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PROFESSIONAL SERVICES AGREEMENT FOR
TROLLEY ADVERTISEMENT PROGRAM SERVICES FOR THE CITY OF MIAMI
This Professional Services Agreement ("Agreement") entered into this day of
2014 (the "Effective Date"), by and between the City of Miami, Florida, ("City"), a municipal corporation
organized and existing under and by virtue of the laws of the State of Florida, 444 SW 2 Avenue, Miami, Florida
33130 and, Van Wagner Miami, LLC, ("Firm(s)"), FEI Number 205053402, a foreign limited liability
company, having its principal place of business at 800 Third Avenue, 28th Floor, New York, NY 10022.
RECITALS:
WHEREAS, the City requires the services of a Firm(s) to provide management services for trolley advertising
products the City wishes to pursue currently and in the future (the "Services"); and
WHEREAS, the City, on August 18, 2011, issued Request for Proposals 272271 ("RFP"), a copy of which in its
final amended form is attached as Exhibit "A" hereto and made a part hereof, to engage the services of a
professional firm(s) with adequate staff and experience to perform the Services; and
WHEREAS, Firm(s)' response to RFP 272271,9, as amended, a copy of which is attached as Exhibit "B"
("Proposal"), was selected as the most qualified proposal for the provision of the Services; and
WHEREAS, the Agreement, plus Exhibit "A", plus Exhibit "B" comprise the "Agreement Documents";
and
WHEREAS, the Miami City Commission, by Resolution No. R-13-0501, passed and adopted on December 12,
2013, approved the selection of Firm(s) for the provision of the Services, and authorized the City Manager to
execute a management agreement, under the terms and conditions set forth herein;
NOW, THEREFORE, in consideration of the mutual covenants and obligations herein contained, and subject
to the terms and conditions hereinafter stated, the parties hereto understand and agree as follows:
I. DEFINITIONS
1.0 "Advertising/Advertisement Program" shall mean category 6 (Trolley Advertising) as described in Section
3 of RFP 272271 and any amendments or addendums thereto relating to advertising on the City -owned
trolleys (the "Trolleys").
1.1 "City Commission" shall mean the local legislative body of the City of Miami.
1.2 "City Manager" shall mean the chief administrator of the City of Miami." "Assistant City Manager" shall
mean the Chief of Infrastructure/ Operations who will serve as the City Manager's principal designee for
this Agreement. References in this Agreement to the "City" without further designation or definition shall
mean the City Manager.
1.3 "Director" shall mean the Assistant City Manager.
1,4 "Third Party Businesses/Advertisers" shall mean those businesses or advertisers who wish to enter into an
agreement with the Firm(s), to promote its goods or services for sale or rent, on the Trolleys,
II. INITIAL TERM AND RENEWAL OPTIONS
The term of this agreement shall be two (2) years of operation of service commencing on the Effective Date of
this Agreement. The City Commission retains the option to extend this Contract for four (4) additional one (1)
year periods, Each renewal of this Contract is subject to the continued satisfactory performance and compliance
with the specifications, terms and conditions, as established in the RFP as determined by the City in its
reasonable discretion. All activities as described in the Scope of Services which are applicable to this
Agreement shall be undertaken, performed and completed within the term provided herein. This Agreement
will be in effect during the term indicated below.
III. PRIORITY OF PROVISIONS
3.0 If there is a conflict with this Agreement and the RFP, this Agreement shall prevail. If there is a conflict with
this Agreement and the Proposal, this Agreement shall prevail. If there is a conflict with the RFP and the
Proposal, the RFP shall prevail. Any conflicts between the Agreement and the RFP and the Proposal will be
resolved as set forth in this Article III. The City reserves the right to resolve any contradictions and to correct
any errors contained in its proposal documents, provided such corrections do not adversely affect the Firm(s)'s
rights hereunder. Any conflicts between the Request for Proposals and Addenda shall be resolved in favor of
the provisions of this Agreement.
If there is a conflict or inconsistency between any term, statement, requirement, or provision of any exhibit
attached hereto, any document or events referred to herein, or any document incorporated into the Agreement
Documents by reference, and any term, statement, requirement, or provision of the Agreement Documents, the
following order of precedence shall apply:
3.1 In the event of conflicts in the Agreement Documents the priorities stated below shall govern;
• Revisions (Amendments) to the Agreement which are executed by each of the City and the Firm(s)
shall govern over the Agreement.
• The Agreement shall govern over any Addendum to the RFP, the RFP, and the Proposal,
IV. SCOPE OF AGREEMENT
Awarded Category 6: Trolley Advertising.
Smaller wraps, to include: (1) the middle section of both sides of the trolley(s) while maintaining the
branding on both the left and right sections of each side; and (2) the full back side of the trolley(s), as shown
on Exhibit "C" attached hereto.
The Firm(s)'s obligations shall include the Scope of Services outlined in Section 3.1, Category 6, of the RFP and
in the Firm(s)'s response to the RFP, the terms of which are incorporated by reference herein. In the event of any
conflict, the terms of this Agreement shall prevail. In addition to the aforementioned responsibilities, the
Firm(s)'s obligations shall include, but are not limited to the following:
4.0 General Responsibilities
a. Marketing city -owned properties for the Advertisement Program.
b. Negotiating the highest return to the City.
c. Review of all existing and potential codes, laws, other requirements of governmental agencies having
jurisdiction over advertising and outdoor advertising, applicable policies, and procedures as they may
relate to the City's Advertisement Program.
d. Providing ongoing management services, including auditing, inspections as prescribed by Sections
18-100 through 18-102 of the City Code, which is deemed as being incorporated by reference herein,
and contract compliance and enforcement.
e. The Firm(s) shall be under the supervision of the Assistant City Manager/Chief of Infrastructure to
accomplish the Scope of Services and present its findings and recommendations to the City
Commission, if necessary.
f. As may be directed by the City Manager, the Firm(s) is expected to cooperate and fulfill requests for
information that pertain to the work.
g. The Firm(s) shall provide its own personnel, office, telecommunications, and office/ work space, except
as necessary during meetings or presentations held on City -owned properties.
4.1 Marketing and Solicitation Tasks
a. Market the Trolleys by doing the following, upon request from the City:
b. Collect and research all information concerning the Trolleys available for the Advertisement Program.
c. Prepare a comprehensive report with findings, conclusions and recommendations, including a
comprehensive timeline for complete analysis and marketing for advertising in or on the Trolleys.
d. Prepare a marketing campaign that will be disseminated to the appropriate third party
businesses/advertisers.
e. Distribute marketing information to advertisers through e-mail, flyers and/or other acceptable means, to
include the following:
i. Overview/introductory letter.
ii. Firm(s)' detailed description of the City's offers for advertising opportunities.
4.2 Contract Administration Tasks
a. Evaluate current and future revenue potential of the City's Advertisement Program;
b. Develop and recommend a plan ("Plan") for optimizing advertising opportunities and increasing
revenue to the City;
c. Implement the Plan upon the City's approval;
d. Provide ongoing management of the City's Advertisement Program;
e. Track and manage all issues and requests concerning the operation of the City's Advertisement
Program.
f. Coordinate the installation and/ or removal of advertising equipment under the City's Advertisement
Program including notification to all applicable City departments.
g. For City sponsorships or Public Service Announcements (PSAs), assist with the printing, installation
and removal of advertising materials on the inside of the Trolleys, each at the sole cost and expense of
the City;
h. Prevent any additional costs not contemplated under this Agreement to the City;
i. Prepare specifications for bidding and/or agreements;
j. Provide all personnel, equipment, and other resources necessary to operate the City's Advertisement
Program
k. Coordinate all necessary requirements pursuant all other City Departments including but not limited to
Building, Planning & Zoning, Risk Management, and Finance Departments.
1, The Firm(s) will be required to maintain separate books and accounting records each category of
advertising covered under the agreement. Such books and records shall include any revenues, costs, or
other financial items associated with the management and operation of the City's Advertisement
Program in a form and manner reasonably satisfactory to the City. These books and records shall be
open to inspection and audit by a City representative at all times during regular business hours at the
Firm(s) upon reasonable prior notice. Reference is made to the audit and inspection provisions provided
in §18-100 through §18-102 of the City Code, which are deemed as being incorporated by reference
herein.
4.3 Monitoring & Inspection Services
a. Monitor all Trolleys where the City's Advertisement Program exists. Once advertising equipment is
installed, erected or mounted on a Trolley, with the exception of normal maintenance or repair and copy
changes, the structure may not be altered without prior written approval by the City Manager, which
may not be unreasonably withheld.
b. Conduct scheduled inspections to ensure that with the City's Advertisement Program is being managed
and operated to the City's satisfaction. The Firm(s) shall provide documentation of inspection activities
performed at each location on an annual basis upon request.
c. Maintain an emergency response plan to address graffiti, major structural defects and other conditions
that, in the opinion of the City, requires immediate attention.
V. GRANT OF LICENSING RIGHTS
The City hereby grants to the Firm(s) during the term of this Agreement the exclusive authority to market,
negotiate, manage, inspect and sell advertising on the Trolleys where the Advertisement Program exists, and to
negotiate and execute agreements with Third Party Businesses/Advertisers with respect to advertisements on
the Trolleys in connection with the City's Advertisement Program. The Firm(s) and/or the Third Party
Businesses/Advertisers will retain ownership of any personal property, trade fixtures, equipment and other
temporary installations where advertising is deemed to be installed, erected or affixed thereto. However, the
Firm(s) shall be required remove the same upon the expiration of this Agreement. Furthermore, the Firm(s)
shall be required to repair all damage to the Trolleys caused by such installation and removal, at the Firm(s)'s
and/or the communications operators' expense, normal wear and tear accepted. At all times during the term of
this Agreement and/or any other agreement with the City concerning the Advertisement Program, the Firm(s)
and the Third Party Businesses/Advertisers shall not destroy, deface, damage, impair, or remove any part of the
Trolleys therein belonging to the City, nor permit any person under its control to do so.
5.1 Nothing herein contained shall be construed as an intention to grant, or as a grant of, any rights of an
exclusive nature or paramount to any rights, permits or licenses heretofore or hereinafter granted or conveyed
by the City, except for the exclusivity of the rights granted in the foregoing paragraph. This Agreement shall not
be assigned, nor shall any of Firm(s)' duties be delegated or subcontracted to any third -party without the City
Manager's express written consent, in the City Manager's sole and absolute discretion, provided, however, the
City's consent shall not be required for an assignment by the Firm(s) to (i) to an entity controlling, controlled
by, or under common control with, the Firm(s), (ii) in connection with a sale by the Firm(s) of all or
substantially all of its business or assets (regardless of the form of transaction through which such result is
achieved), and (iii) as a collateral assignment to its senior secured lenders. Notwithstanding the foregoing, and
as specified in this Agreement, Firm(s) shall be entitled to market, solicit, negotiate, and prepare agreements
with Third Party Businesses/Advertisers for the installation of advertising in or on the Trolleys and to
administer such agreements, as provided in this Agreement. However, the City Manager shall review and
approve or disapprove the advertising copy sent by Third Party Businesses/Advertisers to be posted on the
Trolleys, in its reasonable discretion. The Firm(s) shall provide the City with a copy of such advertising copy
for review and the City shall have three (3) business days from receipt to either approve or disapprove such
advertising copy. If the City does not respond within such three (3) business day period, the advertising copy
provided shall be deemed approved by the City. The City may only withhold its approval of a proposed
advertising copy if, in the City's reasonable discretion, the proposed advertisement is pornographic, obscene,
lewd, indecent or otherwise offensive or objectionable to public morals.
5.2 In the event that any agreement with any Third Party Business(es)/Advertiser(s) is terminated prior to the
expiration of its initial term or option periods for any of the Trolleys, the Firm(s) shall use its commercially
reasonable efforts to replace the previous Third Party Business/Advertiser with a new Third Party
Business/Advertiser. The term of the agreements with the new Third Party Business(es)/Advertiser(s) shall be
determined by the Firm(s) in its reasonable discretion.
5.3 Firm(s) shall not be liable to the City for the monetary default by a Third Party Business/Advertiser of its
obligations under its advertising agreement with the Firms(s). However, in the event of a termination or default
by any Third Party Business/Advertiser, the Firm(s) shall use commercially reasonable efforts to find a
replacement advertiser on the Trolley.
VI. CONDITION OF PROPERTIES
Any City -owned Trolleys that are offered by the City for the Advertisement Program will be offered in their
present "as is" condition and state of repair and without any representation by or on behalf of the City.
Furthermore, the City shall not be liable for any latent, patent or other defects on its properties.
VII. COMPENSATION
The Firm shall pay to the City as revenue earned 52.5% of gross receipts on a monthly basis, payable within
thirty (30) days following the end of each month with respect to the previous month. Gross receipts shall be
reduced by: (i) Independent third party agency commissions; and (ii) amount of any sales or excise tax levied
upon any sales, rentals, and/or services rendered and payable to the appropriate governmental authority; The
City shall not be responsible to pay any expenditures under this Agreement.
VIII. CHANGES TO THE PROPERTIES AND/OR INSTALLATION OF ADDITIONAL
EQUIPMENT
The City reserves the right at any time and from time to time to reasonably: (i) make or permit changes or
revisions in its plans for its properties, including additions to, subtractions from, rearrangements of, alterations
of, modifications of or supplements to the building areas, walkways, parking areas, or driveways, (ii) construct
other buildings or improvements on any of its properties and to make alterations thereof or additions thereto.
Furthermore, during the term of the Agreement, the City will retain the exclusive right to install and maintain
any other equipment unrelated to the Advertisement Program on its facilities, structures, or properties. In the
event that other unrelated equipment is installed on City -owned properties, the Firm(s) will cooperate with the
City regarding scheduling and other logistics, to facilitate the installation of other unrelated equipment, to the
extent applicable.
IX. COMPLIANCE WITH FEDERAL, STATE AND LOCAL LAWS
The Firm(s) shall comply with all applicable permits and approval requirements of governments having
jurisdiction over advertising or the Advertisement Program, laws, ordinances, codes, rules and regulations of
federal, state and local governments, including the City. The Firm(s) shall additionally comply with the
provisions of Section 119.0701, Florida Statutes, regarding public records.
X. LABOR STANDARDS
The Firm(s) shall assume any and all liability and responsibility under this Agreement for compliance with all
applicable labor standards, rules, requirements and laws relative to their employees and personnel.
XI. GENERAL CONDITIONS
All notices or other communications which shall or may be given pursuant to this Agreement shall be in writing
and shall be delivered by personal service, overnight courier or by registered mail addressed to the other party at
the address indicated herein or as the same may be changed from time to time. Such notice shall be deemed
given upon actual receipt or refusal thereof.
CITY
Johnny Martinez, P.E., City Manager
City of Miami
3500 Pan American Drive
Miami, Florida 33133
XII. OWNERSHIP OF DOCUMENTS
FIRM
Pablo Cremaschi
Van Wagner Miami, LLC
2610 N Miami Avenue
Miami, Florida 33127
(305) 400-7355
With a copy to:
Steven S. Pretsfelder, Esq.
Van Wagner Miami, LLC
800 Third Avenue, 28th Floor
New York, New York 10022
Upon written request, all documents developed in relation to the performance of the work done under this
Agreement by the Firm(s) shall be delivered to the City upon completion of the services required and shall
become the property of City, without restriction or limitation of its use. The Firm(s) agrees that all documents
maintained and generated hereto shall be subject to the applicable provisions of the Public Records Law,
Chapter 119, and Florida Statutes.
XIII. AWARD OF AGREEMENT
The Firm(s) warrants that it has not employed or retained any person employed by the City to solicit or secure
this Agreement and that it has not offered to pay, paid, or agreed to pay any person employed by the City any
fee, commission, percentage, brokerage fee, or gift of any kind contingent upon or resulting from the award of
this Agreement.
XIV. CONSTRUCTION OF AGREEMENT
This Agreement shall be construed and enforced according to the laws of the State of Florida.
XV. SUCCESSORS AND ASSIGNS
This Agreement shall be binding upon the parties herein, their heirs, executors, legal representatives, successors
and assigns.
XVI. INDEMNIFICATION
Firm(s) shall indemnify and hold harmless City, its officers, agents, directors, and employees, from liabilities,
damages, losses, judgments, and costs, including, but not limited to reasonable attorney's fees, to the extent
caused by the negligence, recklessness, negligent act or omission, or intentional wrongful misconduct of
Firm(s) and persons employed or utilized by Firm(s) in the performance of this Contract. Firm(s) shall, further,
hold the City, its officials and employees, harmless for, and defend the City, its officials and/or employees
against, any civil actions, statutory or similar claims, injuries or damages arising or resulting from the permitted
work, except to the extent the City, its officials and/or employees were negligent or due to the City's willful
misconduct. These indemnifications shall survive the term of this Contract. In the event that any action or
proceeding is brought against City by reason of any such claim or demand, Firm(s) shall, upon written notice
from City, resist and defend such action or proceeding by counsel satisfactory to City. The Firm(s) expressly
understands and agrees that any insurance protection required by this Contract or otherwise provided by Firm(s)
shall in no way limit the responsibility to indemnify, keep and save harmless and defend the City or its officers,
employees, agents and instrumentalities as herein provided.
The indemnification provided above shall obligate Firm(s) to defend, at its own expense, to and through
appellate, supplemental or bankruptcy proceeding, any and all claims of liability and all suits and actions of
every name and description which may be brought against City in connection with this Agreement, as required
above, whether performed by Firm(s), or persons employed or utilized by Firm(s).
This indemnity will survive the cancellation or expiration of the Contract. This indemnity will be interpreted
under the laws of the State of Florida, including without limitation and interpretation, which conforms to the
limitations of §725.06 and/or §725.08, Fla. Statutes, as amended and as applicable.
The Firm(s) agrees and recognizes that the City shall not be held liable or responsible for any claims which may
result from any actions or omissions of the Firm(s) in which the City participated either through review or
concurrence of the Firm(s)' actions. In reviewing, approving or rejecting any submissions by the Firm(s) or
other acts of the Firm(s), the City in no way assumes or shares any responsibility or liability of the Firm(s) or
Sub-Firm(s), under this Agreement.
Ten dollars ($10) of the payments made by the City constitute separate, distinct, and independent consideration
for the granting of this Indemnification, the receipt and sufficiency of which is acknowledged by the Firm(s).
XVII. CONFLICT OF INTEREST
17.1 The Firm(s) covenants that no person under its employ who presently exercises any functions or
responsibilities on behalf of the City in connection with this Agreement has any personal financial interests,
direct or indirect, with the Firm(s). The Firm(s) further covenants that, in the performance of the Agreement,
no person having such conflicting interest shall be employed. Any such interest on the part of the Firm(s) or its
employees must be disclosed in writing to the City.
17.2 The Firm(s) is aware of the conflict of interest laws of the City, Miami City Code §2-611, Miami -Dade
County, Florida, Miami -Dade County Code § 2-11.1; and the State of Florida, Chapter 112, Part III, Florida
Statutes, as amended, and agrees that it shall fully comply in all respects with the terms of said laws.
XVIII. INDEPENDENT FIRM(S)
The Firm(s), its employees, agents or representatives, shall be deemed to be independent Firm(s)s and not
agents or employees of the City and shall not attain any rights or benefits under the civil service or pension
ordinances of the City, or any rights generally afforded classified or unclassified employees. Firm(s), its
employees, agents or representatives, shall not be entitled to Florida Workers' Compensation benefits as an
employee of the City.
XIX. FIRM(S)' PERSONNEL
The Firm(s) agrees that the personnel identified on Exhibit "D" of this Agreement will be those individuals that
are assigned to the Project, and that the assignment of such individuals is a material term of this Agreement.
Firm(s) agrees to promptly notify the City in writing of the identity of any individuals that it desires to assign to
perform the Services as a replacement for, or in addition to the individuals named and listed in the Proposal. The
Firm(s) shall require the designated manager to remain in charge and available during scheduled activities.
The Firm(s) manager must be available to take telephone calls during scheduled activities.
XX. INSURANCE
Within ten (10) days after receipt of the Notice to Proceed, the Firm(s) shall furnish Evidence of Insurance to
the Purchasing Department, if applicable. Submitted evidence of coverage shall demonstrate strict compliance
to all requirements listed on the Special Conditions entitled "Insurance Requirements." The City shall be listed
as an "Additional Insured." Issuance of a Purchase Order is contingent upon the receipt of proper insurance
documents. If the insurance certificate is received within the specified time frame but not in the manner
prescribed in this Agreement the Firm(s) shall be notified in writing of such deficiency and shall have an
additional five (5) calendar days to submit a corrected certificate to the City. If the Firm(s) fails to submit the
required insurance documents in the manner prescribed in this Agreement within fifteen (15) calendar days
after receipt Notice to Proceed, the Firm(s) shall be in default of the contractual terms and conditions and shall
nd
not be awarded the contract. The Firm(s) shall furnish to the City of Miami c/o Risk Management, 444 SW 2
d,
Avenue, 9 Floor, Miami FL, 33130, Certificate(s) of Insurance which indicate that insurance coverage has
been obtained which meet the requirements as outlined below:
I. Commercial General Liability
A. Limits of Liability
Bodily Injury and Property Damage Liability
Each Occurrence $1,000,000
General Aggregate Limit $ 2,000,000
Products/Completed Operations $ 1,000,000
Personal and Advertising Injury $1,000,000
B. Endorsements Required
City of Miami included as an additional insured
Contingent Liability & Contractual Liability
Primary Insurance Clause
Premises & Operations Liability
II. Business Automobile Liability
A. Limits of Liability
Bodily Injury and Property Damage Liability
Combined Single Limit
Any Auto/Owned Autos/Scheduled
Including Hired, Borrowed or Non -Owned Autos
Any One Accident $ 1,000,000
B. Endorsements Required
City of Miami included as an Additional Insured
III. Worker's Compensation
A. Limits of Liability
Statutory -State of Florida
Waiver of subrogation
Employer's Liability
A. Limits of Liability
$500,000 for bodily injury caused by an accident, each accident.
$500,000 for bodily injury caused by disease, each employee
$500,000 for bodily injury caused by disease, policy limit
IV. Excess Liability (Excess Follow Form)
A. Limits of Liability
Each Occurrence $1,000,000
Policy Aggregate $1,000,000
City of Miami listed as an additional insured
V, Professional Liability/Error's & Omissions
A. Limits of Liability
Bodily Injury and Property Damage Liability
Each Claim $1,000,000
Aggregate $1,000,000
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, or in
accordance to policy provisions.
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.
XXI. TERMINATION
The City Manager on behalf of the City of Miami reserves the right to terminate this contract by written notice
to the Firm(s) effective the date specified in the notice should any one of the following apply:
21.1. The Firm(s) is determined by the City to be in breach of any of the terms and conditions of the Agreement
and such breach is not cured within thirty (30) days of receipt of written notice thereof (or if such default is of
the type that it cannot reasonably be cured within such thirty (30) day period, so long as the Firm(s) has
diligently commenced to cure such default, such additional period of time required to cure such default not to
exceed an additional thirty (30) days) or of any other Agreement the Firm(s) has with a Florida public agency
beyond any applicable notice and cure period;
21.2. The City Manager has determined that such termination will be in the best interest of the City to terminate
the Agreement for its own convenience;
21. 3. Funds are not available or allocated to cover the cost of the goods and/or services reduction of funds or a
change in applicable laws or regulations. The City's obligation is contingent upon the availability and allocation
of appropriate funds and applicable regulations.
21.4. The Firm(s) is debarred by the City or by another Florida public agency.
21.5 In the event of a Termination by the City the Firm(s) shall have no recourse against the City other than
payment of fees due the Firm(s) prior to the effective date of Cancellation. Neither the City nor the Firm(s) will
be liable for lost profits, direct, indirect, special or other damages or for claims for loss of business, business or
contract relations or any other claims or actions other than payment of fees due under the Agreement throughout
the date of termination.
XXII. NONDISCRIMINATION
The Firm(s) agrees as indicated in the RFP (Section 1.54, Nondiscrimination) that it shall not discriminate as to
race, color, creed, national origin, religion, age or disability in connection with its performance hereunder.
XXIII. DEFAULT
If the Firm(s) fails to comply with the terms and conditions of this Agreement, or fails to perform hereunder
beyond any applicable notice and cure period, or files for bankruptcy or provides assignment or transfer to
creditors, then the City, at its sole option upon written notice, may cancel and terminate this Agreement, and all
payments, advances, or other compensation paid to the Firm(s).
XXIV. FORCE MAJEURE
Neither party shall be liable for failure or delay in performing obligations set forth in this Agreement, and
neither party shall be deemed in breach of its obligations, if such failure to delay is due to national disasters,
strike, lock -out, or other industrial or transportation disturbances, law, regulation or ordinance, or any causes
reasonably beyond the control of such party.
XXV. APPLICABLE LAW AND VENUE
This Agreement shall be interpreted and construed in accordance with and governed by the laws of the state of
Florida. Venue shall be in Miami -Dade County, Florida. Each party shall bear its own attorney's fees (except
if the City must bring a claim to enforce the provisions of Article XIII, Indemnification against the Firm(s).)
The parties knowingly, voluntarily and consensually waive the right to a jury trial or to file permissive
counterclaims in any dispute between them arising out of this Agreement.
XXVI. AUDIT AND INSPECTIONS
The Firm(s) shall maintain all project records as requested by the City. All project records prepared by the
Firm(s) shall be owned by the City and shall be made available to the City at no additional charge. The Firm(s)
shall maintain all books, records, documents, accounting ledgers, and similar materials relating to work
performed for the City under this Agreement on file for at least four years following the date of final payment to
the Firm(s) by the City. The above records retention requirement shall include daily driver logs, medical
examinations, as well as all other books, records, and documents, as applicable and maintained by the Firm(s) in
accordance with its normal business practices. Any duly authorized representative of the City shall have
access to such records for the purpose of inspection, audit, and copying at reasonable times during the Firm(s)'s
usual and customary business hours and upon reasonable prior notice. The Firm(s) shall report in-service
hours to the City within twenty-four hours of a written request, unless otherwise specified.
The Firm(s) will develop annual financial reports with respect to the services performed under this Agreement
for distribution to the City.
At any time during normal business hours, upon reasonable prior written notice, and as often as the City may
deem necessary, there shall be made available to the City and/or representatives of the City to audit, examine,
and make audits of all contracts, invoices, materials, payrolls, records of personnel, conditions of employment
and other data relating to all matters related to this Agreement. It is further understood that all records and
supporting documents pertaining to this Agreement shall be maintained for a minimum period of four years.
The retention and access period starts from the date of the submission of the annual performance and evaluation
report in which the specific activity is reported for the final time. The Firm(s) must request approval from the
City before disposing of any records under this Agreement prior to the expiration of such four (4) year period.
If any litigation, claim, negotiation, audit or other action involving the records has been started before the
expiration of the four year period, the records must be retained until completion of the action and resolution of
all issues which arise from it or until the end of the four year period, whichever is later. The Firm(s) must
maintain records necessary to document compliance with the provisions of the Agreement. The Firm(s)
acknowledges that additionally the City has the audit and inspection rights set forth in § 18-100 to §18-102, City
Code, as amended.
XXVII. ENTIRE AGREEMENT
This Agreement and its attachments and exhibits constitute the sole and only Agreement of the parties and
accurately set forth the rights, duties, and obligations of each to the other. Any prior Agreements, promises,
negotiations, or representations not expressly set forth in this Agreement are of no force and effect.
XXVIII. AMENDMENT
No amendments to this Agreement shall be binding on either party unless in writing and signed by both parties.
XXIX. MISCELLANEOUS
29.0 Captions, title and paragraph headings are for convenient reference and are not a part of this Agreement.
Such captions, title or paragraph headings shall not be deemed in any manner to modify, explain, enlarge or
restrict any of the provisions contained in this Agreement.
29.1 Subject to the provision of Article III, in the event of conflict between the terms of this Agreement and any
terms or conditions in any attached document; the terms in this Agreement shall prevail.
29.2 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.
29.3 Should any provisions, paragraph, sentence, work 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 provisions, paragraphs, sentences, words or phrases shall be deemed
modified to the extent necessary in order to conform with such laws (provided there is no adverse effect to the
Firm(s)), or if not modifiable to conform with such laws, then same shall be deemed severable, and in either
event, the remaining terms and provisions of this Agreement shall remain unmodified and in full force and
effect.
29.4 Further Assurances. All parties hereto upon the written request of any other party shall execute such further
instruments or documents as may be reasonably required by the requesting party to implement the terms,
conditions and provisions of this Agreement.
29.5 Third Party Beneficiary. Firm(s) and the City agree that it is not intended that any provision of this
Agreement establishes a third party beneficiary giving or allowing any claim or right of action whatsoever by
any third party under this Agreement.
29.6 Performance Evaluations. The City conducts performance evaluations during and after completion of
agreements with the Firm(s), which are used as a basis for the awarding of future work as well advising the
Firm(s) of its performance.
29.7 Discretion of the Director. Any matter not expressly provided for herein or in the Agreement Documents,
Proposal or RFP dealing with the City or decisions of the City shall be within the exercise of the reasonable
professional discretion of the Director or the Director's authorized designee.
29.8 Public Records. Firm shall comply with the provisions of Section 119.0701, Florida Statutes.
Firm(s) has been procured and is being engaged to provide Services to the City as an independent Firm(s), and
not as an agent or employee of the City. Accordingly, Firm(s) shall not attain, nor be entitled to, any rights or
benefits under the Civil Service or Pension Ordinances of the City, nor any rights generally afforded classified
or unclassified employees. Firm(s) further understands that Florida Workers' Compensation benefits available
to employees of the City are not available to Firm(s), and agrees to provide workers' compensation insurance
for any employee or agent of Firm(s) rendering services to the City under this Agreement.
IN WITNESS WHEREOF, the parties hereto have caused this instrument to be executed by the respective
officials thereunto duly authorized, this the day and year first above written.
Attest:
Todd Hannon
City Clerk
(SEAL)
CITY OF MIAMI, a municipal
Corporation of the State of Florida
Johnny Martinez, P.E.
City Manager
Approved as to Insurance: Approved as to Legal Form:
Calvin Ellis
Risk Management Director
Attest:
Corporate
(SEAL)
(Corporate Secretary)
Victoria Mendez
City Attorney
VAN WAGNER MIAMI, LLC
Signature
Firm Representative
Firm Representative's Title
(Must be Authorized Corporate Officer)
Exhibit A
"Request for Proposals No. 272271,9"
KENNETH ROBERTSON JOHNNY MARTINEZ, P.E.
Chief Procurement Officer City Manager
ADDENDUM NO. 9
RFP No. 272271.8 February 3, 2012
Request for Proposals (RFP) for Advertisement Programs
TO: ALL PROSPECTIVE PROPOSERS:
This is the final addendum to this RFP, addressing all pending issues before the RFP new closing date and time.
The following changes, additions, clarifications, and deletions amend the RFP documents of the above captioned RFP, and shall
become an integral part of the Contract Documents. Words and/or figures stricken through shall be deleted. Underscored words
and/or figures shall be added. The remaining provisions are now in effect and remain unchanged. Please note the contents herein and
reflect same on the documents you have on•hand.
The RFP closing date and time has been changed to Wednesday, February.15, 2012. at 1:00-p.m.
The title of the RFP has been amended to read as follows:
Request for Proposals (RFP) for Advertisement Programs & Advertising Sales Support
Section 3.1. SPECIFICATIONS/SCOPE OF WORK has been amended as follows:
The City of Miami (City) is soliciting proposals from qualified firms to identify potential partners for certain current
advertising products the City wishes to pursue immediately, as well as potential products the City may pursue in the future. In
---
revenue enhancement initiatives.
The RFP process would be used to secure the services of one or more companies, for one or more of the following
advertising categories:
1) Parking Stripes advertising
2) Digital/Display Elevator Advertising (elevators in City buildings)
3) Other advertising opportunities (non -Parking)
4) Advertising Sales Support,
5) Naming Rights to City Parks
6) Trolley Advertising
z,pnpvz 4
sales, including local and national advertisers. The selected proposer will work jointly xith the City's Development
city products.
Section 2.1. PURPOSE has been amended as follows:
The purpose of this Solicitation is to establish a contract, for Advertisement Programs & Advertisement Sales Support, as
specified herein, from a source(s) of supply that will give prompt and efficient service fully compliant with the terms,
conditions and stipulations of the solicitation.
Addendum No, 9 February 3, 2012
RFP No. 272271,8
Section 2.6. PROPOSER'S MINIMUM QUALIFICATIONS has been amended as follows:
Advertising Sales Support:
Section 2.7. CONTRACT EXECUTION has been amended as follows:
The selected Proposer(s) evaluated and ranked in accordance with the requirements of this Solicitation, shall be awarded an
opportunity to negotiate a contract ("Contract") with the City in substantially the attached form labeled "Attachment A -
Professional Services Agreement" and available via the Header section to this RFP. The City reserves the right to execute or
not execute, as applicable a Contract with the selected Proposer(s) that is determined to be most advantageous and in the
City's best interest, Such Contract will be furnished by the City, will contain certain terms as are in the City's best interests,
and will be subject to approval as to legal form by the City Attorney.
Section 2.9. INSURANCE REQUIREMENTS has been amended as follows:
(1) Worker's Compensation
A. Limits of Liability - Statutory - State of Florida
Waiver of subrogation
(2) Commercial General Liability:
B. Endorsements. Required:
City of Miami included as an Additional insured. Employees included as insured.
Contingent Liability & Contractual Liability
Primary Insurance Clause
Premises & Operations Liability
Liability.
(4) Employer's Liability
A. Limits of Liability
$4-500,000 for bodily injury caused by an accident, each accident
$-1-500,000 for bodily injury causedby disease, each employee
(6) Excess Liability (Excess Follow Form)
A. Limits of Liability
Each Occurrence
Policy Ago-regate
$1,000,000
$1,000,000
ALL OTHER TERMS AND CONDITIONS OF THE RFP REMAIN THE SAME.
Sincerely,
Kenneth Robertson
Director/Chief Procurement Officer
KR/ms
Page 2
i ' 'faith
KENNETH ROBERTSON JOHNNY MARTINEZ, P.E.
Chief Procurement Officer City Manager
1YCI n
,
ADDENDUM NO 8
RFP No. 272271.7 January 13, 2011
Request for Proposals (RFP) for Advertisement Programs &
Advertising Sales Support
TO: ALL PROSPECTIVE PROPOSERS:
The following changes, additions, clarifications, and deletions amend the RFP documents of the above
captioned RFP, and shall become an integral part of the Contract Documents. Words andfor figures
stricken through shall be deleted. Underscored words and/or figures shall be added. 'The remaining
provisions are now in effect and remain unchanged. Please note the contents herein and reflect same on
the dobunients you have.on hand... . .
The RFP closing date and time has been changed to Friday, February 3, 2012 at 1:00 p.m.
ALL OTHER TERMS AND CONDITIONS OF THE RFP REMAIN THE SAME.
Sincerely,
KR/ ms
Cc: RFP File .
Kenneth Robertson
Director/Chief Procurement Officer
Page 1
KENNETH ROBERTSON JOHNNY MARTINEZ, P.E.
Chief Procurement Officer City Manager •
'ADDENDUM NO. 7
RFP No. 272271.6 November 30,2011
Request for Proposals (RFP) for Advertisement Programs &
Advertising Sales Support
TO: ALL PROSPECTIVE PROPOSERS:
The following changes, additions, clarifications, and deletions amend the RFP documents of the above
captioned RFP, and shall become an integral part of the Contract Documents. Words and/or figures
stricken through shall be deleted. Underscored words and/or figures shall be added. The remaining
provisions are now in effect and remain unchanged. Please note the contents herein and reflect same on
the -documents -you- have -on -hand.
The RFP closing date and time has been changed to Friday, January 13, 2012 at•1:00 p.m.
ALL OTHER TERMS AND CONDITIONS OF THE RFP REMAIN THE SAME.
KR! ms
Cc: RFP File
Sincerely,
9 A
Kenneth Robertson
Director/Chief Procurement Officer
Page 1
KENNETH ROBERTSON JOHNNY MARTINEZ, P.E.
Chief Procurement Officer City Manager
ADDENDUM NO. 6
• RFP No. 272271.5 November 2, 2011
Request for Proposals (RFP) for Advertisement Programs &
Advertising Sales Support
TO: ALL PROSPECTIVE PROPOSERS:
The following changes, additions, clarifications, and deletions amend the RFP documents of the above
captioned RFP, and shall become an integral part of the Contract Documents. Words and/or figures
stricken through shall be deleted. Underscored words and/or figures shall be added. The remaining
provisions are now in effect and remain unchanged. Please note the contents herein and reflect same on
the .documents you have on hand.
The RFP closing date and time has been changed to Thursday, December 1, 2011 at 1:00 p.m.
ALL OTHER TERMS AND CONDITIONS OF THE RFP. REMAIN THE SAME.
Sincerely,
Kenneth Robertson
Director/Chief Procurement Officer
KR/ ms
Cc: RFP File
Page 1
KENNETH ROBERTSON JOHNNY MARTINEZ, P.E.
Chief Produrewent Officer City Manager
ADDENDUM NO.5
RFP No. 272271.4 October 6, 2011
Request for Proposals (RFP) for Advertisement Programs &
Advertising Sales Support
TO: ALL PROSPECTIVE PROPOSERS:
The following changes, additions, clarifications, and deletions amend the RFP documents of the above
captioned RFP, and shall become an integral part of the Contract D.ocuments. Words and/or figures
stricken through shall be deleted. Underscored words and/or figures shall be added. The remaining
provisions are now in effect and remain unchanged. Please note the contents herein and reflect same on
the documents you have on hand.
The RFP closing date and time has been changed to Thursday, November 3, 2011 at 1:00 p.m.
Additional advertising categories will be included as part of the Scope of Work, and a mandatory pre -
proposal meeting will be scheduled for this RFP. Once available, more detailed information. will be
provided to all prospective proposers via an addendum.
ALL OTHER TERMS AND CONDITIONS OF THE RFP REMAIN THE SAME.
Sincerely,
e.e,-
1./,19XdL
Kenneth Robertson
Director/Chief Procurement Officer
KR/ ms
Cc: RFP File
Page 1
KENNETH ROBERTSON JOHNNY MARTINEZ, P.E.
Chief Procurement Officer Cily Manager
ADDENDUM NO. 4
RFP No. 272271.3 September 14, 2011
Request for Proposals (RFP) for Advertisement Programs &
Advertising Sales Support
TO: ALL PROSPECTIVE PROPOSERS:
The following changes, additions, clarifications, and deletions amend the RFP documents of the above
captioned RFP, and shall become an integral part of the Contract Documents. Words and/or figures
stricken through shall be deleted. Underscored words and/or figures shall be added. The remaining
provisions are now in effect and remain unchanged. Please note the contents herein and reflect same on
the documents you have on hand.
The RFP closing date and time has been changed to Friday, October 7, 2011 at 1:00 p.m.
ALL OTHER TERMS AND CONDITIONS OF THE RFP REMAIN THE SAME.
KR/ ms
Cc: RFP File
Sincerely,
�s 9
enneth Robertson
Director/Chief Procurement Officer
Page 1
KENNETH ROBERTSON JOHNNY MARTINEZ, P.E.
Chief Procurement Officer City Manager
ADDENDUM NO. 3
RFP No. 272271.2 September 1, 2011
Request for Proposals (RFP) for Advertisement Programs & Advertising Sales Support
TO: ALL PROSPECTIVE PROPOSERS:
The following changes, additions, clarifications, and deletions amend the RFP documents of the above captioned RFP,
and shall become an integral part of the Contract Documents. Words and/or figures stricken through shall be
deleted. Underscored words and/or figures shall be added. The remaining provisions are now in effect and remain
unchanged. Please note the contents herein and reflect same on the documents you have on hand.
The RFP closing date and time has been changed to Friday, September 16, 2011 at 1:00 p.m.
Section.2.3. TERM OF CONTRACT has been amended as follows:
(1) Thetermof the Contract(s) shall be for one (1) two (2), years with an option to renew for four (4) additional one
(1) year periods.
Section 2,9. INSURANCE REQUIREMENTS has been amended as follows::
(5) ProfessionaLLiability/Errors and .Omissions. Coverage
A. Limits of Liability
Combined Single Limit. Each Claim $2,000,000 $1,000,000
General Aggregate Limit $9,000,000 $1,000.000
Section 3.1. SPECIFICATIONS/SCOPE OF WORK has been emended to reflect an additional advertising category,
as follows:
6) Trolley Advertising
Trolley Advertisement Program and Sales Support Objective (Refer to Header Attachments for pictures and
technical specifications of the Trolleys)
The City wishes to engage a qualified firm to provide project management services for advertising and sales support
services for the proposed City of Miami Trolley System. The City desires to maximize revenue potential from the sale
of advertising space on the interior and exterior of the trolleys in order to help defray the cost of operating the trolley
service.
Trolley System
The City's proposed trolley system consists of four (4) interconnected routes (as further described below and as
depicted on the attached route map) totaling over 30 miles in length with the objective of augmenting the existing
regional transit system (MetroBus, MetroRail, and MetroMover) and providing premium public transportation service to
the following corridors and communities in the City of Miami: Health District/Civic Center, Marlins Stadium, Brickell
Avenue, Biscayne Boulevard, Omni, Allapattah, Overtown, and Coral Way. A future extension of the BrickellfBiscavne
Trolley route is being proposed to serve Midtown and the Design District. At this time, operating hours for the trolley
Page 1
Addendum No. 3 September 1, 2011
RFP No. 272271,2
service currently consists of Monday — Saturday service from .6:30AM — 8:OOPM and are subject to change.
Frequency of service is anticipated to range from 10 minutes during peak times to 20 minutes during off-peak periods.
The City anticipates using its trolleys to also provide charter service for special events as well as extended hours of
service at its sole discretion. The trolley system is anticipated to attract over 5,000 riders per day, and, at this time, it
has not been determined if the City will charge a fare.
Health/Stadium District Trolley
The City, in collaboration with the Miami Partnership (coalition of major area stakeholders in the Health District/Civic
Center) and the FDOT, has finalized the routes and stop locations for the Health District Trolley. The proposed loop
has been endorsed by the Miami Partnership, City Commission, and the FDOT which is providing state funds for the
operation and maintenance of the initial route for a 3-year period. The trolley will operate on a 2-way loop within the
Health District area, the second largest employment center in the County, and the route will extend to the Marlins
Stadium via NW 12th Avenue. This trolley will connect to the Civic Center Metrorail Station on NW 12th Avenue and to
the Allapattah/Overtown route described below. in addition, the trolley service will serve over 14 major facilities and 9
parking garages in the area. including University of Miami Hospital, Jackson Memorial Hospital, Veterans
Administration Hospital, Miami -Dade College, County Courts. State Attorney's Office, and other judicial, educational,
research. and civic institutions in the area, as well as service the Marlins Stadium as part of its scheduled route.
Based on a systemwide modeling analysis completed in November 2010, this route is anticipated to attract over 900
riders daily with a proposed $1.00 fare structure.
Brickell/Biscayne Trolley
This trolley will connect to the Brickell Metrorail/Metromover Station located at SW 1st Avenue where a connection to
the future Coral Way Trolley will be provided. The loop extends from SE 26th Road on the south to the Omni/Margaret
Pace Park on the north serving the Brickell, Downtown, and Omni areas and connecting to numerous Metromover
stations along the route. In addition, the trolley will operate along Flagler Street to serve the downtown core as well as
venues along the route such as the Adrienne Arsht Center for the Performing Arts, the American Airlines Arena,
Bayside Marketplace, Museum Park, and Bayfront Park. The City anticipates using the existing Miami Parking
Authority parking lot under the I-95/Rickenbacker Causeway flyover as a park -and -ride facility for trolley users. This
trolley route was developed in collaborationwith•the DDA, BHA, the•Brickell Area. Association (BAA),•area
stakeholders, MDT. and FDOT. Based on a systemwide modeling analysis completed in November 2010. this route is
anticipated to attract over 1,500 riders daily with a proposed $1.00 fare structure.
Overtown/Allapattah Trolley
The Allapattah/Overtown Trolley is planned to provide service in the Allapattah and Overtown communities and to
connect to the Health/Stadium District and Brickell/Biscayne Trolleys. The City, in collaboration with area
stakeholders. is in the process of developing a service plan for this route with the specific stop locations and hours of
operation. •Further, we anticipate seeking a funding contribution from the FDOT for 50% of the operational and
maintenance costs of the service for a 3-year start-up period. In Allapattah, the loop is intended to serve dozens of
retail and commercial establishments along NW 20th Street from NW 17th Avenue to NW 27th Avenue and will include a
stop at the MPA parking garage located on NW 21st Street. In Overtown. the loop is intended to serve the Folk -Life
Village, schools and parks. and commercial establishments via NW 3rd Avenue. in addition, this loop will connect to
the Health/Stadium District Trolley at Jackson Memorial Hospital and to the Brickell/Biscayne Trolley at Omni via
NW/NE 14th Street. This connection will facilitate access to jobs and enhanced public transit between the Allapattah
and Overtown communities and major employment centers in the City as well as provide convenient access to points
of interest within the communities. Based on a systemwide modeling analysis completed in November 2010, this route
is anticipated to attract over 1,400 riders daily with a proposed $1.00 fare structure.
Coral Way Trolley
The Coral Way-Brickell Trolley is planned to operate along Coral Way serving the commercial. retail, and residential
locations along the corridor. The service is proposed to extend from the Brickell Metrorail/Metromover Station at SW
1StAvenue on the east (where a connection to the Brickell/Biscayne Trolley will be provided) to the City of Coral
Gables Trolley that operates along Ponce de Leon Blvd. in the City of Coral Gables. The City, in collaboration with
area stakeholders. is in the process of developing a service plan for•this route with the specific stop locations•and• •
Page 2
Addendum No. 3 September 1, 2011
RFP No. 272271.2
hours of operation: and, furthermore, we intend seeking a funding contribution from the FDOT for 50% of the
operational and maintenance costs of the service for a 3-year start-up period. Based on a systemwide modeling
analysis completed in November 2010, this route is anticipated to attract over 700 riders daily with a proposed $1.00
fare structure.
'Trolley Vehicles
The City has purchased twelve (12) Classic American Trolleys 32' in length, with a seating capacity of approximately
30 passengers, to provide trolley service along the Health/Stadium District and Brickell/Biscayne Trolley Routes. This
service is anticipated to begin in early 2012. The City is in the process of purchasing 16 — 21 additional Classic
American Trolleys, 27' in length, with a seating capacity of approximately 25 passengers. These additional trolleys are
anticipated to arrive in mid-2012 and will be used to provide service along the Coral Way and Allapattah/Overtown
Trolley routes. All trolley vehicles are being manufactured in compliance with all Federal Transit Administration (FTA)
and Florida Department of Transportation (FDOT) specification requirements for public transit vehicles and in
compliance with the City's desired vehicle specifications, attached herein, including air-conditioned interiors, oak -slat
benches, oak wood interiors, brass railings, and electric wheelchair lifts. The exterior paint scheme of the trolleys will
be the official City colors of orange, green. and white as depicted in the attached drawing. Ali Classic American Trolley
vehicles are 134" in height regardless of length.
Trolley Advertising Program and Sales Support
The City desires to maximize revenue potential from the sale of advertising space on the trolleys in order to help defray
the cost of operating the trolley service. As such, advertisement space will be provided on the exterior (rear and
sides) and interior of the trolleys as depicted in the attached drawings. The interior of the trolleys will be equipped with
oak rails near the soffit for advertisements (as depicted in the attached drawings): and the exterior sides of the trolleys
will be equipped with aluminum advertisement racks as depicted in the attached drawings. Further, with regards to
interior advertising opportunities, the City wishes to explore the possibility of using a flat screen TV mounted on -board
the trolley to show advertisements to passengers. With regards to the exterior advertising, space will be provided in
the rear and sides of the trolleys as depicted in the attached drawings. Although the City will allow advertisements on
the exteriors of the trolleys, the City's desire is to maintain a clean and attractive exterior, free of visual clutter which
could.potentially detract from the image and unique aesthetic characteristics of the Classic American Trolley.. As such,
it is the City's preference to not have the trolley exterior. including windows, wrapped with advertising or any material
that adheres to the exterior and/or which is not conducive to daily washing or which the City may consider detrimental
to the aesthetic and unique exterior features of the Classic American Trolley. The trolley advertisement program is
further subject to the following specifications and provisions.
1. RIGHT TO CHANGE TROLLEY OPERATION: The City has the right to make changes to the trolley operation
at any time. Such changes can include, but are not limited to, changes to service alignments, stop locations,
hours of operations, number of trolleys in service, areas served, fare structure and fare collection system, and
terminating trolley service for convenience.
2. ADVERTISING MATERIAL: The advertising material should be static. non -glaring, and must conform to all
applicable City, County, State, and Federal laws for motorized vehicle operation on public -right-of-way.
Advertising should not cause temporary or long-term damage or harm to trolley vehicles, trolley riders, city
residents, or other users of the transportation system. The City is not liable for any damages or lawsuits
arising out of trolley advertising. •
3. RIGHT TO REFUSE UNACCEPTABLE ADVERTISING: The purpose of this advertising program is to
maximize the revenues of the City's trolley system and not to create a public forum for the public discussion of
political or controversial issues. The City will not accept advertising that directly or indirectly supports or
opposes a particular candidate, political cause or issue or that advocates or opposes a particular religion or
religious belief. Acceptable advertising will be limited to that which proposes, directly or indirectly, a legal,
commercial transaction that, in the sole discretion of the City, will reflect favorably upon the City's trolley
system, its riders and the long term use of this advertising space for the generation of revenues. This
Page3
Addendum No. 3 September 1, 2011
RFP No. 272271.2
advertising may include the promotion of the City and surrounding areas as destinations for tourists or future
development.
The City reserves the right to refuse any advertising that does not conform to the City and to any applicable
requirements of the Federal Transit Administration (FTA), the Florida Department of Transportation (FDOT),
and any other governmental agency with authority.to regulate this usage on public right-of-way. The City
reserves the right to refuse advertising that is not presented to the City at least three (3) business days before
the requested start date. The City may. at its sole discretion, refuse to place and install other advertising that it
deems to be inappropriate considering thepurpose and intent of this advertising program.
Contractor Responsibilities
1. Successful Proposer is responsible for day-to-day maintenance, installation, removal of advertising
and/or advertising equipment (LCD, etc), and management of the Advertisement Program.
2. City is not responsible for any lost revenue to the Vendor if the trolley system cannot remain in
operation for the contract term due to funding constraints, natural and/or man-made events, or
termination for convenience.
Additionally, please find below Questions from prospective proposers and the City's Answers to those Questions
received before the stipulated due date:
QI: As certain assets may require a significant capital expenditure, can agreements to operate and develop specific
assets run over the one year plus four one year. extensions?
Al: The City has amended the Term of the Contract. Refer to amended Section 2.3.
Q2: We are very interested in your RFQ and I'd like to request an extension from the current 9/6 deadline date to
9/20.
• •A2: • •The•RFP closing date.and•time has been •changed to. Friday,.September•16; 201.1,at•1:00.p.m
Q3: I was unable to find the listed assets/real estate/properties within the document.
A3: This information is not available at this time.
Q4: The 1-year term with subsequent 1-year extensions is very challenging with respect to such issues as CapEx
and sales.
A4: Refer to Q1.
ALL OTHER TERMS AND CONDITIONS OF THE RFP REMAIN THE SAME,
KR/ ms
Cc: RFP File
Sincerely,
7621A.,
Kenneth Robertson
Director/Chief Procurement Officer
Page 4
KENNETH ROBERTSON JOHNNY MARTINEZ, P.E.
Chief Procurement 0ffi cer . City Manager
ADDENDUM NO. 2
RFP No..272271 August 24, 2011
Request for Proposals (RFP)'for Advertisement Programs & Advertising Sales Support
TO: ALL PROSPECTIVE PROPOSERS:
The following changes, additions, clarifications, and deletions amend the RFP documents of the
above captioned RFP, and shall become an integral part of the Contract Documents. Words
and/or figures stricken through shall be deleted. Underscored words and/or figures shall be
added. The remaining provisions are now in effect and remain unchanged. Please note the
contents herein and reflect same on the documents you have on hand.
Section 5. Evaluation Criteria has been amended as follows:
Proposer's experience and qualifications in providing advertising programs
Past Porformancc in implomcnting a similar advcrtising
235 points
10 Points
Line Item No. `1 has been amended as follows:
Disregard this line item. Please refer to Attachment for the Financio' Proposal -the Submission
Requirements, Section 7. Revenue to the City
ALL OTHER -TERMS AND CONDITIONS OF THE RFP REMAIN THE SAME.
KR/ pv
Cc: RFP File
Sincerely,
Kenneth Robertson
Director/Chief Procurement Officer
Page 1
KENNETH ROBERTSON JOHNNY MARTINEZ, P.E.
Chief Procurement Officer City Manager
ADDENDUM NO. 1
RFP No. 272271 August 18, 2011
Request for Proposals (RFP) for Advertisement Programs & Advertising Sales Support
TO: ALL PROSPECTIVE PROPOSERS:
The following changes, additions, clarifications, and deletions amend the RFP documents of the
above captioned RFP, and shall become an integral part of the Contract Documents. Words
and/or figures stricken through shall be deleted. Underscored words and/or figures shall be
added. The remaining provisions are now in effect and remain unchanged. Please note -the
contents herein and reflect same on the documents you have on hand.
CHANGES -TO THE RFP SOLICITATION DOCUMENT
Prospective Proposers shall take note that by means of this Addendum No. 1, a fifth
advertising category, "Naming Rights to City Parks", has been added to the Section 3.
Specifications on Page 30 of the RFP solicitation document as reflected immediately below:
3. Specifications
SPECIFICATIONS/SCOPE OF WORK
'The City of Miami (City) is soliciting proposals from qualified firms to identify potential partners for
certain current advertising products the City wishes -to pursue immediately, as well as potential
products the City may wish to pursue.in the future. In addition, the City is looking to at securing
advertising sales support services, on an as -needed basis, as part of the City's revenue
enhancement initiatives.
This RFP process would be used to .secure the services of one or more companies, for one or
more of the following advertising categories:
1) Parking Stripes Advertising
2) DigitaVDisplay Elevator Advertising (Elevators in City Buildings)
3) Other Advertising Opportunities (Non -Parking)
4) Advertising Sales Support
5) Naming Rights to City' Parks
The City would require interested proposals to respond to each category for which they are
interested in partnering, allowing the flexibility to select the vendor that would provide the best
value and financial return to the City in each, stand-alone category. However, vendors would be
Page I
permitted to submit proposals that reflect potential benefits to the City if they are selected for more
than one category (for example, increased revenues if selected to provide both mast arm and
parking stripe advertising). Responses to #3 above will be open-ended, allowing proposers to
recommend additional concepts for our consideration. All of the proposals will be reviewed to
ensure consistency with existing Code, as well as to ensure that the proposal meets our aesthetic
expectations. The City will retain the right and ability to identify the quantity and location of any
proposed advertising program to ensure that it meets our expectations in terms of aesthetics.
Advertising Sales Support:
The City is interested in securing advertising sales support services to assist City staff in the sales
of advertising for existing products managed directly by the City. Interested respondents must
demonstrate experience and a track record in advertising sales, including local and national
advertisers. The selected proposer will work jointly with the City's Development Coordinator in
developing and implementing sales kits relating to specific City products."
ALL OTHER TERMS AND CONDITIONS OF THE RFP REMAIN THE SAME.
Sincerely,
Q/4e
Kenneth Robertson
Director/Chief Procurement Officer
• KR/ pv
Cc: RFP File
Page 2
City of Miami
Request for Proposals
(RFP)
Purchasing Department
Miami Riverside Center
444 SW 2nd Avenue, 6th Floor
Miami, Florida 33130
Web Site Address: http://ci.miami.fl.us/procurement
RFP Number: 272271,9
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:
Request for Proposals for Advertisement
Programs
03-FEB-2012
02/15/2012 @ 13:00:00
None
Friday, August 26, 2011, at 5:00 p.m.
Suarez, Maritza
City of Miami - City Clerk
3500 Pan American Drive
Miami FL 33133 US
msuarez cr ci.miami.fl.us
(305) 400-5025
Page 1 of 41
Certification Statement
Please quote on this form, if applicable, net prices for the item(s) listed. Return signed original and
retain a copy for your files. Prices should include all costs, including transportation to destination. The
City reserves the right to accept or reject all or any part of this submission. Prices should be firm for a
minimum of 180 days following the time set for closing of the submissions.
In the event of errors in extension of totals, the unit prices shall govern in determining the quoted
prices.
We (I) certify that we have read your solicitation, completed the necessary documents, and propose to
furnish and deliver, F.O.B. DESTINATION, the items or services specified herein.
The undersigned hereby certifies that neither the contractual party nor any of its principal owners or
personnel have been convicted of any of the violations, or debarred or suspended as set in section
18-107 or Ordinance No. 12271.
All exceptions to this submission have been documented in the section below (refer to paragraph and
section).
EXCEPTIONS:
We (I) certify that any and all information contained in this submission is true; and we (.I) further certify
that this submission is made without prior understanding, agreement, or connection with any
corporation, firm, or person submitting a submission for the same materials, supplies, equipment, or
service, and is in all respects fair and without collusion or fraud. We (I) agree to abide by all terms and
conditions of this solicitation, and certify that I am authorized to sign this submission for the submitter.
Please print the following and sign your name:
SUPPLIER NAME:
ADDRESS:
PHONE: FAX:
EMAIL: BEEPER:
SIGNED BY.
TITLE: DATE.
FAILURE TO COMPLETE, SIGN, AND RETURN THIS FORM SHALL DISOUALIFY THIS BID.
Page 2 of 41
Certifications
Legal Name of Firm:
Entity Type: Partnership, Sole Proprietorship, Corporation, etc.
Year Established:
Office Location: City of Miami, Miami -Dade County, or Other
Occupational License Number (a copy must be provided with your proposal submission):
Occupational License Issuing Agency:
Occupational License Expiration Date:
Respondent certifies that (s) he has read and understood the provisions of City of Miami Ordinance No.
10032 (Section 18-105 of the City Code) pertaining to the implementation of a "First Source Hiring
Agreement.": (Yes or No)
Do you expect to create new positions in your company in the event your company was awarded a
Contract by the City? (Yes or No)
In the event your answer to question above is yes, how many new positions would you create to
perform this work?
Please list the title, rate of pay, summary of duties, number of positions, and expected length or duration
of all new positions which might be created as a result of this award of a Contract.
Will Subcontractor(s) be used? (Yes or No)
Page 3 of 41
Line: 1
Description: Disregard this line item. Please refer to the Submission Requirements, Section 7)
Revenue to the City
Category: 95300-00
Unit of Measure: Dollar
Unit Price: $
Number of Units: 1 Total: $
Page 4 of 41
Request for Proposals (RFP) 272271,9
Table of Contents
Terms and Conditions 6
1. General Conditions 6
1.1. GENERAL TERMS AND CONDITIONS 6
2. Special Conditions 27
2.1. PURPOSE 27
2.2. DEADLINE FOR RECEIPT OF REQUEST FOR ADDITIONAL
INFORMATION/CLARIFICATION 27
2.3. TERM OF CONTRACT 27
2.4. CONDITIONS FOR RENEWAL 27
2.5. NON -APPROPRIATION OF FUNDS 27
2.6. PROPOSER'S MINIMUM QUALIFICATIONS 27
CONTRACT EXECUTION 28
2.8. FAILURE TO PERFORM 28
2.9. INSURANCE REQUIREMENTS 28
2.10. CONTRACT ADMINISTRATOR 30
2.11. SUBCONTRACTOR(S) OR SUBCONSULTANT(S) 30
2.12. SPECIFICATION EXCEPTIONS 31
2.13. TERMINATION 31
2.14. ADDITIONAL TERMS AND CONDITIONS 31
2.15. PRIMARY CLIENT (FIRST PRIORITY) 32
2.16. UNAUTHORIZED WORK 32
2.17. CHANGES/ALTERATIONS 32
2.18. COMPENSATION PROPOSAL 32
2.19. EVALUATION/SELECTION PROCESS AND CONTRACT AWARD 32
2.20. ADDITIONAL SERVICES 33
2.21. RECORDS 33
2.22. TRUTH IN NEGOTIATION CERTIFICATE 33
2.23. PRE-BID/PRE-PROPOSAL. CONFERENCE 34
3. Specifications 35
3.1. SPECIFICATIONS/SCOPE OF WORK 35
4. Submission Requirements 39
4.1. SUBMISSION REQUIREMENTS 39
5. Evaluation Criteria 41
5.1. EVALUATION CRITERIA 41
Page 5 of 41
Request for Proposals (RFP) 272271,9
Terms and Conditions
1. General Conditions
1.1. GENERAL TERMS AND CONDITIONS
Intent: The General Terms and Conditions described herein apply to the acquisition of goods/equipment/services
with an estimated aggregate cost of $25,000.00 or more.
Definition: A formal solicitation is defined as issuance of an Invitation for Bids, Request for Proposals, Request for
Qualifications, or Request for Letters of Interest pursuant to the City of Miami Procurement Code and/or Florida
Law, as amended. Formal Solicitation and Solicitation shall be defined in the sarne manner herein.
1.1. ACCEPTANCE OF GOODS OR EQUIPMENT - Any good(s) or equipment delivered under this formal
solicitation, if applicable, shall remain the property of the seller until a physical inspection and actual usage of the
good is made, and thereafter is accepted as satisfactory to the City. It must comply with the terms herein and be
fully in accordance with specifications and of the highest quality. In the event the goods/equipment supplied to the
City are found to be defective or does not conform to specifications, the City reserves the right to cancel the order
upon written notice to the Contractor and return the product to the Contractor at the Contractor's expense.
1.2. ACCEPTANCE OF OFFER - The signed or electronic submission of your solicitation response shall be
considered an offer on the part of the bidder/proposer; such offer shall be deemed accepted upon issuance by the
City of a purchase order.
1.3. ACCEPTANCE/REJECTION — The City reserves the right to accept or reject any or all responses or parts of
after opening/closing date and request re -issuance on the goods/services described in the formal solicitation. In the
event of such rejection, the Director of Purchasing shall notify all affected bidders/proposers and make available a
written explanation for the rejection. The City also reserves the right to reject the response of any bidder/proposer
who has previously failed to properly perform under the terns and conditions of a contract, to deliver on time
contracts of a similar nature, and who is not in a position to perform the requirements defined in this formal
solicitation. The City further reserves the right to waive any irregularities or minor informalities or technicalities in
any or all responses and may, at its discretion, re -issue this formal solicitation.
1.4. ADDENDA — It is the bidder's/proposer's responsibility to ensure receipt of all Addenda. Addenda are available
at the City's website at: http://www.ci.miami.fl.us/procurement
1.5. ALTERNATE RESPONSES MAY BE CONSIDERED - The City may consider one (1) alternate' response
from the same Bidder/Proposer for the same formal solicitation; provided, that the alternate response offers a
different product that meets or exceeds the formal solicitation requirements. In order for the City to consider an
alternate response, the Bidder/Proposer shall complete a separate Price Sheet form and shall mark "Alternate
Response". Alternate response shall be placed in the same response. This provision only applies to formal
solicitations for the procurement of goods, services, items, equipment, materials, and/or supplies.
1.6. ASSIGNMENT - Contractor agrees not to subcontract, assign, transfer, convey, sublet, or otherwise dispose of
the resulting Contract, or any or all of its right, title or interest herein, without City of Miami's prior written consent.
1.7. ATTORNEY'S FEES - In connection with any litigation, mediation and arbitration arising out of this Contract,
the prevailing party shall be entitled to recover its costs and reasonable attorney's fees through and including
Page 6 of 41
Request for Proposals (RFP) 272271,9
appellate litigation and any post judgment proceedings.
1.8. AUDIT RIGHTS AND RECORDS RETENTION - The Successful Bidder/Proposer agrees to provide access
at all reasonable times to the City, or to any of its duly authorized representatives, to any books, documents, papers,
and records of Contractor which are directly pertinent to this formal solicitation, for the purpose of audit,
examination, excerpts, and transcriptions. The Successful Bidder/Proposer shall maintain and retain any and all of
the books, documents, papers and records pertinent to the Contract for three (3) years after the City makes final
payment and all other pending matters are closed. Contractor's failure to or refusal to comply with this condition
shall result in the immediate cancellation of this contract by the City.
1.9. AVAILABILITY OF CONTRACT STATE-WIDE - Any Governmental, not -for -profit or
quasi -governmental entity in the State of Florida, may avail itself of this contract and purchase any and all
goods/services, specified herein from the successful bidder(s)/proposer(s) at the contract price(s) established herein,
when permissible by federal, state, and local laws, rules, and regulations.
Each Governmental, not -for -profit or quasi -governmental entity which uses this formal solicitation and resulting bid
contract or agreement will establish its own contract/agreement, place its own orders, issue its own purchase orders,
be invoiced there from and make its own payments, determine shipping terms and issue its own exemption
certificates as required by the successful bidder(s)/proposer(s).
1.10. AWARD OF CONTRACT:
A. The Formal Solicitation, Bidder's/Proposer's response, any addenda issued, and the purchase order shall
constitute the entire contract, unless modified in accordance with any ensuing contract/agreement, amendment or
addenda,
B. The award of a contract where there are Tie Bids will be decided by the Director of Purchasing or designee in the
instance that Tie Bids can't be determined by applying Florida Statute 287.087, Preference to Businesses with
Dntg-Free Workplace Programs.
C. The award of this contract may be preconditioned on the subsequent submission of other documents as specified
in the Special Conditions or Technical Specifications. Bidder/Proposer shall be in default of its contractual
obligation if such documents are not submitted in a timely manner and in the form required by the City. Where
Bidder/Proposer is in default of these contractual requirements, the City, through action taken by the Purchasing
Department, will void its acceptance of the Bidder's/Proposer's Response and may accept the Response from the
next lowest responsive, responsible Bidder or. Proposal most advantageous to the City or re -solicit the City's
requirements. The City, at its sole discretion, may seek monetary restitution from Bidder/Proposer and its
bid/proposal bond or guaranty, if applicable, as a result of damages or increased costs sustained as a result of the
Bidder's/Proposer's default.
D. The term of the contract shall be specified in one of three documents which shall be issued to the successful
Bidder/Proposer. These documents may either be a purchase order, notice of award and/or contract award sheet.
E. The City reserves the right to automatically extend this contract for up to one hundred twenty (120) calendar
days beyond the stated contract term in order to provide City departments with continual service and supplies while
a new contract is being solicited, evaluated, and/or awarded. If the right is exercised, the City shall notify the
Bidder/Proposer, in writing, of its intent to extend the contract at the same price, terms and conditions for a specific
number of days. Additional extensions over the first one hundred twenty (120) day extension may occur, if, the City
and the Successful Bidder/Proposer are in mutual agreement of such extensions.
F. Where the contract involves a single shipment of goods to the City, the contract term shall conclude upon
completion of the expressed or implied warranty periods.
Page 7 of 41
Request for Proposals (RFP) 272271,9
G. The City reserves the right to award the contract on a split -order, lump sum or individual -item basis, or such
combination as shall best serve the interests of the City unless otherwise specified.
H. A Contract/Agreement may be awarded to the Bidder/Proposer by the City Commission based upon the
minimum qualification requirements reflected herein. As a result of a RFP, RFQ, or RFLI, the City reserves the
right to execute or not execute, as applicable, an Agreement with the Proposer, whichever is determined to be in the
City's best interests. Such agreement will be furnished by the City, will contain certain terms as are in the City's
best interests, and will be subject to approval as to legal form by the City Attorney.
1.11. BID BOND/ BID SECURITY - A cashier's or certified check, or a Bid Bond signed by a recognized surety
company that is licensed to do business in the State of Florida, payable to the City of Miami, for the amount bid is
required from all bidders/proposers, if so indicated under the Special Conditions. This check or bond guarantees
that a bidder/proposer will accept the order or contract/agreement, as bid/proposed, if it is awarded to
bidder/proposer. Bidder/Proposer shall forfeit bid deposit to the City should City award contract/agreement to
Bidder/Proposer and Bidder/Proposer fails to accept the award. The City reserves the right to reject any and all
surety tendered to the City. Bid deposits are returned to unsuccessful bidders/proposers within ten (10) days after
the award and successful bidder's/proposer's acceptance of award. If sixty (60) days have passed after the date of the
formal solicitation closing date, and no contract has been awarded, all bid deposits will be returned on demand.
1.12. RESPONSE FORM (HARDCOPY FORMAT) - All forms should be completed, signed and submitted
accordingly.
1.13. BID SECURITY FORFEITED LIQUIDATED DAMAGES - Failure to execute an Agreement and/or file
an acceptable Performance Bond, when required, as provided herein, shall be just cause for the annulment of the
award and the forfeiture of the Bid Security to the City, which forfeiture shall be considered, not as a penalty, but in
mitigation of damages sustained. Award may then be made to the next lowest responsive, responsible Bidder or
Proposal most advantageous to the City or all responses may be rejected.
1.14. BRAND NAMES - If and wherever in the specifications brand names, makes, models, names of any
manufacturers, trade names, or bidder/proposer catalog numbers are specified, it is for the purpose of establishing
the type, function, minimum standard of design, efficiency, grade or quality of goods only. When the City does not
wish to rile out other competitors' brands or makes, the phrase "OR EQUAL" is added. When bidding/proposing an
approved equal, Bidders/Proposers will submit, with their response, complete sets of necessary data. (factory
information sheets, specifications, brochures, etc.) in order for the City to evaluate and determine the equality of the
item(s) bid/proposed. The City shall be the sole judge of equality and its decision shall be final. Unless otherwise
specified, evidence in the form of samples may be requested if the proposed brand is other than specified by the
City. Such samples are to be furnished after formal solicitation opening/closing only upon request of the City. If
samples should be requested, such samples must be received by the City no later than seven (7) calendar days after
a formal request is made.
1.15. CANCELLATION - The City reserves the right to cancel all formal solicitations before its opening/closing.
In the event of bid/proposal cancellation, the Director of Purchasing shall notify all prospective bidders/proposers
and make available a written explanation for the cancellation.
1.16. CAPITAL EXPENDITURES - Contractor understands that any capital expenditures that the firm makes, or
prepares to make, in order to deliver/perform the goods/services required by the City, is a business risk which the
contractor must assume. The City will not be obligated to reimburse amortized or unamortized capital expenditures,
or to maintain the approved status of any contractor. If contractor has been unable to recoup its capital expenditures
during the time it is rendering such goods/services, it shall not have any claim upon the City.
1.17. CITY NOT LIABLE FOR DELAYS - It is further expressly agreed that in no event shall the City be liable
Page 8 of 41
Request for Proposals (RFP) 272271,9
for, or responsible to, the Bidder/Proposer/Consultant, any sub-contractor/sub-consultant, or to any other person for,
or on account of, any stoppages or delay in the work herein provided for by injunction or other legal or equitable
proceedings or on account of any delay for any cause over which the City has no control.
1.18. COLLUSION —Bidder/Proposer, by submitting a response, certifies that its response is made without
previous understanding, agreement or connection either with any person, firm or corporation submitting a response
for the same items/services or with the City of Miami's Purchasing Department or initiating departiuent. The
Bidder/Proposer certifies that its response is fair, without control, collusion, fraud or other illegal action.
Bidder/Proposer certifies that it is in compliance with the Conflict of Interest and Code of Ethics Laws. The City
will investigate all potential situations where collusion may have occurred and the City reserves the right to reject
any and all bids/responses where collusion may have occurred.
1.19. COMPLIANCE WITH FEDERAL, STATE AND LOCAL LAWS - Contractor understands that contracts
between private entities and local governments are subject to certain laws and regulations, including laws pertaining
to public records, conflict of interest, records keeping, etc. City and Contractor agree to comply with and observe all
applicable laws, codes and ordinances as that may in any way affect the goods or equipment offered, including but
not limited to:
A. Executive Order 11246, which prohibits discrimination against any employee, applicant, or client because of
race, creed, color, national origin, sex, or age with regard to, but not limited to, the following: employment
practices, rate of pay or other compensation methods, and training selection.
B. Occupational, Safety and Health Act (OSHA), as applicable to this Formal Solicitation.
C. The State of Florida Statutes, Section 287.133(3)(A) on Public Entity Crimes.
D. Environment Protection Agency (EPA), as applicable to this Formal Solicitation.
E. Uniform Commercial Code (Florida Statutes, Chapter 672).
F. Americans with Disabilities Act of 1990, as amended.
G. National Institute of Occupational Safety Hazards (NIOSH), as applicable to this Formal Solicitation.
H. National Forest Products Association (NFPA), as applicable to this Formal Solicitation.
I. City Procurement Ordinance City Code Section 18, Article III.
J. Conflict of Interest, City Code Section 2-611;61.
K. Cone of Silence, City Code Section 18-74.
L. The Florida Statutes Sections 218.73 and 218.74 on Prompt Payment.
M. First Source Hiring Agreement, City Ordinance No. 10032, as applicable to this Formal Solicitation.
Implemented to foster the creation of new and permanent jobs for City of Miami residents; requires as a condition
precedent to the execution of service contracts including professional services.
Lack of knowledge by the bidder/proposer will in no way be a cause for relief from responsibility. Non-compliance
with all local, state, and federal directives, orders, and laws may be considered grounds for termination of
contract(s).
Copies of the City Ordinances may be obtained from the City Clerk's Office.
1.20. CONE OF SILENCE - Pursuant to Section 18-74 of the City of Miami Code, a "Cone of Silence" is imposed
upon each RFP, RFQ, RFLI, or IFB after advertisement and terminates at the time the City Manager issues a written
Page 9 of 41
Request for Proposals (RFP) 272271,9
recommendation to the Miami City Commission. The Cone of Silence shall be applicable only to Contracts for the
provision of goods and services and public works or improvements for amounts greater than $200,000. The Cone of
Silence prohibits any communication regarding RFPs, RFQs, RFLI or IFBs (bids) between, among others:
Potential vendors, service providers, bidders, lobbyists or consultants and the City's professional staff including, but
not limited to, the City Manager and the City Manager's staff; the Mayor, City Commissioners, or their respective
staffs and any member of the respective selection/evaluation committee.
The provision does not apply to, among other communications:
oral communications with the City purchasing staff, provided the communication is limited strictly to matters of
process or procedure already contained in the formal solicitation document; the provisions of the Cone of Silence do
not apply to oral communications at duly noticed site visits/inspections, pre -proposal or pre -bid conferences, oral
presentations before selection/evaluation committees, contract negotiations during any duly noticed public meeting,
or public presentations made to the Miami City Commission during a duly noticed public meeting; or
communications in writing or by email at any time with any City employee, official or member of the City
Commission unless specifically prohibited by the applicable RFP, RFQ, RFLI or IFB (bid) documents (See Section
2.2. of the Special Conditions); or communications in connection with the collection of industry comments or the
performance of market research regarding a particular RFP, RFQ, RFLI OR IFB by City Purchasing staff.
Proposers or bidders must file a copy of any written communications with the Office of the City Clerk, which shall
be made available to any person upon request. The City shall respond in writing and file a copy with the Office of
the City Clerk, which shall be made available to any person upon request. Written communications may be in the
form of e-mail, with a copy to the Office of the City Clerk.
In addition to any other penalties provided by law, violation of the Cone of Silence by any proposer or bidder shall
render any award voidable. A violation by a particular Bidder, Proposer, Offeror, Respondent, lobbyist or
consultant shall subject same to potential penalties pursuant to the City Code. Any person having personal
knowledge of a violation of these provisions shall report such violation to the State Attorney and/or may file a
complaint with the Ethics Commission. Proposers or bidders should reference Section 18-74 of the City of Miami
Code for further clarification.
This language is only a summary of the key provisions of the Cone of Silence. Please review City of Miami Code
Section 18-74 for a complete and thorough description of the Cone of Silence. You may contact the City Clerk at
305-250-5360, to obtain a copy of same.
1.21. CONFIDENTIALITY - As a political subdivision, the City of Miami is subject to the Florida Sunshine Act
and Public Records Law. If this Contract/Agreement contains a confidentiality provision, it shall have no application
when disclosure is required by Florida law or upon court order.
1.22. CONFLICT OF INTEREST — Bidders/Proposers, by responding to this Formal Solicitation, certify that to
the best of their knowledge or belief, no elected/appointed official or employee of the City of Miami is financially
interested, directly or indirectly, in the purchase of goods/services specified in this Formal Solicitation. Any such
interests on the part of the Bidder/Proposer or its employees must be disclosed in writing to the City. Further, you
must disclose the name of any City employee who owns, directly or indirectly, an interest of five percent (5%) or
more of the total assets of capital stock in your firm.
A. Bidder/Proposer further agrees not to use or attempt to use any knowledge, property or resource which may
be within his/her/its trust, or perform his/her/its duties, to secure a special privilege, benefit, or exemption for
himself/herself/itself, or others. Bidder/Proposer may not disclose or use information not available to members of
the general public and gained by reason of his/her/its position, except for information relating exclusively to
governmental practices, for his/her/its personal gain or benefit or for the personal gain or benefit of any other person
Page 10 of 41
Request for Proposals (RFP) 272271,9
or business entity.
B. Bidder/Proposer hereby acknowledges that he/she/it has not contracted or transacted any business with the
City or any person or agency acting for the City, and has not appeared in representation of any third party before any
board, commission or agency of the City within the past two years. Bidder/Proposer further warrants that he/she/it
is not related, specifically the spouse, son, daughter, parent, brother or sister, to: (i) any member of the commission;
(ii) the mayor; (iii) any city employee; or (iv) any member of any board or agency of the City.
C. A violation of this section may subject the Bidder/Proposer to immediate termination of any professional
services agreement with the City, imposition of the maximum fine and/or any penalties allowed by law.
Additionally, violations may be considered by and subject to action by the Miami -Dade County Commission on
Ethics.
1.23. COPYRIGHT OR PATENT RIGHTS — Bidders/Proposers warrant that there has been no violation of
copyright or patent rights in manufacturing, producing, or selling the goods shipped or ordered and/or services
provided as a result of this formal solicitation, and bidders/proposers agree to hold the City harmless from any and
all liability, loss, or expense occasioned by any such violation.
1.24. COST INCURRED BY BIDDER/PROPOSER - All expenses involved with the preparation and submission
of Responses to the City, or any work performed in connection therewith shall be borne by the
Bidder(s)/Proposer(s).
1.25. DEBARMENT AND SUSPENSIONS (Sec 18-107)
(a) Authority and requirement to debar and suspend. After reasonable notice to an actual or prospective Contractual
Party, and after reasonable opportunity for such party to be heard, the City Manager, after consultation with the
Chief Procurement Officer and the city attorney, shall have the authority to debar a Contractual Party, for the causes
listed below, from consideration for award of city Contracts. The debarment shall be for a period of not fewer than
three years. The City Manager shall also have the authority to suspend a Contractual Party from consideration for
award of city Contracts if there is probable cause for debarment, pending the debarment determination. The
authority to debar and suspend contractors shall be exercised in accordance with regulations which shall be issued
by the Chief Procurement Officer after approval by the City Manager, the city attorney, and the City Commission.
(b) Causes for debarment or suspension. Causes for debarment or suspension include the following:
(1) Conviction for commission of a criminal offense incident to obtaining or attempting to obtain a
public or private Contract or subcontract, or incident to the performance of such Contract or subcontract.
(2) Conviction under state or federal statutes of embezzlement, theft, forgery, bribery, falsification or
destruction of records, receiving stolen property, or any other offense indicating a lack of business
integrity or business honesty.
(3) Conviction under state or federal antitrust statutes arising out of the submission of Bids or
Proposals.
(4) Violation of Contract provisions, which is regarded by the Chief Procurement Officer to be
indicative of nonresponsibility. Such violation may include failure without good cause to perform in
accordance with the terms and conditions of a Contract or to perform within the time limits provided in a
Contract, provided that failure to perform caused by acts beyond the control of a party shall not be
considered a basis for debarment or suspension.
(5) Debarment or suspension of the Contractual Party by any federal, state or other governmental
entity.
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Request for Proposals (RFP) 272271,9
(6) False certification pursuant to paragraph (c) below.
(7) Found in violation of a zoning ordinance or any other city ordinance or regulation and for which
the violation remains noncompliant.
(8) Found in violation of a zoning ordinance or any other city ordinance or regulation and for which a
civil penalty or fine is due and owing to the city.
(9) Any other cause judged by the City Manager to be so serious and compelling as to affect the
responsibility of the Contractual Party performing city Contracts.
(c) Certification. All Contracts for goods and services, sales, and leases by the city shall contain a certification that
neither the Contractual Party nor any of its principal owners or personnel have been convicted of any of the
violations set forth above or debarred or suspended as set forth in paragraph (b)(5).
(d) Debarment and suspension decisions. Subject to the provisions of paragraph (a), the City Manager shall render a
written decision stating the reasons for the debarment or suspension. A copy of the decision shall be provided
promptly to the Contractual Party, along with a notice of said party's right to seek judicial relief.
1.26. DEBARRED/SUSPENDED VENDORS —An entity or affiliate who has been placed on the State of Florida
debarred or suspended vendor list may not submit a response on a contract to provide goods or services to a public
entity, may not submit a response on a contract with a public entity for the construction or repair of a public building
or public work, may not submit response on leases of real property to a public entity, may not award or perform
work as a contractor, supplier, subcontractor, or consultant under contract with any public entity, and may not
transact business with any public entity.
1.27. DEFAULT/FAILURE TO PERFORM - The City shall be the sole judge of nonperformance, which shall
include any failure on the part of the successful Bidder/Proposer to accept the award, to furnish required documents,
and/or to fulfill any portion of this contract within the time stipulated.
Upon default by the successful Bidder/Proposer to meet any terms of this agreement, the City will notify the
Bidder/Proposer of the default and will provide the contractor three (3) days (weekends and holidays excluded) to
remedy the default. Failure on the contractor's part to correct the default within the required three (3) days shall
result in the Contract being terminated and upon the City notifying in writing the contractor of its intentions and the
effective date of the termination. The following shall constitute default:
A. Failure to perform the work or deliver the goods/services required under the Contract and/or within the time
required or failing to use the subcontractors, entities and personnel as identified and set forth, and to the degree
specified in the Contract.
B. Failure to begin the work under this Contract within the time specified.
C. Failure to perform the work with sufficient workers and equipment or with sufficient materials to ensure timely
completion.
D. Neglecting or refusing to remove materials or perform new work where prior work has been rejected as
nonconforming with the terms of the Contract.
E. Becoming insolvent, being declared bankrupt, or committing any act of bankruptcy or insolvency, or making an
assignment for the benefit of creditors, if the insolvency, bankruptcy, or assignment renders the successful
Bidder/Proposer incapable of performing the work in accordance with and as required by the Contract.
F. Failure to comply with any of the terms of the Contract in any material respect.
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All costs and charges incurred by the City as a result of a default or a default incurred beyond the time limits stated,
together with the cost of completing the work, shall be deducted from any monies due or which may become due on
this Contract.
1.28. DETERMINATION OF RESPONSIVENESS - Each Response will be reviewed to determine if it is
responsive to the submission requirements outlined in the Formal Solicitation. A "responsive" response is one which
follows the requirements of the formal solicitation, includes all documentation, is submitted in the format outlined in
the formal solicitation, is of timely submission, and has appropriate signatures as required on each document. Failure
to comply with these requirements may deem a Response non -responsive.
1.29. DISCOUNTS OFFERED DURING TERM OF CONTRACT - Discount Prices offered in the response
shall be fixed after the award by the Commission, unless otherwise specified in the Special Terms and Conditions.
Price discounts off the original prices quoted in the response will be accepted from successful Bidder(s)/Proposer(s)
during the term of the contract. Such discounts shall remain in effect for a minimum of 120 days from approval by
the City Commission Any discounts offered by a manufacturer to Bidder/Proposer will be passed on to the City.
1.30. DISCREPANCIES, ERRORS, AND OMISSIONS - Any discrepancies, errors, or ambiguities in the Formal
Solicitation or addenda (if any) should be reported in writing to the City's Purchasing Depai !Anent. Should it be
found necessary, a written addendum will be incorporated in the Formal Solicitation and will become part of the
purchase agreement (contract documents). The City will not be responsible for any oral instructions, clarifications,
or other communications.
A. Order of Precedence — Any inconsistency in this formal solicitation shall be resolved by giving precedence to the
following documents, the first of such list being the governing documents.
1) Addenda (as applicable)
2) Specifications
3) Special Conditions
4) General Terms and Conditions
1.31. EMERGENCY / DISASTER PERFORMANCE - In the event of a hurricane or other emergency or disaster
situation, the successful vendor shall provide the City with the commodities/services defined within the scope of this
formal solicitation at the price contained within vendor's response. Further, successful vendor shall deliver/perform
for the city on a priority basis during such times of emergency.
1.32. ENTIRE BID CONTRACT OR AGREEMENT - The Bid Contract or Agreement consists of this City of
Miami Formal Solicitation and specifically this General Conditions Section, Contractor's Response and any written
agreement entered into by the City of Miami and Contractor in cases involving RFPs, RFQs, and RFLIs, and
represents the entire understanding and agreement between the parties with respect to the subject matter hereof and
supersedes all other negotiations, understanding and representations, if any, made by and between the parties. To the
extent that the agreement conflicts with, modifies, alters or changes any of the terms and conditions contained in the
Foiuial Solicitation and/or Response, the Formal Solicitation and then the Response shall control. This Contract may
be modified only by a written agreement signed by the City of Miami and Contractor.
1.33. ESTIMATED QUANTITIES —Estimated quantities or estimated dollars are provided for your guidance
only. No guarantee is expressed or implied as to quantities that will be purchased during the contract period. The
City is not obligated to place an order for any given amount subsequent to the award of this contract. Said estimates
may be used by the City for purposes of determining the low bidder or most advantageous proposer meeting
specifications. The City reserves the right to acquire additional quantities at the prices bid/proposed or at lower
prices in this Formal Solicitation.
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1.34. EVALUATION OF RESPONSES
A.Rejection of Responses
The City may reject a Response for any of the following reasons:
1) Bidder/Proposer fails to acknowledge receipt of addenda;
2) Bidder/Proposer mistates or conceals any material fact in the Response ;
3) Response does not conform to the requirements of the Formal Solicitation;
4) Response requires a conditional award that conflicts with the method of award;
5) Response does not include required samples, certificates, licenses as required; and,
6) Response was not executed by the Bidder's/Proposer(s) authorized agent.
The foregoing is not an all inclusive list of reasons for which a Response may be rejected. The City may reject and
re -advertise for all or any part of the Formal Solicitation whenever it is deemed in the best interest of the
City.
B. Elimination From Consideration
1) A contract shall not be awarded to any person or firm which is in arrears to the City upon any debt or contract, or
which is a defaulter as surety or otherwise upon any obligation to the City.
2) A contract may not be awarded to any person or firm which has failed to perform under the terms and conditions
of any previous contract with the City or deliver on time contracts of a similar nature.
3) A contract may not be awarded to any person or firm which has been debarred by the City in accordance with
the City's Debarment and Suspension Ordinance.
C. Determination of Responsibility
1) Responses will only be considered from entities who are regularly engaged in the business of providing the
goods/equipment/services required by the Formal Solicitation. Bidder/Proposer must be able to demonstrate a
satisfactory record of performance and integrity; and, have sufficient financial, material, equipment, facility,
personnel resources, and expertise to meet all contractual requirements. The terms "equipment and organization" as
used herein shall be construedto mean a fully equipped and well established entity in line with the best industry
practices in the industry as deteruiined by the City.
2) The City may consider any evidence available regarding the financial, technical and other qualifications and
abilities of a Bidder/Proposer, including past performance (experience) with the City or any other governmental
entity in making the award.
3) The City may require the Bidder(s)/Proposer(s) to show proof that they have been designated as an authorized
representative of a manufacturer or supplier which is the actual source of supply, if required by the Formal
Solicitation,
1.35. EXCEPTIONS TO GENERAL AND/OR SPECIAL CONDITIONS OR SPECIFICATIONS -
Exceptions to the specifications shall be listed on the Response and shall reference the section. Any exceptions to
the General or Special Conditions shall be cause for the bid (IFB) to be considered non -responsive. It also may be
cause for a RFP, RFQ, or RFLI to be considered non -responsive; and, if exceptions are taken to the terms and
conditions of the resulting agreement it may lead to terminating negotiations.
1.36. F.O.B. DESTINATION - Unless otherwise specified in the Formal Solicitation, all prices quoted/proposed by
the bidder/proposer must be F.O.B. DESTINATION, inside delivery, with all delivery costs and charges included in
the bid/proposal price, unless otherwise specified in this Formal Solicitation. Failure to do so may be cause for
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rejection of bid/proposal.
1.37. FIRM PRICES - The bidder/proposer warrants that prices, terms, and conditions quoted in its response will
be firm throughout the duration of the contract unless otherwise specified in the Formal Solicitation. Such prices
will remain firm for the period of performance or resulting purchase orders or contracts, which are to be performed
or supplied over a period of time.
1.38. FIRST -SOURCE HIRING AGREEMENT (Sec. 18-105)
(a) The Commission approves implementation of the first -source hiring agreement policy and requires as a
condition precedent to the execution of service contracts for facilities, services, and/or receipt of grants and loans,
for projects of a nature that create new jobs, the successful negotiation of first -source hiring agreements between the
organization or individual receiving said contract and the authorized representative unless such an agreement is
found infeasible by the city manager and such finding approved by the City Commission at a public hearing.
(b) For the purpose of this section, the following terms, phrases, words and their derivations shall have the
following meanings:
Authorized representative means the Private Industry Council of South Florida/South Florida Employment and
Training Consortium, or its successor as local recipient of federal and state training and employment funds.
Facilities means all publicly financed projects, including but without limitation, unified development projects,
municipal public works, and municipal improvements to the extent they are financed through public money services
or the use of publicly owned property.
Grants and loans means, without limitation, urban development action grants (UDAG), economic development
agency construction loans, loans from Miami Capital Development, Incorporated, and all federal and state grants
administered by the city.
Service contracts means contracts for the procurement of services by the city which include professional services.
Services includes, without limitation, public works improvements, facilities, professional services, commodities,
supplies, materials and equipment.
(c) The authorized representative shall negotiate each first -source hiring agreement.
(d) The primary beneficiaries of the first -source hiring agreement shall be participants of the city training and
employment programs, and other residents of the city.
1.39. FLORIDA MINIMUM WAGE - The Constitution of the State of Florida, Article X, Section 24, states that
employers shall pay employee wages no less than the minimum wage for all hours worked in Florida. Accordingly,
it is the contractor's and its' subcontractor(s) responsibility to understand and comply with this Florida constitutional
minimum wage requirement and pay its employees the current established hourly minimum wage rate, which is
subject to change or adjusted by the rate of inflation using the consumer price index for urban wage earners and
clerical workers, CPI-W, or a successor index as calculated by the United States Department of Labor. Each
adjusted minimum wage rate calculated shall be determined and published by the Agency Workforce innovation on
September 30th of each year and take effect on the following January 1st.
At the time of responding, it is bidder/proposer and his/her subcontractor(s), if applicable, full responsibility to
determine whether any of its employees may be impacted by this Florida Law at any given point in time during the
terns of the contract. If impacted, bidder/proposer must furnish employee name(s), job title(s), job description(s),
and current pay rate(s). Failure to submit this information at the time of submitting a response constitute successful
bidder's/proposer's acknowledgement and understanding that the Florida Minimum Wage Law will not impact its
prices throughout the term of contract and waiver of any contractual price increase request(s). The City reserves the
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right to request and successful bidder/proposer must provide for any and all information to make a wage and
contractual price increase(s) determination.
1.40. GOVERNING LAW AND VENUE - The validity and effect of this Contract shall be governed by the laws
of the State of Florida. The parties agree that any action, mediation or arbitration arising out of this Contract shall
take place in Miami -Dade County, Florida.
1.41. HEADINGS AND TERMS - The headings to the various paragraphs of this Contract have been inserted for
convenient reference only and shall not in any manner be construed as modifying, amending or affecting in any way
the expressed terms and provisions hereof.
1.42. HEALTH INSURANCE PORTABILITY AND ACCOUNTABILITY ACT (HIPPA) - Any person or
entity that performs or assists the City of Miami with a function or activity involving the use or disclosure of
"individually identifiable health information (IIHI) and/or Protected Health Information (PHI) shall comply with the
Health Insurance Portability and Accountability Act (HIPAA) of 1996 and the City of Miami Privacy Standards.
HIPAA mandates for privacy, security and electronic transfer standards, which include but are not limited to:
A. Use of information only for performing services required by the contract or as required by law;
B. Use of appropriate safeguards to prevent non -permitted disclosures;
C. Reporting to the City of Miami of any non -permitted use or disclosure;
D. Assurances that any agents and subcontractors agree to the same restrictions and conditions that apply to the
Bidder/Proposer and reasonable assurances that IIHI/PHI will be held confidential;
E. Making Protected Health Information (PHI) available to the customer;
F. Making PHI available to the customer for review and amendment; and incorporating any amendments requested
by the customer;
G. Making PHI available to the City of Miami for an accounting of disclosures; and
H. Making internal practices, books and records related to PHI available to the City of Miami for compliance audits.
PHI shall maintain its protected status regardless of the form and method of transmission (paper records, and/or
electronic transfer of data). The Bidder/ Proposer must give its customers written notice of its privacy information
practices including specifically, a description of the types of uses and disclosures that would be made with protected
health information.
1.43. INDEMNIFICATION - Contractor shall indemnify , hold harmless and defend the City, its officials,
officers, agents, directors, and employees, from liabilities, damages, losses, and costs, including, but not limited to
reasonable attorney's fees, to the extent caused by the negligence, recklessness or intentional wrongful misconduct
of Contractor and persons employed or utilized by Contractor in the performance of this Contract and will
indemnify, hold harmless and defend the City, its officials, officers, agents, directors and employees against, any
civil actions, statutory or similar claims, injuries or damages arising or resulting from the permitted work, even if it
is alleged that the City, its officials and/or employees were negligent, unless such injuries or damages are ultimately
proven to be the result of grossly negligent or willful acts or omissions on the part of the City, its officials and/or
employees.. These indemnifications shall survive the term of this Contract. In the event that any action or
proceeding is brought against City by reason of any such claim or demand, Contractor shall, upon written notice
from City, resist and defend such action or proceeding by counsel satisfactory to City. The Contractor expressly
understands and agrees that any insurance protection required by this Contract or otherwise provided by Contractor
shall in no way limit the responsibility to indemnify, keep and save harmless and defend the City or its officers,
employees, agents and instrumentalities as herein provided.
The indemnification provided above shall obligate Contractor to defend at its own expense to and through appellate,
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supplemental or bankruptcy proceeding, or to provide for such defense, at City's option, any and all claims of
liability and all suits and actions of every name and description which may be brought against City whether
performed by Contractor, or persons employed or utilized by Contractor.
This indemnity will survive the cancellation or expiration of the Contract. This indemnity will be interpreted under
the laws of the State of Florida, including without limitation and which conforms to the limitations of §725.06
and/or §725.08, Fla. Statues, as amended from time to time as applicable.
Contractor shall require all Sub -Contractor agreements to include a provision that they will indemnify the City,
The Contractor agrees and recognizes that the City shall not be held liable or responsible for any claims which may
result from any actions or omissions of the Contractor in which the City participated either through review or
concurrence of the Contractor's actions. In reviewing, approving or rejecting any submissions by the Contractor or
other acts of the Contractor, the City in no way assumes or shares any responsibility or liability of the Contractor or
Sub -Contractor, under this Agreement.
1.44. INFORMATION AND DESCRIPTIVE LITERATURE —Bidders/Proposer must furnish all information
requested in the spaces provided in the Formal Solicitation. Further, as may be specified elsewhere, each
Bidder/Proposer must submit for evaluation, cuts, sketches, descriptive literature, technical specifications, and
Material Safety Data Sheets (MSDS)as required, covering the products offered. Reference to literature submitted
with a previous response or on file with the Buyer will not satisfy this provision.
1.45. INSPECTIONS - The City may, at reasonable times during the term hereof, inspect Contractor's facilities and
perform such tests, as the City deems reasonably necessary, to determine whether the goods and/or services
required to be provided by the Contractor under this Contract conform to the terms and conditions of the Formal
Solicitation. Contractor shall make available to the City all reasonable facilities and assistance to facilitate the
performance of tests or inspections by City representatives. All tests and inspections shall be subject to, and made in
accordance with, the provisions of the City of Miami Ordinance No. 12271 (Section 18-79), as same may be
amended or supplemented from time to time.
1.46. INSPECTION OF RESPONSE - Responses received by the City pursuant to a Formal Solicitation will not
be made available until such time as the City provides notice of a decision or intended decision or within 10 days
after bid closing, whichever is earlier. Bid/Proposal results will be tabulated and may be furnished upon request via
fax or e-mail to the Sr. Procurement Specialist issuing the Solicitation. Tabulations also are available on the City's
Web Site following recommendation for award.
1.47. INSURANCE - Within ten (10) days after receipt of Notice of Award, the successful Contractor, shall furnish
Evidence of Insurance to the Purchasing Department, if applicable. Submitted evidence of coverage shall
demonstrate strict compliance to all requirements listed on the Special Conditions entitled "Insurance
Requirements". The City shall be listed as an "Additional Insured."
Issuance of a Purchase Order is contingent upon the receipt of proper insurance documents. If the insurance
certificate is received within the specified time frame but not in the manner prescribed in this Solicitation the
Contractor shall be verbally notified of such deficiency and shall have an additional five (5) calendar days to submit
a corrected certificate to the City. If the Contractor fails to submit the required insurance documents in the manner
prescribed in this Solicitation within fifteen (15) calendar days after receipt Notice of Award, the contractor shall be
in default of the contractual terms and conditions and shall not be awarded the contract. Under such circumstances,
the Bidder/Proposer may be prohibited from submitting future responses to the City. Information regarding any
insurance requirements shall be directed to the Risk Administrator, Department of Risk Management, at 444 SW
2nd Avenue, 9th Floor, Miami, Florida 33130, 305-416-1604.
The Bidder/Proposer shall be responsible for assuring that the insurance certificates required in conjunction with
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this Section remain in effect for the duration of the contractual period; including any and all option terms that may
be granted to the Bidder/Proposer.
1.48. INVOICES - Invoices shall contain purchase order number and details of goods and/or services delivered
(i.e. quantity, unit price, extended price, etc); and in compliance with Chapter 218 of the Florida Statutes (Prompt
Payment Act).
L49. LOCAL PREFERENCE - City Code Section 18-85, states that the City Commission may offer to a
responsible and responsive bidder/proposer, who maintains a Local Office, the opportunity of accepting a bid at the
low bid amount, if the original bid amount submitted by the local vendor is not more than ten percent (10%) in
excess of the lowest other responsible and responsive bidder/proposer.
1.50. MANUFACTURER'S CERTIFICATION - The City reserves the right to request from bidders/proposers a
separate Manufacturer's Certification of all statements made in the bid/proposal. Failure to provide such
certification may result in the rejection of bid/proposal or termination of contract/agreement, for which the
bidder/proposer must bear full liability.
1.51. MODIFICATIONS OR CHANGES IN PURCHASE ORDERS AND CONTRACTS - No contract or
understanding to modify this Formal Solicitation and resultant purchase orders or contracts, if applicable, shall be
binding upon the City unless made in writing by the Director of Purchasing of the City of Miami, Florida through
the issuance of a change order, addendum, amendment, or supplement to the contract, purchase order or award sheet
as appropriate.
1.52. NO PARTNERSHIP OR JOINT VENTURE - Nothing contained in this Contract will be deemed or
construed to create a partnership or joint venture between the City of Miami and Contractor, or to create any other
similar relationship between the parties.
1.53. NONCONFORMANCE TO CONTRACT CONDITIONS - Items may be tested for compliance with
specifications under the direction of the Florida Department of Agriculture and Consumer Services or by other
appropriate testing Laboratories as determined by the City. The data derived from any test for compliance with
specifications is public record and open to examination thereto in accordance with Chapter 119, Florida Statutes.
Items delivered not conforming to specifications may be rejected and returned at Bidder's/Proposer's expense.
These non -conforming items not delivered as per delivery date in the response and/or Purchase Order may result in
bidder/proposer being found in default in which event any and all re -procurement costs may be charged against the
defaulted contractor. Any violation of these stipulations may also result in the supplier's name being removed from
the City of Miami's Supplier's list.
1.54. NONDISCRIMINATION —Bidder/Proposer agrees that it shall not discriminate as to race, sex, color, age,
religion, national origin, marital status, or disability in connection with its performance under this formal
solicitation. FurtheLulore, Bidder/Proposer agrees that no otherwise qualified individual shall solely by reason of
his/her race, sex, color, age, religion, national origin, marital status or disability be excluded from the participation
in, be denied benefits of, or be subjected to, discrimination under any program or activity.
In connection with the conduct of its business, including performance of services and employment of personnel,
Bidder/Proposer shall not discriminate against any person on the basis of race, color, religion, disability, age, sex,
marital status or national origin. All persons having appropriate qualifications shall be afforded equal opportunity
for employment,
1.55. NON-EXCLUSIVE CONTRACT/ PIGGYBACK PROVISION - At such times as may serve its best
interest, the City of Miami reserves the right to advertise for, receive, and award additional contracts for these herein
goods and/or services, and to make use of other competitively bid (governmental) contracts, agreements, or other
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similar sources for the purchase of these goods and/or services as may be available.
It is hereby agreed and understood that this formal solicitation does not constitute the exclusive rights of the
successful bidder(s)/proposer(s) to receive all orders that may be generated by the City in conjunction with this
Formal Solicitation.
In addition, any and all commodities, equipment, and services required by the City in conjunction with construction
projects are solicited under a distinctly different solicitation process and shall not be purchased under the terms,
conditions and awards rendered under this solicitation, unless such purchases are determined to be in the best
interest of the City.
1.56. OCCUPATIONAL LICENSE - Any person, firm, corporation or joint venture, with a business location in
the City of Miami and is submitting a Response under this Formal Solicitation shall meet the City's Occupational
License Tax requirements in accordance with Chapter 31.1, Article I of the City of Miami Charter. Others with a
location outside the City of Miami shall meet their local Occupational License Tax requirements. A copy of the
license must be submitted with the response; however, the City may at its sole option and in its best interest allow
the Bidder/Proposer to supply the license to the City during the evaluation period, but prior to award.
1.57. ONE PROPOSAL - Only one (1) Response from an individual, firm, partnership, corporation or joint venture
will be considered in response to this Formal Solicitation. When submitting an alternate response, please refer to the
herein condition for "Altemate Responses May Be Considered".
1.58. OWNERSHIP OF DOCUMENTS - It is understood by and between the parties that any documents, records,
files, or any other matter whatsoever which is given by the City to the successful Bidder/Proposer pursuant to this
formal solicitation shall at all times remain the property of the City and shall not be used by the Bidder/Proposer for
any other purposes whatsoever without the written consent of the City.
1.59. PARTIAL INVALIDITY - If any provision of this Contract or the application thereof to any person or
circumstance shall to any extent be held invalid, then the remainder of this Contract or the application of such
provision to persons or circumstances other than those as to which it is held invalid shall not be affected thereby, and
each provision of this Contract shall be valid and enforced to the fullest extent permitted by law.
1.60. 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 to one hundred percent (100%) of the contract
price.
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.
A. Each Bidder/Proposer shall furnish the information required in the Formal Solicitation. The Bidder/Proposer
shall sign the Response and print in ink or type the name of the Bidder/Proposer, address, and telephone number on
the face page and on each continuation sheet thereof on which he/she makes an entry, as required.
B. If so required, the unit price for each unit offered shall be shown, and such price shall include packaging,
handling and shipping, and F.O.B. Miami delivery inside City premises unless otherwise specified. Bidder/Proposer
shall include in the response all taxes, insurance, social security, workmen's compensation, and any other benefits
normally paid by the Bidder/Proposer to its employees. If applicable, a unit price shall be entered in the "Unit
Price" column for each item. Based upon estimated quantity, an extended price shall be entered in the "Extended
Price" column for each item offered. In case of a discrepancy between the unit price and extended price, the unit
price will be presumed correct.
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C. The Bidder/Proposer must state a defmite time, if required, in calendar days for delivery of goods and/or
services.
D. The Bidder/Proposer should retain a copy of all response documents for future reference.
E. All responses, as described, must be fully completed and typed or printed in ink and must be signed in ink with
the firm's name and by an officer or employee having authority to bind the company or firm by his/her signature.
Bids/Proposals having any erasures or corrections must be initialed in ink by person signing the response or the
response may be rejected.
F. Responses are to remain valid for at least 180 days. Upon award of a contract, the content of the Successful
Bidder's/Proposer's response may be included as part of the contract, at the City's discretion.
G. The City of Miami's Response Forms shall be used when Bidder/Proposer is submitting its response in
hardcopy format. Use of any other forms will result in the rejection of the response. IF SUBMITTING
HARDCOPY FORMAT, THE ORIGINAL AND THREE (3) COPIES OF THESE SETS OF FORMS, UNLESS
OTHERWISE SPECIFIED, AND ANY REQUIRED ATTACHMENTS MUST BE RETURNED TO THE CITY
OR YOUR RESPONSE MAY BE DEEMED NON -RESPONSIVE.
1.62. PRICE ADJUSTMENTS — Any price decrease effectuated during the contract period either by reason of
market change or on the part of the contractor to other customers shall be passed on to the City of Miami.
1.63. PRODUCT SUBSTITUTES - In the event a particular awarded and approved manufacturer's product
becomes unavailable during the term of the Contract, the Contractor awarded that item may arrange with the City's
authorized representative(s) to supply a substitute product at the awarded price or lower, provided that a sample is
approved in advance of delivery and that the new product meets or exceeds all quality requirements.
1.64. CONFLICT OF INTEREST, AND UNETHICAL BUSINESS PRACTICE PROHIBITIONS -
Contractor represents and warrants to the City that it has not employed or retained any person or company employed
by the City to solicit or secure this Contract and that it has not offered to pay, paid, or agreed to pay any person any
fee, commission, percentage, brokerage fee, or gift of any kind contingent upon or in connection with, the award of
this Contract.
1.65. PROMPT PAYMENT —Bidders/Proposers may offer a cash discount for prompt payment; however,
discounts shall not be considered in determining the lowest net cost for response evaluation purposes.
Bidders/Proposers are required to provide their prompt payment terms in the space provided on the Formal
Solicitation. If no prompt payment discount is being offered, the Bidder/Proposer must enter zero (0) for the
percentage discount to indicate no discount. If the Bidder/Proposer fails to enter a percentage, it is understood and
agreed that the terms shall be 2% 20 days, effective after receipt of invoice or final acceptance by the City,
whichever is later.
When the City is entitled to a cash discount, the period of computation will continence on the date of delivery, or
receipt of a correctly completed invoice, whichever is later. If an adjustment in payment is necessary due to
damage, the cash discount period shall commence on the date final approval for payment is authorized. If a discount
is part of the contract, but the invoice does not reflect the existence of a cash discount, the City is entitled to a cash
discount with the period commencing on the date it is determined by the City that a cash discount applies.
Price discounts off the original prices quoted on the Price Sheet will be accepted from successful bidders/proposers
during the term of the contract.
1.66. PROPERTY - Property owned by the City of Miami is the responsibility of the City of Miami. Such property
furnished to a Contractor for repair, modification, study, etc., shall remain the property of the City of Miami.
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Damages to such property occurring while in the possession of the Contractor shall be the responsibility of the
Contractor. Damages occurring to such property while in route to the City of Miami shall be the responsibility of the
Contractor. In the event that such property is destroyed or declared a total loss, the Contractor shall be responsible
for replacement value of the property at the current market value, less depreciation of the property, if any.
1.67. PROVISIONS BINDING - Except as otherwise expressly provided in the resulting Contract, all covenants,
conditions and provisions of the resulting Contract shall be binding upon and shall inure to the benefit of the parties
hereto and their respective heirs, legal representatives, successors and assigns.
1.68. PUBLIC ENTITY CRIMES - A person or affiliate who has been placed on the convicted vendor list
following a conviction for a public entity crime may not submit a response on a contract to provide any goods or
services to a public entity, may not submit a response on a contract with a public entity for the construction or repair
of a public building or public work, may not submit responses on leases of real property to a public entity, may not
be awarded or perform work as a contractor, supplier, subcontractor, or consultant under a contract with any public
entity, and may not transact business with any public entity in excess of the threshold amount provided in Section
287.017, for CATEGORY TWO for a period of 36 months from the date of being placed on the convicted vendor
list.
1.69. PUBLIC RECORDS - Contractor understands that the public shall have access, at all reasonable times, to all
documents and information pertaining to City contracts, subject to the provisions of Chapter 119, Florida Statutes,
and City of Miami Code, Section 18, Article III, and agrees to allow access by the City and the public to all
documents subject to disclosure under applicable law. Contractor's failure or refusal to comply with the provision
of this section shall result in the immediate cancellation of this Contract by the City.
1.70. QUALITY OF GOODS, MATERIALS, SUPPLIES, PRODUCTS, AND EQUIPMENT - All materials
used in the manufacturing or construction of supplies, materials, or equipment covered by this solicitation shall be
new. The items bid/proposed must be of the latest make or model, of the best quality, and of the highest grade of
workmanship, unless as otherwise specified in this Solicitation.
1.71. QUALITY OF WORK/SERVICES - The work/services performed must be of the highest quality and
workmanship. Materials furnished to complete the service shall be new and of the highest quality except as
otherwise specified in this Solicitation.
1.72. REMEDIES PRIOR TO AWARD (Sec. 18-106) - If prior to Contract award it is determined that a formal
solicitation or proposed award isin violation of law, then the solicitation or proposed award shall be cancelled by
the City Commission, the City Manager or the Chief Procurement Officer, as may be applicable, or revised to
comply with the law.
1.73. RESOLUTION OF CONTRACT DISPUTES (Sec. 18-105)
(a) Authority to resolve Contract disputes. The City Manager, after obtaining the approval of the city attorney, shall
have the authority to resolve controversies between the Contractual Party and the city which arise under, or by virtue
of, a Contract between them; provided that, in cases involving an amount greater than $25,000, the City
Commission must approve the City Manager's decision. Such authority extends, without limitation, to controversies
based upon breach of Contract, mistake, misrepresentation or lack of complete performance, and shall be invoked by
a Contractual Party by submission of a protest to the City Manager.
(b) Contract dispute decisions. If a dispute is not resolved by mutual consent, the City Manager shall promptly
render a written report stating the reasons for the action taken by the City Commission or the City Manager which
shall be final and conclusive. A copy of the decision shall be immediately provided to the protesting party, along
with a notice of such parry's right to seek judicial relief, provided that the protesting party shall not be entitled to
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such judicial relief without first having followed the procedure set forth in this section.
1.74. RESOLUTION OF PROTESTED SOLICITATIONS AND AWARDS (Sec. 18-104)
(a) Right to protest. The following procedures shall be used for resolution of protested solicitations and awards
except for purchases of goods, supplies, equipment, and services, the estimated cost of which does not exceed
$25,000.
Protests thereon shall be governed by the Administrative Policies and Procedures of Purchasing.
1.Protest of Solicitation.
i. Any prospective proposer who perceives itself aggrieved in connection with the solicitation of a Contract may
protest to the Chief Procurement Officer. A written notice of intent to file a protest shall be filed with the Chief
Procurement Officer within three days after the Request for Proposals, Request for Qualifications or Request for
Letters of Interest is published in a newspaper of general circulation. A notice of intent to file a protest is considered
filed when received by the Chief Procurement Officer; or
H. Any prospective bidder who intends to contest the Solicitation Specifications or a solicitation may protest to the
Chief Procurement Officer. A written notice of intent to file a protest shall be filed with the Chief Procurement
Officer within three days after the solicitation is published in a newspaper of general circulation. A notice of intent
to file a protest is considered filed when received by the Chief Procurement Officer.
2. Protest of Award.
i. A written notice of intent to file a protest shall be filed with the Chief Procurement Officer within two days after
receipt by the proposer of the notice of the City Manager's recommendation for award of Contract, which will be
posted on the City of Miami Purchasing Department website, in the Supplier Corner, Current Solicitations and
Notice of Recommendation of Award Section. The notice of the City Manager's recommendation can be found by
selecting the details of the solicitation and is listed as Recommendation of Award Posting Date and
Recommendation of Award To fields. If `various" is indicated in the Recommendation of Award To field, the
Bidder/Proposer must contact the buyer for that solicitation to obtain the suppliers name. It shall be the
responsibility of the Bidder/Proposer to check this section of the website daily after responses are submitted to
receive the notice; or
ii. Any actual Responsive and Responsible Bidder whose Bid is lower than that of the recommended bidder may
protest to the Chief Procurement Officer. A written notice of intent to file a protest shall be filed with the Chief
Procurement Officer within two days after receipt by the bidder of the notice of the city's determination of non
responsiveness or non responsibility. The receipt by bidder of such notice shall be confirmed by the city by facsimile
or electronic mail or U.S. mail, return receipt requested. A notice of intent to file a protest is considered filed when
received by the Chief Procurement Officer.
iii. A written protest based on any of the foregoing must be submitted to the Chief Procurement Officer within five
(5) days after the date the notice of protest was filed. A written protest is considered filed when receivedby the
Chief Procurement Officer.
The written protest may not challenge the relative weight of the evaluation criteria or the foiniula for assigning
points in making an award determination.
The written protest shall state with particularity the specific facts and law upon which the protest of the solicitation
or the award is based, and shall include all pertinent documents and evidence and shall be accompanied by the
required Filing Fee as provided in subsection (f). This shall form the basis for review of the written protest and no
facts, grounds, documentation or evidence not contained in the protester's submission to the Chief Procurement
Officer at the time of filing the protest shall be permitted in the consideration of the written protest.
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No time will be added to the above limits for service by mail. In computing any period of time prescribed or
allowed by this section, the day of the act, event or default from which the designated period of time begins to run
shall not be included. The last day of the period so computed shall be included unless it is a Saturday, Sunday or
legal holiday in which event the period shall run until the end of the next day which is neither a Saturday, Sunday or
legal holiday. Intermediate Saturdays, Sundays and legal holidays shall be excluded in the computation of the time
for filing.
(b) Authority to resolve protests. The Chief Procurement Officer shall have the authority, subject to the approval of
the City Manager and the city attorney, to settle and resolve any written protest. The Chief Procurement Officer
shall obtain the requisite approvals and communicate said decision to the protesting party and shall submit said
decision to the City Commission within 30 days after he/she receives the protest. In cases involving more than
$25,000, the decision of the Chief Procurement Officer shall be submitted for approval or disapproval thereof to the
City Commission after a favorable recommendation by the city attorney and the City Manager.
(c) Compliance with filing requirements. Failure of a party to timely file either the notice of intent to file a protest or
the written protest, together with the required Filing Fee as provided in subsection (f), with the Chief Procurement
Officer within the time provided in subsection (a), above, shall constitute a forfeiture of such party's right to file a
protest pursuant to this section. The protesting party shall not be entitled to seek judicial relief without first having
followed the procedure set forth in this section
(d) Stay of Procurements during protests. Upon receipt of a written protest filed pursuant to the requirements of this
section, the city shall not proceed further with the solicitation or with the award of the Contract until the protest is
resolved by the Chief Procurement Officer or the City Commission as provided in subsection (b) above, unless the
City Manager makes a written determination that the solicitation process or the Contract award must be continued
without delay in order to avoid an immediate and serious danger to the public health, safety or welfare,
(e) Costs. All costs accruing from a protest shall be assumed by the protestor.
(f) Filing Fee. The written protest must be accompanied by a filing fee in the foram of a money order or cashier's
check payable to the city in an amount equal to one percent of the amount of the Bid or proposed Contract, or
$5000.00, whichever is less, which filing fee shall guarantee the payment of all costs which may be adjudged against
the protestor in any administrative or court proceeding. If a protest is upheld by the Chief Procurement Officer
and/or the City Commission, as applicable, the filing fee shall be refunded to the protestor less any costs assessed
under subsection (e) above. If the protest is denied, the filing fee shall be forfeited to the city in lieu of payment of
costs for the administrative proceedings as prescribed by subsection (e) above.
1.75. SAMPLES - Samples of items, when required, must be submitted within the time specified at no expense to
the City. If not destroyed by testing, bidder(s)/proposer(s) will be notified to remove samples, at their expense,
within 30 days after notification. Failure to remove the samples will result in the samples becoming the property of
the City.
1.76. SELLING, TRANSFERRING OR ASSIGNING RESPONSIBILITIES - Contractor shall not sell, assign,
transfer or subcontract at any time during the term of the Contract, or any part of its operations, or assign any portion
of the performance required by this contract, except under and by virtue of written permission granted by the City
through the proper officials, which may be withheld or conditioned, in the City's sole discretion.
1.77. SERVICE AND WARRANTY —When specified, the bidder/proposer shall define all warranty, service and
replacements that will be provided. Bidders/Proposer must explain on the Response to what extent warranty and
service facilities are available. A copy of the manufacturer's warranty, if applicable, should be submitted with your
response.
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1.78. SILENCE OF SPECIFICATIONS - The apparent silence of these specifications and any supplemental
specification as to any detail or the omission from it of detailed description concerning any point shall be regarded
as meaning that only the best commercial practices are to prevail and that only materials of first quality and correct
type, size and design are to be used. All workmanship and services is to be first quality.
All interpretations of these specifications shall be made upon the basis of this statement.
If your fiini has a current contract with the State of Florida, Department of General Services, to supply the items on
this solicitation, the bidder/proposer shall quote not more than the contract price; failure to comply with this request
will result in disqualification of bid/proposal.
1.79. SUBMISSION AND RECEIPT OF RESPONSES - Responses shall be submitted electronically via the
Oracle System or responses may be submitted in hardcopy format to the City Clerk, City Hall, 3500 Pan American
Drive, Miami, Florida 33133-5504, at or before, the specified closing date and time as designated in the FEB, RFP,
RFQ, or RFLI. NO EXCEPTIONS. Bidders/Proposers are welcome to attend the solicitation closing; however, no
award will be made at that time.
A. Hardcopy responses shall be enclosed in a sealed envelope, box package. The face of the envelope, box or
package must show the hour and date specified for receipt of responses, the solicitation number and title, and the
name and return address of the Bidder/Proposer. Hardcopy responses not submitted on the requisite Response
Forms may be rejected. Hardcopy responses received at any other location than the specified shall be deemed
non -responsive.
Directions to City Hall:
FROM THE NORTH: I-95 SOUTH UNTIL IT TURNS INTO US1. US 1 SOUTH TO 27TH AVE., TURN LEFT,
PROCEED SOUTH TO SO. BAYSHORE DR. (3RD TRAFFIC LIGHT), TURN LEFT, 1 BLOCK TURN RIGHT
ON PAN AMERICAN DR. CITY HALL IS AT THE END OF PAN AMERICAN DR. PARKING IS ON RIGHT.
FROM THE SOUTH: US1 NORTH TO 27TH AVENUE, TURN RIGHT, PROCEED SOUTH TO SO.
BAYSHORE DR. (3RD TRAFFIC LIGHT), TURN LEFT, 1 BLOCK TURN RIGHT ON PAN AMERICAN DR.
CITY HALL IS AT THE END OF PAN AMERICAN DR. PARKING IS ON RIGHT.
B. Facsimile responses will not be considered.
C. Failure to follow these procedures is cause for rejection of bid/proposal.
D. The responsibility for obtaining and submitting a response on or before the close date is solely and strictly the
responsibility of Bidder/Proposer. The City of Miami is not responsible for delays caused by the United States mail
delivery or caused by any other occurrence. Responses received after the solicitation closing date and time will be
returned unopened, and will not be considered for award.
E. Late responses will be rejected.
F. All responses are subject to the conditions specified herein. Those which do not comply with these conditions
are subject to rejection.
G. Modification of responses already submitted will be considered only if received at the City before the time and
date set for closing of solicitation responses. All modifications must be submitted via the Oracle System or in
writing. Once a solicitation closes (closed date and/or time expires), the City will not consider any subsequent
submission which alters the responses.
H. If hardcopy responses are submitted at the same time for different solicitations, each response must be placed
in a separate envelope, box, or package and each envelope, box or package must contain the information previously
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stated in 1.82.A.
1.80. TAXES - The City of Miami is exempt from any taxes imposed by the State and/or Federal Government.
Exemption certificates will be provided upon request. Notwithstanding, Bidders/Proposers should be aware of the
fact that all materials and supplies which are purchased by the Bidder/Proposer for the completion of the contract is
subject to the Florida State Sales Tax in accordance with Section 212.08, Florida Statutes, as amended and all
amendments thereto and shall be paid solely by the Bidder/Proposer.
1.81. TERMINATION —The City Manager on behalf of the City of Miami reserves the right to terminate this
contract by written notice to the contractor effective the date specified in the notice should any of the following
apply:
A. The contractor is determined by the City to be in breach of any of the terms and conditions of the contract.
B. The City has determined that such termination will be in the best interest of the City to terminate the contract for
its own convenience;
C. Funds are not available to cover the cost of the goods and/or services. The City's obligation is contingent upon
the availability of appropriate funds.
1.82. TERMS OF PAYMENT - Payment will be made by the City after the goods and/or services awarded to a
Bidder/Proposer have been received, inspected, and found to comply with award specifications, free of damage or
defect, and properly invoiced. No advance payments of any kind will be made by the City of Miami.
Payment shall be made after delivery, within 45 days of receipt of an invoice and authorized inspection and
acceptance of the goods/services and pursuant to Section 218.74, Florida Statutes and other applicable law.
1.83. TIMELY DELIVERY - Time will be of the essence for any orders placed as a result of this solicitation. The
City reserves the right to cancel such orders, or any part thereof, without obligation, if delivery is not made within
the time(s) specified on their Response. Deliveries are to be made during regular City business hours unless
otherwise specified in the Special Conditions.
1.84. TITLE - Title to the goods or equipment shall not pass to the City until after the City has accepted the
goods/equipment or used the goods, whichever comes first.
1.85.TRADE SECRETS EXECUTION TO. PUBLIC RECORDS DISCLOSURE- All Responses submitted to
the City are subject to public disclosure pursuant to Chapter 119, Florida Statutes. An exception may be made for
"trade secrets."
If the Response contains information that constitutes a "trade secret", all material that qualifies for exemption from
Chapter 119 must be submitted in a separate envelope, clearly identified as "TRADE SECRETS EXCEPTION,"
with your firm's name and the Solicitation number and title marked on the outside.
Please be aware that the designation of an item as a trade secret by you may be challenged in court by any person.
By your designation of material in your Response as a "trade secret" you agree to indemnify and hold harmless the
City for any award to a plaintiff for damages, costs or attorney's fees and for costs and attorney's fees incurred by
the City by reason of any legal action challenging your claim.
1.86. UNAUTHORIZED WORK OR DELIVERY OF GOODS- Neither the qualified Bidder(s)/Proposer(s) nor
any of his/her employees shall perform any work or deliver any goods unless a change order or purchase order is
issued and received by the Contractor. The qualified Bidder(s)/Proposer(s) shall not be paid for any work performed
or goods delivered outside the scope of the contract or any work performed by an employee not otherwise
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previously authorized.
L87. USE OF NAME - The City is not engaged in research for advertising, sales promotion, or other publicity
purposes. No advertising, sales promotion or other publicity materials containing information obtained from this
Solicitation are to be mentioned, or imply the name of the City, without prior express written permission of the City
Manager or the City Commission.
1.88. VARIATIONS OF SPECIFICATIONS - For purposes of solicitation evaluation, bidders/proposers must
indicate any variances from the solicitation specifications and/or conditions, no matter how slight. If variations are
not stated on their Response, it will be assumed that the product fully complies with the City's specifications.
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2. Special Conditions
2.1. PURPOSE
The purpose of this Solicitation is to establish a contract, for Advertisement Programs, as specified herein, from a
source(s) of supply that will give prompt and efficient service fully compliant with the terms, conditions and
stipulations of the solicitation.
2.2. DEADLINE FOR RECEIPT OF REQUEST FOR ADDITIONAL INFORMATION/CLARIFICATION
Any questions or clarifications concerning this solicitation shall be submitted by email or facsimile to the
Purchasing Department, Attn: Maritza Suarez, CPPB; fax: (305) 400-5025 or email: msuarez@ci.miami.fl.us.
The solicitation title and number shall be referenced on all correspondence. All questions must be received no later
than Friday, August 26, 2011, at 5:00 p.m.. All responses to questions will be sent to all prospective
bidders/proposers in the form on an addendum. NO QUESTIONS WILL BE RECEIVED VERBALLY OR AFTER
SAID DEADLINE.
2.3. TERM OF CONTRACT
The proposer(s) qualified to provide the service(s) requested herein (the "Successful Proposer(s)") shall be required
to execute a contract ("Contract") with the City, which shall include, but not be limited to, the following terms:
(1) The term of the Contract(s) shall be for two (2) years with an option to renew for four (4) additional one (1)
year periods.
(2) The City shall have the option to extend or terminate the Contract.
Continuation of the contract beyond the initial period is a City prerogative; not a right of the bidder/proposer. This
prerogative will be exercised only when such continuation is clearly in the best interest of the City.
2.4. CONDITIONS FOR RENEWAL
Each renewal of this contract is subject to the following:
(1) Continued satisfactory performance compliance with the specifications, terms and conditions established
herein.
(2) Availability of funds
2.5. NON -APPROPRIATION OF FUNDS
In the event no funds or insufficient funds are appropriated and budgeted or are otherwise unavailable in any fiscal
period for payments due under this contract, then the City, upon written notice to Contractor or his assignee of such
occurrence, shall have the unqualified right to terminate the contract without any penalty or expense to the City. No
guarantee, warranty or representation is made that any particular or any project(s) will be awarded to any fnm(s).
2.6. PROPOSER'S MINIMUM QUALIFICATIONS
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The following represent the minimum qualification requirements for a Proposer to be deemed responsive by
the City, and Proposers shall satisfy each of the following minimum requirements cited below. Each of these
minimum qualifications must be addressed in detail in Proposal submission to determine Proposer's
responsiveness. Failure to meet each of the following qualification requirements, and/or failure to provide
sufficient detail and/or documentation in its Proposal to determine responsiveness by the City, will result in
the Proposal being deemed non -responsive.
Advertising programs:
(1) The successful Proposer must provide evidence of sufficient financial stability to produce, install and maintain
the advertising program proposed, including the quantity of products proposed
(2) The successful Proposer must demonstrate a level of expertise, technical knowledge, innovation, and overall
capacity to provide the proposed advertising program
Additionally,
(4) Proposer shall have no record of judgments, bankruptcy, pending lawsuits against the City or criminal activities
involving moral turpitude and not have any conflicts of interest that have not been waived by the City Commission.
(5) Neither Proposer nor any principal, officer, owner, or stockholder of Proposer shall be in arrears or in default of
any debt or contract involving the City, (as a party to a contract, or otherwise); nor have failed to perform faithfully
on any previous contract with the City.
See "Instructions for Submitting a Response: (Submission Requirements)."Submittals that do not respond
completely to all requirements may be considered non -responsive and eliminated from the process.
CONTRACT EXECUTION
The selected Proposer(s) evaluated and ranked in accordance with the requirements of this Solicitation, shall be
awarded an opportunity to negotiate a contract ("Contract") with the City in substantially the attached form labeled
"Attachment A - Professional Services Agreement" and available via the Header section to this RFP. The City
reserves the right to execute or not execute, as applicable a Contract with the selected Proposer(s) that is determined
to be most advantageous and in the City's best interest. Such Contract will be furnished by the City, will contain
certain terms as are in the City's best interests, and will be subject to approval as to legal form by the City Attorney.
2.8. FAILURE TO PERFORM
Should it not be possible to reach the contractor or supervisor and/or should remedial action not be taken within 48
hours of any failure to perform according to specifications, the City reserves the right to declare Contractor in
default of the contract or make appropriate reductions in the contract payment.
2.9. INSURANCE REQUIREMENTS
INDEMNIFICATION
Bidder shall pay on behalf of, indemnify and save City and its officials harmless, from and against any and all
claims, liabilities, losses, and causes of action, which may arise out of bidder's perfoimance under the provisions of
the contract, including all acts or omissions to act on the part of bidder, including any person performing under this
Contract for or on bidder's behalf, provided that any such claims, liabilities, losses and causes of such action are not
attributable to the negligence or misconduct of the City and, from and against any orders, judgments or decrees
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which may be entered and which may result from this Contract, unless attributable to the negligence or misconduct
of the City, and from and against all costs, attorneys' fees, expenses and liabilities incurred in the defense of any
such claim, or the investigation thereof.
The bidder shall furnish to City of Miami, c/o Purchasing Department, 444 SW 2nd Avenue, 6th Floor, Miami,
Florida 33130, Certificate(s) of Insurance which indicate that insurance coverage has been obtained which meets the
requirements as outlined below:
(1) Worker's Compensation
A. Limits of Liability - Statutory - State of Florida
Waiver of subrogation
(2) 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. Products and Completed Operations and Fire Damage: $1,000,000.
B. Endorsements Required:
City of Miami included as an Additional insured. Employees included as insured. Contingent Liability &
Contractual Liability. Primary Insurance Clause. Premises & Operations Liability.
(3) BusinessAutomobile Liability
A. Limits of Liability
Bodily injury and property damage liability combined single limits. Owned/Scheduled Autos, including
hired, borrowed or owned, or non -owned autos used in connection with the work -
Any One Accident: $1,000,000
B. Endorsements Required:
City of Miami included as an Additional Insured
(4) Employer's Liability
A. Limits of Liability
$500,000 for bodily injury caused by an accident, each accident
$500,000 for bodily injury caused by disease, each employee
$500,000 for bodily injury caused by disease, policy limit
(5) Professional Liability/Errors and Omissions Coverage
A. Limits of Liability
Combined Single Limit. Each Claim $1,000,000 General Aggregate Limit
$1,000,000
(6) Excess Liability (Excess Follow Form)
A. Limits of Liability
Each Occurence $1,000,000
Policy Aggregate $1,000,000
The above policies shall provide the City of Miami with written notice of cancellation or material change
from the insurer in accordance with policy provisions.
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BINDERS ARE UNACCEPTABLE.
The insurance coverage required shall include those classifications, as listed in standard liability insurance manuals,
which most nearly reflect the operations of the bidder.
All insurance policies required above shall be issued by companies authorized to do business under the laws of the
State of Florida, with the following qualifications:
The Company must be rated no less than "A" as to management, and no less than "Class V" as to financial strength,
by the latest edition of Best's Insurance Guide, published by A.M. Best Company, Oldwick, New Jersey, or its
equivalent. All policies and/or certificates of insurance are subject to review and verification by Risk Management
prior to insurance approval.
Certificates will indicate no modification or change in insurance shall be made without thirty (30) days written
advance notice to the certificate holder.
NOTE: CITY BID NUMBER AND/OR TITLE OF BID MUST APPEAR ON EACH CERTIFICATE.
Compliance with the foregoing requirements shall not relieve the bidder of his liability and obligation under this
section or under any other section of this Agreement.
--If insurance certificates are scheduled to expire during the contractual period, the Bidder shall be responsible
for submitting new or renewed insurance certificates to the City at a minimum of ten (10) calendar days in advance
of such expiration.
--In the event that expired certificates are not replaced with new or renewed certificates which cover the
contractual period, the City shall:
(4) Suspend the contract until such time as the new or renewed certificates are received by the City in the manner
prescribed in the Invitation To Bid.
(5) The City may, at its sole discretion, terminate this contract for cause and seek re -procurement damages from
the Bidder in conjunction with the General and Special Terms and Conditions of the Bid.
The Bidder shall be responsible for assuring that the insurance certificates required in conjunction with this Section
remain in force for the duration of the contractual period; including any and all option terms that may be granted to
the Bidder.
2.10. CONTRACT ADMINISTRATOR
Upon award, contractor shall report and work directly with Zari Watkins, Esq., who shall be designated as the
Contract Administrator.
2.11. SUBCONTRACTOR(S) OR SUBCONSULTANT(S)
A Sub -Consultant, herein known as Sub-Contractor(s) is an individual or firm contracted by the Proposer or
Proposer's firm to assist in the performance of services required under this Solicitation. A Sub -Contractor shall be
paid through Proposer or Proposer's firm and not paid directly by the City. Sub -Contractors are allowed by the City
in the performance of the services delineated within this Solicitation. Proposer must clearly reflect in its Proposal the
major Sub -Contractors to be utilized in the performance of required services. The City retains the right to accept or
reject any Sub -Contractors proposed in the response of Successful Proposer or prior to contract execution. Any and
all liabilities regarding the use of a Sub -Contractor shall be borne solely by the Successful Proposer and insurance
for each Sub -Contractors must be maintained in good standing and approved by the City throughout the duration of
the Contract. Neither Successful Proposer nor any of its Sub -Contractors are considered to be employees or agents
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of the City. Failure to list all Sub -Contractors and provide the required information may disqualify any proposed
Sub -Contractors from performing work under this Solicitation.
Proposers shall include in their Responses the requested Sub -Contractor information and include allrelevant
information required of the Proposer. In addition, within five (5) working days after the identification of the award
to the Successful Proposer, the Successful Proposer shall provide a list confirming the Sub -Contractors that the
Successful Proposer intends to utilize in the Contract, if applicable. The list shall include, at a minimum, the name,
location of the place of business for each Sub -Contractor, the services Sub -Contractor will provide relative to any
contract that may result from this Solicitation, any applicable licenses, references, ownership, and other information
required of Proposer.
2.12. SPECIFICATION EXCEPTIONS
Specifications are based on the most current literature available. Bidder shall notify the City of Miami Purchasing
Depailruent, in writing, no less than ten (10) days prior to solicitation closing date of any change in the
manufacturers' specifications which conflict with the specifications. For hard copy bid submittals, bidders must
explain any deviation from the specifications in writing as a footnote on the applicable specification page and
enclose a copy of the manufacturer's specifications data detailing the changed item(s) with his/her submission. For
electronic bid submittals, bidders must explain in the Header Section or by an Attachment and, if applicable, enclose
a scanned copy of the manufacturer's specifications data detailing the changed item(s) with his/her submission.
Additionally, bidders must indicate any options requiring the addition of other options, as well as those which are
included as a part of another option. Failure of bidders to comply with these provisions will result in bidders being
held responsible for all costs required to bring the item(s) in compliance with contract specifications.
2.13. TERMINATION
A. FOR DEFAULT
If Contractor defaults in its performance under this Contract and does not cure the default within 30 days after
written notice of default, the City Manager may terminate this Contract, in whole or in part, upon written notice
without penalty to the City of Miami. In such event the Contractor shall be liable for damages including the excess
cost of procuring similar supplies or services: provided that if, (1) it is determined for any reason that the Contractor
was not in default or (2) the Contractor's failure to perform is without his or his subcontractor's control, fault or
negligence, the termination will be deemed to be a termination for the convenience of the City of Miami.
B. FOR CONVENIENCE
The City Manager may terminate this Contract, in whole or in part, upon 30 days prior written notice when it is in
the best interests of the City of Miami. If this Contract is for supplies, products, equipment, or software, and so
teuiiinated for the convenience by the City of Miami the Contractor will be compensated in accordance with an
agreed upon adjustment of cost. To the extent that this Contract is for services and so terminated, the City of Miami
shall be liable only for payment in accordance with the payment provisions of the Contract for those services
rendered prior to termination.
2.14. ADDITIONAL TERMS AND CONDITIONS
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No additional terms and conditions included with the solicitation response shall be evaluated or considered, and any
and all such additional terms and conditions shall have no force or effect and are inapplicable to this solicitation. If
submitted either purposely, through intent or design, or inadvertently, appearing separately in transmittal letters,
specifications, literature, price lists or warranties, it is understood and agreed that the General and Special
Conditions in this solicitation are the only conditions applicable to this solicitation and that the bidder's/proposer's
authorized signature affixed to the bidder's/proposer's acknowledgment form attests to this.
2.15. PRIMARY CLIENT (FIRST PRIORITY)
The successful bidder(s)/proposer(s) agree upon award of this contract that the City of Miami shall be its primary
client and shall be serviced first during a schedule conflict arising between this contract and any other contract
successful bidder(s)/proposer(s) may have with any other cities and/or counties to perform similar services as a
result of any catastrophic events such as tornadoes, hurricanes, severe storms or any other public emergency
impacting various areas during or approximately the same time.
2.16. UNAUTHORIZED WORK
The Successful Proposer(s) shall not begin work until a Purchase Order is received.
2.17. CHANGES/ALTERATIONS
Proposer may change or withdraw a Proposal at any time prior to Proposal submission deadline; however, no oral
modifications will be allowed. Written modifications shall not be allowed following the proposal deadline.
2.18. COMPENSATION PROPOSAL
Each Proposer shall detail any and all fees and costs to provide the required services as detailed in Section 3. Scope
of Services. The City reserves the right to add or delete any service, at any time. Should the City determine to add
an additional service for which pricing was not previously secured, the City shall seek the Successful Proposer to
provide reasonable cost(s) for same. Should the City determine the pricing unreasonable, the City reserves the right
to negotiate cost(s) or seek another vendor for the provision of said service(s).
Failure to submit compensation proposal as required shall disqualify Proposer from consideration.
2.19. EVALUATION/SELECTION PROCESS AND CONTRACT AWARD
The procedure for response evaluation, selection and award is as follows:
(1) Solicitation issued.
(2) Receipt of responses
(3) Opening and listing of all responses received
(4) Purchasing staff will review each submission for compliance with the submission requirements of the
Solicitation, including verifying that each submission includes all documents required.
(5) An Evaluation Committee, appointed by the City Manager, comprised of appropriate City Staff and members
Page 32 of 41
Request for Proposals (RFP) 272271,9
of the community, as deemed necessary, with the appropriate technical expertise and/or knowledge, shall meet to
evaluate each response in accordance with the requirements of this Solicitation and based upon the evaluation
criteria as specified herein.
(6) The Evaluation Committee reserves the right, in its sole discretion, to request Proposers to make oral
presentations before the Committee as part of the evaluation process. The presentation may be scheduled at the
convenience of the Evaluation Committee and shall be recorded.
(7) The Evaluation Committee reserves the right to rank the Proposals and shall submit its recommendation to the
City Manager for acceptance. If the City Manager accepts the Committee's recommendation, the City Manager's
recommendation for award of contract will be posted on the City of Miami Purchasing Department website, in the
Supplier Comer, Current Solicitations and Notice of Recommendation of Award Section. The notice of the City
Manager's recommendation can be found by selecting the details of the solicitation and is listed as Recommendation
of Award Posting Date and Recommendation of Award To fields. If "various" is indicated in the Recommendation
of Award To field, the Bidder/Proposer must contact the buyer for that solicitation to obtain the suppliers name. The
City Manager shall make his recommendation to the City Commission requesting the authorization to negotiate
and/or execute an agreement with the recommended Proposer(s). No Proposer(s) shall have any rights against the
City arising from such negotiations or termination thereof.
(8) The City Manager reserves the right to reject the Committee's recommendation, and instruct the Committee to
re-evaluate and make another recommendation, reject all proposals, or recommend that the City Commission reject
all proposals.
(9) The City Commission shall consider the City Manager's and Evaluation Committees' recommendation(s) and,
if appropriate and required, approve the City Manager's recommendation(s). The City Commission may also reject
any or all response.
(10) If the City Commission approves the recommendations, the City will enter into negotiations with the selected
Proposer(s) for a contract for the required services. Such negotiations may result in contracts, as deemed
appropriate by the City Manager.
(11) The City Commission shall review and approve the negotiated Contract with the selected Proposer(s).
2.20. ADDITIONAL SERVICES
Services not specifically identified in this request may be added to any resultant contract upon successful
negotiation and mutual consent of the contracting parties.
2.21. RECORDS
During the contract period, and for a least five (5) subsequent years thereafter, Successful Proposer shall provide
City access to all files and records maintained on the City's behalf.
2.22. TRUTH IN NEGOTIATION CERTIFICATE
Execution of the resulting agreement by the Successful Proposer shall act as the execution of truth -in -negotiation
certificate stating that wage rates and other factual unit costs supporting the compensation of the resulting
Agreement are accurate, complete, and current at the time of contracting. The original contract price and any
additions thereto shall be adjusted to exclude any significant sums by which City determines the contract price was
increased due to inaccurate, incomplete, or non -current wage rates and other factual unit costs. All such contract
Page 33 of 41
Request for Proposals (RFP) 272271,9
adjustments shall be made within one (1) year following the end of the Agreement.
2.23. PRE-BID/PRE-PROPOSAL CONFERENCE
None
Page 34 of 41
Request for Proposals (RFP) 272271,9
3. Specifications
3.1. SPECIFICATIONS/SCOPE OF WORK
The City of Miami (City) is soliciting proposals from qualified firms to identify potential partners for certain current
advertising products the City wishes to pursue immediately, as well as potential products the City may wishes to
pursue in the future.
This RFP process would be used to secure the services of one or more companies, for one or more of the following
advertising categories:
1) Parking Stripes advertising
2) Digital/Display Elevator Advertising (elevators in City buildings)
3) Other advertising opportunities (non -Parking)
4) Naming Rights to City Parks
5) Trolley Advertising
The City would require interested proposers to respond to each category for which they are interested in partnering,
allowing the flexibility to select the vendor that would provide the best value and financial return to the City in each,
stand-alone category. However, vendors would be permitted to submit proposals that reflect potential benefits to the
City if they are selected for more than one category (for example, increased revenues if selected to provide both
mast arm and parking stripe advertising). Responses to #3 above will be open-ended, allowing proposers to
recommend additional concepts for our consideration. All of the proposals will be reviewed to ensure consistency
with existing Code, as well as to ensure that the proposal meets our aesthetic expectations. The City will retain the
right and ability to identify the quantity and location of any proposed advertising program to ensure that It meets our
expectations in terms of aesthetics.
Trolley Advertisement Program and Sales Support Objective(Refer to Header Attachments for pictures and
technical specifications of the Trolleys)
The City wishes to engage a qualified firm to provide project management services for advertising and sales support
services for the proposed City of Miami Trolley System. The City desires to maximize revenue potential from the
sale of advertising space on the interior and exterior of the trolleys in order to help defray the cost of operating the
trolley service.
Trolley System
The City's proposed trolley system consists of four (4) interconnected routes (as further described below and as
depicted on the attached route map) totaling over 30 miles in length with the objective of augmenting the existing
regional transit system (MetroBus, MetroRail, and MetroMover) and providing premium public transportation
service to the following corridors and communities in the City of Miami: Health District/Civic Center, Marlins
Stadium, Brickell Avenue, Biscayne Boulevard, Omni, Allapattah, Overtown, and Coral Way. A future extension of
the Brickell/Biscayne Trolley route is being proposed to serve Midtown and the Design District. At this time,
operating hours for the trolley service currently consists of Monday — Saturday service from 6:30AM — 8:OOPM and
are subject to change. Frequency of service is anticipated to range from 10 minutes during peak times to 20 minutes
during off-peak periods. The City anticipates using its trolleys to also provide charter service for special events as
well as extended hours of service at its sole discretion. The trolley system is anticipated to attract over 5,000 riders
per day, and, at this time, it has not been determined if the City will charge a fare.
Health/Stadium District TroIlev
The City, in collaboration with the Miami Partnership (coalition of major area stakeholders in the Health
District/Civic Center) and the FDOT, has finalized the routes and stop locations for the Health District Trolley. The
Page 35 of 41
Request for Proposals (RFP) 272271,9
proposed loop has been endorsed by the Miami Partnership, City Commission, and the FDOT which is providing
state funds for the operation and maintenance of the initial route for a 3-year period. The trolley will operate on a
2-way loop within the Health District area, the second largest employment center in the County, and the route will
extend to the Marlins Stadium via NW 12th Avenue. This trolley will connect to the Civic Center Metrorail Station
on NW 12th Avenue and to the Allapattah/Overtown route described below. In addition, the trolley service will
serve over 14 major facilities and 9 parking garages in the area, including University of Miami Hospital, Jackson
Memorial Hospital, Veterans Administration Hospital, Miami -Dade College, County Courts, State Attorney's
Office, and other judicial, educational, research, and civic institutions in the area, as well as service the Marlins
Stadium as part of its scheduled route. Based on a systemwide modeling analysis completed in November 2010, this
route is anticipated to attract over 900 riders daily with a proposed $1.00 fare structure.
Brickell/Biscavne Trolley
This trolley will connect to the Brickell Metrorail/Metromover Station located at SW 1st Avenue where a
connection to the future Coral Way Trolley will be provided. The loop extends from SE 26th Road on the south to
the Omni/Margaret Pace Park on the north serving the Brickell, Downtown, and Omni areas and connecting to
numerous Metromover stations along the route. In addition, the trolley will operate along Flagler Street to serve the
downtown core as well as venues along the route such as the Adrienne Arsht Center for the Performing Arts, the
American Airlines Arena, Bayside Marketplace, Museum Park, and Bayfront Park. The City anticipates using the
existing Miami Parking Authority parking lot under the I-95/Rickenbacker Causeway flyover as a park -and -ride
facility for trolley users. This trolley route was developed in collaboration with the DDA, BHA, the Brickell Area
Association (BAA), area stakeholders, MDT, and FDOT. Based on a systemwide modeling analysis completed in
November 2010, this route is anticipated to attract over 1,500 riders daily with a proposed $1.00 fare structure.
Overtown/Allapattah Trolley
The Allapattah/Overtown Trolley is planned to provide service in the Allapattah and Overtown communities and to
connect to the Health/Stadium District and Brickell/Biscayne Trolleys. The City, in collaboration with area
stakeholders, is in the process of developing a service plan for this route with the specific stop locations and hours of
operation. Further, we anticipate seeking a funding contribution from the FDOT for 50% of the operational and
maintenance costs of the service for a 3-year start-up period. In Allapattah, the loop is intended to serve dozens of
retail and commercial establishments along NW 20th Street from NW 17th Avenue to NW 27th Avenue and will
include a stop at the MPA parking garage located on NW 21 st Street. In Overtown, the loop is intended to serve the
Folk -Life Village, schools and parks, and commercial establishments via NW 3rd Avenue. In addition, this loop
will connect to the Health/S.tadiumDistrict Trolley at. Jackson Memorial Hospital and to the Brickell/Biscayne
Trolley at Omni via NW/NE 14th Street. This connection will facilitate access to jobs and enhanced public transit
between the Allapattah and Overtown communities and major employment centers in the City as well as provide
convenient access to points of interest within the communities. Based on a systemwide modeling analysis
completed in November 2010, this route is anticipated to attract over 1,400 riders daily with a proposed $1.00 fare
stricture.
Coral Way Trolley
The Coral Way-Brickell Trolley is planned to operate along Coral Way serving the commercial, retail, and
residential locations along the corridor. The service is proposed to extend from the Brickell Metrorail/Metromover
Station at SW 1st Avenue on the east (where a connection to the Brickell/Biscayne Trolley will be provided) to the
City of Coral Gables Trolley that operates along Ponce de Leon Blvd. in the City of Coral Gables. The City, in
collaboration with area stakeholders, is in the process of developing a service plan for this route with the specific
stop locations and hours of operation; and, furthermore, we intend seeking a funding contribution from the FDOT
for 50% of the operational and maintenance costs of the service for a 3-year start-up period. Based on a systemwide
modeling analysis completed in November 2010, this route is anticipated to attract over 700 riders daily with a
proposed $1.00 fare structure.
Page 36 of 41
Request for Proposals (RFP) 272271,9
Trolley Vehicles
The City has purchased twelve (12) Classic American Trolleys, 32' in length, with a seating capacity of
approximately 30 passengers, to provide trolley service along the Health/Stadium District and Brickell/Biscayne
Trolley Routes. This service is anticipated to begin in early 2012. The City is in the process of purchasing 16 — 21
additional Classic American Trolleys, 27' in length, with a seating capacity of approximately 25 passengers. These
additional trolleys are anticipated to arrive in mid-2012 and will be used to provide service along the Coral Way and
Allapattah/Overtown Trolley routes. All trolley vehicles are being manufactured in compliance with all Federal
Transit Administration (FTA) and Florida Depai talent of Transportation (FDOT) specification requirements for
public transit vehicles and in compliance with the City's desired vehicle specifications, attached herein, including
air-conditioned interiors, oak -slat benches, oak wood interiors, brass railings, and electric wheelchair lifts. The
exterior paint scheme of the trolleys will be the official City colors of orange, green, and white as depicted in the
attached drawing, All Classic American Trolley vehicles are 134" in height regardless of length.
Trolley Advertising Program and Sales Support
The City desires to maximize revenue potential from the sale of advertising space on the trolleys in order to help
defray the cost of operating the trolley service. As such, advertisement space will be provided on the exterior (rear
and sides) and interior of the trolleys as depicted in the attached drawings. The interior of the trolleys will be
equipped with oak rails near the soffit for advertisements (as depicted in the attached drawings); and the exterior
sides of the trolleys will be equipped with aluminum advertisement racks as depicted in the attached drawings.
Further, with regards to interior advertising opportunities, the City wishes to explore the possibility of using a flat
screen TV mounted on -board the trolley to show advertisements to passengers. With regards to the exterior
advertising, space will be provided in the rear and sides of the trolleys as depicted in the attached drawings.
Although the City will allow advertisements on the exteriors of the trolleys, the City's desire is to maintain a clean
and attractive exterior, free of visual clutter which could potentially detract from the image and unique aesthetic
characteristics of the Classic American Trolley. As such, it is the City's preference to not have the trolley exterior,
including windows, wrapped with advertising or any material that adheres to the exterior and/or which is not
conducive to daily washing or which the City may consider detrimental to the aesthetic and unique exterior features
of the Classic American Trolley. The trolley advertisement program is further subject to the following
specifications and provisions.
1. RIGHT TO CHANGE TROLLEY OPERATION: The City has the right to make changes to the trolley
operation at any time. Such changes can include, but are not limited to, changes to service alignments, stop
locations, hours ofoperations, number of trolleys in service, areas served, fare structure and fare collection system,
and terminating trolley service for convenience.
2. ADVERTISING MATERIAL: The advertising material should be static, non -glaring, and must conform to
all applicable City, County, State, and Federal laws for motorized vehicle operation on public -right-of-way.
Advertising should not cause temporary or long-term damage or harm to trolley vehicles, trolley riders, city
residents, or other users of the transportation system. The City is not liable for any damages or lawsuits arising out
of trolley advertising.
3. RIGHT TO REFUSE UNACCEPTABLE ADVERTISING: The purpose of this advertising program is to
maximize the revenues of the City's trolley system and not to create a public forum for the public discussion of
political or controversial issues. The City will not accept advertising that directly or indirectly supports or opposes a
particular candidate, political cause or issue or that advocates or opposes a particular religion or religious belief.
Acceptable advertising will be limited to that which proposes, directly or indirectly, a legal, commercial transaction
that, in the sole discretion of the City, will reflect favorably upon the City's trolley system, its riders and the long
term use of this advertising space for the generation of revenues. This advertising may include the promotion of the
City and surrounding areas as destinations for tourists or future development.
The City reserves the right to refuse any advertising that does not conform to the City and to any applicable
Page 37 of 41
Request for Proposals (RFP) 272271,9
requirements of the Federal Transit Administration (FTA), the Florida Department of Transportation (FDOT), and
any other governmental agency with authority to regulate this usage on public right-of-way. The City reserves the
right to refuse advertising that is not presented to the City at least three (3) business days before the requested start
date. The City may, at its sole discretion, refuse to place and install other advertising that it deems to be
inappropriate considering the purpose and intent of this advertising program.
Contractor Responsibilities
1. Successful Proposer is responsible for day-to-day maintenance, installation, removal of advertising and/or
advertising equipment (LCD, etc), and management of the Advertisement Program.
2. City is not responsible for any lost revenue to the Vendor if the trolley system cannot remain in operation for
the contract term due to fimding constraints, natural and/or man-made events, or termination for convenience.
Page 38 of 41
Request for Proposals (RFP) 272271,9
4. Submission Requirements
4.1. SUBMISSION REQUIREMENTS
SUBMISSION REQUIREMENTS:
Proposers shall carefully follow the format and instruction outlined below, observing format requirements where
indicated. Proposals should contain the information itemized below and in the order indicated. This information
should be provided for the Proposer and any sub -consultants to be utilized for the work contemplated by this
Solicitation. Proposals submitted which do not include the following items may be deemed non -responsive and may
not be considered for contract award.
ALL RESPONSES WILL BE SUBMITTED IN HARDCOPY FORMAT ONLY TO INCLUDE ONE ORIGINAL
AND SEVEN (7) COPIES. NO ON-LINE SUBMITTALS WILL BE ACCEPTED.
Proposers shall provide, at a minimum, the following information and documentation with their Proposals:
1. Cover Page:
The Cover Page shall include the Proposer's name, the Contact Person for the RFP, the Firm's Liaison for the
Contract, the Primary Office Location, the Local Business Address (if applicable), the Business Phone and Fax
Numbers, Email Addresses (if applicable), the Title of the RFP, the RFP Number, and the Federal Employer
Identification Number or Social Security Number.
2. Table of Contents:
The table of contents shall outline, in sequential order, the major sections of the Proposal as listed below, including
all other relevant documents requested for submission. All pages of the Proposal, including the enclosures, shall be
clearly and consecutively numbered and shall correspond with the table of contents.
3. Executive Summary:
A signed and dated summary of not more than two (2) pages shall be provided containing Proposer's overall
Qualifications and Experience and Technical Qualifications, as contained in the submittal. Proposer shall include the
name of the organization, business phone, contact person and a summary of the work to be performed.
4. Experience and Qualifications:
A. Describe the Proposer's organizational history and structure; years Proposer and/or firm has been in business
providing a similar service(s), and indicate whether the City has previously awarded any contracts to the
Proposer/firm. Provide a list of all principals, owners or directors.
B. Outline in detail the experience and qualifications of the Proposer's entity, and the Proposer's management team,
in providing similar projects/programs as the one proposed in this RFP.
C. Provide a narrative describing the entities that will be involved, a description of the roles they will play (e.g.,
partner, management group..), the contractual relationships within the team, the financial responsibilities and
percentage of ownership (if applicable) of each team entity, a description and evidence of the nature of each entity's
commitment to the project, and a summary of the team's past experience in working together on a similar project. A
description of each of the entities' experience in developing and managing similar projects and roles must be
included, The respondent must also provide a minimum of the most current two consecutive years of financial
statements for the entity(ies) and/or principal(s) that comprise or will comprise the respondent. The City will treat
financial statements submitted under this procedure as either business data or RFP data pursuant to Florida Statutes.
However, the City assumes no liability should this data be ruled public data by a court of competent jurisdiction.
D. Provide an organizational chart of Proposer's management team to be used on this project/program, and their
qualifications. A resume of each individual, including education, experience, and any other pertinent information,
Page 39 of 41
Request for Proposals (RFP) 272271,9
shall be included for each team member to be assigned to this project/program. Include any and all licenses and
certifications held.
E. Describe any current or pending litigation or proceeding involving Proposer, its partners, managers, other key
staff members, and its professional activities or performance, if applicable. State the nature of the litigation, a brief
description of each case, the outcome or projected outcome, and the monetary amounts involved.
F. Should Proposer plan to utilize a Sub-Contractor(s), provide detailed information regarding qualifications and
experience, and the work to be performed related to the Scope of Services for each proposed Sub-Contractor(s).
5) Past Performance in Implementing Similar Advertising
A. Provide a complete list of clients for which Proposer has provided a similar service(s) as required in this RFP.
This list should detail Proposer's experience, and include those services that have beenperformed during at least the
past five (5) years, as applicable. Include the name, address, phone number(s) and contact persons within each
organization. The City reserves the right to contact references as part of the evaluation process.
B. Provide a minimum of two (2) references on letterhead from former clients for the provision of similar services
within the past five (5) years. Include name of reference, contact name, period of time, and overall work performed.
Sufficient documentation must be provided to determine level of experience. References are subject to verification
by the City as part of the evaluation process.
C. Provide a description of the Proposer's overall Approach and Methodology to be utilized during this
engagement, per each element of work depicted in the Scope of Services.
D. Provide a marketing plan for the City. The proposer must submit information which describes its approach to a
successful venue. The proposer should describe its marketing and promotional concepts and also provide a plan
which will maximize revenue to the City.
6) Operating Plan
A. Provide an Operating Plan. Proposer shall describe the operating policies and procedures to be employed by the
proposers. Describe any proposed initiatives which would improve the revenue to the City.
7) Revenue to the City
A. Proposer must include a Compensation/Revenue Proposal as part of the Proposal. Proposal shall contain detailed
information justifying its proposed cost(s), including reimbursable expenses and revenue to the City. Failure to
submit a Compensation Proposal shall deem your Proposal non -responsive.
Proposer shall provide any other information or documentation with Proposal, as needed.
Page 40 of 41
Request for Proposals (RFP) 272271,9
5. Evaluation Criteria
5.1. EVALUATION CRITERIA
Proposals shall be evaluated based upon the following criteria and weight:
CRITERIA WEIGHT
Proposer's experience and qualifications in providing advertising programs 35 Points
Proposed revenue to the City 40 Points
Strength and sustainability of operating plan 25 Points
Total: 100 points
Page 41 of 41
Exhibit B
"Response to RFP No. 272271,9"
Certification Statement
Please quote on this form, if applicable, net prices for the item(s) listed. Return signed original and
retain a copy for your files. Prices should include all costs, including transportation to destination. The
City reserves the right to accept or reject all or any part of this submission. Prices should be firm for a
minimum of 180 days following the time set for closing of the submissions.
In the event of errors in extension of totals, the unit prices shall govern in determining the quoted
prices.
We (I) certify that we have read your solicitation, completed the necessary documents, and propose to
furnish and deliver, F.O.B. DESTINATION, the items or services specified herein..
The undersigned hereby certifies that neither the contractual party nor any of its principal owners or
personnel have been convicted of any of the violations, or debarred or suspended as set in section
18-107 or Ordinance No. 12271.
All exceptions to this submission have been documented in the section below (refer to paragraph and
section).
EXCEPTIONS:
Please refer to Fuel's' 1- -t—e—e-xoep- i&ns (ine1uded—in—re-a-r
pocket of submission folder).
We (I) certify that any and all information contained in this submission is true; and we (I) further certify
that this submission is made without prior understanding, agreement, or connection with any
corporation, firm, or person submitting a submission for the same materials, supplies, equipment, or
service, and is in all respects fair and without collusion or fraud. We (I) agree to abide by all terms and
conditions of this solicitation and certify that I am authorized to sign this submission for the submitter.
Please print the following and sign your name:
SUPPLIER NAME: Fuel Miami LLC
ADDRESS: 443 Park Avenue South, 9FL , New York, NY 10016
PHONE: 212-967-7333 FAX: 212-967-7337 ext. 204
EMAILjlavallee@fueloutdoor.com BEEPER:
SIGNED BY: Jonathan T. Lavallee
Chief Financial Officer February 9th,
TITLE: 1'E:
FAILURE TO COMPLETE, SIGN, AND RETURN THIS FORM SHALL DISQUALIFY THIS BID,
Page 2 of 36
Certifications
Legal Name of Firm:
Fuel Miami, LLC
Entity Type: Partnership, Sole Proprietorship,'Corporation, etc.
Limited Liability Company
Year Established:
2006
Office Location: City of Miami, Miami -Dade County, or Other
2610 N Miami Ave..Miami, FL 33127
Occupational License Number (a copy must be provided with your proposal subnussion):
391327-00656505
Occupational License Issuing Agency:
City of Miami Administrative Office
Occupational License Expiration Date:
September.30, 2012
Respondent certifies that (s) he has read and understood the provisions of City of Miami Ordinance No.
10032 (Section 18-105 of the City Code) pertaining to the implementation of a "First Source Hiring
Agreement"- (Yes. or.No)
Yes.......
Do you expect to create new positions in your company in the event your company was awarded a
Contract by the City? (Yes or No)
No
In the event your answer to question above is yes, how many new positions would you create to
perform this work?
No
Please list the title, rate of pay, summary of duties, number of positions, and expected length or duration
of all new positions which might be created as a result of this award of a Contract.
No
Will Subcontractor(s) be used? (Yes or No)
No
Page 3 of 36
Line: 1
Description: Disregard this line item. Please refer to the Submission Requirements, Section 7)
Revenue to the City
Category: 95300-00
Unit of Measure: Dollar
Unit Price: $
Number of Units: 1 Total: $
Page 4 of 36
I 1 1 1 1 I { I
A Proposal Submitted by Fuel Miami LLC to:
In Response to the City of Miami Purchasing Department
Request for Proposals No. 272271,9 For:
Advertisement Programs
Federal Employer Identification Number:20-5053402
Contact for RFP:
Jonathan T. Lavallee
212-967-7333 ext. 204
Fax: 212-967-7337
Fuel Miami LLC
443 Park Avenue South
9th Floor
New York, NY 10016
Firm Liaison for RFP:
Pablo Cremaschi
305-400-7355 ext. 101
Fax: 305-400-9991
Fuel Miami LLC
2610 N Miami Avenue
Miami, Florida 33127
2610 N. Miami Avenue, Miami, FL 33127 » 866,685.3835 » fueloutdooccom
i i I I I 1 I I I 1 I I 1 1
February 15, 2012
City of Miami - City Clerk
3500 Pan American Drive
Miami, FL 33133
RE: Proposal in Response to Request for Proposal No. 272271,9
Fuel Miami LLC ("Fuel") is pleased to submit this Proposal (one original plus seven copies) to
provide Advertisement Programs to the City of Miami. This proposal is valid for at least one
hundred twenty (120) consecutive calendar days after the proposal submission deadline.
During the primary term of two (2) years and subsequent four (4) additional one (1) year
extension -periods —the irrrmedta-te-rrd-future-objectives of-ocrrreventre-en hatncement-irritiative
partnership would be as follows:
• Optimize the advertising space to produce maximum revenue generation
• Develop a City Code compliant program absent the appearance of over
commercialization
• Provide regular suggestions of additional revenue initiatives meeting aesthetic
expectations
As the major national out -of -home advertising company in the Miami market, following award
of the contract Fuel's key management and operations personnel will be immediately available
to meet with the City of Miami (the "City") project representatives to discuss contract
implementation considerations which will work to optimize revenues to the City.
The undersigned is a corporate official authorized to provide the City with additional
information useful to evaluating Fuel's proposal, bind Fuel to the commitments made in this
proposal, negotiate on Fuel's behalf the terms and conditions of any contract (including terms of
compensation) offered as a result of this proposal, and to serve as fuel's signatory to any
resulting contract.
Cordially,
athan T. Lavallee
Chief Financial Officer
.-0
» 2610 N. Miami Avenue, Miami, FL 33127 » 866.685.3835 » fueloutdoorcom
1 1 I I 1 l { 1 I 1 1 1 1 I I
PROPOSAL FOR ADVERTISEMENT PROGRAMS
RESPONSE To CITY OF MIAMI RFP No. 272271,9
Table of Contents
Transmittal Letter Inside Right Cover
Table of Contents
Acknowledgements and Affirmations
Section 3 — Executive Summary 1
Section 4 — Experience and Qualifications 3
Section 5 — Past Performance in Implementing Similar Advertising ... 13
Section 6 — Operating Plan 24
Section 7 — Revenue to the City 25
Fuel's List of Exceptions to RFP and Sample Contract 26
Front Pocket Contents
Real Estate Development ("RED") Book
Transmittal Letter Signatory Business Card
Rear Pocket Contents
Acknowledgement of Addenda
Certification Statement
Letters of Recommendation (4)
Fuel City of Miami Occupational License
Letters of Financial Standing (PwC, Capital One Bank)
Endorsement Letter from NFP Insurance
Evidence of Insurance Certificate
Fuel Mergers/Acquisitions Timeline
PROPOSAL FOR ADVERTISEMENT PROGRAMS
RESPONSE TO CITY OF MIAMI RFP No. 272271,9
Acknowledgments & Affirmations
Fuel is not involved in an ongoing bankruptcy as a debtor, or in a reorganization, liquidation, or
dissolution proceeding, nor has a trustee or receiver been appointed over all or a substantial
portion of Fuel's assets under federal bankruptcy law or state insolvency law. Fuel is not
knowingly in arrears for any taxes, fees, penalties, or payments that may be due the City.
Fuel acknowledges that Cone of Silence provisions (in addition to other ordinances/resolutions)
are applicable to the Request for Proposals process. Fuel affirms that all communication with
City staff was restricted to the designated contact person (Senior Procurement Specialist with a
copy to the City Clerk) in written form as proscribed in the solicitation document. Further, Fuel
acknowledges that one penalty for violating Cone of Silence provisions is rendering this
Proposal or subsequent award null and void.
Fuel affirms that it can procure the types of insurance in the amounts and types required by the
City (including any performance surety) and acknowledges that failure to provide proof of and
maintain the required Certificate(s) of Insurance constitutes a material breach which may result
in contract termination.
Fuel acknowledges that the contract awarded pursuant to the Request for Proposals is subject
to the City's Equal Benefits Ordinance.
Fuel acknowledges that this Proposal was prepared at no cost to the City and that the Proposal
becomes City property to be used as it deems appropriate. Further, where ever possible, Fuel
used high percentage recyclable content materials in the preparation of this Proposal.
Fuel Miami LLC is a wholly -owned operating unit of Fuel Outdoor Holdings LLC and is the legal
entity that will enter into any contract with the City of Miami.
ii
PROPOSAL FOR ADVERTISEMENT PROGRAMS
RESPONSETOCrrYOF MIAMI RFP No. 272271,9
Acknowledgments & Affirmations (continued)
Should the City request additional information necessary for evaluation of this Proposal, it will
be provided expeditiously. Fuel acknowledges that the information contained in this Proposal is
subject to the Sunshine Law and therefore contains no information considered proprietary.
Fuel has made the necessary investigations and examinations to ascertain all conditions and
requirements affecting the full performance of the contract to be awarded.
Fuel affirms that no corporate officer, director, agent, or immediate family member is a current
or past employee of the City of Miami. Additionally, a current or past City employee is not an
indirect or direct owner of any financial interest in Fuel or its affiliates.
iii
i I I I I I 1 I 1 1 l 1
PROPOSAL FOR ADVERTISEMENT PROGRAMS
RESPONSE TO CITY OF MIAMI RFP No. 272271,9
Section 3 — Executive Summary
3.1 Proposer and Key Personnel Experience and Qualifications
Fuel Outdoor was founded in 2003 and has continuously offered full service to
out -of -home advertisers in major metropolitan areas, including Miami, New York,
Los Angeles, Chicago, Dallas, Philadelphia, . San Francisco, Boston, and
Washington, D.C.
Our business relationships with the City of Miami date back to 2001 through
Sarmiento Advertising Group LLC which Fuel acquired in 2006. In 2007, Fuel was
awarded the Street Furniture Agreement with the City o iami, w is
encompasses 600 bus shelters, 1,500 bus benches, and 600 waste receptacles
installed on the right of ways throughout the City of Miami. Additionally, Fuel
was awarded IFB #245233 which allows Fuel to place Wall Murals on the Miami
Riverside Center, the City of Miami's Office building.
3.1(A) Overall Experience
Fuel Outdoor has grown into a nationally recognized out -of -home ('OOH') media
concern by providing public and private sector landlords (our real estate
partners) with an alternative revenue stream through creative placement and
utilization of high -visibility advertising faces. Fuel's drive to be the best in the
OOH advertising industry led to the purchase of Sarmiento Advertising Group,
LLC, and its bus benches with advertising panels throughout the City of Miami in
September 2006. Fuel continued to build its presence with the City of Miami in
2007 when awarded the agreement to provide 600 new bus passenger shelters
and attendant trash receptacles.
PROPOSAL FOR ADVERTISEMENT PROGRAMS
RESPONSE TO CITY OF MIAMI RFP NO. 272271,9
Section 3 — Executive Summary (Continued)
Fuel also currently owns or controls through exclusive sales relations sixty (60%)
of the Wall Mural Permits issued by the City of Miami. With this strong inventory
of bus shelters, wall murals, and bus bench advertising panels, Fuel is clearly the
OOH vendor of choice in the Miami market.
Attached to this Proposal (front pocket) is Fuel's Real Estate Development ('RED')
Book which provides a comprehensive snapshot of our product lines depicted at
various locations in markets we serve; most notably, Miami. Other information
contained in our RED Book that is germane to evaluation of this Proposal is a
listing of many of our real estate partners (both public and private sector) and
national advertisers. We also suggest visiting www.fueloutdoor.com for a more
interactive experience of Fuel's display of mediums in the markets we serve.
The opportunity presented by the Request for Proposals would allow the City to
share in Fuel's successful presence in the Miami market.
3.1(B) Contact Information
Jonathan T. Lavallee
Chief Financial Officer
Fuel Outdoor LLC
443 Park Avenue South, 9th Floor
New York, NY 10016
212-967-7333 ext. 204
Signed:
Dated: 2' 111 ` Z U I 7,—
2
1 1 1 1 i 1 1 1 I I I 1 I I
PROPOSAL FOR ADVERTISEMENT PROGRAMS
RESPONSE TO CITY OF MIAMI RFP No. 272271,9
Section 4(A) — Experience and Qualifications
Please refer to the timeline of proposer's organization history and structure
which can be found in the rear pocket of the submission folder. Fuel Outdoor
was founded in 2003 (we have been in business for nine (9) years) and has
continuously offered full service to out -of -home advertisers, landowners, and
municipal entities in major metropolitan areas, including Miami, New York, Los
Angeles, Chicago, Dallas, Philadelphia, San Francisco, Boston, and Washington,
D.C. In 2005, Fuel was acquired by Och-Ziff Capital Management (NYSE: OZM),
and is now a portfolio company of Och-Ziff Capital Management. Fuel Miami LLC
is—a-whofiy wnetl-oper-atirrg-ttntt-of-Fa>`I-E?utcioor-Holdings—L-LC and -is -the Eegaf entity
that will enter into any contract with the City of Miami.
3
PROPOSAL FOR ADVERTISEMENT PROGRAMS
RESPONSE TO CITY OF MIAMI RFP No. 272271,9
Section 4(B) — Experience and Qualifications
Key
Personnel
Out -of -Home Industry
Experience (Years) / Started
with Fuel (Year)
Project Role
Michael A Freedman,
CEO
22 /
2005
Contract Compliance and
Administration
Marc Miller, COO,
President
15 /
2006
National Sales Oversight and
Revenue Optimization
Jonathan T. Lavallee,
Chief Financial Officer
6 /
2006
Financial Oversight and Payment
Processing
James Taggart, Sr. VP of
Operations
43 /
2006
Manage Operations and Ensure City
Code Compliance
Pablo Cremaschi,
General Manager (Fuel
Miami)
16 /
2006
Day to Day Oversight of Fuel's
relationship with the City of Miami,
as well as Sales, Media
Insertion/Removal, Physical
Maintenance if Necessary
Marcelo Touceda,
Special Project Director
(Fuel Miami)
12 /
2007
Manage Advertising through
Coordination with City for Aesthetic
Compliance
Please refer to Section 5(A) of this proposal for an extensive description of Fuel's
experience in providing similar projects/programs as the one proposed in this
RFP.
4
PROPOSAL FOR ADVERTISEMENT PROGRAMS
RESPONSE TO CITY OF MIAMI RFP No. 272271,9
Section 4(C) — Experience and Qualifications
Fuel will be the only entity involved in this procurement, and will provide turn key
management of the program. Any revenue share offer is only as strong as the
financial health of the Proposer. Fuel, a portfolio company of Och-Ziff Capital
Management (NYSE: OZM, a global asset management firm with over $29 billion
of capital under management), will provide the financial security necessary to
provide for prompt payment of our monthly commitments and promotion of the
program developed in partnership with the City. Please refer to Section 5(A) of
this proposal for a full description of Fuel's past experience in working on similar
projects.
EXCEPTION: The RFP requires a minimum of the "most current two consecutive
years of financial statements for the entity(ies) and/or principal(s) that comprise
or will comprise the respondent. The City will treat financial statements
submitted under this procedure as either business data or RFP data pursuant to
Florida Statutes. However, the City assumes no liability should this data be ruled
public data by a court of competent jurisdiction." The RFP indicates that no
guarantee can be made that proprietary financial information made part of this
proposal would be shielded from public exposure. Fuel considers financial
statements proprietary and not for public perusal.
We do, however, recognize the need to provide the city with documents from
which to assess our financial ability to meet our commitments under this
agreement.
To this end, Fuel has provided letters of reference from leading financial
institutions. Further, our insurance carrier has provided a letter confirming our
ability to immediately put forth the required coverage as an additional attribute
of financial fitness. These letters can be found in the rear pocket of the
submission folder.
The City is also encouraged to confirm our prompt payment history and
compliance with contract terms and conditions with the various departments of
the City of Miami that we currently work with on payment matters for Wall
Murals. We believe this information carries much more weight for proposal
1
PROPOSAL FOR ADVERTISEMENT PROGRAMS
RESPONSE To CITY OF MIAMI RFP No. 272271,9
Section 4(C) — Experience and Qualifications (Continued)
evaluators in assessing Fuel's future performance than a rearward looking
financial statement alone.
These letters can be found in the rear pocket of the submission folder.
6
I 1 i I i I I I 1 1 1 I I I 1
PROPOSAL FOR ADVERTISEMENT PROGRAMS
RESPONSE TO CITY OF MIAMI RFP No. 272271,9
Section 4(D) — Experience and Qualifications
Team Organization Chart
Fuel's key personnel assigned to this program will have offices in the City of
Miami and New York City. Our Miami organization chart follows.
General Manager- Pablo Cremeschi
Account Executives
Antonia Herrera & Stephanie Gonzalez
Special Project Director- Marcelo Touoeda
Supervisor- Iran Prado
Operations- Crew
7
i i i i I i I 1 I I I I I I l
PROPOSAL FOR ADVERTISEMENT PROGRAMS
RESPONSE TO CITY OF MIAMI RFP No. 272271,9
Section 4(D) — Experience and Qualifications (Continued)
Since Fuel and its predecessor company in the Miami market have been
successfully operating and maintaining the street furniture franchises in the City
of Miami since 2001, Fuel brings a fully qualified team ready to immediately
proceed with project implementation.
Key personnel located at our Miami Office will be Messrs. Pablo Cremaschi and
Marcelo Touceda (bios follow). Fuel has designated Mr. Cremaschi, our Miami
Office General Manager, as Project Manager (`PM'). These gentlemen will be the
most visahl-e_mern-hers-af-ou-r-key-personnel-r-o-ster-to County offic.ial-s-a.nd-have
the highest direct accessibility. Mr. Touceda will assist the PM with technical
issues primarily during start-up but will remain available throughout the contract
term to fulfill the PM role, if necessary. Messrs. Cremaschi and Touceda have
worked in the Miami outdoor advertising industry since 2002 and 2000,
respectively. Their combined experience truly represents the level of expertise
and unique working knowledge of local procedures necessary for a smooth
program start up and effective day to day contract administration.
Pablo Cremaschi, General Manager: Prior to joining Fuel in 2006, Mr.
Cremaschi was employed by Sarmiento Advertising Group in 1995 as part of the
operations team in Argentina. He became involved in all areas of the business,
which helped him develop an understanding of how the company cab best work
together as a whole. In 1997, he was promoted to CEO at the company's
headquarters in Mendoza. He transferred to Miami in 2002 to spearhead
Sarmiento's entry into the U.S. market. Pablo studied Administration at
Argentina's National University of Economic Sciences in 1993. Prior to working at
Sarmiento, he spent two years in the finance and health care industries.
Marcelo Touceda (Special Project Director): Prior to employment with Fuel,
Marcelo joined Sarmiento Advertising Group in 1999 as part of the Operations
Team in Argentina. He led Latin America company operations. From 2000, he
focused on the South Florida market where he lead the fulfillment of contracts to
design, build, and install bus benches / shelters, wall murals, and bulletins.
Marcelo joined Fuel in 2007 to be the Project Manager of Fuel's contract with the
City of Miami to design, install, and build 600 bus shelters and trash receptacles.
8
I I a I I I I I 1 I I I t I
PROPOSAL FOR ADVERTISEMENT PROGRAMS
RESPONSE To CITY OF MIAMI RFP No. 272271,9
Section 4(D) — Experience and Qualifications (Continued)
Marcelo is also part of the team responsible for maintain Fuel's wall murals and
bulletins in Miami. Marcelo obtained a Master of Science in Engineering
Management from Florida International University in 2008 and a Master in
Mechanical Engineering at Argentina's National University of Technology in 1997.
Prior to working at Sarmiento, he spent 5 years in the automobile industry and 7
years in the construction industry.
Fuel's Miami office will be supported in this effort by a well -respected seasoned
team of out -of -home advertising industry executives also serving as key
personnel. This New York City support group (Fuel's corporate headquarters)
possesses a combined total of over one hundred (100) years of advertising
industry experience. Their bios (which also appear in our RED book) follow:
Michael A. Freedman, CEO: Mr. Freedman has been Chief Executive Officer
of Fuel since December 2005 and is an original founder of Pacific Media. He led
the management team that grew Pacific Media into the largest out -of -home
media company in Japan, building Pacific Media from infancy into a company that
controlled a 15% market share in the highly fragmented Japanese market. In
1996, Mike was instrumental in selling control of Pacific Media K.K. to Catalina
Marketing Corporation (NYSE: POS).in.exchange for cash and Catalina's business
in Japan. From 1996 through July 2003, Mike had overall management
responsibility for both Pacific Media K.K. and Catalina Marketing Japan K.K., both
of which grew over that period to become the major players in their respective
industry segments in Japan. Mr. Freedman is a cum laude graduate of Harvard
College with an AB in East Asian Studies.
Marc Miller, COO/President: Prior to coming to Fuel, Mr. Miller served as
Senior Vice President of Alloy Out -of -Home, a division of Alloy, Inc. (NASDAQ:
ALOY), one of the country's largest providers of non-traditional targeted media
and promotional marketing programs. With large-scale networks, unique and
exclusive media, and offices located in major markets across the country, Alloy is
one of the world's top 25 ad organizations and services over 1,500 companies
including half of the Fortune 200 and ranks fifth on the Advertising Age list of Top
100 Marketing Services Agencies.
9
I I I t I 1 1 I
PROPOSAL FOR ADVERTISEMENT PROGRAMS
RESPONSE To CITY OF MIAMI RFP No. 272271,9
Section 4(D) — Experience and Qualifications (Continued)
As part of his responsibilities at Alloy, Mr. Miller managed over 100,000
advertising displays in primary and secondary schools, colleges, and universities,
bars, nightclubs, and movie theatres. In June 1996, Marc founded lnSite
Advertising, Inc. Within 7 years, Mr. Miller built InSite to over $25 million in
revenue with coverage in 80 cities throughout the United States.
He sold his company to Alloy in March 2004 and was responsible for what is now
the largest alternative out -of -home media company in the U.S. Mr. Miller
received his Bachelor of Arts degree in Organization Studies at the University of
Michigan.
Jonathan T. Lavallee, Chief Financial Officer: Before coming on board as Fuel's
CFO in 2006, Mr. Lavallee was a partner at Morgenstern & Associates
P.A., a regional public accounting and business consulting firm based out of the
Philadelphia area.
While at Morgenstern, he assisted a wide variety of both private and public firms
in business valuation, consulting and tax matters, also serving Fuel as a
consultant to senior management on acquisition and diligence matters. A State
of New Jersey licensed Certified Public Accountant, Mr. Lavallee has extensive
experience .in tax and business consulting and also holds an AICPA Accredited
Business Valuation ("ABV") designation.
James Taggart, Senior VP of Operations: Mr. Taggart's 43 year urban
advertising background began as a bill poster. Prior to joining Fuel, Mr. Taggart
held the position of Senior Executive Vice President of Gannett Outdoor,
overseeing the installation and operation of bus shelters in New York,
Philadelphia, San Francisco, and Los Angeles, in addition to the New York City
subway franchises for Gannett Outdoor New York.
! I 1 1 1 1 1 1 I I
PROPOSAL FOR ADVERTISEMENT PROGRAMS
RESPONSE TO CITY OF MIAMI RFP No. 272271,9
Section 4(E) — Experience and Qualifications
Fuel is from time to time involved in litigation during the ordinary course of
business, including, without limitation, matters involving site leases, advertising
contracts, and routine administrative and judicial proceedings regarding sign
permits. Fuel is not a party to any lawsuit or proceeding which, in the opinion of
management or its auditors, is likely to have a material adverse effect on Fuel.
PROPOSAL FOR ADVERTISEMENT PROGRAMS
RESPONSE TO CITY OF MIAMI RFP No. 272271,9
Section 4(F) — Experience and Qualifications
Fuel does not plan to utilize any subcontractors for the work contained in this
RFP.
{ t t I t 1 I I I 1 1 1
PROPOSAL FOR ADVERTISEMENT PROGRAMS
RESPONSE TO CITY OF MIAMI RFP No. 272271,9
Section 5(A) — Past Performance in Implementing Similar
Advertising
Fuel offers out -of -home advertising services to both municipal entities and
private sector property owners. This service is leveraged through a wide range of
options for national and local advertisers including wall murals, spectaculars,
bulletins, Metro Lights panels and bus shelters in major metropolitan areas
(including the City of Miami) across the United States.
While our business is predominantly with private property owners, Fuel's current
public sector customer list includes the City of Miami, Miami -Dade County,
Philadelphia Parking Authority, and the United States Postal Service. We have
provided summaries for a number of our largest private sector contracts as well.
These summaries follow.
r r r I 1 I 1 ! 1 I 1 ! I 1 I
PROPOSAL FOR ADVERTISEMENT PROGRAMS
RESPONSE TO CITY OF MIAMI RFP No. 272271,9
Section 5(A) — Past Performance in Implementing Similar
Advertising (Continued)
Contact Summary
City of Miami
Contact Person Title
Phone Number
Nzeribe "Zerry" Ihekwaba, Director
City of Miami, Public Works
444 S.W. 2nd Avenue
Miami, Florida 33130
(305) 416-1200
Contract Number
And/or Title
Design, Installation,& Maintenance Services for Bus Bench,
Bus Shelter, and Trash Receptacle Program
Total Revenue Value
Company Confidential.
Contract Term/
Option Periods
20 Year Primary Term
Contractor Status
Prime
Description of Work
2-sided backlit panels for shelters and free standing 2-sided backlit
panels attached to benches. 600 Bus Stop Shelters, Waste
Receptacles, and 1,500 Bus Stop Benches
Project Milestones
Completed removal of all old shelters and panels and upgraded
backlit panels. Installed 500 non -advertising shelters and 100
advertising shelters well within the specified time frame. Over the
three years shelter installation period Fuel has invested a substantial
sum to purchase and install all 600 shelters.
Reference Letter
Please see section 5(B).
14
PROPOSAL FOR ADVERTISEMENT PROGRAMS
RESPONSE TO CITY OF MIAMI RFP No. 272271,9
Section 5(A) — Past Performance in Implementing Similar
Advertising (Continued)
Contact Summary
Philadelphia (PA) Parking Authority
Contact Person, Title,
Phone Number
Rocco Morrotto
Director of Off -Street Operations
Philadelphia Parking Authority
3101 Market Street
hil del•p hia,—PA-1-9-104
r a
(215) 683-9684
Contract Number
And/or Title
Exclusive contract covering all parking garage interiors (25 garages) and
surface lots (19 lots).
Total Revenue Value
Company Confidential.
Contract Term/
Option Periods
When considering acquisitions, our relationship with PPA dates back to
1990. Multiple option periods.
Contractor Status
Prime. No subcontractors utilized.
Description of Work
Currently hardware (Metro Lights panels) is in parking garages only.
Surface parking privileges have not been exercised.
Project Milestones
Over the past five (5) years removed all old panels and upgraded to
backlit panels. Fuel currently has 44 panels, an increase of 29 from five
years ago.
Reference Letter
Please see section 5(B).
15
PROPOSAL FOR ADVERTISEMENT PROGRAMS
RESPONSE TO CITY OF MIAMI RFP No. 272271,9
Section 5(A) — Past Performance in Implementing Similar
Advertising (Continued)
Contact Summary
Miami -Dade County
Name of Country
Department
Administering
General Services Administration Facilities Management.
Qescr iption of Work_To
install, sell and maintain one mural outdoor advertising sign on the
County -owned Central Support Facility (200 NW 1st Street)
Total Value of the
Contract
Company Confidential.
Contract Term/
Option Periods
Five Years.
County Contact
(Name/Phone)
Dennys E. Gonzalez
Assistant to Division Director
(305) 375-3910
Contractor Status
Prime. Utilize subcontractor for structure erection/ electrification.
Project Results
Because the building is considered of strategic importance by the
County due to vulnerability to terrorist attack, special clearance and
background checks were required for Fuel and subcontractor personnel.
A special "after Hours" schedule was established to not interfere with
normal activities conducted in the building. As the site is in a highly
corrosive environment due to the presence of a cooling tower, all the
installations done at the building had special treatment. Our lighting
contributes to the security of the building.
Reference Letter
Please see section 5(B).
16
PROPOSAL FOR ADVERTISEMENT PROGRAMS
RESPONSE TO CIT' OF MIAMI RFP No. 272271,9
Section 5(A) — Past Performance in Implementing Similar
Advertising (Continued)
Contact Summary
InterPark
Contact Person, Title,
Phone Number
Brian DeBock
Market Officer
270 Atlantic Avenue
Boston, MA 02110
(b17T-3673847
Contract Number
And/or Title
Two contracts.
Total Revenue Value
Company Confidential
Contract Term/
Option Periods
Company Confidential
Contractor Status
Prime. No subcontractors utilized.
Description of Work
Install and maintain backlit signage.
Project Milestones
Original installation, ongoing maintenance, and signage upgrade
creating an inviting appearance to parking garage customers.
Reference Letter
Please see section 5(B).
17
PROPOSAL FOR ADVERTISEMENT PROGRAMS
RESPONSE TO CITY OF MIAMI RFP No. 272271,9
Section 5(A) Past Performance in Implementing Similar
Advertising (Continued)
Contact Summary
United States Postal Service
Contact Person, Title,
Phone Number
James Manfredi, Executive Vice President
All Vision LLC
420 Lexington Avenue, Suite 1928
New York, NY 10170
(212) 661-7500
Contract Number and/or
Title
Six contracts (four locations in New York and two locations in Miami and
Miami Beach)
Total Value of the
Contract
Company Confidential.
Contract Term/
Option Periods
Twenty year primary term.
Contractor Status
Prime. (use of subcontractors for structure erection).
Description of Work
One (or more single or double faced) static (no digital) billboards at
each location.
Project Milestones
Expedited permitting. Model for additional locations nationwide.
18
PROPOSAL FOR ADVERTISEMENT PROGRAMS
RESPONSE TO CITY OF MIAMI RFP No. 272271,9
Section 5(A) — Past Performance in Implementing Similar
Advertising (Continued)
Contact Summary
Central Parking
Contact Person, Title,
Phone Number
Will Rhodin (212-321-7511)
Regional Business Analyst
Central Parking System
360 West 31st Street
New York, NY 10001
Contract Number
And/or Title
Nationwide exclusive rights for all parking garages and lots.
Total Revenue Value
Company Confidential
Contract Term/
Option Periods
Company Confidential
Contractor Status
Prime. No subcontractors utilized.
Description of Work
Multi -level parking structures (99) and surface Tots (32). 4' x 6'
backlit panels (131) nationwide.
Project Milestones
Central was Fuel's first parking facility operator. We have grown
with them as they have developed new facilities.
PROPOSAL FOR ADVERTISEMENT PROGRAMS
RESPONSE TO CITY OF MIAMI RFP No. 272271,9
Section 5(B) — Past Performance in Implementing Similar
Advertising
Please see reference letters which can be found in the rear pocket of the
submission folder, as wellas contract summaries contained in Section 5(A). The
Request for Proposal enjoins respondents to provide at least two (2) references.
With this Proposal, Fuel provides four (4) references (three public sector, and one
private sector). Each reference was selected due to the similarity of services
provided to those required by the City. Each reference has also addressed the
reference letter to Ms. Suarez to demonstrate their permission for the City of
Miami to contact them to confirm our past performance record.
PROPOSAL FOR ADVERTISEMENT PROGRAMS
RESPONSE TO CITY OF MIAMI RFP No, 272271,9
Section 5(C) — Past Performance in Implementing Similar
Advertising
Fuel understands that the City of Miami wishes to secure services for a number of
advertising categories. Fuel is not involved in any projects or contractual
commitments that would limit our ability to immediately direct corporate
resources towards accomplishing the Scope of Services. Fuel is very interested in
the opportunities set forth in this RFP, and can seamlessly and expeditiously
integrate the advertising opportunities set forth into our media buys coordinated
with-our-local-an-d-natro-nabsaie3 offices Fu-el s-proposal-to address each -of -the
opportunities set forth in this RFP is as follows:
Advertising Category
Fuel's Participation Level
Trolley Advertising
Contained in Bid
Digital/Display Elevator Advertising
(elevators in City Buildings)
No Proposal
Other Advertising Opportunities
No Proposal
Naming Rights to City Parks
No Proposal
Parking Stripes Advertising
No Proposal
Our sales experience is not only proven by the significant returns we continue to
deliver to our current real estate partners, but also by our capabilities to operate
on a nationwide basis. We currently run sales teams in nine (9) major cities
across the United States where we balance local and national clients alike. The
City of Miami Advertising programs will be supported by a solid management,
sales, and operational team. Fuel will bring the strength of this talent base to
expeditiously roll out a media plan sensitive to the special attributes of the
Program. We believe our long term track record of bringing advertising solutions
to both our advertising clients and real estate partners, coupled with our
21
PROPOSAL FOR ADVERTISEMENT PROGRAMS
RESPONSE TO CITY OF MIAMI RFP No. 272271,9
Section 5(C) — Past Performance in Implementing Similar
Advertising (Continued)
knowledge of the local market and our strong national platform uniquely
positions Fuel to maximize revenue for the program.
Fuel has a principal philosophy that successful advertising sales are based upon
selling audiences rather than selling assets. This enables us to compete and
stand out in the world of our competing medias. The audiences that will view the
dvertising—eon-t-a i ned—i n- th i-s--RF fzwFEl—aflow—us—to—deliver—to—au r—a d-verbsets—a
highly targeted match. As the major out -of -home media operator in the Miami
market, Fuel has extensive experience selling both national and local advertising
in this difficult environment.
With over 4,000 advertising signs across nine (9) markets, Fuel has deep
penetration into the urban advertising base. More specifically, we have the
"secret sauce" in selling premium signage to high end retailers and national
advertisers. Whether we are selling advertising solutions surrounding Madison
Avenue in NYC, Newberry Street in Boston, Biscayne Boulevard in Miami, or
Michigan Avenue in Chicago, our ability to deliver high end advertisers and give
them access to their target consumer to and from their shopping experience is
unparalleled. Fuel's relationship with high end advertisers ensures it is well
placed to procure advertisements for the City of Miami. Furthermore, based on
our past success, we have found that a combination of a local and national sales
strategy yields the highest advertising rates and occupancy. Our national sales
team will present this offering to their current client base. Fuel will endeavor to
focus on maximizing the exposure of both the City of Miami and its Advertising
Program.
22
I I 1
I 9 I 1 1 I 1 1
PROPOSAL FOR ADVERTISEMENT PROGRAMS
RESPONSE TO CITY OF MIAMI RFP No. 272271,9
Section 5(D) — Past Performance in Implementing Similar
Advertising
Please refer to Section 5(C) of this proposal.
23
1 + 1 1 1 1 1 1 1 1 1 1 I 1
PROPOSAL FOR ADVERTISEMENT PROGRAMS
RESPONSE TO CITY OF MIAMI RFP No. 272271,9
Section 6 — Operating Plan
Fuel will approach this project as a business expansion of our Miami Office
(warehouse and office co -located at 2610 North Miami Avenue, Miami, FL
33127). Day to day operational tempo and local sales will be provided from our
Miami Office withback office support provided by our New York City office for
national sales/marketing, payment processing, and contract administration. Fuel
proposes no outside partnership or joint venture to fulfill contract requirements.
Category three (3) of the RFP mentions other advertising opportunities. In this
opportunity could be wall murals, convention center/golf course/bicycle
advertising programs, and other right of way possibilities. It is only through
working closely with City representatives that this program can be fleshed out.
24
PROPOSAL FOR ADVERTISEMENT PROGRAMS
RESPONSETO CITY OF MIAMI RFP No. 272271,9
Section 7 — Revenue to the City
Fuel offers 52.5% of gross receipts to be paid on a monthly basis. Gross receipts
shall be reduced by (I) Third part agency commissions; and (ii) amount of any
sales or excise tax levied upon any sales, rentals, and/or services rendered and
payable to the appropriate governmental authority.
25
I 1 I
I 1 1 d 1 I 1 1 I I
PROPOSAL FOR ADVERTISEMENT PROGRAMS
RESPONSE To CITY OF MIAMI RFP No. 272271,9
Fuel's List of Exceptions to RFP and Sample Contract
Fuel's has extensively reviewed the RFP and the Sample Contract to the RFP, and
calls out the several exceptions which will likely require negotiation as follows:
Exceptions to RFP
• Section 1.10(G)- Please confirm that the contract for trolley advertising will
only be awarded to one bidder, and that such bidder will have the
exclusive right to adverr ise on t-rotleys iiithe-City-of Miami.
• Section 1.22(B)- Fuel requests that the first sentence of Section 1.22(B) be
deleted or that an exception be noted with respect to Fuel's other
contracts with the City of Miami, including, (i) that certain Agreement
between the City of Miami, Fuel Miami LLC and Fuel Outdoor Holdings LLC
For Bus Bench and Bus Shelter Design, Installation and Maintenance (the
"Bus Shelter Agreement"), and (ii) that certain Revocable License
Agreement Issued by the City of Miami to Fuel Miami LLC, dated as of
January 14, 2011 (the "MRC Agreement") for the occupancy of the facade
located at 444 S.W. 2nd Avenue, Miami, FL.
• Section 1.27- Fuel requests that the default provisions be limited to
material defaults by Fuel. In addition, we request that the time period to
cure be extended to 30 days and to provide that so long as Fuel is
diligently pursuing to correct such default such period shall be extended,
not to exceed 60 days to cure.
• Section 1.55- Section 1.55 seems to directly conflict with the exclusivity
provisions provided elsewhere in the RFP and in the form of contract
attached as Exhibit A. Please clarify that if Fuel is awarded with the
contract, that such contract shall be exclusive with respect to Fuel. Fuel
requests that Section 1.55 be deleted from the RFP.
• Section 1.73- Fuel requests that, similar to the MRC Agreement and Bus
Shelter Agreement, all disputes or actions with respect to the enforcement
or determination of rights under this agreement be settled by the courts
of Miami -Dade County, and not by the City Manager.
26
I I I I i I I I 1 1 ( 1 i 1
PROPOSAL FOR ADVERTISEMENT PROGRAMS
RESPONSE To CITY OF MIAMI RFP No. 272271,9
Fuel's List of Exceptions to RFP and Sample Contract
(Continued)
• Section 1.81- Fuel requests that, except in the event of a termination of
the Agreement by the City as a result of a default of breach of the
Agreement by the Contractual Party, the Agreement shall not terminate
until any current advertising contracts have ended, not to exceed 180
days.
• Section 2.5- Fuel requests that in the event of a termination due to non -
appropriation of funds, that the Agreement shall not terminate until any
current advertising contracts have ended, not to exceed 180 days.
• SECTION 2.13(B)- Fuel requests that in the event of a termination due to
what is in the best interests of the City, that the Agreement shall not
terminate until any current advertising contracts have ended, not to
exceed 180 days.
Exceptions to Sample Contract
• Section 3.1- Fuel requests that the RFP Response govern over the RFP in
the event of any conflict.
• Article 5- Similar to other RFP's and contracts entered into in connection
therewith with the City of Miami, Fuel requests the right to negotiate and
enter into contracts with third -party advertisers as Fuel reasonably
determines and in accordance with the terms of the Agreement, without
the City Manager's right to approve each such contract. Fuel shall be the
contractual party to such contracts with such advertisers. Fuel should also
have the exclusive right to replace advertisers in the event a contract is
terminated with an advertiser prior to the expiration of the term of such
contract, without needing to obtain the approval of the City Manager or
City Commission.
• Article 11- Fuel requests that notice by nationally recognized overnight
courier deemed given one business day after deposit with such overnight
courier be permitted.
• Article 16- Fuel requests that the indemnification provision be changed to
match that in the RFP so that an exception is added stating that Fuel does
27
I 1 I 1 1 I I 1 I 1 1 1 ! 1 I
PROPOSAL FOR ADVERTISEMENT PROGRAMS
RESPONSE To CITY OF MIAMI RFP No. 272271,9
Fuel's List of Exceptions to RFP and Sample Contract
(Continued)
not indemnify the City for liabilities, claims or damages resulting from the
gross negligence or willful misconduct of the City.
• Article 23- Fuel requests that the City's right to terminate the agreement
upon a default be limited to a material default or failure to comply with
the terms of the agreement in a material respect. Fuel requests that such
default provision be separated with respect to monetary and non -
monetary defaults, with Fuel allowed 30 days to cure a monetary default,
and-30 days to cure a non -monetary default, provided; h-oweve-r; ifsuch
default cannot be cured within such 30 day period, Fuel shall have an
extension to cure not to exceed 60 days in the aggregate. Fuel also
requests that the agreement be revised to provide that payments shall be
returned only if made after receipt of a written notice of default from the
City.
28
PROPOSAL FOR ADVERTISEMENT PROGRAMS
RESPONSE TO CITY OF MIAMI RFP No. 272271
Past Performance in Implementing Similar Advertising
Advertising Category
Fuel's Participation Level
Trolley Advertising
Please see below
Digital/Display Elevator Advertising
(elevators in City Buildings)
No Proposal
Other Advertising Opportunities
No Proposal
Naming Rights to City Parks
No Proposal
Parking Stripes Advertising
No Proposal
Fuel Miami submits this proposal to implement advertising in the Trolley
Advertising Category of this RFP. We submit no proposal in response to the other
advertising categories. Fuel's approach and methodology to be utilized for
Trolley Advertising is straightforward and effective. Herein, we address the
major areas of performance that will result in a strong revenue stream to the City
of Miami.
As the pre-eminent out -of -home media operator in the Miami market, Fuel has
extensive experience selling both national and local advertising in this difficult
environment. Our sales experience is not only proven by the significant returns
we continue to deliver to our current real estate partners, but also by our
capability to operate on a nationwide basis. We currently run sales teams in
eight (8) major cities across the United States where we balance local and
national clients alike. The City of Miami Trolley Advertising program will be
supported by solid management, sales, and operational teams, on both a local
and national level. Fuel will bring the strength of this talent base to expeditiously
roll out a media plan sensitive to the special attributes of the Trolley program.
The Trolley program is quite similar to our bus advertising and taxi top products.
They are all mobile media that mostly follow predetermined routes. On the
1
PROPOSAL FOR ADVERTISEMENT PROGRAMS
RESPONSE TO CITY OF MIAMI RFP No. 272271
Past Performance in Implementing Similar Advertising (Cont.)
operational side, Fuel must ensure that installation and maintenance takes place
in such a manner so as not to disturb ridership. And we have been very
successful in attracting top level national and local advertisers to all our mobile
media mediums while maintaining the integrity of the transit vehicles. The
Trolley program will be no different. Subsequent to contract award, Fuel will
seamlessly integrate the Trolley media into our sales buys. Following this section
are two product information pages that elaborate, in full detail, the bus wraps
and taxi tops that Fuel successfully manages across a number of major cities
across the United States, including Miami.
Fuel has a principal philosophy that successful advertising sales are based upon
selling audiences rather than selling assets. This enables us to compete and
stand out in the world of our competing medias. Our Miami based local sales
team will focus on both approaching the local merchants surrounding the Trolley
routes as well as selling on a national basis. This strategy is time proven as we
already successfully employ it in Miami across all our advertising mediums,
including our panels located on bus benches and shelters throughout the City, as
well as on Wall Murals, billboards, and buses. Securing long term contracts with
national advertisers supplemented by sales in open months to regional and local
advertisers enables Fuel to sell for the highest rates in market. This is enhanced
by the excellent job that Fuel's sales force has done over time in driving up
outdoor advertising revenues across the City of Miami.
We know our properties and media types, and conduct regular client site tours of
all our properties. Furthermore, we:
1. Understand our audiences.
2. Know and understand our agencies and our clients' needs.
3. Match our audience to our clients.
4. Support our proposals with research and client case studies.
5. Know our unique selling points.
6. Do not sell on a cost per thousand basis but provide niche solutions, not
mass campaigns.
2
PROPOSAL FOR ADVERTISEMENT PROGRAMS
RESPONSE TO CITY OF MIAMI RFP No. 272271
Past Performance in Implementing Similar Advertising (Cont.)
We are proactive, entrepreneurial, and hardworking, and confident in our ability
to fully market the Trolley program opportunities. Upon contract award, Fuel will
irnmed iately meet with its sales team and provide instruction and insight to aid in
maximizing sales revenue from the earliest stages of the Trolley programs'
rollout. Fuel's sales team will tailor their sales pitches to demographics and
businesses directly pertinent to specific trolley routes.
3
WRAPPED BUSES
» PRODUL I OVERVIEW
» USA's Political Animals,Washington D.C.
» Wyclef Jean / AHF,Washington D.C.
»Volkswagen, Boston
» Carnival Cruise Lines, Boston
» Bus Wrap, Miami
» GNC, Boston
» American Airlines, Boston
TAXI MEDIA
» PRODUCT OVERVIEW
» Bacardi, Chicago
»T-Mobile, Philadelphia
» Captain Morgan's Rum, San Francisco
» Illinois State Lottery, Chicago
» RokkVodka, San Francisco
» Bacardi, Boston
» Novo Nordisk, Philadelphia
PROPOSAL FOR ADVERTISEMENT PROGRAMS
RESPONSE TO CITY OF MIAMI RFP No. 272271
Operating Plan
Fuel Miami has identified (see Key Personnel section of Response to Proposal) a
number of key personnel who will manage this project from start to finish. Our
Project Manager (Pablo Cremaschi) will be the City's primary contact for
maintenance, repair, and installation updates with delegated authority to
immediately respond to and resolve any concerns. Pablo's responsibilities will
include ensuring that copy change schedules are met, that maintenance crews
are working effectively and in harmony with Trolley management,calling
potential operational or safety problems to the attention of City officials, and
developing operational reports for Fuel management.
Fuel has amassed countless hours maintaining the absolute cleanliness, good
condition, and safety of our advertising content across the nation. Fuel has a
leading position in the outdoor advertising market in Miami, and our experience
will immediately accrue to the City. Fuel will approach this project as a business
expansion of our Miami Office (warehouse and office co -located at 2610 North
Miami Avenue, Miami, FL 33127), with a concomitant attention to detail. Fuel
will work with the City to not only create integrative media on the Trolleys that
are attractive to agency buyers, but also to ensure that any media lives up to the
high standards that agenciesandothers havecome to expect of Fuel and its
products.
Our Project Manager already has a special 24/7 contact number that the City can
use for direct one-on-one communication for quick reaction to concerns as well
as checking the status of any previous actionable items. Fuel will work with City
and Trolley officials to create maintenance, repair, and installation schedules that
are most opportune for the City. The open communication fostered by direct and
24/7 reachability will ensure optimum convenience for the City. Back office
support will be provided by our New York City office for national sales/marketing,
payment processing, and contract administration. Fuel proposes no outside
partnership or joint venture to fulfill contract requirements.
Category three (3) of the RFP mentions other advertising opportunities. In this
4
PROPOSAL FOR ADVERTISEMENT PROGRAMS
RESPONSE TO CITY OF MIAMI RFP No. 272271
Operating Plan (Cont.)
opportunity could be wall murals, convention center/golf course/bicycle
advertising programs, and other right of way possibilities. It is only through
working closely with City representatives that these potential opportunities can
be fleshed out.
5
PROPOSAL FOR ADVERTISEMENT PROGRAMS
RESPONSE TO CITY OF MIAMI RFP No, 272271
Revenue to the City
Please refer to detailed cost breakdown on following page.
Fuel offers 52.5% of gross receipts to be paid on a monthly basis. Gross receipts
shall be reduced by (i) Independent third party agency commissions; and (ii)
amount of any sales or excise tax levied upon any sales, rentals, and/or services
rendered and payable to the appropriate governmental authority.
6
Exhibit C
"Description of Trolley Wraps"
See Attached
an Wagner
Miami Wrap
an Wagner
an Wagner.
Exhibit D
"Identified Personnel"
Personnel Title
Direct Personnel
Pablo Cremaschi Project Manager
Marcelo Touceda Special Project Director
Support Personnel
Richard M. Schaps CEO
Mark H. Johnston President
Jordan B. Schaps President, Eastern Division
Richard A. Silverton Executive VP, Real Estate and. Development
Marc Miller Senior Vice President, East Coast Sales
Steven S. Pretsfelder Executive Vice President, General Counsel, Secretary
SUBSTITUTED
PROFESSIONAL SERVICES AGREEMENT FOR
TROLLEY ADVERTISEMENT PROGRAM SERVICES FOR THE CITY OF MI
This Professional Services Agreement ("Agreement") entered into this day of
2013 (the "Effective Date"), by and between the City of Miami, Florida, ("City"), a m cipal corporation
organized and existing under and by virtue of the laws of the State of Florida, 444 SW 2 A . nue, Miami, Florida
33130 and, Van Wagner Miami, LLC, ("Firm(s)"), FEI Number 205053402, a foreign limited liability
company, having its principal place of business at 800 Third Avenue, 28tt' Floor, Ne < York, NY 10022.
RECITALS:
WHEREAS, the City requires the services of a Finn(s) to provide manarnent services for trolley advertising
products the City wishes to pursue currently and in the future (the "Se ices"); and
WHEREAS, the City, on August 18, 2011, issued Request for Pro r. osals 272271 ("RFP"), a copy of which in its
final amended form is attached as Exhibit "A" hereto and de a part hereof, to engage the services of a
professional firm(s) with adequate staff and experience to p form the Services; and
WHEREAS, Firm(s)' response to RFP 272271,9, as nended, a copy of which is attached as Exhibit "B"
("Proposal"), was selected as the most qualified pro sal for the provision of the Services; and
WHEREAS, the Agreement, plus Exhibit "A", plus Exhibit `B" comprise the "Agreement Documents";
and
WHEREAS, the Miami City Con .'rsion, by Resolution No, R- , passed and adopted on
, 2013, approved the =leetion.of Firm(s) for the provision of. the Services, and authorized the
City Manager to execute a manage ent agreement, under the terms and conditions set forth herein;
NOW, THEREFORE, in cony"deration of the mutual covenants and obligations herein contained, and subject
to the terms and conditions : reinafter stated, the parties hereto understand and agree as follows:
I. DEFINITIONS
1.0 "Advertisin /A ertisement Pro ram" shall mean category 6 (Trolley Advertising) as described in Section
3 of RFP 27.'271 and any amendments or addendums thereto relating to advertising on the City -owned
trolleys (th "Trolleys").
1.1 "Cit ommission" shall mean the local legislative body of the City of Miami.
1.2 ity Manager" shall mean the chief administrator of the City of Miami." "Assistant City Manager" shall
mean the Chief of Infrastructure/ Operations who will serve as the City Manager's principal designee for
this Agreement. References in this Agreement to the "City" without further designation or definition shall
mean the City Manager.
1.3 "Director" shall mean the Assistant City Manager.
1.4 "Third Party Businesses/Advertisers" shall mean those businesses or advertisers who mi"sh to enter into an
agreement with the Firm(s), to promote its goods or services for sale or rent, on th'`rolleys.
II. INITIAL TERM AND RENEWAL PTIONS
The term of this agreement shall be two 2) years of operation of service°mmencing on the Effective Date of
this Agreement. The City retains the option to extend this Contract fqr°""dour (4) additional one (1) year periods.
Each renewal of this Contract is subject to the continued satisfatt5ry performance and compliance with the
specifications, terms and conditions, as established in the RF,P""as determined by the City in its reasonable
discretion. City Commission authorization of this Agreerp'nt includes delegation of authority to the City
Manager to administratively approve said extensions promi'ded that the compensation limits set forth in Section
VII of this Agreement are not exceeded. All activitiesdescribed in the Scope of Services which are applicable
to this Agreement shall be undertaken, perfornl,e'c and completed within the term provided herein. This
Agreement will be in effect during the term incliCated below.
III. PRIORITY OF PROVISIONS,„„/
3.0 If there is a conflict with this°'Agreement and the RFP, this Agreement shall prevail If there is a conflict with
this Agreement and the Prposal, this Agreement shall prevail. If there is a conflict with the RFP and the
Proposal, the RFP shall ,�'i evail. Any conflicts between the Agreement and the RFP and the Proposal will be
resolved as set forth in this Article III. The City reserves the right to resolve any contradictions and to correct
any errors contained in its proposal documents, provided such corrections do not adversely affect the Funi(s)'s
rights hereunder. Any conflicts between the Request for Proposals and Addenda shall be resolved in favor of
the provisions of this Agreement.
If there is a conflict or inconsistency between any term, statement, requirement, or provision of any exhibit
attached hereto, any document or events referred to herein, or any document incorporated into the Agreement
Documents by reference, and any term, statement, requirement, or provision of the Agreement Documents, the
following order of precedence shall apply:
3.1 In the event of conflicts in the Agreement Documents the priorities stated below shall govern;
• Revisions (Amendments) to the Agreement which are executed by each of the City and the Firm(s)
shall govern over the Agreement.
• The Agreement shall govern over any Addendum to the RFP, the RFP, and the Proposal.
TV. SCOPE OF AGREEMENT
Awarded Category 6: Trolley Advertising.
Smaller wraps, to include: (1) the middle section of both sides of the trolley(s) while maintaining the
branding on both the left and right sections of each side; and (2) the full back side of the trillley(s), as shown
on Exhibit "C" attached hereto.
The Firm(s)'s obligations shall include the Scope of Services outlined in Section 3.1,,„C"ategory 6, of the RFP and
in the Firm(s)'s response to the RFP, the terms of which are incorporated by reference herein. In the event of any
conflict, the terms of this Agreement shall prevail. In addition to the afor mentioned responsibilities, the
Firm(s)'s obligations shall include, but are not limited to the following:
4.0 General Responsibilities
a. Marketing city -owned properties for the Advertisement Pgram.
b. Negotiating the highest return to the City.
c. Review of all existing and potential codes, laws, othef requirements of governmental agencies having
jurisdiction over advertising and outdoor advertising, applicable policies, and procedures as they may
relate to the City's Advertisement Program.
d. Providing ongoing management services, including auditing, inspections as prescribed by Sections
18-100 through 18-102 of the City Code, yi°iich is deemed as being incorporated by reference herein,
and contract compliance and enforcemcrt.
e. The Firm(s) shall be under the superviion of the Assistant City Manager/Chief of Infrastructure to
accomplish the Scope of Services d present its fmdings and recommendations to the City
Commission, if necessary.
f. As may be directed by the Cit "'Manager, the Firm(s) is expected to cooperate and fulfill requests for
information that pertain to the work.
g. The Firm(s) shall provide "its own personnel, office, telecommunications, and office/ work space, except
as necessary during meetings or presentations held on City -owned properties.
4.1 Marketing and Solicitation Tasks
a. Market the TrAleys by doing the following, upon request from the City:
b. Collect and„P'°''esearch all information concerning the Trolleys available for the Advertisement Program.
c. Prepare a°domprehensive report with fmdings, conclusions and recommendations, including a
compre'liensive timeline for complete analysis and marketing for advertising in or on the Trolleys.
d. Prepare a marketing campaign that will be disseminated to the appropriate third party
b "sines s es/advertisers .
e. °"bistribute marketing information to advertisers through e-mail, flyers and/or other acceptable means, to
include the following:
i. Overview/introductory letter.
ii. Firm(s)' detailed description of the City's offers for advertising opportunities.
4.2 Contract Administration Tasks
a. Evaluate current and future revenue potential of the City's Advertisement Program;
b. Develop and recommend a plan ("Plan") for optimizing advertising opportunities and increoging
revenue to the City;
c. Implement the Plan upon the City's approval;
d. Provide ongoing management of the City's Advertisement Program;
e. Track and manage all issues and requests concerning the operation of the City's Avertisement
Program.
f. Coordinate the installation and/ or removal of advertising equipment under the'City's Advertisement
Program including notification to all applicable City departments.
g. For City sponsorships or Public Service Announcements (PSAs), assist with the printing, installation
and removal of advertising materials on the inside of the Trolleys, each ^"6t the sole cost and expense of
the City;
h. Prevent any additional costs not contemplated under this Agreement to the City;
i. Prepare specifications for bidding and/or agreements;
j. Provide all personnel, equipment, and other resources necess96 to operate the City's Advertisement
Program
k. Coordinate all necessary requirements pursuant all other,C°ity Departments including but not limited to
Building, Planning & Zoning, Risk Management, and Finance Departments.
1. The Firm(s) will be required to maintain separate beets and accounting records each category of
advertising covered under the agreement. Such bqets and records shall include any revenues, costs, or
other financial items associated with the manag,eMent and operation of the City's Advertisement
Program in a form and manner reasonably sati'gfactory to the City. These books and records shall be
open to inspection and audit by a City representative at all times during regular business hours at the
Firm(s) upon reasonable prior notice. Re fee-ence is made to the audit and inspection provisions provided
in § 18-100 through § 18-102 of the City" 'Code, which are deemed as being incorporated by reference
herein.
4.3 Monitoring & Inspection Services „
a. Monitor all Trolleys where the City's Advertisement Program exists. Once advertising equipment is
installed, erected or mounted on a Trolley, with the exception ofnormal maintenance or repair and copy
changes, the structure n?, ST not be altered without prior written approval by the City Manager, which
may not be unreasona "ly withheld.
b. Conduct scheduled jiispections to ensure that with the City's Advertisement Program is being managed
and operated to the City's satisfaction. The Firm(s) shall provide documentation of inspection activities
performed at eh location on an annual basis upon request.
c. Maintain an,,4'mergency response plan to address graffiti, major structural defects and other conditions
that, in the"°Opinion of the City, requires immediate attention.
V. GRANT OF "LICENSING RIGHTS
The CO hereby grants to the Firm(s) during the term of this Agreement the exclusive authority to market,
negotiate, manage, inspect and sell advertising on the Trolleys where the Advertisement Program exists, and to
negotiate and execute agreements with Third Party Businesses/Advertisers with respect to advertisements on
the Trolleys in connection with the City's Advertisement Program. The Firm(s) and/or the Third Party
Businesses/Advertisers will retain ownership of any personal property, trade fixtures, equipment and other
temporary installations where advertising is deemed to be installed, erected or affixed thereto. However, the
Firm(s) shall be required remove the same upon the expiration of this Agreement. Furthermore, the Finn(s)
shall be required to repair all damage to the Trolleys caused by such installation and removal, at the Firm(s)'s
and/or the communications operators' expense, normal wear and tear accepted. At all times during the teiii of
this Agreement and/or any other agreement with the City concerning the Advertisement Program, the Fippn(s)
and the Third Party Businesses/Advertisers shall not destroy, deface, damage, impair, or remove any p941 of the
Trolleys therein belonging to the City, nor permit any person under its control to do so.
,000/00,000,
5.1 Noy rights of an
exclusive nature or paramount to any rights, permits or licenses heretofore or hereinafter granted or conveyed
by the City, except for the exclusivity of the rights granted in the foregoing paragraph. Thi„�^"'Agreement shall not
be assigned, nor shall any of Firm(s)' duties be delegated or subcontracted to any third °party without the City
Manager's express written consent, in the City Manager's sole and absolute discreti„gin, provided, however, the
City's consent shall not be required for an assignment by the Firms) to (i) to an,,,c ntity controlling, controlled
by, or under common control with, the Fu(s), (ii) in connection with a,^"'sale by the Firm(s) of all or
substantially all of its business or assets (regardless of the form of transacit"ion through which such result is
achieved), and (iii) as a collateral assignment to its senior secured lenders "Notwithstanding the foregoing, and
as specified in this Agreement, Firm(s) shall be entitled to market, so*t, negotiate, and prepare agreements
with Third Party Businesses/Advertisers for the installation of advertising in or on the Trolleys and to
administer such agreements, as provided in this Agreement. I-,rtever, the City Manager shall review and
approve or disapprove the advertising copy sent by Third Pa,'y Businesses/Advertisers to be posted on the
Trolleys, in its reasonable discretion. The Firm(s) shall proAde the City with a copy of such advertising copy
for review and the City shall have three (3) business da from receipt to either approve or disapprove such
advertising copy. If the City does not respond within 1 ch three (3) business day period, the advertising copy
provided shall be deemed approved by the City."`he City may only withhold its approval of a proposed
advertising copy if, in the City's reasonable discrdtion, the proposed advertisement is pornographic, obscene,
lewd, indecent or otherwise offensive or objectjnable to public morals.
5.2 In the event that any agreement withiy Third Party Businesses)/Advertiser(s) is terminated prior to the
expiration of its initial term .or option p„��iiods for any of the Trolleys, the Firms) shall use its commercially
reasonable efforts to replace the �„�evious Third Party Business/Advertiser with a new Third Party
Business/Advertiser. The term of tl,"°agreements with the new Third Party Businesses)/Advertiser(s) shall be
determined by the Firm(s) in its reasonable discretion.
5.3 Firm(s) shall not be liabl„°°to the City for the monetary default by a Third Party Business/Advertiser of its
obligations under its adverii^sing agreement with the Firms(s). However, in the event of a termination or default
by any Third Party Bupmess/Advertiser, the Firm(s) shall use commercially reasonable efforts to find a
replacement advertisel��On the Trolley.
VI. CONDITION/OF PROPERTIES
Any City-ow„ied Trolleys that are offered by the City for the Advertisement Program will be offered in their
present "a^°is" condition and state of repair and without any representation by or on behalf of the City.
Furtherru�re, the City shall not be liable for any latent, patent or other defects on its properties.
VII. COMPENSATION
The Firm shall pay to the City as revenue earned 52.5% of gross receipts on a monthly basis, pable within
thirty (30) days following the end of each month with respect to the previous month. Gross roceipts shall be
reduced by: (i) Independent third party agency commissions; and (ii) amount of any sales or" excise tax levied
upon any sales, rentals, and/or services rendered and payable to the appropriate governuxental authority; The
City shall not be responsible to pay any expenditures under this Agreement.
VIII. CHANGES TO THE PROPERTIES AND/OR INSTALLA ION OF ADDITIONAL
EQUIPMENT
The City reserves the right at any time and from time to time to re4°4onably: (i) make or permit changes or
revisions in its plans for its properties, including additions to, subtractions from, rearrangements of, alterations
of, modifications of or supplements to the building areas, walkvOys, parking areas, or driveways, (ii) construct
other buildings or improvements on any of its properties an l°""to make alterations thereof or additions thereto.
Furthermore, during the term of the Agreement, the City #411 retain the exclusive right to install and maintain
any other equipment unrelated to the Advertisement PFOgram on its facilities, structures, or properties. In the
event that other unrelated equipment is installed on 9'(ty-owned properties, the Firm(s) will cooperate with the
City regarding scheduling and other logistics, to faCilitate the installation of other unrelated equipment, to the
extent applicable.
IX. COMPLIANCE WITH FEDERAL, Si'ATE AND LOCAL LAWS
The Fiiin(s) shall comply with all Oplicable permits and approval requirements of governments having
jurisdiction over advertising or the ,Advertisement Program, laws, ordinances, codes, rules and regulations of
federal, state and local governments, including the City. The Firm(s) shall additionally comply with the
provisions of Section 119.070 1„Florida Statutes, regarding public records.
X. LABOR STANDARIu
The Firm(s) shall assume any and all liability and responsibility under this Agreement for compliance with all
applicable labor standards, rules, requirements and laws relative to their employees and personnel.
XL GENERA CONDITIONS
All noticgg or other communications which shall or may be given pursuant to this Agreement shall be in writing
and shgf be delivered by personal service, overnight courier or by registered mail addressed to the other party at
the address indicated herein or as the same may be changed from time to time. Such notice shall be deemed
gin upon actual receipt or refusal thereof.
CITY FIRM
Johnny Martinez, P.E., City Manager Pablo Cremaschi
City of Miami Van Wagner Miami, LLC
3500 Pan American Drive
Miami, Florida 33133
2610 N Miami Avenue
Miami, Florida 33127
(305) 400-7355
With a copy to:
Steven S. Pretsfelder, Esq.
Van Wagner Miami, LLC
800 Third Avenue, 28th Floor
New York, New York 10022 "
XII. OWNERSHIP OF DOCUMENTS
Upon written request, all documents developed in relation to the per''rmance of the work done under this
Agreement by the Firm(s) shall be delivered to the City upon completion of the services required and shall )
become the property of City, without restriction or limitation of its l,a'e. The Firmsagrees that all documents
maintained and generated hereto shall be subject to the appligsble provisions of the Public Records Law,
Chapter 119, and Florida Statutes.
XIII. AWARD OF AGREEMENT
The Firm(s) warrants that it has not employed or retaMed any person employed by the City to solicit or secure
this Agreement and that it has not offered to pay, p4d, or agreed to pay any person employed by the City any
fee, commission, percentage, brokerage fee, or g1t of any kind contingent upon or resulting from the award of
this Agreement.
XIV. CONSTRUCTION OF AGREEIV. I;NT
This Agreement shall be construed arl,d enforced according to the laws of the State of Florida.
XV. SUCCESSORS AND ASSIGNS
This Agreement shall be binl'ng upon the parties herein, their heirs, executors, legal representatives, successors
and assigns.
XVI. INDEMNIFIC„TION
Firm(s) shallnidounify and hold harmless City, its officers, agents, directors, and employees, from liabilities,
damages, lossea judgments, and costs, including, but not limited to reasonable attorney's fees, to the extent
caused by the negligence, recklessness, negligent act or omission, or intentional wrongful misconduct of
Finn(s) and ° persons employed or utilized by Firm(s) in the performance of this Contract. Firm(s) shall, further,
hold the City, its officials and employees, harmless for, and defend the City, its officials and/or employees
against', any civil actions, statutory or similar claims, injuries or damages arising or resulting from the permitted
work, except to the extent the City, its officials and/or employees were negligent or due to the City's willful
nt'sconduct. These indemnifications shall survive the term of this Contract. In the event that any action or
proceeding is brought against City by reason of any such claim or demand, Firm(s) shall, upon written notice
from City, resist and defend such action or proceeding by counsel satisfactory to City. The Firm(s) expressly
understands and agrees that any insurance protection required by this Contract or otherwise provided by Firm(s)
shall in no way limit the responsibility to indemnify, keep and save harmless and defend the City or its officers,
employees, agents and instrumentalities as herein provided.
The indemnification provided above shall obligate Firm(s) to defend, at its own expense, to and through
appellate, supplemental or bankruptcy proceeding, any and all claims of liability and all suits and actiops" of
every name and description which may be brought against City in connection with this Agreement, as required
above, whether perfoiuued by Firm(s), or persons employed or utilized by Firm(s).
This indemnity will survive the cancellation or expiration of the Contract. This indemnity will„be interpreted
under the laws of the State of Florida, including without limitation and interpretation, which Conforms to the
limitations of §725.06 and/or §725.08, Fla. Statutes, as amended and as applicable.
The Finn(s) agrees and recognizes that the City shall not be held liable or responsible for any claims which may
result from any actions or omissions of the Firm(s) in which the City participatell""either through review or
concurrence of the Firm(s)' actions. In reviewing, approving or rejecting any s bl missions by the Firm(s) or
other acts of the Firm(s), the City in no way assumes or shares any responsibi,i°y or liability of the Finn(s) or
Sub-Firm(s), under this Agreement.
Ten dollars ($10) of the payments made by the City constitute separate, distinct, and independent consideration
for the granting of this Indemnification, the receipt and sufficiency of 'Which is acknowledged by the Firm(s).
XVII. CONFLICT OF INTEREST
17.1 The Firm(s) covenants that no person under its ep'4ploy who presently exercises any functions or
responsibilities on behalf of the City in connection with °'this Agreement has any personal financial interests,
direct or indirect, with the Firm(s). The Firm(s) further covenants that, in the performance of the Agreement,
no person having such conflicting interest shall be erb4loyed. Any such interest on the part of the Firm(s) or its
employees must be disclosed in writing to the City
17.2 The Firm(s) is aware of the conflict of,,if terest laws of the City, Miami City Code §2-611, Miami -Dade
County, Florida, Miami -Dade County Coi°e § 2-11.1; and the State of Florida, Chapter 112, Part III, Florida
Statutes, as amended, and agrees that it sliall fully comply in all respects with the terms of said laws.
XVIII. INDEPENDENT FIRM(S)"
The Firm(s), its employees, ,4ents or representatives, shall be deemed to be independent Firm(s)s and not
agents or employees of the,, city and shall not attain any rights or benefits under the civil service or pension
ordinances of the City, 0 any rights generally afforded classified or unclassified employees. Firm(s), its
employees, agents or representatives, shall not be entitled to Florida Workers' Compensation benefits as an
employee of the Cite":"
XIX. FIRM(S)„7""Y'ERSONNEL
The Firm(s)"° agrees that the personnel identified on Exhibit "D" of this Agreement will be those individuals that
are assigt"ied to the Project, and that the assignment of such individuals is a material term of this Agreement.
Firm(s) agrees to promptly notify the City in writing of the identity of any individuals that it desires to assign to
pei$rrm the Services as a replacement for, or in addition to the individuals named and listed in the Proposal. The
Firm(s) shall require the designated manager to remain in charge and available during scheduled activities.
The Firm(s) manager must be available to take telephone calls during scheduled activities.
XX. INSURANCE
Within ten (10) days after receipt of the Notice to Proceed, the Firm(s) shall furnish Evidence of Insul nce to
the Purchasing Department, if applicable. Submitted evidence of coverage shall demonstrate strict Ompliance
to all requirements listed on the Special Conditions entitled "Insurance Requirements." The City sliall be listed
as an "Additional Insured." Issuance of a Purchase Order is contingent upon the receipt of proper insurance
documents. If the insurance certificate is received within the specified time frame but not in„tbe manner
prescribed in this Agreement the Firm(s) shall be notified in writing of such deficiency and shall have an
additional five (5) calendar days to submit a corrected certificate to the City. If the Finn(S) fails to submit the
required insurance documents in the manner prescribed in this Agreement within frftp^fin (15) calendar days
after receipt Notice to Proceed, the Firm(s) shall be in default of the contractual ternis and conditions and shall
not be awarded the contract. The Firm(s) shall furnish to the City of Miami c/o Fisk Management, 444 SW 2nd
Avenue, 9 Floor, Miami FL, 33130, Certificate(s) of Insurance which indicate that insurance coverage has
been obtained which meet the requirements as outlined below:
Limits of Liability
Bodily Injury and Property Damage Liability
Each Occurrence
I. Commercial General Liability
A.
General Aggregate Limit
Products/Completed Operations
Personal and Advertising Injury
B. Endorsements Required
City of Miami included as an addixional insured
Contingent Liability & Contractdal Liability
Primary Insurance Clause
Premises & Operations Liability
II. Business Automobile Liability
si,00 ;000
$ 2 '°00,000
1,000,000
A. Limits of Liability
Bodily Injury * Property Damage Liability
Combined Sji gle Limit
Any Auto%awned Autos/Scheduled
Includind Hired, Borrowed or Non -Owned Autos
Any be Accident $ 1,000,000
B.
Endorsements Required
ity of Miami included as an Additional Insured
Worker's Compensation
Limits of Liability
Statutory -State of Florida
Waiver of subrogation
Employer's Liability
A. Limits of Liability
$500,000 for bodily injury caused by an accident, each accident.
$500,000 for bodily injury caused by disease, each employee
$500,000 for bodily injury caused by disease, policy limit
IV. Excess Liability (Excess Follow Form)
A. Limits of Liability
Each Occurrence $1,000,000
Policy Aggregate $1,000,000
City of Miami listed as an additional insured
V. Professional Liability/Error's & Omissions
A. Limits of Liability
Bodily Injury and Property Damage Liability
Each Claim $1,000,096
Aggregate $1,000,ioo
The above policies shall provide the City of M,4mi with written notice of cancellation or material
change from the insurer not less than (30) dpYs prior to any such cancellation or material change, or in
accordance to po icy provisions.
policy
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 1„�"ss 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. Al,t�^policies and /or certificates of insurance are subject to review and verification
by Risk Management prio,l� to insurance approval.
XXI. TERMINATION ^"
The City Manager o„ °behalf of the City of Miami reserves the right to terminate this contract by written notice
to the Firm(s) effq,4ive the date specified in the notice should any one of the following apply:
Firi 21.1. The s) is determined by the City to be in breach of any of the terms and conditions of the Agreement
and such b,��;'ach is not cured within thirty (30) days of receipt of written notice thereof (or if such default is of
the type* it cannot reasonably be cured within such thirty (30) day period, so long as the Firm(s) has
diliger,;t1'y commenced to cure such default, such additional period of time required to cure such default not to
exce,�"d an additional thirty (30) days) or of any other Agreement the Firm(s) has with a Florida public agency
beyMond any applicable notice and cure period;
��^""° 21.2. The City Manager has determined that such termination will be in the best interest of the City to terminate
the Agreement for its own convenience;
21.3. Funds are not available or allocated to cover the cost of the goods and/or services reduction of funds or a
change in applicable laws or regulations. The City's obligation is contingent upon the availability and allocation
of appropriate funds and applicable regulations.
21.4. The Firm(s) is debarred by the City or by another Florida public agency.
21.5 In the event of a Termination by the City the Firm(s) shall have no recourse against the City other than
payment of fees due the Firm(s) prior to the effective date of Cancellation. Neither the City nor the Firm(s) will
be liable for lost profits, direct, indirect, special or other damages or for claims for loss of humness, business or
contract relations or any other claims or actions other than payment of fees due under the A,, reement throughout
the date of termination.
XXII. NONDISCRIMINATION
The Firm(s) agrees as indicated in the RFP (Section 1.54, Nondiscrimination)°'ihat it shall not discriminate as to
race, color, creed, national origin, religion, age or disability in connection,wvith its performance hereunder.
XXIII. DEFAULT
If the Firm(s) fails to comply with the terms and conditions of, tlis Agreement, or fails to perform hereunder
beyond any applicable notice and cure period, or files for beinkruptcy or provides assignment or transfer to
creditors, then the City, at its sole option upon written notiS6, may cancel and terminate this Agreement, and all
payments, advances, or other compensation paid to the pirm(s).
XXIV. FORCE MAJEURE
Neither party shall be liable for failure or del"ay in performing obligations set forth in this Agreement, and
neither party shall be deemed in breach of „ifs obligations, if such failure to delay is due to national disasters,
strike, lock -out, or other industrial or transportation disturbances, law, regulation or ordinance, or any causes
reasonably beyond the control of such,,i5arty.
XXV. APPLICABLE LAW AND VENUE
This Agreement shall be inteOpreted and construed in accordance with and governed by the laws of the state of
Florida. Venue shall be i„t"7Vliami-Dade County, Florida. Each party shall bear its own attorney's fees (except
if the City must bring i "claim to enforce the provisions of Article XIII, Indemnification against the Firm(s).)
The parties knowingl'y, voluntarily and consensually waive the right to a jury trial or to file permissive
counterclaims in ariy dispute between them arising out of this Agreement.
XXVI. AUDIEmt AND INSPECTIONS
The Firms) shall maintain all project records as requested by the City. All project records prepared by the
Firm(9) shall be owned by the City and shall be made available to the City at no additional charge. The Firm(s)
shall ° maintain all books, records, documents, accounting ledgers, and similar materials relating to work
performed for the City under this Agreement on file for at least four years following the date of final payment to
/the Firm(s) by the City. The above records retention requirement shall include daily driver logs, medical
examinations, as well as all other books, records, and documents, as applicable and maintained by the Firm(s) in
accordance with its normal business practices. Any duly authorized representative of the City shall have
access to such records for the purpose of inspection, audit, and copying at reasonable times during the Firtn(s)'s
usual and customary business hours and upon reasonable prior notice. The Firm(s) shall report in -sere ,Ce
hours to the City within twenty-four hours of a written request, unless otherwise specified.
The Firms) will develop annual fmancial reports with respect to 'the services performed under this A g''reement
for distribution to the City.
At any time during normal business hours, upon reasonable prior written notice, and as often,, the City may
deem necessary, there shall be made available to the City and/or representatives of the Cityfr audit, examine,
and make audits of all contracts, invoices, materials, payrolls, records of personnel, cond,;ti"ons of employment
and other data relating to all matters related to this Agreement. It is further understdOd that all records and
supporting documents pertaining to this Agreement shall be maintained for a minis t m period of four years.
The retention and access period starts from the date of the submission of the annual,, "'erformance and evaluation
report in which the specific activity is reported for the fmal time. The Firm(s) rp"6st request approval from the
City before disposing of any records under this Agreement prior to the expirafion of such four (4) year period.
If any litigation, claim, negotiation, audit or other action involving the,,, ^fecords has been started before the
expiration of the four year period, the records must be retained until co'pletion of the action and resolution of
all issues which arise from it or until the end of the four year pera,,p"'d, whichever is later. The Firm(s) must
maintain records necessary to document compliance with the provisions of the Agreement. The Firms)
acknowledges that additionally the City has the audit and inspectidn rights set forth in § 18-100 to § 18-102, City
Code, as amended.
XXVII. ENTIRE AGREEMENT
This Agreement and its attachments and exhibits constitute the sole and only Agreement of the parties and
accurately set forth the rights, duties, and obligatip"ns of each to the other. Any prior Agreements, promises,
negotiations, or representations not expressly set "'Forth in this Agreement are of no force and effect.
XXVIII. AMENDMENT
No amendments to this Agreement shaVie binding on either party unless in writing and signed by both parties.
XXIX. MISCELLANEOUS
29.0 Captions, title and paragraph headings are for convenient reference and are not a part of this Agreement.
Such captions, title or paragraph headings shall not be deemed in any manner to modify, explain, enlarge or
restrict any of the provisions contained in this Agreement.
29.1 Subj ect to the pvision of Article III, in the event of conflict between the teens of this Agreement and any
terms or condition,flin any attached document; the tennis in this Agreement shall prevail.
29.2 No waive 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.
29.3 Slbuld any provisions, paragraph, sentence, work or phrase contained in this Agreement be determined by
a co t`°t of competent jurisdiction to be invalid, illegal or otherwise unenforceable under the laws of the State of
Florida or the City of Miami, such provisions, paragraphs, sentences, words or phrases shall be deemed
Modified to the extent necessary in order to conform with such laws (provided there is no adverse effect to the
Firm(s)), or if not modifiable to conform with such laws, then same shall be deemed severable, and in either
event, the remaining terms and provisions of this Agreement shall remain unmodified and in full force and
effect.
29.4 Further Assurances. All parties hereto upon the written request of any other party shall execute suc„hfurther
instruments or documents as may be reasonably required by the requesting party to implement,,, the terms,
conditions and provisions of this Agreement.
29.5 Third Party Beneficiary. Firm(s) and the City agree that it is not intended that any ^°provision of this
Agreement establishes a third party beneficiary giving or allowing any claim or right of °ttion whatsoever by
any third party under this Agreement.
29.6 Performance Evaluations. The City conducts perfoiuuance evaluations dur„iig and after completion of
agreements with the Firm(s), which are used as a basis for the awarding of filthre work as well advising the
Firm(s) of its performance.
29.7 Discretion of the Director. Any matter not expressly provided for herein or in the Agreement Documents,
Proposal or RFP dealing with the City or decisions of the City sha1i, he within the exercise of the reasonable
professional discretion of the Director or the Director's authorized, designee.
29.8 Public Records. Firm shall comply with the provision,$^ "Of Section 119.0701, Florida Statutes.
Fiuin(s) has been procured and is being engaged to provide Services to the City as an independent Firm(s), and
not as an agent or employee of the City. Accordingly; 'irm(s) shall not attain, nor be entitled to, any rights or
benefits under the Civil Service or Pension Ordinarees of the City, nor any rights generally afforded classified
or unclassified employees. Firm(s) further understands that Florida Workers' Compensation benefits available
to employees of the City are not available to Firm(s), and agrees to provide workers' compensation insurance
for any employee or agent of Firm(s) rendering services to the City under this Agreement.
IN WITNESS WHEREOF, the parties hereto have caused this instrument to be executed by the respective
officials thereunto duly authorizeck""this the day and year first above written.
Attest:
Todd Hannon
City Clerk"
(SE4J)
Approved as to Insurance:
Calvin Ellis
Risk Management Director
CITY OF MIAMI, a municipal
Corporation of the State of Florida
Johnny Martinez, P.E.
City Manager
Approved as to Legal Form:
Victoria Mendez
City Attorney
Attest:
VAN WAGNER MIAMI, LLC
Signature
Firm Representative
Firm Representative's Title
(Must .be Autlierized Corporate Officer)
Corporate
(SEAL)
(Corporate Secretary)
Exhibit A
"Request for Proposals No. 272271,9"
KENNETH ROBERTSON JOHNNY MARTINEZ, P.E.
Chief Procurement Officer City Manager
ADDENDUM NO. 9
RFP No. 272271.8 February 3, 2012
Request for Proposals (RFP) for Advertisement Programs
TO: ALL PROSPECTIVE PROPOSERS:
This is the final addendum to this RFP, addressing all pending issues before the RFP new closing date and time.
The following changes, additions, clarifications, and deletions amend the RFP docizments of the above captioned RFP, and shall
become an integral part of the Contract Documents. Words and/or figures strick'en through shall be deleted. Underscored words
and/or figures shall be added. The remaining provisions are now in effect and rerhain unchanged. Please note the contents herein and
reflect same on the documents you have on•hand.
The RFP closing date and time has beenchangedto Wednesday, February 15, 2012. at 1:00-p.m.
The title of the RFP has been amended to read as follows:
Request for Proposals (RFP) for Advertisement Programs &Advertising Sales Support
Section 3.1. SPECIFICATIONS/SCOPE OF WORK has °been amended as follows:
The City of Miami (City) is soliciting proposals from qualified firms to identify potential partners for certain current
advertising products the City wishes to pursue iniinediately, as well as potential products the City may pursue in the future. In
addition, the City is looking at securing ad,"'' • '
revenue enhancement initiatives.
The RFP process would be used to ,secure the services of one or more companies, for one or more of the following
advertising categories:
1) Parking Stripes advertising
2) Digital/Display Elevator A",dbertising (elevators in City buildings)
3) Other advertising oppor ilities (non -Parking)
4) Advertising Sales Supp"ort,
5) Naming Rights to City Parks
6) Trolley Advertisiig
-d- i inng-Sal"cs Support:
Thc City is in b b b
products rn'"
ith the City's Development
city products.
Section 2.1. PURPOSE has been amended as follows:
The purpose of this Solicitation is to establish a contract, for Advertisement Programs & Advertisement Sales Support, as
specified herein, from a source(s) of supply that will give prompt and efficient service fully compliant with the terms,
conditions and stipulations of the solicitation.
Addendum No, 9 February 3, 2012
RFP No. 272271,8
Section 2.6. PROPOSER'S MINIMUM QUALIFICATIONS has been amended as follows:
Advertising Sales Support:
Section 2.7. CONTRACT EXECUTION has been amended as follows:
The selected Proposer(s) evaluated and ranked in accordance with the requirements of this Solidtation, shall be awarded an
opportunity to negotiate a contract ("Contract") with the City in substantially the attached °'form labeled "Attachment A -
Professional Services Agreement" and available via the Header section to this RFP. The city reserves the right to execute or
not execute, as applicable a Contract with the selected Proposer(s) that is determined, °to be most advantageous and in the
City's best interest, Such Contract will be furnished by the City, will contain certain terms as are in the City's best interests,
and will be subject to approval as to legal form by the City Attorney.
Section 2.9. INSURANCE REQUIREMENTS has been amended as follows:
(1) Worker's Compensation
A. Limits of Liability - Statutory - State of Florida
Waiver of subrogation
(2) CommercialGeneralLiability:
B. Endorsements. Required:
City of Miami included as an Additional insured. EmpX,0" ees included as insured.
Contingent Liability & Contractual Liability
Primary Insurance Clause
Premises & Operations Liability
Liability.
(4) Employer's Liability
A. Limits of Liability
$-p500,000 for bodily injury caused�°""by an accident, each accident
$-500,000 for bodily injury caused by disease, each employee
(6) Excess Liability (Emtdess Follow Form)
A. Limits of Liability
Each Occurrence $1,000,000
Policy Aggregate , °" $1,000,000
ALL OTHER IRMS AND CONDITIONS OF THE RFP REMAIN THE SAME.
Sincerely,
Kenneth Robertson
Director/Chief Procurement Officer
Page 2
KENNETH ROBERTSON fy� JOHNNY MARTINEZ, P.E.
Chief Procurement Officer City Manager
RFP No. 272271.7 January 13, 2011
Request for Proposals (RFP) for Advertisement Programs &
Advertising Sales Support
TO: ALL PROSPECTIVE PROPOSERS:
The following changes, additions, clarifications, and deletions amei°1d the RFP documents of the above
captioned RFP, and shall become an integral part of the Contraot Documents. Words andfor figures
stricken through shall be deleted. Underscored words and/or figures shall be added. 'The remaining
provisions are now in effect and remain unchanged. Please ndte the contents herein and reflect same on
the dobunients you have'ori hand... . .
The RFP closing date and time has been changed tooFriday, February 3, 2012 at 1:00 p.m.
ALL OTHER TERMS AND CONDITIONS OF THOFP REMAIN THE SAME.
KR/ ms
Cc: RFP File .
ADDENDUM NO 8
Sincerely,
Kenneth Robertson
Director/Chief Procurement Officer
Page 1
KENNETH ROBERTSON JOHNNY MARTINEZ, P.E.
Chief Procurement Officer City Manager •
RFP No. 272271.6 November 30,2011
Request for Proposals (RFP) for Advertisement PrqUrams &
Advertising Sales Support
TO: ALL PROSPECTIVE PROPOSERS:
The following changes, additions, clarifications, and deletions amend the RFP documents. of the above
captioned RFP, and shall become an integral part of the Contract Documents. Words and/or figures
stricken through shall be deleted. Underscored words andlOr figures shall be added. The remaining
provisions are now in effect and remain Unchanged. Please note the contents herein and reflect same on
- the -documents -you- have -on -hand.
ADDENDUM NO. 7
The RFP closing date and time has been changedp Friday, January 13, 2012 ati:00 p,m.
ALL OTHER TERMS AND CONDITIONS OF THE RFP REMAIN THE SAME.
Sincerely,
9 A
Kenneth Robertson
Director/Chief Procurement Officer
Page 1
KENNETH ROBERTSON JOHNNY MARTINEZ, P.E.
Chief Procurement Officer City Manager
ADDENDUM NO. 6
• RFP No. 272271.5 November 2, 2011
Request for Proposals (RFP) for Advertisement Prg"'grams &
Advertising Sales Support
TO: ALL PROSPECTIVE PROPOSERS:
The following changes, additions, clarifications, and deletions *end the RFP documents of the above
captioned RFP, and shall become an integral part of the Conttact Documents. Words and/or figures
stricken through shall be deleted. Underscored words and/or figures shall be added. The remaining
provisions are now in effect and remain unchanged. Pleasd' note the contents herein and reflect same on
the .documents you have on hand.
„
The RFP closing date and time has been changed" to Thursday, December 1, 2011 at 1:00 p.m.
ALL OTHER TERMS AND CONDITIONS OF,IyHE RFP. REMAIN THE SAME.
Sincerely,
Kenneth Robertson
Director/Chief Procurement Officer
KR/ ms
Cc: RFP File
Page 1
KENNETH ROBERTSON JOHNNY MARTINEZ, P.E.
Chief Produrewent Officer City Manager
ADDENDUM NO. 5
RFP No. 272271 A October 6, 2011
Request for Proposals (RFP) for Advertisement Programs &
Advertising Sales Support
TO: ALL PROSPECTIVE PROPOSERS:
The following changes, additions, clarifications, and deletions aviend the RFP documents of the above
captioned RFP, and shall become an integral part of the Corit?'act D.ocuments. Words and/or figures
stricken through shall be deleted. Underscored words arid"/or figures shall be added. The remaining
provisions are now in effect, and remain unchanged. Pleas"" note the contents herein and reflect same on
the documents you have on hand.
The RFP closing date and time has been changed""to Thursday, November 3, 2011 at 1:00 p.m.
Additional advertising categories will be included as part of the Scope of Work, and a mandatory pre -
proposal meeting will be scheduled for this,, ^iFP. Once available, more detailed information. will be
provided to all prospective proposers via an, addendum.
ALL OTHER TERMS AND CONDITI„'NS OF THE RFP REMAIN THE SAME.
Sincerely,
LA --. 9. iee.A.w.-..
„ "
„ "
Kenneth Robertson
Director/Chief Procurement Officer
Page 1
KENNETH ROBERTSON JOHNNY MARTINEZ, P.E.
Chief Procurement Officer Cily Manager
RFP No. 272271.3 September 14, 2011
Request for Proposals (REP) for Advertisement Prm°rams &
Advertising Sales Support
TO: ALL PROSPECTIVE PROPOSERS:
The following changes, additions, clarifications, and deletions arr nd the RFP documents of the above
captioned RFP, and shall become an integral part of the Contract Documents. Words and/or figures
stricken through shall be deleted. Underscored words and/Or figures shall be added. The remaining
provisions are now in effect and remain unchanged. Please note the contents herein and reflect same on
the documents you have on hand.
The RFP closing date and time has been changed to Friday, October 7, 20'11 at 1:00 p.m.
ALL OTHER TERMS AND CONDITIONS OF HE RFP REMAIN THE SAME.
Sincerely,
KR/ ms
Cc: RFP File
ADDENDUM NO. 4
�s 9
enneth Robertson
Director/Chief Procurement Officer
Page 1
KENNETH ROBERTSON JOHNNY MARTINEZ, P.Er, 0'
Chief Procurement Officer City Manager
•
RFP No. 272271.2 September 1, 2011
Request for Proposals (RFP) for Advertisement Programs & Ady'ertisinq Sales Support
,0000
TO: ALL PROSPECTIVE PROPOSERS:
The following changes, additions, clarifications, and deletions amend the I °f`P documents of the above captioned RFP,
and shalt become an integral part of the Contract Documents. Wora and/or figures stricken through shall be
deleted. Underscored words and/or figures shall be added. 'The re„rv'aining provisions are now in effect and remain
unchanged. Please note the contents herein and reflect same on the documents you have on hand.
-The RFP closing date and time has been changed to Friday, S44"tember 16, 2011 at 1:00 p.m.
000,000,
Section.2.3. TERM OF CONTRACT has been amended as""olows:
(1) �f he term of the Contracts) shall be for fine {1 }r (2j years with an option to renew far four (4) additional one
(1) year periods.
Section 2,% INSURANCE REQUIREMENTS ha """been amended as follows::
(5). ProfessionaLLiab lity/Errors and .Orris„ "ton -Gov erage
A. Limits of Liability
Combined Single Limit. Each Claim $2,q0 "'0,000 $1,000,000
General Aggregate Limit $9,000,000 6,�1" "000.000
Section 3.�. SPECIFICATIONS/Sr;OPE OF WORK has been amended to reflect an additional advertising category,
as follows:
6) Trolley Advertising
Tres and Sales Support Objective (Refer to Header Attachments for pictures and
technical specifications of the Trolleys)
The Citv wishes d'"engage a gualined firm to provide project management services for advertising and sales support
services for the ""broposed City of Miami Trolley System. The City desires to maximize revenue potential from the sale
of advertising""'space on the interior and exterior of the trolleys in order to help defray the cost of operating the trolley
service.
Trolley/6
The'"ity's proposed trolley system consists of four (4) interconnected routes (as further described below and as
depi"cted on the attached route map) totaling over 30 miles in length with the objective of augmenting the existing
regional transit system (MetroBus, MetroRail, and MetroMover) and providing premium public transportation service to
""'1he following corridors and communities in the City of Miami: Health District/Civic Center, Marlins Stadium, Brickell
Avenue, Biscayne Boulevard, Omni, Allapattah, Overtown, and Coral Way. A future extension of the BrickellfBiscavne
000
Trolley route is being proposed to serve Midtown and the Design District. At this time, operating hours for the trolley
Page l
ADDENDUM NO. 3
Addendum No. 3 September 1, 2011
RFP No. 272271,2
service currently consists of Monday — Saturday service from .6:30AM — 8:OOPM and are subject to char) e.
Frequency of service is anticipated to range from 10 minutes during peak times to 20 minutes durinq,p'if peak periods.
The City anticipates using its trolleys to also provide charter service for special events as well as extended hours of
service at its sole discretion. The trolley system is anticipated to attract over 5,000 riders per day, and, at this time, it
has not been determined if the City will charge a fare.
Health/Stadium District Trolley
The City, in collaboration with the Miami Partnership (coalition of major area stakeholders in the Health District/Civic
Center) and the FDOT, has finalized the routes and stop locations for the Health Distr'ict Trolley. The proposed loop
has been endorsed by the Miami Partnership, City Commission, and the FDOT whinh is providing state funds for the
operation and maintenance of the initial route for a 3-year period. The trolley w„i,ii operate on a 2-way loop within the
Health District area, the second largest employment center in the County, and the route will extend to the Marlins
Stadium via NW 12th Avenue. This trolley will connect to the Civic Center M°ctrorail Station on NW 12th Avenue and to
the Allapattah/Overtown route described below. in addition, the trolley s^"rvice will serve over 14 major facilities and 9
parking garages in the area. including University of Miami Hospital, Jackson Memorial Hospital, Veterans
Administration Hospital, Miami -Dade College, County Courts. State�wttorney's Office, and other judicial, educational,
research. and civic institutions in the area, as well as service the M°arlins Stadium as part of its scheduled route.
Based on a systemwide modeling analysis completed in November 2010, this route is anticipated to attract over 900
riders daily with a proposed $1.00 fare structure.
Brickell/Biscayne Trolley
This trolley will connect to the Brickell Metrorail/Metror lover Station located at SW 16t Avenue where a connection to
the future Coral Way Trolley will be provided. The loop extends from SE 26th Road on the south to the Omni/Margaret
Pace Park on the north serving the Brickell, Downtown, and Omni areas and connecting to numerous Metromover
stations along the route. In addition, the trolley wili operate along Flagler Street to serve the downtown core as well as
venues along the route such as the Adrienne°°"Arsht Center for the Performing Arts, the American Airlines Arena,
Bayside Marketplace, Museum Park, and �Bayfront Park. The City anticipates using the existing Miami Parking
) Authority parking lot under the I-95/Ricdnbacker Causeway flyover as a park -and -ride facility for trolley users. This
trolley route was developed in collabpo'a'ationwith•the DDA, BHA, theBrickell Area • Association (BAA),.area
stakeholders, MDT. and FDOT. Bated on a systemwide modeling analysis completed in November 2010, this route is
anticipated to attract over 1,500 writiers daily with a proposed $1.00 fare structure.
Overtown/Allapattah TrolO"'V
The Allapattah/Overtownotrolley is planned to provide service in the Allapattah and Overtown communities and to
connect to the Health/Stadium District and Brickell/Biscayne Trolleys. The City, in collaboration with area
stakeholders. is in the "° process of developing a service plan for this route with the specific stop locations and hours of
operation. •Furthe,r, we anticipate seeking a funding contribution from the FDOT for 50% of the operational and
maintenance costs of the service for a 3-year start-up period. In Allapattah, the loop is intended to serve dozens of
retail and corptercial establishments along NW 20th Street from NW 17th Avenue to NW 27th Avenue and will include a
stop at the MPA parking garage located on NW 21St Street. In Overtown. the loop is intended to serve the Folk -Life
Village, schools and parks. and commercial establishments via NW 3rd Avenue. in addition, this loop will connect to
the Health/Stadium District Trolley at Jackson Memorial Hospital and to the Brickell/Biscayne Trolley at Omni via
NW/NE 14th Street. This connection will facilitate access to jobs and enhanced public transit between the Allapattah
andOvertown communities and major employment centers in the City as well as provide convenient access to points
Of interest within the communities. Based on a systemwide modeling analysis completed in November 2010, this route
is anticipated to attract over 1,400 riders daily with a proposed $1.00 fare structure.
Coral Way Trolley
The Coral Way-Brickell Trolley is planned to operate along Coral Way serving the commercial. retail, and residential
locations along the corridor. The service is proposed to extend from the Brickell Metroreil/Metromover Station at SW
1StAvenue on the east (where a connection to the Brickell/Biscayne Trolley will be provided) to the City of Coral
Gables Trolley that operates along Ponce de Leon Blvd. in the City of Coral Gables. The City, in collaboration with
area stakeholders. is in the process of developing a service plan forthis route with the specific stop locationsand •
Page 2
Addendum No. 3 September 1, 2011
RFP No. 272271.2
hours of operation: and, furthermore, we intend seeking a funding contribution from the FOOT for 50% of the
operational and maintenance costs of the service for a 3-year start-up period. Based on a systemwide r( odeUnq
analysis completed in November 2010, this route is anticipated to attract over 700 riders daily with a p(oposed $1.00
fare structure.
'Trolley Vehicles
The City has purchased twelve (12) Classic American Trolleys, 32' in length, with a seating ca"'bacity of approximately
30 passengers, to provide trolley service along the Health/Stadium District and Brickell/Bispyre Trolley Routes. This
service is anticipated to begin in early 2012. The City is in the process of purchasing 16 r 21 additional Classic
American Trolleys, 2T in length, with a seating capacity of approximately 25 passenge„ra. These additional trolleys are
anticipated to arrive in mid-2012 and will be used to provide service along the Coral ;`ay and Allapattah/Overtown
Trolley routes. All trolley vehicles are being manufactured in compliance with all Federal Transit Administration (FTA)
and Florida Department of Transportation (FOOT) specification requirements foreublic transit vehicles and in
compliance with the City's desired vehicle specifications, attached herein, inclying air-conditioned interiors, oak -slat
benches, oak wood interiors, brass railings, and electric wheelchair lifts. Thg^"'exterior paint scheme of the trolleys will
be the official City colors of orange, green, and white as depicted in the attg"ched drawing. All Classic American Trolley
vehicles are 134" in height regardless of length.
Trolley Advertising Program and Sales Support
The City desires to maximize revenue potential from the sale of erUsinq space on the trolleys in order to help defray
the cost of operating the trolley service. As such, advertisemenj^°'space will be provided on the exterior (rear and
sides) and interior of the trolleys as depicted in the attached drdwings. The interior of the trolleys will be equipped with
oak rails near the soffit for advertisements (as depicted in the/attached drawings): and the exterior sides of the trolleys
will be equipped with aluminum advertisement racks as de4)cted in the attached drawings. Further, with regards to
interior advertising opportunities, the City wishes to explgWe the possibility of using a flat screen TV mounted on -board
the trolley to show advertisements to passengers. Wish regards to the exterior advertising, space will be provided in
the rear and sides of the trolleys as depicted in the attached drawings. Although the City will allow advertisements on
the exteriors of the trolleys, the City's desire is to maintain a clean and attractive exterior, free of visual clutter which
could.potentially detract from the image and unigaie aesthetic characteristics of the Classic American Trolley.. As such,
it is the City's preference to not have the trolley "exterior, including windows, wrapped with advertising or any material
that adheres to the exterior and/or which is rent conducive to daily washing or which the City may consider detrimental
to the aesthetic and unique exterior featurog of the Classic American Trolley. The trolley advertisement program is
further subject to the following specifications and provisions.
1. RIGHT TO CHANGE TROf,, Y OPERATION: The City has the right to make changes to the trolley operation
at any time. Such changes can include, but are not limited to, changes to service alignments, stop locations,
hours of operations, number of trolleys in service, areas served, fare structure and fare collection system, and
terminating trolley serlyfice for convenience.
2. ADVERTISING MATERIAL: The advertising material should be static. non -glaring, and must conform to all
applicable City,,/bounty, State, and Federal laws for motorized vehicle operation on public -right-of-way.
Advertising s°auld not cause temporary or long-term damage or harm to trolley vehicles, trolley riders, city
residents, or/other users of the transportation system. The City is not liable for an .y damages or lawsuits
arising oupogf trolley advertising. •
3. RIGHT"' TO REFUSE UNACCEPTABLE ADVERTISING: The purpose of this advertising program is to
max,i��'"nize the revenues of the City's trolley system and not to create a public forum for the public discussion of
poi^i"tical or controversial issues, The City will not accept advertising that directly or indirectly supports or
g"pposes a -particular candidate, political cause or issue or that advocates or opposes a particular religion or
religious belief. Acceptable advertising will be limited to that which proposes, directly or indirectly, a legal,
commercial transaction that, in the sole discretion of the City, will reflect favorably upon the City's trolley
system, its riders and the long term use of this advertising space for the generation of revenues. This
Page3
Addendum No. 3 September 1, 2011
RFP No. 272271.2
advertising may include the promotion of the City and surrounding areas as destinations for tourists or future
development.
•
The City reserves the right to refuse any advertising that does not conform to the City and to' any applicable
requirements of the Federal Transit Administration (FTA), the Florida Department of Transportation (FDOT),
and any other governmental agency with authority.to regulate this usage on public right-of-way. The City
reserves the right to refuse advertising that is not presented to the City at least three (3) business days before
the requested start date. The City may. at its sole discretion, refuse to place and install other advertising that it
deems to be inappropriate considering thepurpose and intent of this advertising program.
Contractor Responsibilities
1. Successful Proposer is responsible for day-to-day maintenance, installation, removal of advertising
and/or advertising equipment (LCD, etc), and management of the Advertisement Program.
2. City is not responsible for any lost revenue to the Vendor if the trolley system cannot remain in
operation for the contract term due to funding constrairlt't, natural and/or man-made events, or
termination for convenience.
Additionally, please find below Questions from prospective proposers and the City's Answers to those Questions
received before the stipulated due date:
Q t: As certain assets may require a significant capital expohditure, can agreements to operate and develop specific
assets run over the one year plus four one year. extepSions?
Al: The City has amended the Term of the Contract. Refer to amended Section 2.3.
Q2: We are very interested in your RFQ and I'd like to request an extension from the current 9/6 deadline date to
9/20.
.A2: . The.RFP closing date.and.time has been.9llanged to .Friday .Septernber.16,. 201.1. at .1;00. p.m
Q3: I was unable to find the listed assets/real estate/properties within the document.
A3: This information is not available at tni"s time.
Q4: The 1-year term with subsequeP't 1-year extensions is very challenging with respect to such issues as CapEx
and sales.
A4: Refer to Q1.
ALL OTHER TERMS AND,,ONDITIONS OF THE RFP REMAIN THE SAME,
KR/ ms
Cc: RFR°"'File
Sincerely,
7621A.,
Kenneth Robertson
Director/Chief Procurement Officer
Page 4
KENNETH ROBERTSON JOHNNY MARTINEZ, P.E.
Chief Procurement 0ffi cer . City Manager
ADDENDUM NO. 2
RFP No..272271 August 24, 2011
Request for Proposals (RFP)'for Advertisement Programs & Adverb"einq Sales Support
TO: ALL PROSPECTIVE PROPOSERS.
The following changes, additions, clarifications, and deletions, °mend 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 ibe deleted. Un i rscored words and/or figures shall be
added, The remaining provisions are now in effectri'd remain unchanged. Please note the
contents herein and reflect same on the documents yo,d"' have on hand.
Section 5. Evaluation Criteria has been amenda'Cl as follows:
Proposers experience and qualifications in pryviding advertising programs 235 points
Pastoa „r n„o !mplemenfing sim0 advertising -10 Points
Line Item No. "1 has been amended as follows:
Disregard this line item. Please °°'defer to Attachment for the Finar:cioi Propose !-the Submission
Requirements, Section 7. Revenue to the City
ALL OTHER -TERMS,, ND CONDITIONS OF THE REP REMAINTHE SAME.
Sincerely,
Kenneth Robertson
Director/Chief Procurement Officer
Page 1
KENNETH ROBERTSON JOHNNY MARTINEZ, P.E.,,!
Chief Procurement Officer City Manager
Y"1. rf
iei d 1Erii-iF3,lsi�
RFP No. 272271 August 18, 2011 '
Request for Proposals (RFP) for Advertisement Programs & Advertising Sales Support
TO: ALL PROSPECTIVE PROPOSERS:
The following changes, additions, clarifications, and deletions arp°'end the RFP documents of the
above captioned RFP, and shall become an integral part of„'fie Contract Documents. V4/ords
and/or figures stricken through shall be deleted. Under:ored words andlor figures shall be
added. The remaining provisions are now in effect and :°emain unchanged. Please note the
contents herein and reflect same on -the documents you ha'e on hand.
CHANGES -TO THE RFP SOLIG�1'"1ATION DOCUMENT
Prospective Proposers sha// take note that ""V means of fhis Addendum No. 9, a fifth
advertising 3 category, "Naming Rights to Ct' Parks", has been added to the Section Specifications on Paqe 30 of the RFP soiicition document as reflected immediately/Below:
.3. Specifications
SPECIFICATIONS/SCOPE OF WORK
"The City of Miami (City) is soliciting,,,,, "°roposals from qualified firms .to identify potential partners for
certain current advertising produced the City wishes -to pursue immediately, as well as potential
products the City may wish to pts�''sue in the future. In addition, the City is looking fio at securing
advertising sales support services, on an as -needed basis, as part of the City's revenue
enhancement initiatives.
This RFP process would,'°ee used to secure the services of one or more companies, for one o0,0r
more of the following adVerfising categories:
1) Parking Strip "'e Advertising
2) Digital/Display Elevator Advertising (Elevators in City Buildings)
3) Other Ad�wm'ertising Opportunities (Non -Parking)
4) Advertis"i'ng Sales Support
5) Namirig Rights to City Parks
ADDENDUM NO. 1
The City would require interested proposals to respond to each category for which they are
interested in partnering, allowing the flexibility to select the vendor that would provide the best
value'°"and financial return to the City in each, stand-alone category. However, vendors would be
01001000010000000000
Page 1
permitted to submit proposals that reflect potential benefits to the City if they are selected for mY`e
than one category (for example, increased revenues if selected to provide both mast arm/"and
parking stripe advertising). Responses to #3 above will be open-ended, allowing proposers to
recommend additional concepts for our consideration. All of the proposals will be reviewed to
ensure consistency with existing Code, as well as to ensure that the proposal meets our'aesthetic
expectations. The City will retain the right and ability to identify the quantity and lopation of any
proposed advertising program to ensure that it meets our expectations in terms of aetheticse
Advertising Sales Support:
The City is interested in securing advertising sales support services to assist,)0 ity staff in the sales
of advertising for existing products managed directly by the City. Interes°�ed respondents must
demonstrate experience and a track record in advertising sales, incl„l °ding local and national
advertisers. The selected proposer will work jointly with the City's D„ velopment Coordinator in
developing and implementing sales kits relating to specific City product''s "
ALL OTHER TERMS AND CONDITIONS OF THE RFP REMAIN THE SAME.
Sincerely,
Q/ZgiLf_.
Kenneth 134bertson
Director/hief Procurement Officer
.. KR/ pv. .. .
Cc: RFP File
Page 2
City of Miami
Request for Proposals
(RFP)
Purchasb"I'°g Department
Mi„ "mi Riverside Center
441,6W 2nd Avenue, 6th Floor
Miami, Florida 33130
Web Site Addrgas: http://ci.miami.fl.us/procurement
RFP Number: 272271,9
Title: Request4or Proposals for Advertisement
Programs
Issue Date/Time: 03T'EB-2012
RFP Closing Date/Time: /62/15/2012 @ 13:00:00
Pre -Bid Conference: None
Pre -Bid Date/Time:
Pre -Bid Location:
Deadline for Request for Claf''ffication:
Buyer:
Hard Copy Submittal'ocation:
Buyer E-Mail 'ddress:
Buyer Facsa,riile:
Friday, August 26, 2011, at 5:00 p.m.
Suarez, Maritza
City of Miami - City Clerk
3500 Pan American Drive
Miami FL 33133 US
msuarez cr ci.miami.fl.us
(305) 400-5025
Page 1 of 41
Certification Statement
Please quote on this form, if applicable, net prices for the item(s) listed. Return signed original and
retain a copy for your files. Prices should include all costs, including transportation to destination. The°"'°
City reserves the right to accept or reject all or any part of this submission. Prices should be firm for a
minimum of 180 days following the time set for closing of the submissions.
In the event of errors in extension of totals, the unit prices shall govern in determining °t quoted
prices.
We (I) certify that we have read your solicitation, completed the necessary documents„ 'and propose to
furnish and deliver, F.O.B. DESTINATION, the items or services specified herein. ^""
The undersigned hereby certifies that neither the contractual party nor any of ith principal owners or
personnel have been convicted of any of the violations, or debarred or susltiended as set in section
18-107 or Ordinance No. 12271.
All exceptions to this submission have been documented in the section, °'below (refer to paragraph and
section).
EXCEPTIONS:
We (I) certify that any and all information containeil°"'in this submission is true; and we (.I) further certify
that this submission is made without prior ltderstanding, agreement, or connection with any
corporation, firm, or person submitting a subp°fission for the same materials, supplies, equipment, or
service, and is in all respects fair and without collusion or fraud. We (I) agree to abide by all terms and
conditions of this solicitation, and certify tb'at I am authorized to sign this submission for the submitter.
Please print the following and sign your „name:
SUPPLIER NAME: �
ADDRESS:
PHONE: '" FAX:
EMAIL: BEEPER:
SIGNED"BY.
TITLE: DATE.
FAILURE TO COMPLETE, SIGN, AND RETURN THIS FORM SHALL DISOUALIFY THIS BID.
Page 2 of 41
Certifications
Legal Name of Firm:
Entity Type: Partnership, Sole Proprietorship, Corporation, etc.
Year Established:
Office Location: City of Miami, Miami -Dade County, or Other
00
00
00
011
00
00
00
Occupational License Number (a copy must be provided with your pposa1 submission):
Occupational License Issuing Agency:
Occupational License Expiration Date:
11
oo
oo
00
00
00
00
oo
Respondent certifies that (s) he has read 4A1. understood the provisions of City of Miami Ordinance No.
10032 (Section 18-105 of the City Code)"" pertaining to the implementation of a "First Source Hiring
Agreement.": (Yes or No)
.00111011001
Do you expect to create new„ positions in your company in the event your company was awarded a
Contract by the City? (Yes ^"or No)
In the event your ahswer to question above is yes, how many new positions would you create to
perform this wot`'k?
Please list the title, rate of pay, summary of duties, number of positions, and expected length or duration
of a,l"new positions which might be created as a result of this award of a Contract.
Will Subcontractor(s) be used? (Yes or No)
Page 3 of 41
Line: 1
Description: Disregard this line item. Please refer to the Submission Requirements, Section 7)
Revenue to the City
Category: 95300-00
Unit of Measure: Dollar
Page 4 of 41
Request for Proposals (RFP) 272271,9
Table of Contents
Terms and Conditions 6
1. General Conditions 6
1.1. GENERAL TERMS AND CONDITIONS 6
2. Special Conditions 27
2.1. PURPOSE 27
2.2. DEADLINE FOR RECEIPT OF REQUEST FOR ADDITIONAL
INFORMATION/CLARIFICATION 27
2.3. TERM OF CONTRACT c" 27
2.4. CONDITIONS FOR RENEWAL • 27
2.5. NON -APPROPRIATION OF FUNDS 27
2.6. PROPOSER'S MINIMUM QUALIFICATIONS " 27
CONTRACT EXECUTION 28
2.8. FAILURE TO PERFORM 28
2.9. INSURANCE REQUIREMENTS 28
2.10. CONTRACT ADMINISTRATOR 30
2.11. SUBCONTRACTOR(S) OR SUBCONSULTANT(S) 30
2.12. SPECIFICATION EXCEPTIONS 31
2.13. TERMINATION 31
2.14. ADDITIONAL TERMS AND CONDITIONS .... " 31
2.15. PRIMARY CLIENT (FIRST PRIORITY) 32
2.16. UNAUTHORIZED WORK 32
2.17. CHANGES/ALTERATIONS 32
32
2.19. EVALUATION/SELECTION PROCESS AND CONTRACT AWARD 32
2.20. ADDITIONAL SERVICES 33
2.21. RECORDS 33
2.22. TRUTH IN NEGOTIATION CERTIFICATE 33
2.23. PRE-BID/PRE-PROPOSAL.CQ'"%FERENCE 34
3. Specifications 35
3.1. SPECIFICATIONS/SCOPE,t F WORK 35
4. Submission Requirements 39
4.1. SUBMISSION REQUIMENTS 39
5. Evaluation Criteria 41
5.1. EVALUATION CRITERIA 41
2.18. COMPENSATION PROPOSAL
Page 5 of 41
Request for Proposals (RFP) 272271,9
Terms and Conditions
1. General Conditions
1.1. GENERAL TERMS AND CONDITIONS
Intent: The General Terms and Conditions described herein apply to the acquisition of goods/equipment/services
with an estimated aggregate cost of $25,000.00 or more.
Definition: A formal solicitation is defined as issuance of an Invitation for Bids, Regladst for Proposals, Request for
Qualifications, or Request for Letters of Interest pursuant to the City of Miami Prochrement Code and/or Florida
Law, as amended. Formal Solicitation and Solicitation shall be defined in the same manner herein.
1.1. ACCEPTANCE OF GOODS OR EQUIPMENT - Any good(s) or equtli'ment delivered under this formal
solicitation, if applicable, shall remain the property of the seller until a physical inspection and actual usage of the
good is made, and thereafter is accepted as satisfactory to the City. It must comply with the terms herein and be
fully in accordance with specifications and of the highest quality. In tlld"event the goods/equipment supplied to the
City are found to be defective or does not conform to specifications, „the City reserves the right to cancel the order
upon written notice to the Contractor and return the product to the „Contractor at the Contractor's expense.
1.2. ACCEPTANCE OF OFFER - The signed or electronics Omission of your solicitation response shall be
considered an offer on the part of the bidder/proposer; such offer shall be deemed accepted upon issuance by the
City of a purchase order.
1.3. ACCEPTANCE/REJECTION — The City reseryds the right to accept or reject any or all responses or parts of
after opening/closing date and request re -issuance off "'the goods/services described in the formal solicitation. In the
event of such rejection, the Director of Purchasing, °Shall notify all affected bidders/proposers and make available a
written explanation for the rejection. The City 9l"so reserves the right to reject the response of any bidder/proposer
who has previously failed to properly perforn "(nder the terns and conditions of a contract, to deliver on time
contracts of a similar nature, and who is not In a position to perform the requirements defined in this formal
solicitation. The City further reserves the "tight to waive any irregularities or minor informalities or technicalities in
any or all responses and may, at its di e:retion, re -issue this formal solicitation.
1.4. ADDENDA — It is the bidder'Oroposer's responsibility to ensure receipt of all Addenda. Addenda are available
at the City's website at: http://wv.ci.miami.fl.us/procurement
1.5. ALTERNATE RESPOI)T'gES MAY BE CONSIDERED - The City may consider one (1) alternate' response
from the same Bidder/Prop"eser for the same formal solicitation; provided, that the alternate response offers a
different product that melts or exceeds the formal solicitation requirements. In order for the City to consider an
alternate response, the Bidder/Proposer shall complete a separate Price Sheet form and shall mark "Alternate
Response". Alternate"response shall be placed in the same response. This provision only applies to formal
solicitations for the "'procurement of goods, services, items, equipment, materials, and/or supplies.
1.6. ASSIGNIVI']lNT - Contractor agrees not to subcontract, assign, transfer, convey, sublet, or otherwise dispose of
the resulting ontract, or any or all of its right, title or interest herein, without City of Miami's prior written consent.
1.7. ATTORNEY'S FEES - In connection with any litigation, mediation and arbitration arising out of this Contract,
the preyailing party shall be entitled to recover its costs and reasonable attorney's fees through and including
Page 6 of 41
Request for Proposals (RFP) 272271,9
appellate litigation and any post judgment proceedings.
1.8. AUDIT RIGHTS AND RECORDS RETENTION - The Successful Bidder/Proposer agrees to provi"ilaccess
at all reasonable times to the City, or to any of its duly authorized representatives, to any books, documents, papers,
and records of Contractor which are directly pertinent to this formal solicitation, for the purpose of audit,
examination, excerpts, and transcriptions. The Successful Bidder/Proposer shall maintain and retain, any and all of
the books, documents, papers and records pertinent to the Contract for three (3) years after the City""makes final
payment and all other pending matters are closed. Contractor's failure to or refusal to comply with this condition
shall result in the immediate cancellation of this contract by the City.
1.9. AVAILABILITY OF CONTRACT STATE-WIDE - Any Governmental, not-for71rofit or
quasi -governmental entity in the State of Florida, may avail itself of this contract and purchase any and all
goods/services, specified herein from the successful bidder(s)/proposer(s) at the contrct price(s) established herein,
when permissible by federal, state, and local laws, rules, and regulations.
Each Governmental, not -for -profit or quasi -governmental entity which uses thi'S formal solicitation and resulting bid
contract or agreement will establish its own contract/agreement, place its on orders, issue its own purchase orders,
be invoiced there from and make its own payments, determine shipping tea"ins and issue its own exemption
certificates as required by the successful bidder(s)/proposer(s).
1.10. AWARD OF CONTRACT:
A. The Formal Solicitation, Bidder's/Proposer's response, any addenda issued, and the purchase order shall
constitute the entire contract, unless modified in accordance with any ensuing contract/agreement, amendment or
addenda,
B. The award of a contract where there are Tie Bids will he decided by the Director of Purchasing or designee in the
instance that Tie Bids can't be determined by applyin,,g""Florida Statute 287.087, Preference to Businesses with
Dntg-Free Workplace Programs.
C. The award of this contract may be preconditjrned on the subsequent submission of other documents as specified
in the Special Conditions or Technical Specifl,,r;ations. Bidder/Proposer shall be in default of its contractual
obligation if such documents are not submiOd in a timely manner and in the form required by the City. Where
Bidder/Proposer is in default of these corlt'tactual requirements, the City, through action taken by the Purchasing
Department, will void its acceptance of the Bidder's/Proposer's Response and may accept the Response from the
next lowest responsive, .responsible „Bidder or. Proposal most advantageous to the City or re -solicit the City's
requirements. The City, at its sole discretion, may seek monetary restitution from Bidder/Proposer and its
bid/proposal bond or guaranty, applicable, as a result of damages or increased costs sustained as a result of the
Bidder's/Proposer's default.
D. The term of the contract shall be specified in one of three documents which shall be issued to the successful
Bidder/Proposer. Thesp'documents may either be a purchase order, notice of award and/or contract award sheet.
E. The City reservea'the right to automatically extend this contract for up to one hundred twenty (120) calendar
days beyond the stated contract term in order to provide City departments with continual service and supplies while
a new contract is being solicited, evaluated, and/or awarded. If the right is exercised, the City shall notify the
Bidder/Proposer, in writing, of its intent to extend the contract at the same price, terms and conditions for a specific
number of days. Additional extensions over the first one hundred twenty (120) day extension may occur, if, the City
and the S"liccessful Bidder/Proposer are in mutual agreement of such extensions.
F. 1fiV°here the contract involves a single shipment of goods to the City, the contract term shall conclude upon
cotopletion of the expressed or implied warranty periods.
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G. The City reserves the right to award the contract on a split -order, lump sum or individual -item basis, or „$t$ch
combination as shall best serve the interests of the City unless otherwise specified.
H. A Contract/Agreement may be awarded to the Bidder/Proposer by the City Commission based upq"'"the
minimum qualification requirements reflected herein. As a result of a RFP, RFQ, or RFLI, the City r,,e"serves the
right to execute or not execute, as applicable, an Agreement with the Proposer, whichever is determined to be in the
City's best interests. Such agreement will be furnished by the City, will contain certain terms as,„dre in the City's
best interests, and will be subject to approval as to legal form by the City Attorney.
1.11. BID BOND/ BID SECURITY - A cashier's or certified check, or a Bid Bond signedV"'lby a recognized surety
company that is licensed to do business in the State of Florida, payable to the City of Migini, for the amount bid is
required from all bidders/proposers, if so indicated under the Special Conditions. This'6heck or bond guarantees
that a bidder/proposer will accept the order or contract/agreement, as bid/proposed, ii°it is awarded to
bidder/proposer. Bidder/Proposer shall forfeit bid deposit to the City should City,,,a 'ard contract/agreement to
Bidder/Proposer and Bidder/Proposer fails to accept the award. The City reservp"S the right to reject any and all
surety tendered to the City. Bid deposits are returned to unsuccessful bidderOroposers within ten (10) days after
the award and successful bidder's/proposer's acceptance of award. If sixty(c0) days have passed after the date of the
formal solicitation closing date, and no contract has been awarded, all bill""'deposits will be returned on demand.
1.12. RESPONSE FORM (HARDCOPY FORMAT) - All forms slio' uld be completed, signed and submitted
accordingly.
1.13. BID SECURITY FORFEITED LIQUIDATED DAMAhES - Failure to execute an Agreement and/or file
an acceptable Performance Bond, when required, as providedherein, shall be just cause for the annulment of the
award and the forfeiture of the Bid Security to the City, w"ch forfeiture shall be considered, not as a penalty, but in
mitigation of damages sustained. Award may then be made to the next lowest responsive, responsible Bidder or
Proposal most advantageous to the City or all response's may be rejected.
1.14. BRAND NAMES - If and wherever in the specifications brand names, makes, models, names of any
manufacturers, trade names, or bidder/proposer catalog numbers are specified, it is for the purpose of establishing
the type, function, minimum standard of design, efficiency, grade or quality of goods only. When the City does not
wish to rile out other competitors' brands op'makes, the phrase "OR EQUAL" is added. When bidding/proposing an
approved equal, Bidders/Proposers will submit, with their response, complete sets of necessary data. (factory
information sheets, specifications, brockfires, etc.) in order for the City to evaluate and determine the equality of the
item(s) bid/proposed. The City shall be the sole judge of equality and its decision shall be final. Unless otherwise
specified, evidence in the form of sainples may be requested if the proposed brand is other than specified by the
City. Such samples are to be furnis'hed after formal solicitation opening/closing only upon request of the City. If
samples should be requested, sp''ch samples must be received by the City no later than seven (7) calendar days after
a formal request is made.
1.15. CANCELLATIO111"" - The City reserves the right to cancel all formal solicitations before its opening/closing.
In the event of bid/propdsal cancellation, the Director of Purchasing shall notify all prospective bidders/proposers
and make available a,.4ritten explanation for the cancellation.
1.16. CAPITALPENDITURES - Contractor understands that any capital expenditures that the firm makes, or
prepares to make"; in order to deliver/perform the goods/services required by the City, is a business risk which the
contractor must assume. The City will not be obligated to reimburse amortized or unamortized capital expenditures,
or to maintain the approved status of any contractor. If contractor has been unable to recoup its capital expenditures
during thy "time it is rendering such goods/services, it shall not have any claim upon the City.
1.17.2ITY NOT LIABLE FOR DELAYS - It is further expressly agreed that in no event shall the City be liable
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for, or responsible to, the Bidder/Proposer/Consultant, any sub-contractor/sub-consultant, or to any other p,et'son for,
or on account of, any stoppages or delay in the work herein provided for by injunction or other legal or eg'tiitable
proceedings or on account of any delay for any cause over which the City has no control.
1.18. COLLUSION —Bidder/Proposer, by submitting a response, certifies that its response is made'without
previous understanding, agreement or connection either with any person, firm or corporation sub„itting a response
for the same items/services or with the City of Miami's Purchasing Department or initiating departiuent. The
Bidder/Proposer certifies that its response is fair, without control, collusion, fraud or other illegal action.
Bidder/Proposer certifies that it is in compliance with the Conflict of Interest and Code of'thics Laws. The City
will investigate all potential situations where collusion may have occurred and the City dserves the right to reject
any and all bids/responses where collusion may have occurred.
1.19. COMPLIANCE WITH FEDERAL, STATE AND LOCAL LAWS - Cont:a°'actor understands that contracts
between private entities and local governments are subject to certain laws and regulations, including laws pertaining
to public records, conflict of interest, records keeping, etc. City and Contractq,°"agree to comply with and observe all
applicable laws, codes and ordinances as that may in any way affect the goo's or equipment offered, including but
not limited to:
A. Executive Order 11246, which prohibits discrimination against any,,dnployee, applicant, or client because of
race, creed, color, national origin, sex, or age with regard to, but not l,ihiited to, the following: employment
practices, rate of pay or other compensation methods, and training pelection.
B. Occupational, Safety and Health Act (OSHA), as applicable* this Formal Solicitation.
C. The State of Florida Statutes, Section 287.133(3)(A) on „p'tizblic Entity Crimes.
1111,1
D. Environment Protection Agency (EPA), as applicabl""'to this Formal Solicitation.
E. Uniform Commercial Code (Florida Statutes, Chapter 672).
F. Americans with Disabilities Act of 1990, as an'"ended.
G. National Institute of Occupational Safety Illezards (NIOSH), as applicable to this Formal Solicitation.
H. National Forest Products Association,(VFPA), as applicable to this Formal Solicitation.
I. City Procurement Ordinance City Cone Section 18, Article III.
J. Conflict of Interest, City Code Se;"ction 2-611;61.
K. Cone of Silence, City Code Section 18-74.
L. The Florida Statutes Sections 218.73 and 218.74 on Prompt Payment.
M. First Source Hiring Ag°eement, City Ordinance No. 10032, as applicable to this Formal Solicitation.
Implemented to foster the creation of new and permanent jobs for City of Miami residents; requires as a condition
precedent to the execution of service contracts including professional services.
Lack of knowledgellny the bidder/proposer will in no way be a cause for relief from responsibility. Non-compliance
with all local, stata,1 and federal directives, orders, and laws may be considered grounds for termination of
contract(s).
Copies of the City Ordinances may be obtained from the City Clerk's Office.
1.20. CONE OF SILENCE - Pursuant to Section 18-74 of the City of Miami Code, a "Cone of Silence" is imposed
upon each RFP, RFQ, RFLI, or IFB after advertisement and terminates at the time the City Manager issues a written
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recommendation to the Miami City Commission. The Cone of Silence shall be applicable only to Contracts f&''r the
provision of goods and services and public works or improvements for amounts greater than $200,000. The "'done of
Silence prohibits any communication regarding RFPs, RFQs, RFLI or IFBs (bids) between, among others:"""
Potential vendors, service providers, bidders, lobbyists or consultants and the City's professional staff ^including, but
not limited to, the City Manager and the City Manager's staff; the Mayor, City Commissioners, or t1t"eir respective
staffs and any member of the respective selection/evaluation committee.
The provision does not apply to, among other communications:
oral communications with the City purchasing staff, provided the communication is limited strictly to matters of
process or procedure already contained in the formal solicitation document; the provisior'S of the Cone of Silence do
not apply to oral communications at duly noticed site visits/inspections, pre -proposal pi' pre -bid conferences, oral
presentations before selection/evaluation committees, contract negotiations during any duly noticed public meeting,
or public presentations made to the Miami City Commission during a duly notice„dpublic meeting; or
communications in writing or by email at any time with any City employee, of1;Itial or member of the City
Commission unless specifically prohibited by the applicable RFP, RFQ, RFL"or FEB (bid) documents (See Section
2.2. of the Special Conditions); or communications in connection with the p6llection of industry comments or the
performance of market research regarding a particular RFP, RFQ, RFLI'R IFB by City Purchasing staff.
Proposers or bidders must file a copy of any written communications4 ith the Office of the City Clerk, which shall
be made available to any person upon request. The City shall respq,rd in writing and file a copy with the Office of
the City Clerk, which shall be made available to any person upon""bequest. Written communications may be in the
form of e-mail, with a copy to the Office of the City Clerk.
In addition to any other penalties provided by law, violation of the Cone of Silence by any proposer or bidder shall
render any award voidable. A violation by a particular Bidder, Proposer, Offeror, Respondent, lobbyist or
consultant shall subject same to potential penalties pur,shant to the City Code. Any person having personal
knowledge of a violation of these provisions shall report such violation to the State Attorney and/or may file a
complaint with the Ethics Commission. Proposers,* bidders should reference Section 18-74 of the City of Miami
Code for further clarification.
This language is only a summary of the key,,P'rovisions of the Cone of Silence. Please review City of Miami Code
Section 18-74 for a complete and thorough""description of the Cone of Silence. You may contact the City Clerk at
305-250-5360, to obtain a copy of same
1.21. CONFIDENTIALITY - As a p"'olitical subdivision, the City of Miami is subject to the Florida Sunshine Act
and Public Records Law. If this Contract/Agreement contains a confidentiality provision, it shall have no application
when disclosure is required by F,l6rida law or upon court order.
1.22. CONFLICT OF INTI,IEST — Bidders/Proposers, by responding to this Formal Solicitation, certify that to
the best of their knowledge,,*r belief, no elected/appointed official or employee of the City of Miami is financially
interested, directly or ind„t'ectly, in the purchase of goods/services specified in this Formal Solicitation. Any such
interests on the part ofthe Bidder/Proposer or its employees must be disclosed in writing to the City. Further, you
must disclose the na'e of any City employee who owns, directly or indirectly, an interest of five percent (5%) or
more of the total asdets of capital stock in your firm.
A. Bidder/.Et°'oposer further agrees not to use or attempt to use any knowledge, property or resource which may
be within his/her/its trust, or perform his/her/its duties, to secure a special privilege, benefit, or exemption for
himself/herself/itself, or others. Bidder/Proposer may not disclose or use information not available to members of
the gener„'i" public and gained by reason of his/her/its position, except for information relating exclusively to
governp'iental practices, for his/her/its personal gain or benefit or for the personal gain or benefit of any other person
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Request for Proposals (RFP) 272271,9
or business entity.
B. Bidder/Proposer hereby acknowledges that he/she/it has not contracted or transacted any business with t i'e
City or any person or agency acting for the City, and has not appeared in representation of any third party be#d''re any
board, commission or agency of the City within the past two years. Bidder/Proposer further warrants that he/she/it
is not related, specifically the spouse, son, daughter, parent, brother or sister, to: (i) any member of the cplumission;
(ii) the mayor; (iii) any city employee; or (iv) any member of any board or agency of the City.
C. A violation of this section may subject the Bidder/Proposer to immediate termination of any Professional
services agreement with the City, imposition of the maximum fine and/or any penalties allowed $ law.
Additionally, violations may be considered by and subject to action by the Miami -Dade County Commission on
Ethics.
1.23. COPYRIGHT OR PATENT RIGHTS — Bidders/Proposers warrant that there has" been no violation of
copyright or patent rights in manufacturing, producing, or selling the goods shipped o^"'ordered and/or services
provided as a result of this formal solicitation, and bidders/proposers agree to hold tlt''e City harmless from any and
all liability, loss, or expense occasioned by any such violation.
1.24. COST INCURRED BY BIDDER/PROPOSER - All expenses involved with the preparation and submission
of Responses to the City, or any work performed in connection therewith sbdll be borne by the
Bidder(s)/Proposer(s).
1.25. DEBARMENT AND SUSPENSIONS (Sec 18-107)
(a) Authority and requirement to debar and suspend. After reasonable notice to an actual or prospective Contractual
Party, and after reasonable opportunity for such party to be heard, the City Manager, after consultation with the
Chief Procurement Officer and the city attorney, shall have the authority to debar a Contractual Party, for the causes
listed below, from consideration for award of city Contracts9^."'The debarment shall be for a period of not fewer than
three years. The City Manager shall also have the authorjt to suspend a Contractual Party from consideration for
award of city Contracts if there is probable cause for cleharment, pending the debarment determination. The
authority to debar and suspend contractors shall bee ercised in accordance with regulations which shall be issued
by the Chief Procurement Officer after approval by the City Manager, the city attorney, and the City Commission.
(b) Causes for debarment or suspension. Causes for debarment or suspension include the following:
(1) Conviction for commissien of a criminal offense incident to obtaining or attempting to obtain a
public or private Contract or „stbcontract, or incident to the performance of such Contract or subcontract.
(2) Conviction under state or federal statutes of embezzlement, theft, forgery, bribery, falsification or
destruction of records, „receiving stolen property, or any other offense indicating a lack of business
integrity or business'onesty.
(3) Convictiona"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^"bf nonresponsibility. Such violation may include failure without good cause to perform in
accordance with the terms and conditions of a Contract or to perform within the time limits provided in a
Contidct, provided that failure to perform caused by acts beyond the control of a party shall not be
copSidered a basis for debarment or suspension.
Debarment or suspension of the Contractual Party by any federal, state or other governmental
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(6) False certification pursuant to paragraph (c) below.
(7) Found in violation of a zoning ordinance or any other city ordinance or regulation andofbr which
the violation remains noncompliant.
(8) Found in violation of a zoning ordinance or any other city ordinance or regulation and for which a
civil penalty or fine is due and owing to the city.
(9) Any other cause judged by the City Manager to be so serious and compellingas to affect the
responsibility of the Contractual Party performing city Contracts.
(c) Certification. All Contracts for goods and services, sales, and leases by the city shalfcontain a certification that
neither the Contractual Party nor any of its principal owners or personnel have beenebnvicted of any of the
violations set forth above or debarred or suspended as set forth in paragraph (b)(5)."
(d) Debarment and suspension decisions. Subject to the provisions of paragraph "" (a), the City Manager shall render a
written decision stating the reasons for the debarment or suspension. A copy,,df the decision shall be provided
promptly to the Contractual Party, along with a notice of said party's right,$ seek judicial relief.
1.26. DEBARRED/SUSPENDED VENDORS —An entity or affiliate4ho has been placed on the State of Florida
debarred or suspended vendor list may not submit a response on a contract to provide goods or services to a public
entity, may not submit a response on a contract with a public entity °"for the construction or repair of a public building
or public work, may not submit response on leases of real proper to a public entity, may not award or perform
work as a contractor, supplier, subcontractor, or consultant unfkr contract with any public entity, and may not
transact business with any public entity.
1.27. DEFAULT/FAILURE TO PERFORM - The City shall be the sole judge of nonperformance, which shall
include any failure on the part of the successful Biddex/Proposer to accept the award, to furnish required documents,
and/or to fulfill any portion of this contract within tt,6 time stipulated.
Upon default by the successful Bidder/Propose;, t'b meet any terms of this agreement, the City will notify the
Bidder/Proposer of the default and will provide" the contractor three (3) days (weekends and holidays excluded) to
remedy the default. Failure on the contractof'"s part to correct the default within the required three (3) days shall
result in the Contract being terminated and"'upon the City notifying in writing the contractor of its intentions and the
effective date of the termination. The fo„1Towing shall constitute default:
A. Failure to perform the work or deliver the goods/services required under the Contract and/or within the time
required or failing to use the subcontractors, entities and personnel as identified and set forth, and to the degree
specified in the Contract.
B. Failure to begin the wor ""'under this Contract within the time specified.
C. Failure to perform th,c" work with sufficient workers and equipment or with sufficient materials to ensure timely
completion.
D. Neglecting or r„erising to remove materials or perform new work where prior work has been rejected as
nonconforming with the terms of the Contract.
E. Becoming"i'.nsolvent, being declared bankrupt, or committing any act of bankruptcy or insolvency, or making an
assignment Or the benefit of creditors, if the insolvency, bankruptcy, or assignment renders the successful
Bidder/PX,e'poser incapable of performing the work in accordance with and as required by the Contract.
F. Failure to comply with any of the terms of the Contract in any material respect.
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Request for Proposals (RFP) 272271,9
All costs and charges incurred by the City as a result of a default or a default incurred beyond the time limits"stated,
together with the cost of completing the work, shall be deducted from any monies due or which may beco„nie due on
this Contract.
1.28. DETERMINATION OF RESPONSIVENESS - Each Response will be reviewed to determ,ri"c if it is
responsive to the submission requirements outlined in the Formal Solicitation. A "responsive" res,onse is one which
follows the requirements of the formal solicitation, includes all documentation, is submitted in tlie format outlined in
the formal solicitation, is of timely submission, and has appropriate signatures as required oui each document. Failure
to comply with these requirements may deem a Response non -responsive.
1.29. DISCOUNTS OFFERED DURING TERM OF CONTRACT - Discount Priceoffered in the response
shall be fixed after the award by the Commission, unless otherwise specified in the S„ "'ecial Terms and Conditions.
Price discounts off the original prices quoted in the response will be accepted from "successful Bidder(s)/Proposer(s)
during the term of the contract. Such discounts shall remain in effect for a minmtium of 120 days from approval by
the City Commission Any discounts offered by a manufacturer to Bidder/Prop6ser will be passed on to the City.
1.30. DISCREPANCIES, ERRORS, AND OMISSIONS - Any discrepancies, errors, or ambiguities in the Formal
Solicitation or addenda (if any) should be reported in writing to the City;"s Purchasing Depai tiuent. Should it be
found necessary, a written addendum will be incorporated in the Forul7 Solicitation and will become part of the
purchase agreement (contract documents). The City will not be resp'onsible for any oral instructions, clarifications,
or other communications.
A. Order of Precedence — Any inconsistency in this formal so/citation shall be resolved by giving precedence to the
following documents, the first of such list being the governing documents.
1) Addenda (as applicable)
2) Specifications
3) Special Conditions
4) General Terms and Conditions
1.31. EMERGENCY / DISASTER PERFORMANCE - In the event of a hurricane or other emergency or disaster
situation, the successful vendor shall provide the City with the commodities/services defined within the scope of this
formal solicitation at the price contained within vendor's response. Further, successful vendor shall deliver/perform
for the city on a priority basis during,,auch times of emergency.
1.32. ENTIRE BID CONTRAC,r' OR AGREEMENT - The Bid Contract or Agreement consists of this City of
Miami Formal Solicitation and,,4pecifically this General Conditions Section, Contractor's Response and any written
agreement entered into by the "City of Miami and Contractor in cases involving RFPs, RFQs, and RFLIs, and
represents the entire understanding and agreement between the parties with respect to the subject matter hereof and
supersedes all other negotiations, understanding and representations, if any, made by and between the parties. To the
extent that the agreemoilt conflicts with, modifies, alters or changes any of the terms and conditions contained in the
Formal Solicitation h'i'd/or Response, the Formal Solicitation and then the Response shall control. This Contract may
be modified only b'Y a written agreement signed by the City of Miami and Contractor.
1.33. ESTIM0ED QUANTITIES —Estimated quantities or estimated dollars are provided for your guidance
only. No gqnrantee is expressed or implied as to quantities that will be purchased during the contract period. The
City is noX""obligated to place an order for any given amount subsequent to the award of this contract. Said estimates
may bensed by the City for purposes of determining the low bidder or most advantageous proposer meeting
speci kations. The City reserves the right to acquire additional quantities at the prices bid/proposed or at lower
pries in this Formal Solicitation.
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Request for Proposals (RFP) 272271,9
1.34. EVALUATION OF RESPONSES
A.Rejection of Responses
The City may reject a Response for any of the following reasons:
1) Bidder/Proposer fails to acknowledge receipt of addenda;
2) Bidder/Proposer mistates or conceals any material fact in the Response ;
3) Response does not conform to the requirements of the Formal Solicitation;
4) Response requires a conditional award that conflicts with the method of award;
5) Response does not include required samples, certificates, licenses as required; and,
6) Response was not executed by the Bidder's/Proposer(s) authorized agent.
The foregoing is not an all inclusive list of reasons for which a Response may be rejected. The City may reject and
re -advertise for all or any part of the Formal Solicitation whenever it is deemed int'he best interest of the
City.
B. Elimination From Consideration
1) A contract shall not be awarded to any person or firm which is in arream's to the City upon any debt or contract, or
which is a defaulter as surety or otherwise upon any obligation to the CO.
2) A contract may not be awarded to any person or firm which has failed to perform under the terms and conditions
of any previous contract with the City or deliver on time contracts o"' a similar nature.
3) A contract may not be awarded to any person or firm which,,,4as been debarred by the City in accordance with
the City's Debarment and Suspension Ordinance.
C. Determination of Responsibility
1) Responses will only be considered from entities whO are regularly engaged in the business of providing the
goods/equipment/services required by the Formal Solicitation. Bidder/Proposer must be able to demonstrate a
satisfactory record of performance and integrity; ap,Y., have sufficient financial, material, equipment, facility,
personnel resources, and expertise to meet all contractual requirements. The terms "equipment and organization" as
used herein shall be construedto mean a fully,,d"quipped and well established entity in line with the best industry
practices in the industry as deteruiined by th, ""City.
2) The City may consider any evidence,,awailable regarding the financial, technical and other qualifications and
abilities of a Bidder/Proposer, including"past performance (experience) with the City or any other governmental
entity in making the award.
3) The City may require the Bid$$r(s)/Proposer(s) to show proof that they have been designated as an authorized
representative of a manufacturer supplier which is the actual source of supply, if required by the Formal
Solicitation,
1.35. EXCEPTIONS TO4ENERAL AND/OR SPECIAL CONDITIONS OR SPECIFICATIONS -
Exceptions to the specifPations shall be listed on the Response and shall reference the section. Any exceptions to
the General or Special„'conditions shall be cause for the bid (IFB) to be considered non -responsive. It also may be
cause for a RFP, RFO, or RFLI to be considered non -responsive; and, if exceptions are taken to the terms and
conditions of the resulting agreement it may lead to terminating negotiations.
1.36. F.O.B. I,)F.STINATION - Unless otherwise specified in the Formal Solicitation, all prices quoted/proposed by
the bidder/p„pSposer must be F.O.B. DESTINATION, inside delivery, with all delivery costs and charges included in
the bid/proposal price, unless otherwise specified in this Formal Solicitation. Failure to do so may be cause for
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Request for Proposals (RFP) 272271,9
rejection of bid/proposal.
1.37. FIRM PRICES - The bidder/proposer warrants that prices, terms, and conditions quoted in its response~ will
be film throughout the duration of the contract unless otherwise specified in the Formal Solicitation. Sucli"prices
will remain firm for the period of performance or resulting purchase orders or contracts, which are to he" performed
or supplied over a period of time.
1.38. FIRST -SOURCE HIRING AGREEMENT (Sec. 18-105)
(a) The Commission approves implementation of the first -source hiring agreement police""'and requires as a
condition precedent to the execution of service contracts for facilities, services, and/or reccl'pt of grants and loans,
for projects of a nature that create new jobs, the successful negotiation of first -source h „ring agreements between the
organization or individual receiving said contract and the authorized representative u,g'less such an agreement is
found infeasible by the city manager and such finding approved by the City Comrpi''Ssion at a public hearing.
(b) For the purpose of this section, the following terms, phrases, words and "°(heir derivations shall have the
following meanings:
Authorized representative means the Private Industry Council of Souti"h"lorida/South Florida Employment and
Training Consortium, or its successor as local recipient of federal and State training and employment funds.
Facilities means all publicly financed projects, including but witli ut limitation, unified development projects,
municipal public works, and municipal improvements to the extent they are financed through public money services
or the use of publicly owned property.
Grants and loans means, without limitation, urban devel4 ment action grants (UDAG), economic development
agency construction loans, loans from Miami Capital'evelopment, Incorporated, and all federal and state grants
administered by the city.
Service contracts means contracts for the procu„re�ment of services by the city which include professional services.
Services includes, without limitation, public '1(orks improvements, facilities, professional services, commodities,
supplies, materials and equipment.
(c) The authorized representative,„sliall negotiate each first -source hiring agreement.
(d) The primary beneficiaries the first -source hiring agreement shall be participants of the city training and
employment programs, and ot1a residents of the city.
1.39. FLORIDA MINIMy WAGE - The Constitution of the State of Florida, Article X, Section 24, states that
employers shall pay emml'yee wages no less than the minimum wage for all hours worked in Florida. Accordingly,
it is the contractor's and its' subcontractor(s) responsibility to understand and comply with this Florida constitutional
minimum wage reqpirement and pay its employees the current established hourly minimum wage rate, which is
subject to change dr adjusted by the rate of inflation using the consumer price index for urban wage earners and
clerical worked; CPI-W, or a successor index as calculated by the United States Department of Labor. Each
adjusted mipi"mum wage rate calculated shall be determined and published by the Agency Workforce innovation on
September""' 0th of each year and take effect on the following January 1st.
At thy ""time of responding, it is bidder/proposer and his/her subcontractor(s), if applicable, full responsibility to
det t"mine whether any of its employees may be impacted by this Florida Law at any given point in time during the
tom of the contract. If impacted, bidder/proposer must furnish employee name(s), job title(s), job description(s),
and current pay rate(s). Failure to submit this information at the time of submitting a response constitute successful
"" bidder's/proposer's acknowledgement and understanding that the Florida Minimum Wage Law will not impact its
prices throughout the term of contract and waiver of any contractual price increase request(s). The City reserves the
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Request for Proposals (RFP) 272271,9
right to request and successful bidder/proposer must provide for any and all information to make a wage and
contractual price increase(s) determination.
1.40. GOVERNING LAW AND VENUE - The validity and effect of this Contract shall be governed by the„ laws
of the State of Florida. The parties agree that any action, mediation or arbitration arising out of this Contract shall
take place in Miami -Dade County, Florida.
1.41. HEADINGS AND TERMS - The headings to the various paragraphs of this Contract have beet"1 inserted for
convenient reference only and shall not in any manner be construed as modifying, amending or aft:cting in any way
the expressed terms and provisions hereof.
1.42. HEALTH INSURANCE PORTABILITY AND ACCOUNTABILITY ACT (HIPp4.) - Any person or
entity that performs or assists the City of Miami with a function or activity involving the ltge or disclosure of
"individually identifiable health information (IIHI) and/or Protected Health Information "(PHI) shall comply with the
Health Insurance Portability and Accountability Act (MPAA) of 1996 and the City ofMiami Privacy Standards.
HIPAA mandates for privacy, security and electronic transfer standards, which inqlatide but are not limited to:
A. Use of information only for performing services required by the contract or a''s required by law;
B. Use of appropriate safeguards to prevent non -permitted disclosures;
C. Reporting to the City of Miami of any non -permitted use or disclosure;"
D. Assurances that any agents and subcontractors agree to the same restrictions and conditions that apply to the
Bidder/Proposer and reasonable assurances that IIHI/PHI will be hot confidential;
E. Making Protected Health Information (PHI) available to the customer;
F. Making PHI available to the customer for review and amendment; and incorporating any amendments requested
by the customer;
G. Making PHI available to the City of Miami for an accounting of disclosures; and
H. Making internal practices, books and records related to PHI available to the City of Miami for compliance audits.
PHI shall maintain its protected status regardless„ df the form and method of transmission (paper records, and/or
electronic transfer of data). The Bidder/ Proposer must give its customers written notice of its privacy information
practices including specifically, a description "Of the types of uses and disclosures that would be made with protected
health information.
1.43. INDEMNIFICATION - Contrapdor shall indemnify , hold harmless and defend the City, its officials,
officers, agents, directors, and employees, from liabilities, damages, losses, and costs, including, but not limited to
reasonable attorney's fees, to the tent caused by the negligence, recklessness or intentional wrongful misconduct
of Contractor and persons employed or utilized by Contractor in the performance of this Contract and will
indemnify, hold harmless and "defend the City, its officials, officers, agents, directors and employees against, any
civil actions, statutory or s,rt'ilar claims, injuries or damages arising or resulting from the permitted work, even if it
is alleged that the City, ils"'officials and/or employees were negligent, unless such injuries or damages are ultimately
proven to be the result,,dtif grossly negligent or willful acts or omissions on the part of the City, its officials and/or
employees.. These ip iemnifications shall survive the term of this Contract. In the event that any action or
proceeding is brol,ught against City by reason of any such claim or demand, Contractor shall, upon written notice
from City, resist and defend such action or proceeding by counsel satisfactory to City. The Contractor expressly
understands and agrees that any insurance protection required by this Contract or otherwise provided by Contractor
shall in no ,,may limit the responsibility to indemnify, keep and save harmless and defend the City or its officers,
employec"t, agents and instrumentalities as herein provided.
The indemnification provided above shall obligate Contractor to defend at its own expense to and through appellate,
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supplemental or bankruptcy proceeding, or to provide for such defense, at City's option, any and all claims of
liability and all suits and actions of every name and description which may be brought against City whether
performed by Contractor, or persons employed or utilized by Contractor.
This indemnity will survive the cancellation or expiration of the Contract. This indemnity will be interprqi'ed under
the laws of the State of Florida, including without limitation and which conforms to the limitations of §„725.06
and/or §725.08, Fla. Statues, as amended from time to time as applicable.
Contractor shall require all Sub -Contractor agreements to include a provision that they will inderd ify the City,
The Contractor agrees and recognizes that the City shall not be held liable or responsible for apt claims which may
result from any actions or omissions of the Contractor in which the City participated either *ugh review or
concurrence of the Contractor's actions. In reviewing, approving or rejecting any submissiens by the Contractor or
other acts of the Contractor, the City in no way assumes or shares any responsibility or liability ility of the Contractor or
Sub -Contractor, under this Agreement.
1.44. INFORMATION AND DESCRIPTIVE LITERATURE—Bidders/Propos,er must furnish all information
requested in the spaces provided in the Formal Solicitation. Further, as may be secifred elsewhere, each
Bidder/Proposer must submit for evaluation, cuts, sketches, descriptive literat*, technical specifications, and
Material Safety Data Sheets (MSDS)as required, covering the products offed. Reference to literature submitted
with a previous response or on file with the Buyer will not satisfy this pro»`ision.
1.45. INSPECTIONS - The City may, at reasonable times during the„ arm hereof, inspect Contractor's facilities and
perform such tests, as the City deems reasonably necessary, to detedthine whether the goods and/or services
required to be provided by the Contractor under this Contract conform to the terms and conditions of the Formal
Solicitation. Contractor shall make available to the City all reasonable facilities and assistance to facilitate the
performance of tests or inspections by City representatives. All tests and inspections shall be subject to, and made in
accordance with, the provisions of the City of Miami Ordindnce No. 12271 (Section 18-79), as same may be
amended or supplemented from time to time.
1.46. INSPECTION OF RESPONSE - Responses received by the City pursuant to a Formal Solicitation will not
be made available until such time as the City provides notice of a decision or intended decision or within 10 days
after bid closing, whichever is earlier. Bid/Proposil results will be tabulated and may be furnished upon request via
fax or e-mail to the Sr. Procurement Specialist„„i„'ssuing the Solicitation. Tabulations also are available on the City's
Web Site following recommendation for award.
1.47. INSURANCE - Within ten (10) day"'§ after receipt of Notice of Award, the successful Contractor, shall furnish
Evidence of Insurance to the Purchasiri„d Department, if applicable. Submitted evidence of coverage shall
demonstrate strict compliance to all p6quirements listed on the Special Conditions entitled "Insurance
Requirements". The City shall belusted as an "Additional Insured."
Issuance of a Purchase Order is"" contingent upon the receipt of proper insurance documents. If the insurance
certificate is received within the specified time frame but not in the manner prescribed in this Solicitation the
Contractor shall be verbally "'notified of such deficiency and shall have an additional five (5) calendar days to submit
a corrected certificate to „the City. If the Contractor fails to submit the required insurance documents in the manner
prescribed in this Solidi"tation within fifteen (15) calendar days after receipt Notice of Award, the contractor shall be
in default of the confeactual terms and conditions and shall not be awarded the contract. Under such circumstances,
the Bidder/Proposr"r may be prohibited from submitting future responses to the City. Information regarding any
insurance requirements shall be directed to the Risk Administrator, Department of Risk Management, at 444 SW
2nd Avenue, 9i:h Floor, Miami, Florida 33130, 305-416-1604.
The Biddpig%Proposer shall be responsible for assuring that the insurance certificates required in conjunction with
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this Section remain in effect for the duration of the contractual period; including any and all option terms that n,dy
be granted to the Bidder/Proposer.
1.48. INVOICES - Invoices shall contain purchase order number and details of goods and/or services delivered
(i.e. quantity, unit price, extended price, etc); and in compliance with Chapter 218 of the Florida Statutes (Prompt
Payment Act).
L49. LOCAL PREFERENCE - City Code Section 18-85, states that the City Commission may p°fifer to a
responsible and responsive bidder/proposer, who maintains a Local Office, the opportunity of ap"t;epting a bid at the
low bid amount, if the original bid amount submitted by the local vendor is not more than ten, ^ISercent (10%) in
excess of the lowest other responsible and responsive bidder/proposer.
1.50. MANUFACTURER'S CERTIFICATION - The City reserves the right to request from bidders/proposers a
separate Manufacturer's Certification of all statements made in the bid/proposal. Failiire to provide such
certification may result in the rejection of bid/proposal or termination of contract/agreement, for which the
bidder/proposer must bear full liability.
1.51. MODIFICATIONS OR CHANGES IN PURCHASE ORDERS AND CONTRACTS - No contract or
understanding to modify this Formal Solicitation and resultant purchase coders or contracts, if applicable, shall be
binding upon the City unless made in writing by the Director of Purchasing of the City of Miami, Florida through
the issuance of a change order, addendum, amendment, or supplemep°i to the contract, purchase order or award sheet
as appropriate.
1.52. NO PARTNERSHIP OR JOINT VENTURE - Nothing contained in this Contract will be deemed or
construed to create a partnership or joint venture between the City of Miami and Contractor, or to create any other
similar relationship between the parties.
1.53. NONCONFORMANCE TO CONTRACT CONDITIONS - Items may be tested for compliance with
specifications under the direction of the Florida Department of Agriculture and Consumer Services or by other
appropriate testing Laboratories as determined bX^'(he City. The data derived from any test for compliance with
specifications is public record and open to exap nation thereto in accordance with Chapter 119, Florida Statutes.
Items delivered not conforming to specificatidns may be rejected and returned at Bidder's/Proposer's expense.
These non -conforming items not delivered as per delivery date in the response and/or Purchase Order may result in
bidder/proposer being found in default in which event any and all re -procurement costs may be charged against the
defaulted contractor. Any violation qfthese stipulations may also result in the supplier's name being removed from
the City of Miami's Supplier's list.,,/
1.54. NONDISCRIMINATION —Bidder/Proposer agrees that it shall not discriminate as to race, sex, color, age,
religion, national origin, marital status, or disability in connection with its performance under this formal
solicitation. Furtheuuiiore, Bidder/Proposer agrees that no otherwise qualified individual shall solely by reason of
his/her race, sex, color, ag"e, religion, national origin, marital status or disability be excluded from the participation
in, be denied benefits pi; or be subjected to, discrimination under any program or activity.
In connection with, ^ihe conduct of its business, including performance of services and employment of personnel,
Bidder/Proposer „shall not discriminate against any person on the basis of race, color, religion, disability, age, sex,
marital status of national origin. All persons having appropriate qualifications shall be afforded equal opportunity
for employment,
1.55. NON-EXCLUSIVE CONTRACT/ PIGGYBACK PROVISION - At such times as may serve its best
interest'", the City of Miami reserves the right to advertise for, receive, and award additional contracts for these herein
goons and/or services, and to make use of other competitively bid (governmental) contracts, agreements, or other
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similar sources for the purchase of these goods and/or services as may be available.
It is hereby agreed and understood that this formal solicitation does not constitute the exclusive rights o0he
successful bidder(s)/proposer(s) to receive all orders that may be generated by the City in conjunction,,,ith this
Formal Solicitation.
In addition, any and all commodities, equipment, and services required by the City in conjunctio i with construction
projects are solicited under a distinctly different solicitation process and shall not be purchased'tinder the terms,
conditions and awards rendered under this solicitation, unless such purchases are determine"io be in the best
interest of the City.
1.56. OCCUPATIONAL LICENSE - Any person, firm, corporation or joint venturel,,With a business location in
the City of Miami and is submitting a Response under this Formal Solicitation shall ,Fleet the City's Occupational
License Tax requirements in accordance with Chapter 31.1, Article I of the City of Miami Charter. Others with a
location outside the City of Miami shall meet their local Occupational License Falk requirements. A copy of the
license must be submitted with the response; however, the City may at its so190 ption and in its best interest allow
the Bidder/Proposer to supply the license to the City during the evaluation period, but prior to award.
1.57. ONE PROPOSAL - Only one (1) Response from an individual, f,r'in, partnership, corporation or joint venture
will be considered in response to this Formal Solicitation. When submitting an alternate response, please refer to the
herein condition for "Altemate Responses May Be Considered".
1.58. OWNERSHIP OF DOCUMENTS - It is understood by arid between the parties that any documents, records,
files, or any other matter whatsoever which is given by the Cif° to the successful Bidder/Proposer pursuant to this
formal solicitation shall at all times remain the property of the City and shall not be used by the Bidder/Proposer for
any other purposes whatsoever without the written consent""of the City.
1.59. PARTIAL INVALIDITY - If any provision of k14°s Contract or the application thereof to any person or
circumstance shall to any extent be held invalid, thee "'the remainder of this Contract or the application of such
provision to persons or circumstances other than tose as to which it is held invalid shall not be affected thereby, and
each provision of this Contract shall be valid and""'enforced to the fullest extent permitted by law.
1.60. PERFORMANCE/PAYMENT BO „�" —A Contractor may be required to furnish a Performance/Payment
Bond as part of the requirements of this C9t'tract, in an amount equal to one hundred percent (100%) of the contract
price.
1.61. PREPARATION OF RESPO„ i'"SES (HARDCOPY FORMAT) —Bidders/Proposers are expected to
examine the specifications, require„t1'.""delivery, drawings, and all special and general conditions. All bid/proposed
amounts, if required, shall be eitr typewritten or entered into the space provided with ink. Failure to do so will be
at the Bidder's/Proposer's risk/
A. Each Bidder/Proposer 5l'a11 furnish the information required in the Formal Solicitation. The Bidder/Proposer
shall sign the Response and print in ink or type the name of the Bidder/Proposer, address, and telephone number on
the face page and on ea,t;h continuation sheet thereof on which he/she makes an entry, as required.
B. If so required, the unit price for each unit offered shall be shown, and such price shall include packaging,
handling and shipping, and F.O.B. Miami delivery inside City premises unless otherwise specified. Bidder/Proposer
shall include in,,t'he response all taxes, insurance, social security, workmen's compensation, and any other benefits
normally pai 1�y the Bidder/Proposer to its employees. If applicable, a unit price shall be entered in the "Unit
Price" colu,p for each item. Based upon estimated quantity, an extended price shall be entered in the "Extended
Price" co�"timn for each item offered. In case of a discrepancy between the unit price and extended price, the unit
price w,i"11 be presumed correct.
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C. The Bidder/Proposer must state a defmite time, if required, in calendar days for delivery of goods and/or
services.
D. The Bidder/Proposer should retain a copy of all response documents for future reference.
E. All responses, as described, must be fully completed and typed or printed in ink and must besigned in ink with
the firm's name and by an officer or employee having authority to bind the company or finn"h his/her signature.
Bids/Proposals having any erasures or corrections must be initialed in ink by person signings the response or the
response may be rejected.
F. Responses are to remain valid for at least 180 days. Upon award of a contract, ,,,t e content of the Successful
Bidder's/Proposer's response may be included as part of the contract, at the City"°s discretion.
G. The City of Miami's Response Forms shall be used when Bidder/Proposer is submitting its response in
hardcopy format. Use of any other forms will result in the rejection of the °response. IF SUBMITTING
HARDCOPY FORMAT, THE ORIGINAL AND THREE (3) COPIES, OF THESE SETS OF FORMS, UNLESS
OTHERWISE SPECIFIED, AND ANY REQUIRED ATTACHMENTS MUST BE RETURNED TO THE CITY
OR YOUR RESPONSE MAY BE DEEMED NON-RESPONSNE.
1.62. PRICE ADJUSTMENTS — Any price decrease effectuated during the contract period either by reason of
market change or on the part of the contractor to other custor'riers shall be passed on to the City of Miami.
1.63. PRODUCT SUBSTITUTES - In the event a parll'cular awarded and approved manufacturer's product
becomes unavailable during the term of the Contract, °'tile Contractor awarded that item may arrange with the City's
authorized representative(s) to supply a substitute product at the awarded price or lower, provided that a sample is
approved in advance of delivery and that the nem✓ product meets or exceeds all quality requirements.
1.64. CONFLICT OF INTEREST, AND,,,I'9NETHICAL BUSINESS PRACTICE PROHIBITIONS -
Contractor represents and warrants to the °"pity that it has not employed or retained any person or company employed
by the City to solicit or secure this Co,"eract and that it has not offered to pay, paid, or agreed to pay any person any
fee, commission, percentage, brokerage fee, or gift of any kind contingent upon or in connection with, the award of
this Contract.
1.65. PROMPT PAYMEN' °" Bidders/Proposers may offer a cash discount for prompt payment; however,
discounts shall not be considered in determining the lowest net cost for response evaluation purposes.
Bidders/Proposers are °required to provide their prompt payment terms in the space provided on the Formal
Solicitation. If no prompt payment discount is being offered, the Bidder/Proposer must enter zero (0) for the
percentage discount to indicate no discount. If the Bidder/Proposer fails to enter a percentage, it is understood and
agreed that the °terms shall be 2% 20 days, effective after receipt of invoice or final acceptance by the City,
whichever i"s"Iaer.
When tlrt"e City is entitled to a cash discount, the period of computation will commence on the date of delivery, or
receipt of a correctly completed invoice, whichever is later. If an adjustment in payment is necessary due to
dalrtage, the cash discount period shall commence on the date final approval for payment is authorized. If a discount
is' part of the contract, but the invoice does not reflect the existence of a cash discount, the City is entitled to a cash
" discount with the period commencing on the date it is determined by the City that a cash discount applies.
Price discounts off the original prices quoted on the Price Sheet will be accepted from successful bidders/proposers
during the term of the contract.
1.66. PROPERTY - Property owned by the City of Miami is the responsibility of the City of Miami. Such property
furnished to a Contractor for repair, modification, study, etc., shall remain the property of the City of Miami.
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Damages to such property occurring while in the possession of the Contractor shall be the responsibility of the
Contractor. Damages occurring to such property while in route to the City of Miami shall be the responsibility of t
Contractor. In the event that such property is destroyed or declared a total loss, the Contractor shall be responsible
for replacement value of the property at the current market value, less depreciation of the property, if any.
1.67. PROVISIONS BINDING - Except as otherwise expressly provided in the resulting Contract, all covkants,
conditions and provisions of the resulting Contract shall be binding upon and shall inure to the benefit of the parties
hereto and their respective heirs, legal representatives, successors and assigns.
1.68. PUBLIC ENTITY CRIMES - A person or affiliate who has been placed on the convicted y ndor list
following a conviction for a public entity crime may not submit a response on a contract to proud'tie any goods or
services to a public entity, may not submit a response on a contract with a public entity for thp"construction or repair
of a public building or public work, may not submit responses on leases of real property toa"public entity, may not
be awarded or perform work as a contractor, supplier, subcontractor, or consultant under,,4i' contract with any public
entity, and may not transact business with any public entity in excess of the threshold pidiount provided in Section
287.017, for CATEGORY TWO for a period of 36 months from the date of being placed on the convicted vendor
list.
1.69. PUBLIC RECORDS - Contractor understands that the public shall hay,€'"°access, at all reasonable times, to all
documents and information pertaining to City contracts, subject to the provisl"ons of Chapter 119, Florida Statutes,
and City of Miami Code, Section 18, Article III, and agrees to allow ace*by the City and the public to all
documents subject to disclosure under applicable law. Contractor's fare or refusal to comply with the provision
of this section shall result in the immediate cancellation of this Contract by the City.
1.70. QUALITY OF GOODS, MATERIALS, SUPPLIES, PRODUCTS, AND EQUIPMENT - All materials
used in the manufacturing or construction of supplies, material,5 or equipment covered by this solicitation shall be
new. The items bid/proposed must be of the latest make or "ode', of the best quality, and of the highest grade of
workmanship, unless as otherwise specified in this Solicitation.
1.71. QUALITY OF WORKISERVICES - The worli4ervices performed must be of the highest quality and
workmanship. Materials furnished to complete the stJ vice shall be new and of the highest quality except as
otherwise specified in this Solicitation.
1.72. REMEDIES PRIOR TO AWARD (Se9y°"'18-106) - If prior to Contract award it is determined that a formal
solicitation or proposed award isin violation, Of law, then the solicitation or proposed award shall be cancelled by
the City Commission, the City Manager or the Chief Procurement Officer, as may be applicable, or revised to
comply with the law.
1.73. RESOLUTION OF CONTRACT DISPUTES (Sec. 18-105)
(a) Authority to resolve Contract,,,aisputes. The City Manager, after obtaining the approval of the city attorney, shall
have the authority to resolve cvtitroversies between the Contractual Party and the city which arise under, or by virtue
of, a Contract between them; °Provided that, in cases involving an amount greater than $25,000, the City
Commission must approv9 the City Manager's decision. Such authority extends, without limitation, to controversies
based upon breach of Contract, mistake, misrepresentation or lack of complete performance, and shall be invoked by
a Contractual Party by"submission of a protest to the City Manager.
(b) Contract dispul€ decisions. If a dispute is not resolved by mutual consent, the City Manager shall promptly
render a written,,,r""€port stating the reasons for the action taken by the City Commission or the City Manager which
shall be final kd conclusive. A copy of the decision shall be immediately provided to the protesting party, along
with a notind" of such parry's right to seek judicial relief, provided that the protesting party shall not be entitled to
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Request for Proposals (RFP) 272271,9
such judicial relief without first having followed the procedure set forth in this section.
1.74. RESOLUTION OF PROTESTED SOLICITATIONS AND AWARDS (Sec. 18-104)
(a) Right to protest. The following procedures shall be used for resolution of protested solicitations a"t'd awards
except for purchases of goods, supplies, equipment, and services, the estimated cost of which does not 'exceed
$25,000.
Protests thereon shall be governed by the Administrative Policies and Procedures of Purchasing
1.Protest of Solicitation.
i. Any prospective proposer who perceives itself aggrieved in connection with the solicitation of a Contract may
protest to the Chief Procurement Officer. A written notice of intent to file a protest shalt "'fie filed with the Chief
Procurement Officer within three days after the Request for Proposals, Request for qualifications or Request for
Letters of Interest is published in a newspaper of general circulation. A notice of in,,fint to file a protest is considered
filed when received by the Chief Procurement Officer; or
if. Any prospective bidder who intends to contest the Solicitation Specificatio'd or a solicitation may protest to the
Chief Procurement Officer. A written notice of intent to file a protest shall lid"filed with the Chief Procurement
Officer within three days after the solicitation is published in a newspaper Of general circulation. A notice of intent
to file a protest is considered filed when received by the Chief Procurement Officer.
2. Protest of Award.
i. A written notice of intent to file a protest shall be filed with the 'thief Procurement Officer within two days after
receipt by the proposer of the notice of the City Manager's recyliimendation for award of Contract, which will be
posted on the City of Miami Purchasing Department website,4n the Supplier Corner, Current Solicitations and
Notice of Recommendation of Award Section. The notice„df the City Manager's recommendation can be found by
selecting the details of the solicitation and is listed as Ree"ommendation of Award Posting Date and
Recommendation of Award To fields. If "various" is i dicated in the Recommendation of Award To field, the
Bidder/Proposer must contact the buyer for that soli4'ttation to obtain the suppliers name. It shall be the
responsibility of the Bidder/Proposer to check this""Section of the website daily after responses are submitted to
receive the notice; or
ii. Any actual Responsive and Responsible Bidder whose Bid is lower than that of the recommended bidder may
protest to the Chief Procurement Officer. 4"written notice of intent to file a protest shall be filed with the Chief
Procurement Officer within two days after receipt by the bidder of the notice of the city's determination of non
responsiveness or non responsibility. The receipt by bidder of such notice shall be confirmed by the city by facsimile
or electronic mail or U.S. mail, retu4t receipt requested. A notice of intent to file a protest is considered filed when
received by the Chief Procurement' Officer.
111. A written protest based on a,r'(y of the foregoing must be submitted to the Chief Procurement Officer within five
(5) days after the date the no0e of protest was filed. A written protest is considered filed when receivedby the
Chief Procurement Officer?"
The written protest may""°not challenge the relative weight of the evaluation criteria or the foiniula for assigning
points in making an awvard determination.
The written prat*° shall state with particularity the specific facts and law upon which the protest of the solicitation
or the award is 14sed, and shall include all pertinent documents and evidence and shall be accompanied by the
required Filing "Fee as provided in subsection (f). This shall form the basis for review of the written protest and no
facts, ground's, documentation or evidence not contained in the protester's submission to the Chief Procurement
Officer at "the time of filing the protest shall be permitted in the consideration of the written protest.
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No time will be added to the above limits for service by mail. In computing any period of time prescribed or
allowed by this section, the day of the act, event or default from which the designated period of time begins to run
shall not be included. The last day of the period so computed shall be included unless it is a Saturday, Sunday or
legal holiday in which event the period shall run until the end of the next day which is neither a Saturday, Sunday Or
legal holiday. Intermediate Saturdays, Sundays and legal holidays shall be excluded in the computation of the nine
for filing.
(b) Authority to resolve protests. The Chief Procurement Officer shall have the authority, subject to the a proval of
the City Manager and the city attorney, to settle and resolve any written protest. The Chief Procuremeni Officer
shall obtain the requisite approvals and communicate said decision to the protesting party and shall s hbmit said
decision to the City Commission within 30 days after he/she receives the protest. In cases involving more than
$25,000, the decision of the Chief Procurement Officer shall be submitted for approval or disap1roval thereof to the
City Commission after a favorable recommendation by the city attorney and the City Manager.
(c) Compliance with filing requirements. Failure of a party to timely file either the notice °Of intent to file a protest or
the written protest, together with the required Filing Fee as provided in subsection (f),rkith the Chief Procurement
Officer within the time provided in subsection (a), above, shall constitute a forfeiture of such party's right to file a
protest pursuant to this section. The protesting party shall not be entitled to seek wicial relief without first having
followed the procedure set forth in this section
(d) Stay of Procurements during protests. Upon receipt of a written protest „filed pursuant to the requirements of this
section, the city shall not proceed further with the solicitation or with the award of the Contract until the protest is
resolved by the Chief Procurement Officer or the City Commission as,,1i'rovided in subsection (b) above, unless the
City Manager makes a written determination that the solicitation prtess or the Contract award must be continued
without delay in order to avoid an immediate and serious danger ld' the public health, safety or welfare,
(e) Costs. All costs accruing from a protest shall be assumed Iry the protestor.
(f) Filing Fee. The written protest must be accompanied by, a filing fee in the form of a money order or cashier's
check payable to the city in an amount equal to one per„Sdnt of the amount of the Bid or proposed Contract, or
$5000.00, whichever is less, which filing fee shall guarantee the payment of all costs which may be adjudged against
the protestor in any administrative or court proceedi'rig. If a protest is upheld by the Chief Procurement Officer
and/or the City Commission, as applicable, the fling fee shall be refunded to the protestor less any costs assessed
under subsection (e) above. If the protest is *led, the filing fee shall be forfeited to the city in lieu of payment of
costs for the administrative proceedings as ;prescribed by subsection (e) above.
1.75. SAMPLES - Samples of items, wen required, must be submitted within the time specified at no expense to
the City. If not destroyed by testing, 4dder(s)/proposer(s) will be notified to remove samples, at their expense,
within 30 days after notification. Failure to remove the samples will result in the samples becoming the property of
the City.
1.76. SELLING, TRANSFERRING OR ASSIGNING RESPONSIBILITIES - Contractor shall not sell, assign,
transfer or subcontract at ap^' time during the term of the Contract, or any part of its operations, or assign any portion
of the performance requ r6d by this contract, except under and by virtue of written permission granted by the City
through the proper offidials, which may be withheld or conditioned, in the City's sole discretion.
1.77. SERVICE 4D WARRANTY —When specified, the bidder/proposer shall define all warranty, service and
replacements thpt"will be provided. Bidders/Proposer must explain on the Response to what extent warranty and
service facilities are available. A copy of the manufacturer's warranty, if applicable, should be submitted with your
response.
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Request for Proposals (RFP) 272271,9
1.78. SILENCE OF SPECIFICATIONS - The apparent silence of these specifications and any supplementdl
specification as to any detail or the omission from it of detailed description concerning any point shall be i d"garded
as meaning that only the best commercial practices are to prevail and that only materials of first quality ,a'hd correct
type, size and design are to be used. All workmanship and services is to be first quality.
All interpretations of these specifications shall be made upon the basis of this statement.
If your film has a current contract with the State of Florida, Department of General Services, tdsupply the items on
this solicitation, the bidder/proposer shall quote not more than the contract price; failure to qO"mply with this request
will result in disqualification of bid/proposal.
1.79. SUBMISSION AND RECEIPT OF RESPONSES - Responses shall be submitted electronically via the
Oracle System or responses may be submitted in hardcopy format to the City Clerk,,,4ity Hall, 3500 Pan American
Drive, Miami, Florida 33133-5504, at or before, the specified closing date and tined 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.
A. Hardcopy responses shall be enclosed in a sealed envelope, box package. The face of the envelope, box or
package must show the hour and date specified for receipt of responsesAhe solicitation number and title, and the
name and return address of the Bidder/Proposer. Hardcopy responses "hot submitted on the requisite Response
Forms may be rejected. Hardcopy responses received at any other 1o"eation than the specified shall be deemed
non -responsive.
Directions to City Hall:
FROM THE NORTH: I-95 SOUTH UNTIL IT TURNS 114TO US1. US 1 SOUTH TO 27TH AVE., TURN LEFT,
PROCEED SOUTH TO SO. BAYSHORE DR. (3RD TRAFFIC LIGHT), TURN LEFT, 1 BLOCK TURN RIGHT
ON PAN AMERICAN DR. CITY HALL IS AT THZ, ^END OF PAN AMERICAN DR. PARKING IS ON RIGHT.
FROM THE SOUTH: US1 NORTH TO 27TH AVENUE, TURN RIGHT, PROCEED SOUTH TO SO.
BAYSHORE DR. (3RD TRAFFIC LIGHT), TURN LEFT, 1 BLOCK TURN RIGHT ON PAN AMERICAN DR.
CITY HALL IS AT THE END OF PAN AMERICAN DR. PARKING IS ON RIGHT.
B. Facsimile responses will not be considered.
C. Failure to follow these procedures i,s""'cause for rejection of bid/proposal.
D. The responsibility for obtaining and submitting a response on or before the close date is solely and strictly the
responsibility of Bidder/Proposer. the City of Miami is not responsible for delays caused by the United States mail
delivery or caused by any other p"ecurrence. Responses received after the solicitation closing date and time will be
returned unopened, and will nit be considered for award.
E. Late responses will be"tejected.
F. All responses are Oject to the conditions specified herein. Those which do not comply with these conditions
are subject to reject*
G. Modification Of responses already submitted will be considered only if received at the City before the time and
date set for closing of solicitation responses. All modifications must be submitted via the Oracle System or in
writing. Onc,e°"°'a solicitation closes (closed date and/or time expires), the City will not consider any subsequent
submission, which alters the responses.
H. If„4ardcopy responses are submtted at the same time for different solicitations, each response must be placed
in a sekarate envelope, box, or package and each envelope, box or package must contain the information previously
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Request for Proposals (RFP) 272271,9
stated in 1.82.A.
1.80. TAXES - The City of Miami is exempt from any taxes imposed by the State and/or Federal Government.
Exemption certificates will be provided upon request. Notwithstanding, Bidders/Proposers should be" aware of the
fact that all materials and supplies which are purchased by the Bidder/Proposer for the completio"®° of the contract is
subject to the Florida State Sales Tax in accordance with Section 212.08, Florida Statutes, as atz(ended and all
amendments thereto and shall be paid solely by the Bidder/Proposer.
1.81. TERMINATION —The City Manager on behalf of the City of Miami reserves the °right to terminate this
contract by written notice to the contractor effective the date specified in the notice shduld any of the following
apply:
A. The contractor is determined by the City to be in breach of any of the terms: and conditions of the contract.
B. The City has determined that such termination will be in the best interest of the City to terminate the contract for
its own convenience;
C. Funds are not available to cover the cost of the goods and/or seiyi'ces. The City's obligation is contingent upon
the availability of appropriate funds.
1.82. TERMS OF PAYMENT - Payment will be made by tins 'City after the goods and/or services awarded to a
Bidder/Proposer have been received, inspected, and found to" comply with award specifications, free of damage or
defect, and properly invoiced. No advance payments of,,, any kind will be made by the City of Miami.
Payment shall be made after delivery, within 45 days°"of receipt of an invoice and authorized inspection and
acceptance of the goods/services and pursuant to Section 218.74, Florida Statutes and other applicable law.
1.83. TIMELY DELIVERY - Time will be of"'the essence for any orders placed as a result of this solicitation. The
City reserves the right to cancel such orders,, ^"or any part thereof, without obligation, if delivery is not made within
the time(s) specified on their Response. I diiveries are to be made during regular City business hours unless
otherwise specified in the Special Conditions.
1.84. TITLE - Title to the goods or tiquipment shall not pass to the City until after the City has accepted the
goods/equipment or used the goo,,d's, whichever comes first.
1.85.TRADE SECRETS EXECUTION TO. PUBLIC RECORDS DISCLOSURE- All Responses submitted to
the City are subject to public disclosure pursuant to Chapter 119, Florida Statutes. An exception may be made for
"trade secrets."
If the Response contains information that constitutes a "trade secret", all material that qualifies for exemption from
Chapter 119 mustoe submitted in a separate envelope, clearly identified as "TRADE SECRETS EXCEPTION,"
with your fun„'S name and the Solicitation number and title marked on the outside.
Please be t(vare that the designation of an item as a trade secret by you may be challenged in court by any person.
By your, designation of material in your Response as a "trade secret" you agree to indemnify and hold harmless the
City fen— any award to a plaintiff for damages, costs or attorney's fees and for costs and attorney's fees incurred by
the,"Rity by reason of any legal action challenging your claim.
„1.86. UNAUTHORIZED WORK OR DELIVERY OF GOODS- Neither the qualified Bidder(s)/Proposer(s) nor
"" any of his/her employees shall perform any work or deliver any goods unless a change order or purchase order is
issued and received by the Contractor. The qualified Bidder(s)/Proposer(s) shall not be paid for any work performed
or goods delivered outside the scope of the contract or any work performed by an employee not otherwise
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Request for Proposals (RFP) 272271,9
previously authorized.
L87. USE OF NAME - The City is not engaged in research for advertising, sales promotion, or other ptl'ilicity
purposes. No advertising, sales promotion or other publicity materials containing information obtaine0rom this
Solicitation are to be mentioned, or imply the name of the City, without prior express written permi5kon of the City
Manager or the City Commission.
1.88. VARIATIONS OF SPECIFICATIONS - For purposes of solicitation evaluation, biddprs/proposers must
indicate any variances from the solicitation specifications and/or conditions, no matter how s'"light. If variations are
not stated on their Response, it will be assumed that the product fully complies with the Ci'iy's specifications.
Page 26 of 41
Request for Proposals (RFP) 272271,9
2. Special Conditions
2.1. PURPOSE
The purpose of this Solicitation is to establish a contract, for Advertisement Programs, as specified herein, from a
source(s) of supply that will give prompt and efficient service fully compliant with the terms, conditions and
stipulations of the solicitation.
2.2. DEADLINE FOR RECEIPT OF REQUEST FOR ADDITIONAL INFORMA "1ON/CLARIFICATION
Any questions or clarifications concerning this solicitation shall be submitted by email or facsimile to the
Purchasing Department, Attn: Maritza Suarez, CPPB; fax: (305) 400-5025 or email: msuarez@ci.miami.fl.us.
The solicitation title and number shall be referenced on all correspondence. Al, dquestions must be received no later
than Friday, August 26, 2011, at 5:00 p.m.. All responses to questions will be "sent to all prospective
bidders/proposers in the form on an addendum. NO QUESTIONS WILL RECEIVED VERBALLY OR AFTER
SAID DEADLINE.
2.3. TERM OF CONTRACT
The proposer(s) qualified to provide the service(s) requested herein (the "Successful Proposer(s)") shall be required
to execute a contract ("Contract") with the City, which shall include, but not be limited to, the following terms:
(1) The term of the Contract(s) shall be for two (2) years with an option to renew for four (4) additional one (1)
year periods.
(2) The City shall have the option to extend or terminate the Contract.
Continuation of the contract beyond the initial p"od is a City prerogative; not a right of the bidder/proposer. This
prerogative will be exercised only when such c"'ontinuation is clearly in the best interest of the City.
2.4. CONDITIONS FOR RENEW Ig'"
Each renewal of this contract is subject to the following:
(1) Continued satisfactory performance compliance with the specifications, terms and conditions established
herein.
(2) Availability of funds
2.5. NON -APPROPRIATION OF FUNDS
In the event noYnds or insufficient funds are appropriated and budgeted or are otherwise unavailable in any fiscal
period for paylri'ents due under this contract, then the City, upon written notice to Contractor or his assignee of such
occurrence, shall have the unqualified right to terminate the contract without any penalty or expense to the City. No
guarantee, °arranty or representation is made that any particular or any project(s) will be awarded to any firm(s).
24"""PROPOSER'S MINIMUM QUALIFICATIONS
Page 27 of 41
Request for Proposals (RFP) 272271,9
The following represent the minimum qualification requirements for a Proposer to be deemed responsive"
the City, and Proposers shall satisfy each of the following minimum requirements cited below. Each of tli6se
minimum qualifications must be addressed in detail in Proposal submission to determine Proposer's
responsiveness. Failure to meet each of the following qualification requirements, and/or failure to pp6vide
sufficient detail and/or documentation in its Proposal to determine responsiveness by the City, 41"result in
the Proposal being deemed non -responsive.
Advertising programs:
(1) The successful Proposer must provide evidence of sufficient financial stability to produce, install and maintain
the advertising program proposed, including the quantity of products proposed
(2) The successful Proposer must demonstrate a level of expertise, technical knowledge, jrtiiovation, and overall
capacity to provide the proposed advertising program
Additionally,
(4) Proposer shall have no record of judgments, bankruptcy, pending lawsuits against the City or criminal activities
involving moral turpitude and not have any conflicts of interest that have not be„e"h waived by the City Commission.
(5) Neither Proposer nor any principal, officer, owner, or stockholder of Proposer shall be in arrears or in default of
any debt or contract involving the City, (as a party to a contract, or otherwiae); nor have failed to perform faithfully
on any previous contract with the City.
See "Instructions for Submitting a Response: (Submission Requirem,onts)."Submittals that do not respond
completely to all requirements may be considered non-responsiik and eliminated from the process.
CONTRACT EXECUTION
The selected Proposer(s) evaluated and ranked in accordance with the requirements of this Solicitation, shall be
awarded an opportunity to negotiate a contract ("Cont4dct") with the City in substantially the attached form labeled
"Attachment A - Professional Services Agreement" ;,and available via the Header section to this RFP. The City
reserves the right to execute or not execute, as applicable a Contract with the selected Proposer(s) that is determined
to be most advantageous and in the City's best interest. Such Contract will be furnished by the City, will contain
certain terms as are in the City's best interestsy"and will be subject to approval as to legal form by the City Attorney.
2.8. FAILURE TO PERFORM
Should it not be possible to reach ilia contractor or supervisor and/or should remedial action not be taken within 48
hours of any failure to perform according to specifications, the City reserves the right to declare Contractor in
default of the contract or make" "6ppropriate reductions in the contract payment.
2.9. INSURANCE RFOUIREMENTS
INDEMNIFICATI9N.
Bidder shall pay,, 6n behalf of, indemnify and save City and its officials harmless, from and against any and all
claims, liabilit ""s, losses, and causes of action, which may arise out of bidder's performance under the provisions of
the contract, including all acts or omissions to act on the part of bidder, including any person performing under this
Contract for or on bidder's behalf, provided that any such claims, liabilities, losses and causes of such action are not
attributable to the negligence or misconduct of the City and, from and against any orders, judgments or decrees
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Request for Proposals (RFP) 272271,9
which may be entered and which may result from this Contract, unless attributable to the negligence or mis$einduct
of the City, and from and against all costs, attorneys' fees, expenses and liabilities incurred in the defense,, 6f any
such claim, or the investigation thereof.
The bidder shall furnish to City of Miami, c/o Purchasing Department, 444 SW 2nd Avenue, 6th FlpOr, 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
Waiver of subrogation
(2) Commercial General Liability:
A. Limits of Liability
Bodily Injury and Property Damage Liability - Each Occurrence: ,$1,000.000
General Aggregate Limit: $2,000,000
Personal and Adv. Injury. Products and Completed Operation$ and Fire Damage: $1,000,000.
B. Endorsements Required:
City of Miami included as an Additional insured. Emp „ "yees included as insured. Contingent Liability &
Contractual Liability. Primary Insurance Clause. Premises & Operations Liability.
(3) BusinessAutomobile Liability
A. Limits of Liability
Bodily injury and property damage liability,,4"ombined single limits. Owned/Scheduled Autos, including
hired, borrowed or owned, or non -owned at tos used in connection with the work -
Any One Accident: $1,000,000
B. Endorsements Required:
City of Miami included as an AdS,Iional Insured
(4) Employer's Liability
A. Limits of Liability
$500,000 for bodily injury caused by an accident, each accident
$500,000 for bodily i ajuy caused by disease, each employee
$500,000 for bodily"injury caused by disease, policy limit
(5) Professional LiabiliW/Errors and Omissions Coverage
A. Limits of I, i"ability
Combined $'"ngle Limit. Each Claim $1,000,000 General Aggregate Limit
$1,00o,0„
(6) Excess Liability (Excess Follow Form)
A L"units of Liability
Each Occurence $1,000,000
Policy Aggregate $1,000,000
The above policies shall provide the City of Miami with written notice of cancellation or material change
fro„th the insurer in accordance with policy provisions.
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Request for Proposals (RFP) 272271,9
BINDERS ARE UNACCEPTABLE.
The insurance coverage required shall include those classifications, as listed in standard liability insurance maiip ls,
which most nearly reflect the operations of the bidder.
All insurance policies required above shall be issued by companies authorized to do business under the laves of the
State of Florida, with the following qualifications:
The Company must be rated no less than "A" as to management, and no less than "Class V" as to financial strength,
by the latest edition of Best's Insurance Guide, published by A.M. Best Company, Oldwick, New JOsey, or its
equivalent. All policies and/or certificates of insurance are subject to review and verification by Risk Management
prior to insurance approval.
Certificates will indicate no modification or change in insurance shall be made without thit"Y (30) days written
advance notice to the certificate holder.
NOTE: CITY BID NUMBER AND/OR TITLE OF BID MUST APPEAR ON EACT °CERTIFICATE.
Compliance with the foregoing requirements shall not relieve the bidder of his liability and obligation under this
section or under any other section of this Agreement.
--If insurance certificates are scheduled to expire during the contractual peni'bd, the Bidder shall be responsible
for submitting new or renewed insurance certificates to the City at a minim* of ten (10) calendar days in advance
of such expiration.
--In the event that expired certificates are not replaced with new o, ""renewed certificates which cover the
contractual period, the City shall:
(4) Suspend the contract until such time as the new or renewed "certificates are received by the City in the manner
prescribed in the Invitation To Bid.
(5) The City may, at its sole discretion, terminate this contract for cause and seek re -procurement damages from
the Bidder in conjunction with the General and Special Tc'fms and Conditions of the Bid.
The Bidder shall be responsible for assuring that the 3„a''surance certificates required in conjunction with this Section
remain in force for the duration of the contractual p„oiiod; including any and all option terms that may be granted to
the Bidder.
2.10. CONTRACT ADMINISTRATOR "
Upon award, contractor shall report aid work directly with Zari Watkins, Esq., who shall be designated as the
Contract Administrator.
2.11. SUBCONTRACTORS) OR SUBCONSULTANT(S)
A Sub -Consultant, herein" "mown as Sub-Contractor(s) is an individual or firm contracted by the Proposer or
Proposer's firm to assi1t"in the performance of services required under this Solicitation. A Sub -Contractor shall be
paid through Proposer""or Proposer's firm and not paid directly by the City. Sub -Contractors are allowed by the City
in the performance Of the services delineated within this Solicitation. Proposer must clearly reflect in its Proposal the
major Sub -Contactors to be utilized in the performance of required services. The City retains the right to accept or
reject any Su1atontractors proposed in the response of Successful Proposer or prior to contract execution. Any and
all liabilities """'regarding the use of a Sub -Contractor shall be borne solely by the Successful Proposer and insurance
for each SA -Contractors must be maintained in good standing and approved by the City throughout the duration of
the Cortit"Tact. Neither Successful Proposer nor any of its Sub -Contractors are considered to be employees or agents
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Request for Proposals (RFP) 272271,9
of the City. Failure to list all Sub -Contractors and provide the required information may disqualify any prOposed
Sub -Contractors from performing work under this Solicitation.
Proposers shall include in their Responses the requested Sub -Contractor information and include all relevant
information required of the Proposer. In addition, within five (5) working days after the identification of the award
to the Successful Proposer, the Successful Proposer shall provide a list confirming the Sub-C'ntractors that the
Successful Proposer intends to utilize in the Contract, if applicable. The list shall include, at""a minimum, the name,
location of the place of business for each Sub -Contractor, the services Sub -Contractor will provide relative to any
contract that may result from this Solicitation, any applicable licenses, references, owxiership, and other information
required of Proposer.
2.12. SPECIFICATION EXCEPTIONS
Specifications are based on the most current literature available. Bidder°shall notify the City of Miami Purchasing
Depailruent, in writing, no less than ten (10) days prior to solicitatiop""closing date of any change in the
manufacturers' specifications which conflict with the specifications. For hard copy bid submittals, bidders must
explain any deviation from the specifications in writing as a foot'hote on the applicable specification page and
enclose a copy of the manufacturer's specifications data detailing the changed item(s) with his/her submission. For
electronic bid submittals, bidders must explain in the Hea1,d'r Section or by an Attachment and, if applicable, enclose
a scanned copy of the manufacturer's specifications data, detailing the changed item(s) with his/her submission.
Additionally, bidders must indicate any options requiring the addition of other options, as well as those which are
included as a part of another option. Failure of bidders to comply with these provisions will result in bidders being
held responsible for all costs required to bring theitem(s) in compliance with contract specifications.
2.13. TERMINATION
A. FOR DEFAULT
If Contractor defaults in its perfbnnance under this Contract and does not cure the default within 30 days after
written notice of default, the City Manager may terminate this Contract, in whole or in part, upon written notice
without penalty to the Cityof Miami. In such event the Contractor shall be liable for damages including the excess
cost of procuring similar" supplies or services: provided that if, (1) it is deteumined for any reason that the Contractor
was not in default or (1) the Contractor's failure to perform is without his or his subcontractor's control, fault or
negligence, the termination will be deemed to be a termination for the convenience of the City of Miami.
B. FOR CONVENIENCE
The City Manager may terminate this Contract, in whole or in part, upon 30 days prior written notice when it is in
the best ipt'erests of the City of Miami. If this Contract is for supplies, products, equipment, or software, and so
teuuiiinated for the convenience by the City of Miami the Contractor will be compensated in accordance with an
agreed upon adjustment of cost. To the extent that this Contract is for services and so terminated, the City of Miami
shy°1'i be liable only for payment in accordance with the payment provisions of the Contract for those services
rdndered prior to termination.
2.14. ADDITIONAL TERMS AND CONDITIONS
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Request for Proposals (RFP) 272271,9
No additional terms and conditions included with the solicitation response shall be evaluated or considered, and 90
and all such additional terms and conditions shall have no force or effect and are inapplicable to this solicitatioe:"" If
submitted either purposely, through intent or design, or inadvertently, appearing separately in transmittal lett*,
specifications, literature, price lists or warranties, it is understood and agreed that the General and Special
Conditions in this solicitation are the only conditions applicable to this solicitation and that the bidder's/p'Yoposer's
authorized signature affixed to the bidder's/proposer's acknowledgment form attests to this.
2.15. PRIMARY CLIENT (FIRST PRIORITY)
The successful bidder(s)/proposer(s) agree upon award of this contract that the City of Miarni shall be its primary
client and shall be serviced first during a schedule conflict arising between this contract tied any other contract
successful bidder(s)/proposer(s) may have with any other cities and/or counties to perfd''rm similar services as a
result of any catastrophic events such as tornadoes, hurricanes, severe storms or any tither public emergency
impacting various areas during or approximately the same time.
2.16. UNAUTHORIZED WORK
The Successful Proposer(s) shall not begin work until a Purchase Order" is received.
2.17. CHANGES/ALTERATIONS
Proposer may change or withdraw a Proposal at any time ppIor to Proposal submission deadline; however, no oral
modifications will be allowed. Written modifications sha,Zl"'not be allowed following the proposal deadline.
2.18. COMPENSATION PROPOSAL
Each Proposer shall detail any and all fees and "i✓osts to provide the required services as detailed in Section 3. Scope
of Services. The City reserves the right to aid or delete any service, at any time. Should the City determine to add
an additional service for which pricing wa"snot previously secured, the City shall seek the Successful Proposer to
provide reasonable cost(s) for same. Shottild the City determine the pricing unreasonable, the City reserves the right
to negotiate cost(s) or seek another veri'"dor for the provision of said service(s).
Failure to submit compensation proposal as required shall disqualify Proposer from consideration.
2.19. EVALUATION/SEJ CTION PROCESS AND CONTRACT AWARD
The procedure for respo'nse evaluation, selection and award is as follows:
(1) Solicitation issued.
(2) Receipt of r„ "sponses
(3) Opening,4ad listing of all responses received
(4) Purchas'ing staff will review each submission for compliance with the submission requirements of the
Solicitat ,oh, including verifying that each submission includes all documents required.
(5) 20,en Evaluation Committee, appointed by the City Manager, comprised of appropriate City Staff and members
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Request for Proposals (RFP) 272271,9
of the community, as deemed necessary, with the appropriate technical expertise and/or knowledge, shall meet to
evaluate each response in accordance with the requirements of this Solicitation and based upon the evaluation
criteria as specified herein.
(6) The Evaluation Committee reserves the right, in its sole discretion, to request Proposers to make oral
presentations before the Committee as part of the evaluation process. The presentation may be scheduled al'the
convenience of the Evaluation Committee and shall be recorded.
(7) The Evaluation Committee reserves the right to rank the Proposals and shall submit its recommendation to the
City Manager for acceptance. If the City Manager accepts the Committee's recommendation, the pity Manager's
recommendation for award of contract will be posted on the City of Miami Purchasing Department website, in the
Supplier Comer, Current Solicitations and Notice of Recommendation of Award Section. The °notice of the City
Manager's recommendation can be found by selecting the details of the solicitation and is i^Sted as Recommendation
of Award Posting Date and Recommendation of Award To fields. If "various" is indicated in the Recommendation
of Award To field, the Bidder/Proposer must contact the buyer for that solicitation to obtain the suppliers name. The
City Manager shall make his recommendation to the City Commission requesting t11,e° authorization to negotiate
and/or execute an agreement with the recommended Proposer(s). No Proposer(s)slall have any rights against the
City arising from such negotiations or termination thereof.
(8) The City Manager reserves the right to reject the Committee's recommendation, and instruct the Committee to
re-evaluate and make another recommendation, reject all proposals, or resdmmend that the City Commission reject
all proposals.
(9) The City Commission shall consider the City Manager's and Evaluation Committees' recommendation(s) and,
if appropriate and required, approve the City Manager's recommep'c ation(s). The City Commission may also reject
any or all response.
(10) If the City Commission approves the recommendations;"'the City will enter into negotiations with the selected
Proposer(s) for a contract for the required services. Such Ogotiations may result in contracts, as deemed
appropriate by the City Manager.
(11) The City Commission shall review and approve"" the negotiated Contract with the selected Proposer(s).
2.20. ADDITIONAL SERVICES
Services not specifically identified in this,,u°°'equest may be 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 years thereafter, Successful Proposer shall provide
City access to all files and „records maintained on the City's behalf.
2.22. TRUTH IN NEGOTIATION CERTIFICATE
Execution of tire resulting agreement by the Successful Proposer shall act as the execution of truth -in -negotiation
certificate stating that wage rates and other factual unit costs supporting the compensation of the resulting
Agreement„ dre accurate, complete, and current at the time of contracting. The original contract price and any
additions, ^lhereto shall be adjusted to exclude any significant sums by which City determines the contract price was
increasdd due to inaccurate, incomplete, or non -current wage rates and other factual unit costs. All such contract
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Request for Proposals (RFP) 272271,9
adjustments shall be made within one (1) year following the end of the Agreement.
2.23. PRE-BID/PRE-PROPOSAL CONFERENCE
None
Page 34 of 41
3. Specifications
3.1. SPECIFICATIONS/SCOPE OF WORK
Request for Proposals (RFP) 272271,9
The City of Miami (City) is soliciting proposals from qualified firms to identify potential partners for Ortain current
advertising products the City wishes to pursue immediately, as well as potential products the City nu& wishes to
pursue in the future.
This RFP process would be used to secure the services of one or more companies, for one or mote of the following
advertising categories:
1) Parking Stripes advertising
2) Digital/Display Elevator Advertising (elevators in City buildings)
3) Other advertising opportunities (non -Parking)
4) Naming Rights to City Parks
5) Trolley Advertising
The City would require interested proposers to respond to each category for Which they are interested in partnering,
allowing the flexibility to select the vendor that would provide the best vairke and financial return to the City in each,
stand-alone category. However, vendors would be permitted to submit pr"'oposals that reflect potential benefits to the
City if they are selected for more than one category (for example, increased revenues if selected to provide both
mast arm and parking stripe advertising). Responses to #3 above will be open-ended, allowing proposers to
recommend additional concepts for our consideration. All of the proposals will be reviewed to ensure consistency
with existing Code, as well as to ensure that the proposal meets, bur aesthetic expectations. The City will retain the
right and ability to identify the quantity and location of any posed advertising program to ensure that It meets our
expectations in terms of aesthetics.
Trolley Advertisement Program and Sales Support 9"lbjective(Refer to Header Attachments for pictures and
technical specifications of the Trolleys)
The City wishes to engage a qualified firm to pro' i 4e project management services for advertising and sales support
services for the proposed City of Miami Trolley S°Ystem. The City desires to maximize revenue potential from the
sale of advertising space on the interior and extdnor of the trolleys in order to help defray the cost of operating the
trolley service.
Trolley System
The City's proposed trolley system consists of four (4) interconnected routes (as further described below and as
depicted on the attached route map) totaling over 30 miles in length with the objective of augmenting the existing
regional transit system (MetroBus,,44etroRail, and MetroMover) and providing premium public transportation
service to the following corridors and communities in the City of Miami: Health District/Civic Center, Marlins
Stadium, Brickell Avenue, Bis�tayne Boulevard, Omni, Allapattah, Overtown, and Coral Way. A future extension of
the Brickell/Biscayne Trolley"°route is being proposed to serve Midtown and the Design District. At this time,
operating hours for the trolley service currently consists of Monday — Saturday service from 6:30AM — 8:OOPM and
are subject to change. Frequency of service is anticipated to range from 10 minutes during peak times to 20 minutes
during off-peak period." The City anticipates using its trolleys to also provide charter service for special events as
well as extended holr'i"s of service at its sole discretion. The trolley system is anticipated to attract over 5,000 riders
per day, and, at th„s time, it has not been determined if the City will charge a fare.
Health/Stadiu,p( District TroIlev
The City, in,,, 6ollaboration with the Miami Partnership (coalition of major area stakeholders in the Health
District/Cj"ic Center) and the FDOT, has finalized the routes and stop locations for the Health District Trolley. The
Page 35 of 41
Request for Proposals (RFP) 272271,9
proposed loop has been endorsed by the Miami Partnership, City Commission, and the FDOT which is providg
state funds for the operation and maintenance of the initial route for a 3-year period. The trolley will operate" on a
2-way loop within the Health District area, the second largest employment center in the County, and the ftiate will
extend to the Marlins Stadium via NW 12th Avenue. This trolley will connect to the Civic Center Metferail Station
on NW 12th Avenue and to the Allapattah/Overtown route described below. In addition, the trolley „service will
serve over 14 major facilities and 9 parking garages in the area, including University of Miami Ho„s ital, Jackson
Memorial Hospital, Veterans Administration Hospital, Miami -Dade College, County Courts, State Attorney's
Office, and other judicial, educational, research, and civic institutions in the area, as well as se6ice the Marlins
Stadium as part of its scheduled route. Based on a systemwide modeling analysis complete„*in November 2010, this
route is anticipated to attract over 900 riders daily with a proposed $1.00 fare structure.
Brickell/Biscavne Trolley
This trolley will connect to the Brickell Metrorail/Metromover Station located at SW 1st Avenue where a
connection to the future Coral Way Trolley will be provided. The loop extends fOin SE 26th Road on the south to
the Omni/Margaret Pace Park on the north serving the Brickell, Downtown, an ""'Omni areas and connecting to
numerous Metromover stations along the route. In addition, the trolley will gl'ierate along Flagler Street to serve the
downtown core as well as venues along the route such as the Adrienne Arsht Center for the Performing Arts, the
American Airlines Arena, Bayside Marketplace, Museum Park, and Bay font Park. The City anticipates using the
existing Miami Parking Authority parking lot under the I-95/Rickenba„r"tcer Causeway flyover as a park -and -ride
facility for trolley users. This trolley route was developed in collabr'iation with the DDA, BHA, the Brickell Area
Association (BAA), area stakeholders, MDT, and FDOT. Based on a systemwide modeling analysis completed in
November 2010, this route is anticipated to attract over 1,500 ri,"ers daily with a proposed $1.00 fare structure.
Overtown/Allapattah Trolley
The Allapattah/Overtown Trolley is planned to provide set°vice in the Allapattah and Overtown communities and to
connect to the Health/Stadium District and Brickell/Bisdyne Trolleys. The City, in collaboration with area
stakeholders, is in the process of developing a service, flan for this route with the specific stop locations and hours of
operation. Further, we anticipate seeking a funding Contribution from the FDOT for 50% of the operational and
maintenance costs of the service for a 3-year starC4ip period. In Allapattah, the loop is intended to serve dozens of
retail and commercial establishments along N ''20th Street from NW 17th Avenue to NW 27th Avenue and will
include a stop at the MPA parking garage loodted on NW 21 st Street. In Overtown, the loop is intended to serve the
Folk -Life Village, schools and parks, and 9enunercial establishments via NW 3rd Avenue. In addition, this loop
will connect to the Health/S.tadiumDist"1"t Trolley at. Jackson Memorial Hospital and to the Brickell/Biscayne
Trolley at Omni via NW/NE 14th Street. This connection will facilitate access to jobs and enhanced public transit
between the Allapattah and Overtowt'i communities and major employment centers in the City as well as provide
convenient access to points of intai'est within the communities. Based on a systemwide modeling analysis
completed in November 2010, Os route is anticipated to attract over 1,400 riders daily with a proposed $1.00 fare
stricture.
Coral Way Trolley
The Coral Way-Brickell is planned to operate along Coral Way serving the commercial, retail, and
residential locations a,,l6ng the corridor. The service is proposed to extend from the Brickell Metrorail/Metromover
Station at SW 1st Menne on the east (where a connection to the Brickell/Biscayne Trolley will be provided) to the
City of Coral Gables Trolley that operates along Ponce de Leon Blvd. in the City of Coral Gables. The City, in
collaboration with area stakeholders, is in the process of developing a service plan for this route with the specific
stop locations" and hours of operation; and, furthermore, we intend seeking a funding contribution from the FDOT
for 50% otldie operational and maintenance costs of the service for a 3-year start-up period. Based on a systemwide
modeling"°analysis completed in November 2010, this route is anticipated to attract over 700 riders daily with a
proposed $1.00 fare structure.
Page 36 of 41
Request for Proposals (RFP) 272271,9
Trolley Vehicles
The City has purchased twelve (12) Classic American Trolleys, 32' in length, with a seating capacity of
approximately 30 passengers, to provide trolley service along the Health/Stadium District and BrickellBiat;"ayne
Trolley Routes. This service is anticipated to begin in early 2012. The City is in the process of purchashig 16 — 21
additional Classic American Trolleys, 27' in length, with a seating capacity of approximately 25 passotigers, These
additional trolleys are anticipated to arrive in mid-2012 and will be used to provide service along the Coral Way and
Allapattah/Overtown Trolley routes. All trolley vehicles are being manufactured in compliance with all Federal
Transit Administration (FTA) and Florida Depait lent of Transportation (FDOT) specification; "equirements for
public transit vehicles and in compliance with the City's desired vehicle specifications, attached herein, including
air-conditioned interiors, oak -slat benches, oak wood interiors, brass railings, and electric Wheelchair lifts. The
exterior paint scheme of the trolleys will be the official City colors of orange, green, and "white as depicted in the
attached drawing. All Classic American Trolley vehicles are 134" in height regardles„p"of length.
Trolley Advertising Program and Sales Support
The City desires to maximize revenue potential from the sale of advertising spac"e on the trolleys in order to help
defray the cost of operating the trolley service. As such, advertisement space„ ,will be provided on the exterior (rear
and sides) and interior of the trolleys as depicted in the attached drawings. 7he interior of the trolleys will be
equipped with oak rails near the soffit for advertisements (as depicted in attached drawings); and the exterior
sides of the trolleys will be equipped with aluminum advertisement rac„lt"s as depicted in the attached drawings.
Further, with regards to interior advertising opportunities, the City wiS1res to explore the possibility of using a flat
screen TV mounted on -board the trolley to show advertisements to Passengers. With regards to the exterior
advertising, space will be provided in the rear and sides of the trolleys as depicted in the attached drawings.
Although the City will allow advertisements on the exteriors of' the trolleys, the City's desire is to maintain a clean
and attractive exterior, free of visual clutter which could potentially detract from the image and unique aesthetic
characteristics of the Classic American Trolley. As such„ i"t is the City's preference to not have the trolley exterior,
including windows, wrapped with advertising or any r„Sferial that adheres to the exterior and/or which is not
conducive to daily washing or which the City may cot"isider detrimental to the aesthetic and unique exterior features
of the Classic American Trolley. The trolley advertisement program is further subject to the following
specifications and provisions.
1. RIGHT TO CHANGE TROLLEY ORATION: The City has the right to make changes to the trolley
operation at any time. Such changes can include, but are not limited to, changes to service alignments, stop
locations, hours ofoperations, number of trolleys in service, areas served, fare structure and fare collection system,
and terminating trolley service for convenience.
2. ADVERTISING MATERIAL"` The advertising material should be static, non -glaring, and must conform to
all applicable City, County, State,,, tdnd Federal laws for motorized vehicle operation on public -right-of-way.
Advertising should not cause tothporary or long-term damage or harm to trolley vehicles, trolley riders, city
residents, or other users of the""'transportation system. The City is not liable for any damages or lawsuits arising out
of trolley advertising.
3. RIGHT TO REFUSE UNACCEPTABLE ADVERTISING: The purpose of this advertising program is to
maximize the revenues" of the City's trolley system and not to create a public forum for the public discussion of
political or controversial issues. The City will not accept advertising that directly or indirectly supports or opposes a
particular candidate, political cause or issue or that advocates or opposes a particular religion or religious belief.
Acceptable advertising will be limited to that which proposes, directly or indirectly, a legal, commercial transaction
that, in the sq,l'e discretion of the City, will reflect favorably upon the City's trolley system, its riders and the long
term use (Olds advertising space for the generation of revenues. This advertising may include the promotion of the
City and,,aurrounding areas as destinations for tourists or future development.
The 9ity reserves the right to refuse any advertising that does not conform to the City and to any applicable
Page 37 of 41
Request for Proposals (RFP) 272271,9
requirements of the Federal Transit Administration (FTA), the Florida Department of Transportation (FDOT)fi,, Lind
any other governmental agency with authority to regulate this usage on public right-of-way. The City reset""es the
right to refuse advertising that is not presented to the City at least three (3) business days before the requested start
date. The City may, at its sole discretion, refuse to place and install other advertising that it deems to bp'
inappropriate considering the purpose and intent of this advertising program.
Contractor Responsibilities
1. Successful Proposer is responsible for day-to-day maintenance, installation, removal of advertising and/or
advertising equipment (LCD, etc), and management of the Advertisement Program.
2. City is not responsible for any lost revenue to the Vendor if the trolley system cam? ai remain in operation for
the contract term due to fimding constraints, natural and/or man-made events, or termination for convenience.
Page 38 of 41
Request for Proposals (RFP) 272271,9
4. Submission Requirements
4.1. SUBMISSION REQUIREMENTS
SUBMISSION REQUIREMENTS:
Proposers shall carefully follow the format and instruction outlined below, observing format requirements "where
indicated. Proposals should contain the information itemized below and in the order indicated. This information
should be provided for the Proposer and any sub -consultants to be utilized for the work contemplated ^6y this
Solicitation. Proposals submitted which do not include the following items may be deemed non-r aponsive and may
not be considered for contract award.
ALL RESPONSES WILL BE SUBMITTED IN HARDCOPY FORMAT ONLY TO INCLI3DE ONE ORIGINAL
AND SEVEN (7) COPIES. NO ON-LINE SUBMITTALS WILL BE ACCEPTED.
Proposers shall provide, at a minimum, the following information and documentationpith their Proposals:
1. Cover Page:
The Cover Page shall include the Proposer's name, the Contact Person for the PP';, the Firm's Liaison for the
Contract, the Primary Office Location, the Local Business Address (if applicable), the Business Phone and Fax
Numbers, Email Addresses (if applicable), the Title of the RFP, the RFP Nnthber, and the Federal Employer
Identification Number or Social Security Number.
2. Table of Contents:
The table of contents shall outline, in sequential order, the major s,,o°otions of the Proposal as listed below, including
all other relevant documents requested for submission. All pages ^af the Proposal, including the enclosures, shall be
clearly and consecutively numbered and shall correspond with the table of contents.
3. Executive Summary:
A signed and dated summary of not more than two (2) pages shall be provided containing Proposer's overall
Qualifications and Experience and Technical Qualifications, as contained in the submittal. Proposer shall include the
name of the organization, business phone, contact person and a summary of the work to be performed.
4. Experience and Qualifications:
A. Describe the Proposer's organizational i°5tory and structure; years Proposer and/or firm has been in business
providing a similar service(s), and indicate"whether the City has previously awarded any contracts to the
Proposer/firm. Provide a list of all principals, owners or directors.
B. Outline in detail the experience and qualifications of the Proposer's entity, and the Proposer's management team,
in providing similar projects/prottms as the one proposed in this RFP.
C. Provide a narrative describing the entities that will be involved, a description of the roles they will play (e.g.,
partner, management group,,,,,)"; the contractual relationships within the team, the financial responsibilities and
percentage of ownership (,ie applicable) of each team entity, a description and evidence of the nature of each entity's
commitment to the proo,,e'ct, and a summary of the team's past experience in working together on a similar project. A
description of each of the entities' experience in developing and managing similar projects and roles must be
included, The respondent must also provide a minimum of the most current two consecutive years of financial
statements for tlle" entity(ies) and/or principal(s) that comprise or will comprise the respondent. The City will treat
financial statenients submitted under this procedure as either business data or RFP data pursuant to Florida Statutes.
However, the City assumes no liability should this data be ruled public data by a court of competent jurisdiction.
D. ProyMe an organizational chart of Proposer's management team to be used on this project/program, and their
qualifkations. A resume of each individual, including education, experience, and any other pertinent information,
Page 39 of 41
Request for Proposals (RFP) 272271,9
shall be included for each team member to be assigned to this project/program. Include any and all licenses and
certifications held.
E. Describe any current or pending litigation or proceeding involving Proposer, its partners, managers, other key
staff members, and its professional activities or performance, if applicable. State the nature of the litigation, a brief
description of each case, the outcome or projected outcome, and the monetary amounts involved.
F. Should Proposer plan to utilize a Sub-Contractor(s), provide detailed information regarding qualifications and
experience, and the work to be performed related to the Scope of Services for each proposed Sub-Contractp'r(s).
5) Past Performance in Implementing Similar Advertising
A. Provide a complete list of clients for which Proposer has provided a similar service(s) as required in this RFP.
This list should detail Proposer's experience, and include those services that have beenperformed, during at least the
past five (5) years, as applicable. Include the name, address, phone number(s) and contact persons within each
organization. The City reserves the right to contact references as part of the evaluation proces9.
B. Provide a minimum of two (2) references on letterhead from former clients for the provision of similar services
within the past five (5) years. Include name of reference, contact name, period of time, and overall work performed.
Sufficient documentation must be provided to determine level of experience. Referetades are subject to verification
by the City as part of the evaluation process.
C. Provide a description of the Proposer's overall Approach and Methodology °to be utilized during this
engagement, per each element of work depicted in the Scope of Services.
D. Provide a marketing plan for the City. The proposer must submit infgrination which describes its approach to a
successful venue. The proposer should describe its marketing and pror udtional concepts and also provide a plan
which will maximize revenue to the City.
6) Operating Plan
,10
A. Provide an Operating Plan. Proposer shall describe the operating policies and procedures to be employed by the
proposers. Describe any proposed initiatives which would improve the revenue to the City.
7) Revenue to the City
A. Proposer must include a Compensation/Revenue ptoposal as part of the Proposal. Proposal shall contain detailed
information justifying its proposed cost(s), including° reimbursable expenses and revenue to the City. Failure to
submit a Compensation Proposal shall deem your°"_Proposal non -responsive.
Proposer shall provide any other information or documentation with Proposal, as needed.
Page 40 of 41
Request for Proposals (RFP) 272271,9
5. Evaluation Criteria
5.1. EVALUATION CRITERIA
Proposals shall be evaluated based upon the following criteria and weight:
CRITERIA WEIGHT ^"
Proposer's experience and qualifications in providing advertising programs 35 Points
Proposed revenue to the City 4f0""Points
Strength and sustainability of operating plan 25 Points
Total: 100 points
Page 41 of 41
Exhibit B
"Response to RFP No. 272271,9"
Certification Statement
Please quote on this form, if applicable, net prices for the item(s) listed. Return signed original and
retain a copy for your files. Prices should include all costs, including transportation to destination. The,,/
City reserves the right to accept or reject all or any part of this submission. Prices should be firm for
minimum of 180 days following the time set for closing of the submissions.
In the event of errors in extension of totals, the unit prices shall govern in determining the,quoted •
prices.
•
We (I) certify that we have read your solicitation, completed the necessary documents, and propose to
furnish and deliver, F.O.B. DESTINATION, the items or services specified herein..
The undersigned hereby certifies that neither the contractual party nor any of its "'principal owners or •
personnel have been convicted of any of the violations, or debarred or suspended as set in section
18-107 or Ordinance No. 12271.
All exceptions to this submission have been documented in the section below (refer to paragraph and
section).
EXCEPTIONS:
Plea -se refer to Fue-1' s -xeep-t-- ms (ine-J uded—i n—re-a-r
pocket of submission folder).
We (I) certify that any and all information contained i his submission is true; and we (I) further certify
that this submission is made without prior unitrstanding, agreement, or connection with any
corporation, firm, or person submitting a submission for the same materials, supplies, equipment, or
service, and is in all respects fair and without collusion or fraud. We (I) agree to abide by all terms and
conditions of this solicitation and certify that I' am authorized to sign this submission for the submitter.
Please print the following and sign your na '6:
SUPPLIER NAME: Fuel Mi'tini LLC
ADDRESS: 443 Park AVenue South, 9FL , New York, NY 10016
PHONE: 212-967-7 33
212-967-7337 ext. 204
FAX:
EMAIL: j laval,lee@fuelout door . com BEEPER:
SIGNED By
""' T. Lavellee
""° Chief Financial Officer �•_ February 9th,
TITLE ATE:
" FAILURE TO COMPLETE, SIGN, AND RETURN THIS FORM SHALL DISQUALIFY THIS BID,
Page 2 of 36
Certifications
Legal Name of Firm:
Fuel Miami, LLC
Entity Type: Partnership, Sole Proprietorship,'Corporation, etc.
Limited Liability Company
Year Established:
2006
Office Location: City of Miami, Miami -Dade County, or Other
2610 N Miami Ave..Miami, FL 33127
Occupational License Number (a copy must be provided with your propbsa1 subnussion):
391327-00656505
Occupational License Issuing Agency:
City of Miami Administrative Office
Occupational License Expiration Date:
September.30, 2012
Respondent certifies that (s) he has read and understood the provisions of City of Miami Ordinance No.
10032 (Section 18-105 of the City Code) potaining to the implementation of a "First Source Hiring
Agreement"- (Yes. or.No)
Yes... ....
Do you expect to create new positions in your company in the event your company was awarded a
Contract by the City? (Yes or No)
No
In the event your answer to question above is yes, how many new positions would you create to
perform this work? ^"
No
Please list the title, rate of pay, summary of duties, number of positions, and expected length or duration
of all new` positions which might be created as a result of this award of a Contract.
No
)dill Subcontractor(s) be used? (Yes or No)
Page 3 of 36
Line: 1
Description: Disregard this line item. Please refer to the Submission Requirements, Section 7)
Revenue to the City
Category: 95300-00
Unit of Measure: Dollar
Unit Price: $
Number of Units: 1 Total: $
Page 4 of 36
I 1 I 1 1 I { I
A Proposal Submitted by Fuel Miami LLC to:
411
411
411
411
411
411
411
411
411
In Response to the City of Miami Purchasing Department
Request for Proposals No. 272271,9 For:
Advertisement Programs
Federal EmployerI
Contact for RFP:
Jonathan T. Lavallee
212-967-7333 ext. 204
Fax: 212-967-7337
Fuel Miami LLC
443 Park Avenue South
9th Floor
New York, NY 10016
entification Number: 20-5053402
Firm Liaison for RFP:
Pablo Cremaschi
305-400-7355 ext. 101
Fax: 305-400-9991
Fuel Miami LLC
2610 N Miami Avenue
Miami, Florida 33127
2610 N. Miami Avenue, Miami, FL 33127 » 866,685.3835 » fueloutdooccom
i i I I I 1 I I I 1 I I 1 1
February 15, 2012
City of Miami - City Clerk
3500 Pan American Drive
Miami, FL 33133
RE: Proposal in Response to Request for Proposal No. 272271,9
Fuel Miami LLC ("Fuel") is pleased to submit this Proposal (one original „Plus seven copies) to
provide Advertisement Programs to the City of Miami. This proposal,,i"h valid for at least one
hundred twenty (120) consecutive calendar days after the proposal submission deadline.
During the primary term of two (2) years and subsequent fX it (4) additional one (1) year
extension -periods —the immedta-to-rrd-future-objectives of-crui revenue -en hatncemont-irritiative
partnership would be as follows:
• Optimize the advertising space to produce maxi'Mum revenue generation
• Develop a City Code compliant proge'am absent the appearance of over
commercialization
• Provide regular suggestions of additional revenue initiatives meeting aesthetic
expectations
As the major national out -of -home adv„e"Ftising company in the Miami market, following award
of the contract Fuel's key managemgr'i"t and operations personnel will be immediately available
to meet with the City of Miargi°"" (the "City") project representatives to discuss contract
implementation considerations which will work to optimize revenues to the City.
The undersigned is a co,rSorate official authorized to provide the City with additional
information useful to evaluating Fuel's proposal, bind Fuel to the commitments made in this
proposal, negotiate on „Fuel's behalf the terms and conditions of any contract (including terms of
compensation) offerad as a result of this proposal, and to serve as fuel's signatory to any
resulting contract.,, ^"
Cordially,
'ehan T. Lavallee
ief Financial Officer
.-0
» 2610 N. Miami Avenue, Miami, FL 33127 » 866.685.3835 » fueloutdoorcom
1 1 I I 1 l { 1 I 1 1 1 1 I I
PROPOSAL FOR ADVERTISEMENT PROGRAMS
RESPONSE To CITY OF MIAMI RFP No. 272271,9
Table of Contents
Transmittal Letter iiiSide Right Cover
Table of Contents , ^^ i
Acknowledgements and Affirmations ii
Section 3 — Executive Summary ,,'^^" 1
Section 4 — Experience and Qualifications ,W°°" 3
Section 5 — Past Performance in Implementing Similar Advertis„ ig ... 13
Section 6 —Operating Plan 24
Section 7 — Revenue to the City ^" 25
Fuel's List of Exceptions to RFP and Sample Contract.m °"" 26
Front Pock,,>4°' Contents
Real Estate Dev �lbpment ("RED") Book
Transmittal Let;�dr Signatory Business Card
," Re„r Pocket Contents
AFknowledgement of Addenda
Certification Statement
Letters of Recommendation (4).
Duel City of Miami Occupational License
Letkrs of Financial Standing (PwC, Capital One Bank)
Endorsement Letter from NFP Insurance
Evidence of Insurance Certificate
Fuel Mergers/Acquisitions Timeline
PROPOSAL FOR ADVERTISEMENT PROGRAMS
RESPONSE TO CITY OF MIAMI RFP No. 272271,9
Acknowledgments & Affirmations
Fuel is not involved in an ongoing bankruptcy as a debtor, or in a reorganization, liquidation, or
dissolution proceeding, nor has a trustee or receiver been appointed over all or a substantial""
portion of Fuel's assets under federal bankruptcy law or state insolvency law. Fuel is,, not
knowingly in arrears for any taxes, fees, penalties, or payments that may be due the City.„/
Fuel acknowledges that Cone of Silence provisions (in addition to other ordinances/resolutions)
are applicable to the Request for Proposals process. Fuel affirms that all comri dnication with
City staff was restricted to the designated contact person (Senior Procuremerlt°"Specialist with a
copy to the City Clerk) in written form as proscribed in the solicitation docuY`nent. Further, Fuel
acknowledges that one penalty for violating Cone of Silence proviOns is rendering this
Proposal or subsequent award null and void.
Fuel affirms that it can procure the types of insurance in the amq„Li''nts and types required by the
City (including any performance surety) and acknowledges that failure to provide proof of and
maintain the required Certificate(s) of Insurance constitute material breach which may result
in contract termination.
Fuel acknowledges that the contract awarded purs„u"'ant to the Request for Proposals is subject
to the City's Equal Benefits Ordinance.
Fuel acknowledges that this Proposal was p,,ropared at no cost to the City and that the Proposal
becomes City property to be used as it 06ems appropriate. Further, where ever possible, Fuel
used high percentage recyclable content materials in the preparation of this Proposal.
Fuel Miami LLC is a wholly -owned" operating unit of Fuel Outdoor Holdings LLC and is the legal
entity that will enter into any cO°"ntract with the City of Miami.
ii
PROPOSAL FOR ADVERTISEMENT PROGRAMS
RESPONSETOCrrYOF MIAMI RFP No. 272271,9
Acknowledgments & Affirmations (continued)
Should the City request additional information necessary for evaluation of this Proposal, it will
be provided expeditiously. Fuel acknowledges that the information contained in this Proposal is
subject to the Sunshine Law and therefore contains no information considered proprietary.
Fuel has made the necessary investigations and examinations to ascertain all conditions, en
requirements affecting the full performance of the contract to be awarded.
Fuel affirms that no corporate officer, director, agent, or immediate family member' is a current
or past employee of the City of Miami. Additionally, a current or past City employee is not an
indirect or direct owner of any financial interest in Fuel or its affiliates.
1 1 I 1 1 I 1 1 1 1 l 1 I
PROPOSAL FOR ADVERTISEMENT PROGRAMS
RESPONSE TO CITY OF MIAMI RFP No. 272271,9
Section 3 — Executive Summary
3.1 Proposer and Key Personnel Experience and Qualifications
Fuel Outdoor was founded in 2003 and has continuously offered rzail service to
out -of -home advertisers in major metropolitan areas, including Warn', New York,
Los Angeles, Chicago, Dallas, Philadelphia, . San Franci„sCo, Boston, and
Washington, D.C.
Our business relationships with the City of Miami the back to 2001 through
Sarmiento Advertising Group LLC which Fuel acquired in 2006. In 2007, Fuel was
awarded the Street Furniture Agreement vvit(i the City o 1am1, w 1c
encompasses 600 bus shelters, 1,500 bus bet ches, and 600 waste receptacles
installed on the right of ways throughout,t"(e City of Miami. Additionally, Fuel
was awarded IFB #245233 which allows,, °Fuel to place Wall Murals on the Miami
Riverside Center, the City of Miami's Qf`fice building.
3.1(A) Overall Experience
Fuel Outdoor has grown irl,to a nationally recognized out -of -home ('OOH') media
concern by providing Oublic and private sector landlords (our real estate
partners) with an alternative revenue stream through creative placement and
utilization of high- isibility advertising faces. Fuel's drive to be the best in the
OOH advertisin°°""ndustry led to the purchase of Sarmiento Advertising Group,
LLC, and its bug benches with advertising panels throughout the City of Miami in
September °2006. Fuel continued to build its presence with the City of Miami in
2007 wl n awarded the agreement to provide 600 new bus passenger shelters
and attendant trash receptacles.
PROPOSAL FOR ADVERTISEMENT PROGRAMS
RESPONSE TO CITY OF MIAMI RFP NO. 272271,9
Section 3 — Executive Summary (Continued)
Fuel also currently owns or controls through exclusive sales relations sixty (60%),,
of the Wall Mural Permits issued by the City of Miami. With this strong inventory
of bus shelters, wall murals, and bus bench advertising panels, Fuel is clearly the
OOH vendor of choice in the Miami market.
Attached to this Proposal (front pocket) is Fuel's Real Estate Development ('RED')
Book which provides a comprehensive snapshot of our product °°lines depicted at
various locations in markets we serve; most notably, Miami, Other information
contained in our RED Book that is germane to evaluation of this Proposal is a
listing of many of our real estate partners (both pub,jik and private sector) and
national advertisers. We also suggest visiting wwuyfueloutdoor.com for a more
interactive experience of Fuel's display of mediums in the markets we serve.
The opportunity presented by the Request for Proposals would allow the City to
share in Fuel's successful presence in the Miami market.
3.1(B) Contact Information
Jonathan T. Lavallee
Chief Financial Officer
Fuel Outdoor LLC
443 Park Avenue South, 9th Floor
New York, NY 1001
212-967-7333 ext."'"204
Signed:
Dated: 2' 111 ` Z U I 7,—
2
1 1 1 1 i i 1 1 1 I I I i I I
PROPOSAL FOR ADVERTISEMENT PROGRAMS
RESPONSE TO CITY OF MIAMI RFP No. 272271,9
Section 4(A) — Experience and Qualifications
Please refer to the timeline of proposer's organization history and t"'ructure
which can be found in the rear pocket of the submission folder. Ft di Outdoor
was founded in 2003 (we have been in business for nine (9) y °6rs) and has
continuously offered full service to out -of -home advertisers, ja'""ndowners, and
municipal entities in major metropolitan areas, including Mip°i'ni, New York, Los
Angeles, Chicago, Dallas, Philadelphia, San Francisco, Bosdn, and Washington,
D.C. In 2005, Fuel was acquired by Och-Ziff Capital Mari°agement (NYSE: OZM),
and is now a portfolio company of Och-Ziff Capital Ma,r^i"agement. Fuel Miami LLC
is-a-whofiy wheel-aper-ati-ng-ttntt-of-Faefeu-tcioor-H - ngs-L-LC an-d-is-the Eegaf entity
that will enter into any contract with the City of Miarrii°:"
3
PROPOSAL FOR ADVERTISEMENT PROGRAMS
RESPONSE TO CITY OF MIAMI RFP No. 272271,9
Section 4(B) — Experience and Qualifications
Key
Personnel
Out -of -Home Industry
Experience (Years) / Started
with Fuel (Year)
Project Role
Michael A Freedman,
CEO
22 /
2005
Contract Compliance and
Administration
Marc Miller, COO,
President
15 /
2006
National Sales Oversight and
Revenue Optimization
Jonathan T. Lavallee,
Chief Financial Officer
6 /
2006
m,,
Financial Oversight and Payment
Processing
James Taggart, Sr. VP of
Operations
43 /
2006
Manage Operations and Ensure City
Code Compliance
Pablo Cremaschi,
General Manager (Fuel
Miami)
16 /
2006
Day to Day Oversight of Fuel's
relationship with the City of Miami,
as well as Sales, Media
Insertion/Removal, Physical
Maintenance if Necessary
Marcelo Touceda,
Special Project Director
(Fuel Miami)
12 /
2007
Manage Advertising through
Coordination with City for Aesthetic
Compliance
Please refer tp°°'8ection 5(A) of this proposal for an extensive description of Fuel's
experience in providing similar projects/programs as the one proposed in this
4
PROPOSAL FOR ADVERTISEMENT PROGRAMS
RESPONSE TO CITY OF MIAMI RFP No. 272271,9
Section 4(C) — Experience and Qualifications
Fuel will be the only entity involved in this procurement, and will provide turn key
management of the program. Any revenue share offer is only as strong as the
financial health of the Proposer. Fuel, a portfolio company of och-Ziff Capital
i
Management (NYSE: OZM, a global asset management firm with over $29 bllion
of capital under management), will provide the financial security necessary to
provide for prompt payment of our monthly commitments and promotion of the
program developed in partnership with the City. Please refer to Section 5(A) of
this proposal for a full description of Fuel's past exppNence in working on similar
projects.
EXCEPTION: The RFP requires a minimum of,,tl e "most current two consecutive
years of financial statements for the entity(i°s) and/or principal(s) that comprise
or will comprise the respondent. Th„O City will treat financial statements
submitted under this procedure as eit°er business data or RFP data pursuant to
Florida Statutes. However, the City p°sumes no liability should this data be ruled
public data by a court of compe„1 nt jurisdiction." The RFP indicates that no
guarantee can be made that pr,„O'prietary financial information made part of this
proposal would be shielded "'from public exposure. Fuel considers financial
statements proprietary and hot for public perusal.
We do, however, recq 'size the need to provide the city with documents from
which to assess oo financial ability to meet our commitments under this
agreement.
To this end/Fuel has provided letters of reference from leading financial
institutions/ Further, our insurance carrier has provided a letter confirming our
ability to, ^^➢'°mmediately put forth the required coverage as an additional attribute
of fin i cial fitness. These letters can be found in the rear pocket of the
submission folder.
'he City is also encouraged to confirm our prompt payment history and
/ compliance with contract terms and conditions with the various departments of
the City of Miami that we currently work with on payment matters for Wall
Murals. We believe this information carries much more weight for proposal
5
1
PROPOSAL FOR ADVERTISEMENT PROGRAMS
RESPONSE To CITY OF MIAMI RFP No. 272271,9
Section 4(C) — Experience and Qualifications (Continued)
evaluators in assessing Fuel's future performance than a rearward lookin
financial statement alone.
These letters can be found in the rear pocket of the submission folder.
6
I 1 i I i I I I 1 1 1 I I I 1
PROPOSAL FOR ADVERTISEMENT PROGRAMS
RESPONSE TO CITY OF MIAMI RFP No. 272271,9
Section 4(D) — Experience and Qualifications
Team Organization Chart
Fuel's key personnel assigned to this program will have offices in the City of
Miami and New York City. Our Miami organization chart follows°°"
General Manager- Pablo Cremaschi
Account Executives
Antonia Herrera & Stephanie z
Special Project Director- Marcelo Touoeda
Supervisor- Iran Prado
Operations- Crew
7
i i i i I i I 1 I I I I I I l
PROPOSAL FOR ADVERTISEMENT PROGRAMS
RESPONSE TO CITY OF MIAMI RFP No. 272271,9
Section 4(D) — Experience and Qualifications (Continued)
Since Fuel and its predecessor company in the Miami market haye been
successfully operating and maintaining the street furniture franchises,i°h the City
of Miami since 2001, Fuel brings a fully qualified team ready tq, °°""immediately
proceed with project implementation.
Key personnel located at our Miami Office will be Messrs. p°6blo Cremaschi and
Marcelo Touceda (bios follow). Fuel has designated Mr„r °'tremaschi, our Miami
Office General Manager, as Project Manager (`PM'). These gentlemen will be the
most visabl-e members-af-ou-r-key-perso_nnel-r-o-ster46-Coumy offic.ial-s-and-have-
the highest direct accessibility. Mr. Touceda will" assist the PM with technical
issues primarily during start-up but will remain,available throughout the contract
term to fulfill the PM role, if necessary. Messrs. Cremaschi and Touceda have
worked in the Miami outdoor advertising industry since 2002 and 2000,
respectively. Their combined experience truly represents the level of expertise
and unique working knowledge of, local procedures necessary for a smooth
program start up and effective day day contract administration.
Pablo Cremaschi, General Map"tiger: Prior to joining Fuel in 2006, Mr.
Cremaschi was employed bySarmiento Advertising Group in 1995 as part of the
operations team in Argentina. He became involved in all areas of the business,
which helped him develop an understanding of how the company cab best work
together as a whole. In 1997, he was promoted to CEO at the company's
headquarters in Mendoza. He transferred to Miami in 2002 to spearhead
Sarmiento's entry into the U.S. market. Pablo studied Administration at
Argentina's rational University of Economic Sciences in 1993. Prior to working at
Sarmientc ""he spent two years in the finance and health care industries.
Marcplo Touceda (Special Project Director): Prior to employment with Fuel,
Malielo joined Sarmiento Advertising Group in 1999 as part of the Operations
17"eam in Argentina. He led Latin America company operations. From 2000, he
"" focused on the South Florida market where he lead the fulfillment of contracts to
design, build, and install bus benches / shelters, wall murals, and bulletins.
Marcelo joined Fuel in 2007 to be the Project Manager of Fuel's contract with the
City of Miami to design, install, and build 600 bus shelters and trash receptacles.
8
I I a
I I I 1 I I I t I
PROPOSAL FOR ADVERTISEMENT PROGRAMS
RESPONSE To CITY OF MIAMI RFP No. 272271,9
Section 4(D) — Experience and Qualifications (Continued)
Marcelo is also part of the team responsible for maintain Fu&'s wall n trals and
bulletins in Miami. Marcelo obtained a Master of Science in E'ngineering
Management from Florida International University in 2008 and°°°a Master in
Mechanical Engineering at Argentina's National University of Telnology in 1997.
Prior to working at Sarmiento, he spent 5 years in the autompbile industry and 7
years in the construction industry.
Fuel's Miami office will be supported in this effort by „a°°wvell-respected seasoned
team of out -of -home advertising industry executives also serving as key
personnel. This New York City support group (1 el's corporate headquarters)
possesses a combined total of over one hup°' red (100) years of advertising
industry experience. Their bios (which also apear in our RED book) follow:
Michael A. Freedman, CEO: Mr. Frdman has been Chief Executive Officer
of Fuel since December 2005 and is art°°""original founder of Pacific Media. He led
the management team that grew P'°acific Media into the largest out -of -home
media company in Japan, building„ pacific Media from infancy into a company that
controlled a 15% market sharp/in the highly fragmented Japanese market. In
199&, Mike was instrumental^°in selling control of Pacific Media K.K. to Catalina
Marketing Corporation (N'�E: POS)inexchange for cash and Catalina's business
in Japan. From 1996 °°°through July 2003, Mike had overall management
responsibility for botl °iacific Media K.K. and Catalina Marketing Japan K.K., both
of which grew over, °that period to become the major players in their respective
industry segments""° in Japan. Mr. Freedman is a cum laude graduate of Harvard
College with an Bin East Asian Studies.
Marc Mllle,r° COO/President: Prior to coming to Fuel, Mr. Miller served as
Senior Vi�e President of Alloy Out -of -Home, a division of Alloy, Inc. (NASDAQ:
ALOY) °"'one of the country's largest providers of non-traditional targeted media
and, promotional marketing programs. With large-scale networks, unique and
elusive media, and offices located in major markets across the country, Alloy is
one of the world's top 25 ad organizations and services over 1,500 companies
including half of the Fortune 200 and ranks fifth on the Advertising Age list of Top
100 Marketing Services Agencies.
9
I I I t I I 1 I
PROPOSAL FOR ADVERTISEMENT PROGRAMS
RESPONSE To CITY OF MIAMI RFP No. 272271,9
Section 4(D) — Experience and Qualifications (Continued)
As part of his responsibilities at Alloy, Mr. Miller managed over 100,000
advertising displays in primary and secondary schools, colleges, and universities,
bars, nightclubs, and movie theatres. In June 1996, Marc fou,nded lnSite
Advertising, Inc. Within 7 years, Mr. Miller built InSite to over $25 million in
revenue with coverage in 80 cities throughout the United States., °°"
He sold his company to Alloy in March 2004 and was respor'gble for what is now
the largest alternative out -of -home media company in"" the U.S. Mr. Miller
received his Bachelor of Arts degree in Organization Studies at the University of
Michigan.
00,11111111111111111
Jonathan T. Lavallee, Chief Financial Officer: A3""efore coming on board as Fuel's
CFO in 2006, Mr. Lavallee was a partner at M„r°'rgenstern & Associates
P.A., a regional public accounting and bui°Vess consulting firm based out of the
Philadelphia area.
While at Morgenstern, he assisted 'wide variety of both private and public firms
in business valuation, consulti,pi and tax matters, also serving Fuel as a
consultant to senior managennt on acquisition and diligence matters. A State
of New Jersey licensed Cer,ti"fied Public Accountant, Mr. Lavallee, has extensive
experience .in. tax and bOness consulting and also holds an AICPA Accredited
Business Valuation ("Ap(") designation.
James Taggart, Se►i'°or VP of Operations: Mr. Taggart's 43 year urban
advertising baground began as a bill poster. Prior to joining Fuel, Mr. Taggart
held the poi°tion of Senior Executive Vice President of Gannett Outdoor,
overseeing4he installation and operation of bus shelters in New York,
Philadelphia, San Francisco, and Los Angeles, in addition to the New York City
subwaifranchises for Gannett Outdoor New York.
10
I 1 1 1 1 1 1 I I
PROPOSAL FOR ADVERTISEMENT PROGRAMS
RESPONSE TO CITY OF MIAMI RFP No. 272271,9
Section 4(E) — Experience and Qualifications
Fuel is from time to time involved in litigation during the ordinary course of
business, including, without limitation, matters involving site leaser, advertising
contracts, and routine administrative and judicial proceedings°°""regarding sign
permits. Fuel is not a party to any lawsuit or proceeding which, in the opinion of
management or its auditors, is likely to have a material adverSe effect on Fuel.
PROPOSAL FOR ADVERTISEMENT PROGRAMS
RESPONSE TO CITY OF MIAMI RFP No. 272271,9
Section 4(F) — Experience and Qualifications
Fuel does not plan to utilize any subcontractors for the work contained in this
RFP.
{ t t I t 1 I I I 1 1 1
PROPOSAL FOR ADVERTISEMENT PROGRAMS
RESPONSE TO CITY OF MIAMI RFP No. 272271,9
Section 5(A) — Past Performance in Implementing Similar
Advertising
Fuel offers out -of -home advertising services to both municipal entities and
private sector property owners. This service is leveraged through aWide range of
options for national and local advertisers including wall murals', spectaculars,
bulletins, Metro Lights panels and bus shelters in major metropolitan areas
(including the City of Miami) across the United States.
While our business is predominantly with private property owners, Fuel's current
public sector customer list includes the City of ,Miami, Miami -Dade County,
Philadelphia Parking Authority, and the United States Postal Service. We have
provided summaries for a number of our largest private sector contracts as well.
These summaries follow.
13
r r r I 1 I 1 ! 1 I 1 ! I 1 I
PROPOSAL FOR ADVERTISEMENT PROGRAMS
RESPONSE TO CITY OF MIAMI RFP No. 272271,9
Section 5(A) — Past Performance in Implementing Similer
Advertising (Continued)
Contact Summary
City of Miami
Contact Person, Title,
Phone Number
Nzeribe "Zerry" Ihekwabaj°""Director
City of Miami, Public Works
444 S.W. 2"d Avenue
Miami, Florida 33130
(305) 416-1200
Contract Number
And/or Title
Design, Installation, &,Maintenance Services for Bus Bench,
Bus Sheltero,^and Trash Receptacle Program
Total Revenue Value
Company Confidential.
Contract Term/
Option Periods
20 Year Ter
T m
m
Contractor Status
Prime
Description of Work
id
2-sided backlit panels for shelters and free standing 2-sided backlit
(panels attached to benches. 600 Bus Stop Shelters, Waste
Receptacles, and 1,500 Bus Stop Benches
Project Mileston0
Completed removal of all old shelters and panels and upgraded
backlit panels. Installed 500 non -advertising shelters and 100
advertising shelters well within the specified time frame. Over the
three years shelter installation period Fuel has invested a substantial
sum to purchase and install all 600 shelters.
Reference Letter
Please see section 5(B).
14
PROPOSAL FOR ADVERTISEMENT PROGRAMS
RESPONSE TO CITY OF MIAMI RFP No. 272271,9
Section 5(A) — Past Performance in Implementing Similr o
Advertising (Continued)
111,11,11
Contact Summary
Philadelphia (PA) Parking "uthority
Contact Person, Title,
Phone Number
Rocco Mor„p tto
Director of Off -Street Operations
Philadelphia Rlirking Authority
3101 Market Street
hila hia—PA-1-9-104
P c14I p
(215) 683-9684
Contract Number
And/or Title
Exclusive contract*ering all parking garage interiors (25 garages) and
surface lots (19 lots).
Total Revenue Value
Company Confidential.
Contract Term/
Option Periods
When considering acquisitions, our relationship with PPA dates back to
1990. Multiple option periods.
Contractor Status
Prime. No subcontractors utilized.
Description of „Work
Currently hardware (Metro Lights panels) is in parking garages only.
Surface parking privileges have not been exercised.
Projp'tt Milestones
Over the past five (5) years removed all old panels and upgraded to
backlit panels. Fuel currently has 44 panels, an increase of 29 from five
years ago.
Reference Letter
Please see section 5(B).
15
PROPOSAL FOR ADVERTISEMENT PROGRAMS
RESPONSE TO CITY OF MIAMI RFP No. 272271,9
Section 5(A) — Past Performance in Implementing Similar
Advertising (Continued)
Contact Summary
Miami -Dade County
Name of Country
Department
Administering
General Services Administration Facilitie„p^""Management.
Qescr 1ption of WorkTo
install, sell and maintain one mural dutdoor advertising sign on the
County -owned Central Support Facility (200 NW 1 Street)
Total Value of the
Contract
Comparl'y Confidential.
Contract Term/
Option Periods
Five Years.
County Contact
(Name/Phone)
Dennys E. Gonzalez
Assistant to Division Director
(305) 375-3910
Contractor Status
Prime. Utilize subcontractor for structure erection/ electrification.
Project ResultS
Because the building is considered of strategic importance by the
County due to vulnerability to terrorist attack, special clearance and
background checks were required for Fuel and subcontractor personnel.
A special "after Hours" schedule was established to not interfere with
normal activities conducted in the building. As the site is in a highly
corrosive environment due to the presence of a cooling tower, all the
installations done at the building had special treatment. Our lighting
contributes to the security of the building.
„Reference Letter
Please see section 5(B).
16
PROPOSAL FOR ADVERTISEMENT PROGRAMS
RESPONSE TO CITY OF MIAMI RFP No. 272271,9
Section 5(A) — Past Performance in Implementing"'Similar
Advertising (Continued)
Contact Summary
InterP,ark
Contact Person, Title,
Phone Number
Bt'i6n DeBock
Market Officer
270 Atlantic Avenue
Boston, MA 02110
(617)-367=3847
Contract Number
And/or Title
Two contracts.
Total Revenue Value
Company Confidential
Contract Term/
Option Periods
Company Confidential
Contractor Staff'"s
Prime. No subcontractors utilized.
Descriptiopof Work
Install and maintain backlit signage.
pi'Oject Milestones
Original installation, ongoing maintenance, and signage upgrade
creating an inviting appearance to parking garage customers.
Reference Letter
Please see section 5(B).
17
PROPOSAL FOR ADVERTISEMENT PROGRAMS
RESPONSE TO CITY OF MIAMI RFP No. 272271,9
Section 5(A) Past Performance in Implementing Similar
Advertising (Continued)
Contact Summary
United States Postal Service
Contact Person, Title,
Phone Number
James Manfredi, Ex+,Outive Vice President
All )4sion LLC
420 Lexingtoh Avenue, Suite 1928
NO York, NY 10170
'
(212) 661-7500
Contract Number and/or
Title
Six contracts ( four locations in New York and two locations in Miami and
Miami Beach)
Total Value of the
Contract
Company Confidential.
Contract Term/
Option Periods
Twenty year primary term.
Contractor Status
Prime. (use of subcontractors for structure erection).
Description of vy8rk
One (or more single or double faced) static (no digital) billboards at
each location.
Projep^ Milestones
Expedited permitting. Model for additional locations nationwide.
18
PROPOSAL FOR ADVERTISEMENT PROGRAMS
RESPONSE TO CITY OF MIAMI RFP No. 272271,9
Section 5(A) — Past Performance in Implementing S„i�hilar
Advertising (Continued)
Contact Summary
Central Parking
Contact Person, Title,
Phone Number
Will Rhodin,,(h12-321-7511)
Regionl°""13usiness Analyst
Cerl,tYal Parking System
8"60 West 31st Street
New York, NY 10001
Contract Number
And/or Title
Natiorpiide exclusive rights for all parking garages and lots.
Total Revenue Value
Company Confidential
Contract Term/
Option Periods
Company Confidential
Contractor Statl"
Prime. No subcontractors utilized.
Description "Of Work
Multi -level parking structures (99) and surface Tots (32). 4' x 6'
backlit panels (131) nationwide.
PI°"oject Milestones
Central was Fuel's first parking facility operator. We have grown
with them as they have developed new facilities.
PROPOSAL FOR ADVERTISEMENT PROGRAMS
RESPONSE TO CITY OF MIAMI RFP No. 272271,9
Section 5(B) — Past Performance in Implementing S
Advertising
Please see reference letters which can be found in the r„�e'ar pocket of the
submission folder, as well. as contract summaries contained °in Section 5(A). The
Request for Proposal enjoins respondents to provide at least two (2) references.
With this Proposal, Fuel provides four (4) references (th„r°ee public sector, and one
private sector). Each reference was selected due t6 the similarity of services
provided to those required by the City. Each refrence has also addressed the
reference letter to Ms. Suarez to demonstrate „their permission for the City of
Miami to contact them to confirm our past peOrmance record.
20
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PROPOSAL FOR ADVERTISEMENT PROGRAMS
RESPONSE TO CITY OF MIAMI RFP No, 272271,9
Section 5(C) — Past Performance in Implementing Similar
Advertising
Advertising
Fuel understands that the City of Miami wishes to secure services for a number of
advertising categories. Fuel is not involved in any projecfi or contractual
commitments that would limit our ability to immediate,' direct corporate
resources towards accomplishing the Scope of Services. Fu°'W is very interested in
the opportunities set forth in this RFP, and can seamlssly and expeditiously
integrate the advertising opportunities set forth into off`° media buys coordinated
with -oar local -arid national -sates officesFuel's prowl to address each -of the
opportunities set forth in this RFP is as follows:
Advertising Category
- Fuel's Participation Level
Trolley Advertising
Contained in Bid
Digital/Display Elevator Advertising
(elevators in City Buildings)
No Proposal
Other Advertising Opportunities
No Proposal
Naming Rights to City Parks „
No Proposal
Parking Stripes Advertisir}g
No Proposal
71111111111,
Our sales experienc '°1 is not only proven by the significant returns we continue to
deliver to our currant real estate partners, but also by our capabilities to operate
on a nationwi0 basis. We currently run sales teams in nine (9) major cities
across the Upi'ted States where we balance local and national clients alike. The
City of Mia,1 i Advertising programs will be supported by a solid management,
sales, an°""'���operational team. Fuel will bring the strength of this talent base to
expedit„ibusly roll out a media plan sensitive to the special attributes of the
Progra'°��m. We believe our long term track record of bringing advertising solutions
to k�°bth our advertising clients and real estate partners, coupled with our
21
PROPOSAL FOR ADVERTISEMENT PROGRAMS
RESPONSE TO CITY OF MIAMI RFP No. 272271,9
Section 5(C) — Past Performance in Implementing S„i1ilar
Advertising (Continued)
knowledge of the local market and our strong national, "'platform uniquely
positions Fuel to maximize revenue for the program.
Fuel has a principal philosophy that successful advert�,'ng sales are based upon
selling audiences rather than selling assets. This"'sables us to compete and
stand out in the world of our competing medics. TI°i"e audiences that will view the
dvertising—contained—in kris i�FIzwFEI—afiow—u°""'to—del+verso—aur—advertisers—a
highly targeted match. As the major out -of-! me media operator in the Miami
market, Fuel has extensive experience selli„p°g both national and local advertising
in this difficult environment.
With over 4,000 advertising signs,,°°'across nine {9) markets, Fuel has deep
penetration into the urban advert"ising base. More specifically, we have the
"secret sauce" in selling premii °'Fn signage to high end retailers and national
advertisers. Whether we are,,elling advertising solutions surrounding Madison
Avenue in NYC, Newberry ,„Street in Boston, Biscayne Boulevard in Miami, or
Michigan Avenue in Chica„'o, our ability to deliver high end advertisers and give
them access to their ta,et consumer to and from their shopping experience is
unit is well
placed to procure a„d°'ertisements for the City of Miami. Furthermore, based on
our past success,,ve have found that a combination of a local and national sales
strategy yields t'"fie highest advertising rates and occupancy. Our national sales
team will pres"Sent this offering to their current client base. Fuel will endeavor to
focus on maximizing the exposure of both the City of Miami and its Advertising
Program,
22
I I 1 l I 9 I 1 1 I I I
PROPOSAL FOR ADVERTISEMENT PROGRAMS
RESPONSE TO CITY OF MIAMI RFP No. 272271,9
Section 5(D) — Past Performance in Implementing Silar
Advertising
Please refer to Section 5(C) of this proposal.
23
1 + 1 1 1 1 1 1 1 1 1 1 I 1
PROPOSAL FOR ADVERTISEMENT PROGRAMS
RESPONSE TO CITY OF MIAMI RFP No. 272271,9
Section 6 — Operating Plan
Fuel will approach this project as a business expansjd'"n of our Miami Office
(warehouse and office co -located at 2610 North/Miami Avenue, Miami, FL
33127). Day to day operational tempo and local „sales will be provided from our
Miami Office with. back office support providedby by our New York City office for
national sales/marketing, payment processi g, and contract administration. Fuel
proposes no outside partnership or joint ydnture to fulfill contract requirements.
Category three (3) of the RFP meri nr)s other advertising opportunities. In this
opportunity could be wall r °iarals, convention center/golf course/bicycle
advertising programs, and of Ier right of way possibilities. It is only through
working closely with City representatives that this program can be fleshed out.
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24
PROPOSAL FOR ADVERTISEMENT PROGRAMS
RESPONSETO CITY OF MIAMI RFP No. 272271,9
Section 7 — Revenue to the City
Fuel offers 52.5% of gross receipts to be paid on a monthly bas„it. Gross receipts
shall be reduced by (I) Third part agency commissions; and°°(ii) amount of any
sales or excise tax levied upon any sales, rentals, and/or services rendered and
payable to the appropriate governmental authority.
I 1 I
I 1 1 d 1 I 1 1 I I
PROPOSAL FOR ADVERTISEMENT PROGRAMS
RESPONSE To CITY OF MIAMI RFP No. 272271,9
Fuel's List of Exceptions to RFP and Sample Contract
Fuel's has extensively reviewed the RFP and the Sample Contrd`t to the RFP, and
calls out the several exceptions which will likely require negt"iation as follows:
Exceptions to RFP
• Section 1.10(G)-Please confirm that the co„p°'i ract for trolley advertising will
only be awarded to one bidder, and °ghat such bidder will have the
exclusive right to adverr ise on t-rotieys thtthe-City-of Miami.
• Section 1.22(B)-Fuel requests that,,t^he first sentence of Section 1.22(B) be
deleted or that an exception B"'e noted with respect to Fuel's other
contracts with the City of Mlmi, including, (i) that certain Agreement
between the City of Miami,,F"'uel Miami LLC and Fuel Outdoor Holdings LLC
For Bus Bench and Bus S,,h"elter Design, Installation and Maintenance (the
"Bus Shelter Agreement"), and (ii) that certain Revocable License
Agreement Issued b,y"° the City of Miami to Fuel Miami LLC, dated as of
January 14, 2011 „(t"fie "MRC Agreement") for the occupancy of the facade
located at 444 SM. 2nd Avenue, Miami, FL.
• Section 1.27„°°°Fuel requests that the default provisions be limited to
material d"faults by Fuel. In addition, we request that the time period to
cure be, °"extended to 30 days and to provide that so long as Fuel is
diligeBly pursuing to correct such default such period shall be extended,
not to exceed 60 days to cure.
• Section 1.55- Section 1.55 seems to directly conflict with the exclusivity
provisions provided elsewhere in the RFP and in the form of contract
attached as Exhibit A. Please clarify that if Fuel is awarded with the
contract, that such contract shall be exclusive with respect to Fuel. Fuel
requests that Section 1.55 be deleted from the RFP.
• Section 1.73- Fuel requests that, similar to the MRC Agreement and Bus
Shelter Agreement, all disputes or actions with respect to the enforcement
or determination of rights under this agreement be settled by the courts
of Miami -Dade County, and not by the City Manager.
26
I I I I i I I I 1 1 ( 1 i 1
PROPOSAL FOR ADVERTISEMENT PROGRAMS
RESPONSE To CITY OF MIAMI RFP No. 272271,9
Fuel's List of Exceptions to RFP and Sample Contrast""
(Continued)
• Section 1.81- Fuel requests that, except in the event of a w°rmination of
the Agreement by the City as a result of a default of/breach breach of the
Agreement by the Contractual Party, the Agreement HaU not terminate
until any current advertising contracts have ended,°°°not to exceed 180
days.
• Section 2.5- Fuel requests that in the event of°°termination due to non -
appropriation of funds, that the Agreement! all not terminate until any
current advertising contracts have ended, n„�'1 to exceed 180 days.
• SECTION 2.13(B)- Fuel requests that in t„,h^"e event of a termination due to
what is in the best interests of the"ity, that the Agreement shall not
terminate until any current adverti"'sing contracts have ended, not to
exceed 180 days.
Exceptions to Sample Contract 0000,00/
• Section 3.1- Fuel request"s that the RFP Response govern over the RFP in
the event of any confi„�dt.
• Article 5- Similar to °other RFP's and contracts entered into in connection
therewith with th6 City of Miami, Fuel requests the right to negotiate and
enter into co„r�"tracts with third -party advertisers as Fuel reasonably
determines d in accordance with the terms of the Agreement, without
the City i nager's right to approve each such contract. Fuel shall be the
contrac"dal party to such contracts with such advertisers. Fuel should also
have „$ e exclusive right to replace advertisers in the event a contract is
ter„f°inated with an advertiser prior to the expiration of the term of such
c"°ntract, without needing to obtain the approval of the City Manager or
°City Commission.
Article 11- Fuel requests that notice by nationally recognized overnight
courier deemed given one business day after deposit with such overnight
courier be permitted.
• Article 16- Fuel requests that the indemnification provision be changed to
match that in the RFP so that an exception is added stating that Fuel does
27
I 1 I 1 1 I I 1 I 1 1 1 ! 1 I
PROPOSAL FOR ADVERTISEMENT PROGRAMS
RESPONSE TO CITY OF MIAMI RFP No. 272271,9
Fuel's List of Exceptions to RFP and Sample Contract
(Continued)
(Continued)
not indemnify the City for liabilities, claims or damages re„s°tilting from the
gross negligence or willful misconduct of the City.
• Article 23- Fuel requests that the City's right to term��°date the agreement
upon a default be limited to a material default or ,,failure to comply with
the terms of the agreement in a material respect„m°"""Fuel requests that such
default provision be separated with respect"" to monetary and non -
monetary defaults, with Fuel allowed 30 days°to cure a monetary default,
and 30 days to cure anon -monetary deft, provided; I�owever; if -such
default cannot be cured within such 3„""°day period, Fuel shall have an
extension to cure not to exceed 60 "'days in the aggregate. Fuel also
requests that the agreement be rev�,�"ed to provide that payments shall be
returned only if made after recent"°of a written notice of default from the
City.
11111111111111111111111111110111111111111111111111011111111111111111111101111111111111111111110111111111111111111111111111111111111111111101111111111111111111111011111111111111111111101111111111111111111110111111111111111111110111111111111111111111011111111111111111111111111111111111111111111011111111111111111111110111111111111111111111011111111111111111111101111111111111111111101111111111111111111111111111111111111111111111111111111111111
28
PROPOSAL FOR ADVERTISEMENT PROGRAMS
RESPONSE TO CITY OF MIAMI RFP No. 272271
Past Performance in Implementing Similar Advertising°
Advertising Category
Fuel's Participation Level
Trolley Advertising
Please see belov
Digital/Display Elevator Advertising
(elevators in City Buildings)
No Proposal
Other Advertising Opportunities
No Pro, osal
Naming Rights to City Parks
f118 Proposal
Parking Stripes Advertising
/
No Proposal
Fuel Miami submits this proposal, °°"°to implement advertising in the Trolley
Advertising Category of this RFP. We submit no proposal in response to the other
advertising categories. Fuel's approach and methodology to be utilized for
Trolley Advertising is straightforward and effective. Herein, we address the
major areas of performance that will result in a strong revenue stream to the City
of Miami.
/
As the pre-eminent"ut-of-home media operator in the Miami market, Fuel has
extensive experiera�^6e selling both national and local advertising in this difficult
environment. Qa:r sales experience is not only proven by the significant returns
we continue t"o deliver to our current real estate partners, but also by our
capability to°^°operate on a nationwide basis. We currently run sales teams in
eight (8) major cities across the United States where we balance local and
nationa��1°^"'°clients alike. The City of Miami Trolley Advertising program will be
supp„"'rted by solid management, sales, and operational teams, on both a local
an0/national level. Fuel will bring the strength of this talent base to expeditiously
oral out a media plan sensitive to the special attributes of the Trolley program.
/ The Trolley program is quite similar to our bus advertising and taxi top products.
They are all mobile media that mostly follow predetermined routes. On the
1
PROPOSAL FOR ADVERTISEMENT PROGRAMS
RESPONSE TO CITY OF MIAMI RFP No. 272271
Past Performance in Implementing Similar Advertising (Ont.)
operational side, Fuel must ensure that installation and maintenanc„""°takes place
in such a manner so as not to disturb ridership. And we h'"ve been very
successful in attracting top level national and local advertisers,, io all our mobile
media mediums while maintaining the integrity of the trsit vehicles. The
Trolley program will be no different. Subsequent to cori,t'"'Tact award, Fuel will
seamlessly integrate the Trolley media into our sales bins'" Following this section
are two product information pages that elaborate, i °"lull detail, the bus wraps
and taxi tops that Fuel successfully manages acros^ a number of major cities
across the United States, including Miami.
Fuel has a principal philosophy that successf,,,"� advertising sales are based upon
selling audiences rather than selling asse,fi. This enables us to compete and
stand out in the world of our competing" medics. Our Miami based local sales
team will focus on both approaching t,k^"e local merchants surrounding the Trolley
routes as well as selling on a natior�I basis. This strategy is time proven as we
already successfully employ it ira^°""Miami across all our advertising mediums,
including our panels located on,,,I'us benches and shelters throughout the City, as
well as on Wall Murals, billbo„"°rds, and buses. Securing long term contracts with
national advertisers supple'ented by sales in open months to regional and local
advertisers enables Fuel 1�6 sell for the highest rates in market. This is enhanced
by the excellent job Ili"at Fuel's sales force has done over time in driving up
outdoor advertising,p venues across the City of Miami.
We know our pr„"°perties and media types, and conduct regular client site tours of
all our propert. Furthermore, we:
1. Understand our audiences.
2. Know and understand our agencies and our clients' needs.
3. °""Match our audience to our clients.
. Support our proposals with research and client case studies.
5. Know our unique selling points.
6. Do not sell on a cost per thousand basis but provide niche solutions, not
mass campaigns.
2
PROPOSAL FOR ADVERTISEMENT PROGRAMS
RESPONSE TO CITY OF MIAMI RFP No. 272271
Past Performance in Implementing Similar Advertising (cab' nt.)
We are proactive, entrepreneurial, and hardworking, and confideny"n our ability
to fully market the Trolley program opportunities. Upon contract ^ward, Fuel will
immediately meet with its sales team and provide instruction 'ild insight to aid in
maximizing sales revenue from the earliest stages of tI2Trolley programs'
rollout. Fuel's sales team will tailor their sales pitched^""°to demographics and
businesses directly pertinent to specific trolley routes.
3
WRAPPED BUSES
» PRODUL I OVERVIEW
» USA's Political Animals,Washington D.C.
» Wydef Jean / AHF, Washington) ^D C.
» Carnival Cruise Lines, Boston
» Bus Wrap, Miami
» GNC, Boston
» American Airlines, Boston
TAXI MEDIA
» PRODUCT OVERVIEW
» Bacardi, Chicago
»T-Mobile, Philadelphia
YES
» Captain Morgan's Rum, San Francisco
» Illinois State Lottery, Chicago
» RokkVodka, San Francisco
» Bacardi, Boston
» Novo Not -disk, Philadelphia
PROPOSAL FOR ADVERTISEMENT PROGRAMS
RESPONSE TO CITY OF MIAMI RFP No. 272271
Operating Plan
Fuel Miami has identified (see Key Personnel section of Response to/Proposal) a
number of key personnel who will manage this project from startt'°o finish. Our
Project Manager (Pablo Cremaschi) will be the City's primary contact for
maintenance, repair, and installation updates with delegated authority to
immediately respond to and resolve any concerns. Pablo';°""responsibilities will
include ensuring that copy change schedules are met, that maintenance crews
are working effectively and in harmony with Tro1l0 management,. calling
potential operational or safety problems to the attetion of City officials, and
developing operational reports for Fuel managemen,,e
Fuel has amassed countless hours maintaining/the absolute cleanliness, good
condition, and safety of our advertising con ant across the nation. Fuel has a
leading position in the outdoor advertisingAarket in Miami, and our experience
will immediately accrue to the City. Fuel/Willapproach this project as a business
expansion of our Miami Office (warehp'lase and office co -located at 2610 North
Miami Avenue, Miami, R_Bi_27),wjtlh a concomitant attention to detail. Fuel
will work with the City to not only,,,,6-eate integrative media on the Trolleys that
f
are attractive to agency buyers, , t also to ensure that any media lives up to the
high standards that agencies. and. others have. come to expect of Fuel and its
products.
Our Project Manager alr4dy has a special 24/7 contact number that the City can
use for direct one-on-pw'e communication for quick reaction to concerns as well
as checking the statO of any previous actionable items. Fuel will work with City
and Trolley officialrto create maintenance, repair, and installation schedules that
are most opporty e for the City. The open communication fostered by direct and
24/7 reachabilj4y will ensure optimum convenience for the City. Back office
support will IA provided by our New York City office for national sales/marketing,
payment pi`ocessing, and contract administration. Fuel proposes no outside
partnership or joint venture to fulfill contract requirements.
Cate„g"'ory three (3) of the RFP mentions other advertising opportunities. In this
4
PROPOSAL FOR ADVERTISEMENT PROGRAMS
RESPONSE TO CITY OF MIAMI RFP No. 272271
Operating Plan (Cont.)
opportunity could be wall murals, convention center/golf cour "%bicycle
advertising programs, and other right of way possibilities. It is only through
working closely with City representatives that these potential oppdrtunities can
be fleshed out.
5
PROPOSAL FOR ADVERTISEMENT PROGRAMS
RESPONSE TO CITY OF MIAMI RFP No, 272271
Revenue to the City
Please refer to detailed cost breakdown on following page.
Fuel offers 52.5% of gross receipts to be paid on a mont,!°'iy basis. Gross receipts
shall be reduced by (i) Independent third party age,la'cy commissions; and (ii)
amount of any sales or excise tax levied upon any s,ll"'es, rentals, and/or services
rendered and payable to the appropriate governme^i'tal authority.
6
Exhibit C
"Description of Trolley Wraps"
See Attached
an Wagner
Miami Wrap
an Wagner
an Wagner
Exhibit D
"Identified Personnel"
Personnel Title
Direct Personnel
Pablo Cremaschi Project Manager
Marcelo Touceda Special Project Director
Support Personnel
Richard M. Schaps CEO
Mark H. Johnston President
Jordan B. Schaps President, Eastern Division
Richard A. Silverton Executive" VP, Real Estate and Development
Marc Miller Senior Vice President, East Coast Sales
Steven S. Pretsfelder l(ecutive Vice President, General Counsel, Secretary