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HomeMy WebLinkAboutRequest for ProposalsCity 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: 391314 Title: Request for Proposals for an Employee Voluntary Loan Program 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: 18-NOV-2013 17-DEC-2013 @ 14:00:00 None Thursday, December 5, 2013 at 10:00 AM Velez, Pablo City of Miami - City Clerk 3500 Pan American Drive Miami FL 33133 US pvelez@miamigov.com (305)416-1925 Page 1 of 35 Certification Statement Please quote on this foiin, 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 infoiination 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, film, 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 35 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: Occupational License Issuing Agency: Occupational License Expiration Date: Will Subcontractor(s) be used? (Yes or No) Page 3 of 35 Line: 1 Description: Disregard this line item. Please refer to Section 3.1. Specifications/Scope of Work. Category: 95883-00 Unit of Measure: Dollar Unit Price: $ Number of Units: 1 Total: $ Page 4 of 35 Request for Proposals (RFP) 391314 Table of Contents Terms and Conditions 6 1. General Conditions 6 1.1. GENERAL TERMS AND CONDITIONS 6 2. Special Conditions 26 2.1. PURPOSE 26 2.2. DEADLINE FOR RECEIPT OF REQUEST FOR ADDITIONAL INFORMATION/CLARIFICATION 26 2.3. MINIMUM QUALIFICATIONS 26 2.4. CONTRACT EXECUTION 26 2.5. FAILURE TO PERFORM 27 2.6. PRE-BID/PRE-PROPOSAL CONFERENCE 27 2.7. CONTRACT ADMINISTRATOR 27 2.8. SUBCONTRACTOR(S) OR SUBCONSULTANT(S) 27 2.9. TERMINATION 27 2.10. PRIMARY CLIENT (FIRST PRIORITY) 28 2.11. CHANGES/ALTERATIONS 28 2.12. FINANCIAL PROPOSAL 28 2.13. EVALUATION/SELECTION PROCESS AND CONTRACT AWARD 28 2.14. ADDITIONAL SERVICES 29 2.15. RECORDS 29 2.16. AUDITS 30 2.17. TRUTH IN NEGOTIATION CERTIFICATE 30 3. Specifications 32 3.1. SPECIFICATIONS/SCOPE OF WORK 32 4. Submission Requirements 33 4.1. SUBMISSION REQUIREMENTS 33 5. Evaluation Criteria 35 5.1. EVALUATION CRITERIA 35 Page 5 of 35 Request for Proposals (RFP) 391314 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 same manner herein. 1.1. ACCEPTANCE OF GOODS OR EQUIPMENT - Any good(s) or equipment delivered under this formal solicitation, if applicable, shall remain the property of the seller until a physical inspection and actual usage of the good is made, and thereafter is accepted as satisfactory to the City. It must comply with the terms herein and be fully in accordance with specifications and of the highest quality. In the event the goods/equipment supplied to the City are found to be defective or does not conform to specifications, the City reserves the right to cancel the order upon written notice to the Contractor and return the product to the Contractor at the Contractor's expense. 1.2. ACCEPTANCE OF OFFER - The signed 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 terms and conditions of a contract, to deliver on time contracts of a similar nature, and who is not in a position to perform the requirements defined in this formal solicitation. The City further reserves the right to waive any irregularities or minor informalities or technicalities in any or all responses and may, at its discretion, re -issue this formal solicitation. 1.4. 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 faunal 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, each party shall bear their own attorney's fees through and including appellate litigation and any post judgment Page 6 of 35 Request for Proposals (RFP) 391314 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 bidders)/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 Drug -Free Workplace Programs. C. The award of this contract may be preconditioned on the subsequent submission of other documents as specified in the Special Conditions or Technical Specifications. Bidder/Proposer shall be in default of its 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 35. Request for Proposals (RFP) 391314 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 - Hand 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, fiinction, minimum standard of design, efficiency, grade or quality of goods only. When the City does not wish to rule out other competitors' brands or makes, the phrase "OR EQUAL" is added. When bidding/proposing an approved equal, Bidders/Proposers will submit, with their response, complete sets of necessary data (factory information sheets, specifications, brochures, etc.) in order for the City to evaluate and determine the equality of the item(s) bid/proposed. The City shall be the sole judge of equality and its decision shall be final. Unless otherwise specified, evidence in the form of samples may be requested if the proposed brand is other than specified by the City. Such samples are to be furnished after 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 35 Request for Proposals (RFP) 391314 for, or responsible to, the Bidder/Proposer/Consultant, any sub-contractor/sub-consultant, or to any other person for, or on account of, any stoppages or delay in the work herein provided for by injunction or other legal or equitable proceedings or on account of any delay for any cause over which the City has no control. 1.18. COLLUSION —Bidder/Proposer, by submitting a response, certifies that its response is made without previous understanding, agreement or connection either with any person, firm or corporation submitting a response for the same items/services or with the City of Miami's Purchasing Department or initiating department. The Bidder/Proposer certifies that its response is fair, without control, collusion, fraud or other illegal action. Bidder/Proposer certifies that it is in compliance with the Conflict of Interest and Code of Ethics Laws. The City will investigate all potential situations where collusion may have occurred and the City reserves the right to reject any and all bids/responses where collusion may have occurred. 1.19. COMPLIANCE WITH FEDERAL, STATE AND LOCAL LAWS - Contractor understands that contracts between private entities and local governments are subject to certain laws and regulations, including laws pertaining to public records, conflict of interest, records keeping, etc. City and Contractor agree to comply with and observe all applicable laws, codes and ordinances as that may in any way affect the goods or equipment offered, including but not limited to: A. Executive Order 11246, which prohibits discrimination against any employee, applicant, or client because of race, creed, color, national origin, sex, or age with regard to, but not limited to, the following: employment practices, rate of pay or other compensation methods, and training selection. B. Occupational, Safety and Health Act (OSHA), as applicable to this Formal Solicitation. C. The State of Florida Statutes, Section 287.133(3)(A) on Public Entity Crimes. D. Environment Protection Agency (EPA), as applicable to this Formal Solicitation. E. Unifo,.m 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. Lack of knowledge by the bidder/proposer will in no way be a cause for relief from responsibility. Non-compliance with all local, state, and federal directives, orders, and laws may be considered grounds for termination of contract(s). Copies of the City Ordinances may be obtained from the City Clerk's Office. 1.20. CONE OF SILENCE - Pursuant to Section 18-74 of the City of Miami Code, a "Cone of Silence" is imposed upon each RFP, RFQ, RFLI, or IFB after advertisement and terminates at the time the City Manager issues a written recommendation to the Miami City Commission. The Cone of Silence shall be applicable only to Contracts for the provision of goods and services and public works or improvements for amounts greater than $200,000. The Cone of Silence prohibits any communication regarding RFPs, RFQs, RFLI or IFBs (bids) between, among others: Page 9 of 35 Request for Proposals (RFP) 391314 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 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 Page 10 of 35 Request for Proposals (RFP) 391314 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. (6) False certification pursuant to paragraph (c) below. (7) Found in violation of a zoning ordinance or any other city ordinance or regulationand for which Page 11 of 35 Request for Proposals (RFP) 391314 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 parry'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. 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 Page 12 of 35 Request for Proposals (RFP) 391314 this Contract. 1.28. DETERMINATION OF RESPONSIVENESS - Each Response will be reviewed to determine if it is responsive to the submission requirements outlined in the Formal Solicitation. A "responsive" response is one which follows the requirements of the formal solicitation, includes all documentation, is submitted in the format outlined in the formal solicitation, is of timely submission, and has appropriate signatures as required on each document. Failure to comply with these requirements may deem a Response non -responsive. 1.29. DISCOUNTS OFFERED DURING TERM OF CONTRACT - Discount Prices offered in the response shall be fixed after the award by the Commission, unless otherwise specified in the Special Terms and Conditions. Price discounts off the original prices quoted in the response will be accepted from successful Bidder(s)/Proposer(s) during the term of the contract. Such discounts shall remain in effect for a minimum of 120 days from approval by the City Commission Any discounts offered by a manufacturer to Bidder/Proposer will be passed on to the City. 1.30. DISCREPANCIES, ERRORS, AND OMISSIONS - Any discrepancies, errors, or ambiguities in the Formal Solicitation or addenda (if any) should be reported in writing to the City's Purchasing Department. Should it be found necessary, a written addendum will be incorporated in the Formal Solicitation and will become part of the purchase agreement (contract documents). The City will not be responsible for any oral instructions, clarifications, or other communications. A. Order of Precedence — Any inconsistency in this formal solicitation shall be resolved by giving precedence to the following documents, the first of such list being the governing documents. 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 Formal Solicitation and/or Response, the Formal Solicitation and then the Response shall control. This Contract may be modified only by a written agreement signed by the City of Miami and Contractor. 1.33. ESTIMATED QUANTITIES —Estimated quantities or estimated dollars are provided for your guidance only. No guarantee is expressed or implied as to quantities that will be purchased during the contract period. The City is not obligated to place an order for any given amount subsequent to the award of this contract. Said estimates may be used by the City for purposes of determining the low bidder 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. 1.34. EVALUATION OF RESPONSES Page 13 of 35 Request for Proposals (RFP) 391314 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 methodof 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 construed to mean a fully equipped and well established entity in line with the best industry practices in the industry as determined by the City. 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/pxoposed by the bidder/proposer must be F.O.B. DESTINATION, inside delivery, with all delivery costs and charges included in the bid/proposal price, unless otherwise specified in this Formal Solicitation. Failure to do so may be cause for rejection ofbid/proposal. Page 14 of 35 Request for Proposals (RFP) 391314 1.37. FIRM PRICES - The bidder/proposer warrants that prices, terns, 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. 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, fall responsibility to determine whether any of its employees may be impacted by this Florida Law at any given point in time during the term of the contract. If impacted, bidder/proposer must furnish employee name(s), job title(s), job description(s), and current pay rate(s). Failure to submit this information at the time of submitting a response constitute successful bidder's/proposer's acknowledgement and understanding that the Florida Minimum Wage Law will not impact its prices throughout the teuu of contract and waiver of any contractual price increase request(s). The City reserves the right to request and successful bidder/proposer must provide for any and all information to make a wage and contractual price increase(s) determination. 1.39. GOVERNING LAW AND VENUE - The validity and effect of this Contract shall be governedby 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. 1.40. 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. 1.41. 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 perfoinung 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. Page 15 of 35 Request for Proposals (RFP) 391314 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. 1.42 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. 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 andagrees 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, 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. 1.43. FORMATION 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. 1.44. 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. 1.45. 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 30 days after bid closing, whichever is earlier. Bid/Proposal results will be tabulated and may be furnished upon request via Page 16 of 35 Request for Proposals (RFP) 391314 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. 1.46. 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 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. 1.47. 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). 1.48. LOCAL PREFERENCE A. City Code Section 18-85, states, "when a responsive, responsible non -local bidder submits the lowest bid price, and the bid submitted by one or more responsive, responsible local bidders who maintain a local office, as defined in Section 18-73, is within fifteen percent (15%) of the price submitted by the non -local bidder, then that non -local bidder and each of the aforementioned responsive, responsible local bidders shall have the opportunity to submit a best and final bid equal to or lower than the amount of the low bid previously submitted by the non -local bidder. Contract award shall be made to the lowest responsive, responsible bidder submitting the lowest best and final bid. In the case of a tie in the best and final bid between a local bidder and a non -local bidder, contract award shall be made to the local bidder." B. City Code Section 18-86, states, "the RFP, RFLI or RFQ, as applicable, may, in the exercise of the reasonable professional discretion of the City Manager, director of the using agency, and the Chief Procurement Officer, include a five (5%) percent evaluation criterion in favor of proposers who maintain a local office, as defined in Section 18-73. In such cases, this five (5%) percent evaluation criterion in favor of proposers who maintain a local office will be specifically defined in the RFP, RFLI or RFQ, as applicable; otherwise, it will not apply. 1.49. 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. 1.50. 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 Page 17 of 35 Request for Proposals (RFP) 391314 the issuance of a change order, addendum, amendment, or supplement to the contract, purchase order or award sheet as appropriate. 1.51. 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. 1.52. NONCONFORMANCE TO CONTRACT CONDITIONS - Items may be tested for compliance with specifications under the direction of the Florida Depai tiuent 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. 1.53. NONDISCRIMINATION —Bidder/Proposer agrees that it shall not discriminate as to race, sex, color, age, religion, national origin, marital status, or disability in connection with its performance under this formal solicitation. Furthermore, Bidder/Proposer agrees that no otherwise qualified individual shall solely by reason of his/her race, sex, color, age, religion, national origin, marital status or disability be excluded from the participation in, be denied benefits of, or be subjected to, discrimination under any program or activity. In connection with the conduct of its business, including performance of services and employment of personnel, Bidder/Proposer shall not discriminate against any person on the basis of race, color, religion, disability, age, sex, marital status or national origin. All persons having appropriate qualifications shall be afforded equal opportunity for employment. 1.54. 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, andaward additional contracts for these herein goods and/or services, and to make use of other competitively bid (governmental) contracts, agreements, or other similar sources for the purchase of these goods and/or services as may be available. It is hereby agreed and understood that this formal solicitation does not constitute the exclusive rights of the successful bidder(s)/proposer(s) to receive all orders that may be generated by the City in conjunction with this Formal Solicitation. In addition, any and all commodities, equipment, and services required by the City in conjunction with constriction 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. 1.55. 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. 1.56. ONE PROPOSAL - Only one (1) Response from an individual, firm, partnership, corporation or joint venture Page 18 of 35 Request for Proposals (RFP) 391314 will be considered in response to this Formal Solicitation. When submitting an alternate response, please refer to the herein condition for "Alternate Responses May Be Considered". 1.57. 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. 1.58. 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. 1.59. 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. 1.60. 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. C. The Bidder/Proposer must state a definite time, if required, in calendar days for delivery of goods and/or services. D. The Bidder/Proposer should retain a copy of all response documents for future reference. E. All responses, as described, must be fully completed and typed or printed in ink and must be signed in ink with the firm's name and by an officer or employee having authority to bind the company or firm by his/her signature. Bids/Proposals having any erasures or corrections must be 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 Page 19 of 35 Request for Proposals (RFP) 391314 OR YOUR RESPONSE MAY BE DEEMED NON -RESPONSIVE. 1.61. 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. 1.62. PRODUCT SUBSTITUTES - In the event a particular awarded and approved manufacturer's product becomes unavailable during the terns 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 newproduct meets or exceeds all quality requirements. 1.63. 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. 1.64. PROMPT PAYMENT —Bidders/Proposers may offer a cash discount for prompt payment; however, discounts shall not be considered in deteiuiining the lowest net cost for response evaluation purposes. Bidders/Proposers are required to provide their prompt payment terms in the space provided on the Formal Solicitation. If no prompt payment discount is being offered, the Bidder/Proposer must enter zero (0) for the percentage discount to indicate no discount. If the Bidder/Proposer fails to enter a percentage, it is understood and agreed that the terms shall be 2% 20 days, effective after receipt of invoice or final acceptance by the City, whichever is later. When the City is entitled to a cash discount, the period of computation will commence on the date of delivery, or receipt of a correctly completed invoice, whichever is later. If an adjustment in payment is necessary due to damage, the cash discount period shall commence on the date final approval for payment is authorized. If a discount is part of the contract, but the invoice does not reflect the existence of a cash discount, the City is entitled to a cash discount with the period commencing on the date it is determined by the City that a cash discount applies. Price discounts off the original prices quoted on the Price Sheet will be accepted from successful bidders/proposers during the term of the contract. 1.65. 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. 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. 1.66. 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. 1.67. 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 Page 20 of 35 Request for Proposals (RFP) 391314 287.017, for CATEGORY TWO for a period of 36 months from the date of being placed on the convicted vendor list. 1.68. 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 shall additionally comply with the provisions of Section 119.0701, Florida Statutes, entitled "Contracts; public records". 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. 1.69. QUALITY OF GOODS, MATERIALS, SUPPLIES, PRODUCTS, AND EQUJIPMENT - 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. 1.70. 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. 1.71. REMEDIES PRIOR TO AWARD (Sec. 18-106) - If prior to Contract award it is determined that a formal solicitation or proposed award is in violation of law, then the solicitation or proposed award shall be cancelled by the City Commission, the City Manager or the Chief Procurement Officer, as may be applicable, or revised to comply with the law. 1.72. 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 providedto the protesting party, along with a notice of such party's right to seek judicial relief, provided that the protesting party shall not be entitled to such judicial relief without first having followed the procedure set forth in this section. 1.73. 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 Page 21 of 35 Request for Proposals (RFP) 391314 Letters of Interestis published in a newspaper of general circulation. A notice of intent to file a protest is considered filed when received by the Chief Procurement Officer; or ii. Any prospective bidder who intends to contest the Solicitation Specifications or a solicitation may protest to the Chief Procurement Officer. A written notice of intent to file a protest shall be filed with the Chief Procurement Officer within three days after the solicitation is published in a newspaper of general circulation. A notice of intent to file a protest is considered filed when received by the Chief Procurement Officer. 2. Protest of Award. i. 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 it 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 received by the Chief Procurement Officer. The written protest may not challenge the relative weight of the evaluation criteria or the formula for assigning points in making an award determination. The written protest shall state with particularity the specific facts and law upon which the protest of the solicitation or the award is based, and shall include all pertinent documents and evidence and shall be accompanied by the required Filing Fee as provided in subsection (f). This shall form the basis for review of the written protest and no facts, grounds, documentation or evidence 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. 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. Page 22 of 35 Request for Proposals (RFP) 391314 (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 withthe award of the Contract until the protest is resolved by the Chief Procurement Officer or the City Commission as provided in subsection (b) above, unless the City Manager makes a written determination that the solicitation process or the Contract award must be continued without delay in order to avoid an immediate and serious danger to the public health, safety or welfare. (e) Costs. All costs accruing from a protest shall be assumed by the protestor. (f) Filing Fee. The written protest must be accompanied by a filing fee in the form of a money order or cashier's check payable to the city in an amount equal to one percent of the amount of the Bid or proposed Contract, or $5000.00, whichever is less, which filing fee shall guarantee the payment of all costs which may be adjudged against the protestor in any administrative or court proceeding. If a protest is upheld by the Chief Procurement Officer and/or the City Commission, as applicable, the filing fee shall be refunded to the protestor less any costs assessed under subsection (e) above. If the protest is denied, the filing fee shall be forfeited to the city in lieu of payment of costs for the administrative proceedings as prescribed by subsection (e) above. 1.74. 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. 1.75. 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. 1.76. SERVICE AND WARRANTY —When specified, the bidder/proposer shall define all warranty, service and replacements that will be provided. Bidders/Proposer must explain on the Response to what extent warranty and service facilities are available. A copy of the manufacturer's warranty, if applicable, should be submitted with your response. 1.77. SILENCE OF SPECIFICATIONS - The apparent silence of these specifications and any supplemental specification as to any detail or the omission from it of detailed description concerning any point shall be regarded as meaning that only the best commercial practices are to prevail and that only materials of first quality and correct type, size and design are to be used. All workmanship and services is to be first quality. All interpretations of these specifications shall be made upon the basis of this statement. If your firm has a current contract with the State of Florida, Depaitnient 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. 1.78. SUBNIISSION 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 IFB, RFP, Page 23 of 35 Request for Proposals (RFP) 391314 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. US1 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 stated in 1.82.A. 1.79. 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. 1.80. 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. Page 24 of 35 Request for Proposals (RFP) 391314 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. 1.81. 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. 1.82. 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. 1.83. TITLE - Title to the goods or equipment shallnot pass to the City until after the City has accepted the goods/equipment or used the goods, whichever comes first. 1.84.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 itemas 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. 1.85. UNAUTHORIZED WORK OR DELIVERY OF GOODS- Neither the qualified Bidder(s)/Proposer(s) nor any of his/her employees shall perform any work or deliver any goods unless a change order or purchase order is issued and received by the Contractor. The qualified Bidder(s)/Proposer(s) shall not be paid for any work performed or goods delivered outside the scope of the contract or any work performed by an employee not otherwise previously authorized. 1.86. 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. 1.87. 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. Page 25 of 35 Request for Proposals (RFP) 391314 2. Special Conditions 2.1. PURPOSE The purpose of this Solicitation is to establish a contract, for an Employee Voluntary Loan Program, as specified herein, from a source(s) of supply that will give prompt and efficient service fully compliant with the teiuus, 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: Pablo Velez; fax: (305) 400-5340 or email: pvelez@miamigov.com. The solicitation title and number shall be referenced on all correspondence. All questions must be received no later than Thursday, December 5, 2013 at 10:00 AM. 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. MINIMUM QUALIFICATIONS Proposers shall satisfy each of the requirements cited below. Failure to do so will result in the Proposal being deemed non -responsive. A. The Proposer shall have provided similar services for a minimum of three (3) years, shall be in good standing with any and all applicable federal, state, and local authorities where they conduct business, or have transacted business in the past three (3) years, shall be in full compliance with all regulations and guidelines, and shall operate in full compliance and accord with the same. B. The Proposer shall possess sufficient resources and personnel to commit to a contract for the provision of these services. C. The Proposer shall be an active currently registered corporation, limited liability company or limited partnership with the State of Florida Department of State, Division of Corporations and shall be in good standing with the same. D. The Proposer shall never have filed for bankruptcy, shall be in sound financial condition, shall have no record of civil litigation or pending lawsuits involving criminal activities of a moral turpitude, shall not have violated Ethics Laws, Unfair Trade Practice or civil theft laws or such other laws concerning the public trust, and shall not have any conflicts of interest with the City as defined in the State of Florida Ethics Code, the Miami -Dade County Conflict of Interest and Code of Ethics Ordinance and the City of Miami Conflict of Interest Ordinance. E. The Proposer shall not have any members, officers, or stockholders who are in arrears or in default of any debt or contract involving the City, shall not be a defaulter or surety upon any obligation to the City, and shall not have failed to perform faithfully any contract with the City. 2.4. 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. 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. Page 26 of 35 Request for Proposals (RFP) 391314 2.5. 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. 2.6. PRE-BID/PRE-PROPOSAL CONFERENCE None 2.7. CONTRACT ADMINISTRATOR Upon award, contractor shall report and work directly with Mr. Jose Fernandez, Finance Director, who shall be designated as the Contract Administrator. 2.8. 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 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 -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. 2.9. 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 Page 27 of 35 Request for Proposals (RFP) 391314 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 terminated 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. The Contractor shall have no other recourse against the City except as expressly provided herein this subsection for a Cancellation for Convenience. 2.10. 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. 2.11. 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. 2.12. FINANCIAL PROPOSAL Each Proposer shall detail any and all fees and costs to provide the required services as listed herein. Proposer shall additionally provide a detailed list of all costs to provide all services as detailed in Section 3. Scope of Services, as proposed. 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 Financial Proposal as required shall disqualify Proposer from consideration. 2.13. EVALUATION/SELECTION PROCESS AND CONTRACT AWARD The procedure for response evaluation, selection and award is as follows: (1) Formal 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 Page 28 of 35 Request for Proposals (RFP) 391314 Solicitation, including verifying that each submission includes all documents required. (5) An Evaluation Committee, appointed by the City Manager, comprised of appropriate City Staff and members of the community, as deemed necessary, with the appropriate technical expertise and/or knowledge, shall meet to evaluate each response in accordance with the requirements of this Solicitation and based upon the evaluation criteria as specified herein. (6) 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 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. 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. (7) 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. (8) 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. (9) 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. (10) The City Commission shall review and approve the negotiated Contract with the selected Proposer(s). 2.14. ADDITIONAL SERVICES Subject to compliance with the Procurement Ordinance and other applicable laws, services not specifically identified in this request may be added to any resultant contract upon successful negotiation and mutual consent of the contracting parties. 2.15. RECORDS During the contract period, and for at least five (5) subsequent years thereafter, Successful Proposer shall provide the City access to all files and records maintained on the City's behalf. PUBLIC RECORDS A. Successful Proposer understands that the public shall have access, at all reasonable times, to all documents and information pertaining to City Agreements, subject to the provisions of Chapter 119, Florida Statutes, and agrees to allow access by the City and the public to all documents subject to disclosure under applicable laws. Successful Proposer's failure or refusal to comply with the provisions of this section shall result in the immediate cancellation of this Agreement by the City. Page 29 of 35 Request for Proposals (RFP) 391314 B. Should Successful Proposer decide to dispute any public access provision required by Florida Statutes, then Successful Proposer shall do so at its own expense and at no cost to the City. C. Contractor/Consultant/Proposer shall additionally comply with Section 119.0701, Florida Statutes, including, without limitation, the following: (1) keeping and maintaining public records that ordinarily and necessarily would be required by the City to perform the services referenced herein this solicitation; (2) providing the public with access to public records on the same terms and conditions as applicable to the City and at the same cost as provided by Chapter 119, Florida Statutes, or as otherwise provided by law; (3) ensuring that public records that are exempt or confidential, and exempt from disclosure, are not disclosed except as authorized by law; (4) meeting all requirements for retaining public records and transferring, at no cost, to the City all public records in its possession upon termination of this Agreement and destroying any duplicate public records that are exempt or confidential, and exempt from disclosure requirements; and, (5) and provision to the City of all electronically stored public records in a format compatible with the City's information technology systems. 2.16. AUDITS Pursuant to City Code Section 18-102. Audits: (a) Solicitations and Contractual Provisions: City contracts shall allow for the City's inspection of the books and records of the contractual parties to determine conformance with the solicitation requirements herein; or, after award, with the terms and conditions of the resultant contract. (b) Procedures for Audits: (1) The Chief Procurement Officer may specify the general procedures for inspection of books and records and for the conduct of audits of all goods or services, sales, or leases under the City's contracts. (2) An audit may be required when, in respect to an actual or prospective contractual party, there is: a. a question as to the adequacy of accounting policies or cost systems; b. a substantial change in the methods or levels of operations; c. previous unfavorable experience indicating doubtful reliability of estimating, accounting, or purchasing methods; d. A lack of cost experience due to the procurement of a new supply or service; or e. Other evidence that an audit is in the City's best interest as determined by the Chief Procurement Officer, the City Manager or the City Commission. (c) Conduct of Audits: Whenever possible, audits shall be performed so as not to unduly delay or inconvenience the contractual party. Contractual parties shall make available at no charge to the City all reasonable facilities and assistance for the convenience of the City representatives performing the audit. (Ord. No. 12271, § 2, 8-22-02) 2.17. 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 Page 30 of 35 Request for Proposals (RFP) 391314 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 adjustments shall be made within one (1) year following the end of the Agreement. Page 31 of 35 Request for Proposals (RFP) 391314 3. Specifications 3.1. SPECIFICATIONS/SCOPE OF WORK EMPLOYEE VOLUNTARY LOAN PROGRAM SPECIFICATIONS/SCOPE OF WORK BACKGROUND As an employer, the City of Miami (City) is considering offering a voluntary loan program to assist employees who may be living paycheck to paycheck and who may not have access to the cash, loans, or other traditional credit options they need. These unsecured micro finance loans would assist such employees who may have experienced unexpected or emergency expenses, increased health care costs or need for major home appliances and/or electronics enabling payment for the same via payroll deductions. PROGRAM REQUIREMENTS The employee voluntary loan program shall provide for easy access to loans of up to $5,000.00 via a fast and convenient online application and approval process. Qualification for this program shall be simple with no credit check or need for a bank account required. The employee applicant shall only need proof of one (1) year of employment with the City and shall receive mandatory financial education providing debt management and instruction on responsible borrowing through the City's own Financial Empowerment Coaching (FEC) program. Payment of the loan shall be through installments which shall be available anywhere from six (6) to twenty-four (24) months in duration and which shall be automatically deducted from each of the employee applicant's paychecks until such time as when the loan is completely paid off. Concerning the same, this loan program is strictly available to employees only; and, an employee's co-signment of a loan intended for a non -employee is prohibited. The loan payments shall be fixed and based on the actual loan amount, the applicable reasonable annual percentage rate (APR), and the term of the loan. These fixed payments shall not exceed twenty percent (20%) of the employee applicant's paycheck. PROGRAM LIABILITIES The City shall bear absolutely no liability, risk, or incremental cost (administrative or otherwise) from the program's implementation and operation. The City shall NOT be a guarantor or secondarily liable in any manner for the repayment of these loans and responsibility for the same shall be strictly and solely the employee applicant's and the Firm's. The Firm shall assume any and all liability associated with said loans, inclusive of loans pertaining to employee applicants no longer under the City's employment, whether due to resignation, termination, or otherwise. The Firm shall be responsible for the performance of any and all marketing and fulfillment and shall provide an easy -to -administer program. The Firm shall work with the City's designated depaitinent concerning the preparation of any and all marketing materials and shall present the same for said department's approval prior to any launch, messaging or distribution to the City's employees. Said program shall be cancelable by the City with thirty (30) days written notice to the Firm. Page 32 of 35 Request for Proposals (RFP) 391314 4. Submission Requirements 4.1. SUBMISSION REQUIREMENTS Proposals shall be limited to 20 pages or less. Cover pages, table of contents, section dividers, reports and resumes do not count towards this page limit. 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: A. Executive Summary in response to this RFP. B. The name of firm, corporation, joint venture, partnership, individual, or other legal entity's address, telephone/fax/email address, name of contact individual, date incorporated, principals and officers of Proposer, and federal employer identification number. Include location from where work will be performed. C. 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. D. Provide specific qualifications, project experience, and credentials that demonstrate Proposer's ability to perform the required scope of work. Proposer must clearly describe its qualifications and experience in the provision of similar work of a similar nature in the financial lending industry. Include discussion of experience in specific fields or industries related to the proposed project. Include any and all licenses and certifications held. E. 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 been performed 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. F. 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. G. 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. H. Discuss Proposer's and/or Team's overall resources, including personnel, equipment, present work load, supervision andcoordinating capacity, etc. I. 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. Page 33 of 35 Request for Proposals (RFP) 391314 7. 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). K. Proposer shall include a Financial Proposal as part of the Proposal Submittal. Financial Proposal shall contain detailed information justifying its proposed cost(s), including reimbursable expenses. Failure to submit a Financial Proposal shall deem your Proposal Submittal non -responsive. L. Provide any other information or documentation with Proposal, as needed. Page 34 of 35 Request for Proposals (RFP) 391314 5. Evaluation Criteria 5.1. EVALUATION CRITERIA Individual Evaluation Committee (Committee) members will evaluate proposals based on the 100% evaluation criteria defined herein. These individual numerical scores, per committee member, will then be converted into ordinal ranking numbers (1, 2, 3, 4, 5, etc.), from highest to lowest, with the highest numerical score receiving the 1 ordinal ranking. Tied numerical scores will receive the same ordinal number and succeeding ordinal numbers will be skipped to offset the total number of scores that were tied (1, 1, 3, 4, 5, etc.; 1, 2, 2, 2, 5, etc.). Ordinal scores for all Committee members will then be totaled in the aggregate. The proposer who receives the lowest total overall ordinal score will be the highest ranked proposer. The proposer who receives the second lowest total ordinal score will be the second highest ranked proposer, etc. Proposals shall be evaluated based upon the following criteria and weight: Criteria: Weight: A. Overall Qualifications and Experience: 35% B. Approach and Methodology: 30% C. Financial Proposal: 30% D. Local Preference: 5% Page 35 of 35 COPY December 17, 2013 By Hard Copy Submittal — Hand Delivery Pablo R. Velez, Esq., CPPB Procurement Supervisor Department of Purchasing City of Miami 444 S.W. 2nd Avenue, 6th Floor Miami, FL 33130 In care of City Clerk City of Miami 3500 Pan American Drive Miami, FL 33133 RE: City of Miami — RFP Number 391314 Request for Proposals for an Employee Voluntary Loan Program Dear Mr. Velez: On behalf of BMG Money, Inc. ("BMG" or the "Proposer"), we are grateful for the opportunity to submit this proposal (the "Proposal") in response to RFP No. 391314 — Request for Proposals for an Employee Voluntary Loan Program — (the "RFP") issued by the City of Miami (the "City"). Please find attached hereto at Tab 1 completed copies of the Certification Statement and other certifications requested in the RFP, together with the completed spreadsheet. A notarized copy of the City of Miami Local Office Certification is attached hereto at Tab 2, and the materials requested therein follow at Tabs 3-7. In accordance with the detailed submission requirements set forth at Section 4.1 of the RFP, this Proposal also includes the following: A. Executive Summary; B. Corporate Information; C. Organizational History and Structure; D. Proposer's Specific Qualifications, Project Experience & Credentials; 1 E. Client List; F. References; G. Approach & Methodology; H. Resources; I. Litigation; J. Sub -Contractors; K. Financial Proposal; and L. Additional Information & Documentation. A. Executive Summary. BMG offers a fixed-rate, fixed -payment employee voluntary loan program ("LoansAtWork" or the "Program"). The Program does not require a credit report to qualify and will be available to employees who have been employed by the City for at least one year and are not currently in bankruptcy. The Program offers unsecured loans with fixed repayments over terms of six to twenty-four months, processed through payroll deductions. The Program will allow employees who may have only high-priced alternatives for short-term borrowing needs to borrow responsibly and pay off their debt in affordable installments. It also will help employees who do not have sufficient savings to cover unforeseen expenses such as the cost of moving, medical needs, or automobile repairs. We believe that the City's employees will see real value in LoansAtWork, and it will provide an important financial lifeline to those employees that are too often taken advantage of by the predatory payday lenders targeting our communities. The Problem - Payday Loans. When facing an unexpected expense, too many good people with good government jobs are left with little option except predatory payday lenders, which can exacerbate their already tenuous household budgets. The entire payday loan industry, among the worst of the predatory lenders, thrives on the financial vulnerability of workers. Payday lenders offer short-term loans with absurdly high interest rates of nearly 300 percent and repayment terms that make the loans exceedingly burdensome on borrowers. These high -cost loans have exploded in recent years. Today, nearly one -in - four Americans have used so-called "alternative credit providers" — these 2 exorbitant loans point to an alarming trend that underscores a lack of viable and responsible borrowing alternatives for many well -employed Floridians. The problem with these payday loans is the unending, destructive cycle they perpetuate. With such terribly high costs and lightning -fast due dates, these loans create pervasive churning that requires borrowers to come back again -and -again. According to the Center for Responsible Lending, these loans create "a debt treadmill that makes struggling families worse off than they were before they received a payday loan."1 The Solution - LoansAtWork. BMG's loans range from $500 to $5,000 and are available exclusively to employees of our clients, mostly public sector and not -for -profit employers. The loans are offered with an average interest rate of about 25%. There is no penalty for early prepayment, and employees are limited to one outstanding loan at -a -time and may apply for only two subsequent loans per 12-month period. All City employees will now be able to manage large, unexpected expenses over time with fixed and manageable payments. Most significantly, to help keep government employees on sound financial footing in the future, we report loan performance to the credit bureaus (payroll deductions ensure timely repayment), and applicants complete an online review to ensure that their loan fits their budget. We offer free financial literacy training to our clients' employees — whether they are LoansAtWork customers or not. The FDIC issued guidelines "to encourage financial institutions to offer small -dollar credit products that are affordable, yet safe and sound, and consistent with all applicable federal and state laws." LoansAtWork was designed to meet or exceed the following elements of the FDIC's template for safe and affordable small -dollar loans: • Loan terms of at least 90 days; • Streamlined application process; • APR below 36%; • Low fees; • Affordable, amortizing payments; • Financial education; and ' Montezemolo, S. (2013). Payday Lending Abuses and Predatory Practices, p. 2. Durham, North Carolina: Center for Responsible Lending. 3 • Assists consumers with little or no credit history obtain credit that they both need and can repay. We are confident that employees of the City will be grateful that LoansAtWork is available to them. The Program offers a socially -responsible, reasonably -priced loan solution to the most vulnerable employees in their times of need. B. Corporate Information. Name of Proposer BMG Money, Inc. Type of Legal Entity Corporation Address 1221 Brickell Avenue, Suite 1170 Miami, FL 33131 Telephone 305.428.2580 Fax 305.675.2962 E-Mail Address info@bmgmoney.com Name of Individual Contact Thomas C. McCormick Chief Operating Officer BMG Money, Inc. 1221 Brickell Avenue, Suite 1170 Miami, FL 33131 305.851.6137 tom.mccormick@bmgmoney.com Date Incorporated September 18, 2009 Principals & Officers Marion Mathes; Chief Executive Officer Angela Guimaraes; President, Director Thomas McCormick; Chief Operating Officer Randall Pike; Treasurer, Director Joao Guimaraes; Secretary, Director Charles Smith; Senior Vice President 4 Federal Employer Identification Number 27-1246641 Location Work Performed from Where Will Be 1221 Brickell Avenue, Suite 1170 Miami, FL 33131 C. Organizational History and Structure. BMG was incorporated as a newly -formed Delaware corporation in September 2009 with the sole purpose of developing and offering an employee voluntary loan program in the Florida market. The company chose Miami as its headquarters and Marion Mathes was hired as the founding CEO and first employee in March 2010. BMG was licensed by the State of Florida's Office of Financial Regulation as a Florida Consumer Finance Company in February 2010 (a copy of Proposer's current license, No. CF9900716, is attached hereto at Tab 7), and BMG made its first loan in September 2010. Proposer has grown significantly since that time, and as more fully -described at Section E below, BMG is proud to count fifteen government/public sector employers amongst its clients — most of them here in Miami -Dade. Proposer's principals and directors are set forth above at Section B. Proposer has two shareholders as follows: (i) BCP Securities LLC (a fully - licensed U.S. investment bank and member of the Financial Industry Regulatory Authority, founded in 1999 and based in Greenwich, Connecticut); and (ii) EGL Empreendimentos Gerais Ltda. (an investment holding company based in Brazil). The City has not previously awarded any contracts to Proposer. To Proposer's knowledge, the RFP is the first time the City has initiated any procurement efforts in connection with employee voluntary loan programs or the like, and Proposer has not made any formal procurement submissions to the City in the past. D. Proposer's Specific Qualifications, Project Experience & Credentials. BMG's qualifications and project experience are without peer. Simply put, to our knowledge, there is no other organization with comparable experience in our market. Proposer has eleven municipal employer clients. We have seventeen 5 total employer clients in Miami -Dade County alone. We have one and only one product — the LoansAtWork Program is the sole focus of our company. To date, we have serviced literally thousands of loans, issuing over $19 million of loans to employees who otherwise would have fallen victim to predatory payday loans. We are expert in the origination and servicing of the issuance of socially - responsible loans to the employees of our employer clients, and we have the wherewithal and experience to ensure that the City will be a satisfied client for as long as it chooses to participate in the Program. As noted herein, Proposer is based here in the City of Miami. BMG is active in our community, supporting various local initiatives intended to improve the quality of life of our neighbors. More specifically, in recent years Proposer has supported the important work of: • American Cancer Society; • Citizens for a Healthy Miami -Dade; • Concerns of Police Survivors (Fraternal Order of Police); • Dade County Police Benevolent Association; • City of Doral's youth sports programs; • Florida Association of State Troopers; • Florida Police Athletic League; • Foundation for New Education Initiatives; • Foundation for Rural Education Excellence; • Greater Florida Consortium of School Boards; • Lake Stevens youth football; • OurKids of Miami-Dade/Monroe; • St. Baldrick's Foundation; • United Way of Miami -Dade and its Center for Financial Stability; and • University of Miami. Proposer is also an active member of the local business community. BMG has been an active associate member and sponsor of the Miami -Dade County League of Cities for several years, and we recently joined the Broward League of Cities. Our CEO is a member of the Board of Directors of Enterprise Florida, the statewide economic development organization focused on job creation. Additionally, she is a member of the Development Committee for the United Way of Miami-Dade's Center for Financial Stability and the University of Miami's Citizens Board. And, BMG is a member of the Greater Miami Chamber of Commerce and participates in its Professional & Workforce Development Committee. 6 In both 2011 and 2013, BMG was a proud Finalist for the International Business Leadership Award from the Greater Miami Chamber of Commerce. Executives of BMG have Certificates of Completion from the Miami -Dade County League of Cities Best Practices Conference, having participated since its inception three years ago, and from the FDIC's Money Smart financial literacy programs. And most importantly, Proposer is licensed by and in good standing as a Consumer Finance Company with the State of Florida's Office of Financial Regulation (see Tab 7 attached hereto). E. Client List. Please find below a complete list of Proposer's clients for which Proposer has provided a. similar service as required in the RFP. In fact, BMG has provided the very same program — LoansAtWork — to all such clients as we propose in response to the RFP. A detailed list, including Proposer's experience with each client and such clients' names, addresses, telephone numbers and contact names, is attached hereto at Tab 8. Government 1. City of Doral 2. City of Fort Lauderdale 3. City of Hialeah 4. City of Hialeah Gardens 5. Highlands County Tax Collector 6. Jackson Health System 7. City of Miami Beach 8. City of Miami Springs 9. City of North Miami 10. City of North Miami Beach 11. Palm Beach County Clerk & Comptroller 12. Palm Beach County Tax Collector 13. Town of Surfside 14. City of Sweetwater 15. City of West Miami Not -for -Profit 1. Community Partnership for Children (Daytona Beach) 7 Other 2. Family Support Services of North Florida Inc. (Jacksonville) 3. Miami Jewish Health Systems 4. OurKids of Miami-Dade/Monroe, Inc. 5. Switchboard of Miami, Inc. 6. United Way of Miami -Dade 1. Al -Flex Exterminators (Miami) 2. Arnet Pharmaceutical Corp. (Davie) 3. Odebrecht USA (Coral Gables) 4. Worldwide Ticketcraft (Boynton Beach) F. References. Please find attached hereto at Tab 9 references on letterhead from clients for the provision of similar services within the past five (5) years. More specifically, references from the City of Fort Lauderdale, City of Miami Beach and OurKids of Miami-Dade/Monroe, Inc. are included, each of which continue to be clients of BMG and currently offer LoansAtWork to their respective employees. For convenience of reference, please find below the additional specific information requested in the RFP: Name of Reference City of Fort Lauderdale City of Miami Beach OurKids of Miami - Dade/Monroe, Inc. Contact Name Guy Hine Sue Radig Frances P. Allegra Risk Manager 954.828.5177 ghine@fortlauderdale.gov Human Resources Administrator Chief Executive Officer/President 305.455.1025 allegraf@ourkids.us 305.673.7000 ext. 6542 sradig@miamibeachfl.gov Period of Time January 2013 to present January 2012 to present December 2011 to present Overall Work Performed LoansAtWork Program LoansAtWork Program LoansAtWork Program Since the Program launched at the City of Fort Lauderdale almost one year ago, about 6% of the workforce has participated. Since the Program launched at the City of Miami Beach approximately two years ago, more than 8% of the workforce has participated. Since the Program launched at OurKids almost two years ago, about 20% of the workforce has participated. 8 G. Approach & Methodology. Proposer's overall approach and methodology to be utilized in connection with the LoansAtWork Program which is the subject of this Proposal will comply with each element of work set forth in the Specifications/Scope of Work contained at Section 3.1 of the RFP. More specifically and for the avoidance of doubt, BMG will represent and warrant that the Program will conform to each and all of the following specifications: Background. 1. BMG proposes that the Program will be offered to employees of the City as a voluntary loan program to assist employees who may be living paycheck -to -paycheck and may not have access to the cash, loans, or other traditional credit options they need. Rather than underwriting loans based upon credit scores and history like traditional banks, BMG underwrites loans based upon employment status and income, thus enabling access to employees that ordinarily are excluded from the financial mainstream. 2. Program loans will be unsecured and are intended to assist employees of the City who may have experienced unexpected or emergency expenses, increased health care costs or other needs. Program Requirements. 3. Loan repayments will be enabled by payroll deductions. 4. The Program shall provide for easy access to loans from $500 to $5,000 via a fast and convenient online application and approval process (see www.loansatwork.com). Generally, loan proceeds are received by applicant employees within one -to -two business days of execution. 5. Qualification for the Program shall be simple with no credit check or need for a bank account required. All other legally -required identity verification and review for currently -open bankruptcy filings will be managed by Proposer. 6. Employee applicants shall only need proof of one (1) year of employment with the City. 9 7. At the City's sole discretion, Proposer will notify all employee applicants of the City's requirement that they receive mandatory financial education providing debt management and instruction on responsible borrowing through the City's own Financial Empowerment Coaching (FEC) program. 8. Repayment of Program loans shall be through installments which shall be available over six (6), twelve (12), eighteen (18), or twenty-four (24) months in duration and shall be automatically deducted from each of the employee applicant's paychecks until such time as when the loan is completely paid off. 9. The Program will be strictly available to employees of the City only, and an employee's co -signature of a loan intended for a non -employee will be strictly prohibited. 10. Program loan payments shall be fixed and based upon the actual loan amount, the applicable reasonable annual percentage rate (APR), and the term of the loan. 11. Interest rates on the Program loans will be comparable to those for cash advances on credit cards. Using this voluntary program, loans will be available to employees who may not qualify for credit cards, bank or credit union loans, and the like. These same employees too often fall victim to the predatory payday loans providers charging fees equal to APRs of 275% or more. 12. Generally, Program loan interest rates will be a small fraction of the cost of payday loans — BMG's fixed interest rates average around 25% and shall never exceed 29.75%. BMG charges only "simple" interest — unlike many credit cards, there is no compounding — no interest -on - interest. 13. Program loans never charge late fees, there are no penalty rates, and employees may pay off loans — in full or partially — any time with / absolutely no prepayment penalties. 14. At the time of application, BMG will conduct an income review to design each Program loan so that the payroll deduction repayments do not exceed twenty -percent (20%) of the employee applicant's paycheck. 15. The City will confirm to BMG the employment status and gross income for its employees enrolling in the Program and confirm payroll deduction amounts each payroll period in a format to be mutually agreed upon by the City and BMG. 10 16. Each Program loan will be evidenced by a promissory note with the applicable employee (collectively, as amended or otherwise modified from time to time, the "Notes"). The City acknowledges and agrees that it will comply with its employees' requests set forth in the Notes to (a) deduct from their wages, salary, commissions or other similar compensation (collectively, "Wages") the amounts to be so deducted as described in the respective Notes and (b) remit such amounts to BMG, in each case, solely to the extent of the maximum available Wages of the applicable employee and in accordance with applicable laws, rules, regulations and orders. Notwithstanding any termination of the Program or any contract or agreement relating thereto, the obligation of the City to process payroll deductions shall survive as to any Notes outstanding as of such termination until final payment in full of such Notes. 17. The City agrees to remit available funds to deposit account number 3850-1257-9286 located at Bank of America N.A., wire routing number 026009593 (or such other account as BMG may from time -to -time specify in writing) all amounts deducted from employees' Wages in accordance with the applicable Notes on, or as promptly as practicable after, the date the applicable wages are payable. 18. The City shall notify BMG as soon as reasonably practicable if any employee requests revocation of his or her payroll deduction request, ceases to be employed by the City or changes his or her employment status. Program Liabilities. 19. The City shall bear absolutely no liability, risk, or incremental cost (administrative or otherwise) from the Program's implementation or operation. 20. The City shall NOT be a guarantor or secondarily liable in any manner for the repayment of Program loans and responsibility for all such loans shall be strictly and solely the employee applicant's and Proposer's. 21. Proposer shall assume any and all liability associated with all such loans, inclusive of loans pertaining to employee applicants no longer under the City's employment, whether due to resignation, termination, or otherwise. 11 22. Proposer shall be responsible for the performance of any and all marketing and fulfillment and shall provide an easy -to -administer program. 23. Proposer shall work with the City's designated department concerning the preparation of any and all marketing materials and shall present the same for said department's approval prior to any launch, messaging or distribution to the City's employees. 24. The Program shall be cancellable by the City with thirty (30) days' written notice to Proposer. H. Resources. Proposer's overall resources are more than adequate to support any and all of the City's needs in the case of a favorable response and the City becomes a LoansAtWork client. BMG is well positioned to ensure the highest levels of employer client and employee customer service, privacy, security and performance. More specifically, BMG has the right People, Technology and Partners in place to support the Program. People. BMG's Miami -based team includes exceptionally -qualified managers and staff who stand ready to support the Program. Team members have decades of combined experience in supporting employment -based lending programs such as LoansAtWork. Employee customer service is available by website, e-mail and toll -free, bi-lingual telephone support (English and Spanish). The City of Miami's client services team will include: Tom McCormick, Chief Operating Officer Tel.: 305.851.6137; Home: 305.360.8456; Fax: 305.407.9654 Mobile: 305.741.0077; E-Mail: tom.mccormick@bmgmoney.com Mr. McCormick is a senior executive of BMG. He will be accountable to the City in connection with all services related to the Program and the City may contact him — any time, any day — and he will address all concerns. Mr. McCormick will meet with City officials according to their preferred schedule for periodic Program reviews, and in the interim any issue can be escalated to him at the City's convenience. 12 Chuck Smith, Senior Vice President, Operations Tel.: 305.851.6143; Fax: 305.407.9654 Mobile: 786.505.0890; E-Mail: chuck.smith@bmgmoney.com Mr. Smith, another senior executive of BMG, will be primarily responsible for the implementation and the on -going servicing of the Program for the City. Mr. Smith will be responsible for assembling communication and implementation plans for the City's review and approval. He generally provides supervision of the Program and will do so specifically with respect to the City. Mr. Smith will coordinate all necessary capacity planning — all needed funds and support personnel and services — and the overall timeliness and accuracy of all deliverables. Manuel Rizzon, Associate Tel.: 305.851.6136; Fax: 305.407.9654 E-Mail: inanuel.rizzon@bmgmoney.com Mr. Rizzon (MB.A., University of Miami) has the most direct interaction with our current clients, and he will be designated as the City's day-to-day point of contact. Of course, since Proposer stands ready to automate the eligibility and deduction processes in connection with the Program, there will be few manual processes, but Mr. Rizzon will monitor the execution of all automated processes and lead any needed exception management. Technology. BMG supports the Program by utilizing technology and systems that have been deployed across our twenty-five existing clients with great success. The technology supports all of Proposer's automated employee eligibility, funding, loan servicing and payroll deduction calculation and reconciliation processing. An e-commerce system utilizing various toolsets (HTML-5, Java, mySQL, Linux) supports the loan application and customer self-service engines that will be available to City employees. A business platform manages all enrollment decisioning and fulfillment, funding, loan accounting, and payroll deductions. Scalability and reliability were built into the development, using best -in -class solutions (.Net, VB, PowerBuilder, Sybase, etc.). Moreover, information and information resources are strategic assets vital to BMG's customers and business. These assets are protected utilizing robust data security standards to ensure information is not exposed to unauthorized parties. BMG deploys a confidential series of administrative, physical and technical safeguards designed to protect the security of customer information. 13 Partners. Proposer works with leading partners in the ordinary course of managing its business. For example, BMG ensures compliance with all applicable consumer credit protection laws and other applicable legal requirements by working with nationally -renowned law firms including Foley & Lardner and Morrison & Foerster. BMG's accounting and tax filings are prepared by the Gilman & Negrini firm of Coral Gables. Miami -Based C-VOX Group assists with marketing communications, and media relations are managed by Core Message of Tallahassee. BMG seeks to associate with only the finest firms in their respective fields. Proposer's current workload will allow for a successful, timely and prompt implementation of the Program. Our Company, and most of our employees, call the City of Miami home, and the City will be one of BMG's most important clients. I. Litigation. None. There is no current or pending litigation or proceeding involving Proposer, its partners, managers, other key staff members, or its professional activities or performance. J. Sub -Contractors. Proposer does not plan to utilize any Sub -Contractors for the work to be performed related to the Specifications/Scope of Work set forth in the RFP. K. Financial Proposal. BMG does not request nor require the City to pay to BMG any fees, contributions, assessments, premiums or charges of any kind whatsoever. The City shall not be requested nor required to reimburse BMG for any expenses. Furthermore, the City will not guarantee BMG against any risk of credit losses. And lastly, BMG will reimburse the City for any of its direct, out-of-pocket costs in connection with bank wire or electronic fund transfer costs and payroll deduction processor charges associated with the Program (if any). 14 In sum, the Proposer shall not charge the City any fees or costs to provide the services as listed herein and will reimburse the City as described above. L. Additional Information & Documentation. It should be noted that Proposer satisfies each of the requirements cited at Section 2.3 of the RFP regarding minimum qualifications. Lastly, Proposer has attached hereto at Tab 10 a letter of support in favor of the Program submitted by the Fraternal Order of Police, Miami Lodge No. 20. * * * Again, we are grateful for the opportunity to submit this Proposal. We believe that BMG's LoansAtWork Program is the best way for the City to offer a simple, responsible and low-cost emergency loan solution to its workforce, all without any cost or liability to the City. Thank you in advance for your assistance in connection with this important matter, and please do not hesitate to contact me if 1 can be helpful in any way. Respectfully submitted, ki Thomas C. McCormic Chief Operating Officer BMG Money, Inc. encls. (10): Tab 1 — Certification Statement/Certifications; Spreadsheet Tab 2 — City of Miami Local Office Certification (Notarized) Tab 3 — Proposer's Local Office Tenancy Lease Tab 4 — Copy of City of Miami Business Tax Receipt Tab 5 — Copy of Miami -Dade County Business Tax Receipt Tab 6 — Copy of City of Miami Certificate of. Use Tab 7 — Copy of State of Florida's Office of Financial Regulation Consumer Finance Company License No. CF9900716 Tab 8 — Detailed Client List Tab 9 — Reference Letters Tab 10 — Fraternal Order of Police Letter of Support 15 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 (1) 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: --- NONE --- We (I) certify that any an.d 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: BMG MONEY, INC. ADDRESS: 1221. BRICKELL AVENUE, SUITE 1170 MIAMX, FL 33131 PHONE: 305.428,2580 FAX: 305.675.2962 EMAIL: info@bmgmoney.com ' BEEPER: 305.741.0077 SIGNED BY: AS C. McCORAGIICK TITLE: CHIEF OPERATING OFFICER DATE: DECEMBER 17, 2013 FAILURE TO COMPLETE, SIGN, AND RETURN THIS FORM SHALL DISQUALIFY THIS BID. Certifications Legal Name of Firm: BMG MONEY, INC. Entity Type: Partnership, Sole Proprietorship, Corporation, etc. CORPORATION Year Established: 2009 Office Location: City of Miami, Miami -Dade County, or Other CITY OF MIAMI Occupational License Number: CF9900716 Occupational License Issuing Agency: OFFICE OF FINANCIAL REGULATION, STATE OF FLORIDA Occupational License Expiration Date: DECEMBER 31, 2014 Will Subcontractor(s) be used? (Yes or No) NO Request for Proposals for an Employee Voluntary Loan Program RFQ 391314 Close Date 12/17/2013 14:00 RFQ Currency USD Quote Currency USD Price Precision Any Company City of Miami Buyer Velez, Pablo R Phone (305)416-1896 Email pvelez(&miamioov.com Supplier BMG Money Inc. Supplier Site Header Quote Valid Until Note to Suppliers Note to Buyer Izio,IILU11 example: 11/18/2013 Reference Number Requirements Legal Name of Firm: BMG Money, Inc. Entity Type: Partnership, Sole Proprietorship, Corporation, etc. Corporation Year Established: Office Location: City of Miami, Miami -Dade County, or Other Occupational License Number: City of Miami CF9900716 20091(Numeric Value only) Occupational License Issuing Agency: Occupational License Expiration Date: Will Subcontractor(s) be used? (Yes or No) File Download Time 11/18/2013 16:47 Office of Financial Regulation, State of Florida 12/31/2014J(Date Value only) Request for Proposals for an Employ. Voluntary Loan Program PPO PPLPIP PPG Cznonpy IMO OPPla Gwen, OD PFI,Teelsion P.m mann., CPPef Emu Pal.e.P.Ple P.M 1305111PAPIP Lines 1 • oftp his immonts:a CITY OF MIAMI LOCAL OFFICE CERTIFICATION (City Code, Chapter 18, Article 111. Section 18-73) Solicitation Type and Number: RFP No. 391314 (i.e. IFQ/117B/RFP/RFQ/RFL1 No. 123456) Solicitation Title: REQUEST FOR PROPOSALS FOR AN EMPLOYEE VOLUNTARY LOAN PROGRAM BMG MONEY, INC, (Bidder/Proposer) hereby certifies compliance with the Loco( Office requirements stated under Chapter I8/Article 111. Section 18-73, of the Code of the City of Miami, Florida, as amended. Local office means a business within the city which meets all of the following criteria: (1) Has had a staffed and fixed office or distribution point, operating within a permanent structure ‘vith verifiable street address that is located within the corporate limits of the city, for a minimum of twelve (12) months immediately preceding the date bids or proposals were received for the purchase or contract at issue; for purposes of this section, 'staffed" shall mean verifiable, full-time, on -site employment at the local office for a minimum of forty (40) hours per calendar week, whether as a duly authorized employee, officer, principal or owner of the local business; a post office box shall not be sufficient to constitute a local office within the city; (2) If the business is located in the permanent structure pursuant to a lease, such lease must be in writing, for a term of no less than twelve (12) months, been in effect for no less than the twelve (12) months hnmediately preceding the date bids or proposals were received, and be available for review and approval by the chief procurement officer or its designee; for recently -executed leases that have been in effect for any period less than the twelve (12) months immediately preceding the date bids or proposals were received, a prior fully -executed lease within the corporate limits of the city that documents, in writing, continuous business residence within the corporate limits of the city for a term of no less than the twelve (12) months immediately preceding the date bids or proposals were received shall be acceptable to satisfy the requirements of this section, and shall be available for review and approval by the chief procurement officer or its designee; further requiring that historical, cleared rent checks or other rent payment documentation in writing that documents local office tenancy shall be available for review and approval by the chief procurement officer or its designee; (3) Has had, for a minimum of twelve (12) months immediately preceding the date bids or proposals were received for the purchase or contract at issue, a current business tax receipt issued by both the city and Miami - Dade County, if applicable; and (4) Has had, for a minimum. of twelve (12) months immediately preceding the date bids or proposals were received for the purchase or contract at issue, any license or certificate of competency and certificate of use required by either the city or Miami -Dade- County that authorizes the performance of said business operations; and (5) Has certified in writing its compliance with the foregoing at the time of submitting its bid or proposal to be eligible for consideration under this section; provided, however, that the burden of proof to provide all supporting documentation in support of this local office certification is borne by the business applicant, submitting a bid or proposal. 1 FORM -City of Miami Local Office Certification 7/22/2013 PLEASE PROVIDE THE FOLLOWING INFORMATION: Bidder/Proposer Local Office Address: 1221 BRICKELL AVENUE, SUITE 1170, MIAM , FL 33131 Does Bidder/Proposer conduct verifiable, full- time, on -site employment at the local office for a minimum of forty (40) hours per calendar week?. . YES _ _____ NO If Bidder/Proposer's Local Office tenancy is pursuant to a -lease, has Bidder/Proposer enclosed a copy of the lease? 1 YES NO N/A Has-Bidder/Proposer enclosed a copy of the Business Tax Receipt (BIR) issued by the City of Miami and Miami -Dade County? City of Miami: ,_{YES Cite Exemption: LIJNOI i Exempt Miami -Dade County: iYES NO Exempt Cite Exemption: Has Bidder/Proposer enclosed a copy of the license, certificate of competency and certificate of use that authorizes the performance of Bidder/Proposer's business o'erations? 1 If I YES NO Bidder/Proposer's signature below certifies compliance with the Local Office requirements stated under Chapter 18/Article III, Section 18-73, of the Code of the City of Miami, Florida, as amended. THOMAS C. McCORMICK, CHIEF OPERATING OFFICER, BMG MONEY, INC. Print Name (Bidder/Proposer Authorized .presentative) Signature 2 FORM -City of Miami Local Office Certification 7/22/2013 Vccp-16:. Dale 1 4 4 STATE OF FLORIDA COUNTY OF Certified to and subscribed before me this b day of' ee.x , 3 -1---\or(\ek S Cs- • Vic C.k2c3a-1 DL rr) a,65 as - 7 ri4-o CARIDAD VELAZQUEZ S Notary Public - State of Florida 7 My Comm. Expires Jan 12, 2014 fRTIFP)-tkozag PA!, (Signature of Notary Pub tate 4 Florida) LkakA22,1.q.1, (Name of Notary Typed, printed, or Stamped) Personally Known Type of identification Produced ILL J FORM -City of Miami Local Office Certification 7/22/2013 OR roduced Identification 4111,;(0S-R3--71-(-7q__-o 3 FIRST AMENDMENT THIS FIRST AMENDMENT (this "Amendment") is made and entered into as of 2012,-by and between Fie12.21 RRICKELL, L.L.C., a Delaware limited ity comp -any ("Landlordr), and BCP SECURITIES, LLC, a Connecticut limited liability mspstny and BMG MONEY, a(n),NAnnmsai jointly .and severally ('Tentint"). RECITALS A. Landlord and Tenant (as successor in interest to BCP Secarities, LLC, a Connecticut limited 1ibiUtynompany) are parties to that certain lease dated November 6, 2.009 (the "Lease"). Purauant to the Lease, Landlord has leased to Tenant space currently containing approximately 1,401 rentable square feet (the 'Existing Pnaniscs") described as Suite No.1000 on the 10th floor of the building commonly known as 1221 Brickell located at 1221 Brickell Avenue, Miami, 'Florida (the °Building"), B. The parties wish to relocate the Premises (defined in the Lease) from the Existing Premises to the space containing approximately 2,646 rentable square feet described as Suite No. 1170 on the 1 Mt floor of the Building and shown on Exhibit A attached hereto (the "Substitution Space"), on the following terms and conditions. The Lease will expire by its terms oft December 31, 2012 (the "Existing Termination Date"), and the parties wish to extend the term of the Lease on the following terms and conditions NOW, THEREFORE, in consideration of the above recitals which by this reference are incorporated herein, the mutual covenants and conditions contained herein and other valuable consideration, the receipt and sufficiency of Which are hereby acknowledged. Landlord and Tenant agree tis fol tows: 1. Substitution, .StibstItution Term. Prom and after the Substitution ,Effeetive .Date (defined in Sectionlad8 below), the Premises shall be the Substitution Spacc,. .subject to the terms hereof (the "Substitittion"). The .tern of the Lease for the Substitution Space (the 'Substitution Term") Anil .commence on the Sitbstitution Effective Date and, unless sooner 'terminated in accordance with the Lease, end on the Extended 'Termination Date (defined in Section 2 beloW), Promand after the Substitution Effective Date, the Substitution Space shall be stalled to all :the terms and conditions of the Lease except as provided herein. Except as may be expressly provided herein, (6) Tenant shall not be .entitled to receive, with respect to the Substitution Space, any allowance, free rent or other financial concession granted with respect to the 'Existing Premises, and (b) no representation. or Warranty made by Landlord with respect to the Existing Promises shalt apply to the Substitution Space. A. adgitntion Pffective_Put . As used herein, "Substitution Effective Date" means the earlier to occur of (i) the date on which Tenant first conducts business in to Substitution :Spew, or (ii) the date on which the Tenant Improvement Work (defined in Exhibit II antiehed hereto) .is Substantially Complete (defined in Exbibit,11 attached hereto), which is anticipated to be August 1, 3012 (the "Target Substitution EffeetiVi Date"). "EXeept 45 provided herein -to the contrary with respect to the Outside Substitution Date, the adjustment or the Sebstitntion Effeetive Dateand, accordingly, the postponement of Tenant's obligation to pay rent for the Substitution Space shall be Tenant's sole remedy if the Tenant Improvement Work is not Svbstantially Complete on the Target Substitution Eft.ective Date,. Without limiting the foregoing,, during any period that the Substitution Effiwtive Date is delayed, Tenant shall continuo to pay rent for the Existing Premises .in accordance with tho terms of the Lease. If the Substitution Effective Date is delayed, the expiration date under the Lease shall be similarly extended. Notwithstanding the foregoing, if the Substitution Effective Date has not occurred by December 31, 2012 (the "Outside Substitution Date"), Tenant, as its sole remedy, may terminate the Lease by giving Landlord written notice of termination (the "Termination Notice") en or before five (5) Business Days after the Outside Substitution Date. In snob event, the Lease shall terminate QAUSERS‘TOM MCCORMICKkAPPDATAILOCALAMICRQSQFTWVINDOVVS \TEMPORARY INTERNET FILES \ CQNTENT.OUTLOORWWHOPPORIBCP ;SECURITIES 1A1.00C June 12, 2012 1 effective- as of the date set forth .in Tenant's Termination Notice, which date Shall not be later than sixty (60) days after the date of Tenant's Termination Notice. Landlord and Tenant acknowledge and agree that: (1) the determination of the Substitution Effective Date shall take into consideration the effect of any Tenant :Delays; and (I) the Outside Substitution Date shall be postponed by the number of days the Substitution :Effective Date is delayed due to events of Force Majeure. Notwithstanding anything heroin to the contrary, if Landlord determines in good faith that it will he unable to cause the Substitution Effective Date to occur by the Outside Substitution Date, Landlord shall have the right to immediately cease its performance of the Tenant Improvement Work and provide Tenant with written :notice (the "Extension Notite") of such inability which Extension Notice shall set forth the date on which L,andlord reasonably believes 'that the Substitution Effective Date will occur, Upon receipt of the Extension Notiee, Tenant shall have the right to terminate this Lease by providing a Termination Notice to Landlord within 5 Business Days after the date of the EXt4115}011. Notice. If Tenant -does not 'terminate this Lease within such 5 Business Day period, the Outside Substitution Date automatically shall be amended to be the date set forth in Extension. Notice. 13, Confirmationlielm, At any time after the Substitution Endive Date, Landlord may deliver to Tenant a notice substantially in the firm of yxhihit C attached hereto, as a confirmation of the information set forth Amin, which Tenant shall execute and return to Landlord within 5 days after receiving it. If Tenant fails to execute and return (or reasonably object in writing to) such notice within 5 days after receiving it, Tenant shall be deemed to have executed and returned it without - exemption. 12. Existing Premises, Subject to the terms hereof, effective as of the Existing Premises Termination Date (defined below), the term of the Lease shall expire with respect to the .Existing Prettilso with the same force and effect as if such tern were, by the provisions of the Lease, fixed to expire with respect to the Existing Premises on the Existing Premises Termination Date, As used herein, "Existing Premises Termination Date Means the Substitution Effective Date. Without limiting the foregoing: A. Any jportion of the Base Rent schedule set forth in Section 1,03 of the Lease that applies to the Existing Premises during the period following the Existing Premises Termination Date is hereby deleted thirn the Lease, 13, Tenant shall suiroinler rite Existing Premises to Landlord in accordance with the terms of the Lease -on or before the Existing Premises Termination_ Date, C. Tenant shall ;remain. liable :for all- :Rent and other amounts 'payable under the 'Lease with respeet to the Existing Premises for the period up to awl. including the Existing Premises Termination Date, even though billings for such -amounts may occur after the :Existing Premises Termination Dam. D, Tenant's restoration obligations with respect to the Existing Premises shall be as set forth in the Lease, E. If Tenant fails to surrender arty portion of the Existing Premises on or before the Existing Premises Termination Date, Tenwr s -tenancy with respect to the Existing Premises shall be subject to Section 22 of the:Lenso, F. Any other rights or obligations of Landlord or Tenant under the Lease relating to the Existing Premises that, in the absence of the Substitution, would have survived the expiration date of the Lease shall survive the Existing Premises Termination Date. 2. Extension, The tom of the Lease is hereby extended through the last day of the 39th fen calendar month commencing on or after the Substitution Effective Dam (this "Extended Termination Date"). The portion of the term of the Lease commencing January 1, 2013 (the "Extension Date") and ending on the Extended Termination Date shill be refernad to herein as the "Extended Term", CAUSERSITOM MCCORMIMAPPDATAWCALINCROSOFT MINDOVVS1TENIPORARY INTERNET FILESIOONTENT.OUTLOOK1W1HOFPORYSCP SECURITIES IAI,CtOC dune 1:2,2012 2 Tease Rene, With respect to the Substitution Space Base Rent shall be as follows: eriod During it Terra 8ubattwticn Ef Date tlrrraur. has 12th.h full caienda of Substitution tine day of onth l 3tlr through 24th f'� s aie udar months o Substitntiota Tarifa 2.5th thrtarerzit 36th .f h full cnlenclar tenet f Substtxr%iorr Terns through I tiay of Serltstituiion 'T'e'ren Al R Subst t titian Term, the schedule of e Bent $7,036.00 $32,96 »m ., $7,267.68 $7,485,98 $7,71 O All such Base Rent shall be payable by Tenter with the terms of the L ae BASE RENT ABATEMENT. Notwithstanding • g in this Section of the .Amendment tc the contrary, so long as Tenant is not in Default (as defused in Section 1 B) under. the Lease, 'Tetuan shalt be rrrrtitled to an abatement of }3ase Rent in the amount of $7,056.00 per month for 3 consecutive full ealcndar months of the Substitution 'fern"., beginning with the first (I') Nil calendar month of the Substitution Terns (the "BOO Rent Abatement Period"). The total amount of Base Rent abated during the Base Rent Abatement Period shall equal S2t i68.00 (the "Abated Bask Rent"). if Tenant Defaults at any time during the Substitution 'Terns and fails to cure such Default within any applicable cure period under the Lease, all Abated Base Rent shall immediately become clue and payable, The payment by Tenant of the Abated Base Rent in tarp mitt of a Ue fault shall not limit nr affect any of Landlord's other Nights, pursuant to this Amendment, the Lease or at law or in equity>. 1 hiring the Base Rent Abatement Period„ only Base Kant shall be abated, and all Additional Rent (as defined: in Section 4 of the Lease) and other costs and charges specified in this Amendment and/or Thu Lease shall ruin as due and payable pursuant to the provisions of this Amendment and/or the Lease. 4. Additional,* ritv l letreasit. Upon Terialtt's u ucutlon hereof, Tenant shall pay Landlord ord t a sum of $6,756.75, wvhioh shall be added to and 'bee Dora part of the Security Deposit held by Landlord pursuant to Sections 1.0.8 and 6 of the Lease. Accordingly, simultaneously with the execution hereof, the Security Deposit is hereby increased from $7,355.2510 S14,.112.00. S, Yenant' yro. Rata S»rare, With rs spout to the Substitution Space during the Substitution Tenn, Tenant's Pro :Rata. Share shall be 0,6497% and the Rentable Square Footage of the Building is 407,240 square feet. 6. expenses and Taxes. With respect to the Substitution Spain during the Substitution shall pay for `fuiant's Pen Rata Share of expenses mid Tortes in accord Lease; provided, -however, that, with respect tote Substitution Space chain; the Base Year for Expenses and Taxes slurll. be 2012. rm, Tenant urns of the rtion Terris, intni'nvements tco,Substitution fipace. 7.1. Condition and Coeifgurntion of Sulasiitatlutt Spears. i"chant acknowledges that it has inspected the Substitution Space and agrees 10 accept It in its existing oondifier; and configuration (or in such other eondition and configuration as any existing tenant of the Substitution Space may cause to exist in aocordaace with its lease), without any r :pn sentati.cat by Landlord regarding its condition or configuration and without any obligation on the part of Landlord to perform or pay for any alteration or improvement, except as may be otherwise expressly provided in this Amendnrenl.. CAUSl~1 S1T0M M 0ORMICK}APPRATA\L CAtraMICf a S0FT1W1NDQWa\TEMP0P ARY IN i NET FIL&SeCONTPNT.0 TLOOK\VWH0FP0Rti0CP SECURrr1ES:1A1.000 June 12, 2012 3 7.2. Responsibility for improvements to Substitution Space. Landlord shall perform improvements to the Substitution Space in accorthinee with 'Exhibit y attached hereto. 8. Other pertinent Provisions. Landlord and Tenant agree that, effective as of the date of this Amendment (unless different effective datc(s) istare specifically referenced in this Section), the Lease shall be amended in the following additional respects: 8,1. Parldng, With respect to the Substitution Space during the Substitution Term and sabject to the terms and conditions set forth in Section 2„ "PARKING" of EXIIIII1T F, "ADDITIONAL PROVISIONS" of the Lease, as amended hen, the reference to the number '1" unreserved parking spaces in Section 2.01 shall be deleted and the number "5" shall be substituted therefore. Landlord and Tenant acknowledge and agree that the currently monthly parking rate for unreserved parking spaces is 595.00 per unreserved Space, per month, plus applicable taxes, finny. LI No Options. The parties -hereto acknowledge and agree that during 'the Substitution Tenn Tenant shall have no .rights to extend the term of the Lease, orexpand, terminate or contract the Premises. The parties agree that any rights existing in the Lease to extend the te:rat of the Lease, or expimd, tenninatedr contract the Premises shall be deleted in :their entirety endure ohm further force and effect. 9. -Miseellanenns. 9. This Amendment and the attached exhibits, which ere hereby incorporated into and made a part of this Amendment, set forth the entire agreement between the parties with:respect to the matters set forth herein. There have been no additional oral or written representations or agreements. Tenant shall not be entitled, in .connection with entering into this Amendment, to any free rent, allowance alteration, improvement or similar economic incentive to which Tenant may have been entitled in coriced= with entering into "tlic Lease, except as may heotherwise expressly .provided in this Amendment, 9.2, Except as herein modified or -amended, the pmvisions, cenditiona and terms of the Lease shall remain wichanged.and in Atli force and effect. 9,3. xt the ease deny inconsistency .between the provisions of the Lease and this Amendment, thoprovisions ofthis Amendment shall govern raid control. -9.4. Submission &this Amendment by Landlord is not an offer to enter into this Amendment ,,but rather is n solicitation for such an offer by Tenant. Landlord Shall not be 'bound by this Amendment until -Landlord has executed and delivered it to Tenant. 9.5, The capitalized terms used in this Amendment shall have the same definitions as set forth In the Lease to the emtent that such tamitalized terns are defined therein and not redefined hi this Amendment. 9.6. Tenant shall indemnify and hold Landlord, its trustees, members, principals, beneficiaries, partners, offieers, directors, ernployew, mortgagee(s) and ageras, and the respective principals and members of any with agents hannless from all claims of any brokers claiming to have represented Tenant in connection with this Amendment, Landlord shall indemnify and hold Tenant, its trustees, mornbots, Principals, beneficiaries, partners, officers, directorS, employees, and agents, and the respective principals and members of any such agents harmless from afl claims of any brektvs (other than Jones Lang LaSalle) claimiag. to have represented Landlord in connection with this Amendment. Tenant acknowledges that any assistance rendered by airy agent or employee of any affiliate of Landlord in connection with this Amendment has been made as an aecommodation to Tenant solely in furtherance of consummating the transaction on behalf of Landlord, and not as agent for Tenant. 9,7, "finelf signatory of this Amendment represents hereby that he or she has the authority to excente and deliver it on behalf of the party hereto for which snob signatory is aetitig. [SIGNATURES ARE ON FOLLOWING PAGE) CAUEEREITOM MCODEMICKAPPDATA1WCALIMIOROSOFINWINIMMTEIRMARY INTERNET FILES CONTENT,OUTLCOOMPIOPPORWP SECURITIES Vil.140 Juno 12,.201.2 4 IN WITNESS WHEREOF, Landlord and Tenant have duly executed .this Amendment as of the day and year first above written, LANDLORD: FL-1221 BRICKELL, LLC, n Delaware limited liability company By: FL-4221 BriekellNlanaging Ivlember, L.L.C., a Delaware limited liability company, its inanaging member By: Equity Office MamIgement, L.L,C., a Delaware limited lial)ility company, its non-member manage TENANT BCP SECURITIES, a Conn cut Limited liability company and (L&M MONEY, all jointly and severally .13CP SECURITIES, LLC, a Connecticut limited liability company By; Nattier' j/I•044/ Title: 44-414‘.4,qa HMG ISIONEY, a(n) By: Name: JA Title: r.o, LAY' (1 \UERSATOIVI MCCQRMIOKAPPDATAWCALWEICROSOMMNDOW5.1TEIVIPORARY INTERNET FILE5CONTENT,CIUTLOOKWIMQPROK3OP SEOURITIE5 June 12, 2012 5 t 11,1 �� �� um�� �� ^�� �� THIS ISCERTIFICATION OFCOMPLIANCE WITH THE CITY 0FM|AM|'S"BUSINESS TAX RECgPT" IT|S|NEFFECT WHEN DATED, NAME OFCITY PERSONNEL STAMPED AND INITIALED, AND UNTIL THE PERMANENT "ON["!SRECEIVED, ~ � *^°�=�, "~��u.-�- /^-- FINANCE DEPATIVIENTOFFICIAL Please, note that this Business Tax Receipt (BTR)may expire nnSeptember 30th of the year that this INTERIM BTRhas been issued. Ensuring renewal byOctober 1ot )mthe responsibility pfthe business entity. For further information you may ua}|�(305)41G-157Our(30S)416-181V. Favor debmar nota quo este Recibo de|mpuestoparaNegocio|NTERINOpuede venoarsaeJ30deSeptiembnadel ahoembido.Aee0unar|o,anovauiooporae|1rode ,Jntuhvewm|mranpmnmub|Udaddel nagwcio. Para mAainfonnwoinnpuedeUanmoral: (3O5)41G-157Uu(3O5)41O-1g18. 8ouple prann6t ke Resi Enpo pou BjznIs^sa apexspire 30 Septanmane ke yokap bs\l lyomnmtompor6-an.Sw,emponsaWitedirUanBicnksoapouUvnnoutilPwamha Qktob kopvini S|+vbwzsven p|ha onfbmasyonsou zof6ma' pa b|lye role nmn (385)416'1570puhyen(305)416-1918. (ffitU"f POST THIS DOCUMENT IN A CONSPICUOUS PLACE NOT TRANSFERRABLE OR VALID AT ANOTHER ADDRESS UNLESS APPROVED BY THE FINANCE DEPARTMENT, PHONE (305)416-1918. RECEIPT FOR BMGMONEYINC TOTAL FEE PAID 480.00 � CUSTOMER NUMBER 96457 nsoEIpr wumasn wnoo NAME opBUSINESS omaMONEY INC ISHEREBY IN COMm-mme ToENGAGE |womMANAGE THE OPERATION OF: FINANCE COMPANY OR LOAN AGENT Jose K8.Fernandez Finance Director THIS ISNOT ABILL This issuance of a business tax receipt does not penuf the holder to violets eny Zoning laws of the City nor does it exampt the holder from any license o, pilma that may as squired by law. This docuirent does not constitute a certification hat tile hold., is qualified to iuil;tag. in the business. afolestdon or occupation specified heroin. The document Indicates payment of the business tax receipt only, PE OFREINES FoyANcysLaTmENT 1 Busit Receiptoiftionfirmisp; mentaViOtory la ' &requirements Willi e RECEIPt NC above &displave im all COI NI certi of the d get For more &oformatiouiThan www,miernida !,-411 C1Dif i:ti hTnttint CERTIFICATE OF USE FIRE SAFETY PERMIT BUSINESS NAME: DSA: ATE ISSUED: VALID PROM: ACCOUNT NUMSER: SERVICE ADDRESS: APPROVED USE: COMMENTS: OMB MONEY INC • • THIS IS NOT A BILL 11/21/13 11121/13 TO 09/30114 96467 1221 BRICKELL AV 1170 CUM .General Commercial Office General business office KgAss,01-$9,LAT THIS CESTIPICATE PI A ttitterhOUOLIS- 114CATION AT MUMMY ADDRESt FAR* 60016STAMP EVE COMMAtit) SON MVO gPi Ut% DiREVOINVEL OTATOTa0, - ' NOTICE: This oartgieate is Non-Trunsfereble, 11 you relocate, ail the business, or ohange Me type of business a now nerlifimte must be obtained from Oultdin4 and Zoning et 444 S.W. 21d Avenue, 4" Floor, Phone; (306)416-1199, • Please note that this Certificate of Use expires on September 30th of the effective year listed herein. Ensuring renewal by October 1st is the responsibility of the business entity For further information you may call (306) 4164570, Favor de tomer note quo este Certifies& de Uso se valve el 30 de Septlembre del atio indicado, Asegurar ta renovacian para el V° de Octubre as la responsabilidad del negoelo. Para mas informacidn puede Hamar al (305) 4164570. Tanpri note byen setifika wap Itilizea ap ekspire jou 30 Septam ane sa-a, Se responsabilite met biznis la pou 11 renouvle-I Premye Oktob ane kap vini-a. Si 011 bezwen plis enfamasyon, ou ka rele nem nem (305) 416-1570. Florida Office of Financial Regulation Page 1 of 1 ELORIDA OFFICE of FII` AI' CIAL REGULATION Home About OF art, Efficient and Effective Re Apply for a License Verify a License License Search Results Detail License Name: DBA Name: BMG MONEY, INC. NOT APPLICABLE. File a Complaint News Research Resources License Type: Consumer Finance Company Status: Approved Status Effective Date: 11/30/2012 Original Date of License: 2/16/2010 License Number: CF9900716 License Expiration Date: 12/31/2014 License Main Address: Street: 1221 BRICKELL AVENUE SUITE 1170 City: MIAMI State: FL Zip Code: 33131 License Mailing Address: Street: City: State: Zip Code: 1221 BRICKELL AVENUE SUITE 1170 MIAMI FL 33131 Phone Number: Search for Final Orders New Search Accessibility Return to Search Results Contact Us (850) 487-9687 Site Map https://real.flofr.com/ConsumerServices/SearchLicensingRecords/SearchDetail. aspx?licN... 12/ 13 /2013 2 4 6 8 10 12 14 17 19 21 23 25 TAB 8 - DETAILED CLIENT LIST - BMG MONEY, INC. Client Government Services Provided Year Launched Contact Name / Title Address Tel. No. City of Fort Lauderdale Coe City of Hialeah Gardens LoansAtWork Program LoansAtWork Program 2013 2011 Of John Gaskins, Jr., Insurance Benefits Specialist Raise Solis, Human Resources Coordinator 100 North Andrews Ave Flr 3, Fort Lauderdale, FL 33301 10001 NW 87th Ave, Hialeah Gardens, FL 33016 954.828.5188 305.558.4114 ext. 216 Jackson Health System City of Miami Springs City of North Miami Beach Palm Beach County Tax Collector LoansAtWork Program LoansAtWork Program LoansAtWork Program LoansAtWork Program sftylariag Tale Teymour, Assistant Director, 2012 Human Resources Capital Management zue R 2013 William Alonso, Assistant City Manager/Finance Director 2012 2012 Susan Ritter, Payroll Marilyn Hannan, Director of Human Resources 1801 NW 9th Ave FIr 7, Miami, FL 33136 201 Westward Dr, Miami Springs, FL 33166 r7 17011 NE 19th Ave, North Miami Beach, FL 33162 301 N. Olive Ave Fir 3, West Palm Beach, FL 33401 86 402 786.466.8384 305.805.5014 305.957.3513 561.355.3921 City of Sweetwater itiji5 s Not -for -Profit nsA, LoansAtWork Program ;Loans l'ar.'k,Ivo 2011 Joanna Rubio, Human Resources Manager 500 SW 109th Ave, Sweetwater, FL 33174 305.221.0411 ext. 134 Yolanda Aguilar City MaW.g Atf%Vc Family Support Services of North Florida OurKids of Miami-Dade/Monroe, Inc. LoansAtWork Program LoansAtWork Program 2012 Teri Alderman, Finance Department - Payroll & Benefits 2011 gglia, Vi'cce Pre; !PT Frances P. Allegra, Chief Executive Officer/President 4057 Carmichael Ave Ste 101, Jacksonville, FL 32207 401 NW 2nd Ave Fir 10, Miami, FL 33128 904.432.2718 305.455.1025 Ss United Way of Miami -Dade LoansAtWork Program recto; 2011 Nerve A. Mogul, President & CEO 3250 SW 3rd Ave, Miami, FL 33129 305.646.7100 Other Af l;lei t affpinatbrs a Arnet Pharmaceutical Corp. Worldwide Ticketcraft ` talon` Iork Program' LoansAtWork Program 'IC LoansAtWork Program 2012 2011 imenez, Payroll• ` Janee Dodds, Controller eB :Or Cheryl Knox, Human Resources Manager 2525 Davie Rd Ste 330, Davie, FL 33317 3606 Quantum Blvd, Boynton Beach, FL 33426 954.236.9053 ext. 111 °r. 3.05.34a1;, 877.426.5754 ext. 223 CITY OF FORT LAUDERDALE Venice of `America December 12, 2013 TO WHOM IT MAY CONCERN: This letter is to confirm that the City of Fart Lauderdale has made BMG Money's LoansAtWork program available to its employees since January, 2013. BMG Money has maintained a very good business relationship with the City of Fort Lauderdale. The day- to-day business relationship with the City and its employees has been handled professionally and courteously. If you have any questions or would like to discuss BMG Money and the City of Fort Lauderdale, please feel free to contact me. c/ti Guy Hine Risk Manager EQUAL OPPORTUNITY EMPLOYER RISK MANAGEMENT 100 N. ANDREWS AVENUE, THIRD FLOOR, FORT LAUDERDALE, FLORIDA 33301 TELEPHONE:(954) 828-5177 FAX (954) 828-5439 www.fortlauderdale,gov PRINTED ON RECYCLED PAPER too MIAMIBEACH City of Miami Beach, 1700 Convention Center Drive, Miami Beach, Florida 33139, www.miamibeachfl.gov HUMAN RESOURCES DEPARTMENT Tel: (305) 673-7524, Fax: (305) 673.7529 December 11, 2013 RE: BMG Money Loans -At -Work To Whom It May Concern, This letter is to confirm that the City of Miami Beach has been providing our employees access to the BMG Money Loans -At -Work program since January 1, 2012. BMG Money Loans -At -Work maintains a satisfactory business relationship with the City of Miami Beach. Additionally, their daily working relationship with the City and its employees has always been very professional. Should you wish to discuss the service provided to the City of Miami Beach by BMG Money Loans -At -Work further, or if you have any questions, please feel free to contact me at 305-673- 7524 extension 6542 or by email at sueradig@miamibeachfl.gov. Sincerely, Sue Radig HR Administrator Employee Benefits We are committed to providing excellent public service and safely to all who live, work, and play in our vibrant, tropical, historic community. of6,11,mni-DadtVMonroe,Inc. December 9, 203 RE: BMG Money, Inc. I LoansAt To VThorn It May Concern: 401 NM 2" AVE, SOUTH TOWER 10" FLOOT MIAMI, FL 33128 tiAtittia Azinims.- P.0, Roc 010951 FL 33101 305.4155.6000 • F; 305.-377.7029 . oird.ovityrus.as fok Emergency Loan Prog OurKids of Miarni-Dade/Monroe has offered BMG Money's LoansAtWork program to out employees for approximately two years, and we have been thoroughly pleased with the results from the outset. Almost 20% of our employees participate in the program, and they found it helpful when they were turned down for credit by banks and credit unions. Cur employees appreciate the access to emergency funds at a reasonable cost, and also benefit from the discipline of payments via payroll deduction. From our staff's point of view, the administration of the program has been simple as BMG Money has been easy to work with and has provided assistance and information in an accurate and timely manner. BMG Money's customer service representatives are knowledgeable and helpful to our employees. At OurKids, we focus- on creating a safe, secure, supportive environment for the children and families we work with, as an Organization we work to provide the same environment for our employees. It was a no- brainer for us to offer the LoansAtWork program as it fits a: niche that is not currently offered in the financial industry. We have a responsibility to take care of our staff in the best way possible so they can best. assist our community; benefits like the LoansAtWork program help us reach that goal. P:Ieas.feel freeto contact the should you -require anyadditionalinformation. AHegra Executive Officer and President 'RAM b 9' PRESIDENT JAVIER ORTIZ VICE-PRESIDENT SERGIO DIEZ SECRETARY THOMAS REYES TREASURER WILLIAM SCAROLA PAST PRESIDENT ARMANDO AGUILAR June 27, 2013 Dear'Ms. Bravo: The Only National Police Organization in the United States WAL.TER E. HEADL.EY, JR. MIAMI LODGE No. 20 710 S W 12 AVENUE MIAMI, FLORIDA 33130 PHONE (305) 854-5010 FACSIMILE (305) 854-3861 www.fopmiamLcom The purpose of this correspondence is to express our support for the Loans at Work program for City employees. As you know, I represent the interests of the Police Officers working for the City. From time -to -time, people, including some of our officers, face unexpected expenses. When savings aren't enough (or available) and banks can't (or won't) help, such expenses can create devastating financial hardships. It is during such times that the Loans at Work program .can offer our officers access to emergency funds. I have had the opportunity to meet with Ms. Mathes and Mr. McCormick from BMG Money and to discuss the Loans at Work program with them. Although the interest rate for this type of loan is not perfect, it is several hundred percent less than predatory "payday loans" and far better than the prospect of losing valued personal belongings to "pawn shop" loans. When officers face sudden financial hardships, they deserve to have this option at their disposal. The availability of the Loans at Work program 'is in the best interest of our officers. For the reasons set forth herein, I encourage you to take the necessary steps to make the Loans at Work program available to City employees as soon as possible. Thank you in advance for your immediate attention to this matter. Very truly yours, Javier Ortiz President Loan Number: BMG Money, Inc. Employer: In this Note (except in the Notice to Consumer), the terms "I", "me" and "my" refer to the undersigned Borrower, and the terms "you", "your" and "yours" refer to BMG Money, Inc., a Delaware corporation, with an address at 1221 Brickell Avenue, Suite 1170, Miami, FL 33131, and its successors and assigns. Payroll Deduction Promissory Note (Florida Consumer) Execution Date: Funding Date: Maturity Date: Promise to Pay. In return for a loan received from you, I promise to pay to you the principal amount of: plus simple interest on the unpaid principal balance each day from the Funding Date shown above until this Note is repaid in full. As described in more detail on the reverse side of this Note, I authorize and request my Employer shown above to deduct amounts from my wages, salary, commissions or other similar compensation for application to the payment of amounts payable by me under this Note from time to time, I wit not ask my Employer shown above to discontinue such deductions until this Note is finally repaid in full. Interest will be calculated at the yearly rate of A fee of will be deducted from my loan proceeds to reimburse a portion of the costs for investigating my character and credit. Before the Maturity Date shown above, payments will be due under this Note (consisting of principal and accrued interest) in the amounts as provided in the Payment Schedule set forth below. On the Maturity Date shown above, I will pay to you the entire unpaid balance of outstanding principal and accrued interest. I agree to pay a Returned Payment Fee equal to the greater of $20 or the actual charge made to you by a depository institution, whenever a payment on the loan is dishonored or returned unpaid. Federal Truth -in -Lending Disclosures Payment Schedule. My Payment Schedule will be: Number of Payments Amount of Payments When Payments Are Scheduled Security. The loan is not secured. Prepayment. If I pay off early, I will not have to pay a penalty and may be entitled to a refund of all or part of the finance charge. I should see the provisions on the reverse side of this Note for any additional information about nonpayment, default and any required repayment in full before the scheduled date. At my request, the above Payment Schedule is the same as my Employer's schedule for paying me. I understand, however, that payment defaults under this Note are determined on a monthly basis. ITEMIZATION OF AMOUNT FINANCED (a) Amounts paid directly to me or retained by you for my account (b) Prepaid Finance Charge (c) Amount Financed (a - b) (d) Finance Charge (Include Prepaid Finance Charge) (e) Total of Payments (c + d) Notice to Consumer (1) DO NOT SIGN THIS PAPER BEFORE YOU READ IT, INCLUDING THE WRITING ON THE REVERSE SIDE, EVEN IF OTHERWISE ADVISED. (2) YOU ARE ENTITLED TO AN EXACT COPY OF THIS NOTE, AND ANY AGREEMENT YOU SIGN. (3) YOU MAY PREPAY TIIE UNPAID BALANCE AT ANY TIME WITHOUT PENALTY AND MAY BE ENTITLED TO RECEIVE A REFUND OF UNEARNED CHARGES IN ACCORDANCE WITH LAW. (4) DO NOT SIGN THIS IF IT CONTAINS ANY BLANK SPACES. HAVE READ AND ACCEPT ALL TERMS OF THIS NOTE, INCLUDING THOSE ON THE REVERSE SIDE. I ACKNOWLEDGE RECEIPT OF AN EXACT AND COMPLETED COPY OF THIS NOTE. Address: E-Signed (This Note continues on the reverse of this page] May 2013 Version ADDITIONAL NOTE TERMS AND CONDITIONS FEDERAL TRUTH -IN -LENDING DISCLOSURES. I understand that you have provided these disclosures (the Disclosures) to me even though my loan may not be subject to the provisions of the Truth -In Lending Act. The Disclosures (other than the Payment Schedule shown in the Disclosures) are not meant to state my repayment terms, which are set forth in the Promise to Pay section on the face of this Note. The Amount of Payments, Finance Charge and Total of Payments shown in the Disclosures are based on the assumption that I will pay each scheduled payment in full on its due date. However, because interest on this Note is charged on a daily basis, the actual amounts I pay will depend upon my payment habits and may be greater or less than shown in the Disclosures. FLORIDA CONSUMER FINANCE ACT DISCLOSURES. I acknowledge receipt of this Note as a statement in the English language showing in clear and distinct terms the amount and date of my loan and the date of its maturity; the nature of the security, if any, for my loan; my name and address and your name and address; and the rate of interest charged. I also acknowledge that you have fully explained to me that my loan is made under the Florida Consumer Finance Act, that the terms of my loan provide for interest and charges pursuant to the Florida Consumer Finance Act and the nature of the security, if any, for my loan. RESPONSIBILITY OF PERSONS SIGNING NOTE. I waive any defenses against you otherwise available to me including presentment, demand, protest and notice. You may choose whether to enforce or keep any right of set-off, guarantee or other credit support, and this wit not affect my obligations to you. INTEREST. Interest on this Note is calculated on a simple interest basis. This means that you compute my interest each day by multiplying the unpaid principal balance by the annual interest rate divided by 365 or 366, as applicable. AUTHORIZATION OF EMPLOYER DEDUCTIONS. I authorize and request that my Employer listed on the face of this Note, on each date upon which wages, salary, commissions or other similar compensation are payable to me, deduct (or cause the deduction) from such wages, salary, commissions or other similar compensation the amount of my payment obligations then due and payable under this Note (in accordance with the Payroll Deduction section below) and remit such amount to you in payment of my obligations under this Note. I acknowledge that my Employers remittance of such payments to you is an employee benefit offered for my ease and convenience. I do not by this Note sell, assign or make an order for the payment of my salary, wages, commissions or other compensation for services to you as security for my loan or otherwise. PAYROLL DEDUCTION. To the extent available, (or, if a default occurs under this Note, an amount equal to my payment obligations then due and payable under this Note, to the extent of available wages, salary, commissions or other similar compensation) will be deducted from my wages, salary, commissions or other similar compensation on each day on which I am paid. Such payroll deductions shall be applied to the payment obligations set forth in the Payment Schedule on the face of this Note. PAYMENTS. Payments are deemed received by you when such payments are deducted pursuant to this Note from my wages, salary, commissions or other similar compensation by my Employer listed on the face of this Note. Each payment shall be applied first to the accumulated interest and other charges and then to the unpaid principal balance and otherwise in accordance with applicable law. PREPAYMENTS. Even though I need not pay more than the scheduled payments, I have the right to prepay all or any portion of the loan (with interest on such payment to the date such payment is made) at any time without penalty. Also, I have the right to pay amounts greater than my regular payment or to make extra payments whenever I wish. The more rapidly I repay the amount I borrowed, the smaller the total finance charge earned by you will be. Partial prepayments may be applied by you in any manner permitted by applicable law. PERMISSION TO CONTACT EMPLOYER. You have permission to contact my Employer shown above. DEFAULT. Unless "default" is defined otherwise under applicable state law, default, with respect to this Note, means without justification under any applicable law: (a) If I fail to pay the entire unpaid balance of the outstanding principal and accrued interest within ten (10) days of the Maturity Date set forth on the face of this Note. (b) If I take any action or permit any event to occur which materially impairs my ability to make payments on this Note when due or materially impairs your ability to collect any amounts due. Such events include, without limitation, my death, my insolvency or the institution of bankruptcy or other insolvency proceedings involving me. (c) If I cease to be employed by my Employer listed on the face of this Note, if my Employer listed on the face of this Note ceases to make payroll deductions in accordance with this Note or discloses its intent to cease making such deductions, or if I change the Authorization of Employer Deductions above, and, in each case, the payments scheduled to be made in any thirty (30) day period which occurs after the Funding Date set forth on the face of this Note are not received by you by the last day of that thirty (30) day period. YOUR RIGHTS AFTER DEFAULT. Upon occurrence of a default and expiration of the minimum applicable legal period to cure default, if any, you will have the rights the law allows, which include: (1) DEMAND FOR PAYMENT IN FULL. You may declare the entire unpaid balance of this Note immediately payable. (2) SET-OFF. TO THE EXTENT PERMITTED BY LAW, YOU MAY APPLY AGAINST THE AMOUNT I OWE YOU ON THIS NOTE ANY MONEY THAT YOU OR ANY OF YOUR AFFILIATES MAY OWE ME. (3) COLLECTION COSTS. I agree to pay the reasonable costs you incur to collect this Note, including reasonable attorneys fees, unless you may not collect these costs from me under applicable law. (4) DEFAULT INTEREST. You may charge a default rate of interest to the extent permitted by applicable law, APPLICABLE LAW. This Note is governed by the internal laws of the State of Florida, excepting conflicts of law rules that provide for the application of the laws of another jurisdiction. If any provision of this Note is found to be unenforceable, this will not affect the validity or enforceability of any other provision. Any provision of this Note that conflicts with any mandatory provision of applicable law shall be deemed to be amended to conform with such applicable law. ASSIGNMENT. I may not assign this Note or any of my rights or obligations under this Note. You may assign this Note or all or any portion of your rights under this Note at any time. WAIVER. You may accept late or partial payments or otherwise delay enforcing your rights without losing them. COMMUNICATIONS. You may report information about this loan to a credit bureau or any other person you believe to have a legitimate business need for the information and you may also report to your affiliates information from my credit application, my credit bureau report or any other information you have about me unless I request otherwise by writing you at your address set forth on the face of this Note. Payroll Deduction Authorization Form EMPLOYER/AGENCY EMPLOYEE'S FIRST/LAST NAME EMPLOYEE'S WORK PHONE NUMBER EMPLOYEE'S HOME PHONE NUMBER PAY CYCLES BI_WEEKLY (26) ❑nc EMPLOYEE'S SOCIAL SECURITY NUMBER C The payroll deduction amount will reflect my choice to have payroll deductions deducted from my wages, salary, commissions, or other similar compensation on each day on wich I am paid. Such payroll deductions shall be applied to the monthly payment obligations set forth in my Payment Schedule with BMG Money. I authorize my employer to deduct $ from each pay period beginning to be remitted to BMG Money for credit to my account. I authorize my employer to deduct from my paychecks the total deduction amount for the LoansAtWork loan from BMG Money account listed above. I understand that if I terminate from employment or if for any reason the deduction is not made by my employer as scheduled, I understand that I must submit my payment(s) for the above account directly to the BMG Money per the terms of my agreement with BMG. I understand it is my responsibility to cancel my payroll deduction when the account listed above is paid in full. Participant Guide ased on F IC Financial Education Curriculum Presented by: Lourdes Ramirez Financial Literacy Counselor 1 Participant Guide Class: Borrowing Basics and Identity Theft Table of Contents Checking In 3 About BMG Money and About Lourdes 4 Pre -Test 5 What is Credit 6 Activity 1: Which Loan is Best 8 Types of Loan 9 The Cost of Credit 10 Activity 2: Borrowing Money Responsibly 12 Identity Theft 13 Activity 2: Identity Theft Self -Check 15 What to Do if You are a Victim of Identity Theft 16 What to Do If Your Purse or Wallet is Stolen 17 For Further information 18 Glossary 19 2 Participant Materials Checking In Welcome Welcome to the Borrowing Basics and Identity Theft class! By taking this training, you are taking an important first step to building a better financial future for you and your family. It all starts with understanding the basics of personal finances. Objectives • Define "credit" and "loan" • Distinguish between secured and unsecured loans • Identify three types of loans Identity the costs associated with getting a loan Recognize how to guard against identity theft Participant Materials This Borrowing Basics and Identity Theft Participant Guide contains: • Information and activities to help you learn the material • Instructions to complete the activities • A glossary of the terms used in this class • Further information and resources you may find helpful 3 Participant Materials About BMG Money BMG Money is a Florida -based company that offers the LoansAtWork program to employer clients throughout Florida, including various public sector employers (Cities of Miami Beach, Fort Lauderdale, Hialeah, Doral, Palm Beach County Tax Collector, etc) and not -for -profit entities (Jackson Health System, United Way of Miami -Dade, Switchboard of Miami, Family Support Services of North Florida, Community Partnership for Children, etc.). BMG provides emergency loans to employees who are left out of the financial mainstream. Over half of working Americans live paycheck -to -paycheck and in times of need, one -quarter of them turn to payday lenders, pawnshops, rent -to -own stores, or overdrawn checking accounts — all at exorbitant costs. (For example, in Florida, payday lenders typically charge annual percentage rates greater than 275%.) LoansAtWork is a new approach that solves an old problem — a socially responsible, low-cost emergency loan program that improves the financial quality -of -life of Florida's workers. About Lourdes Lourdes Ramirez is BMG Money's Financial Literacy Counselor, and she works closely with our clients' employees to better manage their financial lives and avoid the expensive pitfalls that too often target the workforce. Lourdes, who resides in Miami and is fluent in English and Spanish, has a doctorate in bi-lingual education and has a deep commitment to improving the financial quality -of -life of hard-working Floridians. Lourdes is a lifelong educator — as a college professor of Spanish language and culture, multicultural programs and multimedia learning and as a high-school teacher for students of English as a second -language. In the private sector, she developed transition programs for guest workers coming to the U.S. from Latin America, and she helped new arrivals with job searches, interviews and training for Miami's international Rescue Committee. Whether you are an employer client looking to arrange no -cost financial literacy sessions for your employees, or an employee with a question about managing your money, please let Lourdes know at learn c(Dbmgmoney. com or (786) 763-2411 DISCLAIMER This presentation is for informational and educational purposes only. It is not in any way an offer to lend money or to sell any type of financial instrument or any type of product. It is intended solely to provide educational information to its audience. The presentation is based upon materials provided for educational purposes by the Federal Deposit Insurance Corporation ("FDIC"), a US government corporation operating as an independent agency. BMG Money, a Miami -based financial solutions company, sponsors it. Lourdes Ramirez, a financial literacy counselor, makes this presentation as an educational service. It may be subject to change without notice from time to time. 4 Participant Materials Class: Borrowing Basics and Identity Theft Pre -Test Test your knowledge about credit before you go through the class. 1. What is credit? 1. Money you borrow and must pay back 2. Free money that you do not have to pay back 3. Money you have saved for emergencies 4. The balance left on a gift card after you have used it to pay for something 2. Select all that apply. Maintaining good credit is important because it: 1. Can help you graduate from college 2. Allows you to carry more cash than usual 3. Allows you to buy expensive items, like a car, house or furniture, and pay over time 4. Might cause your borrowing costs to increase 3. What is a loan? 1. A charge by a financial institution for maintaining or servicing your loan account 2. Money you borrow but must also repay 3. Something valuable that you own and can sell for cash 4. The cost of borrowing money 4. Which type of loan is used to pay for personal expenses for you and your family? Select all that apply 1. Consumer installment loans 2. Credit cards 3. Home loans 4. All of the above 5. A loan for which of the following is most likely to be unsecured? Select all that apply 1. Home 2. Car 3. Furniture 4. Education (for example, student loan) 5 6. What type of an interest rate does not change? 1. Fixed rate 2. Variable rate 3. Adjustable rate 4. Periodic rate 7. Getting credit is not cheap. However, which is usually the least expensive? 1. Rent -to -own services 2. Credit union loan 3. Payday loan 4. Pawnshop loan 8. If someone offers you a loan, what can you do to make sure it is a good idea? 1. Check to make sure the loan provider is reputable 2. Shop around with several loan providers and compare all tams and conditions 3. Make sure you can afford the loan payments 4. All of the above 9. Which of the following are ways to prevent identity theft? 1. Protect your numbers (Social Security Number (SSN), credit card, etc.) 2. Protect your mail 3. Sign up for direct deposit 4. All of the above 10. Which of the following are ways to protect your credit report against identity theft? Select all that apply. 1. Place a fraud alert on your credit file 2. Never apply for credit 3. Remove your credit report from the credit reporting agencies' databases 4. Place a security freeze on your credit file 6 Participant Materials What Is Credit? Credit is the ability to borrow money. When you borrow money on credit, you get a loan. You make a promise to pay back the money you borrowed plus some extra. The extra amount is part of the cost of borrowing money. This cost is also called interest. If you use credit carefully, it can be useful to you. Not being careful in the way you use credit can cause problems. You have probably heard the term "good credit." Having good credit means that you make your loan payments on time to repay the money you owe. If you have a good credit record, it will be easier and less expensive to borrow money in the future. However, if you have problems using credit responsibly, it will be harder to borrow money in the future. Why Is Credit Important? Credit is important because it: • Can be useful in times of emergencies • Is more convenient than carrying large amounts of cash • Allows you to make a large purchase, such as a car or house, and pay for it over time • Can affect your ability to obtain employment, housing, and insurance depending on how you manage it Credit Terms Collateral is security you provide the lender. Example: You pledge an asset you own, such as your home or a car, to the lender with the agreement that it may be taken from youas repayment if you do not repay the loan. A guarantee is a four of security. Example: Cosigning is a form of guaranteeing a loan; if a person with no credit history asks another person to cosign a loan, the cosigner is equally responsible and has to repay if the borrower defaults. In a secured loan the borrower offers collateral for the loan. Example: Collateral is given up to the lender if the loan is not paid back. Car loans and home equity loans and home equity lines of credit are examples. An unsecured loan is not backed by collateral. Example: Credit cards are often unsecured loans, although some are secured. Other examples include personal and student loans. An cosset is something valuable that you own like a car, savings and investment accounts, and property such as your home. 7 Participant Materials Types of Loans Consumer Installment Loans A consumer installment loan is used to pay for personal expenses for you and your family. Examples are: • Auto loans, where the automobile you are purchasing is used as collateral for the loan • Unsecured loans for short-term needs, such as buying a computer or paying for a large, unanticipated expense Credit Cards Credit cards give you the ongoing ability to borrow money for household, family, and other personal expenses. Having a credit card allows you to buy things without actually having the money right away. Remember that if you are not careful in spending, you can get into big trouble — you could be burdened with debt. Home Loans There are three main types of home loans: Home purchase • A home purchase loan is made for the purpose of buying a home • It is secured by the home you are buying • Usually known as a mortgage loan Home refinancing • A home refinancing loan is a loan that replaces an existing home loan by paying it in full and replacing it with a new home loan • A cash -out refinance loan allows you to borrow more money than owed on the loan to be replaced • Homeowners often refinance their home loans for a lower interest rate or to obtain money for home repairs or other personal needs Home equity (or second mortgage) • Home equity loans allow you to borrow money that is secured by your home • Equity is the value of the home minus the debt or what you owe on the home loan • A lender may allow you to borrow up to a certain percentage of your home's value 8 Participant Materials Activity 1: Which Loan Is Best? This exercise gives you an opportunity to practice identifying the type of loans best suited for particular items. Read the description of the purchase to be made. Fill in the blank with the most appropriate loan type or types for that purchase. Types of Loans: • Consumer installment loan • Credit card • Home loan (purchase, refinance, or home equity) Which type or types of loans would be best to... ...finance a college education? ... make small purchases in a department store, such as a $25 household appliance? .make home improvements? ... consolidate two or more loans if you are not a homeowner? ... buy a $500 refrigerator? 9 Participant Materials The Cost of Credit Fees Financial institutions charge Fees for activities such as reviewing your loan application and servicing the account. A credit card company might charge you an annual membership fee of $30, a service fee when you get a cash advance, or anoverdraft fee for charging over your credit limit A lender might charge a $3 0 late fee when you do not pay your bill on time. Interest Interest is the amount of money a financial institution charges for allowing you to use its money. The interest rate can be either fixed or variable: • Fixed rates stay the same throughout the term of the loan • Variable rates might change (and likely increase) during the loan term. The loan agreement will show the details of the rate changes Cost of Alternative Credit Overdrafts • Fees for overdrawn check average $29 per check...on a $50 check that results in an overdraft for two weeks, the effective Annual Percentage Rate is 1500%!! Rent to Own • Sets up a payment plan for you • Renter owns the item until you make the final payment • Renter can take the item back if you miss a payment • Compare to the cost to buy with separate credit — this option is often much more expensive High Cost of Alternative Credit Payday Loans While a payday loan may be convenient and solve today's problem, the cost to borrow is very high (over 270%) and the principal due at your next pay period Loan Amount Loan Term Fee Amount you Pay $500 2 weeks $75 $575 10 • If you "roll over" or "renew" your loan, the lender will charge an additional fee: $575 + $75 additional fee = $650 for 4 weeks! Truth in Lending Disclosures The federal Truth in Lending Act requires lenders to state charges in a clear and unifoiiii manner so consumers can easily compare the actual cost of borrowing. Lenders are required to disclose: • The amount financed • Annual percentage rate • Finance charges • Total payments 11 Participant Materials Activity 2: Borrowing Money "responsibly The purpose of this exercise is to give you practice making decisions on when credit is appropriate for purchasing certain items. • Read each question carefully. • Then answer the questions. • Be prepared to support your answer. 1. Should you use credit to pay overdue bills? 2. Should you use credit to make a purchase even if you could pay cash? 3. Should you use credit if you really wanted something but couldnot afford the monthly payment? 12 Participant Materials identity Identity theft occurs when thieves steal your personal information (for example, your Social Security number (SSN), birth date, or credit card numbers). With sufficient infoinuation, another person can become you and use your identity to commit fraud or other crimes. Common Forms of Identity Theft • Phishing —Unsolicited emails that appear to be from a legitimate source • Pharming —Fake websites seeking personal or private information by appearing legitimate • Skimming —Special storage device used to obtain credit/debit card numbers from ATMs, etc. Common Ways to Avoid Identity Theft 1 Protect your SSN, credit card and debit card numbers, personal identification numbers (PINs), passwords, and other personal information. Never provide this information in response to an unwanted phone call, fax, letter, or email, no matter how friendly or official the circumstances may appear. Be mindful of those who may be shoulder surfing (or trying to look over your shoulder) while you use the ATM, and seeking to steal your PIN. 2. Protect your incoming and outgoing mail. For incoming mail: Try to use a locked mailbox or other secure location (for example, a post office box). If your mailbox is not locked or in a secure location, try to promptly remove mail that has been delivered or move the mailbox to a safer place. For outgoing mail containing a check or personal information: Try to deposit it in a United States (U.S.) Postal Service blue collection box, hand it to a mail carrier, or take it to the post office instead of leaving it in your doorway or home mailbox. 3. Sign up for direct deposit. Sign up for direct deposit of your paycheck or state or federal benefits. Direct deposit prevents someone from stealing a check out of your mailbox and forging your signature to access your money. 13 Participant Materials 4. Keep your fmancial trash "clean." Thieves known as dumpster divers pick through garbage looking for pieces of paper containing SSNs, bank account information, and other details they can use to commit fraud. Before tossing out these items, destroy them. 5. Keep a close watch on your bank account statements and credit card bills. Monitor these statements each month and contact your financial institution immediately if there is a discrepancy in your records or if you notice something suspicious (for example, a missing payment or an unauthorized withdrawal). Contact your institution if a bank statement or credit card bill does not arrive on time. 6. Avoid identity theft on the Internet. Never provide bank account or other personal information in response to an unsolicited email, or when visiting a website that does not explain how personal information will be protected. Legitimate organizations would not ask you for these details because they already have the necessary information, or can obtain it in other ways. Take precautions with your personal computer. Download and frequently update security patches offered by your operating system and software vendors to correct weaknesses that a hacker might exploit. Use passwords that will be hard for hackers to guess. For example, use a mix of numbers, symbols, and letters instead of easily guessed words. Also, shut down your PC when you are not using it. 7. Review your credit record annually and report fraudulent activity. Review your credit report carefully for warning signs of actual or potential identity theft (for example, items that include mention of a credit card, loan, or lease you never signed up for, and requests for a copy of your credit record from someone you do not recognize), which could be a sign that a con artist is snooping around for personal information. 14 Participant Materials ctivity 3: entity Theft elf- heck Review each response on the list and indicate whether you perform this action always, sometimes, or never. Then, tally your score and see how well you are taking measures to avoid identity theft. Always (2 points) Sometimes (1 point) Never (0 points) 1. Cover or block the Point of Sale /ATM keypad when I enter my PIN 2. Carry only the identification, checks, credit cards, or debit cards I really need 3. Use direct deposit for paychecks, tax refunds, etc. 4. Shred documents with personal/fmancial information before disposing of/recycling them 5. Use complex passwords with a mix of numbers, symbols, and letters instead of easily guessed words 6. Review financial statements/bills monthly and identify/correct errors 7. Review my credit report annually and identify/correct errors 8. Use secure mailboxes for incoming/outgoing mail 9. Avoid providing/sharing personal information (for example, SSN) whenever possible Total each column Grand Total Scores: 0-6: You are not taking many actions to minimize your risk of identity theft. Consider what you have learned today, and consider how you can implement steps to protect your identity. 7-13: You have developed some good practices to avoid identity theft; however, you have room for improvement. Consider what actions you need to take or apply more regularly to better protect your identity. 14-18: You are doing a great job at minimizing your risk of identity theft. Continue to apply these actions regularly and determine what additional steps you can take to protect your identity. 15 Participant Materials at to o If You us ect You are a Victi of I entity Theft If you believe you are a victim of identity theft, the FTC recommends that you immediately take the following actions: • File a report with your local police. Get a copy of the police report, so you have proof of the crime. • Contact your creditors about any accounts that have been changed or opened fraudulently. Ask to speak with someone in the security or fraud department. • Follow up in writing, and include copies of supporting documents. • Use the Identity Theft Affidavit at www.ftc.gov/idtheft to support your written statement. • Ask for verification that the disputed account has been closed and the fraudulent debts discharged. • Contact the fraud department of any of the three major credit bureaus. The agency you call is required to notify the other two credit bureaus. Tell them you are an identity theft victim (or potential victim). 16 Participant Materials at to o If Your urse or a let is Lost or tolen What would you do if your wallet or purse were lost or stolen? If your wallet or purse is lost or stolen: • File a report with the police as soon as possible. Keep a copy of the report in case your bank or insurance company needs proof of the crime. • Cancel your credit and debit/ATM cards immediately. Get new cards with different numbers. • Place a fraud alert on your credit report by calling any of the major credit bureaus: • TransUnion: 1-800-680-7289 • Equifax: 1-800-525-6285 • Experian: 1-888-397-3742 • Report the loss to your bank. You may want to open a new checking and savings account and stop payment on any lost checks. • Contact the major check verification companies to request that they notify all stores that use their databases to not accept your lost checks. You can also ask your bank to notify the check verification service with which it does business. Two of the check verification companies that accept reports of check fraud directly from consumers are: • TeleCheck: 1-800-366-2425 • Certegy: 1-800-437-5120 17 Participant Materials For Further Information Federal -Deposit Insurance Corporation (FDIC) www.fdic.gov/consumer Division of Supervision & Consumer Protection 2345 Grand Boulevard, Suite 1200 Kansas City, Missouri 64108 1-877-ASK-FDIC (275-3342) Email: consumeralerts@fdic.gov Visit the FDIC's website for additional information and resources on consumer issues. For example, every issue of the quarterly FDIC Consumer News provides practical hints and guidance on how to become a smarter, safer user of financial services. Also, the FDIC's Consumer Response Center is responsible for: • Investigating all types of consumer complaints about FDIC -supervised institutions • Responding to consumer inquiries about consumer laws and regulations and banking practices U.S. Financial Literacy and Education Commission www.mymoney.gov 1-888-My-Money (696-6639) MyMoney.gov is the U.S. Government's website dedicated to teaching all Americans about financial education. Whether you are planning to buy a home, balance your checkbook, or invest in your 401k, the resources on MyMoney.gov can help you. Throughout the site, you will find important information from many federal agencies. Federal Trade Commission www.ftc.gov/privacy 1-877-FTC-HELP (382-4357) The Federal Trade Commission (FTC) website offers practical infoiivation on a variety of consumer topics, including privacy, credit, and identity theft. The FTC also provides guidance and information on how to select a credit counselor. 18 Participant Materials Iossa Annual Percentage Rate (APR): The cost of your loan expressed as a yearly percentage rate. Collateral: The security you provide the lender. Consumer Installment Loan: A loan used to pay for personal expenses for you and your family over a set term or period of time. Credit Cards: Plastic cards with magnetic strips on the back. The front displays your account number, name, and bank name. With a credit card, you can buy goods or services and pay for them over time, receiving a bill each month. Credit cards give you the ongoing ability to borrow money for household, family, and other personal expenses. Credit: The ability to borrow money. Fees: The amount charged by financial institutions for activities such as reviewing your loan application and servicing the account. Fixed Rate: The interest rate stays the same throughout the term of the loan. Guarantee: A form of loan security It occurs when someone you know agrees to be responsible for any money that you owe the lender but have not paid. Home Equity Loan: A loan that allows a homeowner to borrow money that is secured by their home. Home Purchase Loan: A loan for the purpose of buying a house. The house you are buying secures this loan. Home Refinancing Loan: A process by which an existing home loan is paid off and replaced with a new loan. Identity Theft: When a person uses your personally identifying information without your permission to commit fraud or other crimes. Interest: The amount .of money a financial institution charges for letting you use its money. Pharming: When criminals seek to obtain personal or private information by making fake websites appear legitimate. Loan: Money borrowed on credit. Overdraft: When the account balance is negative and money is drawn. Payday Loan: A short-tetiii loan. The loan service cashes the check on your payday, at which time your loan is paid in full. Pawn Shops: Collateral -based loans on personal items. Penalty APR: The terms of your credit card agreement may provide that the creditor will permanently increase the interest rate on your credit card by a large amount if you do not pay your credit card bill on time, or if you exceed your credit limit. Phishing: When criminals send out unsolicited emails that appear to be from a legitimate source in an attempt to trick you into divulging personal information. 19 Privacy Notices: These notices explain how the company handles and shares your personal financial information. You will usually receive a privacy notice when you open an account or become a customer of a financial company, once a year after opening an account, and any time the financial company changes its privacy policy. Rent -to -Own Service: Let you use an item for a period of time by making monthly or weekly payments. You can opt to purchase the item(s) you are renting as well, but it is usually much more expensive than purchasing the item (s) outright. Skimming: When criminals steal credit/debit card numbers by using a special storage device when processing your card. Truth in Savings Act (TISA): An act that requires financial institutions to tell you the terms of consumer deposit accounts (for example, checking or savings accounts). It also requires the bank to periodically send you statements for your accounts. Unsecured Loan: A loan not backed by collateral. Credit cards are often unsecured loans, although some are secured by a bank account. Variable rate: An interest rate that may change during the loan term. 20 21 Financial Access at a Reasonable Cost COMPARE OPTIONS FORA 6-MONTH $500 LOAN Rate Ending Balance LoansAtWork® Program Employer Clients Government 1. City of Dania Beach 2. City of Doral 3. City of Fort Lauderdale 4. City of Hialeah 5. City of Hialeah Gardens 6. Highlands County Tax Collector 7. Jackson Health System 8. City of Lauderdale Lakes 9. City of Miami Beach 10. City of Miami Springs 11. City of North Miami 12. City of North Miami Beach 13. City of Opa-locka 14. Palm Beach County Clerk & Comptroller 15. Palm Beach County Tax Collector 16. City of South Miami 17. Town of Surfside 18. City of Sweetwater 19. Tampa Port Authority 20. City of West Miami Not -for -Profit 1. Community Partnership for Children (Daytona Beach) 2. Family Support Services of North Florida (Jacksonville) 3. Miami Jewish Health Systems 4. OurKids of Miami-Dade/Monroe 5. Switchboard of Miami 6. United Way of Miami -Dade BMG Money, Inc. 1221 Brickell Ave, Suite 1170 Miami, FL 33131 Tel 305 428 2580 Fax 305 393 8814 www.bmgmoney.com 'Detail by Entity Name Page 1 of 2 DA DEPARTMENT DIVISION F CORPORATI Detail by Entity Name Foreign Profit Corporation BMG MONEY, INC. Filing Information Document Number FEI/EIN Number Date Filed State Status Principal Address 1221 BRICKELL AVENUE SUITE 1170 MIAMI, FL 33131 Changed: 04/11/2013 Mailing Address 1221 BRICKELL AVENUE SUITE 1000 MIAMI, FL 33131 F09000004904 271246641 12/10/2009 DE ACTIVE Changed: 07/14/2010 Registered Agent Name & Address C T CORPORATION SYSTEM 1200 SOUTH PINE ISLAND ROAD PLANTATION, FL 33324 Officer/Director Detail Name & Address Title PD GUIMARAES, ANGELA A 289 GREENWICH AVENUE, 4TH FLOOR GREENWICH, CT 06830 Title SD GUIMARAES, JOAO A 289 GREENWICH AVENUE, 4TH FLOOR GREENWICH, CT 06830 http://search. sunbiz. org/Inquiry/CorporationS earch/SearchResultDetail/EntityName/foie-... 12/30/2013 ;Detail by Entity Name Page 2 of 2 Title TD PIKE, RANDALL E 289 GREENWICH AVENUE, 4TH FLOOR GREENWICH, CT 06830 Title CEO MATHES, MARION H 1221 BRICKELL AVENUE MIAMI, FL 33131 Annual Reports Report Year 2011 2012 2013 Filed Date 04/14/2011 01/04/2012 04/11/2013 Document Images 04/11/2013 -- ANNUAL REPORT 01/04/2012 -- ANNUAL REPORT 04/14/2011 --ANNUAL REPORT 07/14/2010 -- ANNUAL REPORT 12/10/2009 -- Foreign Profit View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format Copyright © and Privacy Policies State of Florida, Department of State http://search. sunbiz. org/Inquiry/CorporationSearch/S earchResultDetail/EntityName/forp-... 12/30/2013 f Florida Department of State Division of Corporations Electronic ruing Cover Sheet Note: please print this page and use it as a cover sheet. Type the fax audit number (shown below) on the top and bottom of all pages of the document. (((H09000255491 3))) Note: DO NOT hit the REFRESH/RELOAD button on your browser from this page. Doing so will generate another cover sheet. To: From: **Enter the annual Email Address; Division of Corporations Fax Nuu]er : (850)617-6381 :Account: Name : C T CORPORATION SYS'Tnm Account Number : FCA000000023 Phone : (850) 222-1052 Fax Number (850)878-535$ email address for this business entity to be used for future" report mailings. .Enter only one email address please.**La CJ1 it 1 0 Sid It's .cow FOREIGN PROFIT/NONPROFIT CORPORATION BMG MONEY, INC. Certificate of Status .._. 1 Certified Copy 1 Page Count ([g Estimated Charge $87.50 https llefile.sunbiz.orgfseriptsfe covr.exe 12/9/2009 ti TO; Now Filing Section Division of Corporations SUBJECT; eMG Money, Ino, Dear Sir Ur' Mom: COVER LETTER. Name of cotporxtloa , must include suffix The enclosed "Appiicutivst by Foveien Corporation for Authorirution to Timm Business in Plprids," " arBi a o otExisietatx ' of "Cer !;;lane of Good Standiig"and chcch ara submitted to register the above mfaronccd foreign co:potation to irttnsrwtbusiness in l brkat, Muse retool rll con mpmtdtaIcn c coming this nun tter to tho following: Randall E. Pike Nam; of Person WO Morley, Inc. F1rrm/Cx parry 289 Greenwich Ave., 4th Faor Adams Gneanwich, CT 08830 City/Stak and Zip ;Al& Randy-Fi RCOb tt nay Cori matt adds st: {la ho usett.lcr &nue tmtuutl rttgort nDtilis anon) or!Unbar information ping doll matte!; Ouse call; Randall E. Poke at ( 203 ) 828-2181 Mane et Person Aran Coda 4 Ti AU' nG Telaphonc Number STREET/COURIER ADDRESS: Now Filing &Mon Division of Celrpeastions Clifinn Minding; 2661 Sxecutiva Ctnriot-Chia Tallehyy* a FL 32301 MALL1t+1C ADDRESS: Maw Mice Scotian Divisitrn Or Corporations F.0, Box 6327 Tallxhasyse, F% 32314 E duftsti is a check for l4C following mount $70.03 Film Fee 0 S78.75 Ming 1g Fee 4. 0 378..7S Filing Pee 4. ZiSS7.30 lit►g Pro, CertificatoofSours C.arttledCop CrrtifiMOOfStatuat& Cerdfuxi Copy Gary APPLICATION BY FOREIGN CORPORATION FOR AUTRORIZATLON TO TRANSACT BUSINESS Di* FLORIDA IN COMPLIANCE WITH SBCT)O?U07.131►3, FLORIDA STATUM ra FOLLOWING ISSUBMITTED 70 RED/:MA FORMA, CORPORATION 7O TR4WS4CTBUSINESS IN THBS!d TEOrFLORID,. BMG Money, Inc. _ (IIn1ar oi{isl a nation; ±t um inctudo'IN 'OMMTSIV "COMP./NV "fOitPORSTiow "tree.,, r pew n rn ul r wC8 a dr ▪ tat i iorida,aulas allasrtstt wrpasuoTOMOa p1rdfeu tithem:oteGfttaataCtittgbusnncslire 2. Delaware 3, 274246641 (Stile w mentry tattler she law Cf which Lill iectupeektp (FS1 ,,umber, if appliablc) 4. September 1 B. 2000 3. Perpetual (Unto of 1w:rpmatian) p ura:tom Year carp. win ores; in exist at "perpetuer) g. No Business Transacteri Prior to Registration. (Data lira Li/minted Lobel;,, in Mae. if prior m "OW (SEE SECTIONS 607.1301 At 607.13t32, RS„ to &tomtit; wan; li atrititY) 7. R89 Greenwich Ave.cdth Floor, Greenwich, CT WOO (Principal oft:tca occurs) • + Sarne (Certnet milks iddmis) g, To ongage In any lawful activity Vr whI h aorporutlons may be authorized in Florida (Ptunnxe(i) of mrp«,rian wthorized iu Loma ciao w eauritryta be serried out in data et Florida) 9. Name and greet addretot of Plarida ragistorod agent: (P.O. Box KIT tocteprabla) • Nemo: CT Corporagon System Ofrxr Mrs • 1200 South Pine Isistrid Ptentattan (Gliy) ,Florida 33324 Op Gods) � Win; r�rt • co-., p (_ =ma c)-76.77.--rli b}- CF▪ I •r 10. Rogistartb4 agent's t+txtltiurear hfarf ig ken mania at regltrrard cystoid W accept xervkr oflrrnceu Pr the above seated crorpore aJs at rka.plead de:lgttaraaix Mk applfraatan, I Araby amp: ttisappaitatattent ax iu rcttf argent and agnse la act lit this roper* 1 fern m. gm to comply Aft the provvsta tt ofaAxtatute: relative kt Ma proper 414coo pitficiforonmar of m dudes, aadI am faasifiAr,rliii nand acme Glee arkiteratinx platy pc&llo» ea registered agog tYi r J. r'lenbaugh Asst. Secret^";` a V. Presideat 1. Atlaohtad is a certificate of codezance duly authenticated, not more than 90 days price sa delivery of this application to tho Department of Slash, by the Secretary of State of Wm nfDtt•,ial het+ingarnody of earpanne rounds in the jurisdiction undr;r rite Saw of which it is into eatcd. r 12. Hama Ittd bttc(near addressee of officers andint directors: A. DIRECTORS Cair nxa: Angeke Artnes eutmaraes Ammo 269 Greenwich Ave., 4ttt Floor Greertwish, CT 05830 chum att: Address: I- U. t.[) 3ECRETAR Y OF ►OIVISIOH OF CORPORA 1104 2009 DEC I 0 AM 10: 35 Pirecter JoSo Armes Guimar0as Ail,fr ss: 289 Greenwich Ave.. 4th Floor Greenwich, CT 06830 . rotor: Randall E. Pike Adams, 289 Greenwich Ave., 4th Floor Greenwich, CT 08830 a, 0PFICERS ?tom= Angela Anne Gttimenties , Amite., 289 Greenwich Ave., 41h Finc; Greenwich, CT 06830 ti ux PrwWa d; Addcoss: d „y; 40110 Ames Guimer iea Addrax; 289 GraantnoiCh Ave., +tth Floor. Graenwich, CT 08830 'measurer Randall E. Pike Addrets; 289 Greenwich Ave.. 4th Floor. Greenwich, CT 06880 NOTE a if necessary, you may attach an addend tt, to 1lte alrpiicadoo listing additional Vicars endtur dlrwore. IS. (St*ttura of Diraatuc or Ofiin listed in number 12 of the applit i10 n) 14. Angela Armes Gul?ftar9es, President (Typed or ptirrted name and t apattity of mean grBoing application) Delaware 'The ,first State PAS I, JEFFREY W. BOLLOCE, SECRETARY OF STATE or THE SWATS OP DEZAWARL, DO HEREi y GERTI'.py J'BMG MONEY, .XNC. " IS ,DULY ' INCORPORATED UNDER TEE ZAWS OF T,K5 STATE OF DELAWARE AND IS IN GOOD STANDING AND RAS A LEGAL CORPORATE EXISTENCE 50 FAR AS TH RECORDS OF THI$ OFFICE SHOW, AS OF THE NINTH =Y OF DE'CEMBER, A.D. 2009. AND I DO „HEREBY FORTEER CERTIFY THAT TEE FRANCHISE TAXES RAVE HQ'1' BEEN ASSESSED TO DATE. 4 732 101 8300 09I 083577 Ypu gray rarity tiller cortiticsta anliar ae carp. dolarurr.Stsrhvthv.r.arhtar1. CI turf W. Bullock %Ocrainry afStat4 AOTREN ` * ION: 7687752 DATE: 12-09-09