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PROFESSIONAL SERVICES AGREEMENT By and Between The City of Miami, Florida and Minnesota Life Insurance Company This Professional Services Agreement ("Agreement") is entered into this day of , 2014 by and between the City of Miami, a municipal corporation of the State of nd th Florida, whose address is 444 S.W. 2Avenue, 10Floor, Miami, Florida 33130 ("City"), and Minnesota Life Insurance Company, ("PROVIDER") a Minnesota Corporation qualified to do business in Florida whose principal address is 400 Robert Street North, St. Paul, MN 55101. RECITALS: WHEREAS, the City of Miami issued a Request for Proposal No. 469353 on August 20, 2014 (the "RFP" attached hereto, incorporated hereby, and made a part of as Exhibit A) for the provision of Employee Benefit Life and Accidental Death and Dismemberment (AD&D) Plans, ("Services" as more fully set forth in the scope of work "SOW" attached hereto as Exhibit B) for the Risk Management Department and Provider's proposal ("Proposal", attached hereto, incorporated hereby, and made part of hereof as Exhibit C), in response thereto, has been selected as the most qualified proposal for the provision of the services. WHEREAS, the Evaluation Committee appointed by the City Manager determined that the Proposal submitted by the Provider was responsive to the RFP requirements and recommended that the City Manager negotiate with the Provider; and WHEREAS, the City wishes to engage the Services of Provider, and Provider wishes to perform the Services for the City; and Page 1 of 29 WHEREAS, the City and the Provider desire to enter into this Agreement under the teens and condition set forth herein. Page 2 of 29 NOW, THEREFORE, in consideration of the mutual covenants and promises herein contained, Provider and the City agree as follows: TERMS: 1. RECITALS AND INCORPORATIONS; DEFINITIONS: A. The recitals are true and correct and are hereby incorporated into and made a part of this Agreement. The City's RFP is hereby incorporated into and made a part of this Agreement and attached hereto as Exhibit "A". The Services are hereby incorporated into and made a part of this Agreement as attached Exhibit "B". The Provider's Response dated, October 3, 2014, is hereby incorporated into and made a part of this Agreement as attached Exhibit "C". The Provider's Insurance Certificate is hereby incorporated into and made a part of this Agreement as Exhibit "D". The order of precedence whenever there is conflicting or inconsistent language between documents is as follows: (1) City's Services Agreement with the Scope of Work; (2) Addenda/Addendum to the Request for Proposals; (3) Request for Proposals; and (4) Minnesota Life Insurance Company, response to the Request for Proposals. 2. TERM: The initial term of this Agreement shall continence on the January 1, 2015 and shall continue in effect for a term of three (3) years. 3. OPTION TO EXTEND: The City Manager shall have (2) options to extend the term hereof a period of one (1) year, subject to availability and appropriation of funds. The City Manager shall exercise its right to extend the tern hereof by giving Provider at least thirty (30) days written notice prior to the expiration of the previous term. City Commission approval shall not be required as long as the total extended tern does Page 3 of 29 not exceed two (2) years. Page 4 of 29 4. SCOPE OF SERVICES: A. Provider agrees to provide the Services as specifically described, and under the special terms and conditions set forth in Exhibit "A" hereto, which by this reference is incorporated into and made a part of this Agreement. B. Provider represents to the City that: (i) it possesses all qualifications, licenses and expertise required for the performance of the Services, including but not limited to full qualification to do business in Florida; and shall maintain such qualification, licenses and expertise for the duration of the contract tern and any extensions thereof. (ii) it is not delinquent in the payment of any sums due the City, including payment of permits, fees, occupational licenses, etc., nor in the performance of any obligations to the City, (iii) all personnel assigned to perform the Services are and shall be, at all times during the tern hereof, fully qualified and trained to perfoiiii the tasks assigned to each; (iv) the Services will be perfonned in the manner described in Exhibit "A"; and (v) each person executing this Agreement on behalf of Provider has been duly authorized to so execute the same and fully bind Provider as a party to this Agreement. C. Provider shall at all times provide fully qualified, competent and physically capable employees to perform the Services under this Agreement. City may require Provider to remove any employee the City deems careless, incompetent, insubordinate, or otherwise objectionable and whose continued services under this Agreement is not in the best interest of the City. 5. COMPENSATION: A. The amount of compensation payable by the City to the Provider shall be based on the rates and schedules described in Exhibit "E" hereto, which by this reference is incorporated into and made a part of this Agreement. Page 5 of 29 B. Payment shall be made in arrears based upon work performed to the satisfaction of the City within forty-five (45) days after receipt of Provider's invoice for Services performed, which shall be accompanied by sufficient supporting documentation and contain sufficient detail, to allow a proper audit of expenditures, should the City require one to be performed. Invoices shall be sufficiently detailed so as to comply with the "Florida Prompt Payment Act", §218.70. - 218.79, Florida Statutes, and other applicable laws. No advance payments shall be made at any time. C. Provider agrees and understands that (i) any and all subcontractors providing Services related to this Agreement shall be paid through Provider and not paid directly by the City, and (ii) any and all liabilities regarding payment to or use of subcontractors for any of the Services related to this Agreement shall be borne solely by Provider. 6. OWNERSHIP OF DOCUMENTS: Provider understands and agrees that any information, document, report or any other material whatsoever which is given by the City to Provider, its employees, or any subcontractor, or which is otherwise obtained or prepared by Provider pursuant to or under the terms of this Agreement, is and shall at all times remain the property of the City. Provider agrees not to use any such information, document, report or material for any other purpose whatsoever without the written consent of the City Manager, which may be withheld or conditioned by the City Manager in his sole discretion. Provider is permitted to make and to maintain duplicate copies of the files, records, documents, etc. if Provider determines copies of such records are necessary subsequent to the termination of this Agreement; however, in no way shall the confidentiality as permitted by applicable law be breached. The City shall maintain and retain ownership of any and all documents which result upon the completion of the work and Services under this Agreement. Page 6 of 29 7. AUDIT AND INSPECTION RIGHTS AND RECORDS RETENTION: A. Provider agrees to provide access to the City or to any of its duly authorized representatives, to any books, documents, papers, and records of Provider which are directly pertinent to this Agreement, for the purpose of audit, examination, excerpts, and transcripts. The City may, at reasonable times, and for a period of up to three (3) years following the date of final payment by the City to Provider under this Agreement, audit and inspect, or cause to be audited and inspected, those books, documents, papers, and records of Provider which are related to Provider's perfotivance under this Agreement. Provider agrees to maintain any and all such books, documents, papers, and records at its principal place of business for a period of three (3) years after final payment is made under this Agreement and all other pending matters are closed. Provider's failure to adhere to, or refuse to comply with, this condition shall result in the immediate cancellation of this Agreement by the City. B. The City may, at reasonable tunes during the term hereof, inspect the Provider's facilities and perfoiiii such tests, as the City deems -reasonably necessary, to determine whether the goods or services required to be provided by Provider under this Agreement confonn to the terms hereof and/or the terms of the Services Agreement, if applicable. Provider shall make available to the City all reasonable facilities and assistance to facilitate the perfoii'lance of tests or inspections by City representatives. All tests and inspections shall be subject to, and made in accordance with, the provisions of Section 18-100 and 18-101 of the Code of the City of Miami, Florida as same may be amended or supplemented, from time to time. 8. AWARD OF AGREEMENT: Provider represents and warrants to the City that it has not employed or retained any person or company employed by the City to solicit or secure this Agreement and that it has not Page 7 of 29 offered to pay, paid, or agreed to pay any person any fee, coininission, percentage, brokerage fee, or gift of any kind contingent upon or in connection with, the award of this Agreement. 9. PUBLIC RECORDS: A. Provider understands that the public shall have access, at all reasonable times, to all documents and information pertaining to City Agreements, subject to the provisions of Chapter 119, Florida Statutes, and agrees to allow access by the City and the public to all documents subject to disclosure under applicable laws. Provider's failure or refusal to comply with the provisions of this section shall result in the immediate cancellation of this Agreement by the City. User acknowledges that all data and documentation provided to the City is a public record and subject to disclosure pursuant to Chapter 119, Florida Statutes (2014). B. Should Provider chose to dispute any public access provision required by Florida Statutes, then Provider shall do so at its own expense and at no cost to the City. 10. COMPLIANCE WITH FEDERAL, STATE AND LOCAL LAWS: Provider understands that agreements with local governments are subject to certain laws and regulations, including laws pertaining to public records, conflict of interest, record keeping, etc. City and Provider agree to comply with and observe all such applicable federal, state and local laws, rules, regulations, codes and ordinances, as they may be amended from time to time. Provider further agrees to include in all of Provider's agreements with subcontractors for any Services related to this Agreement this provision requiring subcontractors to comply with and observe all applicable federal, state, and local laws rules, regulations, codes and ordinances, as they may be amended from time to time. 11. INDEMNIFICATION: Provider shall indemnify, defend and hold harmless the City and its officials, employees, and its designated third -party administrator for claims (collectively referred to as "Indemnitees") and each of Page 8 of 29 them from and against all loss, costs, penalties, fines, damages, claims, expenses (including attorney's fees) or liabilities (collectively referred to as "Liabilities") by reason of any injury to or death of any person or damage to or destruction or loss of any property arising out of, resulting from, or in connection with (i) the performance or non-performance of the Services contemplated by this Agreement (whether active or passive) of Provider or its employees or subcontractors (collectively referred to as "Provider") which is directly caused, in whole or in part, by any act, omission, default or negligence (whether active or passive or in strict liability) of the Indemnities, or any of them, or (ii) the failure of the Provider to comply materially with any of the requirements herein, or the failure of the Provider to conform to statutes, ordinances, or other regulations or requirements of any governmental authority, local, federal or state, in connection with the performance of this Agreement. Provider expressly agrees to indemnify, defend and hold harmless the Indemnitees, or any of them, from and against all liabilities which may be asserted by an employee or former employee of Provider, or any of its subcontractors, as provided above, for which the Provider's liability to such employee or former employee would otherwise be limited to payments under state Workers' Compensation or similar laws. Provider further agrees to indemnify, defend and hold harmless the Indemnitees from and against (i) any and all Liabilities imposed on account of the violation of any law, ordinance, order, rule, regulation, condition, or requirement, related directly to Provider's negligent performance under this Agreement, compliance with which is left by this Agreement to Provider, and (ii) any and all claims, and/or suits for labor and materials furnished by Provider or utilized in the performance of this Agreement or otherwise. In the event that any third party asserts claims against the Provider and/or the Indemnitees for which Provider is defending the Indemmnitees relating to the Services, Provider shall have the right to Page 9 of 29 select its legal counsel for such defense, subject to the approval of the City Attorney, in his/her sole and absolute discretion. This section shall be interpreted to comply with Sections 725.06 and/or 725.08, Florida Statutes. Provider's obligations to indemnify, defend and hold harmless the Indeinnitees shall survive the termination of this Agreement. Provider understands and agrees that any and all liabilities regarding the use of any subcontractor for Services related to this Agreement shall be borne solely by Provider throughout the duration of this Agreement and that this provision shall survive the termination of this Agreement. 12. DEFAULT: If Provider fails to comply materially with any term or condition of this Agreement, or fails to perform in any material way any of its obligations hereunder, and fails to cure such failure after reasonable notice from the City, then Provider shall be in default. Provider understands and agrees that termination of this Agreement under this section shall not release Provider from any obligation accruing prior to the effective date of termination. Should provider be unable or unwilling to commence to perform the Services within the time provided or contemplated herein, then, in addition to the foregoing, Provider shall be liable to the City for all expenses incurred by the City in preparation and negotiation of this Agreement, as well as all costs and expenses incurred by the City in the re - procurement of the Services, including consequential and incidental damages. 13. RESOLUTION OF AGREEMENT DISPUTES: Provider understands and agrees that all disputes between Provider and the City based upon an alleged violation of the terms of this Agreement by the City shall be submitted to the City Manager for his/her resolution, prior to Provider being entitled to seek judicial relief in connection therewith. In the Page 10 of 29 event that the amount of compensation hereunder exceeds Twenty -Five Thousand Dollars and No/Cents ($25,000), the City Manager's decision shall be approved or disapproved by the City Commission. Provider shall not be entitled to seek judicial relief unless: (i) it has first received City Manager's written decision, approved by the City Commission if theamount of compensation hereunder exceeds Twenty -Five Thousand Dollars and No/Cents ($25,000), or (ii) a period of sixty (60) days has expired, after submitting to the City Manager a detailed statement of the dispute, accompanied by all supporting documentation ninety (90) days if City Manager's decision is subject to City Commission approval); or (iii) City has waived compliance with the procedure set forth in this section by written instruments, signed by the City Manager. 14. TERMINATION OBLIGATIONS UPON TERMINATION: A. The City, acting by and through its City Manager, shall have the right to terminate this Agreement, in its sole discretion, at any time, by giving written notice to Provider at least sixty (60) calendar days prior to the effective date of such termination. In such event, the City shall pay to Provider compensation for Services rendered and approved expenses incurred prior to the effective date of termination. In no event shall the City be liable to Provider for any additional compensation and expenses incurred, other than that provided herein, and in no event shall the City be liable for any consequential or incidental damages. B. The City Manager shall have the right to teiininate this Agreement, without notice or liability to Provider, upon the occurrence of an event of a material default hereunder. In such event, the City shall not be obligated to pay any amounts to Provider for Services rendered by Provider after the date of teiniination, but the parties shall remain responsible for any payments that have become due and owing as of the effective date of termination. In no event shall the City be liable to Provider for any Page 11 of 29 additional compensation and expenses incurred, other than that provided herein, and in no event shall the City be liable for any consequential or incidental damages. C. This Agreement may be terminated, in whole or in part, at any time by mutual written consent of the parties hereto. In such event, the City shall not be obligated to pay any amounts to Provider for Services rendered by Provider after the date of termination, but the parties shall remain responsible for any payments that have become due and owing as of the effective date of termination. In no event shall the City be liable to Provider for any additional compensation and expenses incurred, other than that provided herein, and in no event shall the City be liable for any consequential or incidental damages. D. This Agreement may be terminated, in whole or in part, by either party if there has been a material default or breach on the part of the other party in any of its representations, warranties, covenants, or obligations contained in this Agreement and such default or breach is not cured within ninety (90) days following written notice from the non -breaching party. In such event, the City shall not be obligated to pay any amounts to Provider for Services rendered by Provider after the date of termination, but the parties shall remain responsible for any payments that have become due and owing as of the effective date of termination. In no event shall the City be liable to Provider for any additional compensation and expenses incurred, other than that provided herein, and in no event shall the City be liable for any consequential or incidental damages. 15. INSURANCE: A. Provider shall, at all times during the tern hereof, maintain such insurance coverage(s) as may be required by the City. The insurance coverage(s) required as of the Effective Date of this Agreement are attached hereto as Exhibit "D" and incorporated herein by this reference... The City Page 12 of 29 RFP number and title of the RFP must appear on each certificate of insurance. The Provider shall add the City of Miami as an additional named insured to its commercial general liability and autopolicies and as a named certificate holder on all policies. Provider shall correct any insurance certificates as requested by the City's Risk Management Administrator. All such insurance, including renewals, shall be subject to the approval of the City for adequacy of protection and evidence of such coverage(s) and shall be furnished to the City Risk Management Administrator on Certificates of Insurance indicating such insurance to be in force and effect and providing that it will not be canceled, modified, or changed during the performance of the Services under this Agreement without thirty (30) calendar days prior written notice to the City Risk Management Administrator. Completed Certificates of Insurance shall be filed with the City prior to the performance of Services hereunder, provided, however, that Provider shall at any time upon request file duplicate copies of the policies of such insurance with the City. B. If, in the reasonable judgment of the City, prevailing conditions in the insurance marketplace warrant the provision by Provider of additional One Million Dollars ($1,000,000) of professional liability insurance coverage, the City reserves the right to require the provision by Provider of up to such additional amount of professional liability coverage, and shall afford written notice of such change in requirements thirty (30) days prior to the date on which the requirements shall take effect. Should the Provider fail or refuse to satisfy the requirement of additional coverage within thirty (30) days following the City's written notice, this Agreement shall be considered terminated on the date the required change in policy coverage would otherwise take effect. C. Provider understands and agrees that any and all liabilities regarding the use of any of Provider's employees or any of Provider's subcontractors for Services related to this Agreement shall be borne solely by Provider throughout the term of this Agreement and that this provision shall survive Page 13 of 29 the termination of this Agreement. Provider further understands and agrees that insurance for each employee of Provider and each subcontractor providing Services related to this Agreement shall be maintained in good standing and approved by the City Risk Management Administrator throughout the duration of this Agreement. D. Provider shall be responsible for assuring that the insurance certificates required under this Agreement remain in full force and effect for the duration of this Agreement, including any extensions hereof. If insurance certificates are scheduled to expire during the tern of this Agreement and any extension hereof, Provider shall be responsible for submitting new or renewed insurance certificates to the City's Risk Management Administrator at a minimum of ten (10) calendar days in advance of such expiration. In the event that expired certificates are not replaced, with new or renewed certificates which cover the tern of this Agreement and any extension thereof: (i) the City shall suspend this Agreement until such time as the new or renewed certificate(s) are received in acceptable form by the City's Risk Management Administrator; or (ii) the City may, at its sole discretion, terminate the Agreement for cause and seek re -procurement damages from Provider in conjunction with the violation of the terms and conditions of this Agreement. E. Compliance with the foregoing requirements shall not relieve Provider of its liabilities and obligations under this Agreement. 16. NONDISCRIMINATION: Provider represents to the City that Provider does not and will not engage in discriminatory practices and that there shall be no discrimination in connection with Provider's perfoiinance under this Page 14 of 29 Agreement on account of race, color, sex, religion, age, handicap, marital status or national origin. Provider further covenants that no otherwise qualified individual shall, solely by reason of his/her race, color, sex, religion, age, handicap, marital status or national origin, be excluded from participation in, be denied services, or be subject to discrimination under any provision of this Agreement. 17. ASSIGNMENT: This Agreement shall not be assigned by Provider, in whole or in part, and Provider shall not assign any part of its operations, without the prior written consent of the City, which may be withheld or conditioned, in the City's sole discretion through the City Manager. Provider may not change or replace sub -contractors performing work under the Services. Agreement identified in Exhibit "B" without the prior written consent from the City Manager. 18. NOTICES: All notices or other communications required under this Agreement shall be in writing and shall be given by hand -delivery or by registered or certified U.S. Mail, return receipt requested, addressed to the other party at the address indicated herein or to such other address as a party may designate by notice given as herein provided. Notice shall be deemed given on the day on which personally delivered; or, if by mail, on the fifth day after being posted or the date of actual receipt, whichever is earlier. TO PROVIDER: TO THE CITY: Daniel J. Alfonso. City Manager 3500 Pan American Miami, Florida 33133 Page 15 of 29 Victoria Mendez City Attorney 444 SW 2nd Avenue, 9th Floor Miami, Florida 33130 Ann -Marie Sharpe Risk Management Director City of Miami 444 SW 2nd Avenue, 9th Floor Miami, Florida 33130 Annie Perez Procurement Director City of Miami 444 SW 2nd Avenue, 6th Floor Miami, Florida 33130 19. MISCELLANEOUS PROVISIONS: A. GOVERNING LAW; VENUE; ATTORNEY'S FEES: This Agreement shall be construed according to the laws of the State of Florida and Venue shall be in Miami -Dade County. Except in cases where the City must bring an action to enforce the indemnification provisions contained in this Agreement, in which case the City shall be able to recover its reasonable attorney's fees, each party shall bear their own respective attorney's fees. In the event it becomes necessary for the City to institute legal proceedings to enforce or interpret the indemnification provisions contained in this Agreement, Provider shall pay the City's court costs and attorney's fees through all trial and appellate levels. Provider acknowledges that Florida law provides for mutuality of attorney's fees as a remedy in contract cases and specifically and irrevocable waives its right to collect attorney's fees from the City under applicable laws, including specifically, but not limited to Section 57.105, Florida Statutes. It is the express intent of the parties hereto that in no event will the City be required to pay Provider's attorney's fees and court costs for any action arising out of this Agreement. In the event that Provider's waiver under this section is found to be invalid then Provider agrees that the City's liability for Provider's attorney's fees and court costs shall not exceed the sum of $100.00. In the event that the waiver and limitations contained herein are found to be invalid, or are otherwise not upheld, then the provisions of this Section shall become null and void and each party shall be wholly responsible for its own attorney's fees and costs. B. Title and paragraph headings are for convenient reference and are not a part of this Page 16 of 29 Agreement. C. No waiver or breach of any provision of this Agreement shall constitute a waiver of any subsequent breach of the same or any other provision hereof, and no waiver shall be effective unless made in writing. D. Should any provision, paragraph, sentence, word or phrase contained in this Agreement be deteiiiiined by a court of competent jurisdiction to be invalid, illegal or otherwise unenforceable under the laws of the State of Florida or the City of Miami, such provision, paragraph, sentence, word or phrase shall be deemed modified to the extent necessary in order to conform with such laws, or if not modifiable, then the same shall be deemed severable, and in either event, the remaining terns and provisions of this Agreement shall remain unmodified and in full force and effect or limitation of its use. E. Provider shall comply with all applicable laws, rules and regulations in the performance of this Agreement, including but not limited to licensure, and certifications required by law for professional service providers. F. This Agreement constitutes the sole and entire agreement between the parties hereto. No modification or amendment hereto shall be valid unless in writing and executed by properly authorized representatives of the parties hereto. Except as otherwise set forth in Section 2 above, the City Manager shall have the sole authority to extend, to amend or to modify this Agreement on behalf of the City. 20. SUCCESSORS AND ASSIGNS: This Agreement shall be binding upon the parties hereto, their heirs, executors, legal Page 17 of 29 representatives, successors, or assigns. 21. INDEPENDENT CONTRACTORS: Provider has been procured and is being engaged to provide Services to the City as an independent contractor, and not as an agent or employee of the City. Accordingly, neither Provider, nor its employees, nor any subcontractor hired by Provider to provide any Services under this Agreement shall attain, nor be entitled to, any rights or benefits under the Civil Service or Pension Ordinances of the City, nor any rights generally afforded classified or unclassified employees. Provider further understands that Florida Workers' Compensation benefits available to employees of the City are not available to Provider, its employees, or any subcontractor hired by Provider to provide any Services hereunder, and Provider agrees to provide or to require subcontractor(s) to provide, as applicable, workers' compensation insurance for any employee or agent of Provider rendering Services to the City under this Agreement. Provider further understands and agrees that Provider's or subcontractors' use or entry upon City properties shall not in any way change its or their status as an independent contractor. 22. CONTINGENCY CLAUSE: Funding for this Agreement is contingent on the availability of funds and continued authorization for program activities and the Agreement is subject to amendment or termination due to lack of funds, reduction of funds and/or change in regulations, upon thirty (30) days written notice. 23 . FORCE MAJEURE: A "Force Majeure Event" shall mean an act of God, act of governmental body or military authority, fire, explosion, power failure, flood, storm, hurricane, sink hole, other natural disasters, Page 18 of 29 epidemic, riot or civil disturbance, war or terrorism, sabotage, insurrection, blockade, or embargo. In the event that either party is delayed in the perfoiuiance of any act or obligation pursuant to or required by the Agreement by reason of a Force Majeure Event, the time for required completion of such act or obligation shall be extended by the number of days equal to the total number of days, if any, that such party is actually delayed by such Force Majeure Event. The party seeking delay in performance shall give notice to the other party specifying the anticipated duration of the delay, and if such delay shall extend beyond the duration specified in such notice, additional notice shall be repeated no less than monthly so long as such delay due to a Force Majeure Event continues. Any party seeking delay in performance due to a Force Majeure Event shall use its best efforts to rectify any condition causing such delay and shall cooperate with the other party to overcome any delay that has resulted. 24. CITY NOT LIABLE FOR DELAYS: Provider hereby understands and agrees that in no event shall the City be liable for, or responsible to Provider or any subcontractor, or to any other person, firm, or entity for or on account of, any stoppages or delay(s) in work herein provided for, or any damages whatsoever related thereto, because of any injunction or other legal or equitable proceedings or on account of any delay(s) for any cause over which the City has no control. 25. USE OF NAME: Provider understands and agrees that the City is not engaged in research for advertising, sales promotion, or other publicity purposes. Provider is allowed, within the limited scope of normal and customary marketing and promotion of its work, to use the general results of this project and the name of the City. The Provider agrees to protect any confidential information provided by the City and will Page 19 of 29 not release information of a specific nature without prior written consent of the City Manager or the City Commission. 26. NO CONFLICT OF INTEREST: Pursuant to City of Miami Code Section 2611, as amended ("City Code"), regarding conflicts of interest, Provider hereby certifies to City that individual member of Provider, no employee, and no subcontractor under this Agreement nor any immediate family member of any of the same is also a member of any board, commission, or agency of the City. Provider hereby represents and warrants to the City that throughout the tern of this Agreement, Provider, its employees and its subcontractors will abide by this prohibition of the City Code. 27. NO THIRD -PARTY BENEFICIARY: No persons other than the Provider and the City (and their successors and assigns) shall have any rights whatsoever under this Agreement. 28. SURVIVAL: All obligations (including but not limited to indemnity and obligations todefend and hold harmless) and rights of any party arising during or attributable to the period prior to expiration or earlier termination of this Agreement shall survive such expiration or earlier termination. 29. TRUTH -IN -NEGOTIATION CERTIFICATION, REPRESENTATION AND WARRANTY: Provider hereby certifies, represents and warrants to City that on the date of Provider's execution of this Agreement and so long as this Agreement shall remain in full force and effect, the Page 20 of 29 wage rates and other factual unit costs supporting the compensation to Provider under this Agreement are and will continue to be accurate, complete, and current. Provider understands, agrees and acknowledges that the City shall adjust the amount of the compensation and any additions thereto to exclude any significant sums by which the City determines the contract price of compensation hereunder was increased due to inaccurate, incomplete, or noncurrent wage rates and other factual unit costs. All such contract adjustments shall be made within one (1) year of the end of this Agreement, whether naturally expiring or earlier teuiiinated'pursuant to the provisions hereof. 30. ENTIRE AGREEMENT: This instrument and its attachments constitute the sole and only agreement of the parties relating to the subject matter hereof and correctly set forth the rights, duties, and obligations of each to the other as of its date. Any prior agreements, promises, negotiations, or representations not expressly set forth in this Agreement are of no force or effect. IN WITNESS WHEREOF, the parties hereto have caused this instrument to be executed by their respective officials thereunto duly authorized, this the day and year above written. "City" CITY OF MIAMI, a municipal ATTEST: corporation By: Todd Hannon, City Clerk Daniel J. Alfonso., City Manager ATTEST: "Provider" a corporation Page 21 of 29 Print Name: Title: Corporate Secretary By: Print Name: Title: President APPROVED. AS TO FORM AND APPROVED AS TO INSURANCE CORRECTNESS: REQUIREMENTS: Victoria Mendez City Attorney Ann -Marie Sharpe, Director Risk Management Page 22 of 29 Request for Proposal No. 469353 EXHIBIT A Page 23 of 29 City of Miami Purchasing Department Miami Riverside Center 444 SW 2nd Avenue, 6th Floor Miami, Florida 33130 Web Site Address: http://ci.miami.fl.us/procurement Number: Title: Issue Date/Time: 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: 469353,4 Request for Proposals for Employee Benefit Life and AD&D Plans 01-OCT-2014 06-OCT-2014 @ 14:00:00 None Friday, August 29, 2014 at 5:00 PM Calderon, Yadissa City of Miami - City Clerk 3500 Pan American Drive Miami FL 33133 US ycalderon@miamigov.com 305-400-5369 Page 1 of 39 Certification Statement Please quote on this form, if applicable, net prices for the item(s) listed. Return signed original and retain a copy for your files. Prices should include all costs, including transportation to destination. The City reserves the right to accept or reject all or any part of this submission. Prices should be firm for a minimum of 180 days following the time set for closing of the submissions. In the event of errors in extension of totals, the unit prices shall govern in determining the quoted prices. We (I) certify that we have read your solicitation, completed the necessary documents, and propose to furnish and deliver, F.O.B. DESTINATION, the items or services specified herein. The undersigned hereby certifies that neither the contractual party nor any of its principal owners or personnel have been convicted of any of the violations, or debarred or suspended as set in section 18-107 or Ordinance No. 12271. All exceptions to this submission have been documented in the section below (refer to paragraph and section) . EXCEPTIONS: We (I) certify that any and all information contained in this submission is true; and we (I) further certify that this submission is made without prior understanding, agreement, or connection with any corporation, firm, or person submitting a submission for the same, materials, supplies, equipment, or service, and is in all respects fair and without collusion or fraud. We (I) agree to abide by all terms and conditions of this solicitation and certify that I am authorized to sign this submission for the submitter. Please print the following and sign your name: SUPPLIER NAME: ADDRESS. PHONE: FAX:. EMAIL: BEEPER. SIGNED BY. TITLE• DATE. FAILURE TO COMPLETE. SIGN, AND RETURN THIS FORM SHALL DISOUALIFY THIS BID. Page 2 of 39 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) Are you seeking local preference? Yes or no.If yes, you are required to complete and submit at the time of bid submittal the attached City of Miami Local Office Certification. Page 3 of 39 Line: 1 Description: Disregard this line item. Please refer to Attachment A Category: 94620-10 Unit of Measure: Dollar Unit Price: $ Number of Units: 1 Total: $ Page 4 of 39 469353,4 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. TERM OF CONTRACT 26 2.4. CONDITIONS FOR RENEWAL 26 2.5. NON -APPROPRIATION OF FUNDS 26 2.6. MINIMUM QUALIFICATION REQUIREMENTS 27 2.7. CONTRACT EXECUTION 27 2.8. FAILURE TO PERFORM 27 2.9. INSURANCE REQUIREMENTS 28 2.10. PRE-BID/PRE-PROPOSAL CONFERENCE 30 2.11. CONTRACT ADMINISTRATOR 30 2.12. SUBCONTRACTOR(S) OR SUBCONSULTANT(S) 30 2.13. COMPLETE PROJECT REQUIRED 30 2.14. TERMINATION 30 2.15. ADDITIONAL TERMS AND CONDITIONS 31 2.16. CHANGES/ALTERATIONS 31 2.17. COMPENSATION PROPOSAL 31 2.18. EVALUATION/SELECTION PROCESS AND CONTRACT AWARD 32 2.19. ADDITIONAL SERVICES 32 2.20. RECORDS 33 2.21. AMENDMENTS TO THE CONTRACT 33 2.22. TRUTH IN NEGOTIATION CERTIFICATE 33 3. Specifications 34 3.1. SPECIFICATIONS/SCOPE OF WORK 34 4. Submission Requirements 36 4.1. SUBMISSION REQUIREMENTS 36 5. Evaluation Criteria 39 5.1. EVALUATION CRITERIA 39 Page 5 of 39 469353,4 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 formal solicitation; provided, that the alternate response offers a different product that meets or exceeds the formal solicitation requirements. In order for the City to consider an alternate response, the Bidder/Proposer shall complete a separate Price Sheet form and shall mark "Alternate Response". Alternate response shall be placed in the same response. This provision only applies to formal solicitations for the procurement of goods, services, items, equipment, materials, and/or supplies. 1.6. ASSIGNMENT - Contractor agrees not to subcontract, assign, transfer, convey, sublet, or otherwise dispose of the resulting Contract, or any or all of its right, title or interest herein, without City of Miami's prior written consent. 1.7. ATTORNEY'S FEES - In connection with any litigation, mediation and arbitration arising out of this Contract, each party shall bear their own attorney's fees through and including appellate litigation and any post judgment Page 6 of 39 469353,4 proceedings. 1.8. AUDIT RIGHTS AND RECORDS RETENTION - The Successful Bidder/Proposer agrees to provide access at all reasonable times to the City, or to any of its duly authorized representatives, to any books, documents, papers, and records of Contractor which are directly pertinent to this formal solicitation, for the purpose of audit, examination, excerpts, and transcriptions. The Successful Bidder/Proposer shall maintain and retain any and all of the books, documents, papers and records pertinent to the Contract for three (3) years after the City makes final payment and all other pending matters are closed. Contractor's failure to or refusal to comply with this condition shall result in the immediate cancellation of this contract by the City. 1.9. AVAILABILITY OF CONTRACT STATE-WIDE - Any Governmental, not -for -profit or quasi -governmental entity in the State of Florida, may avail itself of this contract and purchase any and all goods/services, specified herein from the successful bidder(s)/proposer(s) at the contract price(s) established herein, when permissible by federal, state, and local laws, rules, and regulations. Each Governmental, not -for -profit or quasi -governmental entity which uses this formal solicitation and resulting bid contract or agreement will establish its own contract/agreement, place its own orders, issue its own purchase orders, be invoiced there from and make its own payments, determine shipping terms and issue its own exemption certificates as required by the successful bidders)/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 39 469353,4 G. The City reserves the right to award the contract on a split -order, lump sum or individual -item basis, or such combination as shall best serve the interests of the City unless otherwise specified. H. A Contract/Agreement may be awarded to the Bidder/Proposer by the City Commission based upon the minimum qualification requirements reflected herein, As a result of a RFP, RFQ, or RFLI, the City reserves the right to execute or not execute, as applicable, an Agreement with the Proposer, whichever is determined to be in the City's best interests. Such agreement will be furnished by the City, will contain certain terms as are in the City's best interests, and will be subject to approval as to legal form by the City Attorney. 1,11. BID BOND/ BID SECURITY - A cashier's or certified check, or a Bid Bond signed by a recognized surety company that is licensed to do business in the State of Florida, payable to the City of Miami, for the amount bid is required from all bidders/proposers, if so indicated under the Special Conditions. This check or bond guarantees that a bidder/proposer will accept the order or contract/agreement, as bid/proposed, if it is awarded to bidder/proposer. Bidder/Proposer shall forfeit bid deposit to the City should City award contract/agreement to Bidder/Proposer and Bidder/Proposer fails to accept the award. The City reserves the right to reject any and all surety tendered to the City. Bid deposits are returned to unsuccessful bidders/proposers within ten (10) days after the award and successful bidder's/proposer's acceptance of award. If sixty (60) days have passed after the date of the formal solicitation closing date, and no contract has been awarded, all bid deposits will be returned on demand. 1.12. RESPONSE FORM (HARDCOPY FORMAT) - All forms should be completed, signed and submitted accordingly. 1.13. BID SECURITY FORFEITED LIQUIDATED DAMAGES - Failure to execute an Agreement and/or file an acceptable Performance Bond, when required, as provided herein, shall be just cause for the annulment of the award and the forfeiture of the Bid Security to the City, which forfeiture shall be considered, not as a penalty, but in mitigation of damages sustained. Award may then be made to the next lowest responsive, responsible Bidder or Proposal most advantageous to the City or all responses may be rejected. 1.14. BRAND NAMES - If and wherever in the specifications brand names, makes, models, names of any manufacturers, trade names, or bidder/proposer catalog numbers are specified, it is for the purpose of establishing the type, function, minimum standard of design, efficiency, grade or quality of goods only. When the City does not wish to 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 39 469353,4 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. Uniform Commercial Code (Florida Statutes, Chapter 672). F. Americans with Disabilities Act of 1990, as amended. G. National Institute of Occupational Safety Hazards (NIOSH), as applicable to this Formal Solicitation. H. National Forest Products Association (NFPA), as applicable to this Formal Solicitation. I. City Procurement Ordinance City Code Section 18, Article III. J. Conflict of Interest, City Code Section 2-611;61. K. Cone of Silence, City Code Section 18-74. L. The Florida Statutes Sections 218.73 and 218.74 on Prompt Payment. 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 39 469353,4 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 39 469353,4 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 shallbe issued by the Chief Procurement Officer after approval by the City Manager, the city attorney, and the City Commission. (b) Causes for debarment or suspension. Causes for debarment or suspension include the following: (1) Conviction for commission of a criminal offense incident to obtaining or attempting to obtain a public or private Contract or subcontract, or incident to the performance of such Contract or subcontract. (2) Conviction under state or federal statutes of embezzlement, theft, forgery, bribery, falsification or destruction of records, receiving stolen property, or any other offense indicating a lack of business integrity or business honesty. (3) Conviction under state or federal antitrust statutes arising out of the submission of Bids or Proposals. (4) Violation of Contract provisions, which is regarded by the Chief Procurement Officer to be indicative of nonresponsibility. Such violation may include failure without good cause to perform in accordance with the terms and conditions of a Contract or to perform within the time limits provided in a Contract, provided that failure to perform caused by acts beyond the control of a party shall not be considered a basis for debarment or suspension. (5) Debarment or suspension of the Contractual Party by any federal, state or other governmental entity. (6) False certification pursuant to paragraph (c) below. (7) Found in violation of a zoning ordinance or any other city ordinance or regulation and for which Page 11 of 39 469353,4 the violation remains noncompliant. (8) Found in violation of a zoning ordinance or any other city ordinance or regulation and for which a civil penalty or fine is due and owing to the city. (9) Any other cause judged by the City Manager to be so serious and compelling as to affect the responsibility of the Contractual Party performing city Contracts. (c) Certification. All Contracts for goods and services, sales, and leases by the city shall contain a certification that neither the Contractual Party nor any of its principal owners or personnel have been convicted of any of the violations set forth above or debarred or suspended as set forth in paragraph (b) (5). (d) Debarment and suspension decisions. Subject to the provisions of paragraph (a), the City Manager shall render a written decision stating the reasons for the debarment or suspension. A copy of the decision shall be provided promptly to the Contractual Party, along with a notice of said party's right to seek judicial relief. 1.26. DEBARRED/SUSPENDED VENDORS —An entity or affiliate who has been placed on the State of Florida debarred or suspended vendor list may not submit a response on a contract to provide goods or services to a public entity, may not submit a response on a contract with a public entity for the construction or repair of a public building or public work, may not submit response on leases of real property to a public entity, may not award or perform work as a contractor, supplier, subcontractor, or consultant under contract with any public entity, and may not transact business with any public entity. 1.27. DEFAULT/FAILURE TO PERFORM - The City shall be the sole judge of nonperformance, which shall include any failure on the part of the successful Bidder/Proposer to accept the award, to furnish required documents, and/or to fulfill any portion of this contract within the time stipulated. Upon default by the successful Bidder/Proposer to meet any terms of this agreement, the City will notify the Bidder/Proposer of the default and will provide the contractor three (3) days (weekends and holidays excluded) to remedy the default. Failure on the contractor's part to correct the default within the required three (3) days shall result in the Contract being terminated and upon the City notifying in writing the contractor of its intentions and the effective date of the termination. The following shall constitute default: A. Failure to perform the work or deliver the goods/services required under the Contract and/or within the time required or failing to use the subcontractors, entities and personnel as identified and set forth, and to the degree specified in the Contract. B. Failure to begin the work under this Contract within the time specified. C. Failure to perform the work with sufficient workers and equipment or with sufficient materials to ensure timely completion. D. Neglecting or refusing to remove materials or perform new work where prior work has been rejected as nonconforming with the terms of the Contract. E. Becoming insolvent, being declared bankrupt, or committing any act of bankruptcy or insolvency, or making an assignment for the benefit of creditors, if the insolvency, bankruptcy, or assignment renders the successful Bidder/Proposer incapable of performing the work in accordance with and as required by the Contract. F. Failure to comply with any of the terms of the Contract in any material respect. 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 39 469353,4 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 39 469353,4 A.Rejection of Responses The City may reject a Response for any of the following reasons: 1) Bidder/Proposer fails to acknowledge receipt of addenda; 2) Bidder/Proposer mistates or conceals any material fact in the Response ; 3) Response does not conform to the requirements of the Formal Solicitation; 4) Response requires a conditional award that conflicts with the method of award; 5) Response does not include required samples, certificates, licenses as required; and, 6) Response was not executed by the Bidder's/Proposer(s) authorized agent. The foregoing is not an all inclusive list of reasons for which a Response may be rejected. The City may reject. and re -advertise for all or any part of the Formal Solicitation whenever it is deemed in the best interest of the City. B. Elimination From Consideration 1) A contract shall not be awarded to any person or firm which is in arrears to the City upon any debt or contract, or which is a defaulter as surety or otherwise upon any obligation to the City. 2) A contract may not be awarded to any person or firm which has failed to perform under the terms and conditions of any previous contract with the City or deliver on time contracts of a similar nature. 3) A contract may not be awarded to any person or firm which has been debarred by the City in accordance with the City's Debarment and Suspension Ordinance. C. Determination of Responsibility 1) Responses will only be considered from entities who are regularly engaged in the business of providing the goods/equipment/services required by the Formal Solicitation. Bidder/Proposer must be able to demonstrate a satisfactory record of performance and integrity; and, have sufficient financial, material, equipment, facility, personnel resources, and expertise to meet all contractual requirements. The terms "equipment and organization" as used herein shall be 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/proposed by the bidder/proposer must be F.O.B. DESTINATION, inside delivery, with all delivery costs and charges included in the bid/proposal price, unless otherwise specified in this Formal Solicitation. Failure to do so may be cause for rejection of bid/proposal. Page 14 of 39 469353,4 1.37. FIRM PRICES - The bidder/proposer warrants that prices, terms, and conditions quoted in its response will be firm throughout the duration of the contract unless otherwise specified in the Formal Solicitation. Such prices will remain firm for the period of performance or resulting purchase orders or contracts, which are to be performed or supplied over a period of time. 1.38. 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 lst. At the time of responding, it is bidder/proposer and his/her subcontractor(s), if applicable, full responsibility to determine whether any of its employees may be impacted by this Florida Law at any given point in time during the term of the contract. If impacted, bidder/proposer must furnish employee name(s), job title(s), job description(s), and current pay rate (s). Failure to submit this information at the time of submitting a response constitute successful bidder's/proposer's acknowledgement and understanding that the Florida Minimum Wage Law will not impact its prices throughout the term of contract and waiver of any contractual price increase request(s). The City reserves the right to request and successful bidder/proposer must provide for any and all information to make a wage and contractual price increase(s) determination. 1.39. GOVERNING LAW AND VENUE - The validity and effect of this Contract shall be governed by the laws of the State of Florida. The parties agree that any action, mediation or arbitration arising out of this Contract shall take place in Miami -Dade County, Florida. 1.40. 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 performing services required by the contract or as required by law; B. Use of appropriate safeguards to prevent non -permitted disclosures; C. Reporting to the City of Miami of any non -permitted use or disclosure; D. Assurances that any agents and subcontractors agree to the same restrictions and conditions that apply to the Bidder/Proposer and reasonable assurances that IIHI/PHI will be held confidential; E. Making Protected Health Information (PHI) available to the customer; F. Making PHI available to the customer for review and amendment; and incorporating any amendments requested by the customer; G. Making PHI available to the City of Miami for an accounting of disclosures; and H. Making internal practices, books and records related to PHI available to the City of Miami for compliance audits. Page 15 of 39 469353,4 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 and agrees that any insurance protection required by this Contract or otherwise provided by Contractor shall in no way limit the responsibility to indemnify, keep and save harmless and defend the City or its officers, employees, agents and instrumentalities as herein provided. The indemnification provided above shall obligate Contractor to defend at its own expense to and through appellate, 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 39 469353,4 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 39 469353,4 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 Department of Agriculture and Consumer Services or by other appropriate testing Laboratories as determined by the City. The data derived from any test for compliance with specifications is public record and open to examination thereto in accordance with Chapter 119, Florida Statutes. Items delivered not conforming to specifications may be rejected and returned at Bidder's/Proposer's expense. These non -conforming items not delivered as per delivery date in the response and/or Purchase Order may result in bidder/proposer being found in default in which event any and all re -procurement costs may be charged against the defaulted contractor. Any violation of these stipulations may also result in the supplier's name being removed from the City of Miami's Supplier's list. 1.53. 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, and award 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 construction projects are solicited under a distinctly different solicitation process and shall not be purchased under the terms, conditions and awards rendered under this solicitation, unless such purchases are determined to be in the best interest of the City. 1.55. 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 39 469353,4 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 ofthe 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 naive 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 39 469353,4 OR YOUR RESPONSE MAY BE DEEMED NON -RESPONSIVE. L61. 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 term of the Contract, the Contractor awarded that item may arrange with the City's authorized representative(s) to supply a substitute product at the awarded price or lower, provided that a sample is approved in advance of delivery and that the new product meets or exceeds all quality requirements. 1.63. 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 determining the lowest net cost for response evaluation purposes. Bidders/Proposers are required to provide their prompt payment terms in the space provided on the Formal Solicitation. If no prompt payment discount is being offered, the Bidder/Proposer must enter zero (0) for the percentage discount to indicate no discount. If the Bidder/Proposer fails to enter a percentage, it is understood and agreed that the terms shall be 2% 20 days, effective after receipt of invoice or fmal 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 39 469353,4 287.017, 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 EQUIPMENT - All materials used in the manufacturing or construction of supplies, materials, or equipment covered by this solicitation shall be new. The items bid/proposed must be of the latest make or model, of the best quality, and of the highest grade of workmanship, unless as otherwise specified in this Solicitation. 1.70. 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 provided to the protesting party, along with a notice of such party's right to seek judicial relief, provided that the protesting party shall not be entitled to such judicial relief without first having followed the procedure set forth in this section. 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 39 469353,4 Letters of Interest is published in a newspaper of general circulation. A notice of intent to file a protest is considered filed when received by the Chief Procurement Officer; or ii. Any prospective bidder who intends to contest the Solicitation Specifications or a solicitation may protest to the Chief Procurement Officer. A written notice of intent to file a protest shall be filed with the Chief Procurement Officer within three days after the solicitation is published in a newspaper of general circulation. A notice of intent to file a protest is considered filed when received by the Chief Procurement Officer. 2. Protest of Award. i. A written notice of intent to file a protest shall be filed with the Chief Procurement Officer within two days after receipt by the proposer of the notice of the City Manager's recommendation for award of Contract, which will be posted on the City of Miami Purchasing Department website, in the Supplier Corner, Current Solicitations and Notice of Recommendation of Award Section. The notice of the City Manager's recommendation can be found by selecting the details of the solicitation and is listed as Recommendation of Award Posting Date and Recommendation of Award To fields. If "various" is indicated in the Recommendation of Award To field, the Bidder/Proposer must contact the buyer for that solicitation to obtain the suppliers name. It shall be the responsibility of the Bidder/Proposer to check this section of the website daily after responses are submitted to receive the notice; or ii. Any actual Responsive and Responsible Bidder whose Bid is lower than that of the recommended bidder may protest to the Chief Procurement Officer. A written notice of intent to file a protest shall be filed with the Chief Procurement Officer within two days after receipt by the bidder of the notice of the city's determination of non responsiveness or non responsibility. The receipt by bidder of such notice shall be confirmed by the city by facsimile or electronic mail or U.S. mail, return receipt requested. A notice of intent to file a protest is considered filed when received by the Chief Procurement Officer. iii. A written protest based on any of the foregoing must be submitted to the Chief Procurement Officer within five (5) days after the date the notice of protest was filed. A written protest is considered filed when 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 he 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 39 469353,4 (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 parry's right to file a protest pursuant to this section. The protesting party shall not be entitled to seek judicial relief without first having followed the procedure set forth in this section (d) Stay of Procurements during protests. Upon receipt of a written protest filed pursuant to the requirements of this section, the city shall not proceed further with the solicitation or with the award of the Contract until the protest is resolved by the Chief Procurement Officer or the City Commission as provided in subsection (b) above, unless the City Manager makes a written determination that the solicitation process or the Contract award must be continued without delay in order to avoid an immediate and serious danger to the public health, safety or welfare. (e) Costs. All costs accruing from a protest shall be assumed by the protestor. (f) Filing Fee. The written protest must be accompanied by a filing fee in the form of a money order or cashier's check payable to the city in an amount equal to one percent of the amount of the Bid or proposed Contract, or $5000.00, whichever is less, which filing fee shall guarantee the payment of all costs which may be adjudged against the protestor in any administrative or court proceeding. If a protest is upheld by the Chief Procurement Officer and/or the City Commission, as applicable, the filing fee shall be refunded to the protestor less any costs assessed under subsection (e) above. If the protest is denied, the filing fee shall be forfeited to the city in lieu of payment of costs for the administrative proceedings as prescribed by subsection (e) above. 1.74. 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, Department of General Services, to supply the items on this solicitation, the bidder/proposer shall quote not more than the contract price; failure to comply with this request will result in disqualification of bid/proposal. 1.78. SUBMISSION AND RECEIPT OF RESPONSES - Responses shall be submitted electronically via the Oracle System or responses may be submitted inhardcopy 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 39 469353,4 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 39 469353,4 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 shall not 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 item as a trade secret by you may be challenged in court by any person. By your designation of material in your Response as a "trade secret" you agree to indemnify and hold harmless the City for any award to a plaintiff for damages, costs or attorney's fees and for costs and attorney's fees incurred by the City by reason of any legal action challenging your claim. 1.85. 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 39 469353,4 2. Special Conditions 2.1. PURPOSE The purpose of this Solicitation is to establish a contract, for Employee Benefit Life and Accidental Death & Dismemberment Plans, as specified herein, from a source(s) of supply that will give prompt and efficient service fully compliant with the terms, conditions and stipulations of the solicitation. 2.2. DEADLINE FOR RECEIPT OF REQUEST FOR ADDITIONAL INFORMATION/CLARIFICATION Any questions or clarifications concerning this solicitation shall be submitted by email or facsimile to the Purchasing Department, Attn: Yadissa Calderon; fax: (305) 400-5369 or email: ycalderon@ci.miami.fl.us. The solicitation title and number shall be referenced on all correspondence. All questions must be received no later than Friday, August 29, 2014 at 5:00 PM. All responses to questions will be sent to all prospective bidders/proposers in the form on an addendum. NO QUESTIONS WILL BE RECEIVED VERBALLY OR AFTER SAID DEADLINE. 2.3. TERM OF CONTRACT The proposer(s) qualified to provide the service(s) requested herein (the "Successful Proposer(s) ") shall be required to execute a contract ("Contract") with the City, which shall include, but not be limited to, the following terms: (1) The term of the Contract(s) shall be for three (3) years with an option to renew for two (2) additional one (1) year periods. (2) The City shall have the option to extend or terminate the Contract. Continuation of the contract beyond the initial period is a City prerogative; not a right of the bidder/proposer. This prerogative will be exercised only when such continuation is clearly in the best interest of the City. 2.4. CONDITIONS FOR RENEWAL Each renewal of this contract is subject to the following: (1) continued satisfactory performance compliance with the specifications, terms and conditions established herein and (2) Availability of funds. In the event the Contractor is unable to extend the contract for any subsequent period, advance written notice and explanation shall be submitted to the Chief Procurement Officer no later than ninety (90) days prior to the expiration date of the contract period in effect at such time and shall be subject to the City's acceptance. Failure to comply with these requirements may render the Contract in default of this contract. 2.5. NON -APPROPRIATION OF FUNDS In the event no funds or insufficient funds are appropriated and budgeted or are otherwise unavailable in any fiscal period for payments due under this contract, then the City, upon written notice to Contractor or his assignee of such occurrence, shall have the unqualified right to terminate the contract without any penalty or expense to the City. No Page 26 of 39 469353,4 guarantee, warranty or representation is made that any particular or any project(s) will be awarded to any firm(s). 2.6. MINIMUM QUALIFICATION REQUIREMENTS For a Proposer to be deemed responsive, the following minimum qualification requirements cited below shall -be satisfied. In determining said responsiveness, each such minimum qualification requirement shall be addressed in detail in the Proposal submittal. Failure to meet the following minimum qualification requirements and/or failure to provide sufficient detailed documentation concerning the same, shall result in the Proposal being deemed non -responsive: A. All Companies submitting Proposals must be licensed by the State of Florida and have a demonstrated level of good performance with public entities of equivalent size, including municipalities, for a minimum of two (2) years. B. Proposers must have an organization that has demonstrated the ability to deliver cost-effective service, and efficient loss control and claims processing. C. Provide sufficient telephone service, including toll -free and local service 8:00 AM - 5:00 PM EST, to handle inquiries directly from plan participants as well as authorized City representatives. D. Must disclose the following if broker fees are paid: (1) Name of agency and address; (2) Name of agent/broker; and (3) Broker's fee whether flat fee or percentage of premium. If not applicable, indicate that the proposal is quoted on a no -commission basis. It is the intention of the City for all contracts to be awarded on a no -commission basis. E. Must assume current policy benefit structure and provide a "no loss/no gain" assumption of risk and credit for all annual deductibles. F. Must comply with all federal legislation including but not limited to HIPAA and COBRA. G. Proposer must agree to allow the City or its representative the right to audit all claims, financial data, and other information relevant to the City's account. H. The City requires that the pre-existing condition limitations and the actively at work provision be waived for the initial enrollment for those employees who have already satisfied the waiting period for pre-existing conditions under the current plan. I. Proposer must have bilingual capabilities in the customer service and enrollment assistance areas as well as in communications materials. English and Spanish are mandatory. Creole is desired as well. J. Proposer shall have no record of judgments or pending lawsuits against the City and/or bankruptcy, and not have any conflicts of interest that have not been waived by the City Commission. K. Neither Proposer nor any member, officer, or stockholder of Proposer shall be in arrears or in default of any debt or contract involving the City, (as a party to a contract, or otherwise); nor have failed to perform faithfully on any previous contract with the City. 2.7. 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 interest, and will be subject to approval as to legal form by the City Attorney. 2.8. FAILURE TO PERFORM Page 27 of 39 469353,4 Should it not be possible to reach the contractor or supervisor and/or should remedial action not be taken within 48 hours of any failure to perform according to specifications, the City reserves the right to declare Contractor in default of the contract or make appropriate reductions in the contract payment. 2.9. INSURANCE REQUIREMENTS INDEMNIFICATION Successful Proposer shall pay on behalf of, indemnify and save City and its officials harmless, from and against any and all claims, liabilities, losses, and causes of action, which may arise out of Successful Proposer 's performance under the provisions of the contract, including all acts or omissions to act on the part of Successful Proposer , including any person performing under this Contract for or on Successful Proposer 's behalf, provided that any such claims, liabilities, losses and causes of such action are not attributable to the negligence or misconduct of the City and, from and against any orders, judgments or decrees which may be entered and which may result from this Contract, unless attributable to the negligence or misconduct of the City, and from and against all costs, attorneys' fees, expenses and liabilities incurred in the defense of any such claim, or the investigation thereof. The Successful Proposer shall furnish to City of Miami, c/o Purchasing Department, 444 SW 2nd Avenue, 6th Floor, Miami, Florida 33130, Certificate(s) of Insurance which indicate that insurance coverage has been obtained which meets the requirements as outlined below: (1) Commercial General Liability: A. Limits of Liability Bodily Injury and Property Damage Liability - Each Occurrence: $1,000,000 General Aggregate Limit: $2,000,000 Personal and Adv. Injury: $1.000,000. Products/Completed Operations: $1,000,000.00. B. Endorsements Required: City of Miami included as an Additional insured. Primary Insurance Clause Contigent & Contractual Liability Premises and Operations Liability (2) BusinessAutomobile Liability A. Limits of Liability Bodily injury and property damage liability combined single limits. Owned/Scheduled Autos, including, including hired, borrowed or non -owned autos. Any one accident - $1,000,000 B. Endorsements Required: City of Miami included as an Additional Insured (3) Worker's Compensation A. Limits of Liability Statutory - State of Florida Waiver of Subrogation Page 28 of 39 469353,4 Employer's Liability A. Limits of Liability $100,000 for bodily injury caused by an accident, each accident $100,000 for bodily injury caused by disease, each employee $500,000 for bodily injury caused by disease, policy limit (4) Professional Liability/Errors and Omissions Coverage: A. Limits of Liability Combined Single Limit Each Claim - $5,000,000 General Aggregate Limit - $5,000,000 Retro Date included BINDERS ARE UNACCEPTABLE. The insurance coverage required shall include those classifications, as listed in standard liability insurance manuals, which most nearly reflect the operations of the bidder. All insurance policies required above shall be issued by companies authorized to do business under the laws of the State of Florida, with the following qualifications: The Company must be rated no less than "A" as to management, and no less than "Class V" as to financial strength, by the latest edition of Best's Insurance Guide, published by A.M. Best Company, Oldwick, New Jersey, or its equivalent. All policies and/or certificates of insurance are subject to review and verification by Risk Management prior to insurance approval. Certificates will indicate no modification or change in insurance shall be made without thirty (30) days written advance notice to the certificate holder. NOTE: CITY BID NUMBER AND/OR TITLE OF BID MUST APPEAR ON EACH CERTIFICATE. Compliance with the foregoing requirements shall not relieve the bidder of his liability and obligation under this section or under any other section of this Agreement. If insurance certificates are scheduled to expire during the contractual period, the Successful Proposer shall be responsible for submitting new or renewed insurance certificates to the City at a minimum of ten (10) calendar days in advance of such expiration. --In the event that expired certificates are not replaced with new or renewed certificates which cover the contractual period, the City shall: (4) Suspend the contract until such time as the new or renewed certificates are received by the City in the manner prescribed in the Invitation to Bid. (5) The City may, at its sole discretion, terminate this contract for cause and seek re -procurement damages from the Successful Proposer in conjunction with the General and Special Terms and Conditions of the Bid. The Successful Proposer shall be responsible for assuring that the insurance certificates required in conjunction with Page 29 of 39 469353,4 this Section remain in force for the duration of the contractual period; including any and all option terms that may be granted to the Successful Proposer. 2.10. PRE-BID/PRE-PROPOSAL CONFERENCE None 2.11. CONTRACT ADMINISTRATOR Upon award, contractor shall report and work directly with Ann -Marie Sharpe, Risk Management Director, who shall be designated as the Contract Administrator. 2.12. SUBCONTRACTOR(S) OR SUBCONSULTANT(S) A. Sub -Consultant, herein known as Sub-Contractor(s) is an individual or firm contracted by the Successful Proposer or Proposer's firm to assist in the performance of services required under this Solicitation. A Sub -Contractor shall be paid through the Successful 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 -contractor 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. 2.13. COMPLETE PROJECT REQUIRED These specifications describe the various items or classes of work required, enumerating or defining the extent of same necessary, but failure to list any item or classes under scope of the several sections shall not relieve the Successful Proposer from furnishing, installing or performing such work where required by any part of these specifications, or necessary to the satisfactory completion of the project. 2.14. TERMINATION Page 30 of 39 469353,4 A. FOR DEFAULT If Successful Proposer 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 Successful Proposer shall be liable for damages including the excess cost of procuring similar supplies or services: provided that if, (1) it is determined for any reason that the Successful Proposer was not in default or (2) the Successful Proposer's failure to perform is without his or his sub -Contractor'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 Successful Proposer will be compensated in accordance with an agreed upon adjustment of cost. To the extent that this Contract is for services and so terminated, the City of Miami shall be liable only for payment in accordance with the payment provisions of the Contract for those services rendered prior to termination. 2.15. ADDITIONAL TERMS AND CONDITIONS No additional terms and conditions included as part of your solicitation response shall be evaluated or considered, and any and all such additional terms and conditions shall have no force or effect and are inapplicable to this solicitation. If submitted either purposely, through intent or design, or inadvertently, appearing separately in transmittal letters, specifications, literature, price lists or warranties, it is understood and agreed that the General Conditions and Special Conditions in this solicitation are the only conditions applicable to this solicitation and that the Proposer's authorized signature affixed to the Proposer's acknowledgment form attests to this. If a Professional Services Agreement (PSA) or other Agreement is provided by the City and is expressly included as part of this solicitation, no additional terms or conditions which materially or substantially vary, modify or alter the terms or conditions of the PSA or Agreement, in the sole opinion and reasonable discretion of the City will be considered. Any and all such additional terms and conditions shall have no force or effect and are inapplicable to this PSA or Agreement. 2.16. 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. 2.17. COMPENSATION 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 III 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 Page 31 of 39 469353,4 additional service for which pricing was not previously secured, the City shall seek the Successful Proposer to provide reasonable cost(s) for same. Should the City determine the pricing unreasonable, the City reserves the right to negotiate cost(s) or seek another vendor for the provision of said service(s). Failure to submit compensation proposal as required shall disqualify Proposer from consideration. 2.18. EVALUATION/SELECTION PROCESS AND CONTRACT AWARD The procedure for response evaluation, selection and award is as follows: (1) Solicitation issued. (2) Receipt of responses (3) Opening and listing of all responses received (4) Purchasing staff will review each submission for compliance with the submission requirements of the Solicitation, including verifying that each submission includes all documents required. (5) An Evaluation Committee, appointed by the City Manager, comprised of appropriate City Staff and members of the community, as deemed necessary, with the appropriate technical expertise and/or knowledge, shall meet to evaluate each response in accordance with the requirements of this Solicitation and based upon the evaluation criteria as specified herein. (6) The Evaluation Committee reserves the right, in its sole discretion, to request Proposers to make oral presentations before the Committee as part of the evaluation process. The presentation may be scheduled at the convenience of the Evaluation Committee and shall be recorded. (7) The Evaluation Committee reserves the right to rank the Proposals and shall submit its recommendation to the City Manager for acceptance. If the City Manager accepts the Committee's recommendation, the City Manager's recommendation for award of contract will be posted on the City of Miami Purchasing Department website, in the Supplier 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. (8) The City Manager reserves the right to reject the Committee's recommendation, and instruct the Committee to re-evaluate and make another recommendation, reject all proposals, or recommend that the City Commission reject all proposals. (9) The City Commission shall consider the City Manager's and Evaluation Committees' recommendation(s) and, if appropriate and required, approve the City Manager's recommendation(s). The City Commission may also reject any or all response. (10) If the City Commission approves the recommendations, the City will enter into negotiations with the selected Proposer(s) for a contract for the required services. Such negotiations may result in contracts, as deemed appropriate by the City Manager. (11) The City Commission shall review and approve the negotiated Contract with the selected Proposer(s). 2.19. ADDITIONAL SERVICES Page 32 of 39 469353,4 Services not specifically identified in this request may be added to any resultant contract upon successful negotiation and mutual consent of the contracting parties. 2.20. RECORDS During the contract period, and for a least five (5) subsequent years thereafter, Successful Proposer shall provide City access to all files and records maintained on the City's behalf. 2.21. AMENDMENTS TO THE CONTRACT The City Manager shall have the right and authority to amend this Contract on behalf of the City. 2.22. TRUTH IN NEGOTIATION CERTIFICATE Execution of the resulting agreement by the Successful Proposer shall act as the execution of truth -in -negotiation certificate stating that wage rates and other factual unit costs supporting the compensation of the resulting Agreement are accurate, complete, and current at the time of contracting. The original contract price and any additions thereto shall be adjusted to exclude any significant sums by which City determines the contract price was increased due to inaccurate, incomplete, or non -current wage rates and other factual unit costs. All such contract adjustments shall be made within one (1) year following the end of the Agreement. Page 33 of 39 469353,4 3. Specifications 3.1. SPECIFICATIONS/SCOPE OF WORK 3.1.1. Background Information The City of Miami is seeking a life insurance carrier for its Employee Benefit Life and Accidental Death and Dismemberment (AD&D) Plans. The City currently has a total of 1,994 employees and retirees participating in the plans. The groups covered under this plan include Executives, Management/Confidential, Fire Non -Union and Retirees. Minnesota Life (Securian) is the current insurer. Benefits for the Executives, Management/Confidential and Fire Non -Union are non-contributory. Retirees pay 100% for this plan. Please refer to the attached Exhibits for details on the City's current Life and AD&D benefits plan(s). 3.1.2. Life and AD&D Plan(s) Solicited The City is seeking to offer the same schedule of benefits as are currently in place for the basic Life and AD&D. See Exhibits 8 and 9. In addition, the City is seeking Proposals for the following: • Class 3 and 4, optional coverage levels of $25,000 and $35,000 • Supplemental Employee Coverage (additional 1, 2 or 3 x earnings)* • Supplemental Spousal Coverage (50% of employee base amount)* • Dependent Coverage ($5,000 and $10,000)* *These additional benefits would be 100% voluntary. The City will be evaluating Proposals to access the capabilities of the respondents in each of the following areas: Life and AD&D Plans 1. Financial stability and experience 2. Ability to offer same benefits and additional enhancements 3. Overall plan costs and rate guarantees 4. Communications and enrollment capabilities 5. Claims administration capabilities 6. Account management 7. Banking 3.1.3. Attachments and Exhibits To assist you in the preparation of your Proposal, the City is attaching the following documentation: List of Attachments and Exhibits provided as information/documentation to prepare Proposal 1. Questionnaire (Attachment A) 2. Sample PSA (Attachment B) 3. Census (Attachment C ) 4. 2009 Life Experience Report (Exhibit 1) 5. 2010 Life Experience Report (Exhibit 2) 6. 2011 Life Experience Report (Exhibit 3) 7. 2012 Life Experience Report (Exhibit 4) 8. 2013 Life Experience Report (Exhibit 5) 9. 2014 Estimted Life Experience Report (Exhibit 6) 10. NPOS Plan for 2014 (Exhibit 7) Page 34 of 39 469353,4 11. Minnesota Life Summary (Exhibit 8) 12. Amended Minnesota Life Summary (Exhibit 9) NOTE: Attachment A (Questionnaire) must be completed and returned with Proposal. Failure to complete and return Attachment A will deem any submitted Proposal non -responsive. Page 35 of 39 469353,4 4. Submission Requirements 4.1. SUBMISSION REQUIREMENTS Proposers shall carefully follow the format and instruction outlined below, observing format requirements where indicated. Proposals should contain the information itemized below and in the order indicated. This information should be provided for the Proposer and any Sub -Consultants to be utilized for the work contemplated by this Solicitation. Proposals submitted which do not include the following items may be deemed non -responsive and may not be considered for contract award. Proposers shall submit responses in a hardcopy format, consisting of one (1) original and seven (7) copies, and in an electronic format via a CD-ROM. On-line submittals, via the Oracle System, shall not be accepted. Failure to do so may deem the Proposal non -responsive. A. Include the signed RFP Certification Statement. PROPOSAL FORMAT The response to this solicitation should be presented in the following format. Failure to do so may deem your Proposal non -responsive. 1. Cover Page The Cover Page should include the Proposer's name; Contact Person for the RFP; Firm's Liaison for the Contract; Primary Office Location; Local Business Address, if applicable; Business Phone and Fax Numbers, if applicable; Email addresses; Title of RFP; RFP Number; Federal Employer Identification Number or Social Security Number. 2. Table of Contents The table of contents should outline, in sequential order, the major sections of the Proposal as listed below, including all other relevant documents requested for submission. All pages of the Proposal, including the enclosures, should be clearly and consecutively numbered and correspond to the table of contents. 3. Executive Summary Provide an Executive Summary describing elements contained within Proposer's Proposal, including such factors as Qualifications, Experience and Financial Stability; Benefits and Additional Enhancements; and Communications, Enrollment Capabilities, Claims Administration, Account Management, and Banking. Proposer should specifically indicate the types of plan(s) proposed. 4. Proposer's Oualifications. Experience and Financial Stability a) Firm shall satisfy each of the minimum requirements listed under Section 2.6, Proposer's Minimum Qualifications, of the RFQ. Firm must also submit an affirmative declaration of compliance to the Minimum Requirements and Pre -Requisites as stated in Section 2.6. b) 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. Proposer should include the name of the organization, business phone/fax/email address, contact person and federal tax ID. c) Provide a list of all principals, owners or directors. d) Provide copy of current license to provide said services in the State of Florida. e) Provide (1) the number of years in existence of Proposer, both nationally and in the Florida market; (2) the current number of employees enrolled in the Proposer's plan, both nationally and in Florida, and (3) the primary markets served. Also, discuss specifically Proposer's involvement in providing Life and AD&D care benefits, particularly in the South Florida market. Page 36 of 39 469353,4 f) Disclose whether broker's fees are paid: (1) Name of agency and address; (2) Name of agent/broker; and (3) Broker's fee whether flat fee or percentage of premium. If not applicable, indicate that the proposal is quoted on a no -commission basis. It is the intention of the City for all contracts to be awarded on a non -commission basis. Consideration will be given during evaluation of same. g) Provide the current number of employees of Proposer; its depth and experience, and number and job classifications of account management staff to be assigned to the City's account, particularly in Miami -Dade and Broward Counties, including the overall qualifications of assigned staff particularly its experience with Life and AD &D benefit administration in Florida. Include discussion of employees' diversity and ability of speaking more than one language. h) Provide a list of 2 clients of equivalent size who, for whatever reason, discontinued usage of the Proposer's services within the past year, and indicate the reasons for the same. Include contact name and number. The City reserves the right to contact any reference as part of the evaluation process. Also include your company's total enrollment for 2010 vs. your 2011 enrollment. Failure to provide this information may be cause to deem your Proposal non -responsive. i) List the sub -contractors or sub -consultants and include a brief history of their background and experience. j) Provide detailed responses to Attachment A. as applicable. Failure to complete, in full, the Attachment and return the same with the Proposal shall deem any Proposal received as non -responsive. (Note: Proposers may submit partial proposals based on the products offered through their company.) k) Provide any other information which the Proposer deems relevant to its organization and/or its ability to provide quality Life and AD&D benefits to the City. 5. Benefits and Additional Enhancements a) . Provide detailed responses to Attachment A. as applicable. Failure to complete, in full. the Attachment and return the same with the Proposal shall deem any Proposal received as non -responsive. (Note: Proposers may submit partial proposals based on the products offered through their company.) b). Provide any other information which the Proposer deems relevant to its organization and/or its ability to provide quality Life and AD&D benefits to the City. 6. Communications, Enrollment Capabilities. Claims Administration. Account Management and Banking a). Provide detailed responses to Attachment A, as applicable. Failure to complete, in full. the Attachment and return the same with the Proposal shall deem any Proposal received as non -responsive. (Note: Proposers may submit partial proposals based on the products offered through their company.) b) . Provide any other information which the Proposer deems relevant to its organization and/or its ability to provide quality Life and AD&D benefits to the City. 7. Overall Plan Costs and Rate Guarantee a). Provide detailed responses to Attachment A. as applicable. Failure to complete. in full, the Attachment and return the same with the Proposal shall deem any Proposal received as non -responsive. (Note: Proposers may submit partial proposals based on the products offered through their company.) It is the intention of the City for all contracts to be awarded on a non -commission basis. Consideration will be given during evaluation of the same. b). Provide any other information which the Proposer deems relevant to its organization and/or its ability to provide quality Life and AD&D benefits to the City. 8. Local Preference For Proposers seeking local preference consideration in the evaluation process, the following information must be provided with the proposal, pursuant to Section 1.49 of the General Conditions: Page 37 of 39 a) State the Primary Office Location of the Proposer b) Provide location from which the Proposer will be based to perform the work. 469353,4 Page 38 of 39 469353,4 5. Evaluation Criteria 5.1. EVALUATION CRITERIA The City's Selection Committee will evaluate proposals and will select the proposer which meets the best interests of the City. The City shall be the sole judge of its own best interests, the proposals, and the resulting negotiated agreement. Proposals received shall be evaluated on the criteria noted below. In performing the evaluation, only information contained within the Proposal will be considered, unless otherwise stipulated and/or other clarifying information is requested by the City. Proposals from firms that do not meet the minimum qualifications set forth will not be considered further. The Proposer granted the contract will be required to maintain the minimum qualification requirements during the term of the contract and any renewals. Each member of the Selection Committee shall independently review each proposal using the criteria listed below. Proposers meeting the Minimum Qualifications criteria will have their proposals evaluated and scored. The Selection Committee will rank and recommend proposer deemed to be the most highly qualified to perform the required services. The following criteria will be utilized to select the firms submitting proposals: CRITERIA PERCENTAGE Qualifications, Experience and Financial Stability 15 Benefits and Additional Enhancements 30 Communications, Enrollment Capabilities, Claims Administration, Account Management, and Banking 20 Overall Plan Costs and Rate Guarantee Local Preference, if applicable 30 5 100% Page 39 of 39 ANNIE PEREZ, CCP° DANIEL J'. ALFONSO C liiei° Procurement Officer City Manager ADDENDUM NO. 1 RFP No. 469353 August,20, 2014 Request for Proposals (RFP) for Employee Benefit Life and AD&D Plans TO: ALL PROSPECTIVE PROPOSERS: The fallowing changes, additions, clarifications, and deletions amend the RFP documents of the above captioned RFP, and shall become an integral part of the Contract Documents. Words andlor figures stricken through shalt be deleted. Underscored words andlor figures shall be added. The remaining provisions are now in effect and remain unchanged. Please note the contents herein and reflect same on the documents you have on hand. Attachment C has been revised in Excel Format and replaced. ALL OTHER TERMS AND CONDITIONS OF THE RFP REMAIN THE SAME. AP/yc Cc: RFP File Annie Perez, CPPO Director/Chief Procurement Officer Page 1 ANNIE PEREZ, CCPO DANIEL J. ALFONSO Chief Procuremem Officer City Manager ADDENDUM NO. 2 RFP No. 469363 September 10, 2014 Request for Proposals (RFP) for Employee Benefit Life and AD&D Plans TO: ALL PROSPECTIVE PROPOSERS: The following changes, additions, clarifications, and deletions amend the RFP documents of the above captioned RFP, and shall become an integral part of the Contract Documents. Words and/or figures stricken through shall be deleted. Underscored words and/or figures shall be added. The remaining provisions are now in effect and remain unchanged. Please note the contents herein and reflect same on the documents you have on hand. The RFP closing date and time has been changed to Monday, October 6, 2014 at 2:00 p.m. ALL OTHER TERMS AND CONDITIONS OF THE RFP REMAIN THE SAME. AP/yc Cc: RFP File Sincerely, Perez, CPPO Director/Chief Procurement Officer Page t ANN1E PEREZ, CC -PO DANIEL J. ALFONSO Chief Procurement Officer City Manager ADDENDUM NO. 3 RFP No. 469353 September 18, 2014 Request for Proposals (RFPJ for Employee Benefit Life and AD&D Plans TO: ALL PROSPECTIVE PROPOSERS: The following changes, additions, clarifications, and deletions amend the RFP documents of the above captioned RFP, and shall become an integral part of the Contract Documents. Words and/or figures stricken through shall be deleted. Underscored words and/or figures shall be added. The remaining provisions are now in effect and remain unchanged. Please note the contents herein and reflect same on the documents you have on hand. A. Attachment C Census has been deleted -and replaced with Attachment C 2014 RFP Min Life Act and Retirees Census with Pivot Table 9 1014. B. Please find below Questions from prospective proposers and the City's Answers to those questions: Q1.Can the City of Miami please confirm the correct number of eligible lives (Active & Retirees) for Basic Life coverage? A1. Please refer to the attached updated Census (2014 RFP Min Life Act and Retirees Census with Pivot Table 9 10 14). Q2.The census includes some employees (##'s 26614, 40064 & 28109) with Supplemental Life benefit amounts that exceed the plan design limit of five times the Basic Annual Earnings (BAE). Please confirm that all benefits conform to the plan provisions. A2. Records 26614, 40064 and 28109 highlighted in yellow per the updated Census, conform to the plan's provlsions. In addition to their City provided basic life AD&D, employees can purchase up to five (5) times their annual earnings, not to exceed $1,000,000.00 Please refer to the attached updated Census (2014 RFP Min Life Act and Retirees Census with Pivot Table 9 10 14). Q3.There are no Class 3 Non -Union Firefighters on the census. Please provide. A3.Please refer to the attached updated Census (2014 RFP Min Life Act and Retirees Census with Pivot Table 9 10 14). Page l 13330 — Del Rio, Alma Elena — Non -Union Firefighter — highlighted in beige (line 570). Q4.Please provide a retiree census. Please note: if the Proposer should consider the request to provide Glass 4 with an increased benefit of $35,000 the census must also identify all retirees by class. A4.Please refer to the attached updated Census (2014 RFP Min Life Act and Retirees Census with Pivot Table 9 10 14). Q5.The census includes the Union members who are insured elsewhere. If the City requires a quote for a second option that includes the union members, please provide the following experience data separately for each line of life coverage: Annual paid premiums Annual paid claims A premium rate history AS.Not applicable. The City of Miami is only seeking quotes for employees on the attached updated Census (2014 RFP Min Life Act and Retirees Census with Pivot Table 9 10 14). Q6.Please provide in -force rate information. This is important to allow us to structure the rating in a similar manner. For example, does the current Provider have different rates for Retirees —vs. Actives? Does the current Provider have different rates for each of the three Classes of Active Employees or a single composite rate? Same with the Retirees: Do they have a single retiree rate or different retiree rates for the different classes: Are there different AD&D rates for Retirees vs - Actives? What are the current Additional Life and Spouse Life rates? A6. Please refer to Attachment A. Q7.Please provide an explanation of the difference of classification (lives) from the original posted census and the revised census posted with Addendum 1. A7.The original census included union classifications that were not inclusive of this RFP. Please refer to updated Census. Q8.If the number of eligible active employees is accurate (402) in the previous census, please provide job titles for those listed on the census as "Unclassified," as well as confirm which coverage class they would be eligible under for the Basic Life coverage. AB.Please refer to the attached updated Census (2014 RFP Min Life Act and Retirees Census with Pivot Table 9 10 14). No job titles are required, please refer to Attachment A for class rates. Q9.lf the previous census (with 402 active employees) is the correct census, please also provide a revised census including the enrolled Supplemental Life coverage amounts for those currently enrolled for the additional coverage. Page 2 A9. Please refer to the attached updated Census (2014 RFP Min Life Act and Retirees Census with Pivot Table 9 10 14). Q10. Please revise the original census to include a retiree indicator. A10. Please disregard the previous census and only refer to the attached updated Census (2014 RFP Min Life Act and Retirees Census with Pivot Table 910 14). Q?1. Please provide the in -force rates for Basic Life (active employees), Basic AD&D, Retiree Basic Life, Supplemental Employee and Supplemental Dependent Life rates, and Supplemental AD&D rates. Do the in -force rates include agent commissions? If so, what percentages of commissions are included in the in -force rates? AI1. There are no commissions in any of the services provided by Minnesota Life. Q12. The RFP mentions 2000 employees yet the census only shows 786 employees. Are you only offering to some employees/retirees? Al2. Yes, the services are only being offered to the Non -Union classes. Please refer to Attachment A. ALL OTHER TERMS AND CONDITIONS• OF THE RFP REMAIN THE SAME. AP/yc Cc: RFP File Sincerely, Annie Perez, CPPO Director/Chief Procurement Officer Page 3 ANNIE PEREZ, CCPO DANIEL J, ALFONSO Chief Proctireartent Officer City Manner ADDENDUM NO. 4 RFP No. 469353 September 30,2014 Request for Proposals (RFPJ for Employee Benefit Life and AD&D Plans TO: ALL PROSPECTIVE PROPOSERS: The following changes, additions, clarifications, and deletions amend the RFP documents of the above captioned RFP, and shall become an integral part of the Contract Documents. Words and/or figures stricken through shall be deleted. Underscored words and/or figures shall be added. The remaining provisions are now in effect and remain unchanged. Please note the contents herein and reflect same on the documents you have an hand. A. Please find below Questions from prospective proposers and the City's Answers to those questions: Q1.Can the City of Miami provide the current Enforce rates (active & retiree rates)? Al. Please refer to the recently added Attachment D. ALL OTHER TERMS AND CONDITIONS OF THE RFP REMAIN THE SAME. APlyc Cc: RFP File Sincerely, Annie Perez, CPPO Director/Chief Procurement Officer Page. l MINNESOTA LIFE INSURANCE COMPANY RATE CONFIRMATION 1. Policyholder: City of Miami 2. Policy Numbers: 33050 3. Insurance Products: Basic Term Life and AD&D, Supplemental Term Life and AD&D and Dependent Term Life 4. The insurance rates included in this rate confirmation include compensation as outlined in the Compensation Notice & Disclosure Statement. 5. Rate Guarantee Period: January 1, 2015 — December 31, 2017 Term Coverage: Basic Life Class 1: Basic Life Class 2: Basic Life Class 3: Basic Life Class 4: Basic Life Class 5: Basic Life Class 6: $0.280 / $1,000 / month $0.580 / $1,000 / month $0.580 / $1,000 / month $1.530 / $1,000 / month $2.010 / $1,000 / month $2.010 / $1,000 / month Basic AD&D Class 1 and 2: $0.020 / $1,000 / month Basic AD&D Class 4, 5 and 6: $0.060 / $1,000 / month Supplemental Life: Age Rate / $1,000 / month < 30 $0.080 30-34 $0.090 35-39 $0.110 40-44 $0.150 45-49 $0.200 50-54 $0.300 55-59 $0.550 60-64 $0.850 65-69 $1.310 70-74 $2.680 Supplemental AD&D Class 1 and 2: $0.030 Child Life Class 1 and 2 - $5,000: $0.750 Child Life Class 1 and 2 - $10,000: $1.500 MINNESOTA LIFE SURANCE COMPANY B Y Brian Anderson Title 2nd Vice President Date November 20, 2014 ACKNOWLEDGEMENT BY AUTHORIZED REPRESENTATIVE OF POLICYHOLDER This document confirms that the rates stated above are the agreed upon rates for the specified policy numbers and will be charged for the specified rate guarantee period. Minnesota Life reserves the right to adjust rates if the insurance volume within a coverage or across coverages changes by 15% or more or other aspects of group composition change materially. Rates may also be adjusted if there is a change in plan design or in the definition of an eligible insured. By Date Title Rate Confirmation City of Miami Page 2 of 2 Scope of Work "SOW" EXHIBIT B Page 24 of 29 469353,4 3. Specifications 3.1. SPECIFICATIONS/SCOPE OF WORK 3.1.1. Background Information The City of Miami is seeking a life insurance carrier for its Employee Benefit Life and Accidental Death and Dismemberment (AD&D) Plans. The City currently has a total of 1,994 employees and retirees participating in the plans. The groups covered under this plan include Executives, Management/Confidential, Fire Non -Union and Retirees. Minnesota Life (Securian) is the current insurer. Benefits for the Executives, Management/Confidential and Fire Non -Union are non-contributory. Retirees pay 100% for this plan. Please refer to the attached Exhibits for details on the City's current Life and AD&D benefits plan(s). 3.1.2. Life andAD&D Plan(s) Solicited The City is seeking to offer the same schedule of benefits as are currently in place for the basic Life and AD&D. See Exhibits 8 and 9. In addition, the City is seeking Proposals for the following: • Class 3 and 4, optional coverage levels of $25,000 and $35,000 • Supplemental Employee Coverage (additional 1, 2 or 3 x earnings) * • Supplemental Spousal Coverage (50% of employee base amount)* • Dependent Coverage ($5,000 and $10,000)* *These additional benefits would be 100% voluntary. The City will be evaluating Proposals to access the capabilities of the respondents in each of the following areas: Life and AD&D Plans 1. Financial stability and experience 2. Ability to offer same benefits and additional enhancements 3. Overall plan costs and rate guarantees 4. Communications and enrollment capabilities 5. Claims administration capabilities 6. Account management 7. Banking 3.1.3. Attachments and Exhibits To assist you in the preparation of your Proposal, the City is attaching the following documentation: List of Attachments and Exhibits provided as information/documentation to prepare Proposal 1. Questionnaire (Attachment A) 2. Sample PSA.(Attachment B) 3. Census (Attachment C ) 4. 2009 Life Experience Report (Exhibit 1) 5. 2010 Life Experience Report (Exhibit 2) 6. 2011 Life Experience Report (Exhibit 3) 7. 2012 Life Experience Report (Exhibit 4) 8. 2013 Life Experience Report (Exhibit 5) 9. 2014 Estimted Life Experience Report (Exhibit 6) 10. NPOS Plan for 2014 (Exhibit 7) Page 34 of 39 469353,4 11. Minnesota Life Summary (Exhibit 8) 12. Amended Minnesota Life Summary (Exhibit 9) NOTE: Attachment A (Questionnaire) must be completed and returned with Proposal. Failure to complete and return AttachmentA will deem any submitted Proposal non -responsive. Page 35 of 39 Provider's proposal EXHIBIT C Page 25 of 29 MINNESOTA LIFE SEGURIAW City of Miami RFP #469353, Employee Benefit Life and AD&D Plans October 3, 2014 Primary Office Location 400 Robert Street North St. Paul, MN 55101 Contact Person/Firm's Liaison Brian Avery, Client Relationship Specialist 400 Robert Street North St. Paul, MN 55101 P: (651) 665-4364 F: (651) 665-1541 Brian.avery@securian.com Federal Employer ID Number 41-0417830 TABLE OF CONTENTS Section 1: Executive Summary Section 2: Proposer's Qualifications, Experience and Financial Stability Section 3: Response to Attachment A Section 4: Local Preference Section 5: Certification Statement Section 6: Proposed Rates Section 7: Value -Added Benefits Section 8: Creative Technology Section 9: - Exhibits ©2014 All Rights Reserved Minnesota Life Insurance Company A Securian Company CITY OF MIAMI Executive Summary Minnesota Life understands the City of Miami (City) prides itself in offering a robust benefits package. We also recognize that ease of doing business is critical to the efficient use of your resources. By selecting Minnesota Life as your Life and AD&D Insurance provider, the City will continue recognize the following benefits: Financial offer customized to your plan specifics • Competitive financial offer for you and your employees • Premium rates guaranteed for three years Engaging enrollment experience for employees and dependents • Online Evidence of Insurability (EOI) process - Online E01 for spouses also available - 35-40 percent of applicants are approved within 24 hours - Employees can make updates on a full website or mobile version Continued service experience that exceeds expectations • Experts in implementing large employer groups — 99% of clients would recommend our implementation process — Minimizes your time by maximizing the expertise of our dedicated team • Quicker claim payments — Up to five days faster with eClaims — Submissions complete with faxed copy of Death Certificate • Online access for benefits staff to claims and underwriting information updated daily — Customized claims and E01 reports created instantly • Proven service and relationship management — 99% of clients are satisfied with our service and would recommend us — Every Customer Service call answered by a live Service Representative Continued benefits at no additional cost for employees and beneficiaries • Accelerated death benefit pays 100% to a maximum of $1,000,000 • Value-added benefits for all life plan participants - Financial Counseling for beneficiaries - Legal Services for active and retired employees and their families — Travel Assistance for U.S. employees and their dependents ©2014 All Rights Reserved Page 1 Minnesota Life Insurance Company A Securian Company CITY OF MIAMI Enriched benefits at no additional cost for employees and beneficiaries • Value-added benefits for all life plan participants - Legacy Planning resources for active and retired employees and their loved ones Minnesota Life acknowledges receipt of Addenda 1, 2, 3, and 4. Read on to see how Minnesota Life combines competitive solutions for your Life and AD&D Insurance needs with a plan to fit your existing processes and company culture. ©2014 All Rights Reserved Page 2 Minnesota Life Insurance Company A Securian Company CITY OF MIAMI Proposer's Qualifications, Experience and Financial Stability a) Firm shall satisfy each of the minimum requirements listed under Section 2.6, Proposer's Minimum Qualifications, of the RFQ. Firm must also submit an affirmative declaration of compliance to the Minimum Requirements and Pre -Requisites as stated in Section 2.6. Minnesota Life agrees to satisfy and declares compliance with all minimum requirements as stated in Section 2.6. b) 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. Proposer should include the name of the organization, business phone/fax/email address, contact person and federal tax ID. ➢ ORGANIZATIONAL HISTORY/STRUCTURE Minnesota Life, a Securian Company, was founded in 1880 and today provides a full range of financial products for individuals and businesses including insurance, pensions, and investments. We provide over thirteen million people with over $1 trillion of insurance protection, and have over $42 billion of assets under management. Minnesota Life has been insuring group clients since 1917. We currently have $881 billion of group life insurance in force and over $2 billion of group life annual premium covering over 6.6 million lives. We have extensive experience in the public sector, currently providing insurance plans for over 4,000 public employers, covering over 2.9 million insured lives. Minnesota Life is a member of the Minnesota Mutual Companies, Inc., a mutual holding company providing a broad range of financial services. Our mutual holding company structure preserves our mutual heritage and provides the financial flexibility necessary to grow. We intend to remain a nonpublic mutual company, owned by our policyowners, because we believe this structure best serves our customers' long term interests and positions us well to respond to changes in the environment. Our ultimate holding company is Minnesota Mutual Companies, Inc. The holding company for our insurance carriers is Securian Financial Group, Inc. Insurance policies are issued by Minnesota Life Insurance Company and Securian Life Insurance Company, a New York admitted insurer. ➢ YEARS PROVIDING GROUP LIFE INSURANCE 97 years ➢ PREVIOUS AWARD BY THE CITY Minnesota Life was awarded the City of Miami's (City) group basic and supplemental life plan effective January 1, 2005. ©2014 All Rights Reserved Page 1 Minnesota Life Insurance Company A Securian Company CITY OF MIAMI ➢ ORGANIZATION NAME AND CONTACT INFORMATION Minnesota Life Brian Avery, Client Relationship Specialist P: (651) 665-4364 F: (651) 665-1541 brian.avery@securian.com Federal Tax ID: 41-0417830 c) Provide a list of all principals, owners or directors. Minnesota Life - Group Division Officers, St. Paul, MN Von S. Peterson Bill Markwardt Susan L. Ebertz Paul E. Rudeen Brian C. Anderson Gregg M. Hammerly Maria H. O'Phelan Kristi L. Fox Senior Vice President, Group Insurance Vice President, Sales Vice President, Group Insurance. Services Vice President and Actuary, Group Finance Second Vice President, Group Case Underwriting Second Vice President, Claims Second Vice President, Group Customer Service and Technology Second Vice President, Client Relationships d) Provide copy of current license to provide said services in the State of Florida. A copy of our Florida license and Certificate of Authority are included in the Exhibits section. e) Provide (1) the number of years in existence of Proposer, both nationally and in the Florida market; Minnesota Life, a Securian Company, was founded in 1880. We have been insuring group clients since 1917 and were originally authorized to transact business in the State of Florida on July 13, 1948. (2) the current number of employees enrolled in the Proposer's plan, both nationally and in Florida, and ➢ NUMBER OF EMPLOYEES/INSUREDS NATIONALLY We cover over 6.6 million lives ➢ NUMBER OF EMPLOYEES/INSUREDS IN FLORIDA 323,094 lives ©2014 All Rights Reserved Page 2 Minnesota Life Insurance Company A Securian Company CITY OF MIAMI (3) the primary markets served. Also, discuss specifically Proposer's involvement in providing Life and AD&D care benefits, particularly in the South Florida market. Our target market is employers with 1,000 or more lives. We emphasize consultative partnerships with our clients, providing customized plan designs and administrative processes. Our service excellence, particularly our use of technology innovations to make it easy to do business with us, distinguishes us in this market. Minnesota Life has provided the basic and supplemental life coverages to the City since January 1, 2005. We also provide group life coverage to 43 clients within Florida; 10 of those clients are located in South Florida. f) Disclose whether broker's fees are paid: (1) Name of agency and address; (2) Name of agent/broker; and (3) Broker's fee whether flat fee or percentage of premium. If not applicable, indicate that the proposal is quoted on a no -commission basis. It is the intention of the City for all contracts to be awarded on a non -commission basis. Consideration will be given during evaluation of same. g) Our proposal is quoted on a no -commission basis. Provide the current number of employees of Proposer; its depth and experience, and number and job classifications of account management staff to be assigned to the City's account, particularly in Miami -Dade and Broward Counties, including the overall qualifications of assigned staff particularly its experience with Life and AD&D benefit administration in Florida. Include discussion of employee& diversity and ability of speaking more than one language. The current number of home office associates is 2,345. Our strategy is to be the best group life insurer in terms of client satisfaction, client retention and developing industry -leading technology for large employers. We focus 100% on Group Life and AD&D. Minnesota Life is known for one thing — offering great service to our clients. It doesn't matter if they have been a client for 60 years or 60 days, we strive to deliver the same level of outstanding service. We have a culture of responsiveness, taking ownership and helping our clients in whatever way we can, and our 2013 results prove it: • 100% of new clients were satisfied or very satisfied with our implementation services • 98% of our clients were satisfied with our service • 99% of our clients would recommend us to another company • We build long-term relationships as evidenced by our 96.1% client retention rate ©2014 All Rights Reserved Page 3 Minnesota Life Insurance Company A Securian Company CITY OF MIAMI In addition to providing exceptional service, we pride ourselves in being the industry leader in developing technology to make it easier to do business with us. We were the first to develop Internet enrollments, electronic signature for online evidence of insurability and beneficiary designations, live customer service chat, and real time underwriting response. In 2013, we extended our industry leading mobile -optimized website to allow for the submission of evidence of insurability from a mobile phone, ensuring that customers can do business with us using the device of their choice. Brian Avery, Client Relationship Specialist, will continue to have overall responsibility for your plan. He will continue to consult with you on plan performance, including contract changes and financial reporting and will help to ensure your continued satisfaction. Brian has six years insurance experience. A list of your Minnesota Life account team, who will be involved in day-to-day service of your plan, is included in the Exhibits section. h) Provide a list of 2 clients of equivalent size who, for whatever reason, discontinued usage of the Proposer's services within the past year, and indicate the reasons for the same. Include contact name and number. The City reserves the right to contact any reference as part of the evaluation process. Also include your company's total enrollment for 2010 vs. your 2011 enrollment. Failure to provide this information may be cause to deem your Proposal non -responsive. ➢ TERMINATED CLIENTS City of Hialeah Reason for termination: Terminated in 2014 due to rate increase based on plan performance. Mr. Rob Lloyd -Still (305) 883-8059 FPI Management Inc. Reason for termination: Terminated in 2014 due to lower rate by bundling with their health care provider Ms. Jennifer Briggs (916) 357-5312 > 2010 ENROLLMENT As of December 31, 2010, we provided coverage to 5,026,155 lives. A 2011 ENROLLMENT As of December 31, 2011, we provided coverage to 5,687,934 lives. ©2014 AU Rights Reserved Page 4 Minnesota Life Insurance Company A Securian Company CITY OF MIAMI i) List the sub -contractors or sub -consultants and include a brief history of their background and experience. 1) Minnesota Life will perform all customer service, underwriting and claims functions for the City. Across our group book of business, we use outside vendors on an as needed basis for performing specialized functions such as paramedical exams, medical records requests, and laboratory analysis. Additionally, we partner with outside vendors to provide employees our value added services such as legal services, travel assistance, beneficiary financial counseling, etc. Provide detailed response Attachment A, as applicable. Failure to complete, in full, the Attachment and return the same with the Proposal shall deem any Proposal received as non -responsive. (Note: Proposers may submit partial proposals based on the products offered through their company.) Please see Section 3 for our detailed responses to Attachment A. k) Provide any other information which the Proposer deems relevant to its organization and/or its ability to provide quality Life and AD&D benefits to the City. Minnesota Life will continue to provide quality Life and AD&D benefits to the City. Brian, Client Relationship Specialist, will continue to have overall responsibility for your plan. He has an understanding of the City's procedures in regard to claims submission, premium remittance and evidence of insurability process. Minnesota Life helped streamline the City's administrative processes by implementing eClaims and our LifeBenefits website. Our proposal includes the following enhancements to the City's plan: > ONLINE EOI Our online evidence of insurability (EOI) technology, available for both the employee and their spouse, eliminates paperwork and shortens the underwriting process by one to two weeks on average. Employees can complete and submit their E01 application online using e-signature technology, meaning no paper forms are needed. If additional information is required, we will work with the applicant to complete the underwriting process and inform CLIENT of the decision electronically. If required, child EOi can be completed via a paper form. Some benefits of our online EOI process include: • Easy to connect - Submissions are submitted securely without the need for an additional user name and password. • Auto -approval process - An average of 35-40 percent of applicants are approved within 24 hours. • E-mail status notification - Applicants can receive online status updates on their underwritten application. ©2014 All Rights Reserved Page 5 Minnesota Life Insurance Company A Securian Company CITY OF MIAMI • Simple validation - Once we receive an EOI submission, you're able to verify the election using our LifeBenefitsExtra website to ensure accurate plan information. ➢ LIFE SUITES The following value-added service is included with our proposal to all employees at no additional cost. These services are provided by third -party service providers as noted. Legacy Planning Resources from Minnesota Life Insurance Company The Legacy Planning Resources are designed to support active and retired employees and their families when dealing with the Toss of a loved one or planning for their own passing. The online resources are easy to access and available 24/7/365. ©2014 All Rights Reserved Page 6 Minnesota Life Insurance Company A Securian Company ATTACHMENT A Questionnaire for Employee Benefit Life and AD&D Plan(s) This Questionnaire must be fully completed, in the order stipulated, and returned with Proposal. Failure to answer all questions and provide with Proposal shall deem Proposal non -responsive. Qualifications, Experience and Financial Stability 1. Please provide the full business name, mailing and physical address, telephone and fax number, email address, and web site address. Minnesota Life Insurance Company 400 Robert Street North St. Paul, MN 55101 P: (651) 665-3500 F: (651) 665-1541 E-mail: brian.avery(@,securian.com Web: www.lifebenefits.com 2. Which location would be the primary office to service the City's account and what services will be provided through this office? All services for the City's account will be provided from our home office located in St. Paul, Minnesota. 3. Please list other companies with whom you have financial interest (i.e. insurance companies, PPOs, HMO, MGUs, Brokerage operations, etc.). None. 4. In the last five years, has your business entity ever been involved in a merger or had a change of ownership? If yes, please describe. Yes. We purchased Ochs, Inc., a St. Paul, Minnesota -based organization supporting public sector employers on July 1, 2010. Additional acquisitions have taken place to support the strategies of other business units within Securian Financial Group; however, these acquisitions do not directly impact our group life business. 5. Within the last five years, has your business entity had a change of name, and/or used a d.b.a. or is it operating under an assumed name? No. 6. What is your current rating with A.M. Best, Moody's and Standard & Poor's? A.M. Best: A+ Moody's: Aa3 Standard and Poor's: A+ 7. Please submit a current financial statement. A CD copy of our most recent financial statement is included in the Exhibits section. 8. Describe any previous or pending lawsuits and/or bankruptcies in the last 7 years. Does your firm anticipate on being bought out, merging, or dissolving any or all services rendered within the next five (5) years? ➢ LAWSUITS As a major life insurance company, we are regularly involved in litigation regarding claims and other activities which arise in the normal course of business. In the past seven years there have been no state, local or federal regulatory actions filed against our Group Division relative to these matters. Minnesota Life is involved in litigation dealing with contested claims and we are periodically involved in litigation relating to sales and marketing practices or the conduct of agents. We do not expect any current litigation to result in a material loss to the company. ➢ BANKRUPTCIES None. ➢ ANTICIPATED ACTIONS IN NEXT FIVE YEARS No. 9. Have any of the principals in your firm or any of your employees (former or current), ever been indicted or convicted of mishandling/misappropriating any insurance company or client funds? If yes, please provide details. No. 10. Do you carry an errors & omissions policy? Yes. • If yes, who is the carrier? The policy is underwritten by Zurich of North America. • What is the expiration date of the policy? March, 1, 2015 • What are the limits of coverage for the policy? $5,000,000 per claim and $5,000,000 aggregate per covered person. • What is the deductible? $250,000 • Is contract a claims made policy? Yes. 11. Do you carry a comprehensive general liability policy? Yes. • If yes, who is the carrier? The policy is underwritten by Sentry Casualty Company. • What is the expiration date of the policy? November 1, 2014 • What are the limits of coverage for the policy? $1,000,000 per occurrence and $2,000,000 aggregate • What is the deductible? $25,000 per claim 12. Do you carry a fidelity bond? Yes. • If yes, who is the carrier? The policy is underwritten by Chubb. • What is the expiration date of the policy? June 1, 2015 • What are the limits of coverage for the policy? $20,000,000 • What is the deductible? $250,000 • What are the total annual aggregate funds handled for all clients? The policy has aggregate limits of $20 million. 13. Have claims been made against any of the above policies in the past two (2) years? If yes, please provide details. One slip and fall claim made against the general liability policy within the last two years. 14. Please provide 5 references of comparatively sized clients. Include a contact name and phone number for each. Hazelden Betty Ford Foundation Ms. Jacqueline Bowker (651) 213-4200 Miles & Stockbridge Ms. Tonya Anderson (410) 385-3538 Missouri Bankers Ms. John Hunt (573) 636-8151 Wheaton College Ms. Joann Beck (630) 752-5375 Davis Wright Tremaine LLP Mr. Robert Mumford (206) 757-8572 Benefits and Additional Enhancements Basic Life 1. Can you provide the exact basic Life and AD&D benefits as offered now? If not, please state any and all deviations below? Yes. Our proposal matches the basic life and AD&D benefits as currently offered. a. Benefits reductions should be no greater at older ages than as permitted by ADEA legislation. State the amounts/percentages of any reductions you propose. We will match the current age reductions. 2. Will you assure that no current enrollee will be subject to lesser amounts of coverage than are currently applicable? Yes. 3. Is your proposed coverage portable? Portability may be added at the City's request. 4. Are conversion policies available? If so, will they be permitted to continue the same amounts? If not, explain. Yes. Our provision allows insureds to convert their group life insurance to a Secure Protector Whole Life policy - an individual policy with a whole life plan of insurance - if all or a part of their coverage terminates under the group policy. Up to the full amount of coverage may be converted if coverage terminates because the insured moves from one eligible class to another, the insured is no longer in an eligible class, or the insured terminates employment. A limited conversion option is available if the employee has been insured for at least five years and coverage terminates because the group policy is discontinued or amended. With limited conversion, insureds may convert the lesser of $10,000 or the amount of terminated coverage minus any new group life insurance for which the insured becomes eligible within 31 days of Minnesota Life's policy termination. Insureds must apply for the conversion policy in writing and pay the first month's premium to Minnesota Life within 31 days of coverage termination. Evidence of insurability is not required. Premiums for the individual policy will be at Minnesota Life's current rates at the time the new policy is issued. The individual policy will not include any supplemental benefits, such as disability, accidental death and dismemberment, or accelerated benefits. We will provide interested individuals with a brochure that provides an explanation of the conversion provision, a worksheet for calculating the new premium and an application. Individuals may also call our toll -free number to receive assistance with understanding and completing the conversion process. 5. What is the guarantee issue? All coverage is provided on a guaranteed issue basis. 6. What is the maximum amount of coverage? The Class 1 maximum is $500,000. Supplemental Life 7. Are you able to offer 50% of employee basic amount? We will match the current plan design. 8. The maximum amount of coverage you will offer $1,000,000 Combined with basic life and not to exceed five times salary. 9. The greatest amount of guaranteed issue cover $500,000 Not to exceed the lesser of two times salary or $500,000, 10. Is there a minimum participation requirement? No. Dependent Life 11. Can you offer a flat $5,000 option? We wilt continue to offer a $5,000 or $10,000 child life benefit. 12. Is there a minimum participation? No. 13. Is there a guaranteed insurability? $20,000 of spouse coverage is guaranteed if elected within 31 days of initial eligibility. Child coverage is guaranteed if elected within 31 days of initial eligibility. 14. Are children covered for the full $2,000 from date of birth? If not, describe coverage. The current plan design allows employees the option to elect $5,000 or $10,000 of child life coverage. A child is eligible from live birth to age 19 or 25 if a full-time student. Currently child coverage is limited to 10% of the elected option from live birth to 6 months. We can agree to remove the 10% limitation for the first 6 months. In addition, if an employee's first eligible child dies within 31 days of birth and prior to the employee enrolling in child life coverage we will pay a benefit of $5,000. All Coverages Attach necessary explanations and/or deviations. The following questions are applicable to all life and AD&D insurance coverages: 15. Will the life and/or AD&D coverage be continued upon employee disability? What is the maximum age limit for the waiver? Yes. Our waiver provision provides protection to insureds who become disabled prior to age 60 by continuing coverage without paying premiums. Upon proof that total disability has continued for at least nine months, Minnesota Life will waive premiums until the earlier of retirement, recovery, or age 65. 16. Will any "actively at work" provisions be waived on the initial effective date for persons insured and otherwise eligible, under the current plan? Not applicable, as we are the current carrier. 17. Will the life and/or AD&D coverages be pooled? If so, explain: No. 18. Will the life and/or AD&D rates be subject to change any more often than on an annual basis? If so, explain. No. We reserve the right to review the appropriateness of the rates at any time in the event of plan design changes, modifications to the definition of eligible employees, or significant demographic changes in the group. We define significant changes to mean a change in the volume within a coverage or across coverages of more than 15%. Actives and retirees are considered independent coverages. The baseline for calculating the total change in volume will be the volume provided in the RFP. 19. Is there any possibility for life and AD&D premium refunds/dividends? If so, explain. No our proposal is based on a non -participating basis. 20. Will re -enrollment be necessary? If so, will you participate in the process if requested by the City? No. 21. Will you pay interest on claims from date of death to date of payment? Yes, we pay interest on all death claims. The interest rate reflects the investment income earned by Minnesota Life on short-term investments, but is also subject to any minimum rate required by state law and each policy's specific provisions. 22. Will the insurer hold the City harmless and not charge within the contract term or upon renewal re -rating for any payments in excess of valid claims, whether or not same is recovered? Yes. 23. Have you provided sample claim forms with your proposal? Yes, sample claim forms are included in the Exhibits section: 24. Will you provide monthly summaries of enrollment, rates, premiums, and claims for basic life, AD&D supplemental life, and dependent life coverages? Yes. We will continue to provide quarterly reports of claims paid, an annual financial experience report, and an annual participation summary report as standard output. Claims and Evidence of Insurability status reports will be available online through the LifeBenefits site we will develop for the City. In addition, the City will be able to create reports specific to its needs by selecting criteria from the Report Builder screen. Customized claim reports can be built by sorting data for specific timeframe by class, location or division; by claim type (e.g. life, AD&D or accelerated death benefit); or coverage type (e.g. basic, optional or dependent coverage). Underwriting reports can also provide data from a specific timeframe sorted by decisions, status or coverage types. Your report can be as specific as you need by using combinations of these options. Once the request is submitted, the report will be immediately displayed and can then be printed or saved as a .pdf or Excel file. 25. Can you modify existing report formats to provide premium/claims experience information desired by the City? Yes. The City will be able to continue to create reports specific to its needs by selecting criteria from the Report Builder screen. Overall Plan Costs and Rate Guarantee 1. Complete the following charts to indicate rates and premium amounts offered for both options: OPTION I - AS CURRENT, MAXIMUM OF $ See below* PER PERSON Description Insurance x Rate x 12 = Annual Premium Volume Life - Employees/Retirees $47,411,200 X Match current x 12 = $315,798 AD&D - Employee/Retirees $47,411,200 x Match current x 12 = $12,805 DTAL $328,603 Please refer to the enclosed Financials document in Section 6 for the quoted rates by class. Two different rate scenarios are presented. Both target the same overall premium. The first option maintains the current rates. The second option reduces the basic life rate for active employees by 5% and increases the retiree rate by 15%. *MAXIMUM BENEFIT AMOUNT: Class 1 - $500,000 Class 2 - $250,000 Class 3 - $15,000 Class 4 - $25,000 Class 5 - $25,000 Class 6 - N/A Please indicate if there is any change in rates if Class 3 and 4 are at $25,000 or $35,000 respectively. • Currently, the Basic Life amount for Class 3 Non -Union Firefighters is $15,000. Minnesota Life would agree to allow the requested change from $15,000 to $25,000 without an impact to rates. • Currently, the Basic Life maximum for the closed group of Class 4 Retirees under age 65 who retired prior to April 20, 2002 is $25,000. Based on the census information we currently have available, it does not appear that there are any in this closed group of retirees being capped by the $25,000 maximum and therefore none would be affected by a $10,000 increase to said maximum given benefit amounts are the lesser of the maximum or previous amount in force prior to retirement. If this request was stated for Class 4 in error, please clarify which class you would like to have an analysis done to consider the impact of increasing the benefit to $35,000 and we would be happy to provide you with revised rates if necessary. Supplemental Life: 2. Check one: This offer is - Composite rate for all Fill in "a." below. n Step rated. Fill in "b." below. a. Composite Rate for All: Rate per $1,000 Basic Life/AD&D $ N/A b. Step Rated: Fill in the following chart to indicate the step rate premium based on the appropriate age groups: AGE — CHANGE THE RANGES AS NECESSARY RATE AGE — CHANGE THE RANGES AS NECESSARY, RATE Under 20 $0.080 50-54 $0.300 20-24 $0.080 55-59 $0.550 25-29 $0.080 60-64 $0.850 30-34 $0.090 65-69 $1.310 35-39 $0.110 70-74 $2.680 40-44 $0.150 75 and above $2.680 45-49 $0.200 Other $ Spousal Life (50% of employee basic amount): 3. Check one: This offer is - l Composite rate for all . Fill in "a." below. n Step rated. Fill in "b." below. a. Composite Rate for All: Rate per $1,000 Basic Life/AD&D $ N/A b. Step Rated: Fill in the following chart to indicate the step rate premium based on the appropriate age groups: AGE - CHANGE THE RANGES AS NECESSARY RATE AGE - CHANGE THE RANGES AS NECESSARY RATE Under 20 $0.080 50-54 $0.300 20-24 $0.080 55-59 $0.550 25-29 $0.080 60-64 $0.850 30-34 $0.090 65-69 $1.310 35-39 $0.110 70-74 $2.680 40-44 $0.150 75 and above $2.680 45-49 $0.200 Other $ Dependent Life Monthly Rate 4. Composite Rate for All: $5,000/$10,000 per child from birth $ 0.150 5. Do you offer a rate guarantee? For how long? Yes. Our proposed rates are guaranteed for three years. Communications and Enrollment Capabilities 1. Describe your Internet capabilities in regards to the following areas: • Customization to City of Miami plan design information We will continue to offer benefits staff online access to plan and contact information at our LifeBenefits site, helping to ensure you have the most up- to-date information available. You may contact members from your account team at any time to receive assistance with your questions. • Enrollment We will work with you to develop an enrollment strategy that most effectively meets your needs, and provide the materials needed for a smooth enrollment period. This includes customized forms and brochures and toll -free access to our medical underwriting specialists. We anticipate the following enrollment process: • Employees enroll for coverage through the City's systems and submit evidence of insurability application to Minnesota Life, if needed. We are offering an online EOI process where employees can complete and submit their EOI application online using e-signature technology. Some benefits of our online EOI process included: • Easy to connect - Submissions are submitted securely without the need for an additional user name and password. • Auto -approval process - An average of 35-40 percent of applicants are approved within 24 hours. • E-mail status notification - Applicants can receive online status updates on their underwritten application. • Simple validation - Once we receive an EOI submission, you're able to verify the election using our LifeBenefitsExtra website to ensure accurate plan information. • The City maintains coverage and beneficiary information Throughout the enrollment process, the marketing specialist designated to your plan will work with you to create communication materials, and provide onsite assistance at benefit or enrollment fairs. While we have general enrollment practices in place, we specialize in customizing our procedures to meet the needs of our clients. • Forms Customized forms for the City will continue to be available on a dedicated web site for the City's benefits personnel to access and print on demand. • Banking The City will be able to download a billing worksheet online at the LifeBenefits site that has been established for you. Benefits staff are able to complete and fax or email the form and wire transfer the premium to our U.S. Bancorp account, send via ACH, or send the form along with a paper check via mail. • Employer/consultant reporting The City will continue to be able to create reports specific to its needs by selecting criteria from the Report Builder screen. Customized claim reports can be built by sorting data for specific timeframe by class, location or division; by claim type (e.g. life, AD&D or accelerated death benefit); or coverage type (e.g. basic, optional or dependent coverage). Underwriting reports can also provide data from a specific timeframe sorted by decisions, status or coverage types. Your report can be as specific as you need by using combinations of these options. Once the request is submitted, the report will be immediately displayed and can then be printed or saved as a .pdf or Excel file. 2. What communication materials/assistance are included in your quoted fees/premiums (include materials, staffing and on-line capabilities)? ➢ MATERIALS Communication materials may include, but are not limited to, the following: • Printed enrollment kits that are customized for the City and its employees • Internal e-mail reminders during enrollment • Training for benefits staff • Video presentation link for the City's benefits website • Work site posters • Certificates of coverage ➢ STAFFING Brian Avery, Client Relationship Specialist, will continue to have overall responsibility for your plan and is available to provide assistance. ➢ ON-LINE CAPABILITIES LifeBenefitsExtra — Through our website customized for the City's plan, benefits staff will be able to access: • Evidence of insurability (EOI) and claim status, updated daily • Customized, on -demand underwriting and claims reports via Report Builder • Automated weekly claims and underwriting reports with optional e-mail summary • Secure e-mail and attachments • Contact information for your dedicated Minnesota Life account team eClaims — Electronic claims submission process to replace paper claim notification. Advantages of eClaims include: • Claim payments up to five days faster • Copy of the certified death certificate is accepted instead of the original, saving beneficiaries approximately $20 3. Can the City's logo be included on these materials? Is there an additional charge? Yes, at no additional charge. 4. Describe your enrollment options (paper, on-line, recorded media, etc.). We will continue to work with you to develop an enrollment strategy that most effectively meets your needs, and provide the materials needed for a smooth enrollment period. This includes online evidence of insurability submission, customized brochures, and toll -free and online access to our enrollment specialists. We will continue the following enrollment process we currently have in place with the City: • Minnesota Life provides enrollment booklets for active employees and retirees, with detailed plan information and instructions on how to enroll for coverage • Employees enroll for coverage through the City's systems and fill out a paper enrollment form and Human Resources emails all EOI to Minnesota Life • Minnesota Life enrollment specialists available to answer questions during the enrollment period • The City maintains coverage and beneficiary information Throughout the enrollment process, the marketing specialist assigned to your plan, will continue to work with you to create communication materials, and provide onsite assistance at benefit or enrollment fairs. 5. Describe the communications that are available for these programs. If applicable, please attach samples. Minnesota Life will continue to work with the City to determine the combination of communication tools that best suits the work environment and that will continue to be most effective in helping employees understand their benefit. Communication materials currently being used are included in the Exhibits section. 6. Is there a toll -free customer service number available? Yes. Group Underwriting: Group Claims: Group Administration: 1-800-872-2214 1-888-658-0193 1-866-293-6047 7. What is your procedure and assistance for enrollment of employees who become eligible after inception of the plan? These employees will be provided with all necessary enrollment materials and will be made aware of the timeframe under which they are eligible to apply for coverage. 8. Will you provide an insurance policy and plan document, and certificates or booklets, and any other appropriate literature to describe the benefits to employees? If response was "yes", will the literature distributed to employees be in understandable terms and subject to approval by the City? Yes. Account Management 1. Complete the following chart with information on the management and service team you propose for our clients. Role Name Title Percent of Time Commitment to City of Miani Through Implementation After implementation Account Manager Brian Avery Client Relationship Specialist As needed Day to Day Liaison Brian Avery Client Relationship Specialist As needed Implementation Coordinator N/A as we are the current carrier N/A N/A N/A Customer Service Supervisor Chris Graunke Supervisor, Employer Market As needed Other N/A 2. Include the resumes of the above proposed team members. Resumes for the above individuals are included in the Exhibits section. 3. Is designated staff expected to maintain measurable client satisfaction standards? If so, please describe. Yes. A sample performance guarantee document is included in the Exhibits section. Banking 1. What are your billing and premium payment procedures? Our proposal assumes the City will continue to administer the plan. This streamlined approach allows you to report summary information regarding number of insured lives and insurance volumes along with the monthly premium remittance. Each month, the City will provide Minnesota Life with a statement indicating the number of insureds, total amount of insurance, rate per $1,000 and total premium. We can provide a billing worksheet to assist with this process. On an annual basis, we will request participant data from the City to ensure premium remitted coincides with participant demographics and volume. 2. What financial reporting is included? We will continue to provide monthly or quarterly reports of claims paid, an annual financial experience report, and an annual participation summary report as standard output. Claims and Evidence of Insurability status reports will be available online through the LifeBeneflts site we will develop for the City. In addition, the City will be able to create reports specific to its needs by selecting criteria from the Report Builder screen. Customized claim reports can be built by sorting data for specific timeframe by class, location or division; by claim type (e.g. life, AD&D or accelerated death benefit); or coverage type (e.g. basic, optional or dependent coverage). Underwriting reports can also provide data from a specific timeframe sorted by decisions, status or coverage types. Your report can be as specific as you need by using combinations of these options. Once the request is submitted, the report will be immediately displayed and can then be printed or saved as a .pdf or Excel file. 3. What are the funding requirements (i.e., checks issued, checks cleared?) None. 4. Is bank reconciliation included in your fees/premiums? Yes. 5. Please give the following information for your principal banking relationship (to be used as reference): • Bank name • Address • Phone number • Contact name and title US Bank Corporate Banking 777 East Wisconsin Avenue Milwaukee, WI 53202 (414) 765-4248 Mr. David Hirsch Wells Fargo U. S. Corporate Banking -90 South 7th Street Minneapolis, MN 55402-3903 (612) 667-0754 Ms. Stacy Bjornstad CITY OF MIAMI LOCAL OFFICE CERTIFICATION (City Code, Chapter 18, Article III, Section 18-73) Not applicable as Minnesota Life is not seeking local preference consideration. Solicitation Type and Number: (i.e. IFQ/IFB/RFP/RFQ/RFLI No. 123456) Solicitation Title: (Bidder/Proposer) hereby 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. 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 with a 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 immediately 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: 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 Iease, has Bidder/Proposer enclosed a copy of the lease? YES NO N/A Has Bidder/Proposer enclosed a copy of the Business Tax Receipt (BTR) issued by the City of Miami and Miami -Dade County? City of Miami: YES NO Exempt Cite Exemption: Miami -Dade County: YES 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 operations? 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. Print Name (Bidder/Proposer Authorized Representative) Signature Date 2 FORM -City of Miami Local Office Certification 7/22/2013 STATE OF FLORIDA COUNTY OF Certified to and subscribed before me this day of , 20 , by (NOTARY SEAL) (Signature of Notary Public -State of Florida) (Name of Notary Typed, Printed, or Stamped) Personally Known OR Produced Identification Type of Identification Produced 3 FORM -City of Miami Local Office Certification 7/22/2013 Certification Statement Please quote on this form, if applicable, net prices for the items) listed. Return signed original and retain a copy for your files. Prices should include ail 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 convictedof 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 documentedin the section below (refer to paragraph and section). EXCEPTIONS: None. We (I) certify that any and all information contained in this submission is true; and we (I) further certify that this submission is made without prior understanding, agreement, or connection with any corporation, firm, or person submitting a submission for the same materials, supplies, equipment, or service, and is in all respects fair and without collusion or fraud. We (I) agree to abide by all terms and conditions of this solicitation and certify that I am authorized to sign this submission for\the submitter. Please print the following and sign your name: SUPPLIER NAME: Minnesota Life Insurance Company ADDRESS: 400 Robert Street North, St. Paul, MN 55101 PHONE: (651) 665-6308 FAX. (651) 665-1541 EMAIL: brian.anderson@securian.com BEEPER: N/A SIGNED BY: Brian C. Anderson TITLE: Second Vice President DATE• October 3, 2014 FAILURE TO COMPLETE. SIGN. AND RETURN THIS FORM SHALL DISOUALIFY THIS BID. Page 2 of 39 Certifications Legal Name of Firm: Minnesota Life Insurance Company Entity Type: Partnership, Sole Proprietorship, Corporation, etc. Corporation Year Established: 1880 Office Location: City of Miami, Miami -Dade County, or Other 400 Robert Street North, St. Paul, MN 55101 Occupational License Number: N/A Occupational License Issuing Agency: N/A Occupational License Expiration Date: N/A Will Subcontractor(s) be used? (Yes or No) No Are you seeking local preference? Yes or no.If yes, you are required to complete and submit at the time of bid submittal the attached City of Miami Local Office Certification. No Page 3 of 39 City of Miami CITY OF MIAMI PROPOSED RATES Current Plan Design Pricing Option I - t - s , rS '. . 'r- -Y�. v,. - :. i.r - -�"� .#c�...e�monfh����.���� RB e`pE - ." - x.. 7,. PreFmrt F- 'c � = P Coves a -. , ....,-:_ _�"� Basic Life - Class 1 Executives & Commissioners $0.330 $ 246,371 Basic Life - Class 2 Managerial & Confidential $0.680 Basic Life - Class 3 Non -Union Firefighters $0.680 Basic Life - Class 4 Retirees under age 65 $1.530 $ 69,427 Basic Life - Class 5 Retirees over age 65 $2.010 Basic Life - Class 6 Grandfathered Retirees $2.010 Basic AD&D - Class 1-3 Actives $0.020 $ 10,665 Basic AD&D - Class 4-6 Retirees $0.060 $ 2,140 Supplemental Life ileAr Rats. $ 61,326 Under 25 $0.080 25 - 29 $0.080 30 — 34 $0.090 35 — 39 $0.110 40-44 $0.150 45 — 49 $0.200 50 — 54 $0.300 55 — 59 $0.550 60 — 64 $0.850 65 — 69 $1.310 70 — 74 $2.680 75 & Over $2.680 Child Life Option 1 Option 2 0.75 Per Unit 1.50 Per Unit $ 819 Supplemental AD&D $0.030 $ 5,364 Rate Coverage Period: January 1, 2015 to December 31, 2017 396,112 0 2014 All rights reserved. Minnesota Life Insurance Company A Securian Company City of Miami CITY OF MIAMI PROPOSED RATES Current Plan Design Pricing Option II �� ; Rafe per Proposed an*nnuaf $ ,900 ' 7 �. wn:_ .:.:� H Covera e w �, —kx Basic Life - Class 1 Executives & Commissioners $0.314 $ 234,052 Basic Life - Class 2 Managerial & Confidential $0.646 Basic Life - Class 3 Non -Union Firefighters $0.646 Basic Life - Class 4 Retirees under age 65 $1.760 $ 79,841 Basic Life - Class 5 Retirees over age 65 $2.312 Basic Life - Class 6 Grandfathered Retirees $2.312 Basic AD&D - Class 1-3 Actives $0.020 $ 10,665 Basic AD&D - Class 4-6 Retirees $0.060 $ 2,140 Supplemental Life A '�, Rate r _ t- $ 61,326 Under 25 $0.080 25 - 29 $0.080 30 — 34 $0.090 35-39 $0.110 40-44 $0.150 45-49 $0.200 50 — 54 $0.300 55 — 59 $0.550 60 — 64 $0.850 65 — 69 $1.310 70 — 74 $2.680 75 & Over $2.680 Child Life Option 1 Option 2 0.75 Per Unit 1.50 Per Unit $ 819 Supplemental AD&D $0.030 $ 5,364 Rate Coverage Period: January 1, 2015 to December 31, 2017 $ 394,207 © 2014 All rights reserved. Minnesota Life Insurance Company A Securian Company CITY OF MIAMI Value -Added Benefits ife 'aloe forinsure n ee nsurar : Fl •:..- ' -- - 4 t Y +i-. .tau- rT'� M` .. `i iVYr W"fi'. 'i:.�r-i `�: Fez` Beneficiary Financial Counseling from PricewaterhouseCoopers LLP Beneficiary Financial Counseling provides beneficiaries of our group life insurance plans with independent and objective financial counseling resources at a time when they are needed most. There is no additional cost to beneficiaries who receive proceeds of $25,000 or more and access to the resources is voluntary. Legacy Planning Resources from Minnesota Life Insurance Company Our Legacy Planning Resources are designed to support active and retired employees and their families when dealing with the Toss of a loved one or planning for their own passing. The online resources are easy to access and available 24/7/365. Legal, Financial and Grief Resources from Ceridian HCM, Inc. The Resources provide active U.S. employees a place to turn when faced with Legal, Financial or Grief concerns and questions. Resources include unlimited telephonic guidance and consultation with professionals in each area, comprehensive web and mobile resources and 30-minute face-to-face consultation with an attorney for each unique legal issue. Travel Assistance Services from RedpointWTP LLC The Travel Assistance Services provide all active U.S. employees covered under the group life insurance program, and their spouses and dependents, with 24/7/365 access to emergency assistance, and transport services when traveling 100 or more miles away from home. Online pre -trip resources are also available. ©2014 All Rights Reserved 1 Minnesota Life Insurance Company A Securian Company CITY OF MIAMI Beneficiary Financial Counseling Beneficiary financial counseling, provided by PricewaterhouseCoopers LLP (PwC), provides beneficiaries of our group life insurance plans with independent and objective financial counseling resources at a time when they are needed most. The resources are voluntary and available at no additional cost to beneficiaries who receive proceeds of $25,000 or more. LifeSary financial Gounsetin •ervic Resources for group life insurance proceeds between $25,000 & $99,999 include: • Financial Fitness Assessment — the assessment takes about 10 minutes to complete and PwC's call center staff will help walk the beneficiary through the assessment. The results are provided to the beneficiary in the form of a personalized report used by PwC's counselors to provide better guidance on a beneficiary's most immediate financial needs. • Beneficiary reference guide— a reference guide that delivers easy to follow guidance on estate settlement matters, survivor benefits, financial planning and non -financial issues. • PwC eAdvisor- an integrated planning tool that provides beneficiaries with access to online financial calculators, life event guides, news, articles and online financial planning courses. • Bi-monthly newsletter— a subscription to Your Money, Your Future, PwC's electronic financial planning newsletter. • Personalized financial analysis - a computer generated, easy -to -read and thorough financial plan designed to help beneficiaries understand their overall financial situation and strategize for the future. Additional resources for group life insurance proceeds of $100,000 and above: • Twelve (12) months unlimited access to telephonic financial counseling. • Six (6) months of monthly calls to the beneficiary by financial counselors. About PricewaterhouseCoopers LLP PricewaterhouseCoopers LLP has been providing personal financial counseling services for decades. The PwC professionals who provide these services are experienced financial counselors who are trained in the need to maintain client confidentiality. Their sole concern is to provide independent and objective counseling. They do not sell investments or financial products. Beneficiary financial counseling services are provided by and are the sole responsibility of PricewaterhouseCoopers LLP. These services are not affiliated with Minnesota Life, Securian Life or its group contracts and may be discontinued at any time. Certain terms, conditions and restrictions may apply when utilizing these services. ©2014 All Rights Reserved 2 Minnesota Life Insurance Company A Securian Company CITY OF MIAMI Legacy Planning Minnesota Life Insurance Company's legacy planning resources were designed to help active and retired employees and their families deal with the loss of a loved one or plan for their own passing. The online resources and information are available 24/7/365. ;LifeSuite ac Planninu esaur" Legacy planning End of life issues can be difficult to consider and share with loved ones. The online resources and information can provide guidance on gathering and documenting final wishes. Topics covered include: • Asset distribution • Last wishes • Estate plans • Last will and testament • Power or attorney • Health care directives • Beneficiary designations • Document locater Final arrangements The first step in planning a funeral or memorial service is to understand the options. The online resources and information available can provide direction and support whether planning an immediate funeral or pre -planning. Topics covered include: • Planning considerations • Paying for a funeral or memorial service • Filing an insurance claim • Survivor resources/checklist Express AssiqflmenTM For beneficiaries of our group life insurance plans, Express AssignmentTM funeral home assignment service reduces concern about paying funeral expenses. Once notified of the request, we expedite validation of the coverage and beneficiaries so that benefits can be assigned directly to the funeral home to cover expenses. When the life insurance proceeds are paid, the assigned portion will go directly to the funeral home. Insurance products are issued by Minnesota Life Insurance Company in all states except New York. In New York, products are issued by Securian Life Insurance Company, a New York admitted insurer. Both companies are headquartered in Saint Paul, MN. Product availability and features may vary by state, Each insurer is solely responsible for the financial obligations under the policies or contracts it issues. Certain terms, conditions and restrictions may apply when utilizing these services. ©2014 All Rights Reserved 3 Minnesota Life Insurance Company A Securian Company CITY OF MIAMI Legal, Financial and Grief Resources Life situations often are not one-dimensional. Financial issues often have a legal impact, and a person who has lost a loved one needs support to deal with their grief, but also may have legal and financial concerns. To meet these life needs, we provide active employees, and their spouses and dependents, access to legal, financial and grief professionals and related resources. The resources are provided by Ceridian and are available at no additional cost to your benefit program. LtfeSu, inancialrand Grief Resource Legal: • Draft and review legal documents including wills, power of attorney, living wills, health care directives, and more. • Telephonic guidance and consultation with on -staff attorneys; Ceridian's staff of in-house attorneys are available to help with general legal inquiries and navigation of the online resources and materials. • Free 30-minute consultation — a free telephonic or face-to-face consultation with a local attorney in the appropriate state of residence for each unique legal issue as needed. • Discount (25%) to retain a network attorney • Referrals to local attorneys, mediators, and community based organizations. Financial: • On -staff accredited financial consultants —who also are master's level mental health counselors —are available to provide consultations regarding credit management, budget analysis, home buying, mortgage/refinancing evaluation, retirement planning, 401(k) guidance, basic estate planning and questions about tax planning and preparation. Grief: • Master's level consultants are available to provide confidential, short-term, solution -focused telephonic counseling. • Emotional support, educational materials, and referrals to public agencies and community based resources on a broad range of issues related to a loss. About Ceridian Ceridian is a leading human resources outsourcing company in each of its markets, and offers a broad range of managed human resources solutions worldwide. With more than 30 years' experience providing health and productivity solutions — including EAP, Work -Life, Health and Wellness, and Health Coaching programs — Ceridian has a reputation for innovation, quality and customer service excellence. The legal, financial and grief resources are provided by and are the sole responsibility of Ceridian. These services are not affiliated with Minnesota Life, Securian Life or its group contracts and may be discontinued at any time. ©2014 All Rights Reserved 4 Minnesota Life Insurance Company A Securian Company CITY OF MIAMI Travel Assistant Services Active U.S. employees covered under our group life insurance policies, and their spouses and dependents, are eligible to access the travel assistance services when traveling 100 or more miles from home for business or pleasures. The services and resources are provided by RedpointWTP LLC (Redpoint) and are available at no additional cost to your benefit program. Redpoint offers direct and immediate access to medical and security experts. Operating with a team of special operations veterans, paramedics, Stanford Medicine -affiliated physicians, former intelligence officers and worldwide security experts, Redpoint delivers potential life-saving services and features basic to unique emergency travel assistance. ‘LifeSuite: Travel Assistance Service Medical evacuation services: • Coordination of pre -hospital assistance • Transport to the nearest appropriate medical facility • Medically necessary repatriation • Mortal remains repatriation • Return of dependent children, rental vehicle, pets • Family member visitation • Arrange for transport of a traveling companion Security evacuation services: • Transport to the nearest safe area General services: • Medical professional locator • Assistance recovering lost or stolen luggage, medication, eyeglasses, wallets or other important documents • Emergency message relay and counseling • Dental, legal and bail bond referrals • ID theft assistance while traveling Online pre -trip resources • Security and crime alerts • Political instability alerts • Immunization requirements • Passport and visa information • Currency conversion • Weather conditions These travel assistance services are provided by RedpointWTP LLC (Redpoint), a Delaware limited liability company. The services are not affiliated with Minnesota Life, Securian Life or its group contracts and may be discontinued at any time. Certain terms, conditions and restrictions may apply when utilizing the services. ©2014 All Rights Reserved 5 Minnesota Life Insurance Company A Securian Company CITY OF MIAMI Creative Technology with a personal touch Minnesota Life offers the City creative technology as an integral part of the personalized service we provide. Our goal is to minimize the workload for benefits staff and enhance the service experience for employees and beneficiaries. Technology for the City's Benefits Staff LifegenefitsExtra1— Through our website customized for the City's plan, benefits staff will be able to access: • Evidence of Insurability (EOI) and claim status, updated daily • Customized, on -demand underwriting and claims reports via Report BuilderTM. • Automated weekly claims and underwriting reports with optional email summary • Secure email and attachments • Contact information for your dedicated Minnesota Life account team eClaims — Electronic claims submission process to replace paper claim notification. Advantages include: • Claim payments up to five days faster • Copy of the certified death certificate is accepted instead of the original, saving beneficiaries approximately $20. Technology for the City's Employees Online Evidence of Insurability — Employees and spouses can complete EOI online. • Advantages include: • Submissions are secure — without the need for an additional user name and password — and can be completed using a desktop, tablet or smartphone. • An average of 35-40 percent of applicants are approved within 24 hours2 • Applicants can receive email updates on their underwriting status • Once we receive an EOI submission, you're able to verify the election using our LifeBenefitsExtra website to ensure accuracy and eligibility. Personal Support For employees not comfortable with online tools, or who need extra help, our integrated customer contact center offers both advanced service technology and personal care • No automated attendants or complex phone trees • Every call answered by a live service representative • Incoming requests accepted by phone call, email, live chat, fax or postal mail. • Our ServiceTrac program provides a history of all interactions and manages follow up work so no request falls through the cracks. 1 An Information Access Agreement will be required to gain access to the LBE website. 2 Results can vary by case based on factors such as plan design and amounts of insurance. ©2014 All Rights Reserved Page 1 Minnesota Life Insurance Company A Securian Company CITY OF MIAMI Exhibits Florida License Florida Certificate of Authority Account Team Chart Audited Financial Statement Sample Claim Forms Communication Materials Resumes Sample Performance Guarantees ©2014 Al! Rights Reserved Page 1 Minnesota Life Insurance Company A Securian Company Licensee Search Licensee Licensee Terminated Address Appointment Appointment Download Download Download Licensee Details 10/1 /2014 Demographic Information Navigator Download Name of Licensee: LESMEISTER, BRENT COLIN License #: E104532 Business Location: SAINT PAUL,MINNESOTA Types and Classes of Valid Licenses Type NONRES LIFE, HEALTH, & VAR ANN (0815) Original Issue Date 3/10/2004 Qualifying Appointment YES 'Types and Classes of Active Appointments NONRES LIFE, HEALTH, & VAR ANN(08 15) Company Name Original issue Date Exp Date Type County jINNESOTA LIFE INSURANCE 'QMPANY 3/10/2004 5/31 /2016 STATE Out of state . 2011 © Florida Department of Financial Services ,vflnridacfo.com/DataJAAR o T'" \f 04,5 Etptirtnt ut of tf)tat I certify from the records of this office that MINNESOTA LIFE INSURANCE COMPANY, is a corporation organized under the laws of Minnesota, authorized to transact business in the State of Florida, qualified on July 13, 1948. The document number of this corporation is 804408. I further certify that said corporation has paid all fees and penalties due this office through December 31, 1998, that its most recent annual report was filed on February 9, 1998, and its status is active. I further certify that said corporation has not filed a Certificate of Withdrawal. 0192E022 (2-95) Given under my hand and the • Great Seal of the State of Florida at Tallahassee, the Capitol, this the Nineteenth day of October, 1998 eie $atxrrx _ trn t ant Sal-4a ..af$trzte -0), ••�;�ti •kti lti�;r tit S Y „wm,tro, • V�iveNWY-ti4ltti�ltiUfti 1•ti. �.•-,1ll1-Svc.. • •+1;)•�Jw+wiw�isUiw i•�wo� n'rz'nanan�?n'nann'n`nh?nnannn?n?nnn?nnn'r'�1Q+�• 'nnn`)n'nh. f CITY OF MIAMI Account Management Team Account Brian Avery Management Client. Relationship Specialist Case Underwritin Brian•C; Anderson Second Vice :President, Group Casa Underwriting Jeanne McClish, Case Underwriter Medlical Todd Beukelman, anager, • roup Medical Underwriting Underwriting Donna Thomas; Client Services, Specialist Lisa Ramos, Client Services Coordinator xperrer spstnt Ongoing serviceand plan nnanagement _£ groupllre_p•rans 21 years Oversees case underwriting, proposals and contracts units 23 years 23 years 25 years 25.years 10 years 10 years Pricing and renewal of group life plans Manages;; aim< IOW Manages medical underwriting unit Internally coordinates. implementation of new underwriting business © 2014 All rights reserved. Minnesota Life Insurance Company A Securian Company MINNESOTA LIFE Group Division Claims • P.O. Box 64114 • St. Paul, Minnesota 55164-0114 • FOR CLAIM INFORMATION CALL: Toll Free NOTICE OF DEATH 1 888 658-0193 Fax 651-665-7106 ADMINISTRATOR'S STATEMENT: Complete Parts 1,2 and 4 if employee dies. Complete Parts 1,3 and 4 if dependent dies. Attach a certified copy of the official death certificate. 1. EMPLOYER/POLICYHOLDER NAME 2. BRANCH LOCATION/UNIT NUMBER (If Applicable) 3. PLAN/POLICY NUMBER 50 4. EMPLOYEE LAST NAME 5. EMPLOYEE FIRST NAME 7. OTHER NAMES BY WHICH THE DECEASED HAS BEEN KNOWN, IF ANY 6. EMPLOYEE MIDDLE NAME 8. EMPLOYEE ADDRESS (Street, City, Slate, Zip) 9. EMPLOYEE SOCIAL SECURITY NUMBER 12. EMPLOYEE DATE OF HIRE 10. EMPLOYEE DATE OF BIRTH 11. EMPLOYEE TELEPHONE NUMBER 13. EFFECTIVE DATE OF EMPLOYEE'S INSURANCE 14. EMPLOYEE ACTIVELY AT WORK ON EFFECTIVE DATE? ❑ YES 0 NO PERFORMING NORMAL DUTIES (Mo/DaylYr) 2. REASON DECEASED STOPPED ACTIVELY WORKING 3. DATE OF DEATH (Mo/Day/Yr) /Day 4. DATE EMPLOYER'S UNIT ENTERED GROUP INSURANCE PLAN (Mo/Day/Yr) 5. DATE TO WHICH PREMIUMS WERE PAID FOR DECEASED (Mo/Day/Yr) 6. BENEFICIARY AS RECORDED ON RECORDS OF EMPLOYER ADDRESS (Street, City, State, Zip) AND DAYTIME TELEPHONE NUMBER OF BENEFICIARY RELATIONSHIP TO EMPLOYEE BENEFICIARY'S SOCIAL SECURITY NUMBER BENEFICIARY'S AGE a. b. c. 7. AMOUNT OF INSURANCE (If based on salary, complete salary information) $ .- s. -'"'a'.' PA ECE�SED DERE IDE T, ert>;o[IrfenticaFds areanam , I 14 oar 0,0 'ALE ED„IR pP 1 43 44 MPLO�EE � cxtr lrw fI1IC�=O�rTE�4�vrParD ��..2 8. SALARY ON DATE LAST WORKED $ t - �w �` --e nec 4n your�n {cerattacc a, HL EMPLOYEE,- Y SUBJITTgGOt7' �¢� 9. EFFECTIVE DATE OF THAT SALARY yrx .�.-�. _ ho 0 o tie m `to ee; e r MEih D _ Via.-a�c �' ..� t. DECEASED DEPENDENT'S SOCIAL SECURITY NUMBER _:s 2. IS EMPLOYEE STILL 0 Yes ACTIVELY WORKING ❑ No 4'3, ac.`c'r '� 3. MARITAL STATUS CI Single 0 Divorced OF DEPENDENT ❑Married 0 Widowed 4. NAME OF INSURED DEPENDENT 5. RELATIONSHIP TO EMPLOYEE 6. DURATION OF FINAL ILLNESS OR DATE DEPENDENT BECAME CONFINED TO HOSPITAL OR HOME 7. DATE OF BIRTH OF DEPENDENT (Mo/Day/Yr) 8. DATE OF DEATH OF DEPENDENT (Mo/Day/Yr) 9. EFFECTIVE DATE (Mo/Day/Yr) OF DEPENDENTS INSURANCE 10. DATE PREMIUMS (MNDayNr) FOR DEPENDENTS COVERAGE PAID TO 11. AMOUNT OF INSURANCE $ Hof matip, p o iti 1. NAME OF EMPLOYER, ASSOCIATION OR FUND erirfjr t max k ,9d5P 3. ADDRESS OF EMPLOYER, ASSOCIATION OR FUND (Street, City, State, Zip) 2.TELEPHONE NUMBER l 4. SIGNATURE OF AUTHORIZED REPRESENTATIVE X DATE SIGNED TITLE NOTICE: Any person who, with intent to defraud or knowing that he/she is facilitating a fraud against the Insurer, submits an application or files a claim containing a false or deceptive statement may be guilty of insurance fraud.The commission of insurance fraud may subject such person to criminal and/or civil penalties. Any insurance company or agent of an insurance company who knowingly attempts to defraud a policyholder or claimant with regard to a settlement or award payable from insurance proceeds shall be reported to the Division of Insurance. F. 1471 Rev. 7-2004 Group Term Life and AD&D Insurance Managerial and Confidential Employees • This summary is designed to help, y®u. better understand your group life and Accidental Death and Dismemberment (AD&D) insurance benefit offered by the City of Miami and underwritten by Minnesota Life Insurance Company: Am I eligible for group life and AD&D coverage? Yes, if you are an active, full-time permanent managerial or confidential employee regularly working at least 40 hours a week. Coverage is effective 90 days after your date of hire. , What is included in my life insurance plan? Beyond paying a benefit in the event of your death, your group life insurance plan has other important features: • Waiver of premium - If you become disabled, your life insurance premiums may be waived. • Accelerated Death Benefit - If an insured person becomes terminally ill with a life expectancy of 12 months or less, he/she may request early payment of up to 100 percent of the life: insurance amount (Basic and Optional Supplemental Life combined). • Continue your coverage - If you are no longer eligible for coverage as an active employee, you may convert your life coverage to an individual life insurance policy. Premiums may be higher than those paid by active employees. What additional resources are available? You pay no additional premiums to access the following tools and services: • Travel Assistance Services - Global Rescue provides 24-hour travel assistance, emergency medical and security transport services, and pre -travel resources to employees covered under the group life insurance plan. The spouses and dependent children of those covered under the group life plan may also access the services. Global Rescue's services are available when traveling for business or pleasure 100 or more miles away from home. Contact Global Rescue at 1-855-516-5433 (toll free,U.S. and Canada), +1-617-426-6603 (international), or visit LifeBenefits.corn/travel. • Beneficiary Financial Counseling Beneficiaries who receive at least $25,000 in policy benefits will be invited to use independent beneficiary counseling services from Pr'icewaterhouseCoopers LLP. • Legacy Planning Services - Employees and dependents can access resources designed to help individuals and families work through end -of -life issues when dealing with the loss of a loved one or planning for their own passing. These resources are available at LegacyPianning$ervices,com. • Legal Services - Ceridian provides employees and their dependents telephone access to a national network of 22,000+ accredited attorneys for consultation on simple wills, estate planning documents and other legal issues. Discounts are available for participating attorneys. Contact Ceridian at 1-877-849-6034 or visit LifeWorks.com (user name: will password: preparation). MINNESOTA LIFE A Securian Company How much life insurance do need? Visit LifeBenefits.com/insuranceneeds to estimate how much coverage you may need to meet your future goals. Questions? Please contact your HR/Benefits department. Services provided by Ceridian, Global Rescue LLC, and PricewaterhouseCoopers LLP are their sole responsibility. The services are not affiliated with Minnesota Life or its group contracts and may be discontinued at any time. Certain terms, conditions and restrictions may apply when utilizing the services. To learn more, visit the appropriate website. Group Term Life and AD&D Insurance Underwritten by Minnesota Life Insurance Company Why do need this insurance? Group Term Life insurance helps protect your family against the unexpected loss of your life and income during your working years. Accidental Death and Dismemberment (AD&D) insurance provides additional financial protection if an insured person's death or dismemberment is due to a covered accident, whether it occurs at work or elsewhere. @bgSAMPLE MINNESOTA LIFE A Securian Company Look inside for your details and rates, ) Protect your family from the unexpected loss of your life and income during your working years. • ' Optional Term Life and AD&D DepnrIent Te Optional Term Life- g ' .... Maximum cOver0e: $200,000 Optional AD&D Includes. matching ADO QUESTIONS? Call Human Resources: 1-800-XXX-XXXX • .... 46[30 „ P140 'ae Accidental Death an ••• 44:101:4600.4kLife jUUncremetits r. •:.- . Atiditional information -..• . • Ear.011.n'-jp nOt.atOrtic;--00-m-ilst -- • • - Vou 4.16i4§S...1*t(50.f.040 • .................................................. •:• uur lake Location: Key responsibilities: Experience with Minnesota Life: BRIAN T. AVERY CLIENT RELATIONSHIP SPECIALIST Minnesota Life Home Office 400 Robert Street North St. Paul, MN 55101-2098 Service and ongoing management of group life insurance plans for employers. Duties include contract changes, plan design consulting, issues not readily resolved through day- to-day contacts and financial reporting. 6 years Insurance Industry Experience: 6 years Credentials: (In Process) Life/Health License Education: B.A., Hamline University Previous experience: Minnesota Life • Administration: Day to day plan representative, Administrator/lead administration client contact Location: Key responsibilities: Experience with Minnesota Life: CHRIS GRAUNKE SUPERVISOR EMPLOYER MARKET Minnesota Life Home Office 400 Robert Street North St. Paul, MN 55101-2098 Responsible for creating and adapting administration procedures for the client, which includes premium remittance, enrollment, plan setup and continuation procedures. 14 years Insurance Industry Experience: 14 years Education: B.S., University of Wisconsin - River Falls Previous experience: Minnesota Life/Securian Financial Group • Billing Representative, Group Division • Policy Service Representative, Individual Division Month, Year — Month, Year Client Satisfaction: Rating from benefits staff on satisfaction with: • Treating you as a valued client. • Service provided by Minnesota Life team. • Communicating information that is important to you. • Ability to resolve problems. • Claim processing. • Enrollment and evidence of insurability processing. Average rating of 4.0 or higher (using a scale of 1 to 5). Claim Processing: Pay life insurance claims. Accuracy in payment and distribution of life insurance proceeds. 95% paid within 10 calendar days after receipt of all necessary information. Achieve 99% overall accuracy. Evidence of Insurability Processing: Review and take first action on all evidence of insurability applications. Make final decision of all evidence of insurability applications. 95% reviewed and first action taken within 3 calendar days after receipt in Underwriting. Decision made on 95% within 10 calendar days after receipt of all necessary information. Customer Service: Average call answer speed. Program Implementation: Completion of key activities according to an agreed -upon implementation work plan (evaluation by benefits staff). 30 seconds or less. Satisfactory completion. Client Representative Date Provider's Insurance Certificate EXHIBIT D Page 26 of 29 Compensation/Rates EXHIBIT E Page 27 of 29 MINNESOTA LIFE INSURANCE COMPANY RATE CONFIRMATION 1. Policyholder: City of Miami 2. Policy Numbers: 33050 3. Insurance Products: Basic Term Life and AD&D, Supplemental Term Life and AD&D and Dependent Term Life 4. The insurance rates included in this rate confirmation include compensation as outlined in the Compensation Notice & Disclosure Statement. 5. Rate Guarantee Period: January 1, 2015 — December 31, 2017 Term Coverage: Basic Life Class 1: $0.280 / $1,000 / month Basic Life Class 2: $0.578 / $1,000 / month Basic Life Class 3: $0.578 / $1,000 / month Basic Life Class 4: $1.530 / $1,000 / month Basic Life Class 5: $2.010 / $1,000 / month Basic Life Class 6: $2.010 / $1,000 / month Basic AD&D Class 1 and 2: $0.020 / $1,000 / month Basic AD&D Class 4, 5 and 6: $0.060 / $1,000 / month Supplemental Life: Age Rate / $1,000 / month < 30 $0.080 30-34 $0.090 35-39 $0.110 40-44 $0.150 45-49 $0.200 50-54 $0.300 55-59 $0.550 60-64 $0.850 65-69 $1.310 70-74 $2.680 Supplemental AD&D Class 1 and 2: $0.030 Child Life Class 1 and 2 - $5,000: $0.750 Child Life Class 1 and 2 - $10,000: $1.500 MINNESOTA LIFE SURANCE COMPANY By Brian Anderson Title 2nd Vice President Date November 20, 2014 ACKNOWLEDGEMENT BY AUTHORIZED REPRESENTATIVE OF POLICYHOLDER This document confirms that the rates stated above are the agreed upon rates for the specified policy numbers and will be charged for the specified rate guarantee period. Minnesota Life reserves the right to adjust rates if the insurance volume within a coverage or across coverages changes by 15% or more or other aspects of group composition change materially. Rates may also be adjusted if there is a change in plan design or in the definition of an eligible insured. By Date Title Rate Confirmation City of Miami Page 2 of 2 CORPORATE RESOLUTION WHEREAS, ("Provider") wishes to enter into a Professional Services Agreement ("Agreement") with the City of Miami ("City"); WHEREAS, the Board of Directors, at a duly held meeting of the Provider has considered the matter in accordance with the By -Laws of the Corporation; NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF DIRECTORS that this corporation is authorized to enter into the Agreement with the City, and the President and the Secretary are hereby authorized and directed to execute the Agreement in the name of this Corporation and to execute any other document and perform any acts in connection therewith as may be required to accomplish its purpose. IN WITNESS WHEREOF, this day of , 2014. , ("Provider") An (State) Corporation By: (sign) Print Name: TITLE: (sign) Print Name: Corporate Secretary CORPORATE RESOLUTION WHEREAS, ("Provider") wishes to enter into a Professional Services Agreement ("Agreement") with the City of Miami ("City"); WHEREAS, the Board of Directors, at a duly held meeting of the Provider has considered the matter in accordance with the By -Laws of the Corporation; NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF DIRECTORS that this corporation is authorized to enter into the Agreement with the City, and the President and the Secretary are hereby authorized and directed to execute the Agreement in the name of this Corporation and to execute any other document and perfouu any acts in connection therewith as may be required to accomplish its purpose. IN WITNESS WHEREOF, this day of , 2014. , ("Provider") An (State) Corporation (sign) Print Name: By: (sign) Print Name: TITLE: Page 28 of 29 Corporate Secretary Page 29 of 29