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Home My WebLink AboutPre-LegislationCity of Miami Legislation Resolution: R-13-0453 City Hall 3500 Pan American Drive Miami, FL 33133 www.miamigov.com File Number: 13-01077 Final Action Date:11/21/2013 A RESOLUTION OF THE MIAMI CITY COMMISSION, WITH ATTACHMENT(S), ACCEPTING THE RECOMMENDATION OF THE CITY MANAGER APPROVING THE FINDINGS OF THE EVALUATION COMMITTEE, PURSUANT TO REQUEST FOR PROPOSALS ("RFP") NO. 369316, THAT THE PROPOSER, NAI MIAMI, IS RESPONSIVE TO THE RFP REQUIREMENTS FOR THE PROVISION OF REAL ESTATE LEASING SERVICES; AUTHORIZING THE CITY MANAGER TO NEGOTIATE AND EXECUTE A PROFESSIONAL SERVICES AGREEMENT, IN SUBSTANTIALLY THE ATTACHED FORM, WITH NAI MIAMI, FORA PERIOD OF ONE (1) YEAR, WITH OPTIONS TO RENEW FOR FOUR (4) ADDITIONAL ONE (1) YEAR PERIODS, SUBJECT TO CITY COMMISSION APPROVAL AFTER THE FIRST YEAR, FOR THE APPROVAL OF ANY ADDITIONALYEARS WITHIN THE TIME PERIOD OF THE RFP, SHOULD THE CITY COMMISSION DECIDE TO ISSUE ANOTHER RFP; ALLOCATING FUNDS FROM THE VARIOUS SOURCES OF FUNDS OF THE USER DEPARTMENT, SUBJECT TO THE AVAILABILITY OF FUNDS AND BUDGETARY APPROVAL AT THE TIME OF NEED. BE IT RESOLVED BY THE COMMISSION OF THE CITY OF MIAMI, FLORIDA: Section 1. The recommendation of the City Manager approving the findings of the Evaluation Committee pursuant to Request for Proposals ("RFP") No. 369316, that the proposer, NAI Miami, is responsive to the RFP requirements, for the provision of Real Estate Leasing Services, is accepted. Section 2. The City Manager is authorized {1} to negotiate and execute a Professional Services Agreement, in substantially the attached form, with NAI Miami, for a period of one (1) year, with options to renew for four (4) additional one (1) year periods, subject to City Commission approval after the first year, for the approval of any additional years within the time period of the RFP, should the City Commission decide to issue another RFP, with funds allocated from the various sources of funds of the user department, subject to the availability of funds and budgetary approval at the time of need. Section 3. This Resolution shall become effective immediately upon its adoption and signature of the Mayor. {2} Footnotes: City of Miami Page 1 of 2 File Id: 13-01077 (Version: 2) Printed On: 12/1/2014 File Number: 13-01077 Enactment Number: R-13-0453 {1} The herein authorization is further subject to compliance with all requirements that may be imposed by the City Attorney, including but not limited to those prescribed by applicable City Charter and Code provisions. {2} If the Mayor does not sign this Resolution, it shall become effective at the end of ten calendar days from the date it was passed and adopted. If the Mayor vetoes this Resolution, it shall become effective immediately upon override of the veto by the City Commission. City of Miami Page 2 of 2 File Id: 13-01077 (Version: 2) Printed On: 12/1/2014 City of Miami Master Report Resolution R-13-0453 City Hall 3500 Pan American Drive Miami, FL 33133 www.miamigov.com File ID #: 13-01077 Enactment Date: 11/21/13 Version: 2 Controlling Office of the City Status: Passed Body: Clerk Title: A RESOLUTION OF THE MIAMI CITY COMMISSION, WITH ATTACHMENT(S), ACCEPTING THE RECOMMENDATION OF THE CITY MANAGER APPROVING THE FINDINGS OF THE EVALUATION COMMITTEE, PURSUANT TO REQUEST FOR PROPOSALS ("RFP") NO. 369316, THAT THE PROPOSER, NAI MIAMI, IS RESPONSIVE TO THE RFP REQUIREMENTS FOR THE PROVISION OF REAL ESTATE LEASING SERVICES; AUTHORIZING THE CITY MANAGER TO NEGOTIATE AND EXECUTE A PROFESSIONAL SERVICES AGREEMENT, IN SUBSTANTIALLY THE ATTACHED FORM, WITH NAI MIAMI, FOR A PERIOD OF ONE (1) YEAR, WITH OPTIONS TO RENEW FOR FOUR (4) ADDITIONAL ONE (1) YEAR PERIODS, SUBJECT TO CITY COMMISSION APPROVAL AFTER THE FIRST YEAR, FOR THE APPROVAL OF ANY ADDITIONALYEARS WITHIN THE TIME PERIOD OF THE RFP, SHOULD THE CITY COMMISSION DECIDE TO ISSUE ANOTHER RFP; ALLOCATING FUNDS FROM THE VARIOUS SOURCES OF FUNDS OF THE USER DEPARTMENT, SUBJECT TO THE AVAILABILITY OF FUNDS AND BUDGETARY APPROVAL AT THE TIME OF NEED. Reference: Introduced: 9/6/13 Name: Execute PSA - NAI Miami Requester: Department of Public Cost: Final Action: 11/21/13 Facilities Notes: Sections: Indexes: Attachments: 13-01077 Summary Form.pdf, 13-01077 Memo - Recommendation of Evaluation Comm..pdf, 13-01077 RFP Master Evaluation Form.pdf, 13-01077 Legislation.pdf, 13-01077 Exhibit.pdf Action History Ver. Acting Body Date Action Sent To Due Date Returned Result 1 Office of the City 11/12/13 Reviewed and Attorney Approved City of Miami Page 1 Printed on 9/24/2014 2 City Commission 11/21/13 ADOPTED WITH MODIFICATIONS A motion was made by Frank Carollo, seconded by Wifrcdo (Willy) Gort, that this matter be ADOPTED WITH MODIFICATIONS. Chair Sarnoff RE.5. Henry Torre (Director, Public Facilities): RE.5, Commissioners, is a resolution accepting the recommendation of the City Manager approving the findings of the evaluation committee, pursuant to Request for Proposals 369316, to provide real estate leasing services; further authorizing the City Manager to execute a professional services agreement with NAI Miami for a one-year period, with option to renew for four additional one-year periods. Commissioner Carollo: Move it; discussion. Chair Sarnoff: We have a motion by Commissioner Carollo; second by Commissioner -- Vice Chair Gort: Second. Chair Sarnoff: -- Gort. Commissioner Carollo is recognized for the record. Commissioner Carollo: Thank you. My amendment would be that after the one year, any additional years comes back to this City Commission for approval, and that after the first year or within the first year, it comes back to this City Commission for approval of any additional years within thc time period that we could go to RFP (Request for Proposals) again, should this Commission decide to go to RFP again. Mr. Torre: Commissioner, I don't have any objection to that. The only thing I do want to do, and I perhaps defer to Kcn, I'm -- he can let us know exactly what the process would be, how many months that would take. Kenneth Robertson: Good morning, Commissioners. Kenneth Robertson, Procurement director. We could do that within the first year of the contract term. We would be bringing the renewal item back in approximately six months, because we would want to allow a time frame of at least three to six months to reprocure, should that be the desire of the Commission. Commissioner Carollo: Sure. Vicc Chair Gort: And this is specific for? Mr. Torre: This is for thc Marlins Garage Retail. Vice Chair Gort: Okay. Chair Sarnoff: All right, we have a motion; we have a second. Any further discussion? Hearing none, all in favor, please say "aye." The Commission (Collectively): Aye. The motion carried by thc following vote: Aye: 3 - Wifredo (Willy) Gort, Marc David Sarnoff and Frank Carollo Absent: 3 - Francis Suarez, Michelle Spence -Jones and Michelle Spence -Jones 2 Office of the Mayor 11/29/13 Signed by the Mayor Office of the City Clerk 2 Office of the City Clerk 12/2/13 Signed and Attested by City Clerk 2 Office of the City 1/14/14 Reviewed and Attorney Approved City of Miami Page 2 Printed on 9/24/2014 City of Miami m CONTRACT EXTENSION FORM Date: 10/1/14 From Annie Perez, Director Department of Purchasing To: Department/Division/Office: Public Facilitles/Asset Management Department Liaison Name: Mark Burns Subject: Contract Number: RFP No. 369315(191 Expiration Date: April 8, 2015 Bid Title: Real Estates Leasing Services Resolution Number(s): 13-045.3 Option to Renew Year: FIRST RENEWAL (THE OPTIONS TO RENEW SHALL BE AFOREMENTIONED AT THE OPTION OF THE CITY COMMISSION) Instructions: Please review and complete the Contract extension form and return to Aimee Gandarilla via e-mail no later than Friday, October 3, 2014. NOTE: Failure to meet this deadline seriously Jeopardizes our ability to renew the contract. Legally, expired contracts cannot be renewed. SUMMARYIDESCRIPTION OF CONTRACT EXTENSION: Please evaluate the contractor's performance within the last contract term: For ratings of 1 and/or 2, Departments must fill out a Vendor Performance Form found at htt_p://citvnet/procurement/index,asp, Fill out both forms in their entirety and return to me via e-mail for further processing. Contractor's Name: Vendor Performance: (Mandatory fields) WLS d/b/a NAI Miami ❑(1) Unsatisfactory ❑(2) Needs Improvement I(3) Satisfactory 0(4) Excellent 1�1 CONDITIONS FOR RENEWAL: Upon receipt of department approval, the Purchasing Department will proceed to secure the appropriate approvals from the City Manager, and the vendor(s), if applicable. Should the contractor be unwilling to extend the contract, a new bid, will have to be obtained and you will be advised. Upon approval by the City Manager, and acceptance of the extension by the successful vendor, copies of the Contract Award (Renewal) sheet will be posted on the City's Intranet for your reference, so that a requisition may be entered into the system. DO YOU WISH TO EXTEND THE ABOVE -REFERENCED CONTRACT? (Mandatory fields) YES 0 NO ❑ If No, Specify reasons: BUDGETARY INFORMATION: Are funds budgeted? YES El NO El(Mandatory fields) Total Dollar Amount: 4 64 I (pQQ Acoount Code(s): ,ASIc,i 08 . "21.11'OD ) 4(7)f) Authorized By,.,. - •9~" �: Date: r / (Mandatory fields) Telephone Number: 305"l7 / 2`161 1 Fax Number: (Mandatory fields) Should you have any questions regarding this form, please contact Aimee Gandarilla at (306) 416-1906 or vla-e-mail agandarillatf miamigov.00m PROFESSIONAL S) RVICES AGREEMENT This PROFESSIONAL SERVICES AG-REEMEN'T (",Agreement") is entered into as of this day of , 2014 ("Effective Date"), by and .between the CITY OF MIAMI, FLORIDA, a municipal corporation of the state of Florida ("City"), and WLS, L.C. d/b/a NAI Miami, a Florida for.profit limited liability company (".Provider"). RECITALS A. The City is the owner of certain structured parking facilities located at 15'02 N.W. 7th Street ("'IP 11' "), 1402 N, W, 7th Street ("i'2"), and 1502 NW, 4th 'Street ("P3" and, together with P1 .and P2, the "Parking Facilities"), Miami, Florida, B, A total of a proximately 53,00(l square feet of space dedicated for the retail component attic Parking Facilities of which square. feet have been leased, as listed, marked and depicted in Exhibit "C" attached hereto and made a part hereof, are available for lease ("Retail. Spaces"). C. The City, on July 23' 1, 2013 , issued Request for Proposals No, 369316 ("UP"), a copy of which is attached as .Exhibit "D" hereto and made a part hereof, for real estate leasing andlor property management cervices.(" SQrvioes") to aid with the leasing and operation of the Retail Spaces, D. Provider's response to the RFP (°'Proppsal" and, together with Rt'P, the "Solicitation Documents"), was selected as the most qualified proposal for the provision of the Services. E. The Miami City Commission, by Resolution No. R-13.0453, passed and adopted on November 21, 2013, approved the selection of Provider for the provision of the Services, and authorized the City Manager to execute a professional services agreement, under the terms and conditions set forth herein. NOW, THEREFORE, in consideration of themutual covenants and promises• contained herein,. the City and Provider agree as follows: 1. Recitals,. 'The recitals are true and correct and are hereby incorporated into and made apart of this Agreement. 2. Definitions. Any word contained in the text .of this Agreement shall be read as the singular or the plural and as the masculine, feminine or neuter gender as may be applicable in the particular context. Moro specifically,, however, for the purposes of this Agreement, the following words shall have the meanings ascribed to theirs in this Section: 2,1 "City Menem!" shall mean the chief administrator of the City ofMiaini. . 2,2".pu'ector" shall mean the director of the Department of Public Facilities of the City of Miami. 2;3 "Initial Services°' shall mean those leasing and market research services, as more particularly described in Exhibit "A," attached hereto and made a part hereof. 2.,4 "MPA" shall mean the Department of Off -Street Parking of the City o1 lvli'ami, an independent agency and instrumentality of the City of Miami, Florida. 2.5 "Net Rental Value" shall mean the total guaranteed minimum rent generated during the initial term of a sublease agreement, for a maximum term of ten (10) years, 2.6 "Potential Tenant List" shall mean the list of potential tenants, created by Provider and filed with the City, in such form and manner bring more particularly •described in Exhibit "A," 3, er , The terin this Agreement shall be for one (1) year, commencing on the Effective Date ("Term"). 4. Option. to. Extend. The City Manager shall have four. (4) options to extend the Term for a period of one (1) year each, subject to approval by the Miami City Commission, The administration's shall bring it's recommendation to exorcise 'a renewal option. to City Commission six (6) months prior to the expiration of the term, in order to allow sufficient time to issue a new RFP, if necessary. 5. Scope of Servi<i;e. Provider agrees to provide the Services, as snore specifically set forth in Exhibit."A" ("Scope of Work"), and subject to the special terms and conditions set forth.therein, 5.1 Licenses and Qualifications. Provider represents and warrants to the City that; (a) it possesses all qualifications, licenses and expertise required under the Solicitation Documents, for the performance of the Services; (b) it is not delinquent in the payment of any sums due to the City, or any of its agencies or instrumentalities, including payment of permit fees, occupational licenses, etc., nor in the performance of any obligations. to the City; .(c) all personnel assigned to perform, the Services ar'e, and shall be, at all times during the term hereof fully qualified, licensed and trained to perform the tasks assigned to each; and (d) the Services will be performed in the manner described in Exhibit "A." 5.2 Initial Services, Prior to the performance of Initial Services under this Agreement, Provider shall submit a proposal detailing: (a) the work to be performed; (b) the time for performance; (c) the deliverables to be provided; and (d) an itemized budget. Provider shall not cominenee performance of the work detailed in the proposal, nor exceed the approved budget without having first :received the Director's written approval, 5.3 Exelulsivity. Throughout the Term of this Agreement, Provider shall be the exclusive listing. agent for the Retail Spaces. 6. Compensation, Compensation payable by the City. to Provider shall be as follows: 6.1 Initial Commission, Within. fortywfive (45) days of the full execution of a sublease agreement by and between the MP.A and a 'Subtenant as a result of the Services provided herein, Provider shall • receive an initial leasing commission of three (3%) percent of the Net Rental Value of the. subject sublease agreement ("Initial Commission"). Page 2 Wain t Dal ipatit Retail Leasing Professional Sery toes Agreement Public, Facilities •> Asset Management> Real Bnfate > Miami' Ballpark Parking 6,2 Move In Commission, Within forty-five (45) days of the earlier to occu of either: (a) the City's receipt of the first guaranteed minimum monthly rent payment from a Subtenant; or (b) the date upon which a Subtenant first opens to the. public, (i.e. first engages Ito the exchange of goods 'and services for valuable consideration with the public at4arge),• the City shall pay Provider a move -in leasing commission of three (3%) percent of the Net Rental Value of the subject sublease agreeinertt ("Mevo-In Commission,"), 6,3 Marketing Expenses, The City shall reimburse Provider for those marketing expenses, as more particularly described in Exhibit "A,' that have been pre -approved in writing by the Director, In no event shall reimbursements under this Section 6.4 ercceed Eight Thousand and No/100 Dollars ($8,000.0-0) during any consecutive twelve (12) month period commencing onto Effeoti'Ve-Date, 6,4. Payments, Except as may be otherwise provided in this Agreement, all payments shall be made within forty-five (45) days of the City's receipt of .Provider's involee(s), which shall be accompanied by sufficient supporting dooumontatlon and contain •stlf'goient detail to allow a proper audit of expenditures, should the City require an audit be perr"orrned. 7, Ownetship of Documents.. The Provider understands and agrees that any information, document, report or any other material whatsoever which is given by the City to the Provider or which is otherwise obtained or prepared by the Provider pursuant to or under the terms of this Agreement is and shall at all times remain the property of the City, The Provider agrees not to use any such information, document, report or material fbr any other purpose/ whatsoever without the written consent of City, which may be withheld or conditioned by the City in its sole discretion. $', Audit Rights, The City may, at reasonable tulles, and for a period of up to three (3) years following. the date of final ,payment by the City to the Provider under this Agreement, audit, or cause to be audited, those books and records of the Provider which are related to the Provider's performance. under this Agreement. The Provider agrees to maintain ,all such books and records at its principal. place of business for a period of three (3) years after final payment is made under this Agreement. 9, Inspection hts+ The City may, at reasonable times during the term hereof, inspect Provider's facilities and perform such tests, as the City deems reasonably necessary, to determine Whether the goods or services required to he provided by Provider tinder this Agreement conform to the terms hereof and the terms of the Solicitation Documents, if applicable. Provider shall make available to the City all reasonable facilities and assistance to aid in the performance of tests or inspections by City representatives. All tests and inspections shall be subject to, and made in accordance with, the provisions of Section.18-101 of the Code of the City of Miami, Florida, as the same may be:amended or supplemented, from time to time, 10, Award of Agreement, The Provider represents and warrants to the City, that it has not employed or retained any person or company employed by City,, to solicit or secure this Agreement and that it has not offered to pay, paid, or agreed to pay any person any fee, commission, percentage, brokerage fee, or gift of any kind contingent upon. or in connection with,. the award -of .this Agreement, 11. Public Records, The Provider understands :that the: public shall have access, at all reasonable tunes, to all documents and information pertaining to City contracts, 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 Page 3 Miami Ballpark Retail Len ng Prb£ssS'ional Services Agreement Putalio Paeilitles> Asset Management > Real F3state> Miami 13'allpark Perking under applioable law, The Provider's failure or refusal to comply with the provisions of this seotion shall result in the immediate oancelation of this Agreement by the City, 12. Coi pliance with Federal, .Slate and Local Laws, The Provider understands that agreements between private entities and local governments are subject to •certain laws and regulations, including laws pertaining to public records, conflict of :interest, record keeping, etc, The City and the Provider agree 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. 13. Specific -Performance, In the event of breach of this Agreement by the City, the Provider may only seek specific performance of this Agreement and any recovery shah be limited to the amount set forth in Section 6 of this Agreement. in no event shall the City be liable to Provider for any additional compensation, other than that provided heroin, or for any consequential or incidental damages, 14. Indemnification, The Provider shall indemnify and save the City, and its officials, employees and agents (collectively, the " Indsmnitees") from and against any and all loss, costs, penalties, fines, damages, claims, expenses (including attorney's. fees), causes of action, or .liabilities (collectively,. the "Liabilities") arising out of, resulting from, or in connection. with; (i) the performance or norrrperforrnance of the Services •Qonternplated by this Agreement which is or is alleged to be directly or indirectly caused, in whole or impart,, by any aot, omission, default or negligence (whether aoiive or passive) of the Provider or its employees, agents or subcontractors (collectively referred to as "Provider"); (ii) the failure of the Provider to oornply with any of the paragraphs here; (iii) the failure of the Provider to conform to statutes, ordinances, or other regulations or requitements of any governmental authority, federal or state, in connection with the performance of this Agreement; or (iv) the defense of any such Claim orin the investigation thereof; The Provider expressly agrees to indemnify and hold harmless the Indemnities, 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 suclt employee or former employee would otherwise be limited to payment under state Workers' Compensation or similar laws.. 15. Insurance, Provider shall, at all times during the term hereof, maintain such. insurance coverage as set forth in Bxhibit "B," .attaohed• hereto and made a part hereof; All such insurance,, including renewals, shall be subject to the approval of the City (which approval :shall not be unreasonably withheld) for adequacy of protection and evidence of such coverage shall be furnished to the City on Certificates of Insurance indicating such insurance to be in force and effect .and providing that it will not be canceled during the performance of the services under this contract without thirty (30). oalondar days prior written notice to the City, 'Completed Certificates of Insurance shall be filed with the City prior to the performance of services hereunder, provided, however, that Provider shall at any time upon request by the City file duplicate copies of the policies of such insurance with the City, If,. in the City's reasonable judgment, prevailing conditions warrant the provision. by Provider of additional liability insurance coverage or coverage which Is different in kind, the City reserves the right to require the provision by Provider of an amount of coverage different from the amounts or kind previously required and shall afford written notice of suoh change in requirements 'thirty (30 days prior to the date on which the requirements- shall take effect, Should Provider fail or refuse to satisfy the requirement of changed coverage within thirty (30) days following the City's written notice, this Agreement shall be considered Page 4 Misiui Ballpark Retail Leasing Professional. Servlaes Agreement Patio Faotlitlos > Asset Management > Real Itstate> Miami Ballpark Parking terminated on the date the. required change. in policy coverage would have otherwise' take effect. Upon such termination, the. City shall pay Provider compensation for seivioes rendered, and expenses incurred (where applicable), prior to the date of termination but shall not be liable to Provider for any additional compensation, or for any consequential or incidental darnages. 1.6, Default, if the Provider fails to comply with any term or condition of'this .Agreement, or fails to perform any of its obligations hereunder, then the Provider .shall be in default, Upon the.ocourarenee of a default hereunder, the City, in addition to all remedies available to it by law, may immediately, upon written notieo to the Provider, terminate this Agreement. The Provider understands and agrees that termination of this Agreement under this section shall not release. the Provider fl'om any obligation accruing, prior to the effective date of termination, Should the Provider be unable or unwilling to commence to perform the Sardines within the time provided or contemplated herein,. then, in addition to the foregoing, the Provider shall be liable to the City for all expenses incurred by the City in preparation and negotiation of this Agreement. 17. .Eesolution ;of Contract 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 either party shall first be submitted to a non.bin'ding. mediator for his/her resolution, prior to either party being entitled to seek judicial relief in comicetlon therewith.. Neither party shall be entitled to seek judicial relief unless a period of not less than sixty (60) days has expired after submitting the dispute to the no'n.binding mediator, together with a detailed statement of the dispute, 'accompanied by all supporting documentation, 18. Termination Rights, 1'8,1 Termination, for Convenience, Beginning on the One Hundred Eighty First (181st). day following the Effective Date, the City and the Provider shall each have the unilateral right to terminate this Agreement, in each;parties° sole discretion, at any time, by giving written notice to the 'other party:at least ten (10). business days prior to the effective date .of such termination, in such event, the City shall pay to Provider compensation for Services. rendered and expenses incurred (where applicable) prior to the effective date of termination.•. -Except -as revided--in.-Section-13;3•,.-ha-no.-event_s'hall-the_City be_liable_to,.rovider for any additional compensation, other than that provided herein, or for anyaonsequontial or incidental damages, 18.2 Termination upon Occurrence of Default. The City shall have the right to terminate this Agreement, with notioe to Provider, upon the occurrence of an event of default hereunder whiieh remains unoured for a period of thirty (3'0) days after written notice of said default to the Provider from ,the City,. 18,3 Commission Pavinents, Within fifteen (15) days of the termination of this Agreement, Provider shall furnish to the City a final Potential Tenants List If within twelve (12) months thereafter, the M1'A 'executes a sublease agreement with any such party listed in the final Potential "Tenants List, or the City continues, resumes or commences to. negotiate with any such party listed therein during such twelve (1'2) month period, and thereafter the MPA executes a sublease agreement with any such listed party, the City shall pay to Provider a ooimnission in accordance. with Sections 6.1 and 6.2, 1f, however,. within such fifteen (15) day period Provider has failed to furnish to the City the final Potential Tenants List, na commission. shall be payable to Provider with respect to such xe uted sublease, The previa s provider has submitted their Potential Tenants list which was received on L !1. I and is protected until't//3i//W which is attached as Exhibit B to this Agreement. Page 5 Miatail BallpaikRetall Leasing Professional Seiviaes Agreement Pub1lc.Faallitlea> Asset Management> Real Bstate }'Miami Ballpark Parking 19, N:onciiscriinination. The Provider represents and warrants to -the. City that the Provider does not and will not engage in discriminatory practices and that there shall be no discrimination in connection with. the Provider's perfbrmanee under this Agreement on account of race, eolor, sox, religion, age, handicap., marital status or national origin. The Provider further covenants that no otherwise qualified individual shall,, safely 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 disorltuination under any provision of this Agreement, 20„ Assignment. This Agreement shall not be assigned by the Provider, in whole or in part, without the prior written consent of the City Manager, which may be withheld or conditioned, in the City Manager's sole discretion. 21. ;1`Totioes, All notices or other communications which shall or may be given pursuant to this Agreement shall be th writing, and shall be delivered by personal service; or by certified snail, addressed to the party at the address indicated herein or as the same may be changed from time to time. Such notice shall be deemed given on the.day on which personally served, or, if by mail, on the. fifth (5th) day after being posted, or the date of actual receipt or refusal of delivery, whichever is earlier. To the City: Office of the' City Manager City of Miami 444 S.W. 2nd Avonut3,10th Floor Miami, FL 381.3'0.1910 Attn: City Manager With copy to; Department of Public' Facilities 444'S.W, 2nd Avenue, 3rd Floor Mianni,-FL 3 1 04-9 :0---. - Attn: Director To Provider: NAI Miami 9655 South Dixie Highway, #300 Miami, Florida. 3315.6 Attn: Seretny Larkin, President With •espy to;. Office of the City Attorney 444 S.W. 2nd Avenue, 9th Floor Miaini,_FL._331.aOrcat O. Attn: City Attorney 22, Interpretation, This Agreement shall be construed and enforced according to the laws of the State of Florida, 'Venue for any litigation shall be Miami•Dade County, Florida. 22,1 Captions. The captions in this Agreement are for convenienoe.only and are not a part of this Agreement and do not in any way define, limit, describe or amplify the terms and provisions of this Agreement or the scope or intent thereof. 22.2 Entire Agreement, This instrument, including all exhibits attached hereto, constitutes the sole and only .agreement of the parties hereto relating to the Grant, and •correctly set forth the rights, duties, Page Mian7t Ballpark Retail Leasingl'ttifeasionai ServloesAgreement Public Facilities > Asset Management> Rent astate> Miami:Ballpark Parking and obligations or the parties, Thore.are no collateral or oral agreements or understandings between the City and 'Grantee relating to the Agreement, Any promises, negotiations, or representations not expressly set forth in this Agreement are of no force or effect. This Agreement shall not be modified in any manner except by an instrument in writing executed by the parties, The masculine (or neuter) pronoun and the singular number shall include the masculine, feminine and neuter genders and the singular and, plural number. The word "inoluding" followed by any specific item(s) is deemed to refer to examples rather than to be words of limitation. 22.3 Construction, Should the provisions of this Agreement require judicial or arbitral interpretation, it is -agreed that the judicial or arbitral body .interpreting, 03.E construing, the same shall not apply the assumption that the terms hereof shall be more strictly construed against one party by reason of the rule of construction that an instrument is to he construed more strictly against the party which itself or through its agents prepared same, it being agreed that the agents of both parties have equally participated in the preparation of this Agreement. 22,4 Covenants, Bach covenant,, agreetnernt, obligation, term, condition or other provision herein contained shall be deemed and construed as a separate and independent covenant Hof the party bound by, undertaking or making the same, not dependent on any other provision of this Agreement unless otherwise expressly provided, All of the terms and conditions set forth in this Agreement shall apply throughout the term of this Agreement unless otherwise expressly set forth herein, 22.5 Conflicts. In the event of conflict between the terms of this Agreement and any terms or conditions contained in any attached documents, the terms of this Agreement shall govern, 22.6 Waiver, 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, 224 Severability 'Should any provision-contained-in-this.-Agr:eeinent.beidetenrninecl by a. court of competent'jurisdiction to be invalid,. illegal or otherwise unenforceable under the laws of the State of Florida, then .such provision shall be deemed modified to :the extent necessary in order to conform with such laws, or if not modifiable to conform with such laws,, that same shall be deemed severable, and in either event, the remaining terms and provisions of this Agreement shall remain unmodified and in full force and effect, 22,8 Third -Party Beneficiaries, No provision of this Agreement shall, in any way, inure to the benefit of any third party so as to make such third party a bonefioiary of this Agreement, or of any one or more of the terms hereof, or otherwise .,give rise to any cause of action in any pasty, not a party hereto, 23. Suupessors and Assigns. This, Agreement shall be - binding upon the parties hereto, their heirs, executors, legal representatives, successors, or assigns. 24. Independent Contractor, The 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, the Provider shall not attain, nor be entitled to, any rights or benefits under the Civil Service or Pension Ordinances of the City, nor any rights generally afforded its classified or unclassified employees. The Page 7 Miami Ballpark Retail Leasing Professional S'erviaes Agreoinant Public Facilities.> AssetManagement> Real Elide Miami Ballpark Parking Provider further understands that Florida Workers' Compensation benefits available to omployecs of the City are not available to the Provider, and agrees to provide workers' compensation insurance for any, employee or agent of the Provider rendering services to the City under this Agreement. 25. Contingency. Funding for this Agreement is contingent on the availability of funds, and tho Agreement is subject to amendinent or termination due to lack of fonds, reduction of fonds, change in regulation, or any combination thereof 26. 1„ eaffinnatioa, of Representations, Provider hereby reaffirms all of the representations. •contained in the Solicitation Documents, 27. Counterparts,, This Agreement niay be executed in two or more counterparts, each of which shall constitute an original, but all of which, when taken' together, shall constitute one and the same agreement. (SIGNATURES APPEAR ON POT J OWING PAGE] Page 8 MVIlaint Ballpark Retail Leasing Proibssional Services Agreement Pnbilo Facilities y Ass'et Managomeat> Real 8state> Miami Ballpark Parking IN WITNESS WHERE0114, the parties hereto have caused this instrument to be executed by their respective officials therounto duly tutb.orized, this day and year above written, ATTEST: B Hannon City Clerk APPROVED QUIRE 1. , Calvh Direo ATTEST: By: TO NTS' SU 91CB isk Management tialoats sof m r Ge Ipo ate SeGretary Page 9 Miami Ballpark Retail Leash* Professional Services Agreement Public) FaollIttos > Asset Management > Real Estate > 11711aia1 Ballpark 'Parking CITY OF MIA.M.1, FLORIDA, a municipal corporation of the state of Florida (";. iQ") By: City Manager TJ. A konso APPROVED AS TO LEGAL FORM AND. CORREC SS: btorla ndez, Esq.. City Attorney 01 WLS, NAI Miami, a Florida. for.prefit limi =patty ("Provider") By: i Ai emy Larkin Meat II EXHIBIT "A" Scope of Services - I. GENERAL SERVICVS A, The Provider shall be under the direct' supervision of the Director, or his/her designee, B, Provider krill attend required meetings as deemed • necessary by' the Director to accomplish the Scope of Scrvioes and to present its findings and recommendations to the City Commission, C, Provider shall confer with the City team periodically during. the progress of the work and prepare and present such information and materials as may be necessary or reasonably requested by the City to ,determine the adequacy of the work or the Provider's. progress. D, Provider shall submit the required deliverables within the time frame specified by the City, g, As may be directed by the Ci cooperate and fulfill requests f F. The Provider(e) shall provide i or presentations, ty through its designated representative; Providers) is expected to or information, verbal and written, that pertain to the. work, is own office and work space, except as necessary during meetings Ii• .ACTIVITI S TO BC CJNDRRTAK1 N Pre -Leasing Due Diligence. and Analysis 1). 2) Colleot and research all available property information oommeroial retail venuesnationwide, Review and prepare appropriate lease assessments for the improvements necessary, Prepare a: comprehensive report with findings, conclusions and recoinmendations,including a comprehensive time. for lease disposition and .an assessment of Ask/challenge issues _associated with same; work with City team to oreate optimal deliverable format and content, which shalt include, but is not limited to, delivery of a preliminary report for the City's review prior to -ttibmissierroftrralieport. Marketing, and Lease Disposition 1) Identify potential tenants .(a) Compile a target list of:possible tenants for the site, (b)Prepare apre-marketing campaign that will be disseminated to the appropriate potential tenants to• generate upfront market interest 2) Generate interest (a) Distribute marketing information through e-mail, flyers, or other acceptable moans, (b) Follow up with phone oalls to targeted businesses, (o) Register parties who •oxpresa interest in the Retail Spaces, These potential businesses will receive. a ±WI marketing package, once identified, 3) Develop and distribute marketing package(s) to potential businesses, including; (a) Overview/introductory letter (b) A physical description of the site(s) (o). Preferred transaction structure (d) A solicitation section requiring that the business fully identifies the tenant structure; its experience and credentials, fluanolai capabilities, principals, references, ete. 4) Analyoe Offers iMiarnl Ballpark RRtnll Lensing Professional Servioe9•Agreement Public F'aMlitlos > Asset Management> Real Estate> Matti Baillsark.Parldag and other :similar major stadiurnatype site, inclusive of any capital Provider will provide guidance to all potential businesses and will analyze terms and conditions of offers including quantitative and qualitativo criteria. 5) Recommend finalists based on; (a) Value of offer (b) Finanolal viability ofthe candidate (o) Proposed transaction structure and/or proposed use of site in questions (d) Candidate's alignment cif interests with the City's goals (e) Solicitation of Best and Final Offers ("BAPO") 6) Participate in tenant selection and negotiation •Select the successful business for the Retail Space, or each portion thereof; assist in the negotiations; supervise due diligence; assist in negotiating the transaction price and terms, Attend public hearings regarding the disposition of the Retail. Spaces, or each portion thereof, as may be required, 7) Pubiie relations oampaign Provider shall design and execute. a public relations campaign that will highlight the available Reiail Spaces. The oampaign shall consist of producing and distributing: press releases and follow- ups with reporters. Potential Tenants List Provider shall file with the City, beginning on the twentieth (p0th) day of the month immediately following the .Effective Date, 'and on the twentieth (20th) day of .each month thereafter, a list of potential tenants :torn whom the Provider has received letters of latent. The Potential Tenants List shall indicate the status of all negotiations. III. INITIAL SERVICES Subject to the terms of Sections 5,2 and 6,3, Piovi'der may utilize and provide any combination of the followinginitialServices-torsatisfy the Scope of Services contemplated herein, 1) A competitive market analysts, tenant mix report and targeted tenant "depth chart;" (oost not to exceed $5,000.00) 2) Delivery of marketing package(s) to include oustotn, graphics and logo, a custom designed brochure, site plan, e. rail campaign and custom window signage (cost not to exceed $000.00) 3) Comparative stadium retail reports to discuss. similarly.sitiiated retail around stadium projects in other Cities (cost not to exceed $3,000,00) 4) Reports recommending various changes to the physical plant (oost not to exceed $5,000.00) 5) Document reviews of the leases to• include r'eaom iendations for:allure lease deals, and the preparation of a template Landlord's Work Exhibit (cost not to exceed $5,000,00) ti) Submarket reports fbata ing the Retail Spaces to be, included in Provider's traditional industry marlcing,tools and reports (cost not to exceed $5,000.00) Miami Ballpa& Retail Leasiug,Prafbss1onal Servloos Agreement Public %aoilities> Asset Management> Re6i1 Estate> Miami Ba11parkPanking IV, IVIMOOTINCx EXPPNSLtS Suhjeot to the terms of Section 6•,A, the City shall Toirnburso Provider for pre -approved marketing expenses, whieh shall included expenses related to; 1) Mailings Z) Sigiiag.e 3) Provider -hosted advertising & marketing events Miami Ballpark Retail Leasing Professional Services Agreement Palle Facilities,> Asset Managemeint> lte l )state'> Miami Ballpark Parking Rellortink, Period; / I tbr mg.b. POTENTIAL TENANTS LIST Tenant Name :laterested Site/Square Footage Letto Inwnt Received Contact Person Phbne •41W041-7S1•ZrP,FAt3'..-,—. Status !Tenant Name • k33.-texested Site/Square Footage irettant Name pinterested Site/Square Footage Contact Person I Blow Proposed Use & Tens Letter of Intent Received coit - 1g3• .42, Status • iTenaitt Name Contact PerSOn f Phone PzciPosPA' Use & T BallpaitlaggailTinz Pitfttsional Services Aggtment - ?sift pacmges Atsecvrarmo.wrient> Realrztate->I0M4 l3a3lpfEkrading Letter of Intent Received —7 'ATM f:K•'? 'friX59M5S0 Letter of latent Received Stuns .5 Status .2)oIT ")" Insurance Requirements Z, Commercial General Liability A, Lihuits 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 Proditots(Completed Operations $1,000,000 B, Endorsements Required: (1) City of Miami included as additional insua`ed (2)Primary Insurance Clause .Endorsement (3) Contingent and Contractual Liability (4) Premises and Operations Liability XI, Business Automobile Liability A, Limits of Liability: Bodily Injury and. Property Damage Liability Combined Single Limit Any Auto, Owned or Scheduled Autos Including Hired, Borrowed or Non•Owned Autos Any One Accident $1;000,000 B, Endorsements Required: (1) City of Miami included as additional insured rIX. Worker's Compensation A. Limits of Liability; Statutory$State of Florida Waiver oThbrogation Employer's Liability A. Limits of Liability: $100,000 for bodily injury caused by an accident, each accident $1'00,000 for bodily injury caused by disease, each employee $500,000for bodily injury caused by disease, policy limit IV. Errors and Omission's Combihed:Single Limit Each Claim General Aggregate Limit Sl•1,000000 $1,000,000 Companies authorized to do business in the state of Florida, with the following qualifications, shall issue all insurance policies required above: The company must be rated no less than "A" as to management, and no Less than "Class V" as to Financial Strength, by the latest edition of Best's Insurance Guide,. published by A,M, Hest Company, Oldwick, New Jersey, or its equivalent. All policies andlor certificates of insurance are subject to review and verification by Risk Management prior to insurance approval, Miami Ballpark Retail Leasing Professional Services Agreement Public P'aolllties > Asset Management Seal Bstatc> Miami .Ballpark Parking ExJ: rr "c" Retail Spaces Miami BallparlcRetail Leming Professional Services Agteeareat Pub11U 1?aollittev a And Manttgeinent > J oai ESstato ' Miami Ballpark Parking '4*Th"IMTIF".4"" 1)4 ri -.... --,. ,,,:,,,,• - ,4-0=.1t4trc,= ,,, • .444.4444:.11.4444-44.1444.444414.4.1444 4•01.4.1440.44414.1. I 4.4.44.44.4 ir NV I, 4,1 ingairk.9701 6....... • 4 . of ...........*A, a ow.... on., one-400.4n. .. om ..."-••••••••.• • ••••-"•offo • oo........O., rok .... t ol . a wt. of of ,....*"7m",,.,,„ „ I ,,,,'-'4 ',", 1-1-* ., -,,y,, . .•--.917m*, * ,, • ,,,, 14 . .." , " "' "'".. . . .1 µ..,,,eve•re40,,,,,,n., 034." ".4m-r, trm- e , I .— toot, — II IMO MIMI li i MAINOWMPPX1044WitaVinjwisqvii MO. 1114 I 1 "a thF 10060.1 .010 atiamaarnva4:01M41447211fai bvni mown I o. bagillAYA • •••• 1•41 .• p44n4.11.1.,.• e• 4444 •• 41.4114.44... • 11, 4.044. .1 WA 1, 0 •444.-m4.4 11 i 1 1 1 l. pootomone tedIMUIVAIMAN wow,. I 1 Yri ft, entruivittt$10: .S414"4.1,/4.1 ' 11117=1, 4 W.1-151011 Uztt • 41..0 • n rm., • 1 JiNliod,oH111 MAYeli• ...W. 1.• 11111 4 •0 11411 • .4.1,1 I. WO • 11 lek:r *"/ 41 1 I . ; r • re) .14Y-4'4 41 ;0. '1111,, lunum.imvoe.e4WAraMiggawitroolavi • !I EXHIBIT "D" RI'1' 369316 • Miami Ballpark Retail Leasing Professional Servioes Agreement Public Facilities> Asset Managemnent> Real Estate> Miami Ballpark Parking "gag raz r. r>:r :plm 1 'r'so t row THI;41T.2.'r'tteZ, P.E. Chief Precuremout Cfcor CityMinager RFP No, H603:16.. July 23, 2013 1108 oC.cC. for Real. Estate LeoSln t $ervloea TO: ALL PROSPECTIVE PROPOSERS: The following oh9nges, additions, clarifications, and detetlons amend the PPP documents of the above cantonal I PP, end shall become an Integral part of the Contract Documents.. Words and/or figures strlaken through shall be deleted, Underscored words and/or figures Shall be added, The remalblhg provIsicns are new ITT effect and rernaln unchanged, Please note the contents herein and refleot same on the cloouments you have an hand. Section 3,1, of the RP? has bean revised as follows: 3,.1. ,5'.',ECI. 'I'GI1''tONSYSCOP !Jr WOJ z olF4/0715W Three of the four parking. garages have retell space(s) that are :available to be leased by the 8uooesstul Proposer. Information. regarding the retail bays for each parking garage: PI: Throe (3) retail bamr, 626 SP; 7,a51,SP; and l438,0 ', respectively, fora total of 23,914 SR P2: Two (2) retail bays; 11,084 SP; end 0,812 SF, respectively, for e total of21,676 SF. PS: On (1) retell bay: 7,601 SS ,Thera is urreotIV_ 6p8. St~ ofleased space In P1 There .Is ourr9.tt?y e$;U 8Pof lees; d smelt., P8 Total available retail spade square footage; 'CA-241,40,CM SF. Additionally, the attached fom titled, Olty of Miami Loos/ Office Cerflftoatton,, le made a pert of thls RPP, Proposers seeking local preferanoe must complete and submit this form at the time, of proposal submittal, ALL OTHER TERMS AND CONI ITION$ OP THE RPP REMAIN THE .SAME. KR/ me Co; RIP Flda SIr}oerely, /� Ks meth Robertson Director/Chief Procurement Officer Page 1 Solicitation Typo and Number: Solicitation Title: CITY OF MIAMI LOCAL OFFICE :CERT J 'ICATION (City Code, Chapter 18', ,A.r: bole ItE, Section 184 ) ( •.e..7PQ/II / 13/1 Q/ 'LI No.123456) (l3idder/Froposer) hereby certifies compliance with the Load Ojloc requirements stated viider Chapter l S/•Artiole III, Section 143.73, of the Cods of the City of Miami, Florida, as amended, Locato, de means a business within the city wlrichmeeta all of the follriwin • criteria: (1) Ras had a staffed and fixed office or distribution point, operating within a' permanent structure with a verf.fzab'le street address that is looatod within the corporate limits of the oily',, :Cott a minimum of twelve(12)' months immediately :preoodirtg the date bids or proposals wore received for the• purchase or con:traot at issue; for purposes of this section, "staffed" shall man verifiable, fall.time,, on,site employment at the local office for a minimum of .forty ,(40) hours per oaleridar weak, whether as fi duly authorized employee, officer, prinoipal or owner of the local business; a: post office box shall not be sufficient to constltnte a local off'foe v4t ihi tite city; (2) If the lousiness is looa,te'd in the permanent structure pursuant to a lease, such lease mast be in writing, for a terun of no loss than twelve (12) months, been in effeot for no less than the twelve (12) months immediately preoeding the date bids or proposals were 'reoeived, and be available for review and approval by the chief. procurement of 'i'cer 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 ftlly..exeouted • lease within the corporate limits of the city that documents, in writing, continuous business residence within the corporate Rinks of the city .for a'term of no less than the twelve (12) months immediately preceding the date bids , or proposals were received shalt be acceptable to satisfy the requirements of this .section, and shall be available for review and approval by the chief procurement officer or its .clasign.'ee; further requiring that historical, cleared rent chocks or other rent payment doottnteittation it writing that c£ocurnsnts. local office tenancy shall be available for review and approval by the chief procurement •°Meer or it designee; (3) Has had, for a :11.4113.11113111 of twelve •(12) months immediately preceding the date bids or proposals Were received for the purchase or oorrtraot at issue;. w ourrent business tax receipt issued by both the.oity'and Miami. Dade County, if applicable; and (4) Ras had, for a aninirntr.•n of twelve (12) months immediately preceding the date bids or proposals wore received for the purchase or oontract at issue', any lioens'e or certificate of competency and certificate of use required `by either tba city or lvliarni-i1 ads 'County that authorizes the performance of said business operations; and • (5) Has codified- in waiting 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 of iue certification. is borne by the business applicant submitting a bid or proposal, 1 ?oRM.clty of Ord toad office aerflflcatlon 7/ag/2o1s• PLEASE PROVIDE TM, FOLLOWING INFORMATION: Bidder/Proposer Local Office Address; « w Does Bidder/Proposer Onduot'verifiable, full- time, on -site employment at the local office for , a lninitratti, of forty (40) .hours per calendar week? , NO YES if Bidder/2roposer's Local Office taza.aney is pursuant to a lease, has Bidder/Proposer enclo-sed a co, of the lease? J.. YES I 'O._. N/A - .... • Hag Bidder/Proposer aclosed a copy of the Business Tax Receipt (B 'R,) issued by the City of isr an.cZMi Mini -Dade County? City of l '.faini: Cite Exent,ptiora; ICJ Bxelgot YES Miami -Dade ,County:, the e Exemption.; emist YESI�IC� Has Bidder/Proposer enclosed a oopy'of the license, certificate of competency and o rtific ato Ilse .that authorizes the N ' .of performance of 'idler/Iroposer's business o a Matiorrs? XlicIder/,Proposer's signature below certffl'es cdrpliance Nvith the Local Office requirements stated under Chapter i.S/.fir ticle Ill:,• Section 18 73.,..of the Cods .of the City of Miami, Florida, as amended, Print Name. (Bidder/Proposer Autliorized Representative) Sipature QaM.Cltyoi WWI Local office Certification %/22/209.0 2 Date FE:An -CiF FLORIDA. °COUNTY' OP Cortitled to atcl gobseribed before ine tibia day of , by (NOTARY $i.,) [gjvrty Public -State -of Vior a) • , (Nam of Notary Tv*,Prii,ix1.pr Stamped) Personally Known •OR Produced :Identification Typo. of Identification Prod:awl* a pdrtivf,•clty of f4lorni Local offido aortiflOatIon 7/22/2013 X3Sii0Date/Time: Rrer Closing Date/Timer Pro-331cl Co oreaca:• X re iti Date/Time: Pre-11101 Lot;ation: City of Miami Request for Proposals (RFP) !quorum loP Oepartmorif Miami: tvelsld0 Collor 444 SW Zid Mono, door Mara!, Florida 33130 Web alto Address; httpVlel,minrriPM ue/praouretnent • W �rtJNM... E'P Nxznnber: 369316 TTit1o: Request for Proposals for.Rsal:1state Leasing Services 08.3UL-2013 O8/01/2013 Q 13:'00:Q0 'one Deatiltnelo iterest-four elarifteatiom-- --`, tiasdity Suly-1-6 2•Q13 t-:0I00—r :n, 33xxyer: Suarez Maxitza, TTarci Copy Submittal Location.: City of Miami w.ty Clerk 3500 Pan .A,>In:aieaa -I rivo Miami F'L 33133 US Buyer E-MailAddress: 1tiszxarez@dminxui,f1,xxs Payer i?'aesizxtit.e: (305) 4O0w5O25 Page 1 of38 Certification Statement Please quota on this foram, if applicable, slot.paioes for the item(s) listed, Retuan ei ned original and retain. a oopy For your filos, ?noes should include all oasts, including 'transportation to destination, The City reserves the right to accept or aleot all or any part of this submission,. Prioes should bo flax, for a minimum of 180 clays following the thug set lox closing of the submissions, In. the event of errors in extension of totals, the unit prices shall govern in determining the quoted prices. We (1) certify that we have road your solicitation, completed the neoossary doo tra1.ents, and propose to furnish. and. deliver; ,0:33. DASTINATIoN, the items or services specified herein, 'The midersigned hereby oertities that neither the contractual party nor any of its pprinoipal owners or ,personnel have been ooraviototl of any of the violations, or debarred or suspended as set b section, 18.107 or Ordinance No.. 12271. All exceptions to this snbnaissiora have been documented iu the section below (refer to paragraph and section): We (1) certify that.auy'and all information contained in this submission is true; and we (1) fiuher oerelt that this 'submission is made. without prior; understanding; agreement, or oonrreotion with any aoxp.oration$ .firm, or person; submitting a submission for the same materials, supplies, equipment, or service, and is iu. all respects fair and without collttsiosr or fraud. We (1) agree to a'taide by all texas and conditions of this solicitation and oertiiy that 1 am authorized to sign this submission for the subrrritter, Please print the following and sign your name: St PPLII3R NAME: P11O11E; .. PAX EM:A.: SIGNED BY: TITLE: DATE: . y' ..: 1Ci .,. . , .e r, A lvn ufzu rrr.81 o"m8 raxlm. 13 Page 2 of 38 Certifications Legal Name darn: Entity Type: Par:triership,, Sole Proprietorship, Corporation, eto. 'eitr Established; Office Location: City of Miami, 1MSiaati Dacle County, or Other Occupational Licensa Number: Occupational License isauing .Agency: Occupational License Expiration Data: 11.4 Will $uboontractor(s) be used? (Yes -or No) Page 3 of 38 Lino: 1 Desorfpton; Disregard this line item, Please refer to Section 4.1„ Submission Reqniroments Category: 9588340 Mat of Measure:, D ollar Milt Priee: $„ Number of Units: 1 Tta1 $, hge 4 of as Roved for Proposals (P.FP) 369316 Table or Cozktokas Terms sand aq.Ciitimer..bl...... ll,r....—..,r.Mlprlluu,qllalrnrr,IrlllMrt„,,,,nr,,,,rurlrUan111H11111nrl,a,I,Innueenq,,,,,,,,0001,rlN,li6 1, (oneral Can61it10110 01 e•.n..1nu....aro..r,.,.n.11ln..noue...ol.+rr..mrr......m.rol.ru..1,.1.r...... 110/6 1.1 C 214g1�.f1T,.'�B1t S AM' CONDITION'S how. nMil olu urur„n•..lnrin,.,uun.,.uaun.u.,uu.n.r.nrnuururw6 2, Speols71 Cpoacli�tio�rxs 26 2.1. P\ I PQII J3/.1,p,.,.,IV,1.,.,r,.,..,V,,..,n,n.,,,r.,.....,....1.,1.1111.......I.3...1.11 ..,..,113,..NH..,..Yell..... 1..... .,1,111t26 2,2, TMAra ,INg FOR ;l CETPT OP BQ ST k't71U.AT?»ITIONAL Ji�1i7Fp(y ]1.P�;,T�I Ny/C1�.4'(1i��WIC TION . • • 26 2.3.TERI�VyI)O CjO�.yyNyl�T�RACTy Yy..q,...... 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NON.'1{{,I 1per,.p{J/ OP�4r%�IA'I1TT/O'11/�K!7+0TP•�F FUNDS 111111111...e..P..r1Y1,111Y.1..v111,,.,Y...1.1.1.1.,.....,tl .,.11..Itl.1,..111,.,Ir 11111111,ef2 [6' .66. yN�y�'"('1•'p��r'��"'I`f�.Qyy'1t .I,I..t� 7I�1cr.(.+yTI,IIONS 111'111.II..Y11..111.11,. 11,I...,..r,,,, 1..111.,11„l,,c,,..111,,..r1,.,l,r..,,,p,.r.1,.11...r.l...III26 2,7, COA1V'j11�1�fsCf,.L1+.O�JyLI}�c.4J•kryT„V,�hI „1•,•..,.,V,..e„n,111. 1.............. 1„.,,....h' 27 2.S, �FAI7LTIl �• yyO+., kk1•I�� EE�•�`�TFOd`J.YEA/��'''''''.ynal.ur....,,nu..,n..1r1..u.nn.un,urrurl....n,..v.n,un, l...Y., 1nu.n....nnu.n.rur,Ye12! 2., A,IVO '.A.NC1 Pn.Q .r+MENTw .YH,4'u.nnU.I4404100000-n....n,.n11.0 )�j 2,10, I4.13 /PPP,OPOSAL CO NCnlllnrl.l.i.1v111'I'I Yl l.rr.,rlII Y,111111.1t11..111.29 y'1 J/LJ1JI,JkW�W7/'�7j CONTRACTADMINISTRATOR � .1,,,.,1.,,.,..,,�2(9� 2.11, COL\.ld�AC r00,4M...,..n,.4,401..,n 1„1...n. 1114......r..11.1n..,n...tf.1.00.1029 2,12, SUBCONTRACTOR(8) OP. SUBCONSUE.T;ANT(S) ,,.. n.11.,1..,n11.1......n..11,n.n.1n,1.1,n1...,.n29 2.13, TERMINATION I.1...... 1r.1r11,n1„1.1.rr...,.„•nn.1.Y.... 0,1...,...n..1..,136 2,14, A] DTTION•A , TEP.M8 .AND CQNTI ITONS nc..,nul. n n.,,um,.nn..u.w, rllnry na.n.nu,n.euuu.r.n,.nre1.30 2.15. 'pm/ay CLIENT (FIRST PRIORITY) ,nnl.rl,111,1.nn1.r,..,nn,.nn,..,1rN1. 1Y..nlnnn,.1...Hnrnnr.l.Y1n1,3,1 ,2,16. %C1(iyT'�A CrB[S(/ALT`,B�jRN1�A.TION(S7 { . . '1 2.17, Co(Y1. N8.4.TXONA I.OPOSAT .n 110, ,110n.,r,,.q1.1..,..... ,nJ1,.:,n1..1.1.r..,....1.nn1.Y 1N...111..1,31 2.18. E�i�+�1;t�LT.I',A;TZOyATMELECT10N1'l7.00i s"5 AND CONTRACTAWARD I1..1n,,.....n...11„n.1.,rr..31 2.19,.,ryI5..�..'�y1a� 1.J,1rO11'r .,I.1 S) ,'S!IC}S .n.u,.nuu1.rruunn,,,,. e.1.„,..an....n.lnonn...,....r.,.nn:n.,...n,nu..,.nrla,nm,332 • 2,20, "' OO^•-8 - y..r . .... .r.......... rn1.n1..r..n„nYr.,.Y111n.n.n.n111,111r,n.ln.n r....:,.h1.....n.,. 322,21;.TRUTH INNEGOTIATION CERTIFICATE ....... 1,.1n11...n.nn......... Y,.,.,n,,1,Yn„r..1'.n.lnnrn.323. Spoolfi0tiotts .ry1...,„,�........,n(..uwwu7....,1..IIII.....1101nnlu..1.1..irr.l...u111.r......un,min.nn.,uu.e...nbin Uv..l1Y..l .....m.00033I •,1[Yyy3,,q•1�,J8d""{-Cry�XCATyv^W`^p`'Y,8MCO EO+•'iYORKua...r111u1n,,.111.,.nr,n.un,.nUnmin.udnl.ulun...... I1nn11n.1rinnfllY33 9'.`IJ1•S/U.h(N1.[1gtys'�S'1oy,1llI tYa_tIy12$1t11101',1tH ��......y 4il .I...(.nn n.. n.nb.n...... ..,1 .,,.... 1...1.Y. 11P,.1,. 0Vr,..r..1111...n1111r;n.4 annn. l q n.I3-661 }�t4,1,Sl'WniF.�A/Vy ISS'S�1.t/'..Yb�.F1a,Vd1�.13 }AVTa ,.r.„Yn,.ln.........Y...,36 5. Evaluator). Criteria a ..,1,41.....,... 6111.. 1rn.n,....n..... 0011401...n....I...nnn 1001/4 ..nr 0.....11n *MU ...... nu 0.11001038 5.1. 11'V'A'GtTA.TI:ON CRITERIA, 11n4,I14100"1..n...n.n..,..,..n,..,.38 • Page 5 of38 Request for proposals (1.1T) 16016 Terms and Conditions 1, General Cosrdltloxts 1.1, GENERAL TERMS AND CONDITIONS Intent ''Ikre General Terofs and Conditions described herein apply to the acquisition of goodslequipxrrent/servioes with an estimated aggregate cost of$25,000,00 or more. Defi'xxition: A, formal solicitation is defined as issuaaroe of an Invitation for Bids, Request for Proposals, Request for Q1:aliffoations, or Regrregt for Letters of interest pursuant to the City of Miami Procurement Code and/or Florida Law, as amended, p'orxtaal Solicitation and Solicitation shall be defined in the same manner heroin, l„l., •ACCEPTANCE QV GOODS ClIEQUIPItifENT - Any good(s) or equipment delivered; widen this formal soli.oitation,i,F;appifoable, shall remain, the proparty ofthe-seller untite physical iuspeotion..and actual usage ofthe good is made, and thereafter is aoeepted as sattsfaotor ' to the City, It must comply with the terns hereixtnrrd be fully in acoordarlce with speoifieatiens and of the highest quality, In the event the goods/equipment supplied to the City are found to be defective or does not cdufrrrrra to speoffloations., the City reserves the right to barroel the order upon written notice to the Contractor and return the_product to the Contractor at the Contractor's expedse, 1.2.ACCEPTANCE 0If OPl♦J R - The biped or electronic submission of your solieitatiouresponse.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. A.CCE,PTA) C14/It>•G CTLoN - The 4 tyreaerves the right ta• aooelrt orxejcot any or all responses or parts of after dpeninglolosiug date and request re.issuance onthe goods/services described in the formal solicitation, Ia. the event of such rejection, the Direotor Of Purchasing shall notify all-affeoted binders/proposer and maim availab1c:a written explanation for the. rejection, The City also reserves the right to reject the response of any bidder/,proposer who has previously :filed to properly perform under the teams and. conditions 'of'a oontraot, 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 fitrther xoser'ves the right towaive any irregularities Or minor infotealities or ttab leatities to any or ttll-responseeatad m''ay; etas-diseletiorr, rvisstte this formal sdlieltation. ' 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 pit; http;//www,of.r{ami.l:l,ua/pr000r'ement 1,6, AL'I"ERNA,T1t JCt'G;,S7,?ONSU+',S MAY BE'CONSZTFEVED The City may ()molder One (1) alternate response from the saute Bidder/Proposer for the same formal solicitation; provided, that the alternateresponse offers a dilt'brout product that rheets or exceeds the formalsolieifation requirements, In order for the City to consider an .alternate iesponse, the l idder/Proposer shall complete a separate Prioe Sheet fon* and shall mark "Alternate Response", Alternate response shall be placed in the same response. This provision only applies to formal Solicitations for theproourement of goods, services, items, equipment, materials, and/or supplies. 1.6. ASSIGNIVIANT N Contractor agrees not to sttbooattaQl assign, transfer, convey, sublet, or of otwiso dispose Of the resulting Contract, or any crr all of its right, title or interest herein, without City of Miami's prior written oonsont, A.TTo1 NRYrS iG E>`f 3h oonneotion 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 o08' Request for Proposal's (OP) 369316 prooeediugs, 1,8':A:Uk7XT 14,111411TS AND RUCOIthS IIBTONTTON i'he Sueoessiu1Bidder/Proposeragrees to•provide. aaeess at all reasonable dines to the City, orto any ofits duly authorized representatives, to anybooks, doournents, papers, and records of Contractor which are directly pertinent to this formal solicitation, for thapurpose of audit, examination, at apt; .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 thteo.(3) years after the City makes final payment and all other pending matters ail) Plosed, Contractor's failure to or refusal to comply with this oenditien Shall result in the ituodiatg cancellation of this contract by the City. A.VAILABILITY'OX" CON'fli.AC'P STAT13.: ID)33 My Governmental, aot°for-profit or chess: goverotnentaf entity in the Stale ¢f Florida, may avail itself of this contract and purchase any and all .goods/services, specified herein Reomthe 811coossel1 bidders)"/proposer(s) at ter contract pdco(s) established herein, whoa permissibleby federal, state, and ioeal laws, miles, and regulations, Bach. Clovers mental, not.for,profit or quasiloveriateattal entity winch uses this fbrina1solicitatioia. and resultingbid contractor agreoL oiti Will; establlsl its own ooutraot/agroeluezit,.place its owii orders, issue its own purchase orders, be invoiced there from a d mails its ownpayments, determine shipping terms and issue its own, exemption certlfoates as required by the suecessftrl•bi der(s)/proposer(s), 1.10, tl.W& D OF CONTRACT: , A, The Formal Solicitation, Bidder's/Pa oposer,'s responses any addenda issued, and the purchase order shall constitute the entire conixaot, unless modified hi accordance with any ensuing contract/agreement, amendment or addenda, B. The award of a contract whore there are Tie llids will bo decided by the Director of'Purchasing or designee hi the instance that Tie Eids can't he determined by applying Florida Statute 2.87.0fl7, Ptrfereaiee to Businesses with, Drug -Poe Workplace Programs. C, The award of this contract maybe preconditioned on the subsequent submission of other documents as speoiffad in the Special Conditions or Tea11111oa1 Specifications, Bidder/Proposer shall lion). defdult of its :contract tal obligation if such documents are not.subniitted in a timely.ummier and in the foam required .by the City. 'Where Bidder/Proposer is in default oethos° contreetual requirements, the City, through notion taken by the Purohasitag Department, will void its acceptance, of the Bidder's/l''roposer's Response and may aooapt the ;Response from tics noxt.lowoat.itespoiasive,.rasporasiiale Bidder ar PropnsaFit ost advantageousto the City or se.solicit the City's Ter uirementa. The City, ni at its solo discretion, y seek monetary resttution from Bidder/Proposer and its bii/proposdl bond drp iaranty, if applicable, as a result of damages or increased coats sustained as aresult of the Bidder's/Proposer's default, • D, 'Mo tertxi of the contract shall be specified Inoue of throe doouaaaents Which shall be issued to the suecessfel Tilddor/f'xoposer, These documents/nay either be apurohaso order, natio° of award aisdlor oontratot award sheet, X.'The City reserves the right to automati'catly extend this contact for up to one•hundred twenty (120) oalendar days beyond the stated contract term in order to provide City departments with continual service and.suppiies while a new contract is being solicited, evaluated, and/or awarded, if the right is exercised, the•City shall notify tim Bidder/Proposer, in wtfting, of its intent to extend the oonttact at the same price, toxins and conditions fin a, speoifio null or. of days, Additional extensions •ov'er the first one hundred twenty (120) day extension may occur, if, the City and the Sueoossfal Bidder/Proposer arroitrtnutual agreement of such extensions, F. 'Where the contract involves a single shipment of goods to the City, the contract term shall conclude 'upon comuplofloxi of'tho'expressed or implied 'warranty periods. Page 7 of38 ltequestfor Proposals PP) 369316 GI, The City reserves the right to award the contract on, a split -order, lump sum or individuaidtern basis, usual combination as shall best serve the interests of the City unless otherwise specified, 11, A. Conta'aot/Agrec,nent may be awarded to the 13idderf1 reposer by the City Coanmission based upon the' minimum qualification requirements reflected herein. As a result of a 1 fl', PPQ, or VII, the City reserves the right to execute or net execute, as applicable, an Agreement with the Proposer, whichever is determined, to be in the City's best interests, Such agreement will be fluinislxad by the City, will contain certain tar'ms as at'e In tho City's best interests,. and will be..subject to approval as to legal form by the City Attorney, 1..1.1. DID 1301sM[) TI) SECURITY » A cashier's or ceriif'ied cheek, or'•a Bid Bond signed by a recognized surely company that is licensed to do business in the State of Plerlda, payable to the City of Miami, for the amount bidis required.frortt•a11 bidders/proposers, if so.indioatod under the Special Conditions: This check or bond guarantees that a bidderiproposerwill accept the arderor ooritract/aVeament, as bid/proposed., if it is awarded to bidder/proposer, Bidder/Proposer shall forfeit bid deposit to the City should City award °entreat/agreernent.to Bleldar/?roposor and llidder/Proposerfails. to accept the award. Tho City reserves the right to rojoot any and all surety tendered to the City, did deposits are returned to misneoassfitl bidders/proposers within ten (10) clays after the award and successful bidder's/proposer's acceptance of award. If sixty (60) days have passed after he date of fha formal solicitation closing date, and no oontract has been awarded, all bid deposits will be returned an demand. 1,12. X .I SPONS,X $0 (1 1000P 11011117AT) ,A11 #brims should be oorxlploted, signed and submitted acoordingly, 1,13, DM Slt CC71 XTf' P'OJl PRIT,b)A LIQXJXD, TD S DAIVAC S hike to execute an Agreement and/or file are acceptable Perforananoe Bond, when requiredr as.provided heroin, shall bejust 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 ht mitigation of daaaiages sustained, Award naay then be made to tho next lowest responsive, responsible Bidder or Proposal most advantageous to the City or all responses maybe rejected, 1,14.131i.AM) NAMES.- if anct wherever in the specifications brandn:anxes, ruakes, models, names ofar[y' u anut',uotrrers, trade manes, or bidder/proposer catalog numbers are specified, it is for the purpose of establishing the type, Nictiononinimum standard of design, efficiency, grade or quality of goods only. When the City does not .wlsli to rule out other competitors' brands or makes, the phrase'OP, llQU " is added. 'When bidding/proposing an approved equal, Jdiddexs/Proposers will stzbrnit, with their response, complete sets of necessary data.(footory information sheetkepooifications,'breotittires,,ete:)1a .a ex bT the Cftlo ov�.ttato and determine the equality of the item(s) bid/proposed. The City shall ba the sole judge of equality and its decision shall be :Snal. Unless otherwise specified, :evidence in the .fbtxii, of samples maybe requestod.if the proposed brand is other titan specified by the City. Such 'san 1es are'to be ,irrnishadaftex 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. 1.16, CANC'2LLATIO1 M The City reserves the right to canoel all formal solicitations before its opening/closing: lo. the event of bid/proposal oaraoollation, the Director of Purehaaing, shall notify all prospeotivo bidders/proposers and make available a written explanation for the cancellation, 1.16. CAPITAL tXPH T1]xTT7kiLS - Contractor understands that any ea anra fl al expenditures that t tm anakes,'or prepares to make, in .01.dor to doli'vex/perform th,e.goods/serviaes required iiy the City, is a business risk which the oontraotor must assume; Tire City will not be obligated to reirnburse.amortized or anamortlzed capital expenditures, or to maintain the aplprevocl statue of say oontraotor. If oontraotorhas been unable to recoup its capital expenciltures during the time it is rendering such goods/amigo, it shall rrbt.have any claim upon the City. 1.17, CITY NOT LT4BU ] OR llh',l,,A,Y,q - Xt is fltrther•expressiy agreed that in no event shall the City be liable Page 8 of 38 Request for Proposals (111lr) 369318' for,•.or rosponsiblo to, the Ilidder/Pr'oposer/Consultant,. any snbwooaitraotorlsuty.cons11itattt, Or to any other person for, or on account of, any stoppages or delay in the Workhoroi r provided for by injunction or other legal or equitable proceedings or on a000r nt of any delay for day causer over which the City has no control, 1.18. COLLTISIO.N µBidder/Proposer., by submittitrg'a response, certifies that its response is made without previous understanding, agrwarn or connection Dither with any person, ftni or Corporation submitting a response for the same iterrrs/services or with the City of MianiPs'itlrohasingDepartr ent or initiating department The Bidder/Proposer certifies that its rejponso is fair; without control, collusion, fraud or other illegal action,. Bidder/Proposer certifies that it is in compliance with the Conflict of7ntorest and Code of 1 tbios Laws. The City will investigate -all potential situations whore 00111181011 may have' marred and the City reserves die right to reject any and all bids/responses where collusion may have.ocourted, 1,19, COMPLT:ANCXI WITS 71JDEItiiL, ST.T1 . ► Loca, LAWS . Contractor inulerstands that oontraots between private entities and local govemu:tents ate subject to certain laws and regulations, irtotudirlg laves po raining to public records, conflict of interegt, records keeping, eto, City and Contractor agree to comply with and ebservo all applioable laws, codes and ordinances as that may in any way affect the goons or equipment ofoxrd, inotudiug brit not limited to; A., 13xecntivD Carder 11246, whlob prohibits discrimination against any employee, applicant, nrelientbecauso of moo, arced, color, national origin, sex, or ago with regard to, but not limited to, thefaliowing: employment praotioes, rate of pay or other compensation methods, and'training se'lootiora, l3, Oooupational, `Safety and °health Aot (OSSA), as applicable to this Formal Soli©itatiors. C. The state of Florida Statutes, Section 287.,1330)(A).onPublic runty Crimes, T), :Environment Protootton Agency (RA)', as 'applicable to this Formal Solicitation, Di Uniform Commercial Code (irlo'rida• Statutes, Chapter 672), V, Antet1cans with Disabilities .Act of 19.90, as amended, 0, National Institute of Cooupational Safety Hazards (bilOSS),.as•applioable to this Formal Solicitation., E1. National Forest Products Association (NFU.), .), as applicable to this Formal Solicitation, • I. City Procurement (Ordinance City Code Section 18, Article III, 3, Conflict of Interest, City Code Section 2411;61, K. Cone of Silence., City Code Section 18.74, L, The Florida Statutes Sootions 218,78 and 218;74 ma bompt Payment, Lack of knowledge by the bidder%preposer will in no way be, a cause for relief from'tesponsibillty. Norvco.npliance with all looal, state, and federal diredtives, orders, and laws• may be. considered grounds for' termination of oontraot(s). Copies of the City O'xddnatroes may be obtained from the City Clerk's Office, 1.20, COM 08'SILENCE M Pursuant to Section .1844 of the City of Matti'Code, it `'`Cone of Silencea° is unposed' upon each RF,P, BPQ., R7T.I, or.1F13 after advertisement and terminates at the time the City Manager issues a written reoorrarnendation to the Miami City Commission, The Cote of Steen* shallba appiioablo only to'Contraots for the provision of goods and serw'ioos and public works ox improvements for amounts gr6ator than $200,000, The Cons of Silence prohibits any oommunioaticn regarding IIPPs,1 Qs, MI or 111 (bids):botween, among others: Page 9'of 38 Request for Proposals (Risk) 369316 Potential vendors, service providers, bidders, Iobbyista or acitsultairts 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 alit'' member of the respective seleotion/evaluation committee: The provision does not apply to, among other norraimnioationsr .oral ooaiununioationswith the City ptirohasing staff,.provlded the con munioation is limited strictly to matters of process or prooedi ° already con'taimed in the formal solicitation document; the provisions of the Cone of Silence do .not apply to 'oral communications at duly iiotiood site 'Visits/inspeotiona,pre'-proposat or pre -bid conferences, oral presentations before selection/evaluation coxiniaitteos, contract negotiations dining aq dilly noticed public meeting, or public presentations made to the Miami City Commission dttrixtg.e duly noticed public meeting;. or communications in, writing or,by email army time with any Chit' employee, official or member ofthet.City Commissionuii1dsa specifically prnitibited by applicable RPP,1tFf ,1'I.f or MB (bid) documents (Soo Section 2,2. of the Special Conditions; or 00111rnttriiontioft itt oonnett1on with tho collection of Indury comments or the perfosrriaace o:E'market resbaroh regarding a particular lin, RFQ, Rai OF. RIB by City Purohasing staff. Proposers or bidders must file'a copy of any written ootnniu.nloafions with the Office of'the City -Clerk, which d'haf be made available to any person upon request, the City siidll respond in writing and, file a Dopy with the Office of the City Clerk,' which shall barnacle available:to any person upon:request, Written communications may be'fn the ;Form o'e tr,.ail,'with a. copy to the' Off cioof the City Clerk. In addition to any otitor penalties provided by law, violation of'thc Cone of Silenceby any proposer or bidder shall render any award voidable. A. violation by a particular Riddet, Proposer, Offeror, Respondent, lobbyist or consultant shall subject same to potential penalties pursuant to the City Code. Arty 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 Coritmissioti, Proposers or bidders should reflstonce 5eotion x 244 of'tbe'City of Miami Code for•flirther clarification, This language'is only a sutnixlary oftho key provisions of the Cone of Silence. Please review City of lviiarni Code Section l8.74 for a conapleto and thorough description of the Cone of Silence. You may ooittaot the City Clerk.at ? 0'5-25b-53.6Q, to obtain. a copy of same. 01, COCONITIMINTWITY. As apolitical subdivisicn,'the City of 141iaini is stibjeot to.the VlotddaSunshine. Aot and Public ] eoords taw, if this Contact/Agreement contains a oonildentiallty provision, It shall have no application when disolo ure fs red•ttit'ed by Florida law or upon court order, 1.22. COMP LICI' OF 1NT. RIST M 311dders%l'roposers, by responding to this Formal Solioitatioti,.certify that to the best of their knowledge or belief, no elected/appointed oilxolal or employee o;fthe City ofMiatnf is financially, interested,, directly or fit iteotiy, In the purchase of goods/service's specified in this Normal Sblloitation. Any such interests on the part of the Bidder/Proposer or its. employees most be Molt/sod its writing to the City, Father, you rntist.diseiose the'narne of any City employee who awns, .dixeotly or'indirootly., an interest of fie 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 lrrtowledge,property or resout'oa which may be within Iris/iier/its frost, or perform his/her/its tinges, to soave a special pri' ilege, benefit, or exemption for hints °if/]tarselflitself, or others', Bidder/Proposer may not disclose or use information not aveflable to members of The general public and gained by reason'ofitis/her/its position, exoept for informnatfor i;elating exo'lnslve'ly to governmental praotioes, foals/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 atiy third party before any Page 10 oi'.38 Request for Proposals (UP) 369316 board, commission or agency ofthe City within the past two years, 131dderNroposer farther warrants that he/she/it is not related, s eoiflcaliy the spouse, sort, daughter, parent, brother or sister, tot (i) any number of the commission; (ii) the mayor; (111) any ofty employee; or (iv) any member of any board or agency of the City'. C, A, violation of this section may subject the Dickler/Proposer to 19nmediate"terxninati•o a of any professional Services agreement with the City, bnposition of the maximum find and/or any penalties allowed by laW, .Additionally; violations may be oonsidered by and subjeot to action by the h inrai,•17ade County Commission on Ethics. 1,23, -COPYRJORT pR PAT a T 11t1GATS —Bidden/Proposers warrant that there has boon no violation of copy>sdght or paterttrights bit rnanufaoturing, produoing, or selling the goods shipped a ordered and/or services provided as a remit of this formal solicitation, and biciders/pr,oposars agaee.to hold the City harmless from any rand al1 liability, loss, or expense ooaasioned by any such violation, 1,24, COST .V'C'C]ttR1.11 A( AID DE PRCPO$)R a ;All expenses involved With the preparation and submission 'of'Responses to the City, or any wont performed in connection thorewith shall be boron by1tte 3iir4dederyr'y(ss)/Proopo�'sger(rsrY)r, AND Cf p� yta�YCY Y��ir�i ,y y y .1,ZS+J-.�d''.uw .IS�.1 .111 Y.1: Ali D V'W 47A �, NSI`oJ. S (Sec 18407 (a) Authority and requirement to debar and auspond. Mar reasonable notice to an actual or prospective Contractual .'arty!, and after reasonable. opportunity for smell pasty to be heard, the City Manager, afteroonsultation with the 'Chief Procurement Officer and the ni r attorney, shall have the authority to debar a Contractual Party, for the causes listed below, from consideration for award of ttity Contracts, The debarment shallba fora period ofnot fewer than three years, The City Mar shall.also have the authority to suspend a ConttaotctalParty from consideration for award ofcity Contracts if there is' probable cause for debarment, pending 'the debarment determination, The; autharity to debar and suspend contracfors shall be exercised in accordance with regulations which shall be issued by the Chief Procurement ()fdoer alter approval by the City lvXanager, the) city attorney, and the City Commission, (h) Causes for debarment or suspension, Causes for debarment or suspension include .the following! , (I) Conviction for commission of a crirnina1 offense incident to obtaining or attempting to obtain. a public or private Contrast or suboontraot, or incident to the performance of such Contract or subcontract, 2) Conviotion under state or federal statutes of embezzlement, theft, forgery,bribery, falsification at daai tntiortofr000t l ex ncaivixtg.stolen.proporly,.ox..anyotberoffeitseindiaatin a lack of 'business integrity or business, honesty, (3) Conviotion under state or federal antitrust statutes arising out of the submission. of illds or Proposals, (a) Violation of Contract poviaions, which is regarded by the Chief Proourement Offioer to be. indicative of comes.>Qnsibility, Snah°ttio!atfotxaxtay include failure without good cause to perform in accordance with the tarns and conditions of a Contract or to perform within the time litxdts provided in a Contract, provided that gain to perform caused by acts beyond the control of a party obeli notbo considered a basis for debarment or suspension, (5)• Debarment or suspension ofthe Centennial Party by any federal, state or other governrttental entity, (6) False oertifioationpursuant to paragraph (o) below, (7) bound in violation of'a'zoning ordinance or any outer city ordinanoo or regulation and for which Page 11'of38 Request far Proposals (1 FP) $ 693 i6 the violation remains noncompliant. (8) Found in violation; $ e Zoning ordinance or any other city cr'dinan%) or regulation and for which a oivil penalty or fao is duo endowing to 'the city. CO) Any other cause judged by the City Manager to be so serl'ous and compelling as to affect the responsibility of to Contractual fatty performing city C'eniracts, (c) Certifloation,', All Coxttraots for goods and sarvioos, sales, and. lapses by the city shall contain a oertifioation that neither the Contractual Party not any of its principal owners or personnel have been convicted of any of the violations sot fbrth above or debarred or suspended as set forth in paragraph (b)(5)f (d)Deba>xxrent.and suspensioxa.dooisious•, Sabi oat to•the provisions sof paragraph (a), the City Manager shall.render a written decision stating the roasotas for the debanztent ot! suspension, A copy Of'the decision shad be provided promptly to the Contractual? arty, along with a notice •of said party's tight to seek judicial relief. 1.26. DRBA,RRVD/$TJSP3Nl D] f V3]10O1 5•.-.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 appublic entity, may not submit a response on a contract with a public, entity for rite oonstruetion or repair of a publiobuilding or public work„ xnay not submit response on leases.af real property to a public entity, may not award or� nperform work as a oontractor, supplier,. suboorxtraotor, Dr consultant uu.dar coated with anypttblio entity, m t h:arxsaot business with any public entity.' phi 1,4,-Otir/I AU.'C,TIR1 TO PERFORM The City shall be the Sole judge of nortperformanoa, which shall Include any failure on the part of the successful biidtler/Proposer to accept the award, to fliraish required documents, and/or to fulfill any portion of this oontract within the tituo stipulated, Upon default by the anooeasful.i3ld:det/Proposer to meet any terms of tbrs agreement,. the City wilt toffy the Bidder/Proposer of the default and will provide the oonttaotor throe (3) days (weekends aua( bol'tdays exoludod)•to remedy the default. Failure, on the contractor's; pert to correct the default within the requiredd:woe (3)days shall result in the Contract being terminated and upon the City notifying in writing the contractor of its intentions and the efl'eative date of'the termination, The following shall oonstitdte default .A., Failure to perform the work or deliver the .goods/services required -ender the Contract.audforWithin tho time required or failing to use the suboonttaators, entitles and personnel as identified and.. set forth, and to the degree Specified in the Contxaat. • 13. Failure to begin, the work under ih'is Contract width: the time_spoolfiieti.. C. Failure to perform the work with sufficient workers and equipment er with sufficient materials to ensure timely completion, 1i,. NoIcotJitg or refusing to remove materials or perform new'Work where prior wor1t has been rejected as. noXnteonfomaing with the terms of the Contract. 000rtaing ittselvent, being declared bankrupt, or oommmitting any not ofbanitrupteyor 3xtsalvextay,. or making axe, assigtttnettt far the benefit of creditors, if the insolvency, ban1at>irtcy, or assignment renders the successful Bidder/Proposer taoapebte of'performing the woz'k in.'a000rdaaoe with end as required by the Contract. Y. Felton) to comply with any o1 t'he terms of the Contract in any material respect, AlI costs aiad charges incurred by.th;e City as'a result of a, default Dr a default inourred beyond the time limits stated together with the cost 'of completing the•wbrk, shall be deducted from any monies due or which may become doe on Page 12 of88 ' Request for Proposals Otis']') 369316 this Contraot, 1,28;DETERMINATION Or RESPONSIVENESS - &ao}t Reap onsewill be reviewed to determine if it is responsive -to the submission requirements outlined in tlaep`orrnal S'oIt`oitation, A °`responsive"response is one which follows the requirements of the formal aolioitation, includes all documentation, is submitted in the foraiat•etrtlined iu the formal solicitation, is of timely submission, and has appropriate signatures as required on each dacttmant, Failure to .comply with these recpuirernents array deem a Response non-rosponsivg, 1=29, DISCOUNTS OFFERED DtatMGx FPu1 1 OR CONTRACT 4DisoottntPrices offered intho,respense shall be fixed after the award by the Commission, -unless otherwise specified in the Special Terms and. Conditions. Price discounts off the original prices quotedin the responae•will ba tocepted.toin success1tt113iddor(s)/I'a'oposer(s) •during the term of the contract, Snob discounts shall remain in effect fora minimum of 120, daya;frotn• approval by the City Corunission Any discounts, offered by a manufacturer to 131ddor/Proposer will be passed onto to City, 1.30, DISCREPANCIES, ES, P;RtOI.Sr OWSSxoNs - Any disorepanoios, errors, or ambiguitioa in thermal Solicitation or addenda (if any) should bereported in writing to the. City's PuroItasin ,Depar'tmer1t, should it bo found neoessary, a written addendum willbo incorporated in theFormal Solicitation and will become part of the purchase agreement contract adamants). The City will not be responsiblefor any oral instructions, clarifications, or (Ahax communiestions. A. Order of Precedence — Any inconsistency in this forraial solicitation. shall be resolved by giving precedence to the following documents;. the :first of such list being the gover atng documents, 1) Addenda (as applicable) 2) Spec ifoatioaaa,.,,,,; ..w 3) Special Conditions 4) C;eneral Tenn and Conditions 1,31, EMERGENCY / DISASTER PERFORMANCE - 1n the event oft hnrrltsane or other emergenoy or disaster situation., tiro sueeesafttl vendor shall provide the City with, the commodities/services defined within the scope of :this .format aolioitatioai.at the price contained tvitlrin vendor's response, Portlier, suooessfut vendor shall d©liver/perform for the oily on a priority basis during such times of enaer'genoy, 132,1tNTIRE RID CONTRACT OR AGREEMENT - The fill Contract or Agreement consists of.this"City of 1CCiattatra i`S'tilicikat'ioffa rti edi allythis-Cenerateonditkins=Seotioat, Contranterls-1 esponse.and-a'ap then agreement entered into by the City of Miami and Contractor in oases involving 1il?Ps, IWO%, and BJ'MIs, and represents tho entire understanding and agreeanont between the parties with respect to the subj eot ntattar hereof and supersedes all other negotiations, understanding and representations,, if any', n adeby and between the parties, q'o•the extent that the agreement conflicts with, modifies, alters or changes any of the terms and conditions containedin the Formal. Solicitation and/or Response, the Foranal Solicitation and tiren.the Response shall control, This Contract may. bet modified only by a written agreement signed. by the City of Miami and Contractor, 1,33, ESTIMATED QUANTITIES —Rstimated quantities ar estimated dollars aro provided for yottr guidance only, No guarantee is expressed .or implied as to quantities that will be purchased during the aonti act period. The City isnot obligated to place an order for any given amount subsequent to the award of this oontraot, Said estimates may beatsbd by the City for pulps es of determining the low bidder or most advantageous proposer meeting speoifli oations, The City reserves the .right to acquire additional quantities at the prices bid/proposed or at lower ,pdoes in this For'utial Solicitation 1.34, EVALUATION •OP' RESPONSES Page 13 of38 Request for Proposals (liP11369316 AgCjection of Responses The City may reject a Response for Any of the following reasons; 1) l3idctor/PProposer fails. to acknowledge receipt of addenda; 2) Dickler/Proposer ixiiatates or conceals any xnaterinl foot in the Response; :3) Response does not conform to .the acquirements .ofthe Formal Solicitation; 4) Response requires a conditional award that wallets with the method of award; S) Response dogs not include required Damages, oertfi'icatos, licenses as required; and, d) Response was ;not exsonted by the Bidder's/Proposer(s)authorized agent, The foregoing is Mt an all indlusive.list of reasons fox wltioit a Response may be rejected, TheCity mey rejectedre-advertise for all or any. part of the Formal Solicitation whenever it is deemedin the best interest oftlae City, l3. Bllmittatioat 14•rom Consideration t) A eorttract shall not be awarded to any'porson er tltru which is Warmers to the City upon any debtor contract; or Which is a defaulter as surety or otherwise upon any obligation to the City', 2) A contract may not bo awarded to aity,person or firm whioh has failed toiperfonneader the terms and conditions of any previous contract with the City or 'deliver on time Contracts of a similar nature, 3) A. contract may riot he .awarded to any person or firm which has been dot arredby the City 11t,.a000rdaneewfth the Oity'e Debarment end Suspension Ordinance, C. I3oterminatlon of Responsibility 1)' Responses will only be adiisidered fioin etttities who are regularly oogagod in the business oflproviding die . gUodsIeq i 7tr'rent/a0rvIDes required byythe Formal Solicitation. Bidder/Proposer twist be able to demonstrateu satisfactory record, of performance and integrity;'arid, have sufficient financial, .ei.aterial, equipment, facility, persona 1 resortroes, and expertise to tate6t all contractual requirements, T,ho terms "equipment and organization," as use d'hereiaa• shalt be construed to paem a fully equipped and well established entity in line with tile best industry praotioos i1i the industry as determined by the City,• 2)The City may consider any evidence available regarding the financial, technical and other g}1a11fioatitus and ailities_of'.a_13idder/Propeaer, Iitclut i at_;iot. iaoo,(a eriartoe) With t e City or any other go1lerOttiaaatat. entityin mal ing the award, 3) The City racy regthire the Bidder(()/Froposor(s) to show proof that they have been dosigtrated as an authorized repteesentativ'e of a manufacturer or supplier wliioh is the actual source of supply, if required by the ,Formal Solicitation. 1,35. ldxCEI 1IONS TO GiltIORALAlsIDIO SPIIICIAL co1 DITIONS QRbl'I1CIFl;CATION5 Itoeptictis to the specifications shall be listed on the Response and shall re£ererive the section, Any oxoepticns tp the . eii.eral or' Special Conditions shall bo cause for the bid (W:13) to bo considered rion••responsivo. It also maybe eatitsear a MT,1z11'Q, or Blil,i to be considered, nonyreasponsive; and, if exceptions are taker. to thotoritas and conditions at the resulting agreement it may lead to terminating negotiations, 1..3 d V.A., DZSTxwATION - Unless otherwise specified in the 11one:el Solicitation, all penes quoted/proposed by the bidder/proposer must be P;033, DB$TIbi'A.TION, inside delivery, with all deltveiy costs aitd charges included in. the bid/proposal price, iuuilcss otherwise Specified in this pormal Solicitation. Failure to dose may be cause for rejection of bict/prolioaal. 1?age 14 of36 Request for proposals PP) a69316 1.57, r PRIC I1 - The bidder/proposer warrants that prices, terms, and aondtions.quoted'irt its response' ill be fitrat1iroughoutthe duration of the. contract unless otherwise spepifiedin the Formal S.olicitatioti, Sueh•priees will remain. Erre for the period ofperfbrinarrne or resulting purchase orders, or contracts, which •aro to be performed or supplied over a period of time, 1.81 ELOXtl'.t;lA IMMIX WAGE The Constitution of the State of h'iorid'a, Adele X, Section 24, states that employers shall pay employee wages no less tart the minimum wage for animas worked iix Plorlds, Accordingly, it is -the contractor's and its' suboontractox(s) responsibility to understand and comply with this p'lori'da constitutional minimum ' age.r'equirement and pay its employees the current established Mindy minimum -wage rate, which is . subj cot to Change or adjusted by the rate of inllat1an using the oonsutuor price indent for urban wage oarners and °logiotd'workers, CPk.W, or a auccess-or Wet as calculated lay the United States Department of Labor. Bach adjusted minimum wage rate.oaioulated shall be determined and published by the Agency Workforce Innovation on September 80thi of each year and take afoot on the following January 1st, At the time of responding, it la bidder/proposer and liis/hersub oontraotor(s),.ifapplicable, full responsibility to determine Whether any .of its employees maybe impacted by this Ploridal Law at anygiven point halite dining the terra of tlae o intraot. if it npaoted, bidder/proposer must furnish employee name((), job title (s), job description(s), and current pay rate(s). Failure to submit ibis'information at the time. ofsubmitting aresponse oonstitutesuccessful bidder's/proposer'a aektrowledgo;tuent.and understanding that the Florida Minimum Wage U wfl1 not impaotits prices throughout the term of oontraot and waiver of any contraotualprtoe increase retlusst(s). The City reserves the tight to request and successitti bidder/proposer must provide for any and all information to:make a wage and contractual price intsrease(s) determination. 1.39. GOVERNING RNING LAW AND VENUE -Ile validity and of,%et 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,. klEADINCS AND TERMS The headings to The various paragraphs of this Contract have been inserted fat convenient refcr©noe only and shall not tn.any manner be construed as nzodlfyirig, amending or affeoting in any way the expressed terms attd provisions hereof, 1,41. flEALTII. SE'7ELANCE PORTA:WU-IT AND ACCOUNTABILITY ACT (MPEA) w Any pergola -or entity drat performs or assists the City of Miami with a function or activity involving the use.er disclosure of "irelividuali_y-identiilabie.thealth..inform,abort-:(1I: l)_andkr.Psetectad_zdaalth nformatiA:ttalt) shall coraip �r 1t the xdeait'i lnsinrance?ortability and A.00nuritabiiity A,ot (z-riPAA) of 1996 and the City of Miami Privacy Standards, EIEP AA..mandates far pr vaoy, seout`lty and electronic ttansfer standards, which include but axe rnot 1ijnited to: A. Use Of information only for performing scrvicoa required by the oontraot or as required by law; 1d, Use of appropriate safbguards to pieventnoi eriiitted.disclosures; C.Reporting to the City of Miaint of any non: -permitted use or d ologma; D, A;ssurarrces that any agents and subcontractors• agree to the same restrictions and conditions that apply, to the Bidder/Proposer and reasonable assurances that MIMI willbe hold eanfitlential; E. Making Protected IEXeaith information'(]?XTI) available to the customer;: X+^, Making ;SETT available to the customer for review and amendment; and incorporating any amendments requested by the customer; C, Making PEX available to the.City of Miami ibr an accounting of disolosutas; and IL Making internal pra'otiooa,. books. and records related to PM available to the City of.Miatxd f'oS.cot 1i11anoo audits. Vega i5 of98 Request fa Proposals (OP) 369316 1� 17 shall maintain its proteoted status regardless of the form attd.mnthod of transmission (paper records, and/or eleotronie traraafor of data), The Bidder/ Proposer must give its customers written notice of its privaoy information praotioes including specifically, a description oftbe types reuses and disclosures that would be made with protected health information, 1,4211V15Z11911t11GICAT1ON Contractor shall indemnify , hold hareem and defend the Cft r, its ofYfioials, offluers, agents, directors, and employees, from liabilities,, damages, losses, and costs, including, but not limited to reasonable attorney's fees, to the extent.aaus.ed by the negligence, recklessness ax intentional wrongful misconduct of Contractor and persons employed. or utilized byContraotor in the performance of this Contract and will indemnify, hold harmless and defend' the' City, its offfloiais, officers, agents,. directors and employees against, and civil actions, statuttny or similar claims, itiiitaie's or damages arising or resulting .lion the permitted work, even if it is alleged that the City, its ofiloials.•andi r entp1b o'es were negligent, `These indemnifications shall.survive the term of this, Contract, In the event that any action or proceeding is brought against City byt:oasrm of any stall• claim or demand, Contactor shall, upon written notice ikon City, resist and •defend, snob action, ox'proceediug by oounsel.satisdtctar<y to City, The, Contractor eatpr assly understands and agrees that anyvnsturattaeproteatlorrrecluired by this Contract or otherwise provided by Contractor shall in no way limit the responsibility to indemnify, keep and save haneless and defbnd the City or its officers, employees, .agents and instrumentalities as heroin:provided, The indemaif"raatton provided above' shalt obligate Contractor to. defend at.its own expense to and through appellate, supplemental or bannkruptey,proceading, or to provide for stioh defense, at City% option, any and ail claims of liability and all suits and.action of every name• and. doseriptionwhioh may bo brought against City whether performed by Contractor, or persons employed or utilized by Contractor, This indemnity will survive the oanoallatiorn or expiration atlas Contract. 'Phis indemnity will 'be interpreted under the laws of the State of pYor1da, ittoloding without limitation andwhich conforms to the limitations of §1254)6 and/or §72'5,08; Fla, Statues, as amended from time to thno as applicable, Connector shall require all Satb•Contractor agreements to inch do a provision that they will indemnify the City. The Contractor agrees and recognizes that the City shall not be held liable or responsible fer any Claims which may roonit'ikom any actions oromisaions of the Contractor in which the City participated either throogll review or concurrence of the Contractot'!s actions, In reviewing, approving or rejectingany submissions by the Contractor ox other acta.ofthe Contractor, the City Juno way assumes or shares any responsibility or liability oftho Contractor or Sub -Contractor, under this Agreement. • 1.d3.,1OB11f7ATIO , ANID 1.1g,SlCal''i IV'l'1 LIT1W 4T1 U 4—)3iddea'sfPtoposer must tarnish all information regwtested in the spaces' provided its the Fond): Solioitat'ion, i urther; as may be spooified elsewhere, each )3iddau/Proposer trust submit for evaluation, arts, sketobos, desadptivettoraturar teobnical specifications; and Material Safety Data "Sheets (11MtQ)S)as required, covering the produota offered, Referenoo to litouattre submitted with a previotts.response or on filo with the ttyer will not satisfy this provision, IEx SPUCTIONS The City may, at reasonable times• during the term hereof, inspect Contractor's facilities and Perform smolt tests, es the City deems reasonably neoossary, to determine whether the goods and/or services required to ba provided by the Contractor under this Contract conform to the terns and ooaditiens elite Format Solicitation. Contractor shall make avatiablc to the• City all reasonable facilities and assistance to faciNtate the perttxmance of teats or inapeetiona 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 maybe amended or supplemented from time to time, 1.45,11 PIECTION Qp RDSPON'$ld w'1Zesponaes received by the City pursuant to a normal Sd1: Citation will not be made available until such timeas the City provides notice of a, deoision ar intendeddeofsion or within 30 days after bid.olosing, whichever is earlier, Bid/Proposal results will be tabulated and may be ihrttished upon, request via Page 16 of38 { Request for Proposals (RFP) 369316 fa: are- i eil.to the Sr. Pr om3rkltlnt Specialist issuing te Soiiaftation, Tabulations also are available opt the City's Web Site following' roc ot metidat'ion for award, 1.46, INSURANCE - Within ten (10) days after receipt of li'atioo of Award, the auceessllul Contractor, shall furnish 'Evidence of Insuranoe to the Purellesing Department, itapplicable, Submitted evidence ofcoverage Shall demonstrate strict Dorn alianoe to all requirements listed on the Special Conditions entitted"Insuranee Requirements", The City shall' he listed as an "Additional Insured."' isauatloo of aPuurehase Order is oaatingertt upon thc•reed.% of proper'insturanae doon ments, .If the insuuranaa aortifiacte is received with the spealflod time frame but not in the manner presorlbed {title Solioitatton. the Contractor shall be verbally notified of suoh eticiancy attd shall have at additional rive (5) odendetr days to submit ooraeated certificate to the City, Xf the Contractor tails to submit the required insurance doottmetuta iu the manner prescribed it this Solicitation within fifteen (15) calendar clays alter receiptNotiac of Award, the.contractor Shall be in. default of }he oontraatual terms andoonditton's and shall not be awarded the contract. Under such circumstances, the Bidder/?'reposer naoy In prohibited from submitting flume responses to the City. Information regarding any insurance requirements shall be directed to the Risk Administrator,.i)opnrttnont of RiskManagoment,• at 444 SW • 2nd Avenue, 9th Moor, Miami, i1orida 33180, 305-416.1604, The Bidder/Proposer shall be responsible for assuring that the insnranoa certtftaataa reqq,uired in oonJi notionwith this Section remain iai effsat tor. the duration of the contraatnal period; including any and all option..torsns that may be granted to. the 131dder/Proposer. 1.47, INVOXCPtS - Invoices shall oentain.purchase order number and details of goods and/or mica's delivered (i,e, quantity, utrit price, extended prize; etc); and in compliance with Chapter 218 of the Florida Statutes (Prompt Payment Act), 1.48, LOCAL X'REP'1u1l NC<I 1 City Code Seotier,.18-85, states, "when a responsive, responsible non4ocal bidder submits the lowest bid :price, and the bid submitted by one or more responsive, responsible local bidders who maintain a load oiirice, as dallied in Section 1; 8.73, is Within fiAeen percent (15%) of the price submitted by the non,l'ocal bidder, then that ttarr�tooal bidder and eaoh of the aforementioned responsive, responsible local bidders• shall have the opportunity to submit a bast and final bid equal to or lower tart the.arrnount of the low bid previously submitted by the non.looal bidder. Contraot award shall be made to the Lowest responsive, responsible bidder subrnitthxg the lowest bast and final bid.. In the case of a tie in the best and final bid between a local bidder and a noel local bidder, oontraat award shall be made to the local bidder," P. City Code Seetion 1.846, states, "the VP, RM. or fi.FQ, as applicable, may, in the exorcise of the reasonable professional disoretton ox'the CityManaget., dire otor.of the using •agsnay, and the Chief Proeuxement Officer, include a ttve ($%).peroont evaluation criterion in favor of proposers who maintain a local alien, asdefined in Se'otion 1'8-`73. In atop oases, this five (A) percont'avaluation oriterlan in favor of proposers who .maintain a local office will be spaoif pally defined in, to RIP,.18PLl.or Tube, as applieable;, otherwise, it will not apply. M.A:IS`CrP'.A•CTr1 t 1I IVS CEETO'ICA.TION .The City reserves the right to request from bidders/,proposers a separate lvianuthaturor'n Certification of all statements made in the bid/proposal, Failure to provide soh, aettitioatiori may result In the rejaotlan ()Thiel/proposal or termination of aontraat?agreeniont, for which the bidder/proposer roust bear full liability, 1.60, M•OMPXCM KOLAS O. CHANGES IN 1PURCHAISE aroma AND CONTUC"IS - Ne oontraot or understanding to modifjr this Formal Solicitation and resultant purchase orders' or contracts, if applicable, shall be binding upon the City unless wade in writing by the Piireotor of Purchasing of the City of Miami, Florida tbrottgh Pngo.17 of38 Request for proposals PP) 369316 the issuance of a change .order, addendum, amendment, or suppleitisrtt to the oontraot, purchase order or award sheet as appropriate. 1,5I, NO VARTNERSIAR OR r011sI I''VENTTJ1IEu Nothing contained in this Coatmctwill be deemed or consttuod to create a partnership or joint venture between tba City oflvflami and Contraotor, or to create any other similar relationship haws en the parties,. ;i;SZ, NO1 CO1'TOR.1W 1.NCE TO CONTRACT CONDITIONS - Rem may be tested for:cot apllano0 with spoo oatians under the' direction of the Florida. Department o:'A;grioulture and Consumer Services or by other appropriate testing La'botsto.dos as determined by the City. The data derived from ari' test.for compliance with specifications is pttblio record and open to examination thereto in avcordanco with .Chapter 119, Illorida Statutes, Items delivereduot conforming to specitloations may be rejected and returned at l3idder's/l'roposer •s expense. These note -conforming iterna.not deitversd as per delivery date in the response,aradlorPurchase Orderrrtay result iti bidder/proposer boing foundin default in which event any and all Te prcottreixtent ooste.nlay be C1 a' ged against the defaulted eontraotor, Any violatfoet of these stipulations may also result In the supplier's nano boing.removed *am the City ofMla d's Supplier's list 1..5S, lstONI),78cRIMINA.TZON—Bidder/Proposer agrees :that it shall not discriminate as to rape, sex, color, age, religion, national origin, marital status, or disability in conneo'tioiuwith its peri'orm.anoe under this formal solicitation. lrurthermore, Didder/Pr'oposer apes that no otherwise qualified individual shall solely by treason of his/her rasa, sex, eclor, ago, telig1o14 national origin,. marital status or disability be •exelurctod from the participation lrt, be denied' benefits of, or be subjected to, discrimination under any program or activity. In onnneetion With the conduct of its business, including performance of services and employment of personnel, 131dder/Proposor shall not discriminate against any person on'the basis of'race, color, religion, disability.,.'age, sox, marital status' or national origin, All persons having appropriate quali ioatioris shall bo:afforded equal opporhtriity for employment 1,54, NON-]ELXCLUSI VE CtiN'I RACT/ IiIC+tG" I3A,CX . PROVISION At such times as :may.sorve Ito best interest, the City of Miami reserves• the right to advertise for, raoaive, and award additional contracts for tbese.lterein goods and/or services, and to matte woof other•cozupetltivoly bid (governmental) oontrSot8,. agreotio its, or other similar sources for the purchase of thoSO goods 'and/or services as maybe available,' It is. hereby agreed and understood that 'this fe trial soiioitatlon.does not constitute the exclusive rights of the stteeessi tnidder(sVproposer(s)-te receim all orders dent xra-y ire-generatedb-y theLity irt.co motion. with, this :Formal Solicitation, In addition., any and all commodities, equipment, and services required by the City itt conjunction, with oansauo as projects are solicited under a distinctly different sollottation process and shall not be purchasedxrnder the terms, conditions. and awards rendered w dor this solicitation, unless such purchases are determined to be in the teat intexast'afthe City. 1.55. OCCUPATIONAL TONAL LICENSE .. Any person, iirtn, corporation or.joint venture, witiva business: location in the City of Miami and Is submitting a; Response tender this Formal Solicitation shall mot the .Oity's Cooupational License Tax requirements in accordance with, Chapter 31,1, Ar'tiole I of the City of Mi,anii Charter. Others with a location tUtside the City of Miami shall meettheir local Occupational License Tax: requirements. A. copy of the license mat be submitted whin the response; however, the City niay efts sole option and iti its best interest allow the Biddor/.Proposer icr supply the license to the City during the evaluation period, brit prior to award, 1,56. ME PROPOSAI4 Only one (1) Response fvotai ara'lridlvidital, f9rnr, partnership, oorporatiot or joint venture Pngo 18. of 38 Request for Proposals wry 369316 will be considered in response to this :Formal Solleitation. When submitting an alternate response, please refer to the. herein oonditi'on for "Alternate Responses May Be Considered", 1.57. OWNE:ttdl III, OF DO Ct1.tldiiNTS.. It is understood by and betweentho partios':that any documents, records, files, or any other matter whatsoever which is gtveta by the City to the successful Bidder/Proposer pursuanttti this ftit/101 f0Iioitatlon shall at all times remain the property of the Citb' and shall notho• used by the Bidder/Proposer for any other purposes whatsoever without the written consent of the City, 1.58. PARTIAL INVALIDITY N Many provision of Hs Contract or the application thereof to .any person or oiroruustance shall to any o`aitentbe held invalid, there the remainder of this Contract of the application of such provision to persons or eirounistanoes other than those ns to which it is hold Invalid shall not be ai'fbotod thereby, and each;pr*felon ofthis• Contract.shall.be valid and .eriforced to the, fn1Iost extent permitted by IPA 1.59. PB1E 'G''ORMANCP1/PAMNT BOND -.A Contraotor maybe required to famish x Performanco/Payment Bond as part of the requirements of this Contraot, In an amount equal to orio hu ndrodporeont (1.00K) of -the contract price. 1.60''.17RHPARATION OIC it SE.ONS1• S (BfADCOPY FOON AT)-Bidders/Proposers V() oxpacted'to examine the specifloatlorrs, required delivery, drawings, and all special and general conditions. All'bid/proposed amounts, ifxaquired, shall be either typewritten or entered into the space.provlded with ink, Failure to do so will be at the Bidder'.s/Proposer's risk. A. Each Bidder/Proposer shall furnish tlic inforanation requited in the l'otmul Solioitatiorr, The Bidder/Proposer shall sign the Response and print in ink: or typo the name of the l3irider/Prop'oser, address, and toleplrono number an the face page and on each continuation sheet thereof on which he/she mattes an entry, as required, B. Vso required, the unit price for each unit offered shall be shown y •and 'suiot price shall inoludo. ackaging, handling and shipping, and F,O,I3. Miami delivery inside City prenrises unless otherwise .speoified. Bidder/Proposer shall in.aluda•in the response all taxes, insurance, social security, world -haft's compensation, and any other benefits normally paid hy,tha Bidder/Proposer to its employees. If applioable, a unit price tball be entered in the "Unit liit &' aolnnni for each item. 33asted'upon estimated quantity, an extended price shall be entered in the "Extended Prtoe'oolumnfor eachitem o orec, Sri ease of adiscrepancy 'between the unitprice and extended price, flat) .unit price will be presumed cer'reot. C, The Bidder/Proposer must state a definite time, if required, in calendar days for delivery of goods and/or seiiftoea 11, The Ilidder/Proposer• should retain a Dopy of all response documents for future reference, D. All responses, as desorlbed, trust bo hilly oonrpleted and typed or prh ted'in ixtk anti must be signed la ink with the finn's name and by an officer or employee having authority to.bind the oompany or film by hisllier signature, BidslP.ropooals hawing any mum or oorrootitns crust be initialed In ink by person signing the response or the response may bo o j•ooted. :17. Responses onto remain valid for at least 180 days, Upon award of a eontraot, the.eontent of the Successful 13idder's/I'roposar?s response may be included as part: of the oontraet, at the City's discretion, G, The City of Miami's Response shall be used when Biddor/Proposer is subn�vniitiilg ita response in 'hardo py format. MO of any other ;forms will result in the rejection o.fthe response, IV SC1Blvl Cl i Jfi*TO IIXIIDCOPY P'Olt:I dAT, 7:'i3B ORIGINAL AND xk (3) COPIES O,ta" TERSE SETS 0r FORMA UNt,1SSS OT}-IBStW'IS13 SPIICIFPD, AND : T ' Itl3QUIRY- r .ATTAC1-1 41INT8 MUM' B13 R TURNltlt TO TM CITY Page l9of38 Request fo'rProposals (UP) 369316 OR YOUR. RESPONSE MAY BB x BRIVIED NON•li> SPON'SW , 1.61•..PRICE AIWSTIVIPINTS - Ariy price decrease effectuated diuingthe oontr'aci i?erfod either by reason of aaaarIcet change at on the part ofthe contractor to outer oustonrers shall be passed on to the City of Ivtiatni, L62. IRODCTC"I' STJBSTXTUTl3S Into event a partionlar,awarded and approved naanufaatarer's product becomes unavailable during the team. of the Contract, the Contractor awarded that item may arrange with the City's authorized xepr@sentative(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 prodrrot meets or exosedss all qualityxeegirenaonts. 1.63. 'CONFLICT 1bT SR:Yi ST, AND METRICAL ?3'CSXN'B'SS PRACTICE PPtOliCil33X7CXC►I.7S Coratra.otor representsand warrants to the City that It has net;employed or, retained any person or company.artaployad by the City,te solicit er'see'do. this Contract hind that it has net nffcred to ;pity, paid, or agreed to pay arty person nary fbe, oornmltrston; pereentage,.broleerage Fee,„ or gift of any kind contingent upon or do connection with, the award of this Contract. 1;64. PROMPT r .'XIYMNT—Bidders/Proposers may offera•cash discount for prompt payment; hotrvever, discounts. shall. not be considered in deterraaining•tha lowest not Bost fox response OW. ludo imposes, Bidders/Proposers are required to provide their prompt payment terms in the apace provided math@ Formal Solicitation, if no prompt payment discount is being offered, the 13iddar/2roposor must enter zero (0) forte percentage discount to indicate no discount, Nth() to enter apercentage, ,.it isunderstood and agreed that the tetras shall. be 2%'20 days, effective after receipt of invoice.or Baal 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 cor'rectfy completed invoice, wlriabever is later. If au adjustmont lu payment is neoessary due to damage, the- Gash discount 'period shall. eetnntence on the date final approval fbr payment is authorized, Ira discount as part of the contract; but te invoice does.not reflect the oxisteno@• of'a cash discount, the City is entitled to a arils discount with the period commencing on the date ft is determined by the City that a cash discount applies. Price discounts off the original prlaos Voted On the Price Sheet will be ac°opted from suooessfal bidders/Proposers diving the terms of the.contTaot, 1, 65, PROPERTY .. Property owned by the City of Miami is the responsibility of the. City of Miami., Such property famished to a Contractor torte's*, modification, study, eto,, .shall retnain the property of the City of lvliand, , Uama t rsuairproptaty-@catering-Whileirthe-possessintroNheVonttaetmshall be the a;a ponsibiiity of -the Contractor,. Damages occurring to such property whtle inxout° to the City of Miami shall be the responsibility of the Contractor.. Tn the event that such property is destroyed or dcolated a total loss, the Contractor shall be responsible for replacement value o£ the property at the cur,'rent Market vairte,. less depreciation of the.property, if my, 1,66. PROVISIONS BINDING M Except as otherwise expressly provided In tlre.xesulting Contract, all covenants, conditions and provisions of the resulting Contract ahadLbo binding upon and shall inure to the benefit crate parties hereto and their roapective•heira, legal representatives, suooassors and assigns. 1, 61, •PUBLI'CENTITY' CRIMES - A person, or affiliate who has been placed on the oonvicted vendor list following a,• oonvlotion,for a• public entity ° dine,m.ay not submit a response on a contract to provide any goods or services' to a public entity, may not submit aresponse on a coutrast with a publfa eantityfor the oonstruotion or torah' of a public building or public wvor1c, maynot submit responses On leases of restI property to a public corny, pray not be awarded or perform work as a contractor, supplier, subcontractors or consultant under a oo>uttract with any public entity; and may not transact business 'with any public( entity in excess of the threshold atrlbunt provided in Section Page 20 of38 ,it quest for Proposals (VP) 369316 287,017,'for CA'1'SQ'ORY TWO for a period of 36 months out the date of being placed maths convicted vendor lst, 1,68. 03LXC T3LI COXWS -Contractor• understands that the public shall have access, at all reasonable tilrtas, to ail dobuinents and Infnrnaatioupertairaing to 'City contraots, sn'6jeotto the provisions of Chapter 119,Florida Statutes, and City of Miami Code, Section la, Article TxI, and agrees to allow access by.the•City. and thepubli'o to all documents subject to disolosure under appiioable law. Contractor's failure or renal to oouaply with the pro'viisiou, of this seatlan shall result in the immediate cancellation of this Contract by the City, 1.Ci9, 'Q'lwA.1±,x".lY Or GOODS, Nit ATlhu1iIALS, StJ1P?Ltff S, PRODUCTS, AND gQ'OXVIVIENT All materials used in the anonutotuahttg or construction of supplies, materials, or equipment ooveredby this soliditation shall be .cow, The items.bid/,proposed, must be of the latest make or model, of ilto best quality, and of the highest grade of wolrztlanship,• tintless •as otherwise speciiled itt this Solicitation, 1.70. W. r.,=TSt OF' WO;t 1QuS1MITIC1S . Thewotldservioos performed mustbo of the highest quit' ' and wotitmauship,. Materials furnished to complete the service shall 'be new and oIthe highest quality except as otherwise spenifl.ed in tlpio Solicitation, 1,71.11 Mll>`DXXCS P10O11. T'O:&W,A.111) (Soe,1'8.106) - Tf priorto Contraot 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 Mattager or the Chief Procurement Q.i `ioer, as may be applicable, ex revised to oorply with the law. 1.72. IIRSOUJTJO1't OF CONTRACT.b:ISP11TE+S (goo.18-103) (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 Cottttaotuai ?arty ad the. city whioh arise under, ox by virtue of,. a Contract between thctm;. provided that, in oases involving an amount greater than $25,000, the City Commission. must approve the City Manager's decision, ,Satoh authority extends, without limitation., to controversies based ttpbn breach of Contract, mistake, misrepresentation or lack of ooiripiete performance, and sh'alibe invoked by a Contractual Party by submission ofa protest to the City Manager. (li) Contract. dispute decisions, Ile disputelt not resolved by mutual consent, the City Manager shall promptly render a written report stating the reasons for the action taken by the City Coltesaion or the City 1;anager.whiclt shall be final and obttolusive, A dopy of the decision shall be Immediately provided to the protesting pa ly, along Oh a notice of such as 's i r t kludfoial-relief; pa;oviderl that-the-p'rotestin,g-pat=ty-shah-not-be-enutitledd-ta suoh judioialr'eliefwathout first having followed theprocedure sot tbrth iti thissection, 1.73.1iSOWTTON O) ?ROTB'ST, ,b g.OlLXCXTA.rXONS si: 'D AWARDS (See.18•104) (a) Right to. protea't,ThJ foltov,ring prooedureashall be used kr resolution of protested aolioltations and wards except for purchases of goods, supplies, equipment, and aervioes, the estimated cost ofwhich does not exceed $25,000, Protests thereon shall be governed by the Administrative Policies and Procedures of i ttrahaaing, 1,P;rctost of Solicitallest. i, Any pruspeotive proposer tvho perceives itself aggrieved in connotation with the solieitatioot of Contract'may protest to the Chief Pro ouroanantOfficer, A written notice of intentto file a protest shall be•filed vvilh the Chief Pro otu;ement'Of'froer within three days after the ItecipoSt for,Propbsals, Request for Qualifications or Request for , Letters of y ttorest is published in a newspaper. of general Circulation. A notice of intent to file •a protestis considered Page21 et Request for Proposals (B P) 369316 filed 'then received byte add Proouxement Officer; or 11. Aay prospective bidder who iateiids to oontcst the Solicitation Spec ifloations.or a solicitation may pretest to the ChiefPro ouxemetst Oleer. A wiittou Wilde of'intent to file a protest shallbe Mod with the Chief Procurement Moor within three days after the solicitation is published in anewspaper of general circulation, A. nonce of intent ,to filo a.protest is considered filed when recoivod by the Chief Proourgtnent Officer: 2, Pretest of Award, 1, Awvritten notice ofintent to t 1en.protest shall be filed with the Chie'proottrementOfficer within two days after receipt by the proposer of the notice of. the City tanager's reooiaaraxondatioa for award of Contract, which -will be posted on the City of Miami Purchasing Department w eibsite, it the Supplier Comer, Current Solicitations and • Notice of Peeoi1itraandatien. of Award Sectioia. The noiioe of the City Manager's recommendation canbe found by selecting the detail'e of the solicitation and is listed as ] ecolnreendation of Award Posting:Date end Recommendation oi;.A.ward To fields. If "various" is indicated In the Recommendation of"Award To field, the alder/Proposer must contact the buyer.for that solicitation tc obtain. the suppliers name. It shall be the responsibility of the Bidder/Proposer to check this section oft'bae website daily after responses are submitted to receive the :iaottoes; or il. Any actual Responsive and Responsible Bidder 'Whose flid is lower than that ate, rocontinended bidder may protest• to the Chief Prootiremeni Offoer.. A written notice of intent to file a protest shallbe ftledwith khe•Chief Procurement Officer withintwo 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 eontitmect by the oily by facsimile or oleotronfo mail or U.S. mail, return receipt requested, A notice of intent to le a protest is considered Tiled When. received by the Chief Procurement Officer, ill. A.written protest based on any of the foregoing.nau�Ast he submitted to the Chief Procurement Officer w:ithinfive (5) days after the date the notice of protest was filed..A.writtenprotest is considered filed whe o received by the chiofProcurement Meer. The written protest may not challenge the relative. weight oftbe evaluation criteria or the :fotntitia for assigtthtg paints in.mah'ing an award detotminatiosa. The written protest shall state with particularity thespeolfic foots and law upon which the protest: of the solicitation or the award is based, and shall include all pertinent documents and evidenee and shall be accompanied by the required Piling POO 418 provided itt subsection (f). This shall form, the basis for review of thewritten protest and no foots, g� x .ttr'dsa kui rce .tenon er evidence i of nontalned'ii the protester's-sitbinissioxo-teats Chief; lroeuresnont gfiilcer at the time of filing the protest shall be permitted.iri the oonaideratfon of the written protest, No time will be added to. the above limits forservice by mail. In computing any period, of time prescribed or allowed by this section, the day of the act; event or default from wltioh the designated .period of time begins to run shall not be inoiudod, The last day of'the period so computed.shall be included unless it is a. Saturday, Sunday or legal holiday' in which. event the period shall ruaa until the end of the next day which is neither a Saturday, Sunday or legal holiday. Intermediate Saturdays Sundays and legal holidays shall be oxohided in the oompub tion. ofthe time fbr a1ing. (b) Authority to resolve protests, The Chief Procurement Olioer shall have the authority, subjeot to the approval of the City Manager •and, the city attorney, to settle• and resolve any written pkctest, Tie Chief Pr oeurement Officer shall obtain. the requisite, approvals and coaattaiuniotite said decisiort•to the protesting party and shall submit said decision to the City Commission within 8CI days• after he/she receives the. protest. In cases involving wore Haan $25,000, the decisions ofithe Chief Procurement .dicer shall be submitted for approval or disapproval thereof to the City 'Commission after a favorable roconanaendatlosi by the city attorney and the City Manager, Page 22 of.58 Request for Proposals (UP) 3d9316 (c)Compliance with, filing requirements. Failure of a party to timely file either the notion of intent to file a protestor the written protest, together with, the required riling Peas provided is subsection (t), with the Chief Procurement Offioer within the thue provided .in stkbsootion (a), above, shall constitute a forfeiture of stroh party's right to filo a protest pursuant to this seotioa, The protesting party shallnot be entitled to seek judicial relief without first having followed the procedure set :Ruth in this scale!), «1) Stay of Procurements during protests, Upon receipt of a wrtttoa protest filed pursuaat.to the requirements of this :section, the cityshail not proceed Whey with the sQlioltatiotl ox• with the award of the Contraotuntil the protest is resolved by the ChiefProourenent Officer or' the City Conami'ssion as provided rrt• subsection (b) above, unless the City MMager tnako$ n written dotern*tion that the solicitation process or thQ Contrail award tnttstbe continued wit'ftoot.delay in order to avoid an immediate and serious danger to the public health, safety ox welfare. 0# Costs. M1 costs aaoruiirig tout a protest shone assumed by the protestor. (I) Piling NO, Tho vrrtttou protest must be accompanied by a fling feet the form. of a money order or cashier's cheap psyable to the city in azt.amount•equal to one percent of the amount of the laid or proposed: Contract, or $5000,00, whichever is less, whioh Idling fee shell guarantee the payment o f all, costs which may be adjudged against the protestor in any administrative or Court proceeding, If a'protest is upheld by the Chief P'rootuemont Officer • and/or the City Commission, as applicable, thefiling fee shall be refunded to the protestor lass any costs assessed tinder subsection. (e) above, If the protest Is dented, the filing fee gbet1 bo forfeited to. the city in Hatt of payment of costs fbr the administrative proceedings as.presorihed by subsection (e). above, 1,74, SAMPLES w Samples of items, when raquirod, rtznst be submitted within the time specified at no expense to the City, If not destroyed by testing, bidders)/proposer(S) will be notified to rem;ove•samples, at their expense, within 3'0' days after notifroatloth Failure to remove the samples will result in ttae samples becoming the proizei1 o'f the City, 1. 5, SELLING, TftALyS1+lt paNc O , ASSXO TXNt Xt lSPO1NSXl3XX,ITI " . Contractor sbali•not sell, assign, transfer or sttiiootttraot tit an/ time. airing the term of the Contract, or any part of its operations, or assign any portion of the r'forntattoo,xe uir d by this contract, except under and by virtue of written permission granted by the City through the 'proper ocials,which may be withheld or conditioned, in the City's sole discretion. L;Id, S1,RIPICg AND WARRANTY when apeelfred, the,bidder/proposer shall define all warranty, service and replacements that will bo provided. Bidders/Proposer must explain. on tbo Response to what extent warranty and service Facilities-aras,vailable;- ,-copy=of-the anufactureemarManly.,Itapplrcable,_shanki be subrnitteetwitltyour respc$nse, 1,77. SILiNCN Or SPECIFICATIONS - rite apparent sileneo of these specifications and any supplemental speoltioatign as to, any detail or the omissfotif om it of detailed. desoription concerning any point shall be regarded as meaning that only the befit oonitrrerelal praotioer aro to prevail and that only materials of .first quality and cotroot We, size aixd design are to be used. Ali workmanship and services is to be first qualiiir, All interpretations of these specifications shall be made upon the basis of thls statement, Xf your firm has as current contract withtho State of I"lorida, Department of General $`etviosss, to, supply the itolna en this solicitation, the bidder/proposer shall quote not more than the contract price; failure to oompiy'With. this request will result in disgnalitioatlan d bid/proposal, 1,7S.'SIOBMXSSXON Mtti T CEIPT 00 RESPONSES llesponses shall be. submitted elentronically via the Oracle System or responses maybe submitted ihi hardcopy format to the City Clerk, 'City XXal1, 3.500 Eanr;4rtz+trteaut tSdve,.Wool, Florida 33ISS-5SO4, at or before, the specified closing date• and times as designated lathe XI+10, }.tFP', Pogo 23 of 3& Request for Proposals (ItFP).969316 I Q,'or IiFLI. NO EXCEPTIONS, Bidders/Proposers are welcome to attend the solicitation aiming; however, no award wi11'bo made at that tune, A. Hardoopy responses shall be enelesod itt sealed.eavolo e, box package, The face of the. envelope, box or paoleane must show the hour and date spenifiedd far receipt of responses, the solicitation number and title, and the name and return. address of the Bidder/Proposer. Idardeopy responses not submitted on the requisite Response Forms maybe xejeoted, Ilardcopyrespohsea received at any other loos Lion than, tho speoifiod shall be deemed non^kespohsive, Diractldrr•s to City PIcldt FROM THE NORTH: Iri95 SOi.1T`f'UNTIL i".f TURNS INTO II81. US1 SOUTxd TO' ail i W'B., TURN IBA, .PROCEED SOUTH TO SO, BAYSIIOR:1..I7 .,. (SRD TRAFFIC LIGHT), TORN LEFT,1 BLOCS TURN RIGHT ON PAN AMERICAN Da, CITY BALL IS AT THE END C111 MN AM:ERICAN DR. FARKNO IS ON RIGHT;• PROWL TIIE SOT7TTI: U•S1 NORTH TO27I'I.I AVENUE, TURN li.r iI 7.', PROCEED soma To O. laNYS}TORB DR, (.3R.D TItAPPIC LIGZIT),. TURN LEFT,1 BL'OCIC TURN RJGHT ON PAN AMBRICAN DR, CITY HALL IS AT' TX-IE %i .OF PA.N AMBRICAN DR. PARKING. IS ON Man, E. aWsitaile responses will not be. considered, C. Failure to .follow these procedures is oat[se for rejection of bid/proposal, i?, The responsibility for obtaining and submitting a response on or before the close date is solely and Wetly the responsibility of Bidder/Proposer, The City of Miami is arotresponsible fix delays caused by the United States mail delivery or caused by any other oocurrence, Responses received after. the solicitation closing date and time will be retoxnod unopened, and will not bo oanside'red•fbr award, t. Ttlte raspousos s ilbe rejepted, F. All responses are subject to the conditions specified herein., Those which do not comply with these conditions it sribject to rejection. • M:odifieation of responses already submitted will be considered only ii',r000tved'at the .City before the time and date set for closing of solicitation responses. At modifications must be submitted via the Oracle System or in writing. Once a soli'citatiora, closes (closed date and/or time expires), the City will not consider any subsequent submission which -alters •tlrokosponses. It Prhai;doopy responses are submitted at the same time for different soileitations, each kespohse.rang be p1aoe'd in.a separate envelope, bon, or package and each envelope, box or package must contain Liao infbrrnation previously stated in 1.81 A.. 1,79. TAXES,. The City of Miami is exempt from any taxes imposed by the State and/or Federal Goverrrrent. Errernption, certxlioates will be provided upon request, Notwithstanding, Bidders/Proposers should be aoVare of'the foot that ell materials and supplies wlt1ob are 1iuro'haased by the Bidder/Proposer for the completion of the oontraotis subject to the Florida State Sales Tax in accordance with Sootion 2i2'A8, Piorlda Statutes, as amended and all amendments thereto and shall be paid solely by the };liddaa 'roposor, LSO. TERMINATION —The City Manager on behalf of the City of Miami reserves the right to tenninate this centred by written notion to the contractor aTfectf'Ve thia,data specified in the noblce should any of the following apply: The contractor is .determined by the City to be in breach' of any of the terms and conditions of the contract! Page 24o£'38 Request ibr Proposals PP) 369316 11, The City has determined that suob termination will be in the best interest of the City to terminate the oontraot for its owns convenience; Co TE'itxlda arm not available to Dover the cost of the goods and/or services. The City's obligation is oontingent upon the availability of appropriate fonds, 1,81. TgRIYIS O:0' PA,•'11'1:11 NT .Payment will be made by :tile City after the goods and/or servloes awarded to a Bidder/Proposer have been, reoeived, inspected, and found to comply with award specifications, free of damage or defeot, and properly invoiced, No advance paynaetitg of any kind will be wade by the City efivilan i, Payment nt shall be made after delivery, within 45 days ofrooeipt of an invoice and authorized inspeotion and aoceptanco of the goods/servioes and pursuant to Section 218;74,;171o11da Statutes and other applloahle law. . . 1,82, T CLii 1711,1,]GV-012.Y..., Time will be•ol"the essence for any orders placed as aregult o this solloitatlon, The City reaanvaa tbe•right to canool such orders, or any par thereof, without obligation, if delivery is not mode within tllo thue(s) apecigod ou their Response, Deliveries etc to be made during regular City business hours Unless otherwise spooified in the Sp'eotai.Con.diti'ona.• 1,83, TITLD . Title to the goods or equipment shall not pass to. the City until after the City has aooeptsd the goods/equipment or used the goods, whichever comes 'rim. 1,84,T1 A OJr SECIT1JT$$ XECUTION TO :PUBLIC XtLCbimCraO STAIIII• AU.Respons©s submitted to the City are subject to public disclosure pursuant to Chapter 119, Florida Statutes, .Axr exception rosy be made for "trade secrets," Xf the R,esponso contains.infotxnation that oonathtutes a "trade secrat", allxnaterial that qualities for exemption. from Chapter 119 must be submitted in a separate envelope, oiearly' identi: ed as "T.RAS))3-S13CPBTS 13XCSPTCON,•" with.'your fiit'rn's name• and the Solioltation number and.title marked on the outside. Please be aware that the designation of an item as a trade seeretby you maybe ohailenged iii aourtby any person, y your designation of material in your Response as a "trade scorer' you agree to indemnify and hold.itarmiess the City for arty tiward•to'a plaintiff for damages, costa or attorney°a fees and for costa and attorney'a fees incurred by the City by reason of any legal action challenging your olaim, 1.85, T1'NATUTHO17:1G1M WORX CR1E/ZIA-VERY OF 00ODS. Neither the tlualifiedB'idder(a)/Proposet:(s) nor any-altia/hexwemployees.,sha,ll.+perf'crmm anyvoikt deliver nygooc -unless-a-ohea: e-oxder-mlurchase; order -is•— issued and received by the Contractor. The qualified Bidder(s)/P'roposer(a) .shall not be paid for any Wotkj er 'orined or goods delivered outside the scope of the contractor any work performed by au employee not otherwise previously authorized, 1,86, US)I O1C.NAME - The City is not engaged in reseatoh for advertising, sales promotion, or outer publicity purposes, No advertising, sales promotion or othor publioitynaateriala containing infonnation obtained Ilona this Solioitati'on. 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, 'VARIA.`1'JONS OF SPECIFICATIONS - Par purposes ofsolleitation evahiatibn, bidders/proposers must irtdioate any variances 'tx'otn the solicitation, apeoifloations and/or oonditioraa, no matter how slight, xf Varlatibhs are not stated on their Response, it will be asstuncd that the product Atily complies wvittt the City'a specifications. Page 25 •of g8 Rtecluest for Proposals (RN) SGJ316 2. Special Condition 2.1. IltlIVOU The purpose of this Solicitation is to establish a contract, for Real Estate Leasing ucrviaes, as specialed'herein, from a sources) of supply that will give prom;�pt.and offloiortt sorvice fitily compliant with the terms, ecuditiors and ' stipulations of the solicitation. 2.2. Dilikl ,TNI FOR i CEI T OF nQUXST von A1tp1TXONAL INFOWATION/CY4ARITICATION Any questions or clarifications oogoatniug this solicitation shall be submitted by email or facsimile to the Purchasing Department, Ann: Mariiz . Suarez, C1 B ;fax.: (30S) 400.5025 or email: msuare:s cixniami,fl.us. The saltation title and number shall bore `aronoed on all correspondence, All ocelots must be recefvcd no later than Tuesday, July 16, 2015 at 10;00 a.m. .All responses to questions 'will be sent to all prospective. bidders/proposers in the form on au addendum., NO OIMST1ONS WILL TA RECSIVHD V111,13ALLY Off, AFT.Bl.. SAXD DEA)LlN11, 2.3. T1J1R I OF °CONTRA CT The proposer(o) qualified to provide the services) requesrein (the.'iluooessfal Proposer(ay) shall be required to exeo4ate a'ooartraot ("Contract") with the City, which shall include, but not bo limited to, the following tenus: . (1) Tito term of the Contract(c) shall be ibr one (1) year with an option to renew for four (4) additional one (1) year periods, (2) The City shall ;have: the option to extend or terminate 'the.Contraot, Continuation of the contract beyond the initial period is a City pxero ative; .not a right of the bidder/proposer. This prerogative will be 01cm:titled only when such continuation is clearly in the best interest of the City, 2,A. cOrwXTTON+$ VOIR RUNDWAL Bach renewal ofthis contract is sulajeot to the following; (1) Continued satisfaotoryperfortnance compliance with the specifications, terms and conditions established herein, (2) Availability of tads 2,5, N0NN41,1'X'1Z:OPRIA'Z`l014i OF FUNDS In the event are fonds or insuffiniont funds aro appropriated and budgeted or are otherwise unavailable in any fiscal poriod for paymonts dtta ut:clot this ootrtraot, then tbb. 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 g aarauteo, warranty or rePres'entation is made that any particular or any projects) will be awarded to .airy firtn(e). 24 1\010 JfUMl QUA.x,XlrICATI0NS Page26 ot?38 Request for Proposals (RPP) S69316• Proposers shall satisfy each of the requirements oited below, Paikure to do so will remain the Proposal being deemed ton -responsive. A, Shall have provided sthiilar services fora ntirr£inum of ton (10)years, J , PossoBa speciflo proJeot experience and credentials in lead role that demonstrates the l?roposer's ability to perform the required. Scope of Services, including uo 1e8s tliati. five (5) complex projects iuv'olwing ntttltiple.tenant leasing of approximately 50,000 SF of oornrimoreial'retail space, C. Possess suf'faaient resources and personnel to oomtrtit to a Contract :tbr the provision of these services. 1), The.i1"itm shall be au active registered corporation with the State of Florida Department of State, Division, of Corporations;, P. At leastone principal; of the firma shall be a homed heal Estate Broker hi the State of lorida; P. Members of the team assigned to the prOjeot shall bo licensed ;Real Estate agents its the State ofklorkda; O. Shall have never riled for bankruptcy, be in sound financial condition, have no reoord of civil litigation or pending lawsuits invelling orht'tltial activities ,of a. moral turpitude, and shall not have conflicts of interest with the City,. E. Shall not have a member:, officer, or stookholder who is in arrears or in default of any debt or oortti'aot involving the City, is a defaulter or surety upon. any obligation to the City, and/or has finked to pettrnt, faithfully any 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 contact ("Contract) with, the City, The City reserve's the right to. execute or not exooixte, as applicable a Contract with the selected Proposers) that is cletentined to be most advantageous and in the Ckty's best interest. Suoh Contract will be furtlishod'by the• City, will oontain certain. tatiints as are in the City's best interests, and will be subject to approval as to legal fbrin by the City Attorney.. 2.8. p'AU.m TO PERFORM SltonicLit.not beposstbloto mach the ontxu r'orsupervisor and/onshould remedial action not be within 48 hours of any :Failure to perforrrt according to specifications, tho City reserves the right to declare Contractor in default of t'ho contract or make appropriate reductions is the contract payment INSURANCE 'REQUIREMENTS DIDEMBIFJCA=• Bidder shall pay on behalfof, indemnify and save. City and its ofl'1oials harmless, from. and against any and ail olah s, liabilities, losses, and causes of aotionj which may arise out of bidder's performance under the provisions of the contract, including all acts or emissions to act on the par of bidder, including any person peri'orsring under this Contract for or on hic,der''s behalf, provided that at'iy stub olth ia, liabilities, losses and causes of such action are net attributable to to negligeatoe or misconduct of the City and, front and against any orders, judgments or deoroes which may be entered, and Which may result front this Contract, unless attributable to the negligenoe or misconduct of the City, and born and against all costs,attorneys' fees, expenses and liabilities incurred in the defense, of any soh claim, or the investigation thereof. Page 27 of 38 Request for Proposals (1tFP) 369316 The bidder shall famish to. City ()Miami, o/o purchasing Department, 444 SW 2nd Avenue, '6thMoor, Miami, )lor!da 33130, Certifloste(d) of rnstu'aztoe whiolti indicate that insurance coverage has boon obtained which meets the requireafteots as outlined belowi. 1. Commercial General Llabiii*y A, Limits of Liability Bodily Injury and Property Damage Liability }tech Ooourronoe $1,000,000 General Aggregate Litrdt V,000,000 Personal and Adv. Injury $1,000,000 Products/Completed Operations $1,000,000 3. ltndorsemertts Required City of Miami included as an Additional Tnsurad Prins y rnsurauce Clause Stndorsement Contingent & Coxttractual L iabifity Premises and Operations Liability XT. 3usibtess Automobile Liability A. Limits of ',lability Bodily ttaiury and Property Damage. Liability Combined Single Litn1e Owned/SScbeduledAutos Including Hired, Borrowed or Non -Owned Autos Any One Aooidont $1,•000,000 B, rrdoraerrtentd Required City airlvfiantd,inoluded as hti Additional lusrtrasl��_.._ 111. '4 ''trrtor•'s Corxr13o11s1401, A. Limits of Liability Statutory -State of llorida Waiver or Subrogation 1<ktapioyer'.s Liability A. Limits of Liability $100,000 for bodily injury coded by.an sooidertt, outth aooident $100,000 for bodi& injury oaimed by disease, each employee $500,000 for bodily injury caused by disease, policy iisxti't xV itrtors antl'Omissians Page 2it of38 Request for Proposals (lt,?P) 569316 • Combined Single Limit Bach Claim $1,000,000. General Aggregate £4nil.t $1,000,000 IIMD RS ARE UNACCEPTABLE, The Montana) coverage required Shall inoiucle those classifications; as listed in standard liability Insurance manuals, Which most nearlyrofiect the Qporatiotis of the bidder. All irisin+an.rapolicies reclrihed'above shall be issued by oompatues authorized to do business under the laws of the State ofPloiide, with thefollowing qualifications: The Coinpairy must be rated no loss than "A" as to management, and no less than "Class V" as to financial strength, • • by the latest edition of Nest's Insurance Guide, published by A.,M; Best Company, Oldwlck, NowIersey, or its equivalent, All policies and/or oertiiioatos of insurance are stubjeot to raviaw and Verification by :Risk Management. prior to insurance approval, Certificates will indioate no modification or change in insurance shall be made without thirty (90) days written advance notice to the cer ducats holder, NOM; CITY I3ID NU E3B17. AND/Olt TITLE O RED.M t/ST A14430 ON BACH CBIt 'IPICA'15, ConVitanae with tho:for'ogoing recl'ttireMents'tihallnot relieve the bidder of his liability and obligation:.iander this section of under any other section af•this Agreement, Insnranoo oertli'lcatos ar a dchettaied:te expire during the contraotnal period, the Bidder shall be responsible :for submitting new or renewed insuaranoe oeiiiticates to the City at a minimum often (10) calendar days in. advance ofsuoh:expiration, . Cho event that expired eertif;cates are not replaced with new 'or renewed ceitificates which cover the cca* inival period, the City shall, (4) Suspend the, contract until such time as, the now oL ronowed oortlfleates are received by the City in the manner prescribed in; the Invitation To Bid, (5). The City inay, at its sole discretion, terminate .this contract for cause and seek re procurement damages front the Bidder in. conjunction with the General and Special Terms and Conditions of the Bf'd, The Bidder shall be responsible for assuring that the insurance certlfioates required in•oonitatation with. this Section. remain in farce for the duration of the oontraotnai period; including any and all option terms that may be gr'anted:to theBidder, 2.10. PRuimoulokmorow., CONFERENCE None 2,11. CONTRACT CT ADMINISTRATOR Upon a*trel, cobtraoter aball report and work dixcotly with h'fr I ariryTorre, who shall be designated so the Contract Adininistrator, 2,13. MICONTRACTOR(S) OR SOB CONSTUL-AN]X ) A 5tzb.Coonsu'ltant, herein howl ay Sob-Contraotor(s) is eau individual or ,Grin contracted by the Proposal' el' Page 29 ofSS' Request for Proposele.(10) 369316 Pro oser's grin to assist in the perl'ol irranoe of services required under this Solicitation, A'Sub.ContractOr shall be paid through Proposer, or Proposer's firm and not paid directly by the City, Sub.Contrautors are allowed by the City la the performance of the services delineated within oafs Solicitation, Proposer must clearly refloat ha its Proposal the major Sttb'Contraotors to be utilized in the performance ofrequired services. The City retains the xigl,t.to acceptor reject any Sub, -Contractors proposed in tlio re813on8o of Su000asii proposer or prior to oontract execution, Any and all liabilities regarding the use of a SttbCantractor shrill be borne solely by the Sucoesetltl Proposer and instir ice • for each SitbContl aotora 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-Coatraotora are considered to:he ex,Aployeea ar agents of the City, L ai'ture to list all Sub.Contraotors and. provide the required infhrrnatioa may disqualify any proposed SubContmotors froi .pethnning work under this Solicitation, Proposers shall inoludo in their Responses the requested Sttbu Contra'otorinforiiratlort and include all relevant information, required of the Proposer, In addition, within five (d).woricing clays after -he identification, of the award to the Successful Proposer, the Successful Proposer shall provide a list conkhrming the Sub. Contractors that the Successful. Proposer intends to utilize %the Contract, if applicable, The list sbati include, at a xtlininruo the name, location of the place of'business for each Sub -Contractor, the services Sub«Contractor wilt provide re180e to airy contract that may rosttlt from this Solicitation, any applicable lioensea, raibrorioea; ownership, acid otlterinforrnation required of Proposer, 2,13. TERMINATION A. VOE, DliVAULT lf'Contraotor defholta irtits perfortnat oe under this Contract and does not cure the default within 30 days aver Written notice of lot tuit, the City Manager may terminate this Contract, inwhole or itt part, upon, written notice without penalty to the City of Miami, Insuch .event the Contractor shall be•liable for damages including the excess oost of procuring similar supplies or services; provided that if, (Olt is determined for any reason. that the Contractor was nat•in default or (2) the Contractor's failure to perform la without his .or his subootrtraotor's control, fault or negligence, the termination will be deemed to be a termination for the convenience of the City of'Miami, It NOR COMMENCE Tlra City' Manager may tarrxrlriat tttls`Corrtraat,Oo. whole or ` i art, upon 301ays io'r'cvrdttexltroticerwlton it is in the best interests of the City of Miami, If thus Contract is for supplies, products, equipment, or software, ,and so terminated for the convenience by the City ofMlarni the Contractor will be oonipooeated in acoordano© with an agreed upon adjustment of cost, To the extent that this Contract for services and so tarininated, the City ofIvlit int shall be liable only fbr payment in accordance with the payrncirt provisions of the Contract for those services rortderod••ptibr to termination, 244. ADDITIONAL T UM ANXz'CO1 Nitro'.& No additional terms and conditions included as part of 'par solicitation response shall he evaluated or considered, and an,y and all such additional tetras and conditions shall have rio force or effect and.inre inapplicable to this solicitation, If submitted either purposely, through intent or design,, or inadvertently, appearing separately •itr tz'ansinhttal letters, specifications, literature, price lists or warrartt1es, it is understood and agreed that the emend Conditions and Speolat Conditions in this solicitation are the only conditions' applicable to this solicitation. and that the lidder's/pr'oposer's authorized sigiiattira affixed to the bidder's/proposer's aeknowledgmarrt foirn attests to this. If Page 3'O oit38 Request for Proposals (l1PP) 369316 a Professional S'ervicesAgxeement•(,ESA) or 'other Agreettientisprovided by the City and is expressly included As part of this solicitation, no additional terms or conditions which materially or subatautially' vary, modify ar alter tho terms or conditions of the PSA or Agreement, in the solo opinion and reasonable discretion of the City will be considered. Any and all suchadditional terms anctooliditicns shall haveno force or effect ma are inapplicable to this PS.A.•or Agreement, 215. p17.11VAR' ' CLIENT (FIRST i?RIOMTV) The suoaessflrl biddor(s)/proposer(s) agree upon award of this contract that the City ci .'Mlauit shah be its primary client and shall be serviced that during a schedule conflict arising between this coirtrnet and any other contract • arcoeasfal bidders)/proprser(s).sriay have with sly other: cities and/or oaunttes•to perform similar services as a result of any catastrophic oveftts such.as tornadoes, hurtioenes, severe stomas or anyotlaex public emergenoy impacting various areas during or approximately the same tune. Proposer may change or wlthdrsw a roposai at any titiae prior to proposal submission deadline; however, no' oral modifications will be .allowed, Written modifications shall not be allowed folloWing the proposal•deadline.. 2.17..COMPENSA ION kROPOSA,2 Bach Proposer shall detail any and all fees and coats to pravldo.the required, sorvioos as listed herein, Proposer shall additionally provide a detailed, list ot'all costs to provide all services as detailed in Section 3. Scope of Services, as proposed. The City reserves the right to add or delete any service, at any time. Should the City determine to add at addt focal service for which pricing Wes not previously secured, the City shall seek the Su000ssfirl Proposer to provide reasonable cost(s) far sane. Should the City determine the pricing tmreasoiaable, the City reserves the right to negotiate cont(s) or seek another vendor for the provision of said servioe(s), FFilurc to nib* camp ulsetl ati propostal as ragq tr od shrill disqualify Pro ear from cansiesrattnta; WS. WM:A/AVON/SELECTION PROCESS AND COMPACT AWARD The procedure for response evaluation, selection and award is as follows( (1) Pormal soliaitaticri issued, (2) lt.eoelpt oFresponses (3) opening and •listing of all responses received (4) Purchasing staff will review each submission for compliance with the submission requirements of tho Solicitation„ including verifying that each, sub'ntlsaion includes all documents required. (5) An Evaluation. Committee, appointed by the City Manager, comprised of appropriate City Staff and Tambora of the community, as deemed necessary, with the appropriate teobnlaal expertise and/or lcnowleclge, shall meat to evaluate eaoltresponso in aotoidattaa with the requirements of this 5olloitatlon and.basod upon the evaluation . criteria as specified herein. (l) Proposers shall 'be required to crake oral presentations before the livaluatlon Committee as part of the evaluation process. l •,rrtlo 1 .•n n 1 c rr a to WW1)g„ad. A'� Page 31 ot'38 Request for Proposals' (RIM 369316 (7) 'rho Evaluation Corrurnittee xdserves the tight to rat* thoProposats and shall submit its reooxnmendation, to the City Manager for accoptanoo, the City Manager a000pts thb Convnittoe's-reootnnaendation, the Olt/Manager's recommendation for award of contract will be posted on the City of Miami 1'xuohasing Departmentwebsite, in the Supplier Corner,Current Solicitations and Notice- of Recommendation of Award Section, The notice of the City Manager's recommendation oan,1 a found by selecting the details ofthe solibitation and is listed as Reoorntuandation ' of AwardPosti tg Date and 1 o ommondatiort of Award To f.e1ds..Xf" Various" is indicated in `the Recommendation of.*wardTe field, the Bidder/Proposer most contact the. buyer for that -solicitation to obtain the suppliers moo, The City Manager shall make hie recommendation to the C ity•Commission rot -posting the authorizatiou'to negotiate andlor exaottte an agreement with the recotmxxended Proposar(s), No proposer(s) shall have any rights against the City arising from each negotiations or tottnitxation {hexed :(8) The City Manager roaerses.the right to re,{evtthe Corum.. ttee's reoommenciation,, and instruct the Coareitteeto re-etatuate and make another recommendation, reject all proposals, or recommend that the City Commission reject all proposals, (9) The City Gotranlssiott shall consider the City Manager's and Evaluation Committees' reeononendation(s) and, if appropriate and rociuirodr approve the CIty.Mattager'a raoommendation(s), The City Gonvatissionmay also rejootany or all'response. (10) lfthe City Commission -approves the reootrwtondlations, the City wilt enter info negotiations With the selcoted Tropooar(s) for a contract for the recinirod. services, Su ch,negotlatiotts tray result in oontraots, as deemed apprapatiate by the City ;Manager. (11) The City Commission shall review and approve tho:negotiatedContrant with. the selected Proposer(s), 2.1.9, ADDITIONAL SERVICES Services not specif1.cally identified in ttiia request may be•added to any resultant oonttaot qu i sttooesai tt negotiation undtntttoat consent den contracting patties, 2,20. RECORDS, Daring the oontraot period, and for a least lye (5) ottbsequent years thereafter, Shooessftil Proposer shall provide City access to all files and•rectords maintained on the Ciiry''s behalf, 2,21. T.R.XJTB rti NEGOTIATION CERTIFICATE roontioxt of the resultigg agreemorit by the Sttaoossftl Proposer shall act as the execution of ttttth-fu.rtogotlation certificate stating that wage rates and other feetnat unit posts supporting to compensation of the restating Agreement are accurate, complete, and °tuxont at the thrxo of eontxtaottog, 'The original eontraot'prioe and any additions thereto sltallbe adjusted to exclude any eignifioairtatums byvvbich. City. detentnines the contract price was increased, due to inaccurate, ittoon• fete, or non^ourreut wage rates and other faotual w'tt costs. All such contract ae'iJusttnonts shall be made within one (1):ysar following the end of the Agreement, page 32 of 38 Request for Proposals (RFP) 369316 3, Specifications SPkit IFICATIONS/SCOPX orwou L oV,F,TWIHW The City of Mionth DepartmenitnfPublio Facilities ("Public Facilities"). is seeking a qualified firm (" Sttaoess:RA Proposer") with extensive real estate leasing ser'vioes background and experlenoe to perfbrnt analysis, marketing, au:l.lease negotiations for the City ia coznaeotiorx with the Marlins Stadium Parking Garage Retail 'Space ("the Property") in Miami, Florida. 'The Property bonsfsts of font (4) parking garages owned by the City of".Miaml that gill be leased to the,M1ami Parking Authority (l fl / "), The physioal addresses and folio :iiin burs of these garages are as follows, Floor plans of the Property are attached hereto and are provided for your reference, Pl : 1502 NW 7 Street, Miami, ?rr.,.33 i25, Folio 0 014102.086-0010 P2:1402 NW 7 Street,1V.tiatst, Pia 35125, Folio 4101,4102.086..0010. P3:1502 NW 4 Street, MW'arui, 11, 33125. Folio 0 0.14102••086.0040' P4; 1402 NW 4 Street, M:i'axni, FI, 33125, Folio k 01-4102.086.0040 Three of tho.fotn: parking garages halve .retail spaoe(s) that are available to btu leased by the Stitoaesafir1 Proposer, rzaf'orrnatictn•regarding the retail bays for each parking garage; P1; Three (3) retail bays; 7,625 SF; 7,851 SF'; and 8,438 SIT, •respectively, ,for atotal of23,914 SF, P2:'Two (2). retail bays: 11., 864 SF; and 9,812 SF, respoot'ive'ly, fora total, of 21,676 SF. P5; One retail bay:7,69f 8i. Total available retail. space square footage; 53,281 SF', lI. OZ 17El A1L SJEIt,VLCES A, 'The Provider;®) shall be under the, supervision of the Dheetbr ok't11e Department of Public Faculties (hereinafter referred to as Director) or designee, H, Provider(s) shall attend required meetings as deemed neoesaaiy by the r)irectorto accomplish the Scope of . Services -anal 4o presertt4tsf'hadings• and r:eoox ondatiansto the Oity Ctzu2mission, • C. Provider(g) ahall eonfex with to City team periodically dating the progress of the work and preparemad present molt irdbnn.ation•atsd materials as may be necessary or reasonably requested by the City to determine the adequacy of'the work, orthe Provider's progress, I). Provider® shall submit the,required deliverables within t"he time frame. specified. by the City. 1 As may be direetod by the City through its designated representative, Provider(() is expected to oeopereta and fiifill requests for information, verbal.and.written, that pertain to the well,. F, The Provider(a) shallprovide its own offroe and wort: apaoe; except as necessary doling meetings or presentations, G. That the. Previderf,Br•olcer acknowledges that tbb City may master lease the. entire portion of the premlaes, In that event, 7''rovider/i3rolcer ahall.ordy receive a 3 percent oonuniaal4n should. they clireotiy procure. the lessee. UL l tH L ESSTAT1I 1t,IiASINC' SWIt'i C IES A, Mosel Tiro -leasing Due Diligence and Analysis Phase Pago.33 of 38 Request for Proposals (VP) 369316 Tlie Provider Will pertbrni the following Work tasks) tr; include but not be limited to; 1) Collect andleseareb all available Property information currently in the possession of the City and other similar major stadl'utn4type corntuoroial retail avenues nationwide, 2) Review and prepare appropriate lease assessments for the site, inclusive of any capital improvements necessary, 3) Prepare a comprehensive report with findings,, condlusions and recommendations) including a corns rehensiva timeline for lease disposition and an assessmotrt of rlslcichallonge.issuos associated with saaue; work with City team to create optimal deliverable i'ormat and content, wltialis;xallinclude, but is DM limited to, delivery of a prelit inaty report for the City's review;prior to submission of the final report, 4) ,Attend meetings and hearings of stakeholders and make presentations as necessary. Illstimate4 time period ;tbv phase Is <3.0' clays 0, Phase)(:[ - Marketing and Lease Disposition Phase The steps bolow outline Provider's process. far marketing the Property through negotiating and documenting a transaction. 1) Identify Potential Tenants a):Compile. a target.list of possible tenants fbr the site. b) Prepare a pre»ntariceting campaign. that will be disseminated to the apiropriate potential tenants to generate upfront maricotinterest, 2) generate Interest a) Distribute marketing irrforrnation through, e.nail, flyers and/or other acceptable mane: b) Follow up with phone onus to targeted businesses o) Register parties who express interest.fo the Property, These potential busin.esa4receive.a full marketing package, once identified, 3) Develop and Distribute Marketing Package(s) to potential businesses, including: a) Overview/introductory letter. b) A physical description of the Site(&), o) Preferred transaction statorttre. d).A.aolleitationle tit r.ng that the business fully identifies the.tenant structure, its expel' once and aredetitfais,, financial oapab Mies, prlrro$pals, refbrences, etc. ' 4) .,Analyze Offers Provider will provide guidance to all potential brrsfrxeeses and will; analyze terms and conditions of offers including quantitative and qualitative. criteria, 5) Recommend Finalists based on; a) Value ofoffor b) 1inarot'al viability of the candidate a) Proposed'trausactiotr.struoture aud/orproposeduse of site in.question, and d) Candidate's alignment of interests with the City''s goals. a) Solicitation ofPest and Final offers (}3:r1PO), 6) Partioipatein Tenant Selection andllogotlation Selectioe auaoessfttl business for the Property, or each portion thereof; assist in the negotiations; supervise due Page 34 of 38 Request for Proposal8 (RV) _369316 diligenco, Etssist is Rogotiating transaction plloe and terms, A;tteud public hearings rogarding the disposition of the f''ropor ty, or each pardon. thoroaf; as may'ba required. Estimated tim.o• piriod for Rho* an a vitooic to 2 Months Page 35 of.3.8 Reveal; for Proposals (RV) 369916 4. submission Requirements 4,1. •Sli13:IVXISSXON REQUIREMENTS Proposals shall be limited to 20 pages or loss.. Cover pages, table of ocntents, section +Jtvitlen, reports and resumes do not aottxit towarrl's this page limit. Proposers shall oareitill3 follow the format and ittst,n o1lon outlined below, observing Format regturornents•where indicated. Proposals should oentain the information itemized below sod in top order indicated. This•irrforuaation 011o131d be provided For the Proposer and aoy sub -consultants to bet utilized for the work contemplated by thin Solicitation. Proposals submitted which do not include the following items may he deemed Aon«responsive and my- na be considered for contract award, AIL RSONSS WILL MR SIJBIYXXTTJW LI OM COPY FORKAT ON.h•S' TO INCLUDE ON ORIGINAL AND SEVEN (7) COPXIVS, NO ONJ. N)i SUBMITTALS WILL B1 Accorro, Proposers shall provide; at a rttlrtinturxr, the following information and docuxnentatinnwith their Proposals,: A, > xgoutivo SUMMIT fn response to this RP, 13. The name of taint, corporation, joint venture, partnership, individual, or other legal entity's address, telephone/fax/email address, name of'aerator individual, data iuoorporated, principals and offioers of Proposer, and federal employer id'entifieatiorrnumber. Inoludo location fioxmt where work will be performed. C. Describe the Proposer's organizational history and 5t►tituhite; years Proposer aria/or Arm has been in business providing a similar setvioe(g), and indicate whether the City has.previously awarded any ootitraots to the Prooposer/fk.'Prosido a list of all principals, owners or directors. D. Provide s•pooifio gitaliirrnations, prefect env -donee, and oradentfals that demonstrate Proposer's ability to perfOriu; the required scope of work, Proposer must clearly describe its qualifications and experience) in. the provision•of similar work of a similar nature itt the real estate industry, Include discussion of experience in speeifio fields or industries related tote proposed. project. Include any and all licenses and certifications held, P. Provide a cotnpiete list of clients for which Proposer has provided a -similar sexvice(s) as required in this RPP, This list should detail Proposer's expperience,• and include those services that have been. performed dating at least the past five (i) years, as applicable, Irz`8 b 1b he names tdddress, piZ 'e riiva ss ) . -oonf rot -persons within each organization. The City reserves tiro right to eantact refermnocs as part of the evaluation. areas$, P. Provide a sniniminxt of two M. toferenoes on letterhead tom former clients for the provision of similar services within the. past five (S) years, Include name ofreferenoe, oontaet name, period of times and overallwalcperformed, Stffi0lent documentation. must be provided to determine levol of experience. R.eferenoes ara• subject to verifloatiott by the City as part of tiro evaluation pr0cesa. G. Provide the name °Vile Pxojeot Manager: and other individuals) who Would be 'assigned to the project and re 'orn'taoiug those iisdividual(s) who are expertonoed with the real estate lease negotiations, Discuss the speeifto gitia-lifieetions and experience of the Project Manager•and/or Team i x er(s) to be assigned to. the engagetneot, pxrtioutarly as it relates Id real estate projects of•sirnilar soo e. }I. Provide a description of theProposer's overfill ,App 'oaoh and Methodology to be utilized during this engpgeinent, per; each element of work depicted in the Soopo of Services; Proposer's vision of future use of the coin iereial retail space, Pago.3.6 0l'98 Request for Proposals (RPP) 369316 I - Provide recent, curromt and inojeeted workload of Proposer, and general workload those professionals tube assigned to this engagement, Discuss itr general the antioipoted peroentage of time to be de& ()Mod to ibis engagement by eaeh assfgued sta:ffnxenrbpx, T. Discus's Proposax's and/or Team's overall resources, inoludirrgpersonnol; equipment, present work load, supervision and coordinating capacity, oto, >C. Describe any turncoat or'ponding,litigation or .proceeding involving Proposer, its partners, managers, other key stair ombors, and its professional aot'ivitles or perfortnanoe, if•applioablo,.State the nature bf'the 1tti Lion, a'bribf description of each case, the outo'ttru'e or proJootad.outoorna;.and th,e rnbtte'taay ato iutits involved, L. Sling Piopossr plats to Wilke a Sub»Contraator(a), provido detailed information regarding dual: 'lnations.and eperienoe, and the work to be performed related to the Scope'of Services xor eaoh, proposed Snb.Contraotor(s). M, Proposer roust include a Co uponSsatiox Proposal as part.of the Proposal, Proposal:shalt contain: detailed' inf'orxnation justitYing its proposed cost(s), inoJuding reimbursable memos, Failure to submit a Compensation. Proposal shalt deer your Proposalnonwrespon.sive. N, Provide aay other fnforatation os dtoowneutatioa with Proposal, as needed, Page S% of 38 1' ):eguest ibr Proposels (Stl?P)359316 5. Evaluation 'Criteria 5,1. EVALUATION C aI TE1t7 A. Individual Evaluation Coxruraittee (Committee) members willevaluate proposals: based on the 10O%n evaluation criteria defined heroine, 3 hess individual numerical scores, per committee member, will then ha converted into ordinal ranking, numbers (1, 2, 3', 4, 5, etc.), i3.or''h'ighost to lowest, with the highest numerloal score receiving the 1 ordinal; raiilcing, Tied numerical scores will receive the an ordinal number and sucoowling ordinal numbers will be Shipped to ofeset the total Itivaaber of scores ha.t Were tied (1, 1, 3, 4, 5, etc,;'. 1, 2, 2, 2, 5, eto,), Ordinal scores alor 01i Commdttee members will them be totaled in the aggregate, The proposer who receives the lowest total overall ordinal seers will bo the highest rank proposek.'The proposer who receives the second. lowest total ordinal seers will be the second highest ,aaaaltproposer, etc, Proposals shall be evaluated based rap.on the thilowing criteria and weight: A,. Overall Qurzli#1eations and BBperlenros 30% 3, Approach andivIethodology; 30% C, Coaxipensation prolaosalt 20% 11 Oral. Presentations 15% 11, Local Preference: 5% Page38 of 38 XUIJ IT ",3" Potential Tenants List Of Previous Provider Miami Ballpark Retail Loaning Prottsssi(nal Serviaoa Agreement Public Facilities > Asset Manngomont > Kcal 1 state > Miami Ballpark Perking. Office of the City Manager City of Miami 4443,W, '2"1 Avower 10" Floor Miami, Florida 351504910 Attn: City Manager 7012 1010 0000 7761 6423. Dear Sif or Madam Deoombe'r 23,. 2013 Via: Certified Mail, Return Receipt Requested Department of Public Facilities 444 SW 2 Ayoe 3 Floor Miami, Florida 331304 91.0 Attm Director 7012 1010 000077616409 Office of the City Attorney 444 S,W;rd Avenue, 9" Floor Miani,Florida33130-191.0 Attn: City Attorney . 7012, 10.19 00007761 6416 Reforence is hero made to that oertain Professional Services Agreement (the "Agreement") dated September 20, 2011, entered into .by and betweathe City, of Matti, Florida, a municipal corporation of the State. of Fields. (htvitinafter -referred to ,as the "City") inul TOrtallOVA Corporation, a Flotida fon, profit. corporation (hereinafter referred to M8 the "Provide). bitOcordanoe with Section 18;3 Of tho Agreement, &me itoospt this letter as itii amendment tO. the List of Do& Curt:tat/20i (ay includect'with Provider's December 23,- 2013;Termination Letter; We sincerely ,appreciute having had the opportunity to be of service to you and anticipate a moot transition to IS now property manage/cent corripany of your clumsily, We, wish you all The best, Sincerely, Mindy, roy„ Uxecutiv Vice,President , r.5.1 Air `PL. al C.) 74.4 rr rn rn Tiounixat dion 1301 AttlAtt (310A6by Road, gulf° 000.0.11/itizoi Detiati) a:WM.4 FM14G.01110101)11.01te (BOO 010.87(10• letog 001) glAA17801) 1.:Icietwoillton11,0sisata %vita OF.DUALS COUREOLY EMLNG 1, Tilted Mit 2. I-larrlaon Iftifornis 8.. -Bauyau Ilealthoato 4. Navarro 5.. Prosidente .6, ICS PIA 7. Club Mi. 305 8, Limo Noah Moxioan Grill 9. Duty' a Sports )3aJe 86 Grill 10, PIrJyLovug6 11,• Marco's Pizza 12, Presonius Medical Caro 13, Florida Departmout of Higxway Sy 'Bud Motor VolioloK (ELIISMV) Tettanove, OotP0M1on * 1301 /41440r Gotlfroy Itotul) finite BOO o Mani noneli) )11wildo B0140 Telephone (SO) 003.000 Itor (B1X4) OVIdaoo Xbotisoti Roal Vislurto Hoher