HomeMy WebLinkAboutProfessional Service AgrmtPROFESSIONAL SERVICES AGREEMENT
I3y and Between
The. City of Miami., Florida
and (TARGETSAFETY.COM, INC.)
. -ty-1
This Professional Services Agreement ("Agreement") is entered into this 16 day of
2011 by and between the City of Miami, a municipal corporation of the State of
Florida, whose address is 444 S.W. 2" Avenue, 10th Floor, Miami, Florida 33130 ("City"), and
TargetSafety.com, Inc. whose principal address is 10805 Rancho Bernardo Road, Suite 200, San
Diego, CA 92127 ("Provider").
RECITALS:
WHEREAS, the City issued Request for Proposals No. 251230 on November 12, 2010,
("RFP"), which is attached hereto as Exhibit "A" and incorporated herein by reference for the
provision of professional services ("Services") as more fully set forth in the Scope of Work
("SOW"), which is attached hereto and incorporated herein by reference as "Exhibit B" for the
implementation of a Internet Based Training System (collectively, the "System"), also as set
forth in Exhibit "B", and Provider submitted a response to the RFP (the "Response"), which is
attached hereto as Exhibit "C" and incorporated herein by reference; and
WHEREAS, the Evaluation Committee appointed by the City Manager recommended
that the Proposal submitted by the Provider was ranked highest, in the best interest, and most
advantageous of the City and recommended that the City Manager negotiate with the Provider;
and
WHEREAS, the City wishes to engage the Servires of the Provider to provide the
System, and the Provider wishes to perform the Services for the City and to provide the System;
and
WHEREAS, the City and Provider desire to enter into this Agreement under the terms
and conditions set forth herein.
NOW, THEREFORE, in consideration of the mutual covenants and promises herein.
contained, Provider and the City agree as follows:
TERMS:
1. RECITALS AND INCORPORATIONS; DEFINITIONS:
A. The recitals are true and correct and are hereby incorporated into and made a part
of this Agreement. The City's RFP is hereby incorporated into and made a part of this
Agreement and attached hereto as Exhibit "A". The Services and System are hereby
incorporated into and made a part of this Agreement as attached Exhibit "B". Provider's
response dated December 13, 2010, is hereby incorporated into and made a part of this
Agreement as attached Exhibit "C". The Provider's Insurance Certificate is hereby incorporated
into and made a part of this Agreement as Exhibit "D." The Provider's Cost Proposal is hereby
incorporated into and made..a.part of this.Agreement as Exhibit "E". The Provider's Standard
License Agreement SLA is hereby incorporated into and made a part of this Agreement and
attached hereto as Exhibit "F". The order of precedence whenever there is conflicting or
inconsistent language between documents is as follows.: (1) Professional Services Agreement
with the Scope of Work and all other relevant agreements; (2) Addenda/Addendum to the
Request for Proposals; (3) Request for Proposals; and (4) Provider's response to the Request for
Proposals.
2. TERM; RENEWAL:
A. The initial term of this Agreement shallcommence on the Effective Date and shall
continue in effect for an initial term of two (2) years with an option to renew for three (3)
additional one (1.) year periods at the sole discretion of the City as outlined in the Scope of Work.,
The City may extend the term of this Agreement as deemed necessary at its sole discretion until
it is determined by the City that the System has been successfully implemented by the Provider.
3, SCOPE OF SERVICES:
A. Provider agrees to provide the Services as specifically described subject to the
special terms, conditioris, budget and schedule set forth in Exhibit B which by this reference is
incorporated into and made a part of this Agreement.
B. Provider represents to the City that: (i) it possesses all qualifications, licenses and
expertise required for the performance .of the Services and the System, including but not limited
to fiuti qualification to do business in Florida; (ii) it is not delinquent in the payment of any sums
due the City, including payment of permits, fees, occupational licenses, etc,, nor in the
performance of any obligations to the City; (iii) all personnel assigned to perform the Services
for the System are and shall be, at all times during the term hereof, fully qualified and trained to
perform the tasks assigned to each; (iv) the Services for the System will be performed in the
manner, at such times, and for the budgeted amounts (if applicable) described in Exhibit "B;"
and (v) each person executing this Agreement on behalf of Provider has been duly authorized to
so execute the same and fully bind Provider as a party to this Agreement.
C. Provider shall give at least sixty (60) days advance written notice to City prior to
any changes to the Project Manager(s) and shall provide City with pertinent information about
the proposed replacement 'Project Manager(s) at lease thirty (30) days before the change takes,
pace. It is the intent of the parties to this Agreement that the City should not be penalized by any
such changes to the Project Manager. Therefore, in the event that Provider changes the Project
Manager(s), Provider agrees to provide any and all such replacement Project Manager(s) to City
free of charge during a three (3) week transition and ramp up period.
D. Provider shall at ali times provide fully qualified, competent and physically
capable employees to perform the Services under this Agreement. City may require Provider to
ret ove any employee the City deems careless, incompetent, insubordinate, or otherwise
objectionable and whose continued services under this Agreement is not in the best interest of
the City. Each of Provider's employees shall. have and wear proper identification.
4. COMPENSATION:
A. Provider will invoice the City annually at a First Year cost not to exceed S40,135,
Second Year cost not to exceed $51,240, Third Year cost not to exceed $51,240, Fourth Year
cost not to exceed S55,440, and Fifth Year cost not to exceed $55,440. For illustrative purposes,
the
detailed cost breakdown, per year, is shown in Exhibit "E",
(i) The City will pay 75% of the respective year's Annual Total amount shown in
Exhibit "E" within 45 days ofreceipt of the TargetSafety invoice which will be
issued at the completion ofDay 1 of Phase 1 oflmplementation as defined in
Provider's Implementation Schedule (Exhibit "B"). (ii) and remaining 25% at the
completion of Phase 5.
113. Payment shall be made in arrears based upon work performed to the satisfaction ....
(Tithe City within forty-five (45) days after receipt of Provider's invoice for Services performed,
which shall be accompanied by sufficient supporting documentation and contain sufficient detail
to allow a proper audit of expenditures, should the City require one to be performed. Invoices
shall be sufficiently detailed so as to comply with the."Florida Prompt Payment Act", §218.70.
218.79, Florida Statutes, and other applicable laws. No advance payments shall be made at any
time.
C. Provider agrees and understands that (i) any and all subcontractors providing
Services for the System related to this Agreement shall be paid through Provider and not paid
directly by the City, and (ii) any and all liabilities regarding payment to or use of subcontractors
for any of the Services related to this Agreement shall be borne solely by Provider.
OWNERSHIP OF DOCUMENTS; CONTENT PROVIDED TO PROVIDER
INTELLECTUAL PROPERTY RIGHTS & SECURITY; USE OF MEDIA
MANAGEMENT SOFTWARE:
A. Provider understands and agrees that any information, document, report or any
other material whatsoever ("Information") which is given by the City to Provider, its employees,
or any subcontractor, or which is otherwise obtained or prepared by Provider pursuant to or
under the terms of this Agreement, is and shall at all times remain the property of the City.
Provider agrees not to use any such information, document, report or material for any other
- - - purpose whatsoever without the written consent ofthe City Manager, which may be withheld or
conditioned by the City Manager in his sole discretion. Provider is permitted to make and to
maintain duplicate copies of the files, records, documents, etc. if Provider determines copies of
such records are necessary subsequent to the termination of this Agreement; however, in no way
shall the confidentiality as permitted by applicable law be breached. The City shall maintain and
retain ownership of any and all documents which result upon the completion of the work and
Services under this Agreement.
6. AUDIT AND INSPECTION REGHTS AND RECORDS RETENTION:
Provider agrees to provide access to the City or to any of its duly authorized
representatives, to any books, documents, papers, and records of Provider which are directly
pertinent to this Agreement, for the purpose of audit, examination, excerpts, and transcripts. The
City may, at reasonable times, and for a period of up to five (5) years following the date of final
payment by the City to Provider under this Agreement, audit and inspect., or cause to be audited
and inspected, those books, documents, papers, and records of Provider which are related to
Provider's performance under this Agreement. Provider agrees to maintain any and all such
books, documents, papers, and records at its principal place of business for a period of five (5)
years after final payment is made under this Agreement and all other pending matters are closed.
Provider's failure to adhere to, or refuse to comply with, this condition shall result iri the
immediate cancellation of this Agreement by the City.
7. AWARD OF AGREEMENT:
Provider represents to the City that it has not employed or retained any person or
company employed by the City to solicit or secure this Agreement and that it has not offered to
pay, paid, or agreed to pay any person any fee, commission, percentage, brokerage fee, or gift of
any kind contingent upon orin...connection with, the receipt of an award of this Agreement.
8. PUBLIC RECORDS:
A. Provider understands that the public shall have FICCCSS, at all reasonable times, to
all documents and information peitaining to City Agreements, subject to the provisions of
Chapter 119, Florida Statutes, and agrees to allow access by the City and the public to all
documents subject to disclosure under applicable laws. Provider's failure or refusal to comply
with the provisions of this section shall result in the immediate cancellation of this Agreement by
the City.
B. Should Provider determine to dispute any public access provision required by
Florida Statutes, then Provider shall do so at its expense and at no cost to the City.
9.. COMPLIANCE WITH FEDERAL, STATE AND LOCAL LAWS:
Provider understands that agreements with local governments are subject to certain laws
a.nd regulations, including, laws pertaining to public records, conflict of interest, record keeping,
etc. City and Provider agree comply with and observe all such applicable federal, state and
local laws, rules, regulations., codes and ordinances, as they may be amended from time to .time.
Provider further agrees to include in all of Provider's agreements with subcontractors for
any Services related to this Agreement this provision requiring subcontractors to comply with
and observe all applicable federal, state, and local laws rutes, regulations, codes and ordinances,
as they may be amended fromtime to time.
10. INDEMNIFICATION:
Provider shall indemnify, defend and bold. harmless the City and its officials, employees.,
and its designated third -party administrator for claims (collectively referred to as "Indemnities")
and each of them -from and against all loss, costs, penalties, fines, damages, claims, expenses
(including attorney's -fees) or liabilities (collectively referred to as "Liabilities") by reason.of any
injury to or death of any person or damage to or destruction or loss of any property arising out of,
resulting from, or in connection with (i) the negligent performance or non-performance of the
Services contemplated by this Agreement (whether active or passive) of Provider or its
employees or subcontractors (collectively referred to as "Provider") which is directly caused, in
.whole or in part, by any act, omission, default or negligence (whether active or passive or in
strict liability) of the Indemnities, or any ofthem, or (ii) the failure of the, Provider to comply
materially with any of the requirements herein, or the failure of the Provider to conform to
statutes, ordinances, or other regulations or requirements of any governmental authority, local,
federal or state, in connection with the performance of this Agreement. Provider expressly
agrees to indeirmify, defend and hold harmless the Indemnities, or any of them, from and against
all liabilities which rimy be asserted by an employee or former employee of Provider, or any of
its subcontractors, as provided above, for which the Provider's liability to such employee or
former employee would otherwise be limited to payments under state Workers' Compensation or
similar laws. Provider further agrees to indemnify, defend and hold harmless the Indemnities
from and against (i) any and all Liabilities imposed on account of the violation of any law,
ordinance, order, rule, regulation, condition, or requirement, related directly to Provider's
negligent performance under this Agreement, compliance with which is left by this Agreement to
Provider, and (ii) any and all claims, and/or suits for labor and materials furnished by Provider or
utilized in the performance of this Agreement or otherwise.
This section shall be interpreted to comply with Sections 725.06 and/or 725.08, Florida Statutes.
Provider's obligations to indemnify, defend and hold harmless the Indemnities shall survive the
termination of this Agreement.
Provider understands and agrees that any and all liabilities regarding the use of any subcontractor
for Services related to this Agreement shall be borne solely by Provider throughout
the duration of this Agreement and that is provision shall survive the termination of this
Agreement.
11. DEFAULT:
If Provider fails to comply materially with any term or condition of this Agreement, or
fails to perform in any material way gray of its obligations herealncler•, and fails to cure such
failure within 60 clays after reasonable notice from the City, then Provider shall be in default.
Provider understands and agrees that teaaxaination of this Agreement under this section shall not
release Provider from any obligation accruing prior to the effective date of termination.
12. RESOLUTION OF AGREEMENT DISPUTES:
Provider understands and agrees that all disputes between Provider and the City based
upon an alleged violation of the terms of this Agreement by the City shall be submitted to the
City Manager for his/her resolution, prior to Provider being entitled to seek judicial relief in
connection therewith. In the event that the amount of compensation hereunder exceeds Twenty-
-Five -Thousand -Dollars and No/Cents ($25,000), the City--Manager'-s decision.shall be.approved
or disapproved by the City Commission. Provider shall not be entitled to seek judicial relief
unless: (i) it has first received City Manager's written decision, approved by the City
Commission if the amount of compensation hereunder exceeds Twenty -Five Thousand Dollars
and No/Cents ($25,000), or (ii) a period of sixty (60) days has expired, after submitting to the
City Manager a detailed. statement of the dispute, accompanied by all supporting documentation
ninety (90) days if City Manager's decision is subject to City CO] mission approval); or (iii) City
has waived compliance with the procedure set forth in this section by written instruments, signed
by the City Manager.
13. TERMINATION;OBLIGATIONS 'UPON TERMINATION:
A. The City, acting by and through its City Manager, shall have the right to terminate
this Agreement, in its sole discretion, at any time, by giving written notice to Provider at least
sixty (GO) calendar days prior to the effective date of such termination. In such event, the City
shall pay to Provider compensation for Services rendered and approved expenses incurred prior
to the effective date of termination. In no event shall the City be liable to Provider for any
additional compensation and expenses incurred, other than that provided. herein, and in no event
shall the City be liable for any consequential or .incidental damages.
B. The City Manager shall have the right to terminate this Agreement, without notice
or liability to Provider, upon the occurrence of an event of a material default hereunder. In such
event, the City shall not be obligated to pay any amounts to Provider for Services rendered by.
Provider after the date of termination, but the parties shall remain responsible for any payments
that have become due and owing as of the effective date of termination. In no event shall the City
be liable to Frovider.foranyadditional...compensatiomand.expenses....incurreknther.than that
provided herein, and in no event shall the City be liable for any consequential or incidental
damages.
C. This Agreement may be terminated, in whole or in part, at any time by mutual
written consent of the parties hereto. In such event, the City shall not be obligated to pay any
amounts. to Provider for Servicesrendered by Provider after the date of termination, but the
parties shall remain responsible for any payments that have become due and owing as of the
effective date of termination. In no event shall the City be liable to Provider for any additional
compensation and expenses incurred, other than that provided herein, and in no event shall the
City be liable for any consequential or incidental damages.
This Agreement may be .terminated, in whole or in part, by either party if there
has been a material default or breach on the part of the other party in any of its representations,
warranties, covenants, or obligations contained in this Agreement and such default or breach is
not cured within ninety (90) clays following written notice from .the non -breaching party. In such
event, the City shall not be obligated to pay any amounts to Provider for Services rendered by
Provider after the date of termination„but.thoparties shall remain responsible for any payments
that have become clue and owing as of the effective date of termination. In no event shall the City
be liable to Provider for any additional compensation and expenses incurred, other than that
provided herein, and in no event shall the City be liable for any consequential or incidental
damages.
14. INSURANCE:
A. Provider shall, at all times during the term hereof, maintain such insurance coverage(s) as
may be required by the City. The insurance coverage(s) required as of the Effective Date of this
Agreement are attached hereto as Exhibit "D"--and incorporated herein by this referei e. The -
City RFP number and title of the RFP must appear on each certificate of insurance. The .Provider
shall add the City of Miami as an additional named insured to its commercial general liability.
and auto policies and as a named certificate holder on all policies. Provider shall correct any
insurancecertificates as requested by the City's Risk Management Administrator, All such
insurance,. including renewais, shall be subject to the approval of the City for adequacy of
protection and evidence of such coverage(s) and shall be furnished to the City Risk Management
Administrator on Certificates of Insurance indicating such insurance to be in force and effect and
providing that the City is provided with written notice of cancellation or material change from
the insurer in accordance to policy .provisions.. Completed Certificates of Insurance shall be
filed with the City prior to the performance of Services hereunder, provided, however, that
Provider shall at any time upon request file duplicate copies of the policies of such insurance
with the City.
B. Provider understands and agrees that any and all liabilities regarding the use of any of
Provider's employees or any of Provider's subcontractors for Services related to this Agreement
shall be borne solely by Provider throughout the term of this Agreement and that this provision
shall survive the termination of this Agreement. Provider further understands and agrees that
insurance for each employee of Provider and each subcontractor providing Services related to
this Agreement shall be maintained in good standing and approved by the City Risk Management
Administrator throughout the duration of this Agreement.
C. Provider shall be responsible for assuring that the insurance certificates required
under this Agreement remain in full force and effect for the duration of this Agreement,
including any extensions hereof, If insurance certificates are sch-eduled to expire during the term
----ofthis-Agreementand-anrextension hereof,-Providershall--be-responsible for -submitting -new or -
renewed insurance certificates to the City's Risk Management Administrator at a minim.um of
ten (10) calendar days in advance of such expiration. In the event that expired certificates are not
replaced, with new or renewed certificates- which cover the term of this Agreement and any
extension thereof:
(i) the City shall suspend this Agreement until such tirne as the new or renewed.
cerlificate(s) are received in acceptable form by the City's Risk Management
Administrator; or
(ii) the City may, at its sole discretion, terminate the Agreement for cause and seek
re -procurement damages from Provider in conjunction with the violation of the terms and
conditions of this Agreement.
E. Compliance with the foregoing requirements shall not relieve Provider of its
liabilities and obligations under this Agreement.
15. NONDISCRIMINATION:
Provider represents to the City that Provider does not and will not engage in
discriminatory practices and that there shall be no discrimination in connection with Provider's
performance under this Agreement on account of race, color, sex, religion, age, handicap, marital
status or national origin. Provider further covenants that no otherwise qualified individual shall,
solely by reason of his/her race, color, sex, religion, age, handicap, marital status or national
origin, be excluded from participation in, be denied services, or be subject to discrimination
under any provision of this Agreement,
16; ASSIGNMENT:
This Agreement shall not be assigned by Provider, in whole or in, part, and Provider shall
not assign any part of its operations, without the prior written consent of the City, which may be
withheld or conditioned, in the City's sole discretion through the City Manager. Provider may
not change or replace sub -contractors performing work -under the Scope of Services identified in
Exhibit "B" without the prior written consent from the City Manager.
17. NOTICES: All notices or other communications required under this Agreement shall
be in writing and shall be given by hand -delivery or by registered or certified U.S. Mail, return
receipt requested, addressed to the other party at the address indicated herein or to such other
address as a party may designate by notice given as herein provid.ed. Notice shall be deemed
given on the day on which personally delivered; or, if by mail, on the fifth day alter being posted
or the date of actual receipt, .whichever is earlier.
TO PROVIDER: TO THE CITY:
Target Safety.com, Inc.
James Hensel, Director of Finance
10805 Rancho Bernardo Road
San Diego, CA 92127
With Copies to:
Velclora Arthur, Assistant Fire Chief
Fire -Rescue Department
444 S.W. 2nd Ave, 10th Floor
Miami, FL 33130
Julie O. Bru, City Attorney
Office of the City Attorney
444 S.W. 2nd Ave., 9th Floor
Miami, FL 33130
Johnny Martinez
City Manager
444 SW 2nd Ave, 10'1' Floor
Miami, Florida 33130
Ruben Bargueiras, Assistant Fire Chief
Fire -Rescue Department
3425 Jefferson Street
Miami, Fl 331.33
Calvin Ellis, Director
Risk Management Department
444 S.W. 2nd Ave., 9th Floor
Miami, FL 33130
18. MISCELLANEOUS PROVISIONS:
A. This Agreement shall be construed and enforced according to the laws of the State
of Florida. Venue in any proceedings between the parties shall be in Miami -Dade County,
Florida. Each party shall bear its own attorney's fees. Each party waives any defense, whether
asserted by motion or pleading, that the aforementioned courts are an improper or inconvenient
venue. Morcover,-the.parties-consent to.the-personaljurisdiction of the aforementioned courts
and irrevocably waive any objections to said jurisdiction The parties irrevocably waive any
rights to a jury trial.
B. Title and paragraph headings are for convenient reference and are not a part of
this Agreement.
C. No waiver or breach of any provision of this Agreement shall constitute a waiver
of any subsequent breach of the same or any other provision hereof, and no aive • shaLl be
effective unless made in writing.
D. Should any provision, paragraph, sentence, word or phrase contained in this
Agreement be determined by a court of competent. jurisdiction. to be invalid, illegal or otherwise
unenforceable under the laws of the State of Florida or the City of Miami, such provision,
paragraph, sentence, word or phrase shall be deemed modified to the extent necessary in order to
conform with such Jaws, or if not modifiable, then the same shall be deemed severable, and in
either event, the remaining terms and provisions ofthis Agreement shall remain unmodified and
in fi.d1 force and effect or limitation of its use.
E. Provider shall comply with all applicable laws, rules and regulations in the
performance of this Agreement, including but not limited to licensure, and certifications required
by law for professional service providers.
Na,modification-or amendment -hereto be valid unless in writing and
executed by properly authorized representatives of the parties hereto. Except as otherwise set
forth in §18(D) above, the City Manager shall have the sole authority to extend, to amend or to
modify this Agreement on behalf of thc City.
19, SUCCESSORS AND ASSIGNS:
This Agreement shall be binding upon the parties hereto, their heirs, executors, legal
representatives, successors, or assigns.
20. INDEPENDENT CONTRACTORS:
Provider has been procured and is being engaged to provide Services to the City as an
independent contractor, and not as an agent or employee of the City. Accordingly, neither
Provider, nor its employees, nor any subcontractor hired by Provider to provide any Services
under this Agreement shall attain, nor be entitled to, any rights or benefits under the Civil
Service or Pension Ordinances of the City, nor any rights generally afforded classified or
unclassified employees. Provider further understands that Florida Workers' Compensation
benefits available to employees of the City are not available to Provider, its employees, or any
subcontractor hired by Provider to provide any Services hereunder, and Provider agrees to
provide or to require subcontractor(s) to provide„ as applicable, workers' compensation insurance
for any employee or agent of Provider rendering Services to the City under this Agreement.
Provider further understands and agrees that Provider's or subcontractors' use or entry upon City
properties shall not in any way change its or their status as an independent contractor.
21. CONTINGENCY CLAUSE:
Funding for this Agreement is contingent on the availability of funds and continued
authorization for program activities and the Agreement is subject to amendment or termination
due -to lack of -funds, reduction of -funds and/or- change in regulations, upon thirty (-3 0) days
written notice,
22. FORCE MAMIKE.
A "Force Majeure Event" shall mean an act of God, act of governmental body or military
authority, fire, explosion, power failure, flood, storm, hurricane, sink hole, other natural disasters,
epidemic, riot or civil disturbance, war or terrorism, sabotage, insurrection, blockade, or
embargo. In the event that either party is delayed in the performance of any act or obligation
pursuant to or required by the Agreement by reason of a Force Majeure Event, the time for
required completion of such act or obligation shall be extended by the number of days equal to
the total number of days, if any, that such party is actually delayed by such Force Majeure Event.
The party seeking delay in performance shall give notice to the other party specifying the
anticipated duration of the delay, and if such delay shall extend beyond the duration specifiedin
such notice, additional notice shall be repeated no less than monthly so long as such delay due to
a Force Majeure Event continues. Any party seeking delay in performance clue to a Force
Majeure Event shall use its best efforts to rectify any condition causing such delay and shall
cooperate with the other party to overcome any delay that has resulted.
23. CITY NOT LIABLE FOR DELAYS:
Provider hereby understands and agrees that in no event shall the City be liable for, or
responsible to Provider or any subcontractor, or to any other person, firm, or entity for or on
account of, any stoppages or delay(s) in work herein provided for, or any damages whatsoever
related thereto, because of any injunction or other legal or equitable proceedings or on
account of any delay(s) for any cause over which the City has no control.
24. USE OF NAME:
Provider understands -and agrees that- the City is not engaged -in_research for advertising,
sales promotion, or other publicity purposes. Provider is allowed, within the limited scope of
normal and customary marketing and promotion of its work, to use the general results of this
project and the name of the City. The Provider agrees to protect any confidential information
provided by the City and will not release information of a specific nature without prior written
consent of the City Manager or the City Commission.
25. NO CONFLICT OF INTEREST:
Pursuant to City of Miami Code Section 2-611, as amended ("City Code"), regarding
conflicts of interest, Provider hereby certifies to City that no individual member of Provider, no
employee, and no subcontractor under this Agreement or any immediate family member of any
of the same is also a member of any board, commission, or agency of the City. Provider hereby
represents. and warrants to the City that throughout the term of this Agreement, Provider, its
employees and its subcontractors will abide by this prohibition of the City Code.
26. NO THIRD -PARTY BENEFICIARY:
No persons other than the Provider and the City (and their successors and assigns) shall
have any rights whatsoever under this Agreement.
27. SURVIVAL:
All obligations (including but not limited to indemnity and obligations to defend and hold
harmless) and rights of any party arising during or attributable to the period prior to expiration or
earlier termination of this Agreement shall survive such expiration or earlier termination.
28. TRUTH -IN -NEGOTIATION CERTIFICATION, REPRESENTATION AND
WARRANTY:
Provider hereby certifies, represents and warrants to City that on the date of Provider's
execution of this Agreement and so long as this Agreement shall remain in full force and effect,
the wage rates and other factual unit costs supporting the compensation to Provider under this
Agreement are and will continue to be neut., te, complete, and current. Provider understands,
agrees and acknowledges that the City shall adjust the amount of the compensation and any
additions thereto to exclude any .significant sums by which the City determines the.contractprice
of compensation. hereunder was increased due to inaccurate, incomplete, or non -current wage
rates and other factual unit costs. All such contract adjustments shall be made within one (I) year
of the end of this Agreement, whether naturally expiring or earlier terminated pursuant to the
provisions hereof.
29. COUNTERPARTS:
This .Agreement may be executed in three or more counterparts, each of which shall
constitute an original but all of which, when taken together, shall constitute one and the saine
agreement.
30. ENTIRE AGREEMENT:
This Agreement and its attachments .constitute the sole and only agreement of the parties
relating to the subject matter hereof and correctly set forth the rights, duties, and obligations of
each to the other as of its date. Any prior agreements, promises, negotiations, or representations
not expressly set forth in this Agreement are of no force or effect.
IN WITNESS WHEREOF, the parties hereto have caused this instrument to be executed by
their respective officials thereunto cluly authorized, this the day and year above written.
"Provider"
TargetSafety.com Inc.
ATTEST: By:
Print Name: /i/-e (62t/odwati
Title: (-• P o
ATTEST:
Print Name: Thomas Woodward
Title: Vice President
(Authorized Corporate Officer)
"City"
CITY OF MIAMI, a municipal
Corporation
By:
Priscilla A. Thompson, City Perk Jo4ny Ma y Manager
-16-
APPROVED AS TO FORM AND
CORRECTNESS:
ar[10
Julie O. Bru
City Attorney
APPROVED AS TO INSURANCE
REQUIREMENTS: /
,/
Calvin Ellis, Directoii:
Department of RiskManagement
EXHIBIT A
Request for Proposal No. 251230
and All Addenda thereto
Request for Proposals
(RFP)
Purchasing Department
Miami Riverside Center
444 SW 2' Avenue, 6in Floor
Miami, Florida 33130
Web Site Address: http://ci.miami.fLus/procurement
RFP Number:
Title:
251230
Request for Proposals for Internet -Based
Training System
Issue Date/Tine: 12-NOV-2010
RFP Closing Date/Time: 12/13/2010 @ 14:00:00
Pre -Bid Conference:
Pre -Bid Date/Time:
Pre -Bid Location:
Deadline for Request for Clarification: Tuesday, November 23, 2010 at 5:00 PM
Buyer: Gonzalez, Yusbel
Hard Copy Submittal Location:
Buyer E-Mail Address:
Buyer Facsimile:
City of Miami - City Clerk
3500 Pan American Drive
Miami FL 33133 US
YGonzaiez ci.rniami.fLus
(305) 400-5104
Page -1 of 36
Certification Statement
Please quote on this form, if applicable, net prices for the item(s) listecl. Return signed original and
retain a copy for your files. Prices should include ail costs., including transportation to destination. The
City reserves the right to accept or reject all or any part of this submission. Prices should be firm for a
minimum of 1.80 days following the time, set for closing of the submissions.
In the event of errors in extension of totals, the unit prices shall govern in determining the quoted
prices.
We (I) certify that we have read your solicitation, completed the necessary documents, and propose to
furnish and deliver, F.O.B. DESTINATION, the items or services specified herein.
The undersigned hereby certifies that neither the contractual party nor any of its principal owners or
personnel have been convicted of any of the violations, or debarred or suspended as set in section
1.8-107 or Ordinance No. 12271.
All exceptions to this submission have been documented in the section below (refer to paragraph and
section).
EXCEPTIONS:
We (I) certify that any and all information contained in this submission is true; and we (I) further certify
that this submission is made without prior understanding, agreement, or connection with any
corporation, firm, or person submitting a submission for the same m.aterials, supplies, equipment, or
service, and is in all respects fair and without collusion or fraud. We (I) agree to abide by all terms and
conditions of this solicitation and certify. that I am authorized to sign this submission for the submitter.
Please print the following and sign your name:
SUPPLIER NAME:
ADDRESS:
PHONE: FAX
EMAIL BEEPER -
SIGNED B
TITLE: DATE:
FAILURE TO COMPLETE,. SIGN, AND RETURN THIS FOR DIS UALIFY THIS BID.
Page 2 of 36
Certifica flops
Legal Name of Firm:
Entity Type: Partnership, Sole Proprietorship, Corporation, etc.
Year Established:
Office Location: City of Miami, Miami -Dade County, or Other
Occupational License / Business Tax Receipt Number:
Occupational License/Business Tax Receipt issuing Agency:
Occupational License/Business Tax Receipt Expiration Date:
Respondent certifies that (s) he has read and understood the provisions of City of Miami Ordinance No,
10032 (Section 18-105 of the City Code) pertaining to the implementation of a "First Source Hiring
Agreement": (Yes or No)
Do you expect to create new positions in your company in the event your company was awarded a
Contract by the City? (Yes or No)
In the event your answer to question above is yes, how many new positions would you create to
perform this work?
'Pleaselist the title, rate of pay, summary of duties, number of positions, and expected length or duration
of all new positions which might be created as a result of this award of a Contract.
Will Subcontractor(s) be used? (Yes or No)
Page 3 of 36
Please €ist and acknowledge all addendum/addenda received. List the addendum/addenda number and
date of receipt (i.e. Addenchnn No. 1, 7/1/07). If no addendum/addenda was/were issuecl, please insert
N/A.
Page 4 of 36
Line: 1
Description: Total Cosi of an Internet -Based Training System, Pursuant to Section 3,
Specifications
Pursuant to Section 4, Submission Requirements, subsection 7), titled "Cost Proposal": Proposer
shall provide a break down of all costs associated with the purchase of an internet based training
system. Cost proposal shall include, amongst other things: annual license and subscription fees,
training, startup materials, implementation, configuration and any other additional fees/costs
required to meet the requirements listed in Section 3, Specifications, of the RFP solicitation
document.
Category: 92091-00
Unit ofMeasure: Each
Unit Price: $ Number of Units: 1 Total: $
Page 5 of 36
Request for Proposals (RFP) 251230
Table of CoMents
Touuxmid CooJ6om 7
1.Oonrm|Conditions 7
lJ.GENERAL TERMS AND CONDITIONS ........ ....... --......... ............ -----_--.-J
2.Special CoudNms .......... .............. ......... .... -.............. ....... ..... .-_....... --......................... 24
2.1.PDRPA8B _—.................. ..... ___ .................................... ..... .......... .............. ................. 4
22DEADLINE FOR RECEIPT OFREQUEST FOR ADDITIONAL
INFORMATION/CLARIFICATION ................ ......... --............ .............................................. 24
%3.TERJNOFCONTRACT ...... -_.... ............. ..... ........ ...... -...... ... ......................... _'24
2A.CONDITIONS FOR RENEWAL -... .......... ........ -...... .... ___ .......... ----...... ........... 24
2,5, OF FUNDS ......... -...... ... -_.................. —......... _..... ..... ..24
2.6.PROP8SBK'SMINIMUM QUALIFICATIONS _............. ......... -.... .... ___ ..... .............. 4
z.TCONTRACT EXECUTION .... ................ ............. .......... ---........... -....... ...... ........ 25
2.8. FAILURE TOpBBFORM 25
2/9,D9QDDANCE REQUIREMENTS .................................... ..........................
.-._—_—��
II0,CO0IRACTADMU4IS73l4T0R. _...... ___ .... -............. .............. ......... 7
2,11. OR — ..................
1l2.WARRANTY, FrrNESS FOR PURPOSE .................... ------__--27
%]lCOMPLETE PROJECT REQUIRED ........ 2J
2,14, TERMINATION 28
2,15.ADDrT?0NAL TERMS AND CONDITIONS ' 28
2,|6.PRIMARY CLIENT (FIR8TPRDODDY) .... .............. _--....... -......... .... S
2.17. UNAUTHORIZED WORK ....... ....... ............ .................... ............... ............. ...... 28
2,18. - .........---_----.28
2.19, COMPENSATION PROPOSAL ........... -----28
2.20,EVALUATION/SELECTION PROCESS AND CONTRACT AWARD 29
22].ADDITIONAL SERVICES ----------------... 29
222.RBCORD0 .............. _........... .................................. -........ _.................................... 9
2,21TVA|NI0(3DATA .... ......... ... -.............. ..... ---...................................... -...... 30
z.24,TRUTH DN NBGOTD�%O��C�DIl}�C�IB -_---------................................
I-�y#ifiv 6oh - �� � � - ' 31
3.1. COPE DPvYODY, ' ]l
4.Suboission Rvgnbomoots ....... --.......... 34
4.l.SUBMISSION DFVUIIUEMBNT8 ..................... ........... ............. _--_.......... -.......... 34
5.8vokmdvoCriteria ' 96
Page 6of 36
Request for Proposals (RFP) 251230
Terms and Conditions
1. General Conditions
1.1. GENERAL TERMS AND CONDITIONS
Intent: Thc General Terms and Conditions described herein apply to the acquisition of
goods/equipment/services with an estimated aggregate cost of $25,000.00 or more.
Definition: A formal solicitation is defined as issuance of an Invitation for Bids, Request for Proposals,
Request for Qualifications, or Request for Letters of Interest pursuant to the City of
Miami Procurement Code and/or Florida Law, as amended. Formal Solicitation and Solicitation shall be
defined in the same manner herein.
1.1. ACCEPTANCE OF GOODS 01R. EQUIPMENT - Any good(s) or equipment delivered under this
formal solicitation, if applicable, shall remain the property of the seller until a physical inspection and
actual usage of the good is made, and thereafter is accepted as satisfactory ta the City. It musi comply with
the terms herein and be fully in accordance with specifications and of the highest quality. In the event the
goods/equipment supplied to the City are found to be defective or does not conform to specifications, the
City reserves the right to cancel the order upon written notice to the Contractor and return the product to the
Contractor at the Contractor's expense.
1.2. ACCEPTANCE OF OFFER - The signed or electronic submission of your solicitation response shall
be considered an offer on the part of the bidder/proposer; such offer shall be deemed accepted upon
issuance by the City of a purchase order,
1.3. ACCEPTANCE/REJECTION - The City reserves the right to accept or reject any or all responses or
parts of after opening/closing date and request re -issuance on the goods/services described in the formal
solicitation. In the event of such rejection, the Director of Purchasing shall notify all affected
bidders/proposers and make available a written explanation for the rejection. The City also reserves the
right to reject the response of any bidder/proposer who has previously failed to properly perform under the
terms and conditions of a contract, to deliver on time contracts of a similar nature, and who is not in a
position to perform the requirements defined in (his formal solicitation. The City further reserves the right
to waive any irregularities or minor informalities or technicalities in any or all responses and may, at its
discretion, re -issue this formal solicitation.
1.4. ADDENDA — It is the bidder's/proposer's responsibility to ensure receipt of all Addenda. Addenda are
available at the City's websitc at: http://‘vww.ci.miamillms/procuroment
1.5. ALTERNATE RESPONSES MAY BE CONSIDERED - The City may consider one (1) alternate
response from the same Bidder/Proposer for the same formal solicitation; provided, that the alternate
response offers a different product that meets or exceeds the formal solicitation requirements. In order for
_the Cityloconsider.an alternate_response,-the Bidder/Proposer shall complete a_separate_Price Sheet form
and shall mark "Alternate Respouse", Alternate response shall be placed in the same response. This
provision only applies to formal solicitations for the procurement of goods, services, items, equipment,
materials, and/or supplies.
1.6. ASSIGNMENT - Contractor agrees not to subcontract, assign, transfer, convey, sublet, or otherwise
dispose of the resulting Contract, or any or all of its right, title or interest herein, without City of Miami's
prior written consent,
1.7. ATTORNEY'S FEES - In connection with any litigation, mediation and arbitration arising out of this
Contract, the prevailing party shall be entitled to recover its costs and reasonable Elltorney's fees through
and including appellate litigation and any post -judgment proceedings.
1.8. AUDIT RIGHTS AND RECORDS RETENTION - The Successful Biddcr/Proposer agrees to
provide access at all reasonable limes to the City, or to any of its duly authorized representatives, to any
books, documents, papers, and records of Contractor which are directly pertinent lo this formal solicitation,
for the purpose of audit, examination, excerpts, and transcriptions. The Successful Bidder/Proposer shall
maintain and retain any and all of the books, documents, papers and records pertinent to the Contract for
Page 7 of 36
Request for Proposals (RFP) 251230
three (3) years after the City makes final payment ancl all other pending matters are closed. Contractor's
failure to or refusal to comply with this condition shall result in the immediate cancellatiOn of this contract
by the City,
1.9. AVAILABILITY OF CONTRACT STATE-WIDE - Any Governmental, not -for -profit or
quasi -governmental entity in the State or Florida, may avail itself of this contract and purchase any and all
goods/services, specified herein from the successful bidder(s)/proposer(s) at the contract price(s)
established herein, when permissible by federal, state, and local laws, rules, and regulations.
Each Ciovernmental, not -for -profit or quasi -governmental entity which uses this formal solicitation and
resulting bid contract or agreement will establish its own contract/agreement, place Us own orders, issue its
own purchase orders, be invoiced there from and make its own payments, determine shipping terms and
issue its own exemption certificates as required by the successful bidder(s)/proposer(s).
1.10. AWARD OF CONTRACT:
A. The Formal Solicitation, Bidder's/Proposer's response, any addenda issued, and the purchase order shall
constitute the entire contract, unless modified in accordance with any ensuing contract/agreement,
amendment or addenda.
B. The award of a contract where there are Tie Bids will be decided by the Director of Purchasing or
designee in the instance that Tie Bids can't be determined by applying Florida Statute 287.087, Preference
to Businesses with Drug -Free Workplace Programs.
C. The award of this contract may be preconditioned on the subsequent submission of other documents as
specified in the Special Conditions or Technical Specifications. Bidder/Proposer shall be in default of its
contractual obligation if such documents are not submitted in a timely manner and in the form required by
the City, Where Bidder/Proposer is in default of these contractual requirements, the City, through action
taken by the Purchasing Department, will void its acceptance of the Bidder's/Proposer's Response and may
accept the Response from the next lowest responsive, responsible Bidder or Proposal most advantageous to
the City or re -solicit the City's requirements, The City, at its sole discretion, may seek monetary restitution
from Bidder/Proposer and its bid/proposal bond or guaranty, if applicable, as a result of damages or
increased costs sustained as a result of the Bidder's/Proposer's default,
D. The term of the contract shall be specified in one of three documents which shall be issued to the
successful Bidder/Proposer, These documents may either be a purchase order, notice of award and/or
contract award sheet,
E. The City reserves the right to automatically extend this contract for up to one hundred twenty (120)
calendar days beyond the stated contract term in order to provide City departments with continual service
and supplies while a new contract is being solicited, evaluated, and/or awarded. If the right is exercised,
the City shall notify the Bidder/Proposer, in writing, of its intent to extend the contract at the same price,
terms and conditions for a specific number of days. Additional extensions over the first one hundred
twenty (120) day extension may occur, if, the City and the Successful Bidder/Proposer are in mutual
agreement of such extensions,
F. Where the contract involves a single shipment of goods to the City, the contract term shall conclude
upon completion of the expressed or implied warranty periods.
G. The City reserves the right to award the contract on a split -order, lump sum or individual -item basis,
or such combination as shall best serve the interests of the City unless otherwise specified.
IL A Contract/Agreement may be awarded to the Bidder/Proposer by the City Commission based upon
die minimum qualification requirements reflected herein. As a result of a RFP, RFQ, or RFLI, the City
reserves the right to execute or not execute, as applicable, an Agreement with the Proposer, whichever is
determined to be in the City's best interests. Such agreement will be furnished by the City, will contain
certain terms as are in the CiLy's best interests, and will be subject to approval as to legal form by the City
Attorney.
1.11. BID BOND/ BID SECURITY - A cashier's or certified check, or a Bid Bond signed by a recognized
surety company that is licensed to clo business in the State of Florida, payable to the City of Miami, for the
amount bid is required from all bidders/proposers, if so indicated under the Special Conditions. This check
or bond guarantees that a bidder/proposer will accept the order or contrael/agreement, as bid/proposed, lint
is awarded to bidder/proposer. Bidder/Proposer shall forfeit bid deposit to the City should City award
Page 8 of 36
Request for Proposals (RFP) 251230
contract/agreement to Bidder/Proposer and Bidder/Proposer fails to accept the award. The City reserves the
right to reject any and all surety tendered to the City. Bid deposits are returned to unsuccessful
bidders/proposers within ten (10) days after the 'mad and successful bidder's/proposer's acceptance of
award. If sixty (60) days have passed after the dale of the formal solicitation closing date, and no contract
has been awarcled, all bid deposits will be returned on demand,
1.12. RESPONSE FORM (IIARDCOPY FORMAT) - All forms should be completed, signed and
submitted accordingly.
1.13. BID SECURITY FORFEITED LIQUIDATED DAMAGES - Failure to execute an Agreement
and/or file an acceptable Performance Bond, when required, as provided herein, shall be just cause for the
annulment of the award and the forfeiture of the Bicl Security to the City, which forfeiture shall be
considered, not as a penalty, but in mitigation of damages sustained. Award may then be made to the
next lowest responsive, responsible Bidder or Proposal most advantageous to the City or all responses may
be rejected.
1.14. BRAND NAMES - If and wherever in the specifications brand names, makes, models, names of any
manufacturers, trade names, or bidder/proposer catalog numbers are specified, il is for the purpose of
establishing the type, function, minimum standard of design, efficiency, grade or quality of goods only.
When the City does not wish to rule out other competitors' brands or makes, the phrase "OR EQUAL" is
added. When bidding/proposing an approved equal, Bidders/Proposers will submit, with their response,
complete sets of necessary data (factory information sheets, specifications, brochures, etc.) in order for the
City to evaluate and determine the equality of the item(s) bid/proposed. The City shall be the sole judge of
equality and its decision shall be final. Unless otherwise specified, evidence in the form of samples may be
requested if the proposed brand is other than specified by the City. Such samples are to be furnished after
formal solicitation opening/closing only upon request of the City. If samples should be requested, such
samples must be received by the City no later than seven (7) calendar days after a formal request is made.
1.15. CANCELLATION - The City reserves the right to cancel all formal solicitations before its
opening/closing. In the event of bid/proposal cancellation, the Director of Purchasing shall notify all
prospective bidders/proposers and make available a written explanation for the cancellation.
1.16. CAPITAL EXPENDITURES - Contractor understands that any capital expenditures that the firm
makes, or prepares to make, in order to deliver/perform the goods/services required by (he City, is a
business risk which the contractor must assume, The City will not be obligated to reimburse amortized or
unamortized capital expenditures, or to maintain the approved status of any contractor. if contractor has
been unable to recoup its capital expenditures during the time it is rendering such goods/services, it shall
not have any claim upon the City.
1.17. CITY NOT LIABLE FOR DELAYS - It is further expressly agreed that in no event shall the City
be liable for, or responsible to, the Bidder/Proposer/Consultant, any sub-contractor/sub-consultant, or to
any other person for, or on account of, any stoppages or delay in the work herein provided for by injunction
or other legal or equitable proceedings or on account of any delay for any cause over which the City has no
control.
1.18. COLLUSWN --Bidder/Proposer,-by submitting a -response, certifies that its response is made without_
previous understanding, agreement or connection either with any person, firm or corporation submitting a
response for the same items/services or with the City of Miami's Purchasing Department or initialing
department, The Bidder/Proposer certifies that its response is fair, without control, collusion, fraud or other
illegal Rction, Bidder/Proposer certifies that it is in compliance with the Conflict of Interest and Code of
Ethics Laws, The City will investigate all potential situations where collusion may have occurred and the
City reserves the right to reject any and all bids/responses where collusion may have occurred,
1.19. COMPLIANCE WITH FEDERAL, STATE AND LOCAL LAWS - Contractor understands that
contracts between private entities and local governments are subject to certain laws and regulations,
including laws pertaining to public records, conflict of interest, records keeping, etc. City and Contractor
agree to comply with and observe all applicable laws, codes and ordinances as that may in any way affect
the goods or equipment offered, including but not limited to:
A. Executive Order 11246, which prohibits discrimination against any employee, applicant, or client
because of race, creed, color, national origin, sex, or age with regard to, but not limited lo, the following:
employment practices, rate of pay or other compensation methods, and training selection.
Page 9 of 36
Request tbr Proposals (RFP) 251230
B. Occupational, Safety and Florin Act (OSHA), as applicable to [his Formal Solicitation,
C. The State ofFlorida Statutes, Section 287.133(3)(A) on Public Entity Crimes.
D. Environment Protection Agency (EPA), as applicable to this Formal Solicitation,
E. Uniform Commercial Code (Florida Statutes, Chapter 672).
F. Americans with Disabilities Act of 1990, as amended.
G. National Institute of Occupational Safely Hazards (NIOSH), as applicable to this Formal Solicitation.
II. National Forest Products Association (NI:TA), as applicable to this Formal Solicitation.
I. City Procurement Ordinance City Code Section 18, Article III,
J. Conflict of Interest, City Code Section 2-611;6L
K. Cone of Silence, City Code Section 18-74.
L. The Florida Statutes Sections 218,73 and 218.74 on Prompt Payment,
M. First Source Hiring Agreement, City Ordinance No. 10032, as applicable to this Formal Solicitation.
Implemented to foster the creation of new and permanent jobs for City of Miami residents; requires as a
condition precedent to the execution of service contracts including professional services.
Lack of knowledge by the bidder/proposer will in no way be a cause for relief from responsibility.
Non-compliance with all local, stale, and federal directives, orders, and laws may be considered grounds
for termination of contract(s).
Copies of the City Ordinances may be obtained from the City Clerk's Office.
1.20. CONE OF SILENCE - Pursuant to Section 18-74 of the City of Miami Code, a "Conc of Silence" is
imposed upon each RFP, RFQ, RFLI, or IFB after advertisement and terminates at the time the City
Manager issues a written recommendation to the Miami City Commission. The Cone of Silence shall be
applicable only to Contracts for the provision of goods and services and public works or improvements for
amounts greater than $200,000, The Cone of Silence prohibits any communication regarding RF.Ps, RFQs,
RFLI or IFBs (bids) between, among others;
Potential vendors, service providers, bidders, lobbyists or consultants and the City's professional staff
including, but not limited to, the City Manager and the City Manager's staff; the Mayor, City
Commissioners, or their respective staffs and any member of the respective selection/evaluation committee.
The provision does not apply to, among other communications:
oral communications with the City purchasing staff, provided the communication is limited strictly to
matters of process or procedure already contained in the formal solicitation document; the provisions of the
Cone of Silence do not apply to oral communications at duly noticed site visits/inspections, pm -proposal or
pre -bid conferences, oral presentations before selection/evaluation committees, contract negotiations during
,any duly noticed public meeting, or public presentations made to the Miami City Commission during a duly
noticed public meeting; or communications in writing or by email at any time with any City einployee,
official or member of the City Commission unless specifically prohibited by the applicable RFP, RFQ,
RFLI 01 IFB (bid) documents (See Section 2.2. of the Special Conditions); or communications in
connection with the collection of industry comments or the performance of market research regarding a
particular RFP, RFQ, RFLI OR EF.13 by City Purchasing staff.
Proposers or bidders must file a copy of any written communications with the Office of the City Clerk,
which shall be made available to any person upon request. The City shall respond in writing and file a copy
with the Office of the City Clerk, which shall be made available to any person upon request. Written
communications may be in the form of c-mail, with a copy to the Office °Utile City Clerk.
In addition to any other penalties provided by law, violation of the Cone of Silence by any proposer or
bidder shall render any iward voidable, A violation by a particular 13icider, Proposer, Offeror, Respondent,
lobbyist or consultant shall subject spine to potential penalties pursuant to the City Cede. Any person
having personal knowledge of a violation of these provisions shall report such violation to the Stale
Attorney and/or may file a complaint with the Ethics Commission. Proposers or bidders should reference
Section 18-74 of' the City of Miami Code for further clarification.
Page 10 of 36
Request for Proposals (RFP) 251230
This language is only a summary of the key provisions of the Cone of Silence. Please review City of
Miami Code Section 18-74 for a complete told thorough description of the Cone of Silence. You may
contact the City Clerk at 305-250-5360, to obtain a copy of same.
1.21. CONFIDENTIALITY - As a political subdivision, the City of Miami is subject to the Florida
Sunshine Act and Public Records Law. If this Contract/Agreement contains a confidentiality provision, it
shall have no application when disclosure is required by Florida law or upon court order.
1,22. CONFLICT OF INTEREST— Bidders/Proposers, by responding to this Formal Solicitation, certify
that to the best of their knowledge or belief, no elected/appointed official or employee of the City of Miami
is financially interested, directly or indirectly, in the purchase of goods/services specified in this Formal
Solicitation, Any such interests on the part of the Bidder/Proposer or its employees must be disclosed in
writing to the City. Further, you must disclose the name of any City employee who owns, directly or
indirectly, an interest of five percent (5%) or more of the total assets of :capital stock in your firm,
1.23, COPYRIGIFC OR PATENT RIGHTS .Bidders/Proposers warrant that there has been no violation
of copyright or patent rights in manufacturing, producing, or selling the goods shipped or ordered and/or
services provided as a result of this formal solicitation, and bidders/proposers agree to hold the City
harmless from any and all liability, loss, or expense occasioned by any such violation.
1.24. COST INCURRED BY BIDDER/PROPOSER - All expenses involved with the preparation and
submission of Responses to the City, or any work performed in connection therewith shall be borne by the
B idder(s)/Proposer(s).
1,25. DEBARMENT AND SUSPENSIONS (See 18-107)
(a) Authority and requirement to debar and suspend. After reasonable notice to an actual or prospective
Contractual Party, and after reasonable opportunity for such party to be heard, the City Manager, after
consultation with the Chief .Procurement Officer and the city attorney, shall have the authority to debar a
Contractual Party, for the causes listed below, from consideration for award of city Contracts. The
debarment shall be for a period of not fewer than three years, The City Manager shall also have the,
authority to suspend a Contractual Party from consideration for award deity Contracts if there is probable
cause for debarment., pending the debarment determination. The authority to debar and suspend contractors
shall be exercised in accordance with regulations which shall be issued by Ole Chief Procurement Officer
after approval by the City Manager, the city attorney, and the City Commission.
(b) Causes for debarment or suspension. Causes for debarment or suspension include the following:
(1) Conviction for commission of a criminal offense incident to obtaining or attempting to obtain a
.public or private Contract or subcontract, or incident to the performance of such Contract or
subcontract.
(2) Conviction under state or federal statutes of embezzlement, theft, forgery, bribery, falsification
or destruction of records, receiving stolen property, or ally other offense indicating a lack of business
integrity or business honesty.
(3) Conviction under state or federal antitrust statutes arising out gale submission of Bids or
hoposals
(4) Violation of Contract provisions, which is regarded by the Chief Procurement Officer to be
indicative of nonresponsibility, Such violation may include failure without good cause to perform in
accordance with the terms and conditions of a Contract or to perform within the lime limits provided in
a Contract, provided that failure to perform caused by acts beyond the control of a party shall not be
considered a basis for debarment or suspension.
(5) Debarment or suspension of the Contractual Party by any federal, state or other governmental
entity.
(6) False certification pursuant to paragraph (c) below.
(7) Found in violation of a zoning ordinance or any other city ordinance or regulation and for
which the violation remains: noncompliant,
(8) Found in violation of a zoning ordinance. or any other city ordinance or regulation and for
which a civil penalty or fine is due and owing to the city.
Page 11 of 36
Request for Proposals (RFP) 251230
(9) Any other cause judged by the City Manager to be so serious and compelling as to affect thc
responsibility of the Contractual Party performing city Contracts.
(c) Certification, All Contracts for goods and services, sales, and leases by the city shall coniain a
certification that neither the Contractual Party nor any of its principal owners or personnel have been
convicted of any of the violations set forth above or debarred or suspended as set forth in paragraph (b)(5),
(d) Debarment and suspension decisions, Subject to the provisions of paragraph (a), the City Ivlanager shall
render a written decision stating the reasons for the debarment or suspension. A copy of the decision shall
be provided promptly to the Contractual Party, along with a notice of said party's right to seek judicial
relief,
1.26. DEBARRED/SUSPENDED VENDORS —An entity or affiliate who has been placed on the State of
Florida debarred or suspended vendor list may not submit a response on a contract to provide goods or
services to a public entity, may not submit a response on a contract with a public entity for the construction
or repair of a public building or public work, may not submit response on leases of real property to a public
entity, may not award or perform work as a contractor, supplier, subcontractor, or consultant under contract
with any public entity, and may not transact business with any public entity.
1.27, DEFAULT/FAILURE TO PERFORM - The City shall be the sole judge of nonperformance, which
shall include any failure on the part of the successful Bidder/Proposer to accept the award, to furnish
required documents, and/or to fulfill any portion of this contract within the time stipulated.
Upon default by the successful Bidder/Proposer to meet any terms of this agreement, the City will notify
the Bidder/Proposer of the default and will provide the contractor three (3) days (weekends and holidays
excluded) to remedy the default. Failure on the contractor's part to correct the default within the required
three (3) days shalt result in the Contract being terminated and upon the City notifying in writing the
contractor of its intentions and the effective dale of the termination. The following shall constitute default:
A. Failure to perform the work or deliver the goods/services required under the Contract and/or within thc
time required or failing to use the subcontractors, entities and personnel as identified and set forth, and to
the degree specified in the Contract.
B. Failure to begin the work under this Contract within the time specified.
C. Failure to perform the work with sufficient workers and equipment or with sufficient materials to
ensure timely completion.. ._
D. Neglecting or refusing to remove materials or perform new work where prior work has been rejected as
nonconforming with the teimmls of the Contract.,
E. Becoming insolvent, being declared bankrupt, or committing any act of bankruptcy or insolvency, or
making an assignment for the benefit of creditors, if the insolvency, bankruptcy, or assignment renders the
successful Bidder/Proposer incapable of performing the work in accordance with and as required by the
Contract.
I . Failure to comply with any of the terms of the Contract in any material respect.
All costs and charges incurred by the City as a result of a default or a default incurred beyond the time
limits stated, together with the cost of completing the work, shall be deducted from any monies due or
which may become clue on this Contract.
1.28, DET,RIVIINATION OF RESPONSIVENESS - Each Response will be reviewed to determine if it
is responsive to the submission requirements outlined in the Formal Solicitation. A "responsive" response is
one which follows the requirements of the formal solicitation, includes all documentation, is submitted in
the format outlined in the formal solicitation, is of timely submission, and has appropriate signatures as
required on each document, failure to comply with these requirements may deem a Response
non -responsive.
1,29.'DISCOUNTS OFFERED DURING TERM OF CONTRACT - Discount Prices offered in the
response shall be fixed after the award by the Commission, unless otherwise specified in the Special Terms
and Conditions. Price discounts off the original prices quoted in the response will be accepted from
successful Bidder(s)/Proposer(s) during the terns of the contract, Such discounts shall remain in effect for
a minimum of 120 days from approval by the City Commission Any discounts offered by a manufacturer
to Bidder/Proposer will be passed on to the Cily.
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1.30. DISCREPANCIES, ERRORS, AND OMISSIONS - Any discrepancies, errors, or ambiguities in
the Formal Solicitation or addenda (if any) should be reported in writing to the City's Purchasing
Department. Should it be found necessary, a written addendum will be incorporated in the Formal
Solicitation and will become part of the 'purchase agreement (contract documents). The City will not be
responsible for any oral instructions, clarifications, or other communications.
A. Order of Precedence - Any inconsistency in this formal solicitation shall be resolved by giving
precedence to the following documents, the first of such list being the governing documents..
1) Addenda (as applicable)
2) Specifications.
3) Special Conditions
4) General Terms and Conditions
1.31. EMERGENCY / DISASTER PERFORMANCE - In the event of a hurricane or other emergency
or disaster situation, the successful vendor shall provide the City with the commodities/services defined
within the scope of this formal solicitation at the price contained within vendor's response. Further,
successful vendor shall deliver/perform for the city on a priority basis during such times of emergency.
1.32. ENTIRE BID CONTRACT OR AGREEMENT -- The Bid Contract or Agreement consists of this
City of Miami Formal Solicitation and specifically this General Conditions Section„ Contractor's Response
and any written agreement entered into by the City of Miami and Contractor in cases involving RFPs,
RFQs, and RFL1s, and represents the entire understanding and agreement between the parties with respect
to the subject matter hereof and supersedes all other negotiations, understanding and representations, if any,
made by and between the parties. To the extent that the agreement conflicts with, modifies, alters or
changes any of the terms and conditions contained in the Formal Solicitation and/or Response, the Formal
Solicitation and then the Response shall control. This Contract may be modified only by a written
agreement signed by the City of Miami and Contractor.
1.33. ESTIMATED QUANTITIES —Estimated quantities or estimated dollars are provided for your
guidance only. No guarantee is expressed or implied as to quantities that will be purchased during the
contract period. The City is not obligated to place an order for any given amount subsequent to the award
of this contract. Said estimates may be used by the City for purposes of determining the low bidder or most
advantageous proposer meeting specifications. The City reserves the right to acquire additional quantities
at the prices bid/proposed or at lower prices in this Formal Solicitation.
1.34. EVALUATION OF RESPONSES
A.Rejection of Responses
The City may reject a Response for any of the following reasons:
I) Bidder/Proposer fails to acknowledge receipt of addenda;
2) Bidder/Proposer mistates or conceals any material fact in the Response ;
3) Response does not conform to the requirements of the Formal Solicitation;
4) Response requires a conditional award that conflicts with the method of award;
5) Response does not include required samples, certificates, licenses as required; and,
6) Response was not executed by the Bidder's/Proposer(s) authorized agent,
The foregoing is not an all inclusive list of reasons for which a Response may be rejected. The City may
reject and re -advertise for all or any part of th.e Formal Solicitation whenever it is deemed in the best
interest of the City.
B. Elimination )<+roat Consideration
1) A contract shall not be awarded to any person or firm which is in arrears to the City upon any debt or
contract, or which is a defaulter as surely or otherwise upon any obligation to the City,
2) A contract may not be awarded to any person or firm which has failed to perform under the terms and
conditions of any previous contract with the City or deliver on time contracts o'fa similar nature.
3) A contract may not be awarded to any person or firm which has been debarred by the City in
accordance with the City's Debarment and Suspension Ordinance.
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C. Determination of Responsibility
1) Responses will only be considered from entities who are regularly engaged in the business of providing
the goods/equipment/services required by the Formal Solicitation, Bidder/Proposer must be able to
demonstrate a satisfactory record of performance and integrity; and, have sufficient financial, material,
equipment, facility, personnel resources, and expertise to meet all contractual requirements. The terms
"equipment and organization" as used herein shall be construed to mean a fully equipped and well
established entity in line with the best industry practices in the industry as determined by the City.
2) The City may consider any evidence available regarding the financial, technical and other qualifications
and abilities of a Bidder/Proposer, including past performance (experience) with the City or any other
governmental entity in making the award.
3) The City may require the Bidder(s)/Proposer(s) to show proof that they have been designated as an
authorized representative of a manufacturer or supplier which is the actual source of supply, if required by
the Formal Solicitation.
1,35. EXCEPTIONS TO GENERAL AND/OR SPECIAL CONDITIONS OR SPECIFICATIONS -
Exceptions to the specifications shall be listed on the Response and shall reference the section. Any
exceptions to the General or Special Conditions shall be cause for the bid (IFB) to be considered
non -responsive. II. also may be cause for a RFP, RFQ, or RFLI to be considered non -responsive; and, if
exceptions are taken to the terms and conditions of the resulting agreement it may lead to terminating
negotiations.
1.36. F.0.13. DESTINATION - Unless otherwise specified in the Formal Solicitation, all prices
quoted/proposed by the bidder/proposer must be F.O,B. DESTINATION, inside delivery, with all delivery
costs and charges included in the bid/proposal price, unless otherwise specified in this Formal
Solicitation, Failure to do so may be cause for rejection of bicUproposal.
1.37. FIRM PRICES - The bidder/proposer warrants that prices, terms, and conditions quoted in its
response will be firm throughout the duration of the contract unless otherwise specified in the Formal
Solicitation, Such prices will remain firm for the period of performance or resulting purchase orders or
contracts, which are to be performed or supplied over a period of time.
1.38. FIRST -SOURCE HIRING AGREEMENT (Sec. 18-105)
(a) The Commission approves implementation of the first -source hiring agreement policy and requires
as a condition precedent to the execution of service contracts for facilities, services, and/or receipt of grants
and loans, for projects of a nature that create new jobs, the successful negotiation of first -source hiring
agreements between the organization or individual receiving said contract and the authorized representative
unless such an agreement is found infeasible by the city manager and such finding approved by the City
Commission at a public hearing.
(b) For the purpose of this section, the following terms, phrases, words and their derivations shall have
the following meanings:
Authorized representative means the Private industry Council of South Florida/South Florida Employment
and Training Consortium, or its successor as local recipient of federal and state training and employment
funds,
Facilities means all publicly financed projects, including but without limitation, unified development
projects, municipal public works, and municipal improvements to the extent they are financed through
public money services or the use of publicly owned property.
Grants and loans incans, without limitation, urban development action grants (UDAG), economic
development agency construction loans, loans from Miami Capital Development, Incorporated, and all
federal and state grants administered by the city.
Service contracts moans contracts for the procurement of services by the city which include professional
services.
Services includes, without limitation, public works improvements, facilities, professional services,
commodities, supplies, materials and equipment,
(c) The authorized representative shall negotiate each first -source hiring agreement.
(d) The primary beneficiaries of the first -source hiring agreement shall be participants of the city
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training and employment programs, and other residents of the city.
1.39. FLORIDA MINIMUM WAGE. - The Constitution of the State ofFlorida, Article. X, Section 24,
states that employers shall pay employee wages no less than the minimum wage for all hours worked in
Florida. Accordingly, it is thc contractor's and its' subcontractor(s) responsibility to understand and
comply with this Florida constitutional minimum wage requirement and pay its employees the current
established hourly minimum wage rate, which is subject to change or adjusted by the rate of inflation using
the consumer price index for urban wage earners and clerical workers, CPI-W, or a successor index as
calculated by the United States Department of Labor. Each adjusted minimum wage rate calculated shall
be determined and published by the Agency Workforce Innovation on September 30th of each year and
take effect on the following January 1st,
At the time of responding, it is bidder/proposer and his/her subcontractor(s), if applicable, full
responsibility to determine whether any of its employees may be impacted by this Florida Law at any given
.point in time during the term. of the contract. If impacted, bidder/proposer must furnish employee name(s),
job title(s), job description(s), and current pay rate(s). Failure to submit. this information at the time of
submitting a response constitute successful bidder's/proposer's acknowledgement and understanding that
the Florida Minimum Wage Law will not impact its prices throughout the term of contract and waiver of
any contractual price increase request(s). The City reserves the right to requestand successful
bidder/proposer must provide for any and all information to make a wage and contractual price increase(s)
determination.
1.40, GOVERNING LAW AND VENUE - The validity and effect of this Contract shall be governed by
the laws of the State of Florida, The parties agree that any action, mediation or arbitration arising out of this
Contract shall take place in Miami -Dade County, Florida.
1.41. HEADINGS AND TERMS - The headings to the various paragraphs of this Contract have been
inserted for convenient reference only and shall not in any manner be construed as modifying, amending or
affecting in any way the expressed terms and provisions hereof.
1.42. HEALTH INSURANCE PORTABILITY AND ACCOUNTABILITY ACT (HIPPA) - Any
person or entity 0101Ni-forms or assists the City of Miami with a function or activity involving the use or
disclosure of "individually identifiable health information (IIHI) and/or Protected Health Information (PHI)
shall comply with the Health Insurance Portability and Accountability Act (HIPAA) of 1996 and the City
of Miami Privacy Standards. HIPAA mandates for privacy, security and electronic transfer standards,
which include but are not limited to:
A. Use of information only for performing services required by the contract or as required by law;
B. Use of appropriate safeguards to prevent non -permitted disclosures;
C. Reporting to the City of .Miami of any non -permitted use or disclosure;
D. Assurances that any agents and subcontractors agree to the same restrictions and conditions that apply to
the Bidder/Proposer and reasonable assurances that IIHI/PHI will be held confidential;
E. Making Protected Health 'get -Illation (PHI) available to, the customer,
F.-Making PHI -available -to the-customerfor review and amendment; -and incorporating any amendments
requested by the customer;
G. Making PHI available to thc City of Miami for an accounting of disclosures; and
11, Making internal practices, books and records related to PHI available to the City of Miami for
compliance audits.
PEI shall maintain its protected status regardless of the form and method of transmission (paper records,
and/or electronic transfer of data). The Bidd.cr/ Proposer must give its customers written notice of its
privacy information practices including specifically, a description of the types ()fuses and disclosures that
would be made with protected health information.
1,43. INDEMNIFICATION - The Contractor shall indemnify and save harmless forever the City, and all
the City's agents, officers and employees from and against all charges or claims resulting .fromany bodily
injury, loss of life, or damage to property from any act, omission or neglect, by itself or its employees; the
Contractor shall become defendant in every suit brought for any of such causes of action against the City or
the City's officials, agents and employees; the Contractor shall further indemnify City as to all costs,
attorney's fees, expenses and liabilities incurred in the defense of any such claims and any resulting
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investigation.
1.44. INFORMATION AND DESCRIPTIVE LITERATURE—Bidders/Proposer must furnish all
information requested in the spaces provided in the Formal Solicitation. Further, as may be specified
elsewhere, each Bidder/Proposer must submit for evaluation, cuts, sketches, descriptive literature, technical
specifications, and Material Safety Data Sheets (MSDS)as required, covering the products offered.
Reference to literature submitted with a previous response or on file with the Buyer will not satisfy this
provision.
1.45. INSPECTIONS - The City may, al reasonable times during the term hereof, inspect Contractor's
facilities and perform such tests, as the City deems reasonably necessary, to determine whether the goods
and/or services required to be provided by the Contractor under this Contract conform to the terms and
conditions of the Formal Solicitation. Contractor shall make available to the City all reasonable facilities
and assistance to facilitate the performance of tests or inspections by City representatives. All tests and
inspections shall be subject to, and made in accordance with, the provisions of the City of Miami Ordinance
No. 12271 (Section 18-79), as same may be amended or supplemented from time to time.
1.46. INSPECTION OF RESPONSE - Responses received by the City pursuant to a Formal Solicitation.
will not be made available until such time ES the City provides notice of a decision or intended decision or
within 10 days after bid closing, whichever is earlier, Bid/Proposal results will be tabulated and may be
furnished upon request via fax or e-mail to the Sr. Procurement Specialist issuing the Solicitation.
Tabulations also are available on the City's Web Site following recommendation for award.
1.47. INSURANCE - Within ten (10) days after receipt of Notice of Award, the successful Contractor,
shall furnish Evidence of Insurance to the Purchasing Department, if applicable. Submitted evidence of
coverage shall demonstrate strict compliance to all requirements listed on the Special Conditions entitled
"Insurance Requirements". The City shall be listed as an "Additional Insured."
Issuance of a Purchase Order is contingent upon the receipt of proper insurance documents. If the
insurance certificate is received within the specified time frame but not in the manner prescribed in this
Solicitation the Contractor shall be verbally notified of such deficiency and shall have an additional five (5)
calendar days to submit a corrected certificate to the City. If the Contractor fails to submit the required
insurance documents in the manner prescribed in this Solicitation within fifteen (15) calendar days after
receipt Notice of Award, the contractor shall be in default of the contractual terms and conditions and shall
not be awarded the contract, Under such circumstances, the Bidder/Proposer may be prohibited from
submitting future responses to the City, Information regarding any insurance requirements shall be directed
to the Risk Administrator, Department of Risk Management, at 444 SW 2nd Avenue, 9th Floor, Miami,
Florida 33130, 305-416-1604.
'Iiie Bidder/Proposer shall be responsible for assuring that the insurance certificates required in
conjunction with this Section remain in effect for the duration of the contractual period; including any and
all option terms that may be granted to the Bidder/Proposer.
1.48. INVOICES - Invoices shall contain purchase order number and details of goods and/or services
delivered (i.e. quantity, unit price, extended price, etc); and in compliance with Chapter 218 of the Florida
Stahitcs_(PrQmpt,Payment Act).__
1.49. LOCAL PREFERENCE - City Code Section 18-85, states that the City Commission may offer to a
responsible and responsive bidder/proposer, who maintains a Local Office, the opportunity of accepting a
bid at the low bid amount, if the original bid amount submitted by the local vendor is not more than ten
percent (10%) in excess of the lowest other responsible and responsive bidder/proposer.
1.50. MANUFACTURER'S CERTIFICATION -The City reserves the right to request from
bidder's/proposers a separate Manufacturer's Certification of till statements made in the bid/proposal.
Failure to provide such certification may result in the rejection of bid/proposal or termination of
contract/agreement, for which the bidder/proposer must bear full liability,
1.51. MODIFICATIONS OR CHANGES IN PURCHASE ORDERS AND CONTRACTS - No
contract or understanding to modify this Formal Solicitation and resultant purchase orders or contracts, if
applicable, shall be binding upon the City unless made in writing by the Director of Purchasing of the City
of Miami, Florida through the issuance or a change order, addendum, anieuc[meni, or supplement to the
contract, purchase order or awarcl sheet as appropriate.
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1.52. NO PARTNERSHIP OR JOINT VENTURE - Nothing contained in this Contract will be deemed
or construed to create a partnership or joint venture between the City of Miami and Contractor, or to create
any other similar relationship between the parties.
1.53. NONCONFORMANCE TO CONTRACT CONDITIONS - Items may be tested for compliance
with specifications under the direction of the Florida Department of Agriculture and Consumer Services or
by other appropriate testing Laboratories as determined by the City, The data derived from any test for
compliance with specifications is public record and open to examination thereto in accordance with
Chapter 119, Florida Statutes, Items delivered not conforming to specifications may be rejected and
returned at Bidder's/Proposer's expense. These non -conforming items not delivered as per delivery date in
the response anti/or Purchase Order may result in bidder/proposer being found in default in which event
any and all re -procurement costs may be charged against the defaulted contractor. Any violation of these
stipulations may also result in the supplier's name being removed from the City of Miami's Supplier's list.
1.54. NONDISCRIMINATION—Bidder/Proposer agrees that it shall not discriminate as to race, sex,
color, age, religion, national origin, marital status, or disability in connection with its performance under
this formal solicitation, Furthermore, Bidder/Proposer agrees that no otherwise qualified individual shall
solely by reason of his/her race, sex, color, age, religion, national origin, marital status or disability be
excluded from the participation in, be denied benefits of, or be subjected to, discrimination under any
program or activity,.
In connection with the conduct. of its business, including performance of services and employment of
personnel, Bidder/Proposer shall not discriminate against any person on the basis of race, color, religion,
disability, age, sex, marital status or national origin. All persons having appropriate qualifications shall be
afforded equal opportunity for employment,
1.55. NON-EXCLUSIVE CONTRACT/ PIGGYBACK PROVISION - At such times as may serve its
best interest, the City of Miami reserves the right to advertise for, receive, and award additional contracts
for these herein goods and/or services, and to make use of other competitively bid (governmental)
contracts, agreements, or other similar sources for the purchase of these goods and/or services as may be
available,
it is hereby agreed and understood that this formal solicitation does not constitute the exclusive rights of
the successful bidder(s)/proposer(s) to receive all orders that may be generated by the City in conjunction
with this Formal Solicitation.
In addition, any and all commodities, equipment, and set -vices required by the City in conjunction with
construction projects are solicited under a distinctly different solicitation process and shall not be purchased
under the terms, conditions and awards rendered under this solicitation, unless such purchases are
determined to be in the best interest of the City.
1.56. OCCUPATIONAL LICENSE - Any person, firm, corporation or joint venture, with a business
location in the City of Miami and is submitting a Response under this Formal Solicitation shall meet the
City's Occupational License Tax requirements in accordance with Chapter 31,1, Article 1 of the City of
Miami Charter. Others with a location outside the City of Miami shall meet their local Occupational
License Tax_requirements. A.copy of the_license_musLbe_submitted:witli tlie.respons.e;Jlaweverrlhe C iy ...
may at its sole option and in its best interest allow the Bidder/Proposer to supply the license to the City
during the evaluation period, but prior to award,
1.57. ONE PROPOSAL - Only one (1) Response front an individual, f rni, partnership, corporation or
joint venture will be considered in response to this Formal Solicitation. When submitting an alternate
response, please refer to the herein condition for "Alternate Responses May Be Considered",
1.58. OWNERSHIP OF DOCUMENTS - It is understood by and between the parties that any documents,
records, files, or any other matter whatsoever which is given by the City to the successful Bidder/Proposer
pursuant to this formal solicitation shall at all times remain the property of the City and shall not be used by
the, Bidder/Proposer for any other purposes whatsoever without the written consent of the City.
1.59, PARTIAL INVALIDITY - if any provision of this Contract or the application thereof to any person
or circumstance shall to nny extent be held invalid, then the remainder of this Contract or the application of
such provision to persons or circumstances other than those as to which it is held invalid shall not be
affected thereby, and each., provision of this Contract shall be valid and enforced to the fullest extent
permitted by law.
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1.60. PERFORMANCE/PAYMENT BOND —A Contractor may be required to furnish a
Performance/Payment :Bond as part of the requirements of this Contract, in an amount equal to 0110 hundred
percent (100%) of the contract price..
1.61. PREPARATION OF RESPONSES (HARDCOPY FORMAT) —Bidders/Proposers are expected to
examine the specifications, required delivery, drawings, and all special and general conditions. All
bid/proposed amounts, if required, shall be either typewritten or entered into the space provided with ink.
Failure to do so will be at the Bidder's/Proposer's risk.
A. Each Biddcr/Proposer shall furnish the information required in the Formal Solicitation. The
Bidder/Proposer shall sign the Response and print in ink or type the name of the Bidder/Proposer, address,
and telephone number on the face page -and on each continuation sheet thereof on which he/she makes an
entry, as required,
B. If so required, the unit price for each unit -offered shall be shown, and such price shall include
packaging, handling and shipping, and F.O.B. Miami delivery inside City premises unless otherwise
specified. Bidder/Proposer shall include in the response all taxes, insurance, social security, workmen's
compensation, and any other benefits normally paid by the Bidder/Proposer to its employees. If
applicable, a unit price shall be entered in the "Unit Price" column for each item. Based upon estimated
quantity, an extended price shall be entered in the "Extended Price" column for each item offered. In case
of a discrepancy between the unit. price and extended price, the unit price will be presumed correct.
C. The Bidder/Proposer must state a definite time, if required, in calendar days for delivery of goods
and/or services,
D. The Bidder/Proposer should retain a copy of all response documents for future reference.
E. All responses, as described, must be fully completed and typed or printed in ink and must be signed in
ink with the firm's name and by an officer or employee having authority to bind the company or firm by
his/her signature. Bids/Proposals having any erasures or corrections must be initialed in ink by person
signing the response or the response may be rejected.
F. Responses are to remain valid for at least 180 days. Upon award of a contract, the content of the
Successful Bidder's/Proposer's response may be included as part of the contract, at the City's discretion,
G. The City of Miami's Response Forms shall be used when Bidder/Proposer is submitting its response in
hardcopy format. Use of any other forms will result in the rejection of the response. IF SUBMITTING
HARDCOPY FORMAT, THE ORIGINAL AND THREE (3) COPIES OF THESE SETS OF FORMS,
UNLESS OTHERWISE SPECIFIED, AND ANY REQUIRED ATTACHMENTS MUST BE
RETURNED TO THE CITY OR YOUR RESPONSE MAY BE DEEMED NON -RESPONSIVE.
1.62. PRICE ADJUSTMENTS — Any price decrease effectuated during the contract period either by
1-0115011 of market change or on the part of the contractor to other customersshall be passed on to the City of
Miami.
1.63. PRODUCT SUBSTITUTES - In the event a particular awarded and approved manufacturer's
product becomes unavailable during the term of the Contract, the Contractor awarded that item may
arrange with the City's authorized representative(s) to supply a substitute product at the awarded price or
lower, provided that a sample is approved in advance of delivery and that the new product meets or exceeds
all quality requirements.
1.64. CONFLICT OF INTEREST, AND UNETHICAL BUSINESS PRACTICE PROHIBITIONS -
Contractor represents and warrants to the City that it has not employed or retained any person or company
employed by the City to solicit or secure this Contract and that it has not offered to pay, paid, or agreed to
pay any person any fee, commission, percentage, brokerage fee, or gift of any kind contingent upon or in
connection with, the award of this Contract,
1.65. PROMPT PAYMENT —Bidders/Proposers may offer a cash discount for prompt payment; however,
discounts shall not: be considered in determining the lowest net cost for response evaluation purposes.
Bidders/Proposers are required to provide their prompt payment terms in the space provided on the Formal
Solicitation. If no prompt payment discount is being offered, the Bidder/Proposer must enter zero (0) for
the percentage discount to indicate no discount, If the Bidder/Proposer fails to cater a percentage, it: is
understood and agreed that the terms shall be 2% 20 days, effective after receipt of invoice or final
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acceptance by the Cily, whichever is later.
When the City is entitled to a cash discount, the period of'computation will commence on the elate of
delivery, or receipt of a correctly completed invoice, whichever is later„ If aft adjustment in payment is
necessary due to damage, the cash discount period shall commence on the dale final approval for payment
is authorized, If a discount is part of the contract, but the invoice does not reflect the existence of a cash
discount, the City is entitled to a cash discount with the period commencing on the date it is determined by
the City that a cash discount applies.
Price discounts off the original prices quoted on the Price Sheet will be accepted from successful
bidders/proposers during the term of the contract.
1.66. PROPERTY - Property owned by the City of Miami is the responsibility of the City of Miami. Such
property furnished to a Contactor for repair, modification, shady, etc., shall remain the property of the City
ofMiauoi. Damages to such property occurring while in the possession of the Contractor shall be the
responsibility of the Contractor. Damages occurring to such property while in route to the City of Miami
shall be the responsibility of the Contractor. In the event that such property is destroyed or declared a total
loss, the Contractor shall be responsible for replacement value of the property at the current market value,
Less depreciation of the property, if any.
1.67. PROVISIONS BINDING - Except as otherwise expressly provided in the resulting Contract, all
covenants, conditions and provisions of the resulting Contract shall be binding upon and shall inure to the
benefit of the parties hereto and their respective heirs, legal representatives, successors and assigns,
1.68. PUBLIC ENTITY CRIMES - A person or affiliate who has been placed on the convicted vendor list
following a conviction for a public entity crime may not submit a response on a contract to provide any
goods or services to a public entity, may not submit a response on a contract with a public entity for the
eonstruction or repair of a public building or public work, may not submit responses on leases of real
property to a public entity„ may not be awarded or perform work as a contractor, supplier, subcontractor, or
consultant under a contract with any public entity, and may not transact business with any public entity in
excess of the threshold amount provided in Section 287,017, for CATEGORY TWO for a period of 36
months from the date of being placed on the convicted vendor list.
1.69. PUBLIC RECORDS - Contractor understands that the public shall have access, at all reasonable
times, to all documents and information pertaining to City contracts, subject to the provisions of Chapter
119, Florida Statutes, and City of Miami Code, Section 18, Article 11I, and agrees to allow access by the
City and the public to all documents subject to disclosure under applicable law, Contractor's failure or
refusal to comply with the provision of this section shall result in the immediate cancellation of this
Contract by the City.
I.70. QUALITY OF GOODS, MATERIALS, SUPPLIES, PRODUCTS, AND EQUIPMENT - Ali
materials used in the manufacturing or construction of supplies, materials, or equipment covered by this
solicitation shalt be new. The items bid/proposed trust be of the latest make or model, of the best quality,
and of the highest grade of workmanship, unless as otherwise specified in this Solicitation.
1.71. QUALITY OF WORK/SERVICES -1'he work/services performed must he of the highest quality
and workmanship. Materials furnished to complete the service stint be new and ofilie highest quality
except as otherwise specified in this Solicitation.
1.72. REMEDIES PRIOR TO AWARD (Sec.. 18-106) - If prior to Contract award it is determined that a
formal solicitation or proposed award is in violation of law, then the solicitation or proposed award shall be
cancelled by the City Commission, the City Manager or the Chief Procurement Officer, as may be
applicable, or revised to comply with the law.
1.73. RESOLUTION OF CONTRACT DISPUTES (See. 18-105)
(n) Authority to resolve Contract disputes. The City Manager, after obtaining the approval of the city
attorney, shall have the authority to resolve controversies between the Contractual Party and the city which
arise under, or by virtue of, a Contract between them; provided that, in cases involving an amount greater
than S2.5,000, the City Commission must approve the Cily Manager's decision, Such authority extends,
without limitation, to controversies based upon breach of Contract, mistake, misrepresentation or lack of
complete performance, and shall be invoked by a Contractual Party by submission. ofa protest to the City
Manager,
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(b) Contract dispute decisions. If a dispute is not resolved by mutual consent, the City Manager shall
promptly render a written report stating the reasons for the action taken by the City Commission or the City
Manager which shall be final and conclusive. A copy of the decision shall be immediately provided to the
protesting party, along with a notice of such party's right to seek judicial relief, provided that the protesting
party shall not be entitled to such judicial relief without first having followed the procedure set forth in this
section.
1.74. RESOLUTION OF PROTESTED SOLICITATIONS AND AWARDS (Sec. 18-104)
(a) Right to protest. The following procedures shall be used for resolution of protested solicitations and
awards except for purchases of goods, supplies, equipment, and services, the estimated cost of which does
not exceed $25,000.
Protests thereon shall be governed by the Administrative Policies and Procedures of Purchasing.
1.Protest of Solicitation.
i. Any prospective proposer who perceives itself aggrieved in connection with the solicitation of a Contract
may protest to the Chief Procurement Officer, A written notice of intent to file a protest shall be filed with
the Chief Procurement Officer within three days after the Request for Proposals, Request for Qualifications
or Request for Letters of Interest is published in a newspaper of general circulation. A notice of intent to
file a protest is considered filed when received by the Chief Procurement Officer; or
ii. Any prospective bidder who intends to contest the Solicitation Specifications or a solicitation may
protest to the Chief Procurement Officer. A written notice of intent to fife a protest shall be filed with the
Chief Procurement Officer within three days after the solicitation is published in a newspaper of general
circulation. A notice of intent to file a protest is considered filed when received by the Chief Procurement
Officer.
2. Protest of Award.
i. A written notice of intent to file a protest shall be filed with the Chief Procurement Officer within two
days after receipt by the proposer of the notice of the City Manager's recommendation for award of
Contract, which will be posted on the City of Miami Purchasing Department website, in the Supplier
Corner, Current Solicitations and Notice of Recommendation of Award Section. The notice ofthe City
Manager's recommendation can be found by selecting the details attic solicitation and is listed as
Recommendation of Award Posting Date and Recommendation of Award To fields, If "various" is
indicated in the Recommendation of Award To field, the Bidder/Proposer must contact the buyer for that
solicitation to obtain the suppliers name.. It shall be the responsibility of .the Bidder/Proposer to check this
section of the website daily after responses are submitted to receive the notice; or
ii. Any actual Responsive and Responsible Bidder whose Bid is lower than that of the recommended bidder
may protest to the Chief Procurement Officer. A written notice of intent to file a protest shall be .filed with
the Chief Procurement Officer within two days after receipt by .the bidder of the notice of the city's
determination of non responsiveness or non responsibility. The receipt by bidder of such notice shall be
confirmed by the city by facsimile or electronic mail or U.S. mail, return receipt requested. A notice of
intent to file a protest is considered filed when received by the Chief Procurement Officer.
iii. A wt itten-pioteat based on ary of the foregoing must be submitted to the Chief -Procurement -Officer
within five (5) days after the date the notice of protest was filed.. A written protest is considered filed when
received by the Chief Procurement Officer.
The written protest may not challenge the relative weight of the evaluation criteria or the formula for
assigning points in making an award determination.
The written protest shall state with particularity the specific facts and law upon which the protest of the
solicitation or the award is based,. and shall include all pertinent documents and evidence and shall be
accompanied by the required Filing Fee as provided in subsection (I). This shall form the basis for review
of the written protest and no facts, grounds, documentation or evidence not contained in the protester's
submission to the Chief Procurement Officer at the time of filing the protest shall be permitted in the
consideration of the written protest,
No time will. be added to the above limits for service by mail. in computing any period of .time prescribed
or allowed by this section, the day of the act, event or default from which the designated period of time
begins to run shall not be included. The last day of the period so computed shall be included unless it is a
Saturday, Sunday or legal holiday in which event the period shall run until the end of the next day which is.
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Request for Proposals (RFP) 251230
neither a Saturday, Sunday or legal holiday. Intermediate Saturdays, Sundays and legal holidays shell be
excluded in the computation of the time for filing,
(b) Authority to resolve protests. The Chief Procurement Officer shall have the authority, subject to the
approval attic City Manager and the city attorney, to settle and resolve any written protest. The Chief
Procurement Officer shall obtain the requisite approvals and communicate said decision to the protesting
party and shall submit said decision to the City Commission within 30 days after he/she receives the
protest. In cases involving more than $25,000, the decision of the Chief Procurement Officer shall be
submitted for approval or disapproval thereof to the City Commission after a favorable recommendation by
the city attorney and the City Manager.
(c) Compliance with filing requirements. Failure of a party to timely file either the notice of intent to file a
protest or the written protest, together with the required Filing Fee as provided in subsection (f), with the
Chief Procurement Officer within the tittle provided in subsection (a), above, shall constitute a forfeiture of
such party's right to file a protest pursuant to this section. The protesting party shall not be entitled to seek
judicial relief without first having followed the procedure set forth in this section
(d) Stay of Procurements during protests. Upon receipt of a written protest filed pursuant to the
requirements of this section, the city shall not proceed further with the solicitation or with the award of the
Contract until the protest is resolved by the Chief Procurement Officer or the City Commission as provided
in subsection (b) above, unless the City Manager makes a written determination that the solicitation process
or the Contract award must be continued without delay in order to avoid an immediate and serious clanger
to the public health, safely or welfare.
(e) Costs, All costs accruing from a protest shall be assumed by the protestor.
(t) Filing Fee. The written protest must be accompanied by a filing fee in the form of a money order or
cashier's check payable to the city in an amount equal to one percent of the amount of the Bid or proposed
Contract, or $5000.00, whichever is less, which filing fee shall guarantee the payment of all costs which
may be adjudged against the protestor in any administrative or court proceeding. If a protest is upheld by
the Chief Procurement Officer and/or the City Commission, as applicable, the filing fee shall be refunded
to the protestor less any costs assessed Linder subsection (e) above. If the protest is denied, the filing fee
shall be forfeited to the city in lieu of payment of costs for the administrative proceedings as prescribed by
subsection (e) above.
1.75. SAMPLES - Samples of items, when required, must be submitted within the time specified at no
expense to the City. If not destroyed by testing, bidder(s)/proposer(s) will be notified to remove samples,
al their expense, within 30 days after notification. Failure to remove the samples will result in the samples
becoming the property of the City.
1.76. SELLING, TRANSFERRING OR ASSIGNING RESPONSIBILITIES - Contractor shall not sell,
assign, transfer or subcontract at any time during the term of the Contract, or any part of its operations, or
assign any portion of the performance required by this contract, except under and by virtue of written
permission granted by the City through the proper officials, which may be withheld or conditioned, in the
City's sole discretion.
1.77. SERVICE AND WARRANTY —When specified, the bidder/proposer shall define all warranty,
service and replacements that will be provided. idders/Proposer must explain on the Response to what
extent warranty and service facilities are available. A copy of the manufacturer's warranty, if applicable,
should be submitted with your response.
1.78. SILENCE OF SPECIFICATIONS - The apparent silence of these specifications and any
supplemental specification as to any detail or the omission from it of detailed description concerning any
point shall he regarded as meaning that onlythe best commercial practices are to prevail and that only
materials of first quality and correct type, size and design are to be used. All workmanship and services is
to be .first quality.
A11interpretations of these specifiestions shall be made upon the basis of this statement.
If your farm has a current contract with .the State of Florida, Department ofGeneral Services, to supply the
items on this solicitation, the bidder/proposer shall quote not more than the contract price; failure to comply
with this request will result in disqualification of bid/proposal,
1.79—SUBMISSION AND RECEIPT OP RESPONSES - Responses shall be submitted electronically via
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Request for Proposals (REP) 251230
the Oracle System or responses may be submitted iu hardcopy format to the City Clerk, Cily Hall, 3500
Pan American Drive, Miami, Florida 33133-5504, at or before, the specified closing date and time as
designated in the IFB, RFP, RFQ, or RILL NO EXCEPTIONS. Bidders/Proposers are welcome to attend
the solicitation closing; however, no award will be made at that time,
A. Hail'copy responses shall be enclosed in a sealed envelope, box package. The face of the envelope,
box or package must show the hour and date specified for receipt of responses, the solicitation number and
title, and the name and return address of thc Bidder/Proposer. Enrdcopy responses not submitted on the
requisite Response Forms may be rejected. Hardcopy responses received at any other location than the
specified shall be deemed non -responsive.
Directions to City Hall:
FROM THE NORTH: 1-95 SOUTH UNTEL IT TURNS INTO USI, USI SOUTU TO 27TH AVE.,
TURN LEFT, PROCEED SOUTH TO SO. BAYSHORE DR. (3RD TRAFFIC LIGHT), TURN LEFT, 1
BLOCK TURN RIGHT ON PAN AMERICAN DR. CITY HALL IS AT THE END OF PAN
AMERICAN DR. PARKING IS ON RIGHT.
FROM THE SOUTH: US1 NORTH TO 27TH AVENUE, TURN RIGHT, PROCEED SOUTH TO SO,
BAYSHORE DR, (3RD TRAFFIC LIGHT), TURN LEFT, 1 FILOCK TURN RIGHT ON PAN
AMERICAN DR. CITY HALL IS Al THE END OF PAN AMERICAN DR. PARKING IS ON RIGHT.
B. Facsimile responses will not be considered.
C. Failure to follow these procedures is cause for rejection of bid/proposal.
D. The responsibility for obtaining and submitting a response on or before the close date is solely and
strictly the responsibility of Bidder/Proposer, The City of Miami is not responsible for delays caused by
the United States mail delivery or caused by any other occurrence. Responses received after the
solicitation closing date and time will be returned unopened, and will not be considered for award.
E. Late responses will be rejected.
F. All responses are subject to the conditions specified herein. Those which do not comply with these
conditions are subject to rejection.
G. Modification of responses already submitted will be considered only if received at the City before the
time and date set for closing of solicitation responses. All modifications must be submitted via the Oracle
System or in writing. Once a solicitation closes (closed date and/or time expires), the City will not consider
any subsequent submission which alters the responses.
H. If hardcopy responses are submitted at the same time for different solicitations, each response must be
placed in a separate envelope, box, or package and each envelope, box or package must contain the
information previously stated in 1.82.A.
1.80. TAXES - The City of Miami is exempt from any taxes imposed by the State and/or Federal
Government. Exemption certificates will be provided upon request. Notwithstanding, Bidders/Proposers
should be aware of the faci that all materials and supplies which are purchased by the Bidder/Proposer for
the -corn -pie tion-ofthe-contrat Hs -subject to the Rot ida-State Salcs'Faxin accordance with -Section 2-12.08-,
Florida Statutes, as amended and all amendments thereto and shall be paid solely by the Bidder/Proposer.
1.81. TERMINATION —The Cily Manager on behalf of the City of Miami reserves the right to terminate
this contract by written notice to the contractor effective the date specified in the notice should any of the
Following apply:
A. The contractor is determined by the City to be in breach of any of the terms and conditions of the
contract.
B. The City has determined that such termination will be in the best interest of the City to terminate (he
contract for its own convenience;
C. Funds are not available to cover the cost of the goods ki clior .services. The City's obligation is
contingent upon the availability of appropriate funds.
1.82. TERMS OF PAYMENT - Payment will be made by the. City after the goods and/or services
awarded to a Bidder/Proposer have been received, inspected, and found to comply with award
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Request for Proposals (RFP) 251230
specifications, free of damage or defect, and properly invoiced. No advance payments of any kind will be
made by the City of Miami.
Payment shall be made after delivery, within 45 days of receipt of an invoice and authorized inspection
and acceptance of the goods/services and pursuant to Section 218.74, Florida Statutes and other applicable
laW,
1.83. TINIELY DELIVERY - Time will be of the essence for any orders placed as a result of this
solicitation. The City reserves the right to cancel such orders, or any part thereof, without obligation, if
delivery is riot made within the time(s) specified on their Response. Deliveries. are to be made during.
regular City business hours unless otherwise specified in the Special Conditions.
1.84. TITLE - Title to the goods or equipment shall not pass to the City until after the City has accepted
the goods/equipment or used the goods, whichever comes first.
1.85.TRADE SECRETS EXECUTION TO PUBLIC RECORDS DISCLOSURE- All Responses
submitted to the City are subject to public disclosure pursuant to Chapter 119, Florida Statutes. An
exception may be made for "trade secrets."
If the Response contains information that constitutes a "trade secret", all material that qualifies for
exemption from Chapter 119 must be submitted in a separate envelope, clearly identified as "TRADE
SECRETS EXCEPTION," with your firm's name and the Solicitation number and title marked on the
outside,
Please be aware that the designation of an item as a trade secret by you may be challenged in court by any
person. By your designation of material in your Response as a "trade secret" you agree to indemnify and
hold harmless the City for any award to a plaintiff for damages, costs or attorney's fees and for costs and
attorney's fees incurred by the City by reason of any legal action challenging your claim.
1.86. UNAUTHORIZED WORK OR DELIVERY OF GOODS- Neither the qualified
Bidder(s)/Proposer(s) nor any of his/her employees shall perform any work or deliver any goods unless a
change order or purchase order is issued and received by the Contractor, The qualified
Bidder(s)/Proposer(s) shall not be paid for any work performed or goods delivered outside the scope of the
contract or any work performed by an employee not otherwise previously authorized.
1.87, USE OF NAME - The City is not engaged in research for advertising, sales promotion, or other
publicity purposes. No advertising, sales promotion or other publicity materials containing information
obtained from this Solicitation are to be mentioned, or imply the name of the City, without prior express
written permission of the City Manager or the City Commission,
1.88. VARIATIONS OF SPECIFICATIONS - For purposes of solicitation evaluation, bidders/proposers
must indicate any variances from the solicitation specifications and/or conditions, no matter how slight. if
variations are not slated on their Response, it will be assumed that the product fully complies with the
City's specifications.
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Request for Proposals (RFP) 251230
2. Special Conditions
2.1. PURPOSE
The purpose of this Solicitation is to establish a contract, for an Internet based training system, as specified
herein, from a source(s) of supply that will give prompt and efficient service dully compliant with the terms,
conditions and stipulations of the solicitation.
2.2. D.EADLINE FOR RECuPI OF REQUEST FOR ADDITIONAL
INFORMATION/CLARIFICATION
Any questions or clarifications concerning this solicitation shall be submitted by email or facsimile to the
Purchasing Department, Attn: Yusbel Gonzalez; fax: (305) 400-5104 or email: ygonzalez c@r ci.mianli.fl.us.
The solieilation title and number shall be referenced on all correspondence. All questions must be received
no later than Tuesday, November 23, 2010 at 5:00 PM. All responses to questions will be sent to all
prospective bidders/proposers in the form on an addendum, NO QUESTIONS WILL BE RECEIVED
VERBALLY DRAFTER SAID DEADLINE.
2.3. TERM OF CONTRACT
The proposer(s) qualified to provide the service(s) requested herein (the "Successful Proposcr(s)") shall be
required to execute a contract ("Contract") with the City, which shall include, but not be limited to, the
following terms:
(1) The term of the Contract(s) shall be for two (2) years with an option to renew for three (3) additional
one (1) year periods.
(2) The City shall have the option to extend or terminate the Contract.
Continuation of the contract beyond the initial period is a City prerogative; not a right of the
bidder/proposer, This prerogative will be exercised only when such continuation is clearly in the best
interest of the City.
2.4. CONDITIONS FOR RENEWAL
Each renewal of this contract is subjectto the following:
(1) Continued satisfactory performance compliance with the specifications, terms and conditions
established herein.
(2) Availability of funds
2.5:-NON:APPROPRIATION""OP I+UNDS —.— . _._.._..... ,..,
In the event no funds or insufficient funds arc appropriated and budgeted or are otherwise unavailable in
any fiscal period for payments due under this contract, then the City, upon written notice to Contractor or
his assignee of such occurrence, shall have the unqualified right to terminate the contract without any
penalty or expense to the City. No guarantee, warranty or representation is made that any particular or any
project(s) will be awarded to any firm(s).
2.6. PROPOSER'S MINIMUM QUALIFICATIONS
Proposers shall satisfy each of the following requirements cited belurv. Failur a to do so may result in
the Proposal being deemed non -responsive.
A. Proposals will be considered only from firms that are regularly engaged in the business of providing
goods and/or services as described in this Request for Proposal; that have a record of performance for a
minimum period of three (3) years; and that have sufficient financial support, equipment and organization
to insure that they can satisfactorily provide the goods and/or services if awarded a Contract under the
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Request for Proposals (RFP) 251230
terms and conditions herein :stated.
The tertm"equipment and organization," as used herein shall be construed to mean e fully equipped and
well-cstablished facility as determined by the proper authorities of the City.
B. The City reserves the right, before awarding the Contract, to require Proposer(s) to submit such
evidence of his/her qualifications as it may deem necessary and as part of the Evaluation
Committee's process, may consider any evidence available to it of the financial, technical, and other
qualifications and abilities of a Proposer, including previous experiences of same with the City and
performance evaluation for services, in making .the award in the best interest of the City.
C. Proposer must have successfully installed a minimum of three (3) interact based training systems for
inanieipalities similar in size to the: City of 'Miamiwithin the last three (3) years.
D. Proposers shall have no record of pending lawsuits, bankruptcies, or criminal activities and not have any
conflicts of interest as defined by applicable law with the City.
2.7. CONTRACT EXECUTION
The selected Proposer(s) evaluated and ranked in accordance with the requirements of this Solicitation,
shall be awarded an opportunity to negotiate a contract ("Contract") with the City. The City reserves the
right to execute or not execute, as applicable a Contract with the selected Proposer(s) that is determined to
be most advantageous and in the City's best interest. Such Contract will be furnished by the City, will
contain certain terms as are in the City's best interests, and will be subject to approval as to legal form by
the City Attorney.
2.8. FAILURE TO PERFORM
Should it not he possible to reach the contractor or supervisor and/or should remedial action not be taken
within 48 hours of any failure to perform according to specifications, the City reserves the right to declare
Contractor in dofaull of the contract or make appropriate reductions in the contract payment.
2.9. INSURANCE REQUIREMENTS
INDEMNIFICATION
Bidder shall pay on behalf of, indemnify and save City and its officials harmless, from and against any and
all claims, liabilities, losses, and causes of action, which may arise out of bidder's performance under the
provisions of the contract, including all acts or omissions to act on the part of bidder, including any person
performing under this Contract for or on bidder's behalf, provided that any such claims, liabilities, losses
and causes of such action are not attributable to the negligence or misconduct of the City and, from and
against any orders, judgments or decrees which may be entered and which may result from this Contract,
unless attributable to the negligence or misconduct of the City, and from and against all costs, attorneys'
fees_, exprises and liabilities incurred in the defense of ijy such claim or the investigation thereof.
The bidder shall furnish to City of Miami, e/o Purchasing Department, 444 SW 2nd Avenue, Gth Floor,
Miami, Florida 33130, Certificate(s) of Insurance which indicate that insurance coverage has been obtained
which meets the requirements as outlined below:
(1) Worker's Compensation
Limits of Liability
SIatuioiy-Siaie or Florido
Waiver of Subrogation
(2) Employer's Liability
A. Limits of Liability
100,000 for bodily injury caused by an accident, each accident
$100,000 for bodily injury caused by disease, each employee
$500,000 for bodily injury caused by disease, policy limit
(3) Commercial General Liability:
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Request for Proposals (RFP) 251230
A. Limits of Liability
Bodily :injury and Property Damage Liability - Each Occurrence: 21)00,000
General Aggregate, Limit - $2,000,000
Personal and Advertising Injury - $1 000,000
'Products/Completed Operations. - $1,00.0,000
B. Endorsements Required:.
City of .Miami included as an Additional insured.
Contingent (34. Contractual Liability.
Premises and Operations Liability
(4) Bitsines,sAutomobile Liability
A..Limits of Liability
Bodily Injury and Properly .Damage Liability
Combined Single Limit
Owned/Scheduled Autos
including Hired, Borrowed or Non- meet Autos
Any one accident - $1,000,000
B. Endorsements Required:
City of Miami included as an Additional Insured
(5) Professional Liability/Errors and Omissions Coverage
Combined Single Limit
Each Claim - $1,000,000
General Aggregate Limit - S1,000.000
Deductible not to exceed 10%
The above policies shall provide the City of Miami with written notice of cancellation or material
change from the insurer in accordance to policy provisions.
BINDERS ARE UNACCEPTABLE,
The insurance coverage required shall include those classifications, as listed in standard liability insurance
manuals, which most nearly reflect the operations of the bidder.
All insurance policies required above shall be issued by companies authorized to do business under the
laws of the State of Florida, with the following qualifications;
The Company must be rated no less than "A" as to management, and no less than "Clas,s V" as to financial
strength, by the latest edition of .Be,st's Insurance Guide, published by A.M. Best Company, Oldwick, New
Jersey, or its equivalent. All policies and/or certificates of insurance are subject to review and verification
by Risk Management prior to insurance approval..
—NOTE: CITY BID NUMBER -AND/OR T1T-LE OF —BID MUST A,RREAR ON EACH
CERTIFICATE.,
Compliance with the foregoing requirements shall not relieve the bidder of his liability and obligation
under this section or under any other section .of this .Agreement.
--If insurance certificates are scheduled to expire during the: contractual period, the Bidder .shall be
responsible for submitting new or renewed insurance certificates to the City at a minimum of ten (10)
calendar clays in advance of such expiration,.
--In the event that expired certificates are not replaced with new or renewed certificates which cover
the contractual period, the City shall:
(1) Suspend the contract until such time as the new or renewed certificates are received by the Cityin
the manner prescribed in the invitation To Bid..
(2) The City may, at its sole discretion, terminate this contract for cause and seek re -procurement
damages from the Bidder in conjunction with the General and Special Terms and Conditions of the Bid,
The Bidder shall be responsible for assuring that the insurance certificates required in conjunction with this
Section remain in force for the duration of the contractual period; including any and all option terms that
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Request fin - Proposals (RFP) 251230
may be granted to the Bidder.
2.10. CONTRACT ADMINISTRATOR
Upon award, contractor shall report and work directly with Ruben Bargueiras Jr., Assistant Fire Chief,
who shall be designated as the Contract Administrator.
2.11. SUBCONTRACTOR(S) OR SUBCONSULTANT(S)
A Sub -Consultant, herein known as Sub-Contractor(s) is an individual or firm contracted by the Proposer
or Proposer's firm to assist in the performance of services required under this Solicitation. A
Sub -Contractor shall be paid through Proposer or Proposer's firm and not paid directly by the City.
Sub -Contractors are allowed by the Cily in the performance of the services delineated within this
Solicitation, Proposer must clearly reflect in its Proposal the major Sub -Contractors to be utilized in the
performance of required services. The Cily retains the right to accept or reject any Sub -Contractors
proposed in the response of Successful Proposer or prior to contract execution. Any and all liabilities
regarding the use of a Sub -Contractor shall be borne solely by the Successful Proposer and insurance for
each Sub -Contractors must be maintained ia good standing and approved by the City throughout the
duration of the Contract. Neither Successful Proposer nor any of its Sub -Contractors are considered to be
employees or agents of the City. Failure to list all Sub -Contractors and provide the required information
may disqualify any proposed Sub -Contractors from performing work under this Solicitation.
Proposers shall include in their Responses the requested Sub -Contractor information and include all
relevant information required of the Proposer. In addition, within five (5) working days after the
identification of the award to the Successful Proposer, the Successful Proposer shall provide a list
confirming the Sub -Contractors that the Successful Proposer intends to utilize in the Contract, if applicable.
The list shall include, at a minimum, the name, location of the place of business for each Sub -Contractor,
the services Sub -Contractor will provide relative to any contract that may result from this Solicitation, any
applicable licenses, references, ownership, and other information required of Proposer.
2.12. WARRANTY, FITNESS FOR PURPOSE
The contractor warrants the materials supplied and the work performed under this contract conform to
warranty materials provided and work performed for one (1) year from date of completion.
In addition to all other warranties that may be supplied by the bidder, the bidder shall warrant its products
and/or service against faulty labor and/or defective material for a minimum period of one (1) year after the
date of acceptance of the labor, materials and/or equipment by the City. This warranty requirement shall
remain in force for the full one (1) year period; regardless of whether the contractor is under contract with
the City at the time gaily defect, Any payment by the City on behalf of the goods or servicesreceived
from the contractor does not constitute a waiver of these warrantyffovisious.
The contractor shall be responsible for promptly correcting any deficiency, at no cost to the City, within
five (5), calendar days after the City notifies the contractor of such deficiency in writing, If (he contractor
fails: to honor the warranty and/or fails to correct or replace the defective work or items: within the period
specified, the Cily may, at its discretion, notify the contractor, in writing, that the bidder may be debarred
as a City bidder/proposer and/or subject to contractual default if the corrections or replacements are not
completed Le the satisfaction of the City within ten (10) calendar days of receipt of the notice. If the
contractor fails to satisfy :the warranty within the period specified in the notice, the City may (a) place the
contractor in defaults of its contract, and/or (b) procure the products or services from another contractor and
charge the contractorr for any additional costs that are incurred by the City for this work or items; either
through a credit memorandum or through invoicing,
2.13. COMPLETE PROJECT REQUIRED
These specifications describe thevarious items or el EISSCS of work required, enumerating or defining the
extern!: of same necessary, but failure to list any item or classes under scope of the several sections shall not
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Request for Proposals (REP) 251230
relieve the contractor from furnishing, installing or performing such work where required by any pant of
these specifications, or necessary to the satisfactory completion of the project.
2.14. TERIVIINATION
A. FOR DEFAULT
If Contractor defaults in its performance under this Contract and does not cure the default within 30 days
after written notice of default, the City Manager may terminate this Contract, in whole or in part, upon
written notice without penalty to the City of Miami. In such event the Contractor shall be liable for
damages including the excess cost of procuring similar supplies or services: provided that if, (1) it is
determined for any reason that the Contractor was not in default or (2) the Contractor's failure to perfarrm is
without his or his subcontractor's control, fault or negligence, the termination will be deemed to be a.
termination for the convenience of the City of Miami.
B. FOR CONVENIENCE
The City Manager may terminate this Contract,in whole or in part, upon 30 days prior written notice when
it is in the best interests of the City of Miarni. If this Contract is for supplies, products, equipment, or
software, and so terminated for the convenience by the City of Miami the Contractor will be compensated
in accordance with an agreed upon adjustment of cost. To the extent that this Contract is for services and so
terminated, the City of Miami shall be liable only for payment in accordance with the payment provisions
of the Contract for those services rendered prior to termination.
2.15. ADDITIONAL TERMS AND CONDITIONS
No additional terms and conditions included with the solicitation response shall be evaluated or
considered, and any and all such additional terms and conditions shall have no force or effect and are
inapplicable to this solicitation. If submitted either purposely, through intent or design, or inadvertently,
appearing separately in transmittal letters, specifications, literature, price lists or warranties, it is understood
and agreed that the General and Special Conditions in this solicitation are the only conditions applicable to
this solicitation and that the bidder's/proposer's authorized signature affixed to the bidder's/proposer's
acknowledgment form attests to this,
2.16. PRIMARY CLIENT (FIRST PRIORITY)
The successful bidder(s)/proposer(s) agree upon award of this contract that the City of Miami shall be its
primary client and shall be serviced first during a schedule conflict arising between this contract and any
other contract successful biddcr(s)/proposcr(s) may have with any other cities and/or counties to perform
similar services as a result army catastrophic events such as tornadoes, hurricanes, severe storms or any
other public emergency -impacting various-areas-.during_or-approx.i.naately-_the_same.lime.
2.17. UNAUTHORIZED WORK
The Successful. Proposer(s) shall not begin work until a Purchase Order is received,
2.18. CHANGES/ALTERATIONS
Proposer may change or withdraw a Proposal at any time prior to Proposal submission deadline; however,
no oral modifications will be allowed. Written modifications shall not be allowed following the proposal
deadline,.
219. COMPENSATION PROPOSAL
Each Proposer shall detail any and all fees and costs to provide the required services as listed herein.
Page 2S of 36
Request for Proposals (RFP) 251230
Proposer shall additionally provide a detailed list of all costs to provide all services as detailed in Section
III Scope of Services, as proposed. The City reserves the right to add or delete any service, at any tone.
Should the City determine to add an additional service for which pricing was not previously secured, the
City shall seek the Successful Proposer to provide reasonable cost(s) for same. Should the City determine
the pricing unreasonable, the. City reserves the right to negotiate cost(s) or seek another vendor for the
provision of said service(s).
Failure to submit compensation proposalas required shall disgrralif ' Proposer from considerations.
2.20. EVALUATION/SELECTION PROCESS AND CONTRACT AWARD
The procedure for response evaluation, selection and award is as follows;.
(I) Solicitation issued.
(2) Receipt of responses
(3) Opening and listing of all responses received
(4) Purchasing staff will review each submission for compliance with the submission requirements of the
Solicitation, including verifying that each submission includes all documents required.
(5) An Evaluation Committee, appointed by the City Manager, comprised of appropriate City Staff and
members of the community, as deemed necessary, with the appropriate technical expertise and/or
knowledge, shall meet to evaluate each response in accordance with the requirements of this Solicitation
and based upon the evaluation criteria as specified herein.
(6) The Evaluation Committee reserves the right, in its sole discretion, to request Proposers to make oral
presentations before the Committee as part of the evaluation process. The presentation may be scheduled at
the convenience of the Evaluation Committee and shall be recorded.
(7) The Evaluation Committee reserves the right to rank the Proposals and shall submit its
recommendation to the City Manager for acceptance. If the City Manager accepts the Committee's
recommendation, the City Manager's recommendation for award of contract will be posted on the City of
Miami Purchasing Department website, in the Supplier Comer, Current Solicitations and Notice of
Recommendation of Award. Section, The notice of the City Manager's recommendation can be found by
selecting the details of the solicitatiiion and is listed as Recommendation of Award Posting Date and.
Recommendation of Award T'o fields, If "various" is indicated in the Recommendation of Award To field,
the Bidder/Proposer must contact the buyer for that solicitation to obtain the suppliers name. The City
Manager shall slake his recommendation to the City Commission requesting the authorization to negotiate
and/or execute an agreement with the recommended Proposer(s). No Proposer(s) shalt have any rights
against the City arising from such negotiations or termination thereof,
(8) The City Manager reserves the right to reject the Committee's recommendation, and instruct the
Committee to reevaluate and make another recommendation, reject all proposals, or recommend that the
City Commission reject all proposals.
(9) The City Commission shall consider the City Manager's and. Evaluation Committees'
reeommendatian(s)-and; iEappropriatc and -required -approve -the City-Managerls-recommendation(s).—The-----___.
City Commission may also reject any or all response,
(10) If the City Commission approves the recommendations, the City will enter into negotiations with the
selected Proposer(s) for e contract for the required services. Such negotiations may result in contracts, as
deemed appropriate by the City Manager.
(11) The City Commission shall review and approve the negotiated Contract with the selected
Proposer(s).
2.21. ADDITIONAL SERVICES
Services not specifically identified in this request may be added to nay resultant contract upon successful
negotiation and mutual consent of the contracting parties.
2.22. RECORDS
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Request for Proposals (RFP) 251230
During the contract period, and for a least five (5) subsequent years thereafter, Successful Proposer shall
provide City access Lo all Files and records maintained. on the City's behalf.
2.23. TRAINING DATA
Successful Proposer lutist retain all training data far as long as the City ofMiami is a customer or as
required by the State, The data in the tracking/reporting system must bc the property of the City of Miami
and accessible by the system administrator at any lime.
2..24. TRUTH IN NEGOTIATION CERTIFICATE
Execution of the resulting agreement by the Successful .Proposer shall act as the execution of
truth -in -negotiation certificate stating that wage rates and other factual unit costs supporting the
compensation of the resulting Agreement are accurate, complete, and current at the time of contracting.
The original contract price and any additions thereto shall be adjusted to exclude any significant sums by
which City determines the contract price was increased due to inaccurate, incomplete, or non -current wage
rates and other factual unit costs. All such contract adjustments shall be made within one (1) year
following the end of the Agreement.
Page 30 of 36
Request for Proposals (RFP) 251230
3. Specifications
3.1. SPECIFICATIONS/SCOPE OF WORK
1. BACKGROUND
The City of Miami is seeking a WEB - or Internet -Based Training System to manage all personnel training
records for employees of the Department of Fire -Rescue, The system will provide a platform to administer
training sessions to 011C or multiple personnel simultaneously. The system will be able to store, display and
provide multiple types of documents referring to training materials, lesson plans, course outlines, tests,
score sheets, etc, The system will provide an electronic training record for each member of the
department; track and record certifications and certification requirements. The system will provide reports
via Microsoft Reporting Services and will have canned and nd-hoc capabilities. The system will allow for
a local administrator to deploy, publish, and remove training materials. The projected deployment of this
system wilt be within Fiscal Year 2011. (October 1, 2010 — September 30, 2011)
The system will include, as a minimum, the following requirements: maintain an electronic training record
fbr each employee; maintain certification requirements for multiple disciplines; provide canned reports that
are easily accessed and identifiable; allow for user -created as well as commercially -created training
materials (multiple formats: .ppt; .pdf; streaming video; interactive websites„jpg; tiff; ,eps; etc.) to be
administered, deployed or removed by a designated local administrator. The system must be able to
monitor, measure, and analyze all paramedic/EMT (Emergency Medical Technician) licenses within the
City of Miami, This system would enhance current paper -based programs in place and should be
accessible by all supervisors, managers and employees at user -defined levels,
The system must be expandable and include various on-line courses covering, but not limited to:
EMT/Paramedic training, Hazardous Material Responses, OSI-IA (Occupational Safety and Health
Administratiou) General Safety, Emergency Vehicle Operations, Driver-Enginccr operations, fire apparatus
driving safety program, First responder to terrorist incident training and other related courses. System
should have the capability to add other courses on an as -needed basis.
II, SCOPE OF SERVICES
System Functionality Requirements:
The system should be able to operate with both an ISP/LAN and dial -up speed intemet connection.
To avoid security exposures and computer maintenance concerns, the City will prefer training
programs that will not require additional plug -ins. However, if plug -ins are needed, the preferred
method would be to have the plug -ins loaded remotely. The Successful Proposer should provide the
City with a City -specific URL (Uniform Resource Locator) for all City employees to access training.
Should there be a need for additional plug -ins, the remote method would be preferred.
Employees must be able to sign themselves in with a user name and password (preference will be
given to applications that integrate with Active Directory for single logon and access) and a provision
must be made for the online company to provide an ongoing administrative assistance for data enhy
of new students.
The system must have capability for adding customized training content and online course material
by integrating departmental poi -Ems and procedures.
The system must have the ability to list course topics that apply to state -required categories.
The system must have the ability to track individual student's online activity.
The system must have a username/passN,yord lookup feature available 24 hours a day, 7 days a week,
365 clays a year, via the internet.
The system must be able to provide Custom Course Creation, with customized certificates of
completion, to include Continuing Education Units provider infom-tation.
The system must have the ability to store departmental specific documents, files, videos in multiple
formals including; but not limited to: Power Point, PDF and streaming videos.
The system must have the ability to host, deliver and record a live event.
The system must have the ability for administrators to define training requirements for individuals or
groups and to automatically notify students of training requirements via email or other internal means
of communication. System can integrate with current Active Directory and Microsoft Exchange in
order to provide a quick and easy method of communication,
Page 31 of 35
Request for Proposals {RFP) 251230
The system must have the ability to create, maintain, ancl document unlimited client -designed
compliance activities, policy reviews, surveys and user -developed (raining.
The system must have the ability to send notification emails to all accounts, which will serve as a
reminder and summarize course assignments for the end -user.
The system trust have the ability to group employees by training need, define specific requirenn
and track compliance.
System Reporting and Tracking, Requirements:
A printable certificate should be provided at completion ()fall courses.
A "Bookmark" feature must be available that would allow employees he opportunity to
at any time and return to the exact training lesson al a later date and time,
System must have an administrative level that will provide full access (no need for vendor
involvement) to the data base, including but not limited to: password lookup, curriculum
assignments, due dates, entering names, running reports, etc.
System must have the ability for individuals to access and print reports of their training activities,
System must have the ability for administrators to access and print reports of the training activities of
individuals, groups, and City department.
System must have the ability to track specific training required for I'SO (International Organization
for Standardization) compliance.
System must have the ability to electronically link with the State of Florida to track license
requirements,
System must have the ability to customize training deadlines, release dates and scores.
System must have the ability to import and maintain employee information,
System must have the ability to do item analysis of on-line testing results.
System must have the ability to have class evaluations conducted on-line and the ability for
administrators to retrieve and analyze this data.
System must have the ability to schedule and manage rosters for training, meetings and other events,
System must be capable of tracking all training administered to a given employee, regardless of
source.
The system should provide the option to download all training records into an Excel spreadsheet or
other formats.
Systems key reports should include, but not be limited to, the following data: employee name,
employee assignment, overdue courses, failed courses, number of times a test was taken, total amount
of time spent on a course, passing grade and date completed.
System should allow for certifications to be tracked and thresholds to be entered in order to monitor
expiration dates and proactively report and notify individuals of upcoming expiration dates. Reports
should be automatically generated and subscriptions created to email these reports to designated
individuals or groups.
ants
I a course
System Technical Requirements:
The City of Miami utilizes Microsoft Windows and requires that all applications/systems/etc. are
compatible with the luost current versions of the Windows operating systems al both the work station
and server level. The database is required to be Microsoft SQL Server and all reports will be written
in Microsoft Reporting Services.
Successful Proposer Requirements:
Successful Proposer roust have access to National Fire Protection Association (NFPA)
material/codes.
Successful Proposer will be required to provide online technical support, 24 hours a day, 7 days a
week. Additionally, technical support shall be available via the telephone (toll free) during normal.
business hours, Monday through Friday, 8:00 AM to 5:30 PM and after hours emergency support.
Successful Proposers will be.. required to provide a dedicated account manager that will be
responsible for providing support and implementation assistance,
Successful Proposers will be required to provide the City of Miami Department of Fire -Rescue with
Page 32 of 36
Request for Proposals (RFP) 251230
assistance in designing custom linining corricitlin:ns as requested.
Successful Proposer will he required to provide initial training for Department of Fire -Rescue
personnel on the proper use of thc functions and applications, both at the individual and administrator
IcveL
Page 33 of 36
Request for Proposals (REP) 251230
4. Submission Requirements
4.1. SUBMISSION REQUIREMENTS
Proposers shall carefully follow the format and instruction outlined below, observing format requirements
where indicated. Proposals should contain the information itemized below and in the order indicated, This
information should be provided for thc Proposer and any sub -consultants to be utilized for the work
contemplated by this Solicitation, Proposals submitted which do not include the following items may be
deemed non -responsive and may not be considered for contract award.
The response to this solicitation shall be presented in the following formal. Failure to do so may
deem yam. Proposal non -responsive.
ALL RESPONSES SHALL BE SUBMITTED IN HARD COPY FORMAT AND MUST INCLUDE
ONE (1) ORIGINAL AND FIVE (5) COPIES.
1, Cover Page
The Cover Page should include the Proposer's name; Contact Person for the RFP; Firm's Liaison for the
Contract; Primary Office Location; Local Business Address, if applicable; Business Phone and Fax
Numbers, if applicable Email addresses; Title of RFP; RFP Number; Federal Employer Identification
Number or Social Security Number,
2. Table of Contents
The table of contents should outline, in sequential order, the major sections of the proposal as listed below,
including all other relevant documents requested for submission, All pages of the proposal, including the
enclosures,. should be clearly and consecutively numbered and correspond to the table of contents.
3. Executive Summary
A signed and dated summary of not more than three (3) pages containing a comprehensive narrative
statement that illustrates its understanding of the requirements of the scope of services stipulated within this
REP, Executive Summary should also briefly address Proposer's Overall Qualifications and Experience,
Ability and Capability to Perform Required Services, and Methodology and Overall Approach to Scope of
Work, as contained in the submittal. Include the name of the organization, business phone and contact
person. Provide a summary of the work to be performed by Proposer,
4. Proposer's Qualifications and Experience
a) Describe the Proposer's organizational history and structure; years Proposer has been in business
providing a similar service(s), and indicate whether the City has previously awarded any contracts to the
Proposer,
b) Provide a lisi of all principals, owners or directors.
c) Provide a complete list of clients for which Proposer has provided a similar service as required in this
RIP, and that can attest to the operation and management, and/or other relevant experience, of Proposer,
This list should include those governmental entities of a similar size and diverse population to the City for
whom services have been performed within the past three (3) years. Include the overall value of the
contract, and include the address, phone number(s), email address and contact persons within each
organization. References are subject to verification by the City and be utilized as part of the evaluation
process,
d) Provide a list of clients that have, for whatever reason, discontinued. to use your services within the past
three (3) years, and indicate the reasons for the same. The Cityreserves the right to contact any reference as
part of the evaluation process.
5. Ability and Capability to Perform Required Services
a) Describe the overall size of Proposer; overall number of personnel of Proposer; total number of
technical/support cmployce(s) company -wide,
b) Provide an organizational chart specifying the personnel assigned to accomplish .the work. Providc a
personnel roster that .identifies each person who will work on this project, and include the following
information for each individual specified, including name, title, and relevant experience. This chart shall
illustrate the lines of authority and designate the individual responsible and accountable for the completion
of each component mid deliverable specified within the REP. Clearly designate one point of contact for
dealings with the City (Project/Account Manager),
Page 34 of 36
Request for Proposals (RFP) 251230
c) Provide detailed background and experience in providing an internet-basal training system for at least
three (3) municipalities similar in size to the City of Miami within the last three (3) years.
d) Describe proposer's ability and capability to provide online technical support, telephone support, and
after hours emergency support. Additionally, describe proposer's ability and capability lo assist the
Department of Fire -Rescue in designing custom training curriculums and providing initial training for
department's personnel.
6. Methodology and Overall Approach to Scope of Work
Discuss in detail Preposer's Overall Methodology and Approach to the work to be performed as required
under Section 3, Specifications, The proposer shall address these key areas in response to this section:
System's ability to meet the following requirements:
• Functional Requirements
Reporting and Tracking Requirements
• Technical Requirements.
Comprehensive training plan to train all Department of Fire -Rescue personnel involved in the use of the
Internet -Based Training System.
7. Cost Proposal
Proposer shall provide in their proposal a break down of all costs associated with the purchase of an
interact based training system. Cost proposal shall include, amongst other things: annual license and
subscription fees, training, startup materials, implementation, configuration and any other additional
fees/costs required to meet the requirements listed in Section 3, Specifications, of the RFP solicitation
document.
8. Trade Secrets Execution to Public Records Disclosure
All Proposals submitted to the City are subject to public disclosure pursuant to Chapter 119, Florida
Statutes. An exception may be made for "trade secrets."
ff the Proposal contains information that constitutes a "trade secret", all material that qualifies for
exemption from Chapter 119 must he submitted in a separate envelope, clearly identified as "TRADE
SECRETS EXCEPTION," with your firm's name and the RFP number marked on the outside,
Please be aware that the designation of an item as a trade secret by you may be challenged in court by any
person. By your designation of material in your Proposal as a "trade secret." you agree to indemnify and
hold harmless the City for any award to a plaintiff for damages, costs or attorney's fees and for costs and
attorney's fees incurred by the City by reason of any legal action challenging your claim.
Page 35 of 36
Request for Proposals (RFP) 251230
5. Evaluation Criteria
5.1., EVALUATION CRITERIA
Proposals shall be evaluated based upon the following eriteria and eight:
Proposer's Qualifications and Experience: 50%
Ability and Capability to Perform 'Required Services: 25%
Methodology and Overall Approach to Scope o f Work: 25%
TOTAL: 100%
Page 36 of 36
L
TargetSafety
Respectfully Subrnifted by:
TARGETSAFETY.COM
FEtN 33-0886618
Corporate. Offices:
10805 Rancho Bernardo Road, Suite 200
San Diego, CA 92127 •
V: 858-592-6880
858-487-8762 •
Florida Office:
6656 Franconia Drive
Orlando, FL 32812
V: 407-545-2527
F: 858-487-8762
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Target5afetv'sCommitment toExoehsnce
TSC's mission statement reads as follows:
We are committed tohelping our clients minimize their exposure to risk, bydelivering techro�logy-
basedtraininganddykrmzna8emeo1oo|ut|onothetcanbeguioklyimp|ementedandeasflymocesed
atanaffordable cost.
TABLE OF CONTENTS
PAGE SECTION �
1 CoverPoge
2 Table ofContents
3-5 Executive Summary:
' Qualifications Statement
' Tar8et3afetyPar1nemh|ps
6-8 Qualifications and Experience:
Organizational History and Structure
Principals, Owners urDirectors
Similar Service Experience Clients
Former TargetSafetyPreveot[onL|nkTm Platform clients
List ufadditional Target5afe1y Clients
9-13 Ability and Capability toPerform Required Services:
Size and Employees
Organization Chart
Experience: Similar Municipalities
* San Jose Fire Department
w Jacksonville Fire &Rescue
* Pinellas County Training Group
14=�25 D@ethodnbogy and Ou-pacalLApprpachtnScope o{Work
TargetSafetyAbility toMeet Requirements
- Implementation Schedule
Tar0et5afetyCourse Catalog
|nstruotor'|napectorCEUs
Certification Statement
' Certifications
26i------CpytPropmsal'—'— ----- ---- — — —
27 Trade Secrets Execution tmPublic Records Disclosure
BFP#25123O
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EXECUTIVE SUMMARY
Thank you for the opportunity to offer a proposal for the City of Miami Internet -Based TrainingSysbem.
Enclosed is the information requested by the City intended to demonstrate why TargetSafety is uniquely
qualified tofi|[the obligations ofthis contract.
Founded in 1893, TargetSaFe1y is pioneer and leader in the development of online solutions that
simplify and standardize training and risk management. TorgetSofoty currently provides these services
tomore -than��g08'pub|io'entities'and-pr|vaLe'busineyse�-Qftboseorganizationsrmore-than28UUare------- -
Fire/EMS departments. We are the only online provider that the National Fire Protection Association
(NFPA) has invested in to deliver online safetytraining to the fire service.
Qualifications Statement
Since its inception, TorQetSafety, ("TSCl sought to provide its, clients with compliance oriented and
OSHA mandated environmental health and safety resource training. Using the Internet for delivery of
this service, TS[ made it possible for a variety of organizations to outsouroe the implementation,
management, documentation: and administration ofthese mandated training programs, Quickly, the
TargetSafety founders identified fire industry training and compliance needs. That awareness led to m
partnership with the NFPA and o new approach to 'continuing educatlon training'. With safety and
firefighter education now avaflab|e on the Internet, TSC'x fire department clients have benefited
through their ability to offer programs at multiple locations and with minimal loss of firefighter,
productivity. This training can be completed at a fraction of the cost of managing and delivering ongoing
education using conventional methods,
Additionally, TargetSafety can meet further needs, i.e. cusbomizaton, EMS [E's, comprehensive
documentation and tactcaX and management oriented firefighter training. 73C's comprehensive
training solution is better than any compliance and refresher -oriented firefighter training available
today.
In addition to planning, scheduling and implementing firefighter training, each department must
document the training process and test results. T3Cs PreventionUnk P|uttonn`m provides the "engine"
to schedule training, monitor training sessions, and test firefighters for knowledge and retention. Most
department trainers are then free to support superiors and firefighters to maintain a safe and effective
work environment. TSC'a "virtual employee safety f||e" maintains all data and manages the safety
- program at the asure the Chre-f or adm�is�rat—oY-tM-8t t
program iscompliant with regulations and being implemented deparLment-m[de.
Our PreventionLinkrw platform currently serves over1QO,O00 active users with access toTSC's services
24 hours a day / 7 days a week with only 0.1% downtime. TargetSafety tracks training and activities for
an additional 185,008 employees that do not have direct access to the city'n online services ("off|ine
employees" man -aged by supervisors, managers, and administrators). In the last 90days, we have
delivered over5OO,OQO online activities and training courses. As of September 2010, T5Ctracked over
--139/486'sredentia|s-fmp42�620-PpeventionL|nkL'�'usero,--'----'--- ---'- -----'------'- -
TS[ boasts a suite of applications specifically intended for Fire/EMS departments. We are industry
leaders in the creation of complete risk management solution, PreventionLink`m, which enables Fine
and EMS organizations to maintain compliance, manage the documentation of firefighter train|ng,
training related tasks, promote safety, reduce losses, stay current with EyW3 CE hours, and improve
communication. The system also offers the ability to create and deliver custom tests, store and display
0FP#25123O
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m,ultipletypex of documents, track and benchmark surveys, record station level training and tasks, track
ISO requirements, send out policies that will require an online signature when read, and much more.
Why uvobelieve TargetSafetyisthe best option for the City ofMiami;
Terget5afety is the on|v provider that can supply ALL of the Miami's course offerings requested in GFP
Section 3.1: EMT/Paramedictra|ninD, Hazardous Material Responses, OSHA (Occupational Safety and
Health Administration) General Safety, Emergency Vehicle Operations, Driver -Engineer operations, fire
..apparatus-driving'yofety'pnogcam,and'Firut'Riexpondercomrses.—Additiona||K_to-our-koovv|edge,T3Cjs�_
the only Internet -Based training provider able toprovide First Responder toterrorism incident training.
In response to Section 3.1Specifications / Scope of Work:
* Background: TSC's Prevention Unk7m Platform meets the requi-rements noted in this section -with
some exceptions related toMicrosoft Reporting Services noted onpage 24.
w System Functionality Requirements: Our proposal includes TaContent Authoring
Kit which allows for unlimited Custom Course Creation at no additional cos. T3['s
PrevemdonUnkrmMatfonn meets all 13 bullet point items included inthis section with some
exceptions related to Active Directory and Microsoft Exchange noted on page 24.
w System Reporting 8'Tracking Reguhomonto:TargeLSa6ety's Prevention Llnk/mPlatform meets all
IG bullet point items included in this section with some exceptions related to Microsoft
Reporting Services noted on page 24.This includes a set ofactivities completely dexigned`and
customized specifically for tracking and reporting oftraining for ISO.
w System Technical Requirements: As requaoted,TS,Cs appUcaVons/sys1ems/eto. are completely
compatible with the most current version nfWindows. N/ utilize anSQL database. Please refer
to the exceptions noted on page24.
* Successful Proposer Requirements. Target3afety will provide all 5 bo||e1 point services
requested |nthis section by the City ofMiami.
TargetSofetv :an provide CEa for EMTs, Instructors and Inspectors — Target3afety is nationally
aomredted and approved in the state of Florida for EMS Continuing Education. Additionally, it is
important to note TargetSafety has received approvals from the State Fire College in Ocala for
continuing education hours for Inspectors and Instructors. We du automated reporting for both EMS
and Fire.
`—
Fire Advisory Board — TSC has established an advisory board to help oversee content and -to review new
content and now applications for the fine industry. The Chairman of the advisory board, Chief Alan
Brunacini has developed training exclusively for TSC on Boss Behavior, Leadership, and customer service.
Diverse Courseware — In addition to FF/EMT training, TargetSafety also offers training courses for
administration and dispatch. These topics include office safeLy, office ergonomics, workplace violence
stress, risk assessment and much more. TarBetSafety also offers an 18'couoe Emergency Vehicle
Operator driver program. We know of no other vendor that offers fire specific courses in these areas.
-��rge��fet�sgna|1stonMtra one -stop shop-forthe-fireindu diverse-eeucsewarer--'— '- -- ' --
BazmatF|otQespon6erQperotionsRefresher(FRO)_TargetSafetyoffeotheHazmatFROinan8'hoor,
4 module program. We know of no other online vendor that offers this training with LM3, EMS, HR, and
OSHA training courses specific tothe fire industry.
RFP#Z51Z]0
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CQ�,-�TargetSafety .
Custom Courses— Miami Fire Rescue will have the ability tocreate department -specific online courses
with tests. With any custom course, or exisdngTarget5afety course, Miami F|po Rescue will have the
ability to add policies, protocols and procedures, or other documents directly into the course content.
Custom Tests — TargmtSafety's Custom Tests is our highly sophisticated, customized application for
tasting. Miami Fire Rescue will he able to build limitless banks of test questions, create tests, assign
them, customize how they are delivered (randomized, # of questions, passing grade, etc) and track their
completion. Grading ioautomated.
Shared Networkfor Training — TargetSafety provi'des a network online for training among 0 of its 2,500
fire department clients. Departments are able to share information, policies, procedures, protocols,
documents, training presentations, websites and other information, if they choose,
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TargetSafetyPartnonships
National Fire Protection Association (NFPA) — In 2002, WFRA invested in Tar8etSafety to enable the
company to deliver online training courses to serve NFP/'o Fire Service members. NFPA was
instrumental |nfinancing the development of content and advanced applications for the Fire Service and
isthe Company's largest outside shareholder. S|nce2OO2 the company has benefited from the counsel
and direction from the NFPA and today both Bruce Mullen, CFO of the NFPA and George Miller, former
CEO n[the NFPAserve mnthe TargetSafetyboard ufdirectors.
International 8ocimtvofFire Service Instructors (iSpSl)—Headed up by Eddie Buchanan of Hanover FD,
VA, 15F3| is partnered with T8C to review and develop relevant and cutting -edge training content tn the
fire industry. ISFS| and T3C host "Distance Learning in the Fire Industry," symposiums intended for
instructors and anyone else inthe fire service interested ine'|earning.
|AFCPartnership —Target5ofotyise partner ofthe International Association ofFire Chiefs. Tar0etSafety
has underwritten a $1.5 million grant to the fire service with the |AFC to give back to the fire
onmmonity. TaqIetSafety also offered free training for events such as the National Firefighter Safety
Stand Down 2OO6and ]UU7,ofwhich 14,OOOcourses were completed.
Chief Alan B,umoc|ni Boss Behavior and Leadershln Training Online — TaDBetSofe1y is the exclusive
provider for all online training authored by Chief Alan Brumaoini. For an additional fee, the Brunacini
Functional Boss Behaviors training can bemade available toall Members. With amin[momofSOD users,
Chief Brunacini will conduct a live seminar at your department for those users.
Thank you again for the opportunity to demonstrate how TargetSafety can help you meet your training
and compliance management goals. VVelook forward toworking with you and serving the needs mfthe
City ofMiami and K8|am| Fire Rescue.
We hereby ccrt�fy the enclosed proposal remains valid for 1U0days from the point mf bid opening.
BrueeKaechele,President &BO
TargetSafety.cmm, Inc.
\
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Diane Ashe, Account Executive
TargetSafetycom,|nc
Direct: (4O7)545.15Z7
Cell: (322)2]1-184Z
DinnePtarAetsatety.corm
RFP#2G1230
C:io TargetSafety
COST PROPOSAL
Line: 1
Description: Total Cost ofmnInternet-Based Training System, Pursuant to Section 3, Specifications
Pursuant tuSection 4,Submission Requirements, subsection 7), titled "Cost 9ropono|":Proposer
shall provide a break down of all costs associated with the purchase of an internet based training
system. Cost proposal shall include, amongst other things: annual license and subscription fees,
----tna|n|n8-startop-mnateri21y, |rnphementation-,-ronfiguratioo- nd -any'other ad6|t|onaFfmen/costs------
requ|red to meet the requirements listed in Section 3, Specifications, of the RFP solicitation
document.
Category: 92091-8
�J Unit ofMeasure: Each
E!
Prices include a onetime Implementation fee, one time (unlimited) Content Authoring Kit fee and up
to 700 Users Annually.
Year1: Price: $37195 Additional users aC$49per person/per year
� \ YearZ: Price: 548'300 Additional users at$69per person/per year
Year3: Price: $48,500 Additional users n1$GQper person/per year
F� Year4: Price: $,52'500 Additional users at $7Sper person/per year
Year 5: Price: $52,500 Additional users at $75 per person/per year
./
Eli
F--�
d Cost Breakdown;
1. One Time Costs:
Implementation: S 1,895.
Unlimited Content Authoring Kit: $1,000
2. Annual License Fees Detailed Below:
Year one -$49per person/per year x7OOusers =
Year two '$69 per person/per year x700users =$48,300
Year four '$75per peoon/oeryear x7QOusers =$5Z,5OO
Year five '$7Sper person/per year x7U0users =$SZ,5OU
SubsohptiomFees:$ D(|nc|udcd)
Training: $ 0(|Oc[u6e6)
Startup Materials: $O(|nduded)
Configuration. $O(Indoded)
--Additional -fees/cost-s-required-,Sec.tion-3,-Spec-ifications -require m-ents.$_0.,(-Includ,ed)_ ---
PertheimdudedSo|e5ouroaDocunment,TaVgetSafetybunaweeofanyothervendorabletopositixely
respond to the full requirements of this QFP. At the request of the City of Miami Fire Department,
Tar8et5afe1y can provide modified pricing proposals to match the capabilities of vendors offering
differing levels ofproducts.
RFP#25123O
Page JGof 27
EXHIBIT E
COST PROPOSAL
COST PROPOSAL
Category: 92091-00
Unit of Measure: Each
Prices include a onetime Implementation fee, one time (unlimited) Content Authoring Kit
fee and up to 700 Users Annually.
Year 1: Price: $40,135
Year 2: Price: $51,240
Year 3: Price: $51.240
Year 4: Price: $55,440
Year 5: Price: $55 440
Add'l fire & civilian users @ $49 pp/py
Add'I fire users @ $69 pp/py / civilian users @ $49 pp/py
Add'I fire users @ $69 pp/py / civilian users @ $49 pp/py
Add'I fire users @ $75 pp/py / civilian users @ $49 pp/py
Add'I fire users @ $ 75 pp/py / civilian users @ $49 pp/py
Payment Terms: 2% 10 days or Net 45 days
Detailed Cost Breakdown:
1. One Time Costs:
Implementation: $ 1,895.
Unlimited Content Authoring Kit: $1,000
2. Annual License Fees Detailed Below:
Year 1 — $49 pp/py x 700 fire users + $49 pp/py x 60 civilian users = , 37,240
Year 2 - $69 pp/py x 700 fire users + $49 pp/py x 60 civilian users = $51,240
Year 3 - $69 pp/py x 700 fire users + $49 pp/py x 60 civilian users = $51,240
Year 4 - $75 pp/py x 700 fire users + $49 pp/py x 60 civilian users = $55,440
Year 5 - $75 pp/py x 700 fire users + $49 pp/py x 60 civilian users = $55,440
Subscription Fees: $ 0 (Included)
Training: $ 0 (Included)
Startup Materials: $ 0 (Included)
Configuration: $ 0 (Included)
Additional fees/costs required Section 3, Specifications requirements $ 0 (Included)
EXHIBIT F:
TARGETSAFETY LICENSE AGREEMENT
1, Contractor's Standard' License Agreement. The online risk management program provided tmthe
City of Miami is proprietary to the contractor and its online applications and train�ng contenL,
hereinafter referred toasthe "Licensed Mat hab",andaremwnedbythecontrac1o/exdusively.
TheCitymf&&iami("Ucensee")ondiisemp|oyaas("AuthorizedUsers')acknovv|edgethatthe
ownership, copyright, and title to the Licensed Materials and any trademarks orservice marks
relating thereto remain with the contractor, Neither Licensee nor its Authorized Users shall have
right, title orinterest inthe Licensed Materials except asexpressly set forth iuthis Agreement, The
contractor hereby grants to Licensee non-exclusive use of the Licensed Materials and the right tn
provide the Licensed Materials to Authorized Users in accordance with the contractor's Standard
License, and the Uty of Miami hereby agrees to the terms of the TargetSafety's Standard License
Agreement 'incorporated into this agreement which can beviewed at:
��j)://wvvvv.pneventig2nlhnl(.com/pnoduc d'condi1ions.