provider understands that the public shall have access, at all reaso •le times, to all documents and information pertaining to City Agreements, subject to the pro ions of Employee Benefit Life insurance Plan 6 SUBSTITUTED Chapter 119, Florida Statutes, and agrees to allow access by the City and the public to all ocuments subject to disclosure under applicable laws. Provider's failure or refusal to comply e provisions of this section shall result in the immediate cancellation of this Agreement by the Ci B. Should Provider determine to dispute any public access provision required by Florida Statutes, en Provider shall do so at its own expense and at no cost to the City. 14. - COMPLI E WITH FEDERAL STATE AND LOCAL LAWS:. 'Provider unders . ' ds that agreements with local governments are subject to certain laws and regulations, including 1. s pertaining to public records, conflict of interest, record keeping, etc. City and Provider agree to omply with and observe all such applicable federal, state and local laws, rules, regulations, codes • ordinances, as they may be amended from time to time. Provider further agrees to includ- all of Provider's agreements with subcontractors for any Services related to this Agreement this ovision requiring subcontractors to comply with and observe all applicable federal, state, and loclaws rules, regulations, codes and ordinances, as they may be amended from time to time. 11. INDEMNIFICATION: Provider shall indemnify, defend and hold harmless City and its officials, employees; and its designated third -party administrator for claims (collective referred to as "Indemnitees") and each of them from and against all loss, costs, penalties, fines, . ages, claims, expenses (including attomey's fees) or liabilities (collectively referred to as "Liabi es") by reason of any injury to or death of any person or damage to or destruction or loss of any pro. -rty arising out of, resulting from, or in connection with (i) the negligent performance or non-pe i ance of the Services contemplated by this Agreement (whether active or passive) of Pro ' er or its Employee Benefit Life Insurance Plan SUBSTITUTED employees or subcontractors (collectively referred to as "Provider") which is directly caused, in whole or in part, by any act, omission, default or negligence (whether active or passive or in t liability) of the Indemnities, or any of them, or (ii) the failure of the Provider to comply mater ly with any of the requirements herein, or the failure of the Provider to conform to statutes, o ' inances, or other regulations or requirements of any governmental authority, local, federal or stat- connection with the performance of this Agreement if it is alleged that the Ci its officia and/or em.lo ees were ne 11 ent. Provider expressly agrees to indemnify, defend and .ld harmless the Indemnitees, or any of them, from and against. all liabilities which may be ass 1 ed by an employee or former employee of. Provider, or any of its subcontractors, as provided abo for which the Provider's liability to such employee or former employee would otherwise be limite• o payments under state Workers' Compensation or similar laws. Provider further agrees to indemm defend and hold harmless the Indemnitees form and against (i) any and all Liabilities imposed . account of the violation of any law, ordinance, order, rule, regulation, condition, or require i t, related directly to Provider's negligent performance under this Agreement, compliance with s'ch is left by this Agreement to Provider, and (ii) any and all claims, and/or suits for labor and mat. als furnished by Provider or utilized in the performance of this Agreement or otherwise. In the event that any third party asserts claims agt the Provider and/or the Indemnitees for which Provider is defending the Indemnitees relatin: o the Services, Provider shall have the right to select its legal counsel for such defense, subject . , the approval of the City, which approval shall not be unreasonably withheld. It is understood an• • :reed that in the event that counsel selected by Provider charges rates greater than those customanpaid by the City at the time that such claim is asserted, but in no event less than $250.00 per hour, - parties Employee Benefit Life Insurance Plan 8 SUBSTITUTED hall, in good faith, attempt to agree upon such rates or upon an allocation of payment of such ra . In the event that the third party claim for which Provider has provided or paid Indemnitees defen esults in a finding of fault on the part of the Indemnitees, then the City shall reimburse Provider cost of the Indemnitees defense to the extent of such finding of fault. •This s ion shall be interpreted to comply with Sections 725.06 and/or 725.08, Florida Statutes. Provider obligations to indemnify, defend and hold harmless the Indemnitees shall survive the terminatio Provider underst f this Agreement. and agrees that any and all liabilities regarding the use of any subcontractor for Services rela • to this Agreement shall be borne solely by Provider throughout the duration of this Agreement an• at this provision shall survive the termination or expiration, as applicable, of this Agreement. 12. DEFAULT: If Provider fails to comply materially 'th any term or condition of this Agreement, or fails to perform in any material way any of its ligations hereunder, and fails to cure such failure after reasonable notice from the City, then 'rovider shall be in default. Provider understands and agrees that termination of this Agreeme under this section shall not release .Provider from any obligation accruing prior to the effective d.. of termination: Should provider be unable or unwilling to commence to perform the Services 'thin the time provided or contemplated herein, then, in addition to the foregoing, Provider shall - liable to the City for all expenses incurred by the City in preparation and negotiation of this A ment, as well as all costs and expenses incurred by the City in the re -procurement of the ' ices, including consequential and incidental damages. Employee Benefit Life Insurance Plan SUBSTITUTED RESOLUTION OF AGREEMENT DISPUTES: Provider understands and agrees that all disputes between Provider and the City based upon . alleged violation of the terms of this Agreement by the City shall be submitted to the City Mana _ - r for his/her resolution, prior to Provider being entitled to seek judicial relief , in connection the 'th. In the event that the amount of compensation hereunder exceeds Twenty - Five Thousand Do . s and No/Cents ($25,000), the City Manager's decision shall be approved or disapproved by the • 'ty Commission. Provider shall not be entitled to seek judicial relief unless: (i) it has first r= eived City Manager's written decision, approved by the City Commission if the amount of c. ' pensation hereunder exceeds Twenty -Five Thousand Dollars and No/Cents ($25,000), or (ii) a p= i od of sixty (60) days has expired, after submitting to the City Manager a detailed statement of th= • ispute, accompanied by all supporting documentation ninety (90) days if City Manager's decision i ubject to City Commission approval); or (iii) City has waived compliance with the procedure set fo in this section by written instruments, signed by the City Manager. 14. TERMINATION•OBLIGATIONS UPON TE INATION: A. The City, acting brand through its City Mara . r, shall have the right to terminate this Agreement, in its sole discretion, at any time, by giving • en notice to Provider at least sixty (60) calendar days prior to the effective date of such. terminati ► ' . In such event, the City shall pay to Provider compensation for Services rendered and approved . senses incurred prior to the effective date of termination. In no event shall the City be liable Provider for any additional compensation and expenses incurred, other than that provided herein, d in no event shall the City be liable for any consequential or incidental damages. The Provider shhave no Employee Benefit Life Insurance Plan SUBSTITUTED recourse or remedy against the City for a termination for convenience under this Subsection er than payment of fees due prior to the effective date of Termination. The City Manager shall have the right to terminate this Agreement, without notice or liabi to Provider, upon the occurrence of an event of a material default hereunder. In such event, the shall not be obligated to pay any amounts to Provider for Services rendered by Provider after th date of termination, but the parties shall remain responsible for any payments that have become du. : d owingas of the effective date of termination. In no event shall the City be liable to Provider fo any additional compensation and expenses incurred, other than that provided herein, and in no ent shall the City be liable for any consequential or incidental damages. C. This Agreement may - terminated, in whole or in part, at any time by mutual written consent of the parties hereto. In ch event, the City shall not be obligated to pay any amounts to Provider for Services rendered Provider after the date of termination, but the parties shall remain responsible for any payme that have become due and owing as of the effective date of termination. In no event shall the be liable to Provider for any additional compensation and expenses incurred, other than that pro ded herein, and in no event shall the City be liable for any consequential or incidental damages. D. This Agreement may be terminated, in whole or . part, by either party if there has been a material default or breach on the part of the other party i y of its representations, warranties, covenants, or obligations contained in this Agreement and s default or breach is not cured within ninety (90) days following written notice from the non-brea ng party. In such event, the City shall not be obligated to pay any amounts to Provider for Servi rendered by Provider after the date of termination, but the parties shall remain responsible for an ayments Employee Benefit Life Insurance Plan SUBSTITUTED that have become due and, owing as of the effective date of termination. In no event shall the City pro liable to Provider for any additional compensation and expenses incurred, other than that ed herein, and in no event shall the City be liable for any consequential or incidental damage 15. INS A. ' 'vider shall, at all times during the term hereof, maintain such insurance coverage(s): as.. ma . e required by the City. The insurance coverage(s) .required as of the Effective Date of this A eement are attached hereto as Exhibit "D" and incorporated herein by this reference... The City insurance. The Provider shall number and title of the RFP must appear on each certificate of the City of Miami as an .additional named insured to its commercial general liability and aut olicies and as a named certificate holder on all policies. Provider shall correct any insurance ce ' icates as requested by the City's Risk Management Administrator. All such insurance, includin enewals, shall be subject to the approval of the City for adequacy of protection and evidence o ch coverage(s) and shall be furnished to the City Risk Management Administrator on Certificate f Insurance indicating such insurance to be in force and effect and providing that it will not be c• -led, modified, or changed during the performance of the Services under this Agreement without (30) calendar days prior written notice to the City Risk Management Administrator. Completed ificates of Insurance shall be filed with the City prior to the performance of Services hereunde provided, however, that Provider shall at any time upon request file duplicate copies of the pol 'es of such insurance with the City. B. If, in the reasonable judgment of the City, prevailing conditions ' e insurance marketplace warrant the provision by Provider of additional One Million Dollars ($1,1 ' 1,000) of Employee Benefit Life insurance Plan SU BSTITUTED rofessional liability insurance coverage, the City reserves the right to require the provision by vider of up to such additional amount of professional liability coverage, and shall afford notice of such change in requirements thirty (30) days prior to the date on which the requirem s shall take effect. Should the Provider fail or refuse to satisfy the requirement of additional co age within thirty (30) days following the City's written notice, this Agreement shall be conside • terminated on the date the required change in policy coverage would otherwise take effect. C. Provider ' erstands and agrees that any and all liabilities regarding the use of - any of Provider's employees •r any of Provider's subcontractors for Services related to this Agreement shall be borne solely : Provider throughout the term of this Agreement and that this provision shall survive the terminat of this Agreement. Provider further understands and agrees that insurance for each employee . Provider and each subcontractor providing Services related to this Agreement shall be maintaine• 'n good standing and approved by the City Risk Management Administrator throughout the durati • of this Agreement. D. Provider shall be responsible for ass :, that the insurance certificates required under this Agreement remain in full force and effect •r the duration of this Agreement, 'including any -extensions hereof. If insurance certificates areeduled to expire during the term of this Agreement and any extension hereof, Provider shall be re . •nsible for submitting new or renewed insurance certificates to the City's Risk Management Adm strator at a minimum of ten (10) calendar days in advance of such expiration. In the event that ex replaced, with new or renewed certificates which cover the term of this extension thereof: d certificates are not eement and any Employee Benefit Life Insurance Plan 13 SUBSTITUTED (i) the City shall suspend this Agreement until such time as the new or renewed certificate(s) are received in acceptable form by the City's Risk Management dministrator; or (ii) the City may, at its sole discretion, terminate the Agreement for cause and seek re-proc ement damages from Provider in conjunction with the violation of the terms and conditions ► this Agreement. E. Complie with .the foregoing requirements shall not relieve Provider of its, liabilities and obligations u +er this Agreement. 16. NONDISCRIMINAT Provider represents to th City that Provider does not and will not engage in discriminatory practices and that there all be no discrimination in connection with Provider's performance under this Agreement on acco t of race, color, sex, religion, age, handicap, marital status or national origin. Provider further cove is that no otherwise qualified individual shall, solely by reason of his/her race, color, sex, religi , age, handicap, marital status or national origin, be excluded from participation in, be denied • ces, or be subject to discrimination under any provision of this Agreement. Employee Benefit Life Insurance Plan 14 SUBSTITUTED 17. ASSIGNMENT: This Agreement shall not be assigned by Provider, in whole or in part, and Provider shall no sign any part of its operations, without the prior written consent of the City, which may be withh , or conditioned, in the City's sole discretion through the City Manager. Provider may not change replace sub -contractors performing work under the Services Agreementidentified in Exhibit "B" ' thout the prior written consent from the City Manager. 18. • NOTICES: All notices or o , er communications required under this Agreement shall be in writing and shall be given by h. delivery or by registered or certified U.S. Mail, return receipt requested, addressed to the othe ,arty at the address indicated herein or to such other address as a party may designate by notice giv- as herein provided. Notice shall be deemed given on the day on which personally delivered; or, i of actual receipt, whichever is earlier. TO PROVIDER: Brian C. Anderson 2"d Vice President Minnesota Life Insurance Comp 400 Robert Street North mail, on the fifth day after being posted or the date TO THE CITY: J • e y Martinez Cit anager 444 S • 2"d Avenue, 10th Floor Miami, 33130St. Paul, MN 55164-0114 Employee Benefit Life Insurance Plan 15 SUBSTITUTED 17. MISCELLANEOUS PROVISIONS: A. This Agreement shall be construed and enforced according to the laws of the State lorida. Venue in any proceedings .between the parties shall be in Miami -Dade County, Florid. Each party 'shall bear its own attorney's fees. Each party waives any defense, whether asserted b ' otion or pleading, that the aforementioned courts are an improper or inconvenient venue. Moreo , the parties consent to the personal jurisdiction of the aforementioned. courts and irrevocably ve any objections to said jurisdiction. The parties irrevocably waive any rights to a jury trial. B. Title and p : graph headings are for convenient reference and are not a part of this Agreement. C. No waiver or breach •f any provision of this Agreement shall constitute a waiver of any subsequent breach of the same •r any other provision hereof, and no waiver shall be effective unless made in writing. D. Should any provision, paragrapsentence, word or phrase contained in this Agreement be determined by a court of competent j isdiction to be invalid, illegal or otherwise unenforceable under the laws of the State of Florida 'r the City of Miami, such provision, paragraph, sentence, word or phrase shall be deemed modi i- ' to the extent necessary in order to conform with such laws, or if not modifiable, then the same sh. 1 be deemed severable, and in either event, the remaining terms and provisions of this Agreement ' gall remain unmodified and in full force and effect or limitation of its use. E. Provider shall comply with all applicable laws, rules an • egulations in the performance of this Agreement, including but not limited to licensure, and certi .tions required by law for professional service providers. Employee Benefit Life Insurance Plan SUBSTITUTED F. This Agreement constitutes the sole and entire agreement between the parties reto. No modification or amendment hereto shall be valid unless in writing and executed by pro. ly authorized representatives of the parties hereto. Except as otherwise set forth in Section 2 above, ' he City Manager shall have the sole authority to extend, to amend or to modify this Agreement . behalf of the City. 18. SUCCE ORS AND ASSIGNS: This Agreement shall be binding upon the parties hereto, their heirs, e utors, legal representatives, successors, or assigns. 19. INDEPENDEN ONTRACTORS: Provider has been procured and is being engaged to provide Service o the City as an independent contractor, and not as an agent or employee of the City. Accordin , neither Provider, nor its employees, nor any subcontractor hired by Provider to provide any Se ces under this Agreement shall attain, nor be entitled to, any rights or benefits under the Civil Se 'ce or Pension Ordinances of the City, nor any rights generally afforded classified or unclassifie► employees. Provider further understands that Florida Workers' Compensation benefits availab to employees of the City are not available to Provider, its employees, or any subcontractor hi r: ' by Provider to . provide any Services hereunder, and Provider agrees to provide or to require su ontractor(s) to provide, as applicable, workers' compensation insurance for any employee or agen .f Provider rendering Services to the City under this Agreement. Provider further understands d agrees that Provider's or subcontractors' use or entry upon City properties shall not in any way .ange its or their status as an independent contractor. 20. CONTINGENCY CLAUSE: Funding for this Agreement is •ntingent on the availability of funds and continued authorization for program activities and th= • greement is Employee Benefit Life Insurance Plan SUBSTITUTED ubject to amendment or termination due to lack of funds, reduction of funds and/or change in re lations, upon thirty (30) days written notice. 21. ORCE MAJELTRE: A "Force Majeure Event" shall mean an act of God, act of gove • ental body or military authority, fire, explosion, power failure, flood,storm, hurricane, si . hole, other natural disasters, epidemic, riot or civil disturbance, war or terrorism, sabota • insurrection, blockade, or embargo. In the event that either party is delayed in the perfo ce of any act or obligation pursuant to or required by the Agreement by reason of a Force Maje - Event, the time for required completion of such act or obligation shall be extended by the numof days equal to the total number of days, if any, that such party is actually delayed by s Force Majeure Event. The party seeking delay in performance shall give notice to the er party specifying the anticipated duration of the delay, and if such delay shall extend beyo the duration specified in such notice, additional notice shall be repeated no less than monthly • long as such delay due to a Force Majeure Event continues. Any party seeking delay in perfo •ance due to a Force Majeure Event shall use its best efforts to rectify any condition causing s delay and shall cooperate with the other party to overcome any delay that has resulted. 22. CITY NOT LIABLE -FOR DELAYS: Provider h eby understands and agrees that in no event shall the City be liable for, or responsible to Provi• or any subcontractor, or to any other person, firm, or entity for or on account of, any stoppa or delay(s) in work herein provided for, or any damages whatsoever related thereto, because . y injunction or other legal or equitable proceedings or on account of any delay(s) for any ca . - over which the City has no control. Employee Benefit Life Insurance Plan 18 SUBSTITUTED USE OF NAME: Provider understands and agrees that the City is not engaged in res rch for advertising, sales promotion, or other publicity purposes. Provider is allowed, within the li ed scope of normal and customary marketing and promotion of its work, to use the genera] re ts of this .project and the name of the City. The Provider agrees to protect any confidential a 'irmation providedby the City and will not release information of a .specific nature without priwritten consent of the City Manager or the City Commission. 24. NO CONFLI OF INTEREST:. Pursuant to City of Miami Code Section 2- 611, as -amended ("City C. a"), regarding conflicts of interest, Provider hereby certifies to City that individual member of Pr • 'der, no employee, and no subcontractor under this Agreement nor any immediate family memof any of the same is also a member of any board, commission, or agency of the City. vider hereby represents and warrants to the City that throughout the term of this Agreement, Pr. 'der, its employees and its subcontractors will abide by this prohibition of the City Code. 25. NO THIRD -PARTY BENEFICIARY: o persons other than the Provider and the City (and their successors and assigns) shall have any , ts whatsoever under this Agreement. - 26. SURVIVAL: All obligations (including t not limited to indemnity and obligations to defend and hold harmless) and rights of any p. arising during or attributable to the period prior to expiration or earlier termination of this A eement shall survive such expiration or earlier termination. 27. TRUTH -IN -NEGOTIATION CERTIFICATION REPRENTATION AND WARRANTY: Provider hereby certifies, represents and warrants to City t 't on the date of Provider's execution of this Agreement and so long as this Agreement shall remin full force and effect, the wage rates and other factual unit costs supporting the compensation t rovider Employee Benefit Life Insurance Plan 19 SUBSTITUTED under this Agreement are and will continue to be accurate, complete, and current. Provider erstands, agrees and acknowledges that the City shall adjust the amount of the compensation additions thereto to exclude any significant sums by which the City determines the contract . +'ce of compensation hereunder was increased due to inaccurate, incomplete, or non- current wage ates and other factual unit costs. All such contract adjustments shall be made within one (1) ye. of the end of this Agreement, whether naturally expiring or earlier terminated pursuant to the provi . ns hereof. 28. COUNTERP This Agreement may be executed in three or more counterparts, each of which .all constitute an original but all of which, when taken together, shall constitute one and the same . • reement. 29. ENTIRE AGREEMENT: s instrument and its attachments constitute the sole and only agreement of the parties relating t. e subject matter hereof and correctly set forth the rights, duties, and obligations of each to the o • er as of its date. Any prior agreements, promises, negotiations, or representations not expressly s forthin this Agreement are of no force or effect. Employee Benefit Life Insurance Plan SUBSTITUTED WITNESS WHEREOF, the parties hereto, have caused this instrument to be executed by thei • spective officials thereunto duly authorized, this the day and year above written. "City" CITY OF MIAMI, a municipal ATTEST: corporation By: Priscilla A. Thompso City Clerk Johnny Martinez, City Manager "Provider" ATTEST: Minnesota Life Insurance Company Print Name: Title: (Corporate Seal) Brian C. Anderson 2nd Vice President A orized Corporate Officer) APPROVED AS TO LEGAL FORM APPROVED AS T SURANCE AND CORRECTNESS: REQUIREMENTS: Julie O. Bru City Attorney Calvin Ellis Risk Management Director Employee Benefit Life insurance Plan 21. SUBSTITUTED CORPORATE -RESOLUTION WHEREAS, Minnesota Life Insurance Company, a corporation, desires to enter o an agreement with the City of Miami for the purpose of performing the work described in the conct to which this resolution is attached; and WHE'• AS, the Board of Directors at a duly held corporate meeting has considered the matter in accordan with the bylaws of the corporation; This Resolution must : thorize the corporate secretary to sign on behalf of the Provider. Employee Benefit Life Insurance Plan SUBSTITUTED EXHIBIT A ADMINISTRATIVE SERVICES AGREEMENT Employee Benefit Life Insurance Plan SUBSTITUTED City of Miami Request for Proposals (RFP) RFP Number: Title: Issue Date/Time: RFP Closing Date/Time: Pre -Bid Conference: Pre -Bid Date/Time: Pre -Bid Location: Deadline for Request for Clarification: Buyer: Hard Copy Submittal Location: Buyer.E-Mail Address: Buyer Facsimile: Purchasing Department Miami Riverside Center 444 SW 2nd Avenue, 6th Floor Miami, Florida 33130 Web Site Address: httpJ/cl.miami,fl.us/procurement 278253,2 Request for Proposals for Employee Benefit Life and AD&D Plans 9-OCT-2011 1,, 6/2011 @ 12:00:00 Non Friday, Octo r 14, 2011 at 12:00 PM Noon Velez, Pablo City of Miami - Ci erk 3500 Pan American D.'ve Miami FL 33133 US pvelez@miamigov.com (305)416-1925 Page 1 of 33 SUBSTITUTED Cer ► cation Statement Please ote on this form, if applicable, net prices for the item(s) listed. Return signed original and retain a c..y for your files. Prices should include all costs, including transportation to destination. The City rese the right to accept or reject all or any part of this submission. Prices should be firm for a minimum o 80 days following the time, set for closing of the submissions. In the event o errors in extension of totals, the unit prices shall govern in determining the quoted prices. We (I) certify that have read your solicitation, completed the necessary documents, and propose to furnish and deliver, J. .B. DESTINATION, the items or services specified herein. The undersigned hereby rtifies that neither the contractual party nor any of its principal owners or personnel have been cony ted of any of the violations, or debarred or suspended as set in section 18-107 or Orrlinence No. 12-1. All exceptions to this submis section). EXCEPTIONS: . have been documented in the section below (refer to paragraph and We (I) certify that any and all information co that this submission is made without prior corporation, firm, or person submitting a submi service, and is in all respects -fir and without collu conditions of this solicitation and certify that I am Please print the following and sign your name: .-. ed in this submission is true; and we (I) further certify derstanding, agreement, or connection with any ion for the same materials, supplies, equipment, or on or fraud. We (I) agree to abide by all terms and a orized to sign this submission for the submitter. SUPPLIER NAME: ADDRESS. PHONE: FAX EMAIL: BEEPER - SIGNED BY. 111 LE: DALE. FAILURE TO COMPLETE. SIGN. AND RETURN THIS FORM HAL_L- DISOUALIFY T BID Page 2 of 33 SUBSTITUTED Certifications Legal Name of Firm: Ent Type: Partnership, Sole Proprietorship, Corporation,etc. Year Estab Office Location: of Miami, Miami -Dade County, or Other Occupational License Nu Occupational License Issuing Ag Occupational License Expiration Date: Respondent certifies that (s) he has read and and-.. tood the provisions of City of Miami Ordinance No. 10032 (Section 18-105 of the City Code) pertainin. • the implementation of a "First Source Hiring Agreement,"; (Yes or Rio) Do you expect to create new positions in your company in event your company was awarded a Contract by the City? (Yes or No) In the event your answer to question above is yes, howmany new po • 'ons would you create to perform this work? Please list the title, rate of pay, summary of duties, number of positions, and e ected length or duration of all new positions which might be created as a result of this award of a Contra Will Subcontractor(s) be used? (Yes or No) Page 3.of 33 SUBSTITUTED Line: 1 Description: Disregard this line item. Please refer to Attachment A tegory: 94620-10 t of Measure: Dollar Unit : ce: $ Number of Units:1 Total: $ Page 4 of 33 SUBSTITUTED Table of Contents Request for Proposals (RFP) 278253,2 s and Conditions 1. General Conditions 1.]. GENERAL TERMS AND CONDITIONS 'al Conditions 24 .1. PURPOSE 24 . DEADLINE FOR RECEIPT OF REQUEST FOR. ADDITIONAL ORMATION/CLARIFICATION 24 2.3. 2.4. 2.5. N 2.6. 2.7. CO 2.8. FAIL 2.9. INS • • REQUIREMENTS 2.10. PRE -BID -PROPOSAL CONFERENCE 2.11. CONTRAC 2.12. SUBCONTRA 2.13. COMPLETE P 2.14. TERMINATION 2.15. ADDITIONAL TE 2.16. CHANGES/ALTERA 2.17. COMPENSATION PR 2.18. EVALUATION/SELEC 2.19. ADDITIONAL SERVICE 2.21. RECORDS 2.22. AMENDMENTS TO THE CO 2.23. TRUTH IN NEGOTIATION C 3. Specifications 3.1. SPECIFICATIONS/SCOPE OF WO 4. Submission Requirements 4.1. SUBMISSION REQUIREMENTS 5. Evaluation Criteria RM OF CONTRACT ITIONS FOR RENEWAL -APPROPRIATION OF FUNDS 24 24 24 QUALIFICATION REQUIREMENTS 24 CT EXECUTION 25 TO PERFORM 25 25 27 MINISTRATOR 27 TOR(S) OR SUBCONSULTANT(S) 27 JECT REQUIRED 27 27 S AND CONDITIONS 28 ONS 28 OSAL 28 N PROCESS AND CONTRACT AWARD 28 29 29 CT 29 T1FICATE 29 30 30 31 33 5.1. EVALUATION CRITERIA • 33 Page 5 of 33 SU BSTITUTED Request for Proposals (RFP) 278253,2 Terms and Conditions General Conditions 1.1 ENERAL TERMS AND CONDITIONS Intent: ' he General Terris and Conditions described herein apply to the acquisition of goods/eq •ment/services with an estimated aggregate cost of S25,000.00 or more. Definition: .rural solicitation is defined as issuance of an Invitation for Bids, Request for Proposals, Request for Qu. 'fications, or Request for Letters of Interest pursuant to the City of Miami Procurem. •t Code and/or Florida Law, as amended. Formal Solicitation and Solicitation shall be defined in the sam • .e anner herein. 1.1. ACCEPTANCE formal solicitation, if actual usage of the good i the terms herein and be full goods/equipment supplied to City reserves the right to cance Contractor at the Contractor's ex GOODS OR EQUIPMENT - Any good(s) or equipment delivered under this 'cable, shall remain the property of the seller until a physical inspection and ade, and thereafter is accepted as satisfactory to the City. It must comply with n accordance with specifications and of the highest quality. In the event the e City are found to be defective or does not conform to specifications, the e order upon written notice to the Contractor and return the product to the e. 1.2. ACCEPTANCE OF O}I+'ER - ' e signed or electronic submission of your solicitation response shall be considered an offer on the part of • bidder/proposer; such offer shall be deemed accepted upon issuance by the City of a purchase orde 13. ACCEPTANCE/REJECTION — Th ity reserves the right to accept or reject any or all responses or parts of after opening/closing date and requ - re -issuance on the goods/services described in the formal solicitation. In the event of such rejection, the . -ctor of Purchasing shall notify all affected bidders/proposers and make available a written - -planation for the rejection. The City also reserves the right to reject the response of any bidder/proposer . o has previously failed to properly perform under the terms and conditions of a contract, to deliver on tim: ontracts of a similar nature, and who is not in a position to perform the requirements defined in this fo •, al solicitation. The City further reserves the right to waive any irregularities•or minor informalities ortecb 'calities in any•or all responses and may, at its discretion; re -issue this formal solicitation. 1.4. ADDENDA — It is the bidder's/proposer's responsibility ensure receipt of all Addenda. Addenda are available at the City's website at: http://www.ci.miami.flats/pr_ urement 1.5. ALTERNATE RESPONSES MAY BE CONSIDERED - . ,a City may consider one (1) alternate response from the same Bidder/Proposer for the same formal solici : on; provided, that the alternate response offers a different product that meets or exceeds the formal s 'citation requirements. In order for the City to consider an alternate response, the Bidder/Proposer shall co 'lete a separate Price Sheet form and shall mark "Alternate Response". Alternate response shall be place. . the same response. This provision only applies to formal solicitations for the procurement of goods, ervices, items, equipment, materials, and/or supplies. 1.6. ASSIGNMENT - Contractor agrees not to subcontract, assign, transfer, coay, sublet, or otherwise dispose of the resulting Contract, or any or all of its right, title or interest herein, thout City of Miami's prior written consent, 1.7. ATTORNEY'S FEES- In connection with any litigation, mediation and arbitrate i arising out of this Contract, the prevailing party shall be entitled to recover its costs and reasonable attom: ,'s fees through and including appellate litigation and any post -judgment proceedings. 1.8. AUDIT RIGHTS AND RECORDS RETENTION - The Successful Bidder/Proposer ees to provide access at all reasonable times to the City, or to any of its duly authorized representati to any books, documents, papers, and records of Contractor which are directly pertinent to this formal ' 'citation, for the purpose of audit, examination, excerpts, and transcriptions, The Successful Bidder/Propos shall maintain and retain any and all of the books, documents, papers and records pertinent to the Contra.; •. 4-'or Page 6 0 SUBSTITUTED Request for Proposals (RFP) 278253,2 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. 9. AVAILABILITY OF CONTRACT STATE-WIDE - Any Governmental, not -for -profit or i-governmental entity in the State of Florida, may avail itself of this contract and purchase any and all go. • s/services, specified herein from the successful bidder(s)Iproposer(s) at the contract price(s) estai hed herein, when permissible by federal, state, and local laws, rules, and regulations. Each •vernmental, not -for -profit or quasi -governmental entity which uses this formal solicitation and resulting 'd contract or agreement will establish its own contract/agreement, place its own orders, issue its own pure orders, be invoiced there from and make its own payments, determine shipping terins and issue. its o emption certificates as required by the successful bidder(s)/proposer(s). 1.10. AWARD =.F CONTRACT: A. The Formal So";;itation, Bidder's/Proposer's response, any addenda issued, and the purchase order shall constitute the entire •ntract, unless modified in accordance with any ensuing contract/agreement, amendment or adden B. The award of a contra • where there are Tie Bids will be decided by the Director of Purchasing or designee in the instance the Tie Bids can't be. determined by applying Florida Statute. 287.087, Preference to Businesses with Drug-Fre• Workplace Programs. C. The award of this contract be preconditioned on the subsequent submission of other documents as specified in the Special Conditio or Technical Specifications. Bidder/Proposer shall be in default of its contractual obligation if such do nts are not submitted in a timely manner and in the form required by the City. Where Bidder/Proposer is default of these contractual requirements, the City, through action taken by the Purchasing Department, void its acceptance of the Bidder's/Proposer's Response and may accept the Response from the next low sponsive, responsible Bidder or Proposal most advantageous to the City or re -solicit the City's requireme The City, at its sole discretion, may seek monetary restitution from Bidder/Proposer and its bid/proposal b d or guaranty, if applicable, as a result of damages or increased costs sustained as a result of the Bi. 's/Proposer's default. D. The term of the contract shall be specified in . e of three documents which shall be issued to the successful Bidder/Proposer. These documents ma ither be a purchase order, notice of award and/or contract award sheet. E. The City reserves the right to automatically extend •• 's contract for up to one hundred twenty (120) calendar days beyond the stated contract term in order to vide City departments with continual service and supplies while a new contract is being solicited, evalua d, and/or awarded. If the right is exercised, the City shall notify the Bidder/Proposer, in writing, of its in t to extend the contract at the same price, terms and conditions for a specific number of days. Additiona`.-xtensions over the first one hundred twenty (120) day extension may occur, if, the City and the Suc - .ful Bidder/Proposer are in mutual agreement of such extensions. F. Where the contract involves a single shipment of goods to the Ci • 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, 1 .. .. or individual -item basis, or such combination as shall best serve the interests of the City unless othe se specified. H. A Contract/Agreement may be awarded to the Bidder/Proposer by the Ci ommission based upon the minimum qualification requirements reflected herein. As a result of a RFP, Q, or RFLI, the City reserves the right to execute or not execute, as applicable, an Agreement with the . oposer, whichever is determined to be in the City's best interests. Such agreement will be furnished by . City, will contain certain terms as are in the City's best interests, and will be subject to approval as to 1e=1 form by the City Attorney. 1.11. BID BOND/ BID SECURITY - A cashier's or certified check, or a Bid Bond sign' ; .y a recognized surety company that is licensed to do business in the State of Florida, payable to the City of •_iami, for the amount bid is required from all bidders/proposers, if so indicated under the Special Condition This check or bond guarantees that a bidder/proposer will accept the order or contract/agreement, as bid/pr•`; .sed, if it is awarded to bidder/proposer. Bidder/Proposer shall forfeit bid deposit to the City should City a '+ -d Page 7 33 SUBSTITUTED Request for Proposals (RFP) 278253,2 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. 2. RESPONSE FORM (HARDCOPY FORMAT) - All forms should be completed, signed and itted accordingly. 1.13. ID SECURITY FORFEITED LIQUIDATED DAMAGES - Failure to execute an Agreement and/or e an acceptable Performance Bond, when required, as provided herein, shall be just cause for the annulm of the award and the forfeiture of the Bid Security to the City, which forfeiture shall be conside . of as a penalty, but in mitigation of damages sustained. Award may then be made to the next lowest .onsive, responsible Bidder or Proposal most advantageous to the City or all responses may be rejected. 1.14. BRAND 1 S - If and wherever in the specifications brand names, makes, models, names of any manufacturers, tra.. names, or bidder/proposer catalog numbers are specified, it is for the purpose of establishing the type, • ction, minimum standard of design, efficiency, grade or quality of goods only. When the City does nsh to rule out other competitors' brands or makes, the phrase "OR EQUAL" is added. When bidding/p ''posing an approved equal, Bidders/Proposers,will submit, with their response, complete sets of necessary ^.ta (factory information sheets, specifications, brochures, etc.) in order for the City to evaluate and determ: the'equality of the item(s) bid/proposed. The City shall be the sole judge of equality and its decision shall . final. Unless otherwise specified, evidence in the form of samples may be. requested if the proposed brand then than specified by the City. Such samples are to be furnished after formal solicitation opening/closin_ .nly upon request of the City. If samples should be requested, such samples must be received by the Ci .o later than seven (7) calendar days after a formal request is made. 1.15. CANCELLATION - The City re es the right to cancel all formal solicitations before its • opening/closing. In the event of bid/pro • = cancellation, the Director of Purchasing shall notify all prospective bidders/proposers and make a . ' able a written explanation for the cancellation. 1.16. CAPITAL EXPENDITURES - Co • = or understands that any capital expenditures that the firm makes, or prepares to make, in order to delive orm the goods/services required by the City, is a business risk which the contractor must assume. e City will not be obligated to reimburse amortized or unamortized capital expenditures, or to maintain th- :.proved status of any contractor. If contactor has been unable to recoup its capital expenditures during e time it.is renderingsuch goods/services, it shall not have any claim upon the City. 1.17. CITY NOT LIABLE FOR DELAYS - It is furthe be liable for, or responsible to, the Bidder/Proposer/Consult any other person for, or on account of, any stoppages or dela or other legal or equitable proceedings or on account of any de control. 1.18. COLLUSION —Bidder/Proposer, by submitting a response, c:.. • es that its response is made without previous understanding, agreement or connection either with any persfirm or corporation submitting a response for the same items/services or with the City of Miami's Purcha u g Department or initiating department. The Bidder/Proposer certifies that its response is fair, witho ontrol, collusion, fraud or other illegal action. Bidder/Proposer certifies that it is in compliance with the Co ? ict of Interest and Code of Ethics Laws. The City will investigate all potential situations where collusion lay have occurred and the City reserves the right to reject any and all bids/responses where collusion may .ve occurred. 1.19. COMPLIANCE WITH FEDERAL, STATE AND LOCAL LAWS - Con.:ctor understands that contracts between private entities and local governments are subject to certain laws ' d regulations, including laws pertaining to public records, conflict of interest, records keeping, etc. - ty and Contractor agree to comply with and observe all applicable laws, codes and ordinances as that may any way affect the goods or equipment offered, including but not limited to: A. Executive Order 11246, which prohibits discrimination against any employee, applicant, client because of race, creed, color, national origin, sex, or age with regard to, but not limited to, the allowing: employment practices, rate of pay or other compensation methods, and training selection. ressly agreed that in no event shall the City t, any sub-contractor/sub-consultant, or to the work herein provided for by injunction for any cause over which the City has no Page 8 of 33 SUBSTITUTED Request for Proposals (RFP) 278253,2 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. Environment Protection Agency (EPA), as applicable to this Formal Solicitation. Uniform Commercial Code (Florida Statutes, Chapter 672). F. ericans with Disabilities Act of 1990, as amended. G. Na. • al Institute of Occupational Safety Hazards (NIOSH), as applicable to this Formal Solicitation., H. Natio ::,1 Forest Products Association (NFPA), as applicable to this Formal Solicitation. do I. City Proc .. ent Ordinance City Code Section 18, Article III. J. Conflict of In -st, City Code Section 2-611;61. _ K. Cone of Silenc ':City Code Section 18-74. L. The Florida Statute-`'+t ections 218.73 and 218.74 on Prompt Payment. M. First Source Hiring A eement, City Ordinance No. 10032, as applicable to this Formal Solicitation. . Implemented to foster the c • tion of new and permanent jobs for City of Miami residents; requires as a. condition'precedent to the exetion of service contracts including professional services. Lack of knowledge by the bidde.' ' oposer will in no way be a cause for relief from responsibility. Non-compliance with all local, stat- : • d federal directives, orders, and laws may be considered grounds for termination of contract(s). Copies of the City Ordinances may be . : ined from the City Clerk's Office. 1.20. CONE OF SILENCE - Pursuant to ' tion 18-74 of the City of Miami Code, a "Cone of Silence" is imposed upon each RFP, RFQ, RFLI, or J.t'13 er advertisement and terminates at the time the City Manager issues a written recommendation to th •ami City Commission. The Cone of Silence shall be applicable only to Contracts for the provision of : ods and services and public works or improvements for amounts greater than $200,000. The Cone of Silenprohibits any communication regarding RFPs, RFQs, RFLI or IFBs (bids) between, among others: Potential vendors, service providers, bidders, lobbyists • consultants and the City's professional staff including, but not limited to, the City Manager and the Ci anager's.staff; the Mayor,.City.. , , Commissioners, or their respective staffs and any member o • e respective selection/evaluation committee. The provision does not apply to, among other communication oral communications with the City purchasing staff, provided the .mmunication is limited strictly to matters of process or procedure already contained in the formal soli ' ation document; the provisions of the Cone of Silence do not apply to oral communications at duly noticed e visits/inspections, pre -proposal or pre -bid conferences, oral presentations before selection/evaluation'cottees, contract negotiations during any duly noticed public meeting, or public presentations made to the Mi - City Commission during a duly noticed public meeting; or communications in writing or by email at any : with any City employee, official or member of the City Commission unless specifically prohibited by • applicable RFP, RFQ, RFLI or 11,13 (bid) documents (See Section 2.2. of the Special Conditions); or unications in connection with the collection of industry comments or the performance of mark • 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 'the City Clerk, which shall be made available to any person upon request. The City shall respond in wing and file a copy with the Office of the City Clerk, which shall be made available to any person upon requ ` ' . Written communications may be in the form of e-mail, with a copy to the Office of the City Clerk. In addition to any other penalties provided by law, violation of the Cone of Silence by any p . oser or bidder shall render any award voidable. A violation by a particular Bidder, Proposer, Offeror, • . ondent, lobbyist or consultant shall subject same to potential penalties pursuant to the City Code. Any pe 'n 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 refere Section 18-74 of the City of Miami Code for further clarification. Page 9 of 33 SUBSTITUTED Request for Proposals (RFP) 278253,2 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. CONFIDENTIA.LITY - As a political subdivision, the City of Miami is subject to the Florida S i hine Act and Public Records Law. If this Contract/Agreement contains a confidentiality provision, it sha ave no application when disclosure is required by Florida law or upon court order. 1.22. • NFLICT OF INTEREST — Bidders/Proposers, by responding to this Formal Solicitation, certify that to best of their knowledge or belief, no'elected/appointed official or employee of the City of Miami' is financiinterested, directly or indirectly, in the purchase of goods/services specified in this Formal Solicitation •y such interests on the part of the Bidder/Proposer or its employees must be disclosed in writing to the • 'ty. Further, you must disclose the name of any City employee who owns, directly or indirectly, an in, st of five percent (5%) or more of the total assets of capital stock in your firm. A. Bidder/Pr.. •ser further agrees not to use or attempt. to use any knowledge, property or resource which may be with • her/its trust, or perform his/her/its duties, to secure a special privilege, benefit, or exemption for himsel i ,, rself/itself, or others. Bidder/Proposer may not disclose or use information not available to members or a general public and gained by reason of his/her/its position; except for information relating excl ely to governmental practices, for his/her/its personal gain or benefit or for the personal gain or benefit of other person or business entity. • B. Bidder/Proposer hereb eknowledges that he/she/it has not contracted or transacted any business with the City or any person or a cy acting for the City, and has not appeared in representation of any third party before any board, co .. ' sion or agency of the City within the past two years. Bidder/Proposer further warrants that he/she/it is not : ted, specifically the spouse, son, daughter, parent, brother or sister, to: (i) any member of the commission, ') the mayor; (iii) any city employee; or (iv) any member of any board or agency of the City. C. A violation of this section may sub t the Bidder/Proposer to immediate termination of any professional services agreement with the CI imposition of the maximum fine and/or any penalties allowed by law. Additionally, violations may i _ considered by and subject to action by the Miami -Dade County Commission on Ethics. 1.23. COPYRIGHT OR PATENT RIGHTS — Bi • ers/Proposers warrant that there has been no violation of copyright or patent rights in manufacturing, produ• •g, or selling the goods shipped or ordered and/or services provided as a result of this formal solicitation,';:id biddersiproposers agree to hold the City harmless from any and all liability, loss, or expense occa •ned by any such violation. 1.24. COST INCURRED BY BIDDER/PROPOSER - I',:-xpenses involved with the preparation and submission of Responses to the City, or any work performed ` connection therewith shall be borne by the B i dder(s)/Propos er(s). 1.25. DEBARMENT AND SUSPENSIONS (Sec 18-107) (a) Authority and requirement to debar and suspend. After reasonablapotice to an actual or prospective Contractual Party, and after.reasonable opportunity for such party to .beAtpard, the City Manager, after consultation with the Chief Procurement Officer and the city attorney, sh have the authority to debar a Contractual Party, for the causes listed below, from consideration for aware f city Contracts. The debarment shall be for a period of not fewer than three years. The City Mena r shall also have the authority to suspend a Contractual Party from consideration for award of city tracts if there is probable cause for debarment, pending the debarment determination. The authority to deb and suspend contractors shall be exercised in accordance with regulations which shall be issued by the Chi '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 following; (1) Conviction for commission of a criminal offense incident to obtaining or attem t ng to obtain a public or private Contract or subcontract, or incident to the performance of such Contra or subcontract. (2) Conviction under state or federal statutes of embezzlement, theft, forgery, bribery, fa cation or destruction of records, receiving stolen property, or any other offense indicating a lack ofb ess integrity or business honesty. Page 10 of 33 SUBSTITUTED Request for Proposals (RFP) 278253,2 (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 Contract, provided that failure to perform caused by acts beyond the control of a party shall not be isidered a basis for debarment or suspension. (5) Debarment or suspension of the Contractual Party by any federal, state or other governmental enti (6) se certification pursuant to paragraph (c) below, (7) Fo ► • in violation of a zoning ordinance or any other city ordinance or regulation and for which the vi• ttion remains noncompliant. (8) Found i which a civil pe 'clarion of a zoning ordinance or any other city ordinance or regulation and for or fine is due and owing to the city. (9) Any other ca 'udged by the City Manager to be so serious and compelling as to affect the responsibility of the C• tractual Party performing city Contracts. (c) Certification. All Contract certification that neither the Co convicted of any of the violations (d) Debarment and suspension deci render a written decision stating the re be provided promptly to the Contractual relief. or goods and services, sales, and leases by the city shall contain a ctual Party nor any of its principal owners or personnel have been forth above or debarred or suspended as set forth in paragraph (b)(5):_ Subject to the provisions of paragraph (a), the City Manager shall ns for the debarment or suspension. A copy of the decision shall , along with a notice of said parry's right to seek judicial 1.26. DEBARRED/SUSPENDED VENDO Florida debarred or suspended vendor list may services to a public entity, rnay not submit a resp or repair of a public building or public work, may entity, may not award or perform work as a contract with any public entity, and may not transact business —An entity or affiliate who has been placed on the State of t submit a response on a contract to provide goods or e on a contract with a public entity for the construction submit response on leases of real property to a public supplier, subcontractor, or consultant under contract any public entity. 1.27. DEFAULT/FAILURE TO PERFORM - The Ci shall include any failure_on the part of the successful Bidde required documents, and/or to fulfill any portion of this con all be the sole judge of nonperformance, which oposer to accept the award, to furnish t within the time stipulated. Upon default by the successful Bidder/Proposer to meet any - . s of this agreement, the City will notify the Bidder/Proposer of the default and will provide the contractor e (3) days (weekends and holidays excluded) to remedy the default. Failure on the contractor's part to • , - t the default within the required three (3) days shall result in the Contract being terminated and upon City notifying in writing the contractor of its intentions and the effective date of the termination. Th allowing shall constitute default: A. Failure to perfomr the work or deliver the goods/services required • the Contract and/or within the time required or failing to use the subcontractors, entities and personnel as i . ntified and set forth, and to the degree specified in the Contract. • B. Failure to begin the work under this Contract within the time specified. C. Failure to perform the work with sufficient workers and equipment or with su • 'ent materials to ensure timely completion. D. Neglecting or refusing to icuiove materials or perform new work where prior work • been rejected as nonconforming with the terms of the Contract, E. Becoming insolvent, being declared bankrupt, or committing any act of bankruptcy or •. •lvency, or making an assignment for the benefit of creditors, if the insolvency, bankruptcy, or assignmen nders the successful Bidder/Proposer incapable of performing the work in accordance with and as require. •y the Contract. Page 11 of 33 SUBSTITUTED Request for Proposals (RFP) 278253,2 Failure to comply with any of the terms of the Contact in any material respect. 1 costs and charges incurred by the City as a result of a default or a default incurred beyond the time li .. stated, together with the cost of completing the work, shall be deducted from any monies due or whi.. .ay become due on this Contract. 1.28. D ERMINATION OF RESPONSIVENESS - Each Response will be reviewed to determine if it is respon e to the submission requirements outlined in the Formal Solicitation. A "responsive" response is one which . ows the requirements of the formal solicitation, includes all documentation, is submitted in the format o .ed in the formal solicitation, is of timely submission, and has appropriate signatures as required on : •> document. Failure to comply with these requirements may deem a Response non -responsive. 1.29. DISCOUNT" k`r'k,RED DURING TERM OF CONTRACT - Discount Prices offered in the response shall be fixes after the award by the Commission, unless otherwise specified in the Special Terms and Conditions. Price counts off the original prices quoted in the response will be accepted from ,..successful Bidder(s)/Pro. 'ser(s) during the term of the contract. Such discounts shall remain in effect for a minimum of 120 days fr.. approval by the City Commission Any discounts offered by a manufacturer to Bidder/Proposer will be p. ed on to the City. 1.30. DISCREPANCIES, E ' • RS, AND OMISSIONS - Any discrepancies, errors, or ambiguities in the Formal Solicitation or adders(if any) should be reported in writing to the City's Purchasing Department. Should it be found n ssary, a written addendum will be incorporated in the Formal Solicitation and will become part of . purchase agreement (contract documents). The City will not be responsible for any oral instructions, c •ifications, or other communications. 'A. Order of Precedence — Any inconsiste in this formal solicitation shall be resolved by giving precedence to the following documents, the rst of such list being the governing documents. 1) Addenda (as applicable) 2) Specifications 3) Special Conditions 4) General Terms and Conditions 131. EMERGENCY / DISASTER PERFORMANC 'r In the event of a hurricane or other emergency or disaster situation, the successful vendor shall provide City with the commodities/services defined within the scope. of this formal solicitation at the price. conta , d within vendor's response. .Further, successful vendor shall deliver/perform for the city oh a priorbasis during such times of emergency. 1.32. ENTIRE BID CONTRACT OR AGREEMENT - The Contract or Agreement consists of this City of Miami Formal Solicitation and specifically this General . • itions Section, Contractor's Response and any written agreement entered into by the City of Miami and C. .: ctor in cases involving RFPs, RFQs, and RFLIs, and represents the entire understanding and agre .. .t between the parties with respect to the subject matter hereof and supersedes all other negotiations, unde : nding and representations, if any, made by and between the parties. To the extent that the agreement confli ' with, modifies, alters or changes any of the terms and conditions contained in the Formal Solicitati. and/or Response, the Formal Solicitation and then the Response shall control. This Contract may be modi d only by a written agreement signed by the City of Miami and Contractor. 133. ESTIMATED QUANTITIES —Estimated quantities or estimated dollars :' .rovided for your guidance only. No guarantee is expressed or implied as to quantities that will be p hased during the contract period. The City is not obligated to place an order for any given amount suquent to the award of this contract. Said estimates may be used by the City for purposes of determining . ow bidder or most advantageous proposer meeting specifications. The City reserves the right to acquire ad • 'onal 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; Page 12 of 33 SUBSTITUTED Request for Proposals (RFP) 278253,2 2) Bidder/Proposer mistates or conceals any material fact in the Response ; 3) Response does not conform to the requirements of the Formal Solicitation; ) Response requires a conditional award that conflicts with the method of award; Response does not include required samples, certificates, Iicenses as required; and, 6) Response was not executed by the Bidder's/Proposer(s) authorized agent. The .,going is not an all inclusive listof reasons for which a Response may be rejected. The City may • . reject ' re -advertise for all or any part of the Formal Solicitation whenever it is deemed in the best interest o_ she City. - B. Mimi tion From Consideration 1) A contract skall not be awarded to any person or firm which is in arrears to the City upon any debt or contract; or whi:.E is a defaulter as surety or otherwise upon any obligation to the City. 2) A contract ma of be awarded to any person or firm which has failed to perform under the terms and conditions of any p ous contract with the City or deliver on time contracts of a similar nature. 3) A contract may no •e awarded to any person or firm -which has been debarred by the City in accordance with the Ci Debarment and Suspension Ordinance. C. Determination of R nslbility 1) Responses will.only be conaiidered 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 erformance and integrity; and, have sufficient financial, material, equipment, facility, personnel reso s, and expertise to meet all contractual requirements. The terms "equipment and organization" as use erein shall be construed to mean a fully equipped and well established entity in line with the best try practices in the industry as determined by the City. 2) The City may consider any evidence a lable regarding the financial, technical and other q inlifications and abilities ofa Bidder/Proposer, including ast performance (experience) with the City or any other governmental entity in malting the award. 3) The City may require the Bidder(s)/Proposer(9 to show proof that they have been designated as an authorized representative of a manufacturer or suppler which is the actual source of supply, if required by the Formal Solicitation. 1.35. EXCEPTIONS TO GENERAL AND/OR SPELIAL CONDITIONS OR SPECIFICATIONS - Bxceptions to the specifications shall •be listed on the ResP•anse and shall reference the section. Any exceptions to the General or Special Conditions shall be ci:iise for the bid (11-13) to be considered non -responsive. It also may be cause for a RFP, RFQ, or RrhJ to be considered non -responsive;. and, if exceptions are taken to the terms and conditions of the resultin'. agreement it may lead to terminating negotiations. 1.36. F.O.B. DESTINATION - Unless otherwise specified in the ' ..al Solicitation, all prices quoted/proposed by the bidder/proposer must be F.O.B. DESTINAT N, inside delivery, with all delivery costs and charges included in the bid/proposal price, unless otherwise : cified in this Formal Solicitation. Failure to do so may be cause for rejection of bid/propos 1.37. FIRM PRICES - The bidder/proposer warrants that prices, terms, an• onditions quoted in its response will be firm throughout the duration of the contract unless otherwis Y.ecified in the Formal Solicitation. Such prices will remain firm for the period of performance or rest ng purchase orders or contracts, which are to be performed or supplied over a period of time. 1.38. FIRST -SOURCE HIRING AGREEMENT (Sec. 18-110) (a) The Commission approves implementation of the first -source hiring agreemen, olicy and requires as a condition precedent to the execution of service contracts for facilities, services, an• : receipt of grants and loans, for projects of a nature that create new jobs, the successful negotiation of first-„ urce hiring agreements between the organization or individual receiving said contract and the authorize.lk epresentative unless such an agreement is found infeasible by the city manager and such finding approved i~the City Commission at a public hearing. (b) For the purpose of this section, the following terms, phrases, words and their derivations s 4i1 have the following meanings: Page 13 of SUBSTITUTED Request for Proposals (RFP) 278253,2 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. cilities means all publicly financed projects, including but without limitation, unified development p cts, municipal public works, and municipal improvements to the extent they are financed through pubmoney services or the use of publicly owned property. Gran • = . d loans means, without limitation, urban development action grants (UDAG), economic develop ent agency construction loans, loans from Miami Capital Development, Incorporated, and all federal : state grants administered by the city. • Service con r•t^cts means contracts for the procurement of services by the city which include professional services. Services includ without limitation, public works improvements, facilities, professional services, commodities, sups, materials and equipment. (c) The.authoriz presentative shall negotiate each first -source hiring agreement. (d) The primary benciaries of the first -source hiring agreement shall be participants of the city training and employment'' grams, and other residents of the city. 139. FLORIDA MINIMU ' = WAGE - The Constitution of the State of Florida, Article X, Section 24, states that employers shall pay'- .ployee wages no less than the minimum wage for all hours worked in Florida: Accordingly, it is the 4 ;tractor's and its' subcontractor(s) responsibility to understand and comply with this Florida constitu' •al minimum wage requirement and pay its employees the current established hourly minimum wage which is subject to change or adjusted by the rate of inflation using the consumer price index for urban w- e earners and clerical workers, CPI-W, or a successor index as calculated by the United States Dep • . s. t of Labor. Each adjusted minimum wage rate calculated shall be determined and published by the Age ;. Workforce Innovation on September 30th of each year and take effect on the following January 1st. At the tune of responding, it is bidder/propo; and his/her subcontractor(s), if applicable, full responsibility to determine whether any of its eloyees may be impacted by this Florida Law at any given point in time during the term of the contract. If ' •acted, bidder/proposer must furnish employee name(s), job title(s), job description(s), and current pay ra Failure to submit this information at the time of submitting a response constitute successful bidder's oposer's acknowledgement and understanding that the Florida Minimum Wage Law will not impact its p es throughout the teiju of contract and waiver of any contractual price increase request(s). The City res s the right to request and successful bidder/proposer must provide for any and all information make a wage and contractual price increase(s) • determination. 1.40. GOVERNING LAW AND VENUE - The validity and • ect of this Contract shall be governed by the laws of the State of Florida. The parties agree that any actio . ediation or arbitration arising out of this Contract shall talce place in Miami-Dade.County, Florida. 1.41. HEADINGS AND TERMS - The headings to the various p. aphs of this Contract have been • inserted for convenient reference only and shall not in any manner be • nstrued as modifying, amending or affecting in any way the expressed terms and provisions hereof. 1.42. HEALTH INSURANCE PORTABILITY AND ACCOUNTABI ` TY ACT (HIPPA) - Any person or entity that performs or assists the City of Miami with a function o. ctivity involving the use or disclosure of "individually identifiable health information (IIHI) and/or Protei d Health Information (PHI) shall comply with the Health Insurance Portability and Accountability Act ` A) of 1996 and the City of Miami Privacy Standards. HIPAA mandates for privacy, security and electronitatransfer standards, which include but are not limited to: A. Use of information only for performing services required by the contract or as r • • by law; B. Use of appropriate safeguards to prevent non -permitted disclosures; C. Reporting to the City of Miami of any non -permitted use or disclosure; D. Assurances that any agents and subcontractors agree to the same restrictions and conditiothat apply to the Bidder/Proposer and reasonable assurances that IIHUPHI will be held confidential; Page • of33 su BSTJTUTFr? Request for Proposals (RFP) 278253,2 E. Making Protected Health information (PHI) available to the customer; Making PHI available to the customer for review and amendment; and incorporating any amendments reested by the customer, G. i ng PHI available to the City of Miami for an accounting of disclosures; and H. M . g internal practices, books and records related to PHI available to the City of Miami for compli.. e audits. . PHI shall and/or electr privacy inform would be made tain its protected status regardless of the form and method of transmission (paper records, c transfer of data). The Bidder/ Proposer must give its customers written notice of its on practices including specifically, a description of the types of uses and disclosures that 'th protected health information. 1.43. INDEMNIF ATION - Contractor shall indemnify , hold harmless and defend the City, its officials, officers, ag=.ts, directors, and employees, from liabilities, damages, losses, and costs, including, but not limited to yeas. :ble attorneys fees, to the extent caused by the negligence, recklessness or intentional wrongful mis..nduct of Contractor and persons.employed or utilized by Contractor in the . performance of this Con.: and will indemnify, hold harmless and defend the City, its officials, officers, agents, directors and emplo -es against, any civil actions, statutory or similar claims, injuries or damages• arising or resulting from the p= .. 'tted work, even if it is alleged that the City, its officials and/or employees were negligent, unl- such injuries or damages are ultimately proven to be the result of grossly negligent or willful acts or omission the part of the City, its officials and/or employees.. These indemnifications shall survive the t- •n of this Contract, In the event that any action or proceeding is brought against City by reason of an ch claim or demand, Contractor shall, upon written notice from City, resist and defend such action or p 'ceeding by counsel satisfactory to City. The Contractor expressly understands and agrees that any insuranc- •rotection requited by this Contract or otherwise provided by Contractor shall in no way limit the respo. bility to indemnify, keep and save harmless and defend the City or its officers, employees, agents and i• • .. entalities as herein provided. The indemnification provided above shall obh, : to Contractor to defend at its own expense to and through appellate, supplemental or banloltptcy proceedin, or to provide for such defense, at City's option, any and all claims of liability and all suits and actions of e name and description which may be brought against City whether performed by Contractor, or persons e. •loyed or utilized by Contractor. This indemnity will survive the cancellation or expira •n of the Contract. This indemnity will be interpreted under the laws of the State of Florida, incluwithout limitation and which conforms to the limitations of §725.06 and/or §725,08, Fla. Statues, as. am • . ded from time to time as applicable. Contractor shall require all Sub -Contractor agreements to ' ude a provision that they will indemnify the City.. .._- The Contractor agrees and recognizes that the City shall not be . ld liable or responsible for any claims which may result from any actions or omissions of the Contractor . which the City participated either through review or concurrence of the Contractor's actions. In revie ' ' . g, approving or rejecting any submissions by the Contractor or other acts of the Contractor, the Ci no way assumes or shares any responsibility or liability of the Contractor or Sub -Contractor, under ... Agreement. 1.44. INFORMATION AND DESCRIPTIVE LITERATURE —Bidde 'roposer must furnish all information requested in the spaces provided in the Formal Solicitation. Fu -• . er, as may be specified elsewhere, each Bidder/Proposer must submit for evaluation, cuts, sketches, • scriptive literature, technical specifications, and Material Safety Data Sheets (MSDS)as required, covering . - products offered. Reference to literature submitted with a previous response or on file with the Bu _-r will not satisfy this provision. 1.45. INSPECTIONS - The City may, at reasonable times during the term hereof, in ect Contractor's facilities and perform such tests, as the City deems reasonably necessary, to determin • ' hether the goods and/or services required to be provided by the Contractor under this Contact conform t. •e terms and conditions of the Fon-nal Solicitation. Contractor shall make available to the City all realable facilities and assistance to facilitate the performance of tests or inspections by City representatives. tests and inspections shall be subject to, and made in accordance with, the provisions of the City of Mi. 'ii Ordinance No. 12271 (Section 18-79), as same maybe amended or supplemented from time to time. 1.46. INSPECTION OF RESPONSE - Responses received by the City pursuant to a Formal Sol ` 'tation Page 15 o SUBSTITUTED Request for Proposals (RFP) 278253,2 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 shed upon request via fax or e-mail to the Sr. Procurement Specialist issuing the Solicitation. ulations also are available on the City's Web Site following recommendation for award. 1.4 SURANCE -Within ten (10) days after receipt of Notice of Award, the successful Contractor, shall • .sh Evidence of Insurance to the Purchasing Department, if applicable. Submitted evidence of cove = _' shall demonstrate strict compliance to all requirements listed on the Special Conditions entitled "Insuranc¢Requirements". The City shall be listed as an "Additional Insured." Issuance o rchase Order is contingent upon the receipt of proper insurance documents. If the insurance cert r, cate is received within the specified time frame but not in the manner prescribed in this Solicitation the :.ntractor shall be verbally notified of such deficiency and shall have an additional five (5) calendar days to `'!mit a corrected certificate to the City. If the Contractor fails to submit the required insurance documer+. in the manner prescribed in this Solicitation within fifteen (15) calendar days after receipt Notice of Aw.. the contractor shall be in default of the contractual terms and conditions and shall notbe awarded the co i : ct. Under such circumstances, the Bidder/Proposer may be prohibited from submitting future responK'. to the City. Information regarding any insurance requirements shall be directed to the Risk Administrator, epartment of Risk Management, at 444 SW 2nd Avenue, 9th Floor, Miami, Florida 33130, 305-416-160 The Bidder/Proposer shall be r onsible for assuring that the insurance certificates required in conjunction with this Section ren. 'n in effect for the duration of the contractual period; includingany and all option terms that may be grant& 'o the Bidder/Proposer. • 1.48. INVOICES -.Invoices shall coin purchase order number and details of goods and/or services delivered (i.e. quantity, unit price, exte. ied price, etc); and in compliance with Chapter 218 of the Florida Statutes (Prompt Payment Act). 1.49. LOCAL PREFERENCE A. City Code Section 18-85, states, "when responsive, responsible non -local bidder submits the lowest. bid price, and the bid submitted by one or more sponsive, responsible local bidders who maintain a local office, as defined in Section 18-73, is within frfteercent (15%) of the price submitted by the non -local bidder, then that non -local bidder and each of the a '.« entioned responsive, responsible local bidders. shall have the opportunity to submit a best and final : ' equal to or lower than the amount of the Low bid previously submitted by the non -local bidder. Contract and shall be made to the lowest responsive, responsible bidder submitting the. lowest best and final b In the case of a tie. in the best andfinal.bid between a local bidder and a non -local bidder, contract aw . shall be made to the local bidder.". B. City Code Section 18-86, states, "the RFP, RFLI or • as applicable, may, in the exercise of the reasonable professional discretion of the City Manager, directo f the using agency, and the Chief Procurement Officer, include a five (5%) percent evaluation crite,.n in favor of proposers who maintain a local office, as defined in Section 18-73. In such cases, this five (5;'„ percent evaluation criterion in favor of proposers who maintain a local office will be specifically defined it, the RFP, RFLI or RFQ, as applicable; otherwise, it will not apply. '"A 1.50. MANUFACTURER'S CERTIFICATION -The City reserves the 'ght to request from • bidders/proposers a separate Manufacturer's Certification of all statements ade in the bid/proposal. Failure to provide such certification may result in the rejection of bidipropos or termination of contract/agreement, for which the bidder/proposer must bear full liability. 1.51. MODIFICATIONS OR CHANGES IN PURCHASE ORDERS AND RACTS - No contract or understanding to modify this Formal Solicitation and resultant purchase -tiers or contracts, if applicable, shall be binding upon the City unless made in writing by the Director or ~chasing of the City of Miami, Florida through the issuance of a change order, addendum, amendment, or sttRalement to the contract, purchase order or award sheet as appropriate. 152. NO PARTNERSHIP OR JOINT VENTURE - Nothing contained in this Contract v ? be deemed or construed to create a partnership or joint venture between the City of Miami and Contracto M;or to create any other similar relationship between the parties. 1.53. NONCONFORMANCE TO CONTRACT CONDITIONS - Items maybe tested for corn ' ance SUBSTITUTED Request for Proposals (RFP) 278253,2 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 e response and/or Purchase Order may result in bidder/proposer being found in default in which event and all re -procurement costs may be charged against the defaulted contractor. Any violation of these lations may also result in the supplier's name being removed from the City of Miami's Supplier's list. 1.54. ONDISCRIMINATION —Bidder/Proposer agrees that it shall not discriminate as to race, sex, color, : , religion, national origin, marital status, or disability in connection with its performance under this fo . solicitation. Furthermore, Bidder/Proposer agrees that no otherwise qualified individual shall solely by on of his/her race, sex, color, age, religion, national origin, marital status or disability be excluded fro.: the participation in, be denied benefits of, or be subjected to, discrimination under any program or ach. ity. In connection WI '' the conduct of its business, including performance of services and employment of personnel, Bidder/ •.oser shall not discriminate against any person on the basis of race, color, religion, disability, age, sex, ' . ital status or national origin. All persons having appropriate qualifications shall be afforded equal oppo for employment. 1.55. NON-EXCLUSI `, ONTRACTI PIGGYBACK PROVISION - At such times as may serve its best interest, the City of Mi.'t• • i reserves the right to advertise for; receive, and award additional contracts for these herein goods and/or ices, and to make use of other competitively bid (governmental) contracts, agreements, or other • .' : sources for the purchase of these goods and/or services as may be available. It is hereby agreed and understood *. t this formal solicitation does not constitute the exclusive rights of the successful bidder(s)/proposer(s) to ceive all orders that may be generated by the City in conjunction with this Formal Solicitation. In addition, any and all commodities, equi ent, and services required by the City in conjunction with construction projects arc solicited under a di ` ctly different solicitation process and shall not be purchased under the terms, conditions and awards render: under this solicitation, unless such purchases are determined to be in the best interest of the City. 156.00CUPATIONAL LICENSE - Any person, 'rm, corporation or joint venture, with a business location in the City of Mianii.and is submitting a Re • 'e under this 'Formal Solicitation Shall meet the City's Occupational License Tax requirements in accor• ce with Chapter 31.1, Article I of the City of Miami Charter. Others with a location outside the City•o ami shall meet their local Occupational License Tax requirements. A copy of the license must be s. • ..'tted with the response; however, the City may at its sole option and in its best interest allow the Bidd ' oposer to supply the license to the City during the evaluation period, but prior to award. 1.57. ONE PROPOSAL- Only one (1) Response from an indivi• . , firm, partnership, corporation•or joint venture will be considered in response to this Formal Solicita When submitting an alternate response, please refer to the herein condition for "Alternate Response ay Be Considered". 1.58. OWNERSHIP OF DOCUMENTS - It is understood by and be . the parties that any documents, records, files, or any other matter whatsoever which is given by the City t. .e successful Bidder/Proposer pursuant to this formal solicitation shall at all times remain the property of City and shall not be used by the Bidder/Proposer for any other purposes whatsoever without the written co. -nt of the City. 1.59. PARTIAL INVALIDITY - If any provision of this Contract or the applica .n thereof to any person or circumstance shall to any extent be held invalid, then the remainder of this Con i t or the application of such provision to persons or circumstances other than those as to which it is held invd shallnot be affected thereby, and each provision of this Contract shall be valid and enforced to the est extent permitted by law. 1.60. 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 '< pne hundred percent (100%) of the contract price. SUBSTITUTED Request for Proposals (RFP) 278253,2 1.61. PREPARATION OF RESPONSES (HARDCOPY FORMAT)—Bidders/Proposers are expected to examine the specifications, required delivery, drawings, and all special and general conditions. All bid/proposed amounts, if required, shall be either typewritten or entered into the space provided with ink. Failure to do so will be at the Bidder's/Proposer's risk. .:Each Bidder/Proposer shall furnish the information required in the Formal Solicitation. The 'dder/Proposer shall sign the Response and print in ink or type the name of the Bidder/Proposer, aririress, telephone number on the face page and on each continuation sheet thereof on which he/she makes an en as required. B.. If required, the unit price for each unit offered shall be shown, and such price shall include packagi handling and shipping, and F.O.B. Miami delivery inside City premises unless otherwise specified. dder/Proposer shall include in the response all taxes, insurance, social security, workmen's compensatio and any other benefits normally paid by the Bidder/Proposer to its employees. If applicable, a t price shall be entered in the "Unit Price" column for each item. Based upon estimated quantity, an ext.. .ed price shall be entered in the "Extended Price" column for each item offered. In case of a discrepancy o:.,. veen the unit price and extended price, the unit price will be presumed correct: C. The Bidder/Prop -r must state a definite time, if required, in calendar days for delivery of goods and/or services. -D. • The Bidder/Proposer s mild retain a copy of all response documents for future reference. E. All responses, as describ' ' must be fully completed and typed orprintedin ink and must be signed in ink with the firm's name and by ,n officer or employee having authority to bind the company or firm by his/her signature. Bids/Proposals-11ring any erasures or corrections must be initialed in ink by person signing the response or the respons*nay be rejected. F. Responses are to remain valid for least 180 days. Upon award of a contract, the content of the Successful Bidder's/Proposer's respons y be included as part of the contract, at the City's discretion. G. The City of Miami's Response Forms - be used when Bidder/Proposer is submitting its response in hardcopy format. Use of any other forms wi esult in the rejection of the response. IF SUBMITTING HARDCOPY FORMAT, THE ORIGINAL ' THREE (3) COPIES OF THESE SETS OF FORMS, UNLESS OTHERWISE SPECIFIED, AND • QUIRED ATTACHMENTS MUST BE RETURNED TO THE CITY OR YOUR RESPO MAY BE DEEMED NON -RESPONSIVE. 1.62. PRICE ADJUSTMENTS — Any price decre reasbn Of Market change or on the part of the contracto Miami: • 1.63. PRODUCT SUBSTITUTES - In the event a particul awarded and approved manufacturer's . product becomes unavailable during the tenn of the Contract, e Contractor awarded that item may. arrange with the City's authorized representative(s) to supply a bstitute product at the awarded price or lower, provided that a sample is approved in advance of delivery ' d that the new product meets or exceeds all quality requirements.. ..... . 1.64. CONFLICT OF INTEREST, AND UNETHICAL BUSINE - ' RACTICE PROHIBITIONS - Contractor represents and warrants to the City that it has not employed ttJetained any person or company employed by the City to solicit or secure this Contract and that it has not ered to pay, paid, or agreed to. pay any person any fee, commission, percentage, brokerage fee, or gift of�ah kind contingent.upon or in connection with, the award of this Contract. 1.65. PROMPT PAYMENT —Bidders/Proposers may offer a cash discount for ompt payment; however, discounts shall not be considered in determining the lowest net cost for response e luation purposes. Bidders/Proposers are required to provide their prompt payment terms in the space p vided on the Fomaal Solicitation. If no prompt payment discount is being offered, the Bidder/Proposer mus 'ter zero (0) for the percentage discount to indicate no discount. If the Bidder/Proposer fails to enter a p • . tage, it is understood and agreed that the terms shall be 2% 20 days, effective after receipt of invoice 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 .. - > of delivery, or receipt of a correctly completed invoice, whichever is later. If an adjustment in pa •t is ffectuated during the contract period either by other customers shall be passed on tb the City of Page 18 of 33 SUBSTITUTED Request for Proposals (RFP) 278253,2 necessary due to damage, the cash discount period shall commence on the date final approval for payment. is authorized. Ha 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. 66. PROPERTY - Property owned by the City of Miami is the responsibility of the City of Miami. Such p • erty furnished to a Contractor for repair, modification, study, etc., shall remain the property of the City of ami. Damages to such property occurring while in the possession of the Contractor shall be the respo . ibility of the Contractor. Damages occurring to such property while in route to the City of Miami shall b- e responsibility of the Contractor. In the event that such property is destroyed or declared a total loss, the ' •ntractor shall be responsible for replacement value of the property at the current market value, less deprec tion of the property, if any. 1.67. PROVI •.ONS BINDING - Except as otherwise expressly provided in the resulting Contract, all covenants, cone ons and provisions of the resulting Contract shall be binding upon and shall inure to the benefit of the p: hereto and their respective heirs, legal representatives, successors and assigns. 1.68. PUBLIC EN +! CRIMES - A person or affiliate who has been placed on the convicted vendor list following a conviction'tor a public entity crime may not submit a response on a contract to provide any • goods or services to a puic entity, may not submit a response on a contract with a public entity for the construction or repair of a :tublic building or public work, may not submit responses on leases of real property to a public entity, , not be awarded or perform work as a contractor, supplier, subcontractor, or consultant under a contract wi . any public entity, and may not transact business with any public entity in excess of the threshold amount • tvided in Section 287.017, for CATEGORY TWO for a period of 36 months from the date of being pla d on the convicted vendor list. 1.69. PUBLIC RECORDS - Contra • •r understands that the public shall have access, at all reasonable times, to all documents and informatio r •ertaining to City contracts, subject to the provisions of Chapter 119, Florida Statutes, and City of Miami •de, Section 18, Article III, and agrees to allow access by the City and the public to all documents subje • disclosure under applicable law. Contractor's failure or refusal to comply with the provision of this Lion shall result in the immediate cancellation of this Contract by the City. 1.70. QUALITY OF GOODS, MATERIALS, PLIES, PRODUCTS, AND EQUIPMENT - All mafenals used in' the manufacturing or construction ' supplies; materials; or equipment covered by this solicitation shall be new. The items bid/proposed mu be of the latest make or model, of the best quality, and of the highest grade of workmanship, unless as oth- 'se specified in this Solicitation_ 1.71. QUALITY OF WORIC/SERVICES - The work/se ces performed must be of the highest quality and workmanship. Materials furnished to complete the sery shall be new and of the highest quality except as otherwise specified in this Solicitation. 1.72. REMEDIES PRIOR TO AWARD (Sec. 18-106) If prim o Contract award it is determined that a formal solicitation or proposed award is in violation of law, then • • solicitation or proposed award shall be cancelled by the City. Commission, the City Manager or the Chief ' • ment Officer, as may be applicable, or revised to comply with the law. 1.73. RESOLUTION OF CONTRACT DISPUTES (Sec.18-105) (a) Authority to resolve Contract disputes. The City Manager, after obtainin e approval of the city attorney, shall have the authority to resolve controversies between the Contra , al Party and the city which arise under, or by virtue of, a Contract between them; provided that, in cases inklving an amount greater than S25,000, the City Commission must approve the City Manager's decision. S " •h authority extends, without limitation, to controversies based upon breach of Contract, mistake, misrep..:sentation or lack of complete performance, and shall be invoked by a Contractual Party by submission of ":,protest to the City Manager. (b) Contract dispute decisions. If a dispute is not resolved by mutual consent, the City _• er shall promptly render a written report stating the reasons for the action taken by the City Cormi '.n or the City Page 19 of 33 SUBSTITUTED Request for Proposals (RFP) 278253,2 Manager which shall be final and -conclusive. A copy of the decision shall be immediately provided to the protesting party, along with a notice of such party's right to seek judicial relief, provided that the protesting party shall not be entitled to such judicial relief without first having followed the procedure set forth in this section. 4. RESOLUTION OF PROTESTED SOLICITATIONS AND AWARDS (Sec. 1&-104) (a) Right to protest. The following procedures shall be used for resolution of protested solicitations and aw except for purchases of goods, supplies, equipment, and services, the estimated cost of which does not ex+ -d $25,000. Protests • reon shall be governed by the Administrative Policies and Procedures of Purchasing,. 1.Protest o elicitation. i. Anyprospec e proposer who perceives itself aggrieved in connection with the solicitation of a Contract may protest to th. hief Procurement Officer. A written notice of intent to file a protest shall be filed with the Chief Proc.. - .. •.t.Officer within three days after the Request for Proposals, Request for Qualifications or Request for Lette .f Interest is .published in a newspaper of general circulation. A notice of intent to file a protest is. consia d filed when received by the Chief Procurement Officer; or 11. Any prospective bidde ho intends to contest the Solicitation Specifications or a solicitation may protest to the Chief Pro - . ent Officer. A written notice of intent to file a protest shall be filed with the Chief Procurement Officer ' 'tin three days after the solicitation is published in a newspaper of general circulation. A notice of intent . le a protest is considered filed when received by the Chief Procurement Officer. 2. Protest of Award. 1. A written notice of intent to file a p est shall be filed with the Chief Procurement Officer within two days after receipt by the proposer of th otice of the City Manager's recommendation for award of Contract, which will be posted on the Ci .f Miami Purchasing Department website, in the Supplier Corner, Current Solicitations and Notice orrecommendation of Award Section. The notice of the City Manager's recommendation can be found by`Ijlecting the details of the solicitation and is listed as Recommendation of Award Posting Date and i commendation of Award To fields. If"various" is indicated in the Recommendation of Award To ' d, the Bidder/Proposer must contact the buyer for that solicitation to obtain the suppliers name. It shall b;;,'he responsibility of the Bidder/Proposer to check this section of the website daily after responses are sub .:ed to receive the notice; or ii. Any.actnal Responsive and Responsible Bidder. wbc Bid is lower than that of the. recommended bidder may protest to the Chief Procurement Officer. A written tice of intent to file a protest shall be filed with the Chief Procurement Officer within two days after recei y the bidder of the notice of the city's determination of non responsiveness or non responsibility, t receipt by bidder of such notice shall be confirmed by the city by facsimile or electronic mail or U.S. '-;; I, return receipt requested. A notice of intent to file a protest is considered filed when received by the r 'ef Procurement Officer. 111. A written protest based on any of the foregoing must be submi within five (5) days after the date the notice of protestwas filed. A received by the Chief Procurement Officer. The written protest may not challenge the relative weight of the evaluate. • criteria or the formula for assigning points in making an award determination. The written protest shall state with particularity the specific facts and law up • ' which the protest of the solicitation or the award is based, and shall include all pertinent documents an• ; idence and shall be accompanied by the required Filing Fee as provided in subsection (f). This shall .. the basis for review of the written protest and no facts, grounds, documentation or evidence not cunt:'. . in the protester's submission to the Chief Procurement Officer at the time of filing the protest shall be e.'tted in the consideration of the written protest. No time will be added to.the above limits for service by mail. In computing any period • ime prescribed or allowed by this section, the day of the act, event or default from which the designated p- od of time begins to run shall not be included. The last day of the period so computed shall be included ` :less it is a Saturday, Sunday or legal holiday in which event the period shall run until the end of the next which is neither a Saturday, Sunday or legal holiday. Intermediate Saturdays, Sundays and legal holidays all be to the Chief Procurement Officer tten protest is considered fled when Page 20 of 33 Request for Proposals (RFP) 278253,2 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 arty and shall submit said decision to the City Commission within 30 days after he/she receives the test. In cases involving more than $25,000, the decision of the Chief Procurement Officer shall be su..itted for approval or disapproval thereof to the City Commission after a favorable recommendation by the attorney and the City Manager. (c) Co i . • liance with filing requirements. Failure of a party to timely file either the notice of intent to file a protest o e written protest, together with the required Filing Fee as'provided in subsection (f), with the Chief Proc • ent Officer within the time provided in subsection (a), above, shall constitute a forfeiture of such parry's . ht to file a protest pursuant to this section. The protesting party shall not be entitled to seek judicial relief i ' out first having followed the procedure set forth in this section (d) Stay of Proc •. ents during protests. Upon receipt of a written protest fled pursuant to the requirements of thi ction, the city shall not proceed further with the solicitation or with the award of the Contract until the pro t is resolved by the Chief Procurement Officer or the City Commission as provided in subsection (b) above, .'iless the City Manager makes a written determination that the solicitation process or the Contract award mu be continued without delay in order to avoid an immediate and serious danger to the public health, safety i welfare. • (e) Costs. All costs accruing fr a protest shall be assumed by the protestor. (f) Filing Fee. The written protest ust be accompanied by a filing fee in the form of a money order or cashier's check payable to the city i .n amount equal to one percent of the amount of the Bid or proposed Contract, or $5000.00, whichever is 1 , which filing fee shall guarantee the payment of all costs which may be adjudged against the protestor if%x:ny administrative or court proceeding. If a protest is upheld by the Chief Procurement Officer and/or thety Commission, as applicable, the filing fee shall be refunded to the protestor less any costs assessed and " subsection (e) above, If the protest is denied, the. filing fee shall be forfeited to the city in lieu of paymeof costs for the administrative proceedings as prescribed by subsection (e) above, 1.75. SAMPLES - Samples of items, when requi. must be submitted within the time specified at no expense to the City. If not destroyed by testing, bi. y,-r(s)/proposer(s) will be notified to remove samples, at their expense, within 30 days after notification. Fa:', ' to remove the samples will result in the samples bedortiing the property of the City. 1.76. SELLING, TRANSFERRING OR ASSIGNING PONSIBILITIES - Contractor shall notsell, assign, transfer or subcontract at any time during the term o e Contract, or any part of its operations, or assign any portion of the performance required by this Contra except under and by virtue of written permission granted by the City through the proper officials, whi may be withheld or conditioned, in the City's sole discretion. , 1.77. SERVICE AND WARRANTY —when specified, the bidder/ • •poser shall define all warranty; . service and replacements that wiU be provided. Bidders/Proposer mus , xplain on the Response to what. extent warranty and service facilities are available. A copy of the manuf turer's warranty, if applicable, should be submitted with your response. 1.78. SILENCE OF SPECIFICATIONS - The apparent silence of these sp" fications and any supplemental specification as to any detail or the omission from it of detailed cription concerning any point shall be regarded as meaning that only the best commercial practices are to . -vail and that only materials of first quality and correct type, size and design are to be used. All wor •• : • ship and services is to be first quality. All interpretations of these specifications shall be made upon the basis of this statemen If your firm has a current contract with the State of Florida, Department of General Servi ., to supply the items on this solicitation, the bidder/proposer shall quote not more than the contract price; e to comply with this request will result in disqualification of bid/proposal. 1.79. SUBMISSION AND RECEIPT OF RESPONSES - Responses shall be submitted elec. + 'cally via Page 21 of 33 SUBSTITUTED Request for Proposals (RFP) 278253,2 the Oracle System or responses may be submitted in hardcopy format to the City Clerk, City Hall, 3500 Pan American Drive, Miami, Florida 33133-5504, at or before, the specified closing date and time as designated in the IFB, RFP, RFQ, or RFLI. NO EXCEPTIONS. Bidders/Proposers are welcome to attend the solicitation closing; however, no award will be made at that time. Hardcopy responses shall be enclosed in a sealed envelope, box package. The face of the envelope, b • or package must show the hour and date specified for receipt of responses, the solicitation number and tits :. d the name and return address of the Bidder/Proposer. Hardcopy responses not submitted on the requi Response Forms may be rejected. Hardcopy responses received at any other location than the specifi ' shall be deemed non -responsive. • Direction o City Hall: • FROM T e• ORTH: I-95 SOUTH UNTIL IT TURNS INTO US1. US1 SOUTH TO 27TH AVE., TURN LEFT, • OCEED SOUTH TO SO. BAYSHORE DR. (3RD TRAFFIC LIGHT), TURN LEFT, 1 BLOCK TURN GHT ON PAN AMERICAN' DR. CITY HALL IS AT THE END OF PAN AMERICAN DR. " ARKING IS ON RIGHT. FROM THE SOU BAYSHORE DR. (3 AMERICAN DR. C US1NORTHTO 27TH AVENUE, TURN RIGHT, PROCEED SOUTH TO SO. TRAFFIC LIGHT), TURN LEFT, 1 BLOCK TURN RIGHT ON PAN L IS AT THE END OF PAN AMERICAN DR. PARKING IS ON RIGHT. B. Facsimile responses . of be considered. C. Failure to follow these pro dures is cause for rejection of bid/proposal. D. The responsibility for obta' . and submitting a response on or before the close date is solely and strictly the responsibility of Bidder . oposer: The City of Miami is not responsible for delays caused by the United States mail delivery or ca d by any other occurrence. Responses received after the solicitation closing date and time will b• eturned unopened, and will not be considered for award. E. Late responses will be rejected. F. All responses are subject to the conditio i y.ecified herein. Those which do not comply with these conditions are subject to rejection. G. Modification of responses already submitted be considered only if received at the City before the time and date set for closing of solicitation respons - All modifications must be submitted via the Oracle System or in writing. Once a solicitation closes (close date and/or time expires), the City will not consider any subsequent submission which alters the responses: H. .If hardcopy responses are submitted at the same time 'r different solicitations, each response must be placed in a separate envelope, box, or package and each env e, box or package must contain the information previously stated in 1.82.A. 1.80. TAXES - The City of Miami is exempt from any taxes imp • d by the State and/or Federal Government. Exemption certificates will be provided upon request'" 'otwithstanding, Bidders/Proposers should be aware of the fact that all materials and supplies which are . chased by the Bidder/Proposer for the completion of the contract is subject to the Florida State Sales Tax ` accordance with Section 212.08, Florida Statutes, as amended and all amendments thereto and shall be p: olely by the Bidder/Proposer. 1.81. TERMINATION —The City Manager on behalf of the City of Miami - serves the right to terminate this contract by written notice to the contractor effective the date specified in . notice should any of the following apply: A. The contractor is determined by the City to be in breach of any of the terms an conditions of the contract. B. The City has determined that such termination will be in the best interest of the Ci contract for its own convenience; C. Funds are not available to cover the cost of the goods and/or services. The City's oblig- 'on is contingent upon the availability of appropriate funds. 1.82. TERMS OF PAYMENT - Payment will be made by the City after the goods and/or servi awarded to a Bidder/Proposer have been received, inspected, and found to comply with award o terminate the Page 22 of SUBSTITUTED Request for Proposals (RFP) 278253,2 specifications, free of damage or defect, and properly invoiced. No advance payments of any kind will be made by the City of Miami. yment shall be made after delivery, within 45 days of receipt of an invoice and authorized inspection an acceptance of the goods/services and pursuant to Section 218.74, Florida Statutes and other applicable law. 1.83. LY DELIVERY - Time will be of the essence for any orders placed as a result of this solicitah. The City reserves the right to cancel such orders, or any part thereof without obligation, if delivery is .t made within the time(s) specified on their Response, Deliveries are to be made during regular City iness hours unless otherwise specified in the Special Conditions. 1.84. TITLE - 'tie to the goods or equipment shall not pass to the City until after the City has accepted the goods/equip i -it or used the goods, whichever comes first. 1.85.TRADE SEC 1. S EXECUTION TO PUBLIC RECORDS DISCLOSURE- All Responses submitted to the City a- subject to public disclosure pursuant to Chapter 119, Florida Statutes. An. . exception may be made ' • "trade secrets." If the Response contains :.rmation that constitutes a "trade secret", all material that qualifies for exemption from Chapter 119' 'ust be submitted in a separate envelope, clearly identified as "TRADE SECRETS EXCEPTION," wi . our firm's name and the Solicitation number and title marked on the outside. Please be aware that the designatio •fan item as a trade secret by you may be challenged in court by any person. By your designation of mate •1 in your Response as a "trade secret" you agree to indemnify and hold harmless the City for any award t plaintiff for damages, costs or attomey's fees and for costs and attorney's fees incurred by the City by re on of any legal action challenging your claim. 1.86. UNAUTHORIZED WORK OR DE . RY OF GOODS- Neither the qualified Bidder(s)/Proposer(s) nor any of his/her emp • ees shall perform any work or deliver any goods unless a change order or purchase order is issued and r • ved by the Contractor. The qualified Bidder(s)/Proposer(s) shall not be paid for any w. ; performed or goods delivered outside the scope of the contract or any work performed by an employee nol-+therwise previously authorized. 1.87. USE OF NAME - The City is not engaged in re rch for advertising, sales promotion, or other publicity purposes. No advertising, sales promotion or offer publicity materials containing information obtained from this Solicitation are to be mentioned, or• im 1 the name of the City, without prior express written permission of the City Manager or the City Conunison. 1.88. VARIATIONS OF SPECIFICATIONS - For purposelaf solicitation evaluation, bidders/proposers must indicate any variances from the solicitation specifications cl/or conditions, no matter how slight. If variations are not stated on their Response, it will be assumed thatcre product fully complies with the City's specifications. Page 23 of 33 SUBSTITUTED 2.sye�micood�nuns Special Conditions 2.1. PURPOSE e purpose of this Solicitation is to establish a contract, for Employee Benefit Life and AD&D Plans, as sp 'fed herein, from a source(s) of supply that will give prompt and efficient service fully compliant with the s, conditions and stipulations of the solicitation. Request for Proposals (RFP) 278253,2 2.2. DE • INE FOR RECEIPT OF REQUEST FOR ADDITIONAL INFORMA . ON/CLARIFICATION Any questions clarifications concerning this solicitation shall be submitted by email or facsimile to the Purchasing Depa ent, Attn: Pablo Velez; fax: (305) 400-5340 or email: pvelezmiamigov.com. The solicitation t . and number shall be referenced on all correspondence. All•questions must be received no later than Friday, ' ctober 14, 2011 at 12:00 PM Noon. All responses to questions will be sent to all prospective biddersfpr• •osers in the form on an addendum. NO QUESTIONS WILL BE RECEIVED VERBALLY OR SAID DEADLINE. 23. TERM OF CONTRAC' The proposer(s) qualified.to prop e the service(s) requested herein (the "Successful Proposer(s)") shall be. required to execute a contract ("Co...ct") with the City, which shall include, but not be limited to, the following terms: (1) The term of the Contract(s) shall . - for three (3) years with an option to renew for two (2) additional one (1) year periods. (2) The City shall have the option to exte • or terminate the Contract. Continuation of the contract beyond the initi. •eriod is a City prerogative; not a right of the bidderfproposer. This prerogative will be exertd only when such continuation is clearly in the best interest of the City. 2.4. CONDITIONS FOR RENEWAL Each renewal of this contract is subject to the following: (1) continued satisfactory performance compliance with th .ecifications, terms and conditions established herein and (2) Availability of funds. In the event the Contractor is unable to extend the contract for any ' bsequent period, advance written notice and explanation shall be submitted to the Chief Procurement • : cer no later thanniriety (90) days prior to the expiration date of the contract period in effect at such time - . d shall be subject to the City's acceptance. Failure to comply with these requirements may render the'ti,ntract in default of this contract. 2.5. NON -APPROPRIATION OF FUNDS In the event no funds or insufficient funds are appropriated and budgeted or are erwise unavailable in any fiscal period for payments due under this contract, then the City, upon written . •tice to Contractor or his assignee of such occurrence, shall have the unqualified right to terminate the co . • t without any penalty or expense to the City. No guarantee, warranty or representation is made tha •y particular or any project(s) will be awarded to any firm(s). 2.6. MINIMUM QUALIFICATION REQUIREMENTS For a Proposer to be deemed responsive the following minimum qualification requirements cit below shall be satisfied. In determining said responsiveness, each such minimum qualification requirem- •t shall Page 24 '. 33 SUBSTITUTED Request for Proposals (RFP) 278253,2 be addressed in detail in the Proposal submittal. Failure to meet each such following minimum qualification requirements and/or failure to provide sufficient detailed documentation concerning the same, shall result in the Proposal being deemed non -responsive: (a) All Companies submitting Proposals must be licensed by the State of Florida and have a demonstrated level of good performance with public entities of equivalent size, including municipalities, for a minimum of two (2) years. Proposers must have an organization that has demonstrated the ability to deliver cost-effective ervice, and efficient loss control and claims processing. vide sufficient telephone service, including toll -free and Iocal service 8:00 AM - 5:00 PM EST, to e inquiries directly from plan participants as well as authorized City representatives. (d) M •isclose the following if broker fees are paid: (1) Name of agency and address; (2) Name of agen . okcr; and (3) Broker's fee whether flat fee or percentage of premium, If not applicable, indicate at the proposal is quoted on a no -commission basis. It is the intention of the City for all contracts be awarded on a no -commission basis. (e) Must assum current policy benefit structure and provide a "no loss/no gain" assumption of risk and credit for all anal deductibles. (f) Must comply , I all federal legislation including but not limited to HIPAA and COBRA. (g) Proposer must au to allow the City or its representative the right to audit all claims, financial data, and other informal=2 relevant to the City's account. (h) The City requires tha e pre-existing condition limitations and the actively at work provision be waived for the initial eollment for those employees who have already satisfied the waiting period for pre-existing conditio ' under the current plan. (i) Proposer must have bilin: • 1 capabilities in the customer service and enrollment assistance areas as. well as in communications •terials. English and Spanish are mandatory. Creole is desired as well. (j) Proposer shall have no record . judgments or pending lawsuits against the City and/or banlauptcy, , and not have any conflicts of in . est that have not been waived by the City Commission. (k) Neither Proposer nor any member',officer, or stockholder of Proposer shall be in arrears or in default of any debt or contact involving thNrity, (as a party to a contract, or otherwise); nor have failed to perform faithfully on any previous coh<`-act with the City. 2.7. CONTRACT EXECUTION The selected Proposer(s) evaluated and ranked in a ordance with the requirements of this Solicitation, shall be awarded an opportunityto negotiate a contra'. ("Contract'•') with.the City, The City reserves the right to execute or not execute, as applicable a Contracwith the selected Proposer(s) that is determined to be most advantageous and in the City's best interest. Su. Contract will be furnished by the City, will contain certain terms as are in the City's best interests, an 11 be subject to approval as to legal form by the City Attorney. 2.8. FAILURE TO PERFORM Should it not be possible to reach the contractor or supervisor and/o -hould remedial action not be taken within 48 hours of any failure to perform according to specifications, i. - City reserves the right to declare Contractor in default of the contract or make appropriate reductions in contract payment. 2.9. INSURANCE REQUIREMENTS INDEMNIFICATION Bidder shall pay on behalf of, indemnify and save City and its officials harmless, : 'm and against any and all claims, liabilities, losses, and causes of action., which may arise out of bidder's p •rmance under the provisions of the contract, including all acts or omissions to act on the part of bidder, ' uding any person performing under this Contract for or on bidder's behalf, provided that any such claims, •bilities, losses and causes of such action are not attributable to the negligence or misconduct of the City : ., from and against any orders, judgments or decrees which may be entered and which may result from +. s Contract, unless attributable to the negligence or misconduct of the City, and from and against all costs, omeys' fees, expenses and liabilities incurred in the defense of any such claim, or the investigation tiler: Page of 33 SUBSTITUTED Request for Proposals (RFP) 278253,2 The bidder shall famish 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: 1) Worker's Compensation A. Limits of Liability Statutory - State of Florida aiver of Subrogation (2) mercial General Liability: A. L 'ts of Liability Bodily •'ury and Property Damage Liability - Each Occurrence: $ General egate Limit: $2,000,000 Personal dv. Injury: $1,000.000. Products/Co.. eted Operations: $1,000,000.00. B. Endorsemen ' quired: City of Miami inc ' ed as an Additional insured. Primary Insurance C e Contigent & Contrac :. lability Premises and Operations .'ability (3) BusinessAutomobile Liab A. Limits of Liability Bodily injury and property dama liability combined single limits. Owned/Scheduled Autos, including, including hired, borrowe. • non -owned autos. Any one accident - $1.000.000 B. Endorsements Required: City of Miami included as an Addition (4) Employer's Liability A. Limits of Liability $100,000 for bodily injury caused by an accide. each accident $100,000 for bodily injury caused by disease,. ea mployee .$500,000 for bodily injury caused by disease, polic ' ••'t • (5) Professional Liability/Errors and Omissions Cove ,e: A. Limits of Liability Combined Single Limit Each Claim - $1,000,000 General Aggregate -Limit - $1,000,000 Deductible - not to exceed 10% BINDERS' ARE UNACCEPTABLE. The insurance coverage required shall include those classifications, as list ' in standard liability insurance manuals, which most nearly reflect the operations of the bidder. All insurance policies required above shall be issued by companies authorized 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 ass V' as to financial strength, by the latest edition of B est's Insurance Guide, published by A.M. Best Col. • any, Oldwick, New Jersey, or its equivalent. All policies and/or certificates of insurance are subject to rev and verification by Risk Management prior to insurance approval. Certificates will indicate no modification or change, in insurance shall be made without thi (30) days written advance notice to the certificate holder, NOTE: CITY BID NUMBER AND/OR 1T1 LE OF BID MUST APPEAR ON EACH CERT b LATE. Compliance with the foregoing requirements shall not relieve the bidder of his liability and obli: • ;on Page 26 • 33 SUBSTITUTED Request for Proposals (RFP) 278253,2 under this section or under any other section of this Agreement. —If insurance certificates are scheduled to expire during the contractual period, the Bidder shall be responsible for submitting new or renewed insurance certificates to the City at a minimum of ten (10) lendar days in advance of such expiration. — the event that expired certificates are not replaced with new or renewed certificates which cover the •ntractual period, the City shall: (4) . end the contract until such time as the new or renewed certificates are received by the City in the m:.. -r prescribed in the Invitation To Bid. (5) Thity may, at its sole discretion, terminate this contract for cause and seek re -procurement damages .. the Bidder in conjunction with the General and Special Terms and Conditions of the Bid. The Bidder s Section remain may be granted to be responsible for assuring that the insurance certificates required in conjunction with this orce for the duration of thc contractual period; including any and all option terms that e Bidder. 2.10. PRE-BID/PRE-P • POSAL CONFERENCE None 2.11. CONTRACT ADMINIS TOR . Upon award, contractor shall repo AON Hewitt, who shall be designate d work directly with Mr. Richard Kaufman and Ms. Barbara Pick, the Contract Administrator. 2.12. SUBCONTRACTOR(S) OR SUBC A Sub -Consultant, herein known as Sub -Con or Proposer's firm to assist in the performance o Sub -Contactor shall be paid through Proposer or Sub -Contractors are allowed by the City in the perfo Solicitation. Proposer must clearly reflect in its Propo performance of required services. The City retains the ri proposed in the response of Successful Proposer or prior t regarding the use of a Sub -Contractor shall be borne solely each Sub -Contractors must be maintained in good standing an duration of the Contract. Neither Successful Proposer nor any o employees or agents of the City. Failure to list all Sub-Contracto may disqualify any proposed Sub -Contractors from performing wo SULTANT(S) tor(s) is an individual or firm contracted by the Proposer rvices required under this Solicitation. A oser's firm and not paid directly by the City. ance of the services delineated within this the major Sub -Contractors to be utilized in the to accept or reject any Sub -Contractors ontract execution. Any and all liabilities the Successful Proposer and insurance for pproved by the City throughout the Sub -Contractors are considered to be d provide the required information der this Solicitation. Proposers shall include in their Responses the requested Sub-Contrac relevant information required of the Proposer. In addition, within five ( identification of the award to the Successful Proposer, the Successful Pr confirming the Sub -Contractors that the Successful Proposer intends to u The list shall include, at a minimum, the name, location of the place of businv the services Sub -Contractor will provide relative to any contract that may resul applicable licenses, references, ownership, and other information required of Pro 2.13. COMPLETE PROJECT REQUIRED These specifications describe the various items or classes of work required, enumerating o extent of same necessary, but failure to list any item or classes under scope of the several se relieve the contractor from furnishing, installing or performing such work where required by a these specifications, or necessary to the satisfactory completion of the project. information and include all orking days after the er shall provide a list in the Contract, if applicable. for each Sub -Contractor, om this Solicitation, any er. 2.14. TERMINATION efining the ns shall not part of Page 27 of SUBSTITUTED Request for Proposals (RFP) 278253,2 A. FOR DEFAULT If Contractor defaults in its performance under this Contract and does not cure the default within 30 days fter written notice of default, the City Manager may terminate this Contact, in whole or in part, upon tten notice without penalty to the City of Miami. In such event the Contractor shall be liable for d•. :ges including the excess cost of procuring similar supplies or services: provided that if, (1) it is det fined for any reason that the Contractor was not in default or (2) the Contractor's failure to perform is witho • .'s or his subcontractor's control, fault or negligence, the termination will be deemed to be a terming. • for the convenience of the City of Miami, B. FOR C NIENCE The City M it is in the best software, and so in accordance with terminated, the City of the Contract for thos er may terminate this Contract, in whole or in part, upon 30 days prior written notice when crests of the City of Miami. Hillis Contract is for supplies, products, equipment, or inated for the convenience by the City of Miami the Contractor will be compensated agreed upon adjustment of cost. To the extent that this Contract is for services and so ami chall be liable only for payment in accordance with the payment provisions ervices rendered prior to termination. 2.15. ADDITIONAL TE ' "' AND CONDITIONS No additional terms and conditi considered, and any and all such a inapplicable to this solicitation. If appearing separately in transmittal le and agreed that the General and Speci this solicitation and that the bidder's/prop acknowledgment form attests to this. 2.16. CHANGES/ALTERATIONS included with the solicitation response shall be evaluated or tional terms and conditions shall have no force or effect and are witted either purposely, through intent or design, or inadvertently, , specifications, literature, price lists or warranties, it is understood onditions in this solicitation are the only conditions applicable to ers authorized signature affixed to the bidder's/proposers Proposer may change or withdraw a Proposal at an .• a prior to Proposal submission deadline; however, no oral modifications will be allowed. Written mo.' i• ions hail not be allowed following the proposal deadline 2.17. COMPENSATION PROPOSAL Each Proposer shall detail any and all fees and costs to provide required services as listed herein. Proposer shall additionally provide a detailed list of all costs to pro • all services as detailed in Section III Scope of Services, as. proposed . The City reserves the right to ad delete any service, at any time. Should the City determine to add an additional service for which prici . , was not previously secured, the City shall seek the Successful Proposer to provide reasonable cost(s) for . .. e. Should the City determine the pricing unreasonable, the City reserves the right to negotiate cost(s) or ek another vendor for the provision of said service(s). Failure to submit compensation proposal as required shall disqualify Propose om consideration. 2.18. 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 requiremeof the Solicitation, including verifying that each submission includes all documents required. Page 28 of p SUBSTITUTED Request for Proposals (RFP) 278253,2 (5) An Evaluation Committee comprised of members of the Audit Advisory Committee, as codified in Section 2-950(1), (2) and (3) of the City Code, shall meet to evaluate each response in accordance with the requirements of this Solicitation and based upon the evaluation criteria as specified herein. 5) The Evaluation Committee reserves the right, in its sole discretion, to request Proposers to make oral sentations before the Committee as part of the evaluation process. The presentation may be scheduled at th onvenience of the Evaluation Committee and shall be recorded. er/Propos e Evaluation Committee reserves the right to rank the Proposals and shall submit its dation to the City Manager for acceptance. If the City Manager accepts the Committee's ation, the City Managers recommendation for award of contract will be posted on the City of P asing Department website, in the Supplier Corner, Current Solicitations and Notice of mmen on of Award Section. The notice of the City Manager's recommendation can be found by the ils of the solicitation and is Iisted as Recommendation of Award Posting Date and mmendatio of Award To fields. If "various" is indicated in the Recommendation of Award To field, must contact the buyer for that solicitation to obtain the suppliers name. The City r shall make recommendation to the City Commission requesting the authorization to negotiate execute an a ent with the recommended Proposer(s). No Proposer(s) shall have any rights the City arising m such negotiations or termination thereof. (7) reco recomm Miami Reco selecting Reco the Bidd Manage and/or against SS. • (8) The City Manager re Committee to re-evaluate an City Commission reject all pr • es the right to reject the Committee's recommendation, and instruct the ake another recommendation, reject all proposals, or recommend that the • sals. (9) The CityCommission sha recommendation(s).and, if approp City Commission may also reject an nsider the City Manager's and Evaluation Committees' to and required, approve the City Manager's recommendation(s). The r all response. (10) If the City Commission approv �e recommendatioas,the City will enter into negotiations with the selected Proposer(s) for a contract for th equired services. Such negotiations may result in contracts, as deemed appropriate by the City Manager. (11) The City Commission shall review an pprove the negotiated Contract with the selected Proposer(s). 2.19. ADDITIONAL SERVICES Services not specifically identified in this request may c added to any resultant contract upon successful negotiation and mutual' consent of the contracting parties. 2.21. RECORDS During the contract period, and for a least five (5) subsequent ye:. thereafter, Successful Proposer shall provide City access to all files and records maintained on the City' ehalf. • 2.22. AMENDMENTS TO TEE CONTRACT The City Manager shall have the right and authority to amend this Contract behalf of the City. 2.23. TRUTH IN NEGOTIATION CERTIFICATE Execution of the resulting agreement by the Successful Proposer shall act as the exe truth -in -negotiation certificate stating that wage rates and other factual unit costs supp compensation of the resulting Agreement are accurate, complete, and current at the time The original contract price and any additions thereto shall be adjusted to exclude any si which City determines the contract price was increased due to inaccurate, incomplete, or no rates and other factual unit costs. All such contract adjustments shall be made within one (1) following the end of the Agreement. • I ton of g the contracting. . t sums by urrent wage Page 29 o SUBSTITUTED 3. Specifications .1. SPECIFICATIONS/SCOPE OF WORK .1. Background Information Th and retiree • Manage.. • Benefits f. pay 100% fa Please refer Request for Proposals (RFP) 278253,2 City of Miami is seeldng a life insurance carrier for its Employee Benefit Life and Accidental Death smemberment (AD&D) Plans. The City currently has a total of 1,246 employees and articipating in the plans. The groups covered under this plan include Executives, nt/Confidential, Fire Non -Union and Retirees. Minnesota Life (Securian) is the current insurer. the Executives, Management/Confidential and Fire Non -Union are non-contributory. Retirees this plan. e attached Exhibits for details on the City's current Life and AD&D benefits plan(s). 3.1.2. Life and D&D Plan(s) Solicited The City is seeking . o offer the same schedule of benefits as are currently in place for the basic Life and AD&D. See Schedu of Benefits Summary. In addition, the City is seeking Proposals for the following: Class 3 and 4, op nal coverage levels of S25,000 and S35,000 Supplemental Emp ee Coverage (additional 1, 2 or 3 x earnings)* Supplemental Spousa overage (50% of employee base. amount)* Dependent Coverage ( 000 and S10,000)* *Th additional benefits would be 100% voluntary. The City will be evaluating Prop . als to access the capabilities•of the respondents in each of the following areas: Life and AD&D Plans (a) Financial stability and experience (b) Ability to offer same benefits and ad,itional enhancements (c) Overall plan costs and rate guarantees�'`z, (d) Communications and enrollment capabil :es (e) Claims adminishation capabilities (f) Account management (g) Banking 3.1.3. Attachments and Exhibits To assist you' in,the.preparation.of your Proposal, the C`?tyy is attaching the following documentation: List of Exhibitsprovided as information/documentation to'epare Proposal 1. Benefits Enrollment (Census) 2. 2012 Life Renewal Rates 3. 2008 Life Experience 4. 2009 Life Experience 5. 2010 Life Experience" 6. 2011 Life Experience 7. 2011-2013 Life Rates 8. Current Schedule of Benefits NOTE: Attachment,4 (Questionnaire) must be completed and returned wit/ roposal. Failure to complete and return Attachment A will deer: any submitted Proposal non-resp : sive. Page 30 o:„13 SUBSTITUTED Request for Proposals (RFP) 278253,2 4. Submission Requirements 4.1. SUBMISSION REQUIREMENTS roposers shall carefully follow the format and instruction outlined below, observing format requirements re indicated. Proposals should contain the information itemized below and in the order indicated. This ation should be provided for the Proposer and any Sub -Consultants to be utilized for the work. con - .lated by this Solicitation. Proposals submitted which do not include the following items may be deeme. ' on -responsive and may not be considered for contract award. Propose hall submit responses in a hardcopy format, consisting of one (1) original and ten (10) copies, an ' an electronic format via a CD-ROM. On-line submittals, via the Oracle System, shall not be accep •. Failure to do so may deem the Proposal non -responsive. PROPOSAL MAT The response to t . solicitation should be presented in the following format. Failure to do so may deem your Proposal non- ; oonsive 1. Cover Page The Cover Page should . lude the Proposer's name; Contact Person for the RFP; Firm's Liaison for the Contract; Primary Office t► ation; Local Business Address, if applicable; Business Phone and Fax • Numbers, if applicable; Erna addresses; Title of RFP; RFP Number; Federal Employer Identification Number or Social Security N •er. 2. Table of Contents The table of contents should outlin in sequential order, the major sections of the Proposal as listed below, including all other relevant documen -quested for submission. All pages of the Proposal, including the enclosures, should be clearly and cons tively numbered and correspond to the table of contents. 3. Fxecutive_Summary: Provide an Executive Summary describing ements contained within Proposer's Proposal, including such factors as Qualifications, Experience and Fin 'al Stability; Benefits and Additional Enhancements; and Communications, Enrollment Capabilities, Cla Administration, Account Management, and Banking Proposer should specifically indicate the types o . an(s) proposed. 4. Fronoser's Qualifications. Experience an financial Stability a) Describe the Proposer's organizational history business providing a similar service(s), and indicate wh to the Proposer/firm. Proposer should include the name o address, contact person and federal tax ID. b) Provide a list of all principals, owners or directors. c) Provide copy of current Iicense to provide said services ' ' e State of Florida. d) Provide (1) the number of years in existence of Proposer, bo • nationally and in the Florida market; (2) the current number of employees enrolled in the Proposer's plan, . th nationally and in Florida, and (3) the primary markets served. Also, discuss specifically Proposer's invo -went in providing Life and AD&D care benefits, particularly in the South Florida market structure; years Proposer and/or firm has been in . er the City has previously awarded any contracts e organi7ation, business phone/fax/email e) Disclose whether broker's fees are paid: (1) Name of agency and a'' - ss; (2) Name of agent/broker; and (3) Broker's fee whether flat fee or percentage of premium. If not appli -' 1e, indicate that the proposal is quoted on a no -commission basis. It is the intention of the City for all contras to be awarded on a non -commission basis. Consideration will be given during evaluation of same. f) Provide the current number of employees of Proposer; its depth and expen e, and number and job classifications of account management staff to be assigned to the City's account, p. ularly in Miami -Dade and Broward Counties, including the overall qualifications of assigned st. "particularly its experience with Life and AD&D benefit administration in Florida, Include discussion oz ployees' diversity and ability of speaking more than one language. g) Provide a list of 2 clients of equivalent size who, for whatever reason, discontinued u ._e of the Proposer's services within the past year, and indicate the reasons for the same. Include contact : me and number. The City reserves the right to contact any reference as part of the evaluation process. r o include your company's total enrollment for 20I0 vs. your 2011 enrollment. Failure to provide Page 31 of 33 SUBSTITUTED information may be cause to deem your Proposal non -responsive. h) List the subcontractors or sub consultants and include a brief history of their background and erience. i Provide detailed responses toAnaehment A, as applicable, Failure to complete. in full. the Au- ment and return the same with the Proposal shell deem any Proposal received as non -responsive, Request for Proposals (RFP) 278253,2 Pro.. - ...a s .mit .a '.1 .r... :1 .ased on J) ability to 5. ovide any other information which the Proposer deems relevant to its organization and/or its ovide quality Life and AD&D benefits to the City. t:s and Additional Enhancements a). Provide tailed responses to Attachment A as applicable, Failure to complete, in full. the Attachment and h turn the same with the Proposal shall deem anv Proposal received as non -responsive. (Note: Proposers * ay submit partial proposals based on the products offered through their company.) b). Provide anyo • er information which the Proposer deems relevant to its organization and/or its ability to provide quality Li d AD&D benefits to the City. 6. Communication Enrollment Capabilities. Claims Administration. Account Management and Bankins a). Provide detailed respo es to Attachment A, as applicable Failure to complete. in full the Attachment and return the s. • with the Proposal shall deem anv Proposal received as non -responsive. (Note: Proposers mav submit p _ * jal proposals based on the products offered through their companv.) .• b). Provide any other informal to provide quality Life and AD&D which the Proposer deems relevant to its organization and/or its ability efits to the City. 7. Overall Plan Costs and Rate y�uarantee a). Provide detailed responses to Attachent A. as applicable, Failure to complete. in full. the Attachment and return the same with the P nasal shall deein anv Proposal received_as non -responsive (Note: Proposers mav submit partial propos 3 based on_the products offered through -their company,) It is the intention of the City for all contracts to be warded on a non -commission basis. Consideration will be given during evaluation of the same. b). Provide any other information which the Proper deems relevant to its organization and/or its ability to provide quality Life and AD&D benefits to the d 8. Local Preference For Proposers seeking local preference consideration ine evaluation process, thefollowin must be provided with the proposal, pursuant to Section 1. • of the General Conditions: a) State the Primary Office Location of the Proposer b) Provide location from which the Proposer will be based to • orm the work. information Page 32 of 33 20 SUBSTITUTED 5. Evaluation Criteria 5.1. EVALUATION CRITERIA The City's Selection Committee will evaluate proposals and will select the proposer which meets the best • terests of the City. The City shall be the sole judge of its own best interests, the proposals, and the ulting negotiated agreement. Proposals received shall be evaluated on the criteria noted below. In p rming the evaluation, only information contained within the Proposal will be considered, unless othe 'se stipulated and/or other clarifying information is requested by the City. Proposals from firms that do not et the minimum qualifications set forth will not be considered further. The proposer granted the contract •1 be required to maintain the minimum qualification requirements during the term of the contract an y renewals. Each membe rthe Selection Committee shall independently review each proposal using the criteria listed below, Propos . eeting the Minimum Qualifications criteria will have their proposals evaluated and .-scored, The Selec i Committee will rank and recommend proposer deemed to be the most highly qualified to perform required services. The following criteria 1 be utilized to select the firms submitting proposals: Request for Proposals (RFP) 278253,2 CRITERIA Qualifications, Experience Financial Stability. PERCENTA GP, 15 Benefits and Additional Enhanc• ents 30 Communications, Enrollment Cap:. ities, Claims Administration, Account Management, and Banking Overall Plan Costs and Rate Guarantee `+ 30 Local Preference, if applicable 100% Page 33 of 33 SUBSTITUTED QIitu of TH ROBERTSON JOBNNY MARTINEZ, P.E. rocurement Officer City Manager ADDENDUM NO. 1 RFP No. 278263 October 13, 2011 Replies • r Proposals (RFP) for Employee Benefit Life and AD&D Plans TO: ALL PROSPECTIVE POSERS: The following changes, 'additio clarifications, and deletions amend the RFP documents of the above captioned RFP, and shall. ecome an integral part of the Contract Documents. Words and/or figures stricken through = all be deleted. Underscored words and/or figures shall be added. The. remaining' provisions a now in effect and remain unchanged. Please note the contents herein and reflect same on the •currents you have on hand. Attachment A has been attached in Word F Exhibit 1 has been attached in Excel Format. at. ALL.OTHERTERMS AND CONDITIONS OF THE R - REMAIN THE SAME. KR/pv Cc: RFP File Sincerely, Kenneth Robertson Director/ChiefProcurem t Officer Page 1 TH ROBERTSON Chic rocurement Officer SUBSTITUTED (gala of ADDENDUM NO.2 RFP No. 278253 October 19, 2011 Re • ue t for Pro • osals RFP for Em • lovee Benefit Life and AD&D Plans JOHNNY MARTINEZ, P.E. City Manager TO: ALL PROSPECTIVE P ' POSERS: The following changes, additions, arificatlons, and deletions amend the RFP documents of the above captioned RFP, and shall become an integral part f the Contract Documents. Words and/or figures stricken through shall be deleted. Underscored words and/o7v ures shall be added. The remaining provisions are now in effect and remain unchanged. Please note the contents ?rein and reflect same on the documents you have on hand. Section.2.7. Contract Execution is amen• -d as follows: The selected Proposer(s) evaluated and ra =d In accordance with the requirements of this Solicitation, shall be awarded an opportunity to negotiate a contract 'Contract") with the City. The City reserves the right to execute or not execute, es applicable a Contract Professional . icesAgreement ("Agreement") with the selected Proposer(s) J. substantially the same form as the Agreement in uded as part of this solicitation (refer to Attachment B). Such Contract Agreement will be fumished by the City, wit ontain certain terms as are in the City's best interest, and will be subject to approval as to legal form by the City Attome Additionally, please find below Questions from prospece proposers and the City's Answers to those Questions received. before the.stipuiated dUe date:, . QI: Is the City planning to have all their Life Plans with one (I)),company and will it be possible to bid on all plans? .. Al: No, the Mutual of Qmaha plan is part of the union agreemeNNwith the iAFF/NUFF (the Fire Fighters union) and will remain with that union., Q2: Please clarify if the City is also taking the Life Insurance plan that hey currently have with Mutual of Omaha out to bid. A2: No, as stated above, it is part of a union agreement and will remain h that union. Q3: Please provide a copy of the census in Excel format. A3: The census was provided in an Excel format via Addendum No. 1. Q4: Please provide the census In Excel and questionnaire in Word. A4: The census and questionnaire Initially provided in a PDF format with the RFP - re subsequently provided in an • Excel and Word format via Addendum No. 1. Any and all other censuses and/o suestionnaires provided as attachments to this or any other addendum will also be provided in an Excel and •rd format Q5: is the City bidding on all Supplemental Benefits including Accident and Critical (lines A5: Yes, the City Intends to bid out all Supplemental Benefits. Page 1 SUBSTITUTED Will the same buyer submit the RFP's for the other Supplemental Benefits the City will bid out and, ff so, when will this information be available on•the City's webslte? A6: This RFD's buyer may riot be the one assigned the RFP's for the other Supplemental Benefits. As soon as rmation Is available concerning the RFP's for the other Supplemental Benefits, It shall be provided by the City •ts website. QT: Plea fist Job titles with the census. . A7: Job title are fisted with the census Initially provided in a PDF format via the RFP and subsequently provided in an Excel ' rmat via Addendum No. 1. QB: Please (dent the classes or retirees on the census. A8: Retirees are i•. tified on the separate census provided as an attachment to this Addendum No. 2. Q9: Please provide cop l= of the current Life contracts with Minnesota Lffe. A9: The City does not havhis information available. Q10: Concerning Local Prefers e City Code Section 18-73, does the -City provide reciprocation .with other South Florida cities; in other word ould a Broward County office qualify for local preference? A10: The City's Local Preference I ' efined in the RFP's General Terms and Conditions and in accordance with the same an office located outside I - city limits for the City of Miami would not qualify for local preference. Q11: Please provide a census of the Ind • uals in your group in an Excel format showing classes for Basic Life and Voluntary Term Life (VTL) elections. All: The census provided in an Excel forma la Addendum No. 1 reflects the coverage. Q12: Please provide class descriptions for each , the six (6) classes for Basic Life. Al2: There are only three (3) classes — not six (6) consisting of Executives, Actives, and Retirees and each is described in the benefits summary provided in •e RFP. Q13: Please provide information about the AD&D rates A13: The AD&D rates for the three (3) classes Is provide Q14: Please provide details about Retiree eligibility for Suppl A14: Per ADEA federal law and City policy, Retiree's are eligib while the premium is paid; however, should the Retiree dra the three (3) classes. the rates information In the RFP. entai Life. . . :y law and can keep the Supplemental Life Benefit ' e benefit, it can no longer be reinstated thereafter. Q15: Please provide the guarantee issue rate on Supplemental Life. A15: The guarantee issue rate is provided in the benefits summary. Q16: Please provide the policy and certificates for your Basic and Supple A16: The City does not have this information available. Q17: Please provide the employee census (RFP Exhibit 1) in Excel format A17: The employee census (RFP Exhibit 1) was provided in an Excel format via • dendurn No. 1. Q18: Please provide the questionnaire (RFP Attachment 1) in Word format. A18: The questionnaire (RFP Attachment 1) was provided in Word format via Addend No. 1. Q19: Please provide the census in Excel format, inclusive of class designation and Volunr Term Life (VTL) volumes. A19: A census in Excel format inclusive of class designation and Voluntary Term Life (VTL) v mes is provided as an attachment to this Addendum No. 2. ntal Life plans. Q2D: Please provide current contract or Summary Plan Description (SPD) information. . An; The,Cfty does not have this information available. Page 2 SUBSTITUTED Q2 Piease provide complete booklets for the current life Insurance coverage. A21: e City does not have this Information available. Q22: Is A22: No, City requesting both a prospectively rated and a retrospectively rated quote? City,ls not requesting a prospectively rated and a retrospectively rated quote, Q23: What is A23: As stated effective date for the coverage sought? the RFP, the coverage is to commence January 1°r, 2012, Q24: Please provi• - complete certificate of coverage for both Actives and Retirees. A24: The City does n have thls information available. Q26: Please provide the . -nsus in Excel format reflecting the employee Supplemental Benefit amount and the Spouse and Child Be fit amounts. A25: The census In an Exce •rmat reflecting Employee Supplemental Benefit amounts and Spouse and Child Benefit amounts was pre usly provided via Addendum No. 1. 026: Please provide the Retiree c= 'sus, Inclusive of Benefit amount, age, and gender. A26: The Retiree census in an Exc. •rmat has been provided as an attachment tothls Addendum No..2 and is Inclusive of Benefit amount, age, nd gender. • Q27: Please provide a listing of open waif of premium claimants, inclusive of date of incurral and face amounts. A27: The City does not have this informatio-vallable. Q28: Please provide a claim detail listing for all +verage showing Benefit amount and "ineurrar and/or paid date. A28: The City does not have this Information ave le. Q29: Please provide-a•lives history•by line of covera• for each year .ofthe experience period. A29: The City does not have this information available. Q30: Please provide a volume history by line of coverage A30: The volume history by line of coverage for each year o • • • experience•prcvidedvla an attachment to this Addendu each year of the experience period. e experience period is part of the Minnesota Life 0.2,.....,. Q31: Please provide the 2011 experience exhibit— the exhibit pre usly provided was damaged. A31: The 2011 experience exhibit has been provided via an attach nt to this Addendum -No. 2. Q32: Does the requirement for online enrollment support include ongoi administration of benefit elections? A32: Yes, the online enrollment support includes ongoing administration benefit elections, Q33: is the City looking for a self service solution where City personnel man- •e'administration or a completely. outsourced solution? A33: City personnel will manage the administration. Q34: The Requirements section references one.(1) original and three (3) hard cop while the Submission Requirements section references one (1) original and ten (ten) hard copies — p se clarify. A34: Proposers shall submit responses in a hardcopy format, consisting of one (1) orio al and ten (10) copies, and in an electronic format via a CD-ROM. On-line submittals, via the Oracle System, shnot be accepted. Failure to do so may deem the Proposal non -responsive. Q35: Please provide the census in an Excel format inclusive of Life classes. A35: The City does not have this information available. 436: Please provide the entire cert for the Life and Voluntary Term Life (VTL). A36: The City does not have this information available. Q37: Please provide the Retiree Life 13enent andithese e—irr plbyees are un th•e census; • • • :- Page 3 SUBSTITUTED The City does not have this information available. Q3B: ase provide class descriptions for the six (6) classes. A38: T e are only three (3) classes, not six (6); they.consist of Executive, Active, and Retiree; and, the descriptions are :; ailable In the benefit summary in the RFP. Q39: Please •vide an electronic census, in an Excel format, that lists each eligible employee and their class. A39: The cens. in an Excel format, listing each eligible employee and their class is provided via an attachment to this Adden• m No. 2. Q40: Please provide"- I of the current carrier booklets with class descriptions, A40: The City does nc %, ave this information available. Q41: Please provide the c', s description or plan design for each of the classes. A41: The City does hot hay his information available. Q42: What level of commission .a. hould be quoted? A42: There shall be no commissi Q43: Please provide a current Life an A43: The City does not have this info D&D booklet on available. Q44: Please provide the coverage amoun - '•r Basic Life, Optionai Life, and Dependent Life? A44: The different coverage amounts are in •ed in the census provided via an attachment to this Addendum No. 2. Q45: Please provide a Ilst of current waiver of pr- • lum claims. A45: The City does not have this information avail. •le. Q46: The census only has three (3) basic Life classes -sed on the volumes and there are six (6) classes referenced , In the RFP— are the missing three (3) classes the -trees? A46: As previously stated, there are only three (3) classe of six (6), and they consist of Executive, Active, and Retiree. ........ . . . .......... . . . ................... ............. Q47: Please provide the Basic Life & Supplemental Life Contra + .? A47: The City does not have this information available.. _ • Q48: 'Please confirm the number of employees participating in the S , •iemental Life. A48: The number of employees participating In the Supplemental Life i n the census provided via an attachment to this Addendum No. 2. 049: Conceming the waiver of premium reserves, please provide employee tails such as date of birth (DOB), date of disabiltty, and face amount of coverage. A49: The City does not have this information available. Q50: Please provide a census that includes the Basic Life Benefit amount, or sala nd class designation for each employee. A50: The census, inclusive of the Basic Life Benefit amount, or salary, and class deslg tion for each employee, is provided via an attachment to this Addendum No, 2. Q51: Please provide a census, inclusive of the Supplemental Life Benefit amount, or salary, d elected benefit for each of the eighty-three (83) employees that have elected coverage. A51: The census, inclusive of the Basic Life Benefit amount, or salary, and elected benefit for e- h employee, is provided via an attachment to this Addendum No. 2. Q52: The census is inclusive of many employees that do not have Basic Life — is the Basic Life non-c ,tributary? A52: Yes, the Basic Life is non-contributory. Page 4 SUBSTITUTED Q53 • re there employees that receive Basic Life? A53: -s, there are employees that receive Basic Life as indicated in the census provided via an attachment to this A 'endum No. 2: Q54: if the are employees that receive Basic Life, please explain why, A54: The C • oes not have this Information available. Q55: If there are • employees that receive Basic Life, please provide a revised census. A55: Please refer . the census provided via an attachment to this Addendum No. 2. Q56: Shouid commlss s be Included in the proposal? A56: No, commissions - - I not be Included in the proposal, Q57: RFP Section 1.11 con• ns a Bid Bond/Bid Security— is a Bid Bond required?' A57: The City will not require . =id Bond/Bid Security for this RFP. ALL OTHER TERMS AND COND ONS OF THE RFP REMAIN THE SAME. Sincerely, Ke Dire KR/ ms Cc: RFP File -1<t2A(14:7.„ eth Robertson /Chief Procurement Officer ............................................... Page 5 RFP NO. 278253 - Employee Benefit Life w^' enr.n e^ Attachment A SUBSTITUTED ATTACHMENT A Questionnaire for Employee Benefit Life and AD&D Plan(s) . This Ou- 'onnaire must be fully completed, in the order stipulated. and returned with Proposal. Failure to er allguestions and provide with Proposal shall deem Proposal non -responsive. Qualifications, perience and Financial Stability 1. Please provithe full business name, mailing and physical address, telephone and fax number, email : •ress, and web site address. 2. Which location wo services will be provi be the primary office to service the City's account and what through this office? 3. Please list other compani.. with whom you have financial interest (i.e. insurance companies, PPOs, HMO, M Brokerage operations, etc.). 4. In the last five years, has your bu ess entity ever been involved in a merger or had a change of ownership? If yes, please • scribe. 5. Within the last five years, has your busin entity had a change of name, and/or used a d.b.a. or is it operating under an assumed n: ? 6. What is your current rating with A.M. Best, Mo• 's and Standard & Poor's? 7. Please submit a current financial statement. . 8. Describe any previous or pending lawsuits and/or bank: ,tries in the last 7 years. Does your firm anticipate on being bought out, merging, or • solving any or all services rendered within the next five (5) years? 9. Have any of the principals in your firrn or any of your employe (former or current), ever been indicted or convicted of mishandling/misappropriating an ' surance company or client funds? If yes, please provide details. 10. Do you carry an errors & omissions policy? a If yes, who is the carrier? R NO. 27B253 - Employee Benefit Life and AD&D Plan Attachment A • What is the expiration date of the policy? -• What are the limits of coverage for the policy? What is the deductible? • ' contract a claims made policy? 11. Do you c comprehensive general liability policy? • If yes, wh is the carrier? • What is the ex,' tion date of the policy? • What are the limits coverage for the policy? • What is the deductible? 12. Do you carry a fidelity bond? • If yes, who is the carrier? • What is the•expiration date of the poli • What are the limits of coverage for the poly ? • What is the deductible? -• What are the total annual aggregate funds handled f• all clients? 13. Have claims been made against any of the above policies in past two (2) years? If yes, please provide details. 14. Please provide 5 references of comparatively sized clients. lude a contact name and phone number for each. SUBSTITUTED 2 RFP NO. 278253 - Employee Benefit LUe and AD&D Plan Attachment A Benefits and Addition alEnhancements asic Life Can you provide the exact basic Life and AD&D benefits as offered now? If not, please any and all deviations below? Benefits reductions should be no greater at older ages than as permitted by ADEA gislation. State the amounts/percentages of any reductions you propose, 2, Will you - ure that no current enrollee will be subject to lesser amounts of coverage than are c 'tly applicable? 3. Is your propose • overage portable? 4. Are conversion po es available? If so, will they be permitted to continue the same amounts? If not, exp 5. What is the guarantee issu 6. What is the maximum amourcoverage? Supplemental Life 7. Are you able to offer 50% of employe asic amount? 8. The maximum amount of coverage you offer $ 9. The 'greatest amount bf guaranteed issue cov - $ 10.-Is there a minimum participation requirement? Dependent Life 11. Can you offer a flat $5,000 option? 12. Is there a minimum participation? 13. Is there a guaranteed insurability? 14. Are children covered for the full $2,000 from date of birth? If not, • cribe coverage. All Coverages Attach necessary explanations and/or deviations. The following questions ar •plicable to all life and AD&D insurance coverages: 15. Will the life and/or AD&D coverage be continued upon employee disability? is the maximum age limit for the waiver? SUBSTITUTED 3 RFP NO. 278253 - Employee Benefit Life end AD&D Plan Attachment A 16. Wi]1 any "actively at work" provisions be waived on the initial effective date for persons insured and otherwise eligible under the current plan? 17. Will the life and/or AD&D coverages be pooled? If so, explain: . Will the life and/or AD&D rates be subject to Change any more often than on an annual asis? If so, explain. 19. Is ere any possibility for life and AD&D premium refunds/dividends? If so, explain. 20. Will - -nrollment be necessary? If so, will you participate in the process if requested by the City. 21. Will you pa terest on claims from date of death to date of payment? ., 22, Will the insurer renewal re -rating recovered? ld the City harmless and not charge within the contract term or upon any payments in excess of valid claims, whether or not same is 23. Have you provided samp . laim forms with your proposal? 24. Will you provide monthly • aries of enrollment, rates, premiums, and claims for basic life, AD&D supplemental ` e, and dependent life coverages? 25. Can you modify existing repo formats to provide premiuu /claims experience information desired by the City? Overall Plan Costs and Rate Guarantee 1 Complete the following charts to indicate rate options: - OPTION I - AS CURRENT, MAXIMUM OF $ d premium amounts offered for both PER PERSON Descripton Insurance Volume x Rate -4;, x 22 = Annual Premium Life - Employees/Retirees ' $ x $ x = $ 0 AD&D- Employee/Retirees $ x $ x = $ TOTAL $ 4 SUBSTITUTED RFP NO. 278253 - Employee Benefit Life and AD&D Plan Attachment A Please indicate if there is any change in rates if Class 3 and 4 are at $25,000 or $35,000 respectively. Supplemental Life: Check one: This offer is - 0 Composite rate for all Fill in "a." below. al ❑ Step rated. .Fill in "b." below. I' a. mposite Rate for All: Rat •er $1,000 Basic Life/AD&D $ b. Step Ra Vi CO Fill in the lowing chart to indicate the step rate premium based on the appropriate d: age groups: AGE - CHANGE THE RAN AS NECESSARY RATE AGE - CHANGE THE RANGES AS NECESSARY RATE Under 20 50-54 $ 20-24 $ 55-59 $ 25-29 $ 60-64 $ -$ 30-34 $ 65-69 35-39 $ 70-74 $ 40-44 $ d above $. 45-49 $ Oth $ Spousal Life (50% of employee basic amount): 3. Check one: This offer is - D Composite rate for all. Fill in "a." below. ❑ Step rated. a. Composite Rate for All: Rate per $1,000 Basic Life/AD&D $ b. Step Rated: Fill in the following chart to indicate the step rate premium based on : ppropriate age groups: 5 .Fill in "b." below. Attachment A 4 _ RFP NO. 278253 - Employee Benefit Ufe and AD&D Plan AGE - CHANGE THE RANGES AS NECESSARY RATE AGE - CHANGE THE RANGES AS NECESSARY RATE der 20 $ 50-54 $ 20- $ 55-59 $ 25-29 $ 60-64 $ 30-34 $ 65-69 $ 35-39 $ 70-74 $ 40-44 • $ 75 and above $ 45-49 $ Other $ Dependent Life Monthly Rate 1. Composite Rate for All: $5,I • i/$10,000 per child from birth $ 2. Do you offer a rate guarantee? Fo ' ow long? Communications and -Enrollment -Capabilities 1. Describe your interne capabilities in regards t .the following areas: • Customization to City of Miami plan desi information • . Enrollment • Forms • Banking • Employer/consultant reporting 2. What communication materials/assistance are included in your quoted s/premiums (include materials, staffing and on-line capabilities)? 3. Can the City's logo be included on these materials? Is there an additional ch 4. Describe your enrollment options (paper, on-line, recorded media, etc.). 6 SUBSTITUTED RFP NO. 278253 - Employee Benefit Life and ADM Plan Attachment A 5. Describe the communications that are available for these programs. If applicable, please attach samples. Is there a toll -free customer service number available? at is your procedure and assistance for enrollment of employees who become eligible r inception of the plan. 8. Will •u provide an insurance policy and plan document, and certificates or booklets, and any o appropriate literature to describe the benefits to employees? If response was "yes", will the erature distributed to employees be in understandable terms and subject to approval by • e City? Account Manageme 1. Complete the fol]. •' g chart with information on the management and service team you propose for our clie • Role Na Title Percent of Time Commitment to City of Miami Through Implementation After Implementation Account Manager Day to Day Liaison .implementation ........ . Coordinator Customer Service Supervisor Other 2. Include the resumes of the above proposed team memb 3. Is designated staff expected to maintain measurable client 'sfaction standards? If so, please describe. Banking 1. What are your billing and premium payment procedures? 2. What financial reporting is included? 3. What are the funding requirements (i.e., checks issued, checks cleared?) 4. Is bank reconciliation included in your fees/premiums? 7 SUBSTITUTED RFP NO. 278253 - Employee Benefit Life and AD&D Plan Attachment A 5. Please give the following information for your principal banking relationship (to be used as reference): • Bank name • Address • Phone number Contact name and title SUBSTITUTED • ...... •,.. 8 SUBSTITUTED EXHIBIT B . PROVIDER PROPOSAL RESPONSE AS TO TERMS & CONDITIONS Employee Benefit Life Insurance Plan 24 CITY OF MIAMI Prop-,ser's Qualifications, Experience and Financial Stability a) 1 -scribe the Proposer's organizational history and structure; years Proposer and/or fir has been in business providing a similar service(s), and indicate whether the Cityt'tas previously awarded any contracts to the Proposer/firm. Proposer should includ the name of theorganization, business phone/fax/email address, contact person' d federal tax ID. ➢ ORGANIZATIONAL HISTORY/STRUCTURE Minnesotat ife, a Securian Company, was founded in 1880 and today provides a full range 'qf financial products for individuals and businesses including insurance, pe sions, and investments. We provide nearly eight million people with over $700 'Ilion of insurance protection, and have $31.7 billion of assets under managem t. Minnesota Life has been insuring group clients since 1917. We current have over $600 billion of group life insurance in force and over $1.4 billion of nual premium on over five million lives... We have extensive exptf ience in the public sector, currently providing insurance plans for over ° 000 public employers, covering over 2.1 million insured lives and over"$1 billion of life insurance. Minnesota Life is a member oe Minnesota Mutual Companies, Inc., a mutual holding company providing a b ad range of financial services. Our mutual holding company structure pies es our mutual heritage and provides the financial flexibility necessary to g w. We intend to remain a nonpublic mutual company, owned by our policyown , because we believe this structure best serves our customers' long term inte sts and positions us well to respond to changes inthe environment. Our holding company is Minnesota Mutua ompanies, Inc. Our enterprise identity is Securian Financial Group. Insur ce policies are issued by a subsidiary, Minnesota Life Insurance Compa (Securian Life Insurance Company in New York). ➢ YEARS PROVIDING GROUP LIFE INSURANCE 94 years ➢ PREVIOUS AWARD BY THE CITY Minnesota Life was awarded the City of Miami's (City) grou basic and supplemental life plan effective January 1, .2005. 0 2011 All Rights Reserved 1 Minnesota Life insurance Comp• y A Securian Company SUBSTITUTED ➢ ORGANIZATION NAME AND CONTACT INFORMATION Minnesota Life Office phone: (239) 590-3065 ell phone: (239) 464-4476 x: (239) 590-3066 R. . elina.Fennin@minnesotalife.com Flori• Branch Office Suite 2 15051 S. Fort Myer RaffySermi miami Trail L 33908 Florida Client Relationship Advisor Federal Tax ID: -0417830 b) Provide a list of all prin •als, owners or directors. Minnesota Life - Group Dr ion Officers Von S. Peterson Robert M. Olafson Susan L. Ebertz Paul E. Rudeen Brian C. Anderson Gregg M. Hammerly Cheryl M. Johnsen Maria H. O'Phelan CITY OF MIAMI S for Vice President, Group Insurance, St. Paul, MN Se +r Vice President, Group Operations, St. Paul, MN Vice esident, Group Insurance Services, St. Paul, MN Vice P sident and Actuary, St. Paul, MN Second ce President, Group Case Underwriting, St. Paul, MN Second Vic resident, Claims, St. Paul, MN Second Vice esident, Group Systems, St. Paul, MN Second Vice P ident, Group Customer Service and Technology, St. • • ul, MN c) Provide copy of current license to provide said se es in the State of Florida. A copy of our current license for Rafaelina Fermin d a copy of the State of Florida Certificate of Authority are included in the E 'bits section. d) Provide (1) the number of years in existence of Proposer, b nationally and in the Florida market; Minnesota Life, a Securian Company, was founded in 1880. have been insuring group clients since 1917 and were originally authorized to tran • ct business in the State of Florida on July 13, 1948. (2) the current number of employees enrolled in the Proposer's plan, bot ationally and in Florida, and ➢ NUMBER OF EMPLOYEES NATIONALLY 1,077 CO 2011 All Rights Reserved 2 Minnesota Life Insurance Company A Securian Company SUBSTITUTED ➢ NUMBER OF EMPLOYEES IN FLORIDA 43 CITY OF MIAMI the primary markets served. Also, discuss specifically Proposer's involvement in pr 'cling Life and AD&D care benefits, particularly in the South Florida market. Our - et market is employers with 1,000 or more lives. We emphasize consul • ive partnerships with our clients, providing customized plan designs and administ ive processes. Our service excellence, particularly our use of technolog novations to make it easy to do business with us, distinguishes us in this mark Minnesota Life : provided the basic and supplemental life coverages to the City since January 1,.2a '5. We also provide group life coverage to 43 clients within Florida; 10 of those ents are located in South Florida. e) Disclose whether broke ees are paid: (1) Name of agency and address; (2) Name of agent/broker; and Broker's fee whether flat fee or percentage of premium. If not applicable, in ate that the proposal is quoted on a no -commission basis. It is the intention of the for all contracts to be awarded on a non - commission basis, Consideration ill be given during evaluation of same. Our proposal is quoted on a no -co mission basis. f) Provide the current number of employe = of Proposer; its depth and experience, and number and job classifications of accot management staff to be assigned to the City's account, particularly in Miami -Dads :nd Broward Counties, including the overall qualifications of assigned staff particul- its experience with Life and AD&D benefit administration in Florida. Include discuss of employees' diversity and ability of speaking more than one language. Raffy Fermin, Client Relationship Advisor, will con . ue to have overall responsibility for your plan. She will continue to co It with you on plan performance, including contract changes and financieporting and will help to ensure your continued satisfaction. Raffy has 10 years urance experience and has provided account management responsibilities for th -e years for the City. Raffy is fluent in Spanish and she will continue to utilize h- • ilingual skills as needed. A list of your Minnesota Life account team, who will be involve • • day-to-day service of your plan, is included in the Exhibits section. © 2011 All Rights Reserved 3 Minnesota Life Insurance Company A Securian Company SUBSTITUTED CITY OF MIAMI Provide a list of 2 clients of equivalent size who, for whatever reason, discontinued usage of the Proposer's services within the past year, and indicate the reasons for the same. Include contact name and number. The City reserves the right to contact any reference as part of the evaluation process. Also include your company's total rollment for 2010 vs. your 2011 enrollment. Failure to provide this information may b. cause to deem your Proposal non -responsive. M/NATED CLIENTS VITA Healthcare Mary - rvo Senior • -ctor, Compensation & Benefits (305) 350- ' 60 Termination te: December 31, 2010 Reason for te ' ination: combined life and disability with one carrier City of Lakewood,``, 0 Nancy Rhode Benefits & Compens ` 'on (303) 987-7710 Termination date: April 1, •010 Reason for termination: cli qt decided to bundle their life insurance coverage with health insurance carrie ➢ 2010 ENROLLMENT As of December 31, 2010, we provi • coverage to 5,026,155 lives. 2011 ENROLLMENT As of June 30, 2011, we provide coverage t• 5,131,393 lives. h) List the subcontractors or sub consultants and include - brief history of their background and experience. Minnesota"Life will perform all customer service, unde iting and claims functions for the City. Across our group book of busines we use outside vendors on an as needed basis for performing specialized nctions such as paramedical exams, medical records requests, and laborato analysis. Additionally, we partner with outside vendors to provide empl, ees our value added services such as legal services, travel assistance, benefi - ry financial counseling, etc. i) Provide detailed responses to Attachment A, as applicable. Failure to co 'full, the Attachment and return the same with the Proposal shall deem an received as non -responsive. on the products offered through their company.) Note: Pro osers ma submit fete in osal roosals ba d Please see Section III for our detailed responses to Attachment A. © 2011 All Rights Reserved 4 Minnesota Life Insurance Company A Securian Company SUBSTITUTED J) CITY OF MIAMI Provide any other information which the Proposer deems relevant to its organization and/or its ability to provide quality Life and AD&D benefits to the City. innesota Life will continue to provide quality Life and AD&D benefits to .the C . Raffy, Client Relationship Advisor, will continue to have overall res••nsibility for your plan. She has an understanding of the City's proc?dures in regard to claims submission, premium remittance and evidence of insuhpbility process. Minnesota Life helped streamline the City's adminis .tive processes by implementing eClaims and our LifeBenefits website. © 2011 All Rights Reserved 5 Minnesota Life Insurance Company A Securian Company SUBSTITUTED CITY OF MIAMI ATTACHMENT A Questionnaire for Employee Benefit Life and AD&D Plan(s) This Ques 'nnaire must be fully completed, in the order stipulated, and returned with Proposal. F• re to answer all questions andprovide with Proposal shall deem Proposal non- responsive. Qualifications, Exp ience and Financial Stability. Please provide th= full. business name, mailingand physical address, telephone and fax number, email a •ress, and web site address. Main Office Minnesota Life lnsuran Company 400 Robert Street North St. Paul, MN 55101 Phone: (651) 665-3500 Fax: (651) 665-1541 E-mail: Rafaelina.Fermin@minn = otalife.com Web: www.minnesotalife.com Florida Branch Office Minnesota Life Insurance Company Suite 203 15051 S. Tamiami Trail Fort Myers, FL 33908 Office phone: (239) 590-3065 Fax: (239) 590-3066 E-mail: Rafaelina.Fermin@minnesotalife.com Web: www.rinnesotalife.com 2. Which location would be the primary office to service e City's account and what services will be provided through this office? Raffy Fermin, Client Relationship Advisor, located in our Flori continue to have overall responsibility for your plan. She will with you on plan performance, including contract changes and and will help ensure your satisfaction. Branch Office, will ntinue to consult ncial reporting, All claims and medical underwriting submissions will be sent and pro essed from our home office in St. Paul, Minnesota. © 2011 All Rights Reserved Minnesota Life Insurance Company A Securian Company SUBSTITUTED CITY OF MIAMI 0 3. Please list other companies with whom you have financial interest (i.e. insurance companies, PPOs, HMO, MGUs, Brokerage operations, etc.). None. 4. In the last five years, has your business entity ever been involved in a merger or d a change of ownership? If yes, please describe. Ye We pu ased Ochs, Inc., a St. Paul, MN -based organization supporting public sector e ' Ioyers on July 1, 2010. We acquired apital Financial Group and its broker dealer, H. Beck, in Rockville, :. MD on Decem . 1, 2008. 5. Within the last five . rs, has your business entity had a change of name, and/or used a d.b.a. or is it op- -ting under an assumed name? No. 6. What is your current rating with A. Best, Moody's and Standard & Poor's? A.M. Best: A+ Moody's: Aa3 Standard and Poor's: A+ 7. Please submit a current financial statement. A CD copy of our most recent financial stat• lent is included in the Exhibits section. 8. Describe any previous or pending lawsuits and/or ban ptcies in the last 7 years. Does your firm anticipate on being bought out, mergin• or dissolving any or all services rendered within the next five (5) years? ➢ LAWSUITS As a major life insurance company, we are regularly in • Ived in litigation regarding claims and other activities which arise in the • rmal course of business. In the past seven years there have been no state, • cal or federal regulatory actions filed against our Group Division relative to thes . atters. Minnesota Life is involved in litigation dealing with contested claims . d we are periodically involved in litigation relating to sales and marketing practi or the conduct of agents. We do not expect any current litigation to result in a terial Toss to the company. © 2011 All Rights Reserved 2 Minnesota Life Insurance Company A Securian Company SUBSTITUTED CITY OF MIAMI ➢ BANKRUPTCIES None. ➢ ANTICIPATED ACTIONS IN NEXT FIVE YEARS No. 9. Hav- -ny of the principals in your firm or any of your employees (former or current), ever b- -n indicted or convicted of mishandling/misappropriating any insurance company or client ds? If yes, please provide details. No. 10. Do you carry an e rs & omissions policy? Yes. • If yes, who is th, carrier? The policy is and - ritten by Zurich of North America. What is the expiration s e of the policy? March 1, 2012 • What are the limits of coverage • r the policy? $5,000,000 per claim and $5,000, ► 0 aggregate per covered person. • What is the deductible? $250,000 • Is contract a claims made policy? Yes. 11. Do you carry a comprehensive general liability policy? Yes. 0 • If yes, who is the carrier? The policy is underwritten by Sentry Casualty Company. © 2011 All Rights Reserved 3 Minnesota Life Insurance Company A Securian Company SUBSTITUTED CITY OF MIAMI • What is the expiration date of the policy? November 1, 2011 • What are the limits of coverage for the policy? $1,000,000 per occurrence and $2,000,000 aggregate. • What is the deductible? $25,000 per claim. 12. Do you car : fidelity bond? Yes. • If yes, w is the carrier? The policy i nderwritten by Chubb. • What is the expi - 'on date of the policy? June 1,2012 • What are the limits of co age for the policy? $20,000,000 • What is the deductible? $250,000 • What are the total annual aggregate fun handled for all clients? The policy has aggregate limits of $20 m 'on.. 13. Have claims been made against any of the above policie- 'n the past two (2) years? If yes, please provide details. No. 14. Please provide 5 references of comparatively sized clie Include a contact name and phone number for each. Alchua County Mr. Wade Gillingham, Manager (352) 374-5297 Minnesota Life Insurance Company A Securian Company © 2011 All Rights Reserved 4 SUBSTITUTED City of Fort Myers Ms. Connie Gleason, Manager (239) 321-7067 istrict School Board of Pasco County Mary H. Tillman, CPA, CIA Dirtor of Employee Benefits, Assistance & Risk Management (813 •4-2253 Florida - to College Jacksonville Ms. Elain - isdale Director, H (904) 632-32 Hillsborough Cob •ty Ms. Christina Swa on Employee Services ► vision Director (813) 276-2732 Benefits and Additional Enhance Basic Life CITY OF MIAMI 1. Can you provide the exact basic Lif -nd AD&D benefits as offered now? If not, please state any and all deviations below? Yes. Our proposal matches the basic Ii and AD&D benefits a currently offered. a. Benefits reductions should be no g • -ter at older ages than as permitted by ADEA legislation. State the amounts/pe-ntages of any reductions you propose. We will match the current age reduction 2. Will you assure that no current enrollee will be subjec o lesser amounts of coverage than are currently applicable? Yes. 3. Is your proposed coverage portable? Portability is not included currently but may be added with no imct to the quoted rates for active employees. © 2011 All Rights Reserved 5 Minnesota Life Insurance Company A Securian Company SUBSTITUTED CITY OF MIAMI 4. Are conversion policies available? If so, will they be permitted to continue the same amounts? If not, explain. Yes. Our provision allows insureds to convert their group life insurance to an Adjustable Life Legend policy - an individual policy with a whole life plan of insurance if all or a part of their coverage terminates under the group policy. Up the full amount of coverage may be converted if coverage terminates because t insured moves from one eligible class to another, the insured is no longer in an igible class, or the insured terminates employment. A limi • conversion option is available if the employee has been insured for at least fiv= ears and coverage terminates because the group policy is discontinued or amend . With limited conversion, insureds may convert the lesser of $10,000 or the amo , it of terminated coverage minus any new group life insurance for which the in - red becomes eligible within 31 days of Minnesota Life's policy termination. Insureds must app premium to Minnes insurability is not requ for the conversion policy in writing and pay the first month's Life within 31 days of coverage termination. Evidence of d. Premiums for the individt:' policy will be at Minnesota Life's current rates at the time the new policy is i- ued. The individual policy will not include any supplemental benefits, such disability, accidental death and dismemberment, or accelerated benefits. We will • •vide interested individuals with a brochure that provides an explanation of the c- version provision, a worksheet for calculating the new premium and an applic• on. Individuals may also call our toll -free number to receive assistance with •erstanding and completing the conversion process. 5. What is the guarantee issue? All coverage is provided on a guaranteed issue 6. What is the maximum amount of coverage? The Class 1 maximum is $500,000. Supplemental Life 7. Are you able to offer 50% of employee basic amount? We will match the current plan design. sis. 8. The maximum amount of coverage you will offer $1,000,000. Combined with Basic Life, not to exceed five times salary. © 2011 All Rignts Reserved 6 Minnesota Life Insurance Company A Securian Company SUBSTITUTED CITY OF MIAMI 0 9. The greatest amount of guaranteed issue cover $500,000., Not to exceed two times salary. 0. Is there a minimum participation requirement? Depend f Life 11. Can you • era flat $5,000 option? We will con ue to offer a $5,000 or $10,000 child life benefit. 12. Is there a minimum articipation? No. 13. Is there a guaranteed insurai 'ty. $20,000 of spouse coverage guaranteed if elected within 31 days of • initial eligibility. Child coverage is • uaranteed if elected within 31 days of initial eligibility. 14. Are children covered for the full $2,000 fro date of birth? If not, describe coverage. The current plan design allows employee he option to elect $5,000 or $10,000 of child life coverage. A child is eligible from 've birth to age 19 or .25 if a full-time student. Currently child coverage is limited t 10% of the elected option *from live birth to 6 months. We can agree to remove e 10% limitation for the first 6 months. In addition, if an employee's first eligibl hild dies within 31 days of birth and prior to the employee enrolling in child life covers. - we will pay a benefit of $5,000. All Coverages Attach necessary explanations and/or deviations. The following q -stions are applicable to all life and AD&D insurance coverages: 15. Will the life and/or AD&D coverage be continued upon employee disa ity? What is the maximum age limit for the waiver? Yes. Our waiver provision provides protection to insureds who beco e disabled prior to age 60 by continuing coverage without paying premiums. Upon •roof that total disability has continued for at least nine months, Minnesota Life waive premiums until the earlier of retirement, recovery, or age 65. © 2011 All Rights Reserved 7 Minnesota Life Insurance Company A Securian Company SUBSTITUTED CITY OF MIAMI 16. Will any "actively at work" provisions be waived on the initial effective date for persons insured and otherwise eligible under the current plan? Not applicable, as we are the current carrier. Will the life and/or AD&D coverages be pooled? If so, explain: N 18. Will the a and/or AD&D rates be subject to change any more often than on an annual basis? If explain. . No. We rese - the right to adjust rates. if volume within a coverage, or across coverages, ch , ges by 15% or more or other aspects of group composition. change material 19. Is there any possibility f• life and AD&D premium refunds/dividends? If so, explain. No. Our proposal is base n a nonparticipating basis. 20. Will re -enrollment be necessary? so, will you participate in the process if requested by the City? No. 21. Will you pay interest on claims from date of d - th to date of payment? Yes. We pay interest on all death claims fr. ' the date of death to the date of payment at the greater of our current rate or a minimum rate required by state law. Our current company interest rate is 4%. 22. Will the insurer hold the City harmless and not charge wi 'n the contract term or upon renewal re -rating for any payments in excess of valid clai ., whether or not same is recovered? Yes. 23. Have you provided sample claim forms with your proposal? Yes, sample claim forms are included in the Exhibits section. © 2011 All Rights Reserved 8 Minnesota Life Insurance Company A Securian Company SUBSTITUTED CITY OF MIAMI 24. Will you provide monthly summaries of enrollment, rates, premiums, and claims for basic life, AD&D supplemental life, and dependent life coverages? Yes. We will provide monthly or quarterly reports of claims paid, an annual financial xperience report, and an annual participation summary report as standard output. aims and Evidence of Insurability status reports will be available online through LifeBenefits site we will develop for the City of Miami (City). In ad • ion, the City will be able to create reports specific to its needs by selecting criteria om the Report Builder screen. Customized claim reports can be built by sorting • • a for specific timeframe by class, location or division; by. claim type (e.g. life, A► ; D or accelerated death benefit); or coverage type (e.g. basic, optional or depende coverage). Underwriting reports can also provide datafrom a specific timefr- e sorted by decisions, status or coverage types. Your, report can be as specific a you need by using combinations of these options. Once the request is submitrd, the report will be immediately displayed and can then be printed or saved as1 ?df or Excel file. 25. Can you modify existi report formats to provide premium/claims experience information desired by the CAA Yes. The City will be able to eate reports specific to its needs by selecting criteria from the Report Builder s• -en. Overall Plan Costs and Rate Guarantee 1. Complete the following charts to indicate rat- and premium amounts offered for both options: OPTION I - AS CURRENT, MAXIMUM OF $ se- •elow* PER PERSON Description Insurance Volume x Rate x 12 = Annual Premium Life - Employees/Retirees $45,100,400 x 10% reduction 12, = $311,618 ADBD - Employee/Retirees $45,100,400 x $.020/$.060 x = $12,600 TOTAL $324,218 Please refer to the enclosed Financials document in Section VI for the qi ted rates by class. *MAXIMUM BENEFIT AMOUNT: Class 1 - $500,000 Class 2 - $250,000 Class 3 - $15,000 Class 4 - $25,000 2011 All Rights Reserved 9 Minnesota Life Insurance Company A Securian Company SUBSTITUTED Class 5 - $25,000 Class 6 - N/A CITY OF MIAMI Please indicate if there is any change in rates if Class 3 and 4 are at $25,000 or 5,000 respectively. • rrently, the Basic Life amount for Class 3 Non -Union Firefighters is $15,000. M nesota Life would agree to allow the requested change from $15,000 to $25,000 wit ut an impact to rates. • Curren the Basic Life maximum for the closed group of Class 4 Retirees under age 65 who r- 'red prior to April 20, 2002 is $25,000. Based on the census information we currently have available, it does not appear that there are any in this closed group of retirees bein i\,capped by the $25,000 maximum and therefore none would be affected by a $10,000 irease to said maximum given benefit amounts are the lesser of the maximum or pre pus amount in force prior to retirement. If this request was stated for Class 4 in error, pilse clarify which class you would like to have an analysis clone to consider the impact",of increasing the benefit to $35,000 and we would be happy to provide you with revises rates if necessary. Supplemental Life: Check one: This offer is - 1 a. Composite Rate for All: Rate per $1,000 Basic Life/AD&D .... b. Step Rated: mposite rate for all Fill in "a." below. Ste rated Fill in "b." below. .........$ N/A Fill in the following chart to indicate the step appropriate age groups: e premium based on the AGE - CHANGE THE RANGES AS NECESSARY RATE AGE..-_CHA GE THE RANGES AS N ESSARY _ RATE Under 20 $0.080 50-54 $0.300 20-24 $0.080 55-59 $0.550 25-29 $0.080 60-64 $0.85 30-34 $0.090 65-69 $1.310 35-39 $0.110 70-74 $2.680 40-44 $0.150 75 and above 2.680 45-49 $0.200 Other $ (� 2011 All Rights Reserved 10 Minnesota Life Insurance Company A Securian Company SUBSTITUTED CITY OF MIAMI Spousal Life (50% of employee basic amount): 3. Check one: This offer is -0 Composite rate for all Fill in "a." below. ® Step rated. Fill in "b." below. a. Composite Rate for All: Rate per $1,000 Basic Life/AD&D $ N/A b. Step Rated: F 'n the following chart to indicate the step rate premium based on the ap priate age groups: AGE - CHANGE RANGES AS NECESS Y RATE - AGE - CHANGE THE RANGES AS NECESSARY RATE - Under 20 - $0.080 50-54 $0.300 20-24 $0.080 55-59 $0.550 25-29 $0.080 60-64 $0.850 30-34 .090 65-69 $1.310 35-39 $0. 0 70-74 $2.680 40-44 $0.150 75 and above $2.680 45-49 $0.200 Other $N/A Dependent Life Monthly Rate 1. Composite Rate for All: $5,000/$10,000 per child fr• I birth $0.150'per $1,000 2. Do you offer a rate guarantee? For how long? Yes. Our proposed rates are guaranteed for three years. Communications and Enrollment Capabilities 1. Describe your internet capabilities in regards to the following areas: Customization to City of Miami plan design information We will offer benefits staff online access to plan and contact in our LifeBenefits site, helping to ensure you have the most information available. You may contact members from your acco at any time to receive assistance with your questions. matron at -to-date t team © 2011 All Rights Reserved 11 Minnesota Life Insurance Company A Securian Company SUBSTITUTED CITY OF MIAMI • Enrollment We will work with you to develop an enrollment strategy that most effectively meets your needs, and provide the materials needed for a smooth enrollment period. This includes customized forms and brochures and toll - free access to our medical underwriting specialists. Based on our understanding of the City's enrollment requests, we anticipate the following enrollment process: Employees enroll for coverage through the City's systems and submit evidence of insurability application to Minnesota Life, if needed • ,e City maintains coverage and beneficiary information Throu . out the enrollment process, the marketing specialist designated to your pla will work with you to create communication materials, and provide onsite as tance at benefit or enrollment -fairs. While we ha - general enrollment practices in place, we specialize in customizing ou • rocedures to meet the needs of our clients. Forms Customized forms for e City will be available on a dedicated web site for the City's benefits perso el to access and print on demand. • Banking The City will be able to do load a billing worksheet online at the LifeBenefits site we establish for ou. Benefits staff may complete and fax or email the form and wire tran ' r the premium to our U.S. Bancorp account, send via ACH, or send the f along with a paper check via mail. • Employer/consultant reporting The City will be able to create reports sp ific to its needs by selecting criteria from the Report Builder screen. Cus mized claim reports can be built by sorting data for specific timeframe by c ss, location or division; by claim type (e.g. life, AD&D or accelerated death nefit); or coverage type (e.g. basic, optional or dependent coverage). Unde riting reports can also provide data from a specific timeframe sorted b decisions, status or coverage types. Your report can be as specific as ou need by using combinations of these options. Once the request is s mitted, the report will be immediately displayed and can then be printed or ved as a .pdf or Excel file. © 2011 All Rights Reserved 12 Minnesota Life Insurance Company A Securian Company SUBSTITUTED CITY OF MIAMI 2. What communication materials/assistance are included in your quoted fees/premiums (include materials, staffing and on-line capabilities)? > MATERIALS Communication materials may include, but are not limited to, the following: Printed enrollment kits that are customized for the City and its employees ternal e-mail reminders during enrollment • fining for benefits staff • Vi • o presentation link'for the City's benefits website Wor' • ite posters • Certifi ► tes of coverage . Sample com ication materials are'included in the Exhibits section. > STAFFING Raffy Fermin, Client ' -lationship Advisor, will have overall responsibility to your plan and is available to ' rovide assistance. ➢ ON-LINE CAPABILITIES Through LifeBenefits, benefits taff will be able to access: • Evidence of insurability (EOI nd claim status, updated daily • eClaims, ourr online claim su ission site that allows the City to submit claims online — we will also acce a faxed copy of the death certificate • Report Builder, a dynamic tool th . allows users to create underwriting and claims reports specific to their need • Weekly claims and underwriting activity ;ports • Secure e-mail and attachments • Contact information for your account team 3. Can the City's logo be included on these materials? Is there - additional charge? Yes. We can include the City's logo on the above materials at o additional charge. 4. Describe your enrollment options (paper, on-line, recorded media, etc.). We will work with you to develop an enrollment strategy that most • ectively meets your needs, and provide the materials needed for a smooth enrollme period. This includes customized forms and brochures. Based on our understanding of the City's enrollment requests, we anti• •ate the following enrollment process: © 2011 All Rights Reserved 13 Minnesota Life Insurance Company A Securian Company SUBSTITUTED CITY OF MIAMI o • Employees enroll for coverage through the City's systems and submit evidence of insurability application to Minnesota Life, if needed • The City maintains coverage and beneficiary information Throughout the enrollment process, the marketing specialist designated to your plan will work with you to create communication materials. Whi we have general enrollment practices in place, we specialize in customizing our proce Tres to meet the needs of our clients. 5. Describe th ommunications that are available for these programs. If applicable, please attach sample Minnesota Life work with the City to determine the combination of communication tools that best sul the work environment and that will be most effective in helping employees underst- • their benefit. Sample communication •aterials are included in the Exhibits section. 6. Is there a toll -free customer se ``';.'e number available? Yes. Group Underwriting: Group Claims: Group Administration: 1-800-• 2-2214 1-888-6 -0193 1-866-293 047 Raffy Fermin, Client Relationship Advisor, be reached at (239) 590-3065. 7. What is your procedure and assistance for enrollme of employees who become eligible after inception of the plan. These employees will be provided with all necessary nrollment materials and will be made aware of the timeframe under which theyare eligi , - to apply for coverage. 8, Will you provide an insurance policy and plan document, anertificates or booklets, and any other appropriate literature to describe the benefits to e •loyees? If response was "yes", will the literature distributed to employees be in •erstandable terms and subject to approval by the City? Yes. 2011 All Rights Reserved 14 Minnesota Life Insurance Company A Securian Company SUBSTITUTED CITY OF MIAMI Account Management Y� ~ 1. Complete.the following chart with information on the management and service team you propose for our clients. Role Name Title Percent of Time Commitment to City of Miami Through Implementatio After Implementati Account Ma er Raffy Fermin Client Relationship Advisor ' As needed. Day to Day Liais Raffy Fermin Client Relationship Advisor As needed. Implementation Coordinator • Not applicable, as we are the current carrier _ Customer Service Supervisor Chris Graunke Supervisor, Employer Market As needed. Other N 2. Include the resumes of the a ve proposed team members. Resumes are included in the ' ibits section. 3. Is designated staff expected to mainta measurable client satisfaction standards? If so, please describe. Yes. A sample performance guarante= document is included in the Exhibits section. Banking 1. What are -your billing and premium payment procedures Our proposal assumes the City will continue to - minister the plan. This streamlined approach allows you to report summary inf• ation regarding number of insured lives and insurance volumes along with he monthly premium remittance. Each month, the City will provide Minnesota Life with a state ent indicating the number of insureds, total amount of insurance, rate per $1,000 a • total premium. We can provide a billing worksheet to assist with this process. On - • annual basis, we will request participant data from the City to ensure premium rem - d coincides with participant demographics and volume. © 2011 All Rights Reserved 15 Minnesota Life Insurance Company A Securian Company SUBSTITUTED 2. What financial reporting is included? CITY OF MIAMI We will provide monthly or quarterly reports of claims paid, an annual financial experience report, and an annual participation summary report as standard output. Claims and Evidence of Insurability status reports will be available online through the LifeBenefits site we will develop for the City. ddition, the City will be able to create reports specific -to its needs by selecting cri is from the Report Builder screen. Customized claim reports can be built by sorb data for specific timeframe by class, location or division; by claim type (e.g. life, A' ' D or accelerated death benefit); or coverage type (e.g. basic, optional or depende coverage). Underwriting reports can also provide data from a specific. timeframe • rted by decisions, status or coverage types. Your report can be as specific as -need by. using combinations of these options. Once the request is submitted, •th- eport will be immediately displayed and can then be printed or saved as a .pdf • Excel file. 3. What are the funding r- uirements (i.e., checks issued, checks cleared?) None. 4. Is bank reconciliation included in •ur fees/premiums? Yes. 5. Please give the following information for y• principal banking relationship (to be used as reference): • Bank name • Address • Phone number • Contact name and title US Bank Corporate Banking 777 East Wisconsin Avenue Milwaukee, WI 53202 414-765-4248 Mr. David Hirsch Wells Fargo U. S. Corporate Banking 90 South 7th Street Minneapolis, MN 55402-3903 612-667-0754 Ms. Stacy Bjornstad C.© 2011 All Rights Reserved 16 Minnesota Life Insurance Company A Securian Company SUBSTITUTED cal Preference CITY OF MIAMI For roposers seeking local preference consideration in the evaluation process, the following infor tion must be provided with the proposal, pursuant to Section 1.49 of the General Conditis: Sta the Primary Office Location of the Proposer. Minne to Life's primary location is in St. Paul, Minnesota. All claims will be process , and paid from this location. b) Provide loca n from which the Proposer will be based to perform the work. Raffy Fermin, C'.- nt Relationship Advisor, will continue to -have overall responsibility for our plan. She is located in our Florida branch office in Fort Myers, FL. © 2011 All Rights Reserved 1 Minnesota Life Insurance Compan A Securian Company SUBSTITUTED ertification Statement Piee quote on this form, if applicable, net prices for the item(s) listed. Return signed original and retai copy for your files. Prices should include all costs, including transportation to destination. The City re -ryes the right to accept or reject all or any part of this submission. Prices should be firm for a minimu • f 180 days following the time set for closing of the submissions. In the even of errors in extension of totals, the unit prices shall govern in determining the quoted prices. We (I) certify the we have read your solicitation, completed the necessary documents, and propose to furnish and deliver, .O.B. DESTINATION, the items or services specified herein. The undersigned hereb certifies that neither the contractual party nor any of its principal owners or personnel have been co cted of any of the violations, or debarred or suspended as set in section 18-107 or Ordinance No. 1 71. A]] exceptions to this submis •n have been documented in the section below (refer to paragraph and section). EXCEPTIONS: . None. We (I) certify that any and all information c that this submission is made without pri corporation, firm, or person submitting a sub service, and is in all respects fair and without coll conditions of this solicitation and certify that I am Please print the following and sign your name: SUPPLIER NAME: Minnesota Life ADDRESS: 400 Robert Street North PHONE: (651) 656-6308 EMAIL: brian.anderson ' securian.com SIGNED BY: Brian C. Anderson tained in this submission is true; and we (I) further certify understanding, agreement, or connection with any sion for the same materials, supplies, equipment, or ion or fraud. We (I) agree to abide by all terms and thorized to sign this submission for the submitter. FA (651) 665-1541 BEEPER: N/A TITLE: Second Vice President DATE: October 24 2011 FAILURE TO COMPLETE, SIGN, AND RETURN THIS FORM SHALL DISQUALIFY THIS BI Certifications gal Name of Firm: M nesota Life SUBSTITUTED Entity .e: Partnership, Sole Proprietorship, Corporation, etc. Corporate Year Establishe 1880 Office Location: City o iami, Miami -Dade County, or Other 400 Robert Street North, . Paul, MN 55101 Occupational License Number: N/A Occupational License Issuing Agency: N/A Occupational License Expiration Date: N/A Respondent certifies that (s) he has read and understooe provisions of City of Miami Ordinance No. 10032 (Section 18-105 of the City Code) pertaining to th 'mplementation of a "First Source Hiring Agreement.": (Yes or No) Yes. Do you expect to create new positions in your company in the eve Contract by the City? (Yes or No) Not applicable, as we are the current carrier. our company was awarded a In the event your answer to question above is yes, how many new positions .uld you create to perform this work? N/A Please list the title, rate of pay, summary of duties, number of positions, and expecte of all new positions which might be created as a result of this award of a Contract. N/A Will Subcontractor(s) be used? (Yes or No) No. ngth or duration SUBSTITUTED Line: 1 scription: Disregard this line item. Please refer to Attachment A Categ Unit of 94620-10 asure: Dollar Unit Price: 0 Number of Units: 1 Total: $ SUBSTITUTED City of Miami CITY OF MIAMI FINANCIALS Option I 10% reduction to the active employee basic life • '' V Y r. > Vr .V ('A ;i i ? •ry 1 Imo.}1� i� 9,-4! 0 0 y s f , , pe•G'!`n r. i1y' Basic Li . Class 1 364 $ 41,402,400 $ 0.330 231,018 Basic Life-• ass 2 & 3 $ 0.680 Basic AD&D-= ass 1 & 2 364 $ 41,402,400 $ 0.020 9,937 Life -Class 4 442 $ 3,698,000 $ 1.530 80,600 Life -Class 5 & 6 $ 2.010 AD&D-Class 4-6 442 $ 3,698,000 $ 0.060 2,663 Supplemental Life -Class, & 2 137 $ 15,149,300 dtr 11111Erareq $ • 51,944 Employee & Spouse \ Under 30 $ 0.080 30 — 34 $ 0.090 35-39 $ 0.110 40 — 44 $ 0.150 4,. 45 — 49 $ 0.200 50 — 54 $ 0.300 , 55 — 59 $ 0.550 \ 60 — 64 $ 0.850 ",, 65-69 $ 1.310 70 & Over $ 2.680 Supplemental AD&D-Class 1 & 2 137 $ 15,149,300 $ 0.030 5,454 Child 72 "1 700,000 $ 0.150 1,260 Total Annual Premium: $ Rate Guarantee: Our proposal assumes all lines of Life and AD&D coverage will be a,i rded to one carrier. Active employee life rates may be reduced by an additional 5% if Waiver (,Premium is removed. 382,876 3 Years ® 2008 All rights reserved. Minnesota Life Insurance Company A Secunan Company SUBSTITUTED City of Miami CITY OF MIAMI FINANCIALS Option II 15% reduction to the active employee basic life & 15% increase to the retiree life 7.eN 3t1` t 4 .,. � �gy)7y3,,.1a 4h � l}F ! �,Y v } �',., �. •i FTC X f r ye _y... r4 'f 6 � ., k 5��(u WI', A .:, , i..l ;' V :,:. , 1 '4'.ry,' h /F1,1 i J"`iyq J { r 11}' • CS`yY�( � "�-3Vrllume�� r1, yF'Rato;p ,,,,e � .TtO'}. i Moo 5 5�3.' ( .�. a4;''Q V i n �$ per4re,Qnt f."9zt.. JP ro oiled f:,,,. ..�6i Y :,lAF `, w - r )r m m .{ Basic Class 1 364 $ 41,402,400 $ 0.320 218,184 Basic Lir:_^lass 2 & 3 $ 0.640 Basic AD& ,,Class 1 & 2 364 $ 41,402,400 $ 0.020 9,937 - ~ • Life -Class 4 442 $ 3,698,000 $ 1.760 92,690 Life -Class 5 & 6 $ 2.310 AD&D-Class 4-6 442 $ 3,698 000 $ 0.060 2 663 Supplemental Life -CI • • 1 & 2 137 $ 15,149,300 t :''Andre $ 51 944 Employee & Spouse Under30 $ 0.080 30 — 34 $ 0.090 35-39 $ 0.110-- 40 — 44 $ 0.150 45 — 49 $ 0,200 50-54 $ 0.300 55-59 $ 0.550 60 — 64 $ 0.850 65 — 69 $ 1.310 70 & Over $ 2.680 Supplemental AD&D-Class 1 & 2 137 $ 15,149,300 $ 0.030 5,454 Child 72 700,000 $ 0.150 1,260 Total Annual Premium: $ 382,132 Rate Guarantee: 3 Years Our proposal assumes all lines of Life and AD&D coverage will be -rded to one carrier. Active employee life rates may be reduced by an additional 5% if Waive Premium is removed. CL, ® 2008 All rights reserved. Minnesota Life Insurance Company A Secunan Company 07/19/2005 12:38 9413378666 RISK MANAGEMENT PAGE 02 • LICEN SUBSTITUTED TON GALLAGHER Chief Financial Officer State of Florida RAFAELINA FERMIN License Number E181061 IS LICENSED TO -TRANSACT -THE FOLLOWING CLASSES OF INSLIFt.ANICE Life., Health St.Var 'Annuity "!..ti of: rsurt:' "0' tInPit),er r4ir mcrt • DEPARTMEN SF FINANCIAL SERVICES SUBSTITUTED CITY OF MIAMI Account Management Team Underwriting:`^ ..rC; Adeisori ;.: eco UcePdnresiet,Goup"id `CsU,erwrting '' . JeannerMca CaseUrde•, Clarmssd`` w �``"�`EIIVog ei,'` t. "Manager,`, Medical Underwriting MI0, der, _' Seances OO�oordinator j Bar�' SeruicesSpecialist„?,i Todd.Seukeiman, Manager, Group Medical Underwriting Donna Thomas, Client Services Specialist Lisa Ramos, Client Services Coordinator i3x�years Group customer service versees case ' 46 ..: ndervveitirl) •;,- :pr,;oposalsand: ;zcoritracts-"units -3;1'years.:.-..' Pricingard. ;:reriewal:of `' group lrfeeplans ye Ma case,, implem.eriltatiom arkp y+ i s gngol i g c aim sertoe 20. -ars 20;years 'Manages medical' 21 years 6 years un•derwriting unit 21 years Internally coordinates implementation of new underwriting business © 2011 All rights reserved. Minnesota Life Insurance Compa A Securian Company SUBSTITUTED EXHIBIT C PROPOSED RENEWAL TERMS AND CONDITIONS Employee Benefit Life Insurance Plan SUBSTITUTED Group Term Life and AD&D Insurance Executives and Elected Officials Elect group life insurance today! This summary is signed to help you better understand your group life and Acc ental Death and Dismemberment (AD&D) insurance benefits o -red by the City of Miami and underwritten by Minnesota Life Ins nce Company. Am I eligible for group It and AD&D coverage? Yes, if you are an active, full-time e regularly working at least 40 hours a eek. Coverage is effective on the date of hire. ted Official, Director or Assistant Director What is included in my life insura e plan? Beyond paying a benefit in the event of your has other important features: Waiver of premium - If you become disabled, ur life insurance premiums may be waived. • Accelerated Death Benefit - If an insured person b omes terminally ill with a life expectancy of 12 months or less, he/she may reqst early payment of up to 100 percent of the life insurance amount (Basic and •tional Supplemental Life combined). • Continue your coverage - If you are no longer eligible for c. -rage as an active employee, you may convert your life coverage to an individua e insurance policy. Premiums may be higher than those paid by active empl. -es. ath, your group life insurance plan What additional resources are available? You pay no additional premiums to access the following tools and servic Travel Assistance Services - Global Rescue provides 24-hour travel ass:' -nce, emergency medical and security transport services, and pre -travel resour s to employees covered under the group life insurance plan. The spouses an dependent children of those covered under•the group life plan may also acce the services. Global Rescue's services are available when traveling for business or pleasure 100 or more miles away from home. Contact Global Rescue at 1-855-516-5433 (toil free U.S. and Canada), +1-617-426-6603 (International), or visit LlfeBenefits.com/travel. • Beneficiary Financial Counseling - Beneficiaries who receive at least S25,000 in policy benefits will be invited to use independent beneficiary counseling services from PricewaterhouseCoopers LLP. • Legacy Planning Services - Employees and dependents can access resources designed to help individuals and families work through end -of -life issues when dealing with the loss of a loved one or planning for their own passing. These resources are available at LegacyPlanningServices.com. • Legal Services - Ceridian provides employees and their dependents telephone access to a national network of 22.000+ accredited attorneys for consultation on simple wills, estate planning documents and other legal issues. Discounts are available for participating attorneys. Contact Ceridian at 1-877-849-6034 or visit LlfeWorks.com (user name: will password: preparation). MINNESOTA LIFE A Securian Company How much life insurance do 1 need? Visit LlfeBenefits.com/insuranceneeds to estimate how much coverage you may need to meet your future goals. i'S9Y • ;7:G .GuafaFla ed I ,ireligible,employeeslareiable Sr) elect gu - ►anteed coverage nsurabilay(EOI) electeedlwithih 31 tialtellgillyY�ou guaranteed Evid . nce i ed:f C� ° L71 mlar $5 0,000 -o lowing g> o•:ions: he4esse►.o two times nnual eernir'g o Spouse. Electtup tp • =4t c ild(renj tElect- up)t000 ::, i _ ,-, - OI'is:rire• for,electloi:is.:`y, outside o - he rnitialeelfglbllityy , per due or for-amourits abov th• guaranteed1tsueramount' Q stions? Pleas- ontact your HR/Benefits depart -nt. Services provided by Ceridian, Global Rescue LLC, and PrlcewaterhouseCoopers LLP are their sole responsibility. The services are no affiliated with Minnesota Life or its group contracts and may be discontinued at any time. Certain terms, conditions and restrictions me apply when utilizing the services. To learn more, visit the appropriate website. SUBSTITUTED hat coverage options are available? An-lections or increases outside of the initial 31-day eligibility period will require EOI. Cover_ 1e type ; ployeeioptio 'crermsUfe>and AQ -1� larti 1.i0..—. ChIId,Tenn>LI �QIaOQ.. Maxlna m of"$250 , eed 5 exc0•% of employeer'ss total' cover,age;(Basi and Op onaf`.j�^' Sup mental Term Life combine $S 000.or $10000,` 'Children from live birth up to six months are provided 10 • cent of the coverage amount. What is the cost for coverage? Employee and Spouse Optional Supplemental Term Life and AD&D Please note that rates increase with age. Rate / $1,000 / month t Under, U <70 and ov,el Rates are subject to change. Additional information iildren areseligible'fromwliv$.'tiiri 19 years or up to age 25 if a ull tifri)student atran accredited ost secondary school Child Term Life Thls Is a summary of plan provisions related to the insurance policy issued by Minnesota Life to the City of Miami. In the e between this summary and the policy and/or certificate, the policy and/or certificate shall dictate the insurance provisions, limitations and terms of coverage. Products are offered under policy form series number MHC-96-13180.9. Minnesota Life Insurance Company A Securian Company Group Insurance www.lifeBenerits.com 400 Robert Street North, St. Paul, MN 55101-2098 02011 Securian Financial Group, Inc. All rights reserved. F67173 Rev 11-2011 A04811-1111 of a conflict uslons, all SUBSTITUTED Group Term Life and AD&D Insurance Managerial and Confidential Employees This summary i group life and Ac insurance benefits by Minnesota Life Ins esigned to help you better understand your ental Death and Dismemberment (AD&D) ered by the City of Miami and underwritten nce Company. Am I eligible for group li and AD&D coverage? Yes, if you are an active, full-time • manent managerial or confidential employee regularly working at least 40 hours a eek. Coverage is effective 90 days after your date of hire. What is included in my life insura Beyond paying a benefit in the event of your has other important features: plan? ath, your group life insurance plan • Waiver of premium - If you become disabled. r life insurance premiums may be waived. • Accelerated Death Benefit - If an insured person b •mes terminally ill with a life expectancy of 12 months or less, he/she may rep -t early payment of up to 100 percent of the life insurance amount (Basic and + •tional Supplemental Life combined). • Continue your coverage - If you are no longer eligible for co age as an active employee, you may convert your life coverage to an individual - insurance policy. Premiums may be higher than those paid by active emplo• -s. What additional resources are available? You pay no additional premiums to access the following tools and service Travel Assistance Services - Global Rescue provides 24-hour travel assis ce, emergency medical and security transport services, and pre -travel resourc to employees covered under the group life insurance plan. The spouses and dependent children of those covered under the group life plan may also access the services. Global Rescue's services are available when traveling for business or pleasure 100 or more miles away from home. Contact Global Rescue at 1-855-516-5433 (toll free U.S. and Canada), +1-617-426-6603 (International), or visit LifeBenefits.com/travel. • Beneficiary Financial Counseling - Beneficiaries who receive at least $25,000 in policy benefits will be invited to use independent beneficiary counseling services from PricewaterhouseCoopers LLP. • Legacy Planning Services - Employees and dependents can access resources designed to help individuals and families work through end -of -life issues when dealing with the loss of a loved one or planning for their own passing. These resources are available at LegacyPlanningServices.com. • Legal Services - Ceridian provides employees and their dependents telephone access to a national network of 22,000+ accredited attorneys for consultation on simple wills, estate planning documents and other legal issues. Discounts are available for participating attorneys. Contact Ceridian at 1-877-849-6034 or visit LlfeWorks.com (user name: will password: preparation). MINNESOTALIFE A Securian Company How much llfe insurance do I need? Visit LlfeBeneflts.com/Insuranceneeds to estimate how much coverage you may need to meet your future -goals. (`)'eligible employees are able effect guaranteed coverage no EidenEv.ictenceokl.purability (EOl>)' requireds�if elected'within 31,,,=_` days ofJinitial eligibility: You .• the follow' g coverage optia»s: • For you;'The IeSIsser twOitime your Iannual.earriings.of $500 000: Poi your, SpouseaElect.uplto $20;000 -; F.ortyour'chlId(ren): Elec. o $1'0:000. Is required f .r4elections gout de the Initial ei�igibility perjiod or for amounts ab e the guaranteed issue -mount'.• Ou - ions? Please • ntact your HR/Benefits departm Services provided by Ceridian, Global Rescue LLC, and PricewaterhouseCoopers LLP are their sole responsibility. The services are not affiliated with Minnesota Life or its group contracts and may be discontinued at any time. Certain terms, conditions and restrictions may apply when utilizing the services. To learn more, visit the appropriate website. SUBSTITUTE© t coverage options are available? Any ctions or increases outside of the initial 31-day eligibility period will require EOI. BasicyTer ^Ifetarid.AccidentanDeath and!Disme erment (+AD&CD.'_ Empioyee.Optio Term:Llfe and AD• OOneYto five times: basic annual ?earnings rounded to'the next higher' $1000 Maximumtiofi$1�000'000 (Combined with BasicAerm'Lif?` coed Q%W,Gj (Basic o ios�a Supplernenta ,Term • Allicoveragerguarariteed r«w�4ilfi�r x automatically provided inclu'dffiematching D&D mount Includes.matchin "AD&D>amount; hlldren'�aie el'ig""able from>IiYeb.ir;t to 19 years orup'4o age 25 if a ull.itime:studerit atan?accredite F„< ost-secondary.school 'Children from live birth up to six months are provide 0 percent of the coverage amount. What is the cost for coverage? Employee and Spouse Optional Supplemental Term Life and AD&D Please note that rates increase with age. Age Rate / $1,000 / month Dan Rates are subject to change. 2.71..';. Child Term Life Coverage amount Monthly premium $10 000 . $1 50 `i< L' (t. • adtr 1I�;L ?-?:+- =ate This is a summary of plan provisions related to the Insurance policy issued by Minnesota Life to the City of Mia In the event of a conflict between this summary and the policy and/or certificate, the policy and/or certificate shall dictate the insurance ovisions, exclusions, all limitations and terms of coverage. Products are offered under policy form series number MHC-96-13180.9. Minnesota Life Insurance Company A Securlan Company Group Insurance www.LlfeBenefits.com 400 Robert Street North, St. Paul. MN 55101-2098. ©2011 Securian Financial Group. Inc. All rights reserved. F67173-1 Rev 11-2011 A04811-1111 SUBSTITUTED EXHIBIT D INSURANCE REQUIREMENTS I. Commercial General Liability Limits of Liability Bodily Injury and Property Damage Liability ach Occurrence $1,000,000 neral Aggregate Limit $ 2,000,000 P onal and Adv. Injury $ 1,000,000 Pro• cts/Completed Operations $ 1,000,000 B. Endorse ents Required City of Miincluded as an Additional Insured II. Business Automobile Li • lity A. Limits of Liability Bodily Injury and Prope Damage Liability Combined Single Limit Owned/Scheduled Autos Including Hired, Borrowed or -Owned Autos Any One Accident $ 1,000,000 B. Endorsements Required City of Miami included as an Additional ured III. Worker's Compensation Limits of Liability Statutory -State of Florida Waiver of Subrogation IV. Employer's Liability A. Limits of Liability $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 V. Professional Liability/Errors and Omissions Coverage Employee Benefit Life insurance Plan 26 SUBSTITUTED Combined Single Limit Each Claim $1,000,000 General Aggregate Limit $1,000,000 Deductible- not to exceed 10% The abov ' olicies shall provide the City of Miami with written notice of cancellation or material ch :e from the insurer not less than (30) days prior to any such cancellation or material chan Companies authorize to do business in the State of Florida, with the following qualifications, shall issue all insurance olicies required above: The company must be rated ' less than "A" as to management, and no less than "Class V" as to Financial Strength, by the late edition of Best's Insurance Guide, published by A.M. Best Company, Oldwick, New Jersey, r its equivalent. All policies and /or certificates of insurance are subject to review and verification Risk Management prior to insurance approval. Employee Benefit Life Insurance Plan 27 SUBSTITUTED EXHIBIT E COMPENSATION Employee Benefit Life Insurance Plan 28 SUBSTITUTED City of Miami Coverage Basic Life Retiree Life Optional Life Child Life Total Life Basic Life Retiree Life Optional Life Child Life Total Life asic Life Retiree Life Optional Life Child Life Total Life CITY OF MIAMI Policy 33050 Current Annual Paid Premium $ 257,028 $ 93,765 $ 39,807 $ 558 $ 391,159 Reauired Rate Change Annual Premium -54% $ 118,233 154% $ 238,164 4% $ 38,215 0.00% $ 558 1.03% $ 395,169 Alternate Str Prong Rat are A Annual e Premium -10.00% $ 14.00% $ 0.00% $ 0.00% $ 231,326 106,892 39,807 558 -3.21% $ 378,583 Alternate Structure C Proposed Change Rate Annual Change Premium -7.00% $ 239,036 5.00% $ 98,454 0.00% $ 39,807 0.00% $ 558 -3.40% $ 377,855 Current Structure Etop.osed Ch nue. Rate Annual Change Premium -5.00% $ , 77 0.00% 93,765 0. ' o $ 39,807 • .00% $ 558 - 3.29% $ 378,307 Alternate Structure B Proposed Change Rate Annual Change Premium -15.00% $ 218,474 27.00% $119,082 0.00% $ 39,807 0.00% $ 558 -3.38% $ 377,921 Alternate Structure D Proposed Change Rate Annual Change Premium - 8.50% $ 235,181 10.00% $103,142 0.00% $ 39,807 0.00% $ 558 - 3.19% $ 378,688 © 2010 All rights reserved. Minnesota Life Insurance Company A Securlan Company SUBSTITUTED EXHIBIT F CORPORATE RESOLUTIONS ND EVIDENCE OF QUALIFICATION TO DO BUSINESS IN FLORIDA (To be provided upon document execution) Employee Benefit Life Insurance Plan 29 ,f Lpfir��a, �kel,��o,,_�a,^,Q,,.,,,,.,.� SUBSTITUTED Jr%1o1r �o,.�`•OJr�lelrti\0be• ` tir(01�r'/��110,�r(0'1ti/lOi�i(O��dO,u%1�[ i�%foitif/01..',-O.hr(0,�.lOi„NO' ($li �r /e „ a —•— ie .��- _(s!'. r i ' ti�� x ;:� a _Q) Os):�C ///,Co_`. . •• "a 1= ., �' ago to transact business the State of Florida qualified on July 13 1948. The document number o is corporation is 804408. �) I further certify that said corp• ation has:paidall•fees-and penalties due this office through December 31, 1998, at its most recent annual report was filed on �(g) -(1 February 9, 1998, and its status i active. 0)-. AV ' - T 'Y� o .• ter.', ,xy •n Yr� 441I trn nt nf� ;tutP t . fig) el8yo %p • , p "�•`' 'I certify from th= records of this office. that MINNESOTA LIFE INSURANCE , . ogo COMPANY, is a c• ,•oration organized,. under the laws of Minnesota, authorized (8) , I further certify that said corporation ' -s not filed a Certificate of Withdrawal. ��$`= 1L�Jr. .(g)� *\ .fiJ (ar ). e � ti 4 5- •� $)r Vz . Given und,. my hand and the ��; �.0 Great Seal of i e State of Florida �, Z�C at Tallahassee, t - Capitol, this the )5 ` e Nineteenth day o October, 1998 .®t, , .. "'L.:, Z- �1. }: boo we $un.irtt Icg.j.linrillmn �� CR2E022 (2-95) $Errttttry of,State ...* one n non~n~,(o)n,'n n � m.,„(iw nvnfnc?n n n n:'o �n n n1?Ucn.41.46..'n n n n)- SUBSTITUTED Hewifot November 15th, 2011 City of :mi Attn: John Martinez, P.E., City Manager 444 S.W. 2 ° ' venue, 10th Floor Miami, Florida 130 RE: Recommendation of the Evaluation Committee for RFP.278253 — Employee Benefit Life and AD&D Plans Mr. Martinez: As Chairperson of the Evalua •n Committee ("Committee') for the above services for the City of Miami, It is my responsibility to offer th= Indings and recommendation of the Committee. The City issued RFP 278253 for Employee Benefit L - and AD&D Plans on October 6th, 2011 and the two (2) proposals received on the Closing Date of Oc 'ber 26th, 2011 were deemed responsive. The Evaluation Committee ("Committ- •"), appointed by the City Manager, met on November14th, 2011 and was comprised of the following indi 'uals: 1. Jay Light, Group Benefits MG -ger for Risk Management, City of Miami 2. Frank Giallorenzo, Assistant D ctor of Human Resources, City of Coral Gables 3. Richard Kaufman, Vice Presiden AON Hewitt (Chairperson) The two (2) proposals received were from Fort Deam Life Insurance Company and Minnesota Life insurance Company. a: Thereafter discussion, deliberation, and evaluation, the Cal mittee selected Minnesota Life Insurance Company as the top ranked firm. The Evaluation Committe recommends that the City negotiate with the top ranked firm of Minnesota Life Insurance Company for the mployee Benefit Life and AD&D Plans. Should negotiations fail with Minnesota Life Insurance Company, ince only two (2) proposals were received, the Evaluation Committee recommends that the City Ma •er reject all proposals and that a new solicitation be issued. Should contract negotiations be success , the recommendation from the City Manager to the City Commission seeking permission to authorize and . ecute the professional services agreement would be presented at the next available Commission meet Your signature below represents your approval of t APPROVED: JohMartinez, ger mmittee's recomm DATE: Sincerely, Richard Kaufman Vice President AON Hewitt Consulting 1001 Brickeli Bay Drive, Suite 1000 I Miami, FL 33131-4937 t: +1.305.961.5900 I f: +1.305.961.5901 1 www.aonhewltt.com dation. SUBSTITUTED REP 278253 EMPLOYEE BENEFIT LIFE AND AD&D PLANS Evaluation Committee Meeting - Noveinbet 14, 2011. . : Evaluation Fotm LIFE AND AWED PLANS Benefits and Additional Enhancements Communications, Enrollment Capabilities, Claims Administration, Account Management and Banking OverallPlait Costs and Rate Guarantee Local Preference, if applicable TOTAL G EVALUATION SUMMARY 30 20 30 5 100 O Richard. • tank Kaufman Giallorenzo 11! 10' ro; Jay Light 1C 30 Frank Giallotenzo 30 0 .20 Richard Kaufman 2..9 2441 SUBSTITUTED All Evaluation Committee Members RFP #278253 Employee Benefit Life and AD&D Plans Dear Cc . i ittee Member: Please see a hed the following information: • Copy o ' issued October 6, 2011 • Addendum 1 issued October 13, 2011 • Addendum ssued October 19, 2011 • Cone of Silenc• equirements • Evaluation Crite and Selection Process • Conflict of Interest ' ovision • Copy of the Propose •eceived / deemed responsive • .Bid Security List • Evaluation Form Between now and our next Evaluatio ommittee Meeting, you are to: (1) Read the RFP and Addendum th' .ughly, and learn what it is the City requires; (2) Read carefully the Proposal. Hi .t areas of concern, interest, etc; mark-up as needed; (3) Provide a "preliminary" draft evalua. •n of the Proposals using Evaluation Form enclosed, in pencil, as we will discuss same at our next Mee.►. where the evaluation rating forms will be compiled; and (4) Do not speak to anyone, outside of the •fficial meeting(s), including Proposer, on the behalf of the Proposer, other Committee members, Ci ' _ i, or anyone else until our next Meeting, as we are and remain under the Cone of Silence. Be advised the above -mentioned RFP and its evaluatio •rocess remain under the Cone of Silence. As a result, and as you may already know, you cannot talk about this ' ' with anyone, including any Proposer or potential .. Proposer, nor can you discuss same even with any other ember of the Committee outside of our formal Meetings. The Cone will not be lifted until AK1'J R the Ci Manager approves the recommendation of the Committee and it is ready for placement on a Commission Agen . for approval. Be reminded that a Co ittee ie be.mu t .e . e ent durin e entire evaluation committee meetin Should a member not be able to attend said meeting or cannot be pre t during an entire meeting, said member will either be removed from the Committee OR the meeting must be --scheduled. Therefore, it is imperative that all Committee members attend the entirety of all meetings of the Co. ..ittee. Should you have any questions, and as I am your liaison to the Committee, p :se contact me at (305) 416-1904, fax (305) 400-5025, or via email: pvelez@miamigov.com. I will see each of you at the Evaluation Committee Meeting. Please come prepared to discuss your evaluation and rating. Pablo R. Velez, Esq., CPPB Dept. of Purchasing SUBSTITUTED ne of Silence P uant to Section 18-74 of the City of Miami Ordinance No. 12271, a "Cone of Silence" is imposed upon each RFQ, RFLI, or IFB after advertisement and terminates at the time the City Manager issues a written reco endation to the Miami City Commission. The Cone of Silence shall be applicable only to Contracts for the pro ion of goods and services and for public works or city improvements for amounts greater than S200,000. The Cone of Silence prohibits any communication regarding RFPs, RFQs, RFLIs or JFBs (bids) between, : •ng others: • Potent: vendors, service providers, bidders, lobbyists or consultants and the City's professional staff includin but not limited to, the City Manager and the City Manager's staff, the Mayor, City Commissio rs, or their respective staffs; • potential ven• • service providers, bidders, lobbyist or consultants, any member of the City's professional s : ity Department Directors or their respective staffs and any member of the respective selection/evaluatio ommittee The provision does not app to, among other communications: -• oral communications wr. the City purchasing staff regarding Minority/Women Business Enterprise (M/WBE) and local ven• outreach programs, provided the communication is Limited strictly to matters of process or proced already contained in the solicitation document • the provisions of the Cone o "' ilence do not apply to oral communications at duly noticed site visits/inspections, pre -proposal or • e-bid conferences, oral presentations before selection/evaluation committees, contract negotiations d •g any duly noticed public meeting, or public presentations made. to the Miami City Commission during . duly noticed public meeting; or • communications in writing or by email at y time with any City employee, official or member of the City Commission unless specifically prohibi cl by the applicable RFP, RFQ or bid documents. • communications in connection with the collect of industry comments or the performance of market research regarding a particular RFP, RFQ, RFLI IFB by City Purchasing staff. • Protests cognizable under the Purchasing Ordinance Proposers or bidders must file a copy of any written comm ications with the Office of the City Clerk, which shall be made available to any person upon request. The shall respond in writing and file a copy with the Office of the City Clerk, which also shall be made avai ble to any person upon request. Written communications may be in the form of e-mail, with a copy'<o the Office of the City Clerkat Marcia@ci.miami.fl.us In addition to any other penalties provided by law, violation of the Cone o ' lence by any proposer or bidder shall render any award voidable. A violation by a particular Bidder, Proposer, : eror, Respondent, Lobbyist or Consultant shall subject same to potential debarment pursuant to the City Cod Any person having personal knowledge of a violation of these provisions shall report such violation to the Sta. Attorney and/or may file a complaint with the Ethics Commission. Proposers or bidders should reference S - ion 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 view City of Miami Ordinance No. 12271 for a complete and thorough description of the Cone of Silence. You y contact the City Clerk at 305-250-5360, to obtain a copy of same. SUBSTITUTED EVALUATION CRITERIA AND SELECTION PROCESS FOR EMPLOYEE BENEFIT LIFE AND AD&D PLANS procedure for response evaluation and selection is as follows: (1) olicitation issued. (2) eipt of responses. (3) Ope ng and listing of all responses received. (4) Purch. ' ig.staff will review each submission for compliance with the submission requirements of the Solicitati, including verifying that each submission includes all documents required. (5) An Evalua Committee comprised of members of the Audit Advisory Committee, as codified in Section 2-95 * , , (2) and (3) of the City Code, shall meet to evaluate each response in accordance with the requiremen efthis Solicitation and based upon the evaluation criteria as specified herein. (6) The Evaluation C. 'mittee reserves the right, in its sole discretion, to request Proposers to make oral presentations before • Committee as part of the evaluation process. The presentation may be scheduled at the convenience of Evaluation Committee and shall be recorded. (7) The Evaluation Commi =,eserves the right to rank the Proposals and shall submit its recommendation to the City Manager for accepIf the City Manager accepts the Committee's recommendation, the City Manager's recommendation award of contract will be posted on the City of Miami Purchasing Department website, in the Su Tier Comer, Current Solicitations -and Notice of Recommendation of Award Section. The notice of the 'ty Manager's recommendation can be found by selecting the details of the solicitation and is listed as Rec endation of Award Posting Date and Recommendation of Award To fields. If "various" is indicated in e Recommendation of Award To field, the Bidder/Proposer must contact the buyer for that solicitation ik,,obtain the suppliers name. The City Manager shall make his recommendation to the City Commissiorequesting the authorization to negotiate and/or execute an agreement with the recommended Propose:). No Proposer(s) shall have any rights against the City arising from such negotiations or termination reof. (8) The City Manager reserves the right to rej=► the Committee's recommendation, and instruct the Committee tore-evaluateand make another recom: endation, .reject.all. proposals, or recommend that the City Commission reject.all proposals. The City Commission shall consider the City Manager' - : nd Evaluation Committees' recommendation(s) and, if appropriate and required, approve the City Mana 's recommendation(s). The City Commission may also reject any or all response. (10) If the City Commission approves the recommendations, the ty will enter into .negotiationswith the selected Proposer(s) for a contract for the required services. Sueegotiations may result in contracts, as deemed appropriate by the City Manager. (11) The City Commission shall review and approve the negotiated Con u - • with the selected Proposer(s). (9) Proposals shall be evaluated based upon the following criteria: Selection Evaluation Criteria and Weight: Qualifications, Experience and Financial Stability Benefits and Additional Enhancements 3 Communications, Enrollment Capabilities, Claims Adm, Acct Mgmt, & Banking 20 Overall Plan Costs and Rate Guarantee 30 Local Preference, if applicable 5 Total 100 SUBSTITUTED onflict Of Interest .y individual member of a proposing team, or an employee of a proposing team/firm, or an immediate family me.. er of the same is also a member of any board, commission, or agency of the City, that individual is subject to th= onflict of interest provisions of the City Code, Section 2-611. The Code states that no City officer, official, -mployee or board, commission or agency member, or a spouse, son, daughter, parent, brother or sister of such p son, shall enter into any contract, transact any business with the City, or appear in representation of a third party -fore the City Commission. This prohibition may be waived in certain instances by the affirmative vote of 4/5 • the City Commission, after a public hearing, but is otherwise strictly enforced and remains effective for , • years subsequent to a person's departure from City employment or board, commission or agency members This prohibition doe of preclude any person to whom it applies from submitting a Proposal. However, there is no guarantee or assur e that such person will be able to obtain the necessary waiver from the City, even if such person were the Su. essful Proposer. A letter indicating a co 6 t of interest for each individual to whom it applies shall accompany the submission package. The 1= ' er must contain the name . of the individual who has the conflict; the. relative(s), office, type of em + +yment or other situation which may create the conflict; the board on which the individual is or has se ed; and the dates of service.