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HomeMy WebLinkAboutExhibitPROFESSIONAL SERVICES AGREEMENT This Professional Services Agreement is entered into this day of 2014 (but effective as of ) by and between the City of Miami, a municipal corporation of the State of Florida ("City") and Industrial/Organization Solutions, Inc. (d.b.a. I/O Solutions, Inc.), an Illinois corporation ("Provider"). RECITAL WHEREAS, the City has issued a Request for Proposals No. 381313 ("RFP") for the provision of Fire Department test services for Entry -Level Firefighter -EMT ("Services") and Provider's proposal ("Proposal"), in response thereto, has been selected as the most qualified proposal for the provision of the Services. The RFP and the Proposal are sometimes referred to herein, collectively, as the Solicitation Documents, and are by this reference incorporated into and made a part of this Agreement. WHEREAS, the order of precedence whenever there is conflicting or inconsistent language between documents is as follows: (1) Professional Services Agreement with the Scope of Work and all Exhibits and other relevant Agreements expressly referenced and attached as Exhibits; (2) Addenda/Addendum to the Request for Proposals; (3) Request for Proposals; and (4) Provider's response to the Request for Proposals. WHEREAS, The Commission of the City of Miami, by Resolution No. - adopted on , 2014, approved the selection of Provider and authorized the City Manager to execute a contract, under the terms and conditions set forth herein. NOW, THEREFORE, in consideration of the mutual covenants and promises herein contained, Provider and the City agree as follows: Q.),t/0 (q-I6 TERMS 1. RECITALS: The recitals are true and correct and are hereby incorporated into and made a part of this Agreement. 2. TERM: The term of this Agreement shall be for one (1) year with an option for one (1) additional one (1) year period commencing on the effective date which shall be when this Agreement is fully executed. 3. OPTION TO EXTEND: The City shall have one (1) option(s) to extend the term hereof for a period of one (1) year, subject to availability and appropriation of funds. City Commission approval shall not be required as long as the total extended term does not exceed two (2) years and additionally as long as the amount of compensation does not exceed $125,000.00 4. SCOPE OF SERVICES: A. Provider agrees to provide the Services as specifically described, and under the special terms and conditions set forth in Attachment "A" hereto, which by this reference is incorporated into and made a part of this Agreement. B. Provider represents and warrants to the City that: (i) it possesses all qualifications, licenses and expertise required under the Solicitation Documents for the performance of the Services; (ii) it is not delinquent in the payment of any sums due the City, including payment of permit fees, occupational licenses, etc., nor in the performance of any obligations to the City; (iii) all personnel assigned to perform the Services are and shall be, at all times during the term hereof, fully qualified and trained to perform the tasks assigned to each; and (iv) the Services will be performed in the manner described in Attachment "A". 5. COMPENSATION: 2 A. The amount of compensation payable by the City to Provider shall be based on the rates and schedules described in Attachment "B" hereto, which by this reference is incorporated into this Agreement; provided, however, that in no event shall the amount of compensation throughout the contract term and renewal options cumulatively exceed $125,000.00. B. Unless otherwise specifically provided in Attachment "B", payment shall be made within forty five (45) days after receipt of Provider's proper invoice, as that term is defined by the Local Government Prompt Payment Act, Section 218.70, et. seq., Florida Statutes, which shall be accompanied by sufficient supporting documentation and contain sufficient detail, to allow a proper audit of expenditures, should City require one to be performed. If Provider is entitled to reimbursement of travel expenses (i.e., Attachment "B" includes travel expenses as a specific item of compensation), then all bills for travel expenses shall be submitted in accordance with Section 112.061, Florida Statutes. 6. OWNERSHIP OF DOCUMENTS: Provider understands and agrees that any information, document, report or any other material whatsoever which is given by the City to Provider or which is otherwise obtained or prepared by Provider exclusively for the City (e.g., Written Tests, Oral Board Exercises, Question -and -Answer Packet, Appeals Review Summary) pursuant to or under the terms of this Agreement is and shall at all times remain the property of the City. Provider retains ownership of any information, documents, reports, or any other material that was not developed exclusively for the City (e.g., Rating Scales, Feedback Protocols). Documents created by Provider for the City based on a boilerplate document (e.g., Candidate Preparation Guide, Assessor Training Manuals, Tutorial Slides) will have joint ownership in that the custom document will be owned by the City and the boilerplate will be owned by the Provider. Provider agrees not to use any 3 information, document, report or material produced exclusively for the City for any other purpose whatsoever without the written consent of City, which may be withheld or conditioned by the City in its sole discretion. The Provider will retain ownership of original boilerplate documents not produced exclusively for the City. 7. AUDIT AND INSPECTION RIGHTS: A. The City may, at reasonable times, and for a period of up to three (3) years following the date of final payment by the City to Provider under this Agreement, audit, or cause to be audited, those books and records of Provider which are related to Provider's performance under this Agreement. Provider agrees to maintain all such books and records at its principal place of business for a period of three (3) years after final payment is made under this Agreement. All audits shall be subject to and made in accordance with the provisions of Section 18-102 of the Code of the City of Miami, Florida, as same may be amended or supplemented from time to time. B. The City may, at reasonable times during the term hereof, inspect Provider's facilities and perform such tests, as the City deems reasonably necessary, to determine whether the goods or services required to be provided by Provider under this Agreement conform to the terms hereof and/or the terms of the Solicitation Documents, if applicable. Provider shall make available to the City all reasonable facilities and assistance to facilitate the performance of tests or inspections by City representatives. All tests and inspections shall be subject to, and made in accordance with, the provisions of Section 18-100 and 18-101 of the Code of the City of Miami, Florida, as same may be amended or supplemented, from time to time. 8. AWARD OF AGREEMENT: Provider represents and warrants to the City that it has not employed or retained any person or company employed by the City to solicit or secure this Agreement and that it has not offered to pay, paid, or agreed to pay any person any fee, 4 commission, percentage, brokerage fee, or gift of any kind contingent upon or in connection with, the award of this Agreement. 9. PUBLIC RECORDS: Pursuant to the provisions of § 119.0701 Fla. Stat. Provider must comply with the Florida public records laws, specifically the Provider must: A. Keep and maintain public records that ordinarily and necessarily would be required by the public agency in order to perform the service. B. Provide the public with access to public records on the same terms and conditions that the public agency would provide the records and at a cost that does not exceed the cost provided in this chapter or as otherwise provided by law. C. Ensure that public records that are exempt or confidential and exempt from public records disclosure requirements are not disclosed except as authorized by law. D. Meet all requirements for retaining public records and transfer, at no cost, to the public agency all public records in possession of the Provider upon termination of the contract and destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. All records stored electronically must be provided to the public agency in a format that is compatible with the information technology systems of the public agency. 10. COMPLIANCE WITH FEDERAL, STATE AND LOCAL LAWS: Provider understands that agreements between private entities and local governments are subject to certain laws, codes, rules and regulations, including, without limitation, laws pertaining to public records, conflict of interest, record keeping, etc. City and Provider agree to comply with and observe all applicable laws, codes and ordinances as they may be amended from time to time. 5 11. INDEMNIFICATION: Provider shall indemnify and hold harmless the City and its officials, employees and agents (collectively referred to as "Indemnitees") and each of them from and against all loss, costs, penalties, fines, damages, claims, expenses (including attorney fees) or liabilities (collectively referred to as "Liabilities") arising out of, resulting from, or in connection with (i) the performance of the services contemplated by this Agreement when the services provided contain professional errors, omission, or negligence on the part of the Provider or its employees, agents or subcontractors (collectively referred to as "Provider") or (ii) the failure of the Provider to conform to statutes, ordinances, legal codes, contract requirements, other regulations of any governmental authority, federal, municipal or state, in connection with the performance of this Agreement. The Provider is not responsible to defend the City in legal actions within the scope of (i) or (ii) above, and shall only indemnify the City in the situation where: (a) the test submitted by the Provider under this Agreement is found to be not in compliance with Civil Service Rules, or with federal or state statutes; (b) any services or materials furnished by the Provider under this Agreement is deteiinined to be legally defective; or (c) the Provider is found to have committed professional errors, omissions, or negligence when the claims are adjudicated, and not just alleged. The Provider shall be liable and agrees to pay the City's cost of such defense, inclusive of its attorney's fees, if the circumstances in (a), (b), or (c) above are determined to exist by a court of competent jurisdiction. 12. DEFAULT: If Provider fails to comply with any term or condition of this Agreement, or fails to perform any of its obligations hereunder, then Provider shall be in default. Upon the occurrence of a default hereunder the City, in addition to all remedies available to it by law, may immediately, upon written notice to Provider, terminate this Agreement whereupon all payments, advances, or other compensation paid by the City to Provider while Provider was in default shall be immediately returned to the City. Provider understands and agrees that termination of this 6 Agreement under this section shall not release. Provider from any obligation accruing prior to the effective date of termination. Should Provider be unable or unwilling to commence to perform the Services within the time provided or contemplated herein, then, in addition to the foregoing, Provider shall be liable to the City for all expenses incurred by the City in preparation and negotiation of this Agreement, as well as all costs and expenses incurred by the City in the procurement of the Services, including consequential and incidental damages. 13. RESOLUTION OF CONTRACT DISPUTES: Provider understands and agrees that all disputes between Provider and the City based upon an alleged violation of the teens of this Agreement by the City shall be submitted to the City Manager for his/her resolution, prior to Provider being entitled to seek judicial relief in connection therewith. In the event that the amount of compensation hereunder exceeds $25,000, the City Manager's decision shall be approved or disapproved by the City Commission. Provider shall not be entitled to seek judicial relief unless: (i) it has first received City Manager's written decision, approved by the City Commission if the amount of compensation hereunder exceeds $25,000, or (ii) a period of sixty (60) days has expired, after submitting to the City Manager a detailed statement of the dispute, accompanied by all supporting documentation (90 days if City Manager's decision is subject to City Commission approval); or (iii) City has waived compliance with the procedure set forth in this section by written instruments, signed by the City Manager. 14. CITY'S TERMINATION RIGHTS: A. The City shall have the right to terminate this Agreement, in its sole discretion, at any time, by giving written notice to Provider at least five (5) business days prior to the effective date of such termination. In such event, the City shall pay to Provider compensation for services rendered and expenses incurred prior to the effective date of termination. In no event shall the 7 City be liable to Provider for any additional compensation, other than that provided herein, or for any consequential or incidental damages. B. The City shall have the right to terminate this Agreement, without notice to Provider, upon the occurrence of an event of default hereunder. In such event, the City shall not be obligated to pay any amounts to Provider and Provider shall reimburse to the City all amounts received while Provider was in default under this Agreement. 15. INSURANCE: Provider shall, at all times during the term hereof, maintain insurance coverage and limits of insurance in accordance to Insurance Exhibit C. All such insurance, including renewals, shall be subject to the approval of the City for adequacy of protection and evidence of such coverage shall be furnished to the City on Certificates of Insurance indicating such insurance to be in force and effect and providing that it will not be canceled during the performance of the services under this contract without thirty (30) calendar days prior written notice to the City. Completed Certificates of Insurance shall be filed with the City prior to the performance of services hereunder, provided, however, that Provider shall at any time upon request file duplicate copies of the policies of such insurance with the City. If, in the judgment of the City, prevailing conditions warrant the provision by Provider of additional liability insurance coverage or coverage which is different in kind, the City reserves the right to require the provision by Provider of an amount of coverage different from the amounts or kind previously required and shall afford written notice of such change in requirements thirty (30) days prior to the date on which the requirements shall take effect. Should the Provider fail or refuse to satisfy the requirement of changed coverage within thirty (30) days following the City's written notice, this Contract shall be considered terminated on the date that the required change in policy coverage would otherwise take effect. 8 16. NONDISCRIMINATION: Provider represents and warrants to the City that Provider does not and will not engage in discriminatory practices and that there shall be no discrimination in connection with Provider's performance under this Agreement on account of race, color, sex, religion, age, handicap, marital status or national origin. Provider further covenants that no otherwise qualified individual shall, solely by reason of his/her race, color, sex, religion, age, handicap, marital status or national origin, be excluded from participation in, be denied services, or be subject to discrimination under any provision of this Agreement. 17. ASSIGNMENT: This Agreement shall not be assigned by Provider, in whole or in part, without the prior written consent of the City's, which may be withheld or conditioned, in the City's sole discretion. 18. NOTICES: All notices or other communications required under this Agreement shall be in writing and shall be given by hand -delivery or by registered or certified U.S. Mail, return receipt requested, addressed to the other party at the address indicated herein or to such other address as a party may designate by notice given asherein provided. Notice shall be deemed given on the day on which personally delivered; or, if by mail, on the fifth day after being posted or the date of actual receipt, whichever is earlier. TO PROVIDER: TO THE CITY: Fred M. Rafilson, Ph.D. Chief Executive Officer Industrial/Organization Solutions, Inc. (d.b.a. I/O Solutions, Inc.), 1127 S Mannheim Road, Suite 203 Westchester, IL 60154 Johnny Martinez, P.E. City Manager 3500 Pan American Drive Miami, Florida 33133 Victoria Mendez City Attorney 444 SW 2"d Avenue, 9th Floor Miami, Florida 33130 Amy Klose Human Resources Director 9 City of Miami 444 SW 2"d Avenue, 7th Floor Miami, Florida 33130 19. MISCELLANEOUS PROVISIONS: A. This Agreement shall be construed and enforced according to the laws of the State of Florida. Venue in all proceedings shall be in Miami -Dade County, Florida and the parties agree to the use of this venue. In any civil action or other proceedings between the parties arising out of the Agreement, each party shall bear its own attorney's fees. B. Title and paragraph headings are for convenient reference and are not a part of this Agreement. C. No waiver or breach of any provision of this Agreement shall constitute a waiver of any subsequent breach of the same or any other provision hereof, and no waiver shall be effective unless made in writing. D. Should any provision, paragraph, sentence, word or phrase contained in this Agreement be determined by a court of competent jurisdiction to be invalid, illegal or otherwise unenforceable under the laws of the State of Florida or the City of Miami, such provision, paragraph, sentence, word or phrase shall be deemed modified to the extent necessary in order to conform with such laws, or if not modifiable, then same shall be deemed severable, and in either event, the remaining terms and provisions of this Agreement shall remain unmodified and in full force and effect or limitation of its use. E. This Agreement constitutes the sole and entire agreement between the parties hereto. No modification or amendment hereto shall be valid unless in writing and executed by properly authorized representatives of the parties hereto. 20. SUCCESSORS AND ASSIGNS: This Agreement shall be binding upon the parties hereto, their heirs, executors, legal representatives, successors, or assigns. 10 21. INDEPENDENT CONTRACTOR: Provider has been procured and is being engaged to provide services to the City as an independent contractor, and not as an agent or employee of the City. Accordingly, Provider shall not attain, nor be entitled to, any rights or benefits under the Civil Service or Pension Ordinances of the City, nor any rights generally afforded classified or unclassified employees. Provider further understands that Florida Workers' Compensation benefits available to employees of the City are not available to Provider, and agrees to provide workers' compensation insurance for any employee or agent of Provider rendering services to the City under this Agreement. 22. CONTINGENCY CLAUSE: Funding for this Agreement is contingent on the availability of funds and continued authorization for program activities and the Agreement is subject to amendment or teiniination due to lack of allocated and available funds, reduction or discontinuance of funds or change in laws, codes, rules, policies or regulations, upon thirty (30) days notice. 23. REAFFIRMATION OF REPRESENTATIONS: Provider hereby reaffirms all of the representations contained in the Solicitation Documents. 24. ENTIRE AGREEMENT: This instrument and its attachments constitute the sole and only agreement of the parties relating to the subject matter hereof and correctly set forth the rights, duties, and obligations of each to the other as of its date. Any prior agreements, promises, negotiations, or representations not expressly set forth in this Agreement are of no force or effect. 25. COUNTERPARTS: This Agreement may be executed in two or more counterparts, each of which shall constitute an original but all of which, when taken together, shall constitute one and the same agreement. 11 IN WITNESS WHEREOF, the parties hereto have caused this instrument to be executed by their respective officials thereunto duly authorized, this the day and year above written. "City" CITY OF MIAMI, a municipal ATTEST: corporation Todd Hannon, City Clerk By: Johnny Martinez, P.E., City Manager "Provider" ATTEST: I/O Solutions, Inc., an Illinois corporation Print Name: Title: Company Secretary By: Print Name: Title: President APPROVED AS TO FORM AND APPROVED AS TO INSURANCE CORRECTNESS: REQUIREMENTS: Victoria Mendez Calvin Ellis, Director City Attorney Risk Management 12 ATTACHMENT "A" 3.2 Specifications/Scope of Work (From RFP No. 381313) Attached and incorporated herein by reference. ATTACHMENT A Request for Proposals (RFP) 381313,1 3. Specifications 3.1. SPECIFICATIONS/SCOPE OF WORK The City of Miami ("City") Department of Human Resources ("DHR") is seeking the services of a qualified firm for the development of a new written examination for entry-level Firefighter -EMT classification. The City of Miami, Department of Fire -Rescue is comprised of 411 Firefighter-EMTs; 37 are EMT certified and 374 are Paramedic certified. The City administers the written examination to approximately 1000 applicants every one to two years. The current test used is a combination of a video -based lecture and demonstration and reading comprehension multiple-choice instruments, with testing time of approximately four (4) hours and twenty (20) minutes. The purpose of the current written examination is to develop a pool of candidates who possess the minimum levels of knowledge, skills, abilities and other characteristics (KSAOs) to function effectively as a recruit Firefighter -EMT. If selected for employment, the recruits are sent through a fire academy sponsored and operated by the City. Given there have been advancements in employment selection over the years, proposals that assist the City with its goal of hiring candidates who have the greatest capacity to perform effectively in the Firefighter -EMT classification will be given consideration. The purpose of the Request for Proposal is to select the most qualified proposer to assist the City and the DHR to comply with requirements for all applicable federal, state and local laws, and adhere to guidelines, principles, standards, accepted professional practices in the field of Industrial/Organizational Psychology, etc. including, but not limited to, the most current versions of the Uniform Guidelines on Employee Selection Procedures, Principles for the Validation and Use of Personnel Selection Procedures, and Standards for Educational and Psychological Testing. The successful proposer will utilize these documents to mitigate discrimination, provide a framework for the current project, provide guidance on technical matters and follow good practice in the choice, development, evaluation and development of tests, testing practices, and effects of test use based on the results of the current job analysis. The Vendor shall: 1. Abide by timetables outlined herein over the life of the contract. These timetables are estimates only and subject to change. The City shall provide reasonable written notice of any changes to the specified timetable. 2. Within 100 calendar days after the execution of the Agreement for the classification of Firefighter -EMT, develop two (2) versions of a content validated written examination and subsequent exam development. 3. Develop a written examination that is appropriate to directly measure the KSAOs identified in the job analysis as necessary to perform the job functions within 100 calendar days for the Firefighter -EMT classification in the City. The written examination should, minimally, measure cognitive competencies and personal characteristics. The written examination should provide individual scores on each competency as well as a mechanism for providing an overall score for each applicant. The mechanism should allow for alternative weighting of the various competencies assessed. Consultant will have input from the subject matter experts (SMEs) from the Department of Fire -Rescue. The DHR will also have input into the development of examination measures and shall approve all components of the examination. Each examination process must have a preparation manual/study guide with sample questions and answers. This manual/guide will be developed by the vendor and delivered to DHR in electronic format. 4. Develop a parallel form (a second version) of the written examination which should include the same number, and type of questions each of which must be unique (or different) from the first examination. In other words, none of the questions may be utilized as part of more than one form. 5. Strive to reduce the time for applicants to complete all parts of the written examination to three (3) or less hours in duration while measuring the KSAOs identified in the job analysis. Page 34 of 40 Request for Proposals (RFP) 381313,1 6. Request from the City previous job analyses and other relevant documents after the contract is awarded for their use prior to proceeding with meetings or exam development. Within thirty (30) calendar days of the contract award date, conduct a confirmatory job analysis for the Firefighter -EMT classification utilizing the November 2012 job analysis or submit a written statement to DHR as to why a confirmatory job analysis is not need at that time. 7. Within seven (7) calendar days of the contract award date, conduct a "Kick Off' meeting with the DHR Director and/or designee(s), the Fire Chief and/or designee(s) and Supervisor of the Testing and Validation Division and/or designee(s) to familiarize City representatives with the vendor's Senior Consultant and project team members, finalize the timeline to include each phase of the project, clarify expectations, determine the resources to be provided by the Fire -Rescue Department, DHR and vendor, discuss potential issues and their respective solutions, and determine the contact person for each stakeholder and ensure that vendor staff obtains City release from liability prior to conducting job observations, if necessary. 8. Provide a validation report indicating the predictive reliability of the proposed test, in addition to an adverse impact analysis report which provides the recommended passing score (i.e., Pass/Fail Cutoff) of the exam and an analysis of scoring by gender, race and ethnic background, at minimum. 9. Provide, in detail, all proposed costs and fees associated with the completion of this project. All costs must be itemized on a per activity basis (e.g., information gathering, statistical analyses, report and exam development, travel and accommodations, etc.) including the overall cost to develop, implement and score the customized written examination for the classification of Firefighter -EMT (e.g., materials production, mailing, telephone and other communication costs between the Proposer and the City) that is specific to the format proposed for project completion. 10. Provide the answer key(s) for all examination forms and customized exam key(s) to the Supervisor of the Testing and Validation Division in a secure manner at the completion of the examination development. Additionally, vendor shall not use the same exam for another entity. 11. Ensure that no person(s) shall have access to any information regarding the written examinations development materials, written examination form(s), examination answers, or any related materials. 12. Ensure that the examination items have not been used and will not be used, in whole or in part, by any other agency, client or individual without the expressed written agreement between the City and the Proposer. 13. Provide details of the administrative and security requirements that must be fulfilled by the staff handling any part of the written examination. 14. Provide work sample of the examination process proposed. 15. Provide two (2) letters of reference on letterhead, preferably from governmental entities of a similar size, for whom similar services have been performed during the past three (3) years. Letters should reflect experience in performing similar work in the past, and should contain the nature of work performed by the Proposer; the date the work was performed; value of contract; quality of work performed; and the timeliness for the initiation and completion of this work. All references may be verified by the City for authenticity and quality of work performed by Proposer. 16. Provide the City with written and detailed status updates on progress made to meet the terms found in the Scope of Work at sixty (60) days and ninety (90) days from the contract award dates. 17. Ensure that all work be performed by, or under the direct supervision of, the Senior Consultant, herein after known as the "Primary Consultant", in the vendor's organization, at a minimum . All associates used on each phase of the project must have a minimum of a Bachelor's degree in Industrial/Organizational Psychology, Statistics, Human Resources, Social Sciences or other fields of study as deemed appropriate by the City in the successful completion of the written examination. 18. Immediately inform the City in writing should the Primary Consultant leave the employ of the successful Page 35 of 40 Request for Proposals (RFP) 381313,1 Vendor during the initial and extension term(s) of the contract as applicable. Agree that the City reserves the right to approve, or not approve, the replacement. Agree that the City reserves the right to seek a replacement of the Primary Consultant, should the City determine he/she is not performing in accordance with the terms and conditions of the Scope of Work/Services. 19. Provider shall submit to the City a certificate of insurance in accordance to insurance requirements attached to the Professional Services Agreement. 3.2 Project Schedule The project schedule identified herein is subject to change by the City throughout the duration of the contract, including extensions. Work is anticipated, following successful contract execution, to begin tentatively the month of January 2014. Proposer must submit a proposed timeline outlining the anticipated services and activities of their proposals and duration, subject to the DHR's approval within 100 calendar days of the earliest examination date. Page 36 of 40 ATTACHMENT "B" Compensation Attached. ATTACHMENT B RFP No. 381313 PRICE PROPOSAL FORM CLASSIFICATION COST/FEE PER EXAMINATION TOTAL ESTIMATED EXAMINATIONS EXTENDED AMOUNT ENTRY-LEVEL FIREFIGHTER- EMT $ 98,250 PRICE PROPOSAL $ 98,250 $ 98,250 THE MULTIPLICATION OF THE "COST/FEE PER EXAMINATION', AND THE "TOTAL ESTIMATED EXAMINATIONS" RESULTS IN THE 'EXTENDED AMOUNTS°. THE 'EXTENDED AMOUNT" TOTAL CONSTITUTES THE PROPOSER'S 'TOTAL PRICE PROPOSAL' AND IS THEN APPLIED TO TFEE FOLLOWING FORMULA TO DETERMINE THE PROPOSER'S 'PRICE PROPOSAL POINTS': (LOWEST 'PRICE PROPOSAL'/PROPOSER'S 'PRICE PROPOSAL") x 25 POINTS (MAXIMUM PRICE PROPOSAL POINTS) = PROPOSERS "PRICE PROPOSAL POINTS'. Industrial/Organizational Solutions, Inc. Company Name: Company Contact Signature: 04- f iB=25-13 Fred M. Rafilson, Ph.D., CEO Company Contact Name: Copyright © 2013, Industrial/Organizational Solutions, Inc CONFIDENTIAL — TRADE SECRET 3 ATTACHMENT B arssi iatrng ®�ti"¢ ° ate Hour Consultantllndustrial Psychologist $250 Technical Writer $95 Administrative Assistant $50 Expert counsel, deposition or expert testimony provided by a D. level Industrial/Organizational Psycho ogist Administrative services related to litigation suppo $ Olhour ou ATTACHMENT "C" Insurance Requirements. ATTACHMENT C INSURANCE REQUIREMENTS -PROFESSIONAL SERVICES AGREEMENT RFP 381313- REQUEST FOR PROPOSALS FOR ENTRY-LEVEL FIREFIGHTER -EMT EXAMINATION PROCESS Commercial General Liability A. Limits of Liability Bodily Injury and Property Damage Liability Each Occurrence $1,000,000 General Aggregate Limit $ 2,000,000 Personal and Adv. Injury $ 1,000,000 Products/Completed Operations $ 1,000,000 B. Endorsements Required City of Miami listed as additional insured Contingent & Contractual Liability Premises and Operations Liability Business Automobile Liability A. Limits of Liability Bodily Injury and Property Damage Liability Combined Single Limit Owned/Scheduled Autos Including Hired, Borrowed or Non -Owned Autos Any One Accident $ 1,000,000 B. Endorsements Required City of Miami included as an additional insured III. Worker's Compensation Limits of Liability Statutory -State of Florida Waiver of Subrogation Employer's Liability A. Limits of Liability $100,000 for bodily injury caused by an accident, each accident $100,000 for bodily injury caused by disease, each employee $500,000 for bodily injury caused by disease, policy limit IV. Professional/Errors and Omissions Liability Combined Single Limit Each Claim $1,000,000 General Aggregate Limit $1,000,000 Retro Date Coverage included The above policies shall provide the City of Miami with written notice of cancellation or material change from the insurer 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. CORPORATE RESOLUTION WHEREAS, Industrial/Organization Solutions, Inc. (d.b.a. I/O Solutions, Inc.) ("Provider") wishes to enter into a Professional Services Agreement ("Agreement") with the City of Miami ("City"); WHEREAS, the Board of Directors, at a duly held meeting of the Provider has considered the matter in accordance with the By -Laws of the Corporation; NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF DIRECTORS that this corporation is authorized to enter into the Agreement with the City, and the President and the Secretary are hereby authorized and directed to execute the Agreement in the name of this Corporation and to execute any other document and perform any acts in connection therewith as may be required to accomplish its purpose. IN WITNESS WHEREOF, this day of , 2014. I/O Solutions, Inc., ("Provider") An Illinois (State) Corporation By: (sign) Print Name: TITLE: (sign) Print Name: Corporate Secretary 16