HomeMy WebLinkAboutRequest For ProposalMIA
ADDENDUM NO.
January 13, 2015
TO: ALL PROSPECTIVE BIDDERS
SUBJECT: REQUEST FOR PROPOSALS: (RFP) No. 00172
TITLE: DISASTER DEBRIS REMOVAL MONITORING SERVICES
BID OPENING DATE: Thursday, January 22, 2015, 6:00 P.M.
This Addendum is and does become a part of the above mentioned bid.
Please note the following change(s):
I. Replace the first sentence of Section 2.2 E (Field Monitoring) as follows:
Each debris recovery location shall have at minimum (1) collection monitor [see Section
2.2(A), item 15 (h)].
II. The following questions and answers re provided for informational purposes:
1) Question;
Reference: item #15. h. FlagmentTraffic Controllers AND also included on
ATTACHMENT B/FORMB-1-Price Proposal Form
QUESTION ONE - The functions of FlagnneniTraffic Controllers fall under the
supervision and responsibility of the hauling company not the debris monitoring
company. Would the County consider eliminating this position from the price
proposal form?
Answer:
No, the County will not eliminate this position. The Monitor Company has duties
to certify trucks. The County feels there is a need to control traffic during this
process to insure safety of the truck certifiers and orderly conduct of the process.
2) Question:
REFERENCE: ITEM # 15. j. Engineer/Scientist
QUESTION TWO - Please define the anticipated role of (the) Engineer/Scientist -
What are the expected functions of this role?
Answer:
This classification will conduct or assist PVVWM and PROS in preparation of any
required studies, analyses or plans associated with impacts of and closure of the
debris staging and reduction sites that are required by the regulatory agencies.
Additionally, the classification may be used to assess or assist in mitigating or
responding to other impacts or alleged impacts to the environment as a
consequence of the clean-up efforts,
Page 1 of 3
3) Question:
We respectfully request the County consider extending the proposal due date to
allow bidders additional time to compile the required data and develop technical
approach.
Answer:
The County will not revise the proposal submission date of January 22, 2015.
4) Question:
What department (Public Works or Waste management) wildbe taking the lead
and who is the County's project manager for this contract?
Answer:
Public Works and Waste Management is one department,
5) Question:
Please confirm small business goal for this contract.
Answer:
There are no small business measures being applied to this solicitation.
6 Question:
Is there a font size or page limitation/restriction?
Answer:
No, there are no font size or page limitation/restrictions,
7) Question:
What is the maximum compensation value (contract eiling) for each of the two
anticipated contract awards?
Answer:
The County will perform qualitative assessments of submitted proposals in
accordance with the evaluation criteria outlined in the solicitation. Price is a
single component of the evaluation.
8) Question:
How many firms will be shortlisted?
Answer:
There is not a set number of firms to be shortlisted. All firms shall be evaluated in
accordance with the evaluation criteria outlined in the solicitation.
9) Question:
Who are the members of the selection committee?
Answer:
Selection Committee
Beth Goldsmith, Internal Services Department (NonVoting Co -Chairperson)
Lenny Sandoval, Internal Services Department (Non -Voting Co -Chairperson)
Michael Fernandez, Public Works and Waste Management
Page 2 of 3
Olga Espinosa -Anderson, Public Works and Waste Management
Dr. Wieland Uchdorf, Public Works and Waste Management
Steve Duncan, Parks, Recreation and Open Spaces Department
Renae Nottage, Parks, Recreation and Open Spaces Department
David Cardenas, Parks, Recreation and Open Spaces Department (Alternate)
Technical Advisors (Non-Votincti
Lee S. Casey, Public Works and Waste Management Department
Amado Gonzalez, Public Works and Waste Management Department
Armando Gonzalez, Parks, Recreation and Open Spaces Department
10) Question:
Attachment B-1 (price proposal schedule) represents the estimated labor hours
based on a (3) million cubic yard event. Please provide the anticipated operating
hours for the Debris Site(s) and Staging Areas.
Answer:
Debris sites and staging areas will be operational 7 days per week from sunrise
to sunset.
All terms, covenants and conditions of the subject solicitation and any addenda issued
thereto shall apply, except to the extent herein amended.
Miami -Dade Linty
Lenny Sandoval, CPSM
Procurement Contracting Officer il
cc: Clerk of the Board
Page 3 of 3
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REgUEGTFOQ PROPOSALSNRFp0NnMO172
FOR DISASTER DEBRIS REMOVAL MONITORING SERVICES
PRE'P'ROPOSALCONFERENCE TOBEHELD:
January 5,205od2:UOPM(local time)
111 NVV 11t Street, 180 Floor, Conf. Rm, 18.4, Miami, Florida
ISSUED BYMV\MI-OADECOUNTY:
|ntem8|Services Department, Procurement Management Services Division
for
Public Works and Waste Management Department and
Kami-OodeParks, Recreation and Open Spaces Department
COUNTY CONTACT FOR THIS SOLICITATION:
Lenny Sandoval, Procurement Contracting Officer
111NVV1*Street, Suite 13QW.Miami, Fiond833120
Telephone: (305)375-3055
E-mail: ssandov@miamidade.gov
PROPOSAL RESPONSES DUE:
Electronic proposal responses to this RFP are to be submitted through u secure mailbox at BidSyns until the date and time as
indicated in this document. It is the s6emspnsibility of the Proposer to ensure its proposal reaches BdSynobefore the Soflcitatim
gos�ng date and time, There �o no oust to the Proposer to submit u proposal in naopomse to o Mmrni-Dada Coon* oo|icita8on via
BidSync, Electronic proposal submissions may require the uploading of electronic attachments. The submission of attachments containing
embedded documents orproprietary file extensions io prohibited, All documents ohou�dbaattached asseparate files. All pmposdureceived
and time stamped through the County'o third party partner, B|dSyoo'prior to the proposal submittal deadline shall be accepted as timely
submitted. The circumstances surrounding all pmpoua�o received and time stamped after the proposal submittal deadline will bo evaluated
bythe procuring department inconsultation with the County Attorney's Office to determine whether the proposal will be accepted as timely.
Proposals vWNbeopened promptly utthe time and date npmofiod. The responsibility for aubm|tt�ngaproposal onurbefore the stated Wme
and date inoo|ey and strictly the responsibility of the Proposer, The County will in no way be responsible for delays caused by technical
difficulty nrcaused hyany other Occurrence, All expenses involved with the preparation and submission ofproposals tothe County, or any
work performed imconnection therewith, shall beborne bythe Pmpnser(s).
The submittal ufaproposal byaProposer will beconsidered by the County aoconstituting mnoffer hythe Proposer knperform the required
services at the stated prices. APropouer may submitamodified proposal to replace ail orany portion ofapreviously ombmbtedproposal up
until the proposal due date, The County will only consider the latest version of the proposal, For competitive bidding opportunities available,
please visit the County's Internal Serv�es Department welbsite at: http://www,inlainidade,qov/procuremenY.
Requests for additional information or inquiries must be mode in vmhinD and submitted using the question/answer feature provided by
BidSynoaiww*v.bidsyOccorn.The County, will issue responses Voinuu�rieuand any changes h/this Sollicitahmw|;deems wmconmryinwritten
addenda issued prior to the proposal due date(see addendum section of BidSync Site). Proposers who obtain copies of th�s Solicitation
from sources other than ffiomgh8idSyorisk the possibility ufnot reowMngaddenda and are mde�y responsible for those risks,
Miami -Dade County, FL. — Disaster Debris Removal Monitoring Services I RFP No. 00172
.0 PROJECT OVERVIEW AND GENERAL TERMS AND CONDITIONS
1.1 Introduction
Miami -Dade County, hereafter referred to as "the County", as represented by the Miami -Dade County Public
Works and Waste Management (PWWM) and Miami -Dade Parks, Recreation and Open Spaces Departments
(PROS) are soliciting proposals for disaster debris removal monitoring services to support the oversight and
management of debris recovery contractors.
The County anticipates awarding up to two contracts for disaster debris removal monitoring services for a five
(5) year period, with one (1), five-year option -to -renew, at the County's sole discretion. The County makes no
guarantees as to the volume of work or value of any contract a selected Proposer will receive as a result of this
RFP.
The County will award a Primary Contractor and Secondary Contractor, in the order of their ranking as
determined by their overall scores pursuant to this Solicitation. In situations where the Primary Contractor
cannot respond in a timely manner or cannot fulfill its contractual obligations or when the workload warrants, as
solely determined by the County and reserves the right to go to the Secondary Contractor.
The anticipated schedule for this Solicitation is as follows:
Solicitation Issued:
Pre -Proposal Conference:
Deadline for Receipt of Questions:
Proposal Due Date:
Evaluation Process:
Projected Award Date:
December 12, 2014
See front cover for date, time, and place. Attendance is recommended
but not mandatory. If you need a sign language interpreter or materials in
accessible format for this event, please call the ADA Coordinator at (305)
375-2013 or email hiwril;amiamidade.qov at least five days in advance.
January 8, 2015 3:00 PM
See front cover for date and time.
January — May 2015
June 2015
1.2 Definitions
The following words and expressions used in this Solicitation shall be construed as follows„ except when it is
clear from the context that another meaning is intended:
1. The word "Contractor" to mean the Proposer that receives any award of a contract from the County as a
result of this Solicitation, also to be known as "the prime Contractor",
2. The word "County" to mean Miami -Dade County, a political subdivision of the State of Florida.
3. The word 'Proposer" to mean the person, firm, entity or organization, as stated on the Solicitation Submittal
Form, submitting a response to this Solicitation.
4. The words "Scope of Services" to mean Section 2.0 of this Solicitation, which details the work to be
performed by the Contractor.
5. The word "Solicitation' to mean this Request for Proposals (RFP) or Request for Qualifications (RFQ)
document, and all associated addenda and attachments.
6. The word "Subcontractor" to mean any person, firm, entity or organization, other than the employees of the
Contractor, who contracts with the Contractor to furnish labor, or labor and materials, in connection with the
Services to the County, whether directly or indirectly, on behalf of the Contractor.
7. The words "Work", "Services", "Program", or "Project" to mean all matters and things that will be required to
be done by the Contractor in accordance with the Scope of Services and the terms and conditions of this
Solicitation.
1.3 General Proposal information
The County may, at its sole and absolute discretion, reject any and all or parts of any or all responses; accept
parts of any and all responses; further negotiate project scope and fees; postpone or cancel at any time this
2
Rev 1111/14
Miami-DadaCmmty,FL-DisasterDebris Removal Monitoring Services I RFP No,00172
Solicitation process; or waive any irregularities in this Solicitation or in the responses received on a result of
this process. A proposal shall be the Proposer's firm commitment to provide the goods and services solicited
inthe manner requested inthe Solicitation and described inthe proposal. |Dthe event that oProposer wishes
to take an exception to any of the terms of this Solicitation, the Proposer shall clearly indicate the exception in
its proposal. No exception shal,l be taken where the Solicitation specifically states that exceptions may not be
taken. Further, no exception nhm|[ be allowed that, in the Cmuntvs sole discretion, constitutes a material
deviation from the requirements ofthe Solicitation. Proposals taking such exceptions may, iothe CoVnty'osole
dimcnation, be deemed nonresponsive. The County roaen/eo the right to request and evaluate additional
information from any respondent regarding respondent's reoponsib�i|i1v after the aubrniaS[nn deadline as the
County deems necessary.
Pnop0Se[S shall be irrevocable until contract award unless the proposal is withdrawn. A proposal may, be
withdrawn in writing only, addressed to the County contact person for this So]iciteton, prior to the proposal due
date or upon the expiration of 180 calendar days after the opening of proposals.
Proposers are hereby notified that all information submitted as port of, or in support of proposals will be
available for public inspection after opening of pnopoea]S, in compliance with Chapter 118, Florida Stmtuteo,
popu|arAy known as the "Public Record Law". The Proposer shall not submit any information in response to
this Solicitation which the Proposer considers to be o trade sorret, proprietary or confidential. 'The oubnlission
of any information to the County in connection with this Solicitation shall bedeemed conclusively to be
waiver of any trade aeonnt or other protection, which vvnu]d otherwise be available to Proposer. In the event
that the Proposer submits information to the County in violation of this nestrictiVn, either inadvertently Or
intentionally, and clearly identifies that information in the proposal as protected or confidential, the County may,
in its sole discretion. either (a) communicate with the Proposer in writing in on effort to obtain the Proponor's
written vv|thdnavva| of the confidentiality restriction or (b) endeavor to redact and return that information to the
Proposer an quickly an poasib|e, and if appropriate, evaluate the balance of the proposal. Under no
circumstances eheU the County request the Withdrawal of the ommfideo1ie|itV mastr|n*igO if such communication
would inthe Cnunty's sole discretion give tmsuch Proposer a competitive advantage over other proposers. The
redaction or return of information pursuant to this clause may render a proposal non-responsi:ve.
Any Proposer who, at the time of proposal submission, is involved in an ongoing bankruptcy as a debtor, or in
oreorganization, Uiquidmtion,or dissolution proceeding, orif atrustee Vrreceiver has been appointed over all or
o substantial portion of the property of the Proposer under federal bankruptcy law Qr any state insolvency law,
may be found non -responsible. To request a copy Vfany ordinance, resolution, and/or administrative order
cited |nthis Solicitation, the Proposer must contact the Clerk mfthe Board ot(305)875'512O.
1/4 Cone ofSilence
Pursuant to 8eoUmn 2-111.1(t] of the Miami -Dade County Cod*, as amended, 8 "Cone of Silence" is imposed
upon each RFPor RF{J after advertisement and terminates etthe time avvritten recommendation is issued.
The Cone of Silence orohibits anvgommunication regarding RFPs or RFQs between, among others:
= potential Proposers, service providnrs, lobbyists or consultants and theprofessional staff
ino|oding, but not limited to, the County Mayor and the County Mayor's staff, County Commissioners or
their respective staffs;
• the County Commissioners or their naapootiws staffs and the Coumty'a professional staff |OdudinQ, but
not limited to, the County Mayor and the County Mayor's staff; or
° potential Proposers, service providers, lobbyists, or cmnsu|ta,ts, any member of the Counh/S
professional staff, the Mayor. County Commissioners or their respective staffs and any member of the
respective selection committee.
The provisions do not apply to, among other communications:
Miami -Dude County, B—Disaster Debris Removal Monitoring Services URFPNo. 8O172
• oral communications with the staff of the Vendor Assistance Unit. the responsible Procurement Agent
or Contracting Officer, provided the! cornmunication is limited strictly to matters of process or procedure
already contained inthe solicitation document;
• oral communications at pre -proposal conferences, oral presentations before selection committees,
contract negotiations during any duly noticed public meeting, public presentations made to the Board of
County Commissioners during any duly noticed public meeting; or
• comnmmnicaiiums in writing at any time with any county onmp|oyeon, official or member ofthe Board of
County Commissioners unless specifically prohibited by the applicable RFP or RFQ documents.
When the Cone of Silence is in effect all potential vondorn, service prnviders, biddmns, lobbyists and
consultants ahgN fiVg a copy of any written correspondence concerning the particular RFP or RFQwith the
Clerk of the Boand, which shall be made aval|ab|e to any person upon request. The County shall respond in
writing (if County deems a response necessary) and file a copy with the Clerk ofthe Board, which, shall be
made available 10any person upon request. Written communications may be[nthe form ofe-mn8i|.with acopy
to the Clerk of the Board at, o|erkbocpmn!amid ade.qVv.
All requirements of the Cone of Silence policies are applicable to this Solicitation and must be adhered to. Any
and all written communications regarding the Solicitation are to be submitted only to the Procurement
Contracting Officer with o Copy to the Clerk of the Board. Proposers are hgnabv notified that direct
communication vvr|ttam or otherwise, to Selection Committee members Vrthe Selection Committee as whole
are expressly prnh|bited. Any oral communications with Selection Committee members other than nsprovided
in: Section 2-11.1 of the! Miami -Dade County Code are prohibited. The Cone ofSilence shall not apply tooral
communications at pre -proposal conferences, oral presentations before selection oonnnlN1ees, contract
negotiations during any duly noticed public meeting, public pnaoente#omg made to the Board of County
[|mnnrniesionoro during any duly noticed public meeting or communications in writing at any time with any
county employee, official or nlennher of the Board of County C00DliSSi0ne[S uni|ess specifically prohibited by
the applicable RFP,F<F{Jorbid documents. The Proposer shall file acopy ofany written communication with
the Clerk mfthe Board, The Clerk ofthe Board shall make copies available toany person upon request.
1.5 Public Entity Crimes,
Pursuant to Paragraph 2(a) of Section 287. 133, Florida Statutes, a person or affiliate who has been placed on
the convicted vendor DetfmHOvvnQ a conviction for o public entity crime may not submit n proposal for a
contract to provide any goods or services to a public entity; may not oubmit a proposal on a contract with o
public entity for the construction Or repair OfG public building or public work; may not submit proposals on
|oaoem of noa| property to a public entity; may not be awarded or perform work as a contractor, nupp|ier,
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 period of
thirty-six (36) months from the date of being placed on the convicted vendor list.
1.6 Lobbyist ContingencV Fees
a\ In accordance with Section 2-11.1(s) of the Coda of K4iann]-Oode County, after May, 10, 2003. no person
may, in vVhV]e or in part, pay. give Or agree to pay or give 3 contingency fee to another person. MV person
may, lnwhole primpart, receive Vragree toreceive acontingency fee.
b) A contingency fee is a fee, bOms. commission or non -monetary benefit as compensation which is
dependent on or in any way contingent upon the passage, defeat, or modification of: 1) any ordinance,
resolution, action ordecision Vfthe County Commission; 2)any action, decision orrecommendation ofthe
County Mayor orany Cnonb/ board or committee; or 3\ any action, decision or recommendation of any
County personnel during the time period of the orkima decision -making process regarding such acfiom,
decision or recommendation which fornseeab|ywU| be heard or reviewed by the County Commission or
County board or committee,
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Miami -Dade County, FL— Disaster Debris Removal Monitoring Services
RFP No. 00172
1.7 Collusion
In accordance with Section 2-8.1.1 of the Code of Miami -Dade County, where two (2) or more related parties,
as defined herein, each submit a proposal for any contract, such proposals shall be presumed to be collusive.
The foregoing presumption may be rebutted by the presentation of evidence as to the extent of ownership,
control and management of such related parties in preparation and submittal of such proposals. Related
parties shall mean Proposer or the principals thereof which have a direct or indirect ownership interest in
another Proposer for the same contract or in which a parent company or the principals thereof of one Proposer
have a direct or indirect ownership interest in another Proposer for the same contract. Proposals found to be
collusive shall be rejected. Proposers who have been found to have engaged in collusion may be considered
non -responsible, and may be suspended or debarred, and any contract resulting from collusive bidding may be
terminated for default.
2.0 SCOPE OF SERVICES
2.1 Background
Communities with a debris management plan are better prepared to restore public services and ensure the
public health and safety in the aftermath of a disaster, and are better positioned to receive the full level of
assistance available from FEMA and other participating entities. The County is soliciting proposals for disaster
debris removal monitoring services to support the oversight and management of debris recovery contractors
and submit and/ or assist in County applications for public assistance from FEMA, the State of Florida and
other relevant agencies. The selected Proposer shall have a comprehensive understanding of FEMA Public
Assistance Program and shall provide oversight and management of debris recovery contractors. The selected
Proposer's management of debris recovery contractors shall include, but is not limited to: field monitoring of
debris removal and reduction, truck certification, damage assessment, training, emergency planning and other
related services as needed and/or requested by the County. Other related services include facilitating
communication with the Federal Emergency Management Agency (FEMA), the State of Florida and other
federal agencies and coordination with state's FEMA liaison. Finally, the selected Proposer shall submit and/or
assist in the submission of County applications for public assistance from FEMA, the State of Florida and other
relevant agencies.
2.2 Services to be Performed
Project Management: The selected Proposer shall:
1. Provide trained staff and necessary equipment to properly provide the services outlined
throughout this solicitation. The selected Proposer's equipment shall include, but not be
limited to personal protective equipment (e.g., traffic vest, hard hat, gloves, etc.), safety
equipment (e,g., traffic cones, barricades, etc.), transportation, and electronic and
telecommunication devices (e.g., digital cameras, tablets, lap tops, communication devices,
Global Positioning Systems (GPS) etc.) at no additional cost to the County.
2. Monitor and manage the debris recovery contractors, The selected Proposer shall schedule
work for all project management team members and debris recovery contractors on a daily
basis.
3. Determine the impact and magnitude of the disaster event before federal assistance is
requested, identify damaged locations and facilities, prepare pre and post disaster
estimates of debris quantities, document eligible costs and describe the physical and
financial impact of the disaster,
Rev. 1/17/14
Miami -Dade County, FL — Disaster Debris Removal' Monitoring Services
RFPNo.00172
4. Assign a Project Manager (PM) and an Operations Manager (OM). The PM shall be
assigned as the County's point of contact. The OM shall oversee and manage each debris
recovery contractor and shall be supported by Field Supervisors.
a. At the discretion of the County, the PM may be physically located in the County's
Emergency Operations Center (EOC) or other location specified by the County. The PM
shall be supported by the full array of selected Proposer's resources to enhance
efficiency and expedite deliverables.
5. Monitor progress of debris recovery contractors, including issuance and electronic
recording of load tickets, deveiop/implement recommendations to improve efficiency
speeding up recovery work.
6. Provide post debris staging services including certifying volumetric capacity of trucks
designated to remove debris from the site; monitor and record each and every contractor or
other entities removing debris, document the type of debris removed and the volume of each
load removed from the staging site and document the final disposal location(s) for each
removed load; when requested by the County, prepare the staging site closure plan;
oversee and document staging area contractor restoration and site closure activities, certify
completion of site closure in accordance with plan, and provide final site closure report to
County, FEMA and any regulatory agencies having jurisdiction over the site or activities.
7. Provide and use hand-held electronic device(s) and state-of-the-art technology for
documentation and data management.
8. Conduct inspections and certify load capacity of each truck used by debris recovery
contractors including: development and maintenance of a certified truck database with
records of measurements, truck photos, certified truck capacity and other pertinent vehicle
information (e.g. owner, vehicle registration, company etc.).
9. Upon request by the County, the selected proposer shall assist the County in responding to
public concerns regarding property damage assessment, replacement of damaged property,
status of clean-up, clean-up target dates, etc.
10. Document damages caused to private properties and public lands.
11. Review and reconcile contractor invoices for payment and prepare FEMA work sheets for
reimbursement for debris hauling, monitoring, reduction, and disposal efforts. The selected
Proposer, in performing services related to review of invoices and payment requests and the
rejection and approval thereof, agrees to perform all of its services for the County in strict
compliance with this Solicitation and Part VII of Chapter 218 of the Florida Statutes titled
"Local Government Prompt Payment Act" as if it were the local government entity. If a
dispute arises between the selected Proposer and the debris recovery contractor concerning
payment of an invoice or payment request, the selected Proposer shall immediately notify
the County in writing of such dispute.
12. The selected Proposer shall submit and/or assist in the submission of County applications
for public assistance from FEMA, the State of Florida and other relevant agencies.
13. Make available project documents and data, in hard copy and through an electronic
database, to designated County personnel. The County shall have access to hard copy
project documents and data during normal business hours (Monday through Friday 8:00
a.m. to 5:00 p.m.). The County shall have complete access all electronic documents 24
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Miami -Dade County, FL — Disaster Debris Removal Monitoring Services
RFP No. 00172
hours a day during the entire term and of the contract and following the completion: of the
contract,
14. Digitize all source documentation, such as load tickets supplied to the County with each
invoice, as required by FEMA and to be compatible with the County system that utilizes
Microsoft Office.
15. Establish a Project Management Team to support the Project Manager listed in item, two of
this section. Members of the Project Management Team shall include, but are not limited to
the following:
a. Project Manager
b. Operations Manager/Assistant Project Manager
c. FEMA Reimbursement Manager
d, Field Supervisor
e. Truck Certifier
f. Staff Scheduler/Truck Dispatcher
g. Damage/Debris Assessment Specialist
h. Collection Monitor, Disposal Monitor, Flagmen/Traffic Controllers
i. Data Clerk
j, Engineer/Scientist
16. The selected Proposer may add other positions to the Project Management Team, as
necessary, with the written approval of the County's Project Manager. The selected
Proposer is encouraged to utilize local work force as available, as travel and lodging are not
covered by the County (refer to Form B-1, Price Proposal Schedule).
B. Response Time and Mobilization: The County has the sole discretion to determine whether an
event is predicted or unpredicted. The selected proposer shall respond to predicted events and
unpredicted events as foiiows:
Predicted Events
A 'Predicted Event" shall mean a debris generating event that can be anticipated at least 24
hours before it affects the County, for example a tropical weather system. The selected
Proposer, when requested by the County, shall report to the location designated by the County,
at a minimum of 24 hours prior to a predicted emergency event.
Unpredicted Events
An "Unpredicted Event" shall mean a debris generating event that cannot be anticipated at least
24 hours before it affects the County, for example a tornado. Emergencies other than predicted
events, the selected Proposer shall report within six (6) hours of notification to the location
specified by the County authorized representative. The selected Proposer shall mobilize a staff
of sufficient size to adequately administer and monitor debris operations, as indicated herein.
C. Meeting and Communications: The selected Proposer shall:
1. Maintain open, timely conversations and written documentation with the County and
FEMA to provide successful completion of the disaster response.
2. Meet with County representatives as directed and coordinate with the County throughout
the execution of the recovery operations.
Attend pre -work conferences(s) for the debris recovery contractors, as directed by the
County, and convene and attend regular progress and coordination meetings, as
directed by the County.
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Miami -Dade County, FL - Disaster Debris Removal Monitoring Services RFP No. 00172
4, Provide minutes in an electronic format of all meetings to the County. Minutes shall be
provided the next business day after the meeting occurs.
5. Coordinate daily briefings, work in progress, staffing, and other key items with the
County's Project Manager.
D. Operational Reports and Other Documentation:
The selected Proposer shall prepare and submit to the County throughout the duration of the
recovery operations the following reports:
1, Operational Reports shall document the current status of the selected Proposer's
operational details such personnel levels, equipment status, status of debris
management sites, summary of the Daily Reports as required below, and items as may
be required by the County. The reporting frequency for the Operational Reports is to be
determined by the County.
2, Daily Reports shall document the debris recovery contractors' activities and progress
from the previous day. The daily reports shall be submitted by 8:00 a.m. of the following
day to a distribution list established by the County's Project Manager. Each daily report
submitted shall contain at a minimum the following information:
a) Name of each Contractor;
b) Number of Contractors including the number of crew members working each day,
number of loads removed, estimated cubic yards removed for the day and the
respective number of cumulative loads and cubic yards removed;
c) Reports and graphs that document the production rate of crews, equipment,
progress by area and estimation of total quantities remaining, estimated time to
completion, and daily cumulative cubic yards of debris removed, processed and
hauled); and
d) Geographic Information Systems (GIS) mapping data updates and digitized reports.
All required GIS layers will be provided to the selected Proposer by the County's
authorized representative, prior to an event or as soon as possible to ensure up to
data files and consistency in field structure.
At the County's sole discretion, additional reporting information and data may be required.
E. Field Monitoring:
Each debris recovery location shall have at minirnum (1) collection monitor[see Section 2.2(A),
item 14 (h)]. The Collection Monitor shall oversee the debris recovery crew for contract
compliance, efficiency and regulatory compliance. The Collection Monitor shall provide
feedback to the County through a Field Supervisor.
Responsibilities of selected Proposer's Project Manager, and the Project Management Team,
including the Collection Monitors, shall include, but not be limited to:
1. Document daily and weekly recovery work and costs ensuring that proper records are
maintained for load tickets, using a hand-held electronic data management device. This
documentation is required as evidence to support and document recovery costs and
reimbursement of the County.
Rev 1/17/14
Miami -Dade County, FL
ebris Removal Monitoring Services I RFPNo. QM73
2 Inspect the means and rnethods, according to FEMA's guidelines for reimbursement, to
measure and record work, recommending changes that may be needed.
Stop work in progress that is not being performed or documented in the appropriate manner.
4. Inspect work in progress to ensure that removal efforts include debris of the proper type
according to County and FEMAclasoificabon in the proper areas as assigned by County
authorized, representative,
5. Check work in progress to ensure that the proper work authorizatimms, penndo, and other
regulatory requirements and prerequisites have been received and approved.
& Verify that all debris sites, and staging areas have adequate access control and security.
7. Recommend any improvements in work assignments and/or efficiency and productivity that
may beappropriate.
0 Maintain digital photo documentation nfrecovery work, an required by the Cowmƒy.
F. Debris Site and Staging ^ Area Monitoring:
The8e|aohedPropon8rohaOensomethedaminimummoffomr/4\DioposaUK8omitonsperdabriaaito
and/or staging area are deployed upon establishment of each site to assess and record load
volumes and provide coordination and perform other related activities necessary for
reimbursement by FE&4A. The County authorized representative will advise if additional
Disposal Monitors are required depending Onthe size ufthe debris site and/or staging areas.
G. Public and Private Property Damage Assessments:
The selected Proposer shall assign Damage Assessment Specialists to document field
damages to private properties and public lands and tn notify contractors Oftheir responsibilities
in repairing damages, In the event that damages are not repaired to the satisfaction of the
homeowner and/or government entity, and where the debris removal contractor claims no
further responsibility, the documentafion from each, of these incidents shall be turned over to the
{Jo0mtv's Internal Services Department, Risk Management Division for final resolution.
H. Technical Expertise and Guidance:
Per event, when directed by the County, the selected Proposer shall:
1. Develop and submit a oom ive emergency management plan to include plan
development, review. and revisions.
2. Provide damage aeoesSnnerto of facilities; o$eenmmant plan development, procedure
development, staff training, staff augmentation, and dep�loyment.
3. Develop a comprehensive mitigation program to include development of a mitigation
plan, cost benefit analysis, project management, and environmental review.
4. Provide the County all relevant data and supporting documentation as may be required
by the Mayor, County Senior Management Staff, Board' of County Commissioner's
(BCC) and BCC Subcommittees.
5. Provide technical support and assistance in developing public information.
8. Provide other reports and data as required by the County.
9
Rev. 1/17114
Miami -Dade County, Fl-Disaster Debris Removal Monitoring Services NRFPNo. 00Y72
|
Final Report:
Afinal report ofvolume and any other information collected for each event, eerequested by the
County, 8h8Q be pmapmmad by the selected Proposer and shall be submitted to m distribution list
as established by the Cmunty'a Project Manager, within 30 days of completion of the nauowary
operations. Recovery operations include nennediation of sites, o|oouma of sites and conclusion Of
all related operations. At o rnin|mum, the following information shall be included in the report.
1Discussion of lessons learned and recommendation for future 6soster maaponae,
including the County"a recovery contract requirements and naau|ho.
2. Recommendation for future disaster response strategies.
3. Digital copies of manifests, certificates, and related documents.
4. All other data taken during the implementation of the Disaster Response Plan.
Event Closure:
The selected Proposer shall review and process requests for payment by the debris removal
contractors. Aspart ofthis process, the selected Proposer shall reconcile contractor invViCeofor
payment and prepare FEMAwork sheets for reimbursement by FEM/4for debris hauling and
monitoring effurts. The selected Proposer shall prepare final reports necessary for
reimbursement by FEPNA and any other applicable agencies involved in disaster recovery
efforts,
K. Additional Services:
At the s sole discretion, the selected Proposer may be required to perform any of the
following additional services, but not limited to,:
1. Provide training sessions for County personnel, as identified by the County.
2. Provide aerial photographs of debris 8Neu nrother areas as requested by the County
and per FEMAspecifications,
Provide other related emergency management and consulting services identified and
required by the County,
In situations vVhena the oeksotad Proposer may be required to provide these additiona� 8erWcea, e
formal vvdtt8m proposal shall be provided with the scope of work and price to be submitted for review
and approval by the County'o Project Manager. The hourly rates for these services shall not exceed
those stipulated in the Price Pn)poao| Schedule (Form B-1). Reimbursement for equipment, material
and for subcontracted oorv�nes not stipulated in the Price Schedule B shall be included in the formal
written proposal and vv[|V he considered on a case -by -case basis. The County will not reimburse the
selected Proposer for any additional costs of any kind not originally included in the scope of
workthat was pre -approved.
13.0 RESPON8E REQUIREMENTS
3.1 Submittal Requirements
In response to this So|icikat[on. Proposer should complete and return the gndno Pmopqmm| Submission
Package. Proposers should carefully follow the format and instructions outlined therein. All documents and
information must be fully completed and signed as required and submitted in the man,ner described.
The proposal shall be written in nuff icient detail to permit the County LV conduct o meaningful evaluation of the
proposed services, However, overly elaborate responses are not requested or desired.
10
Rev1/104
Miami-DadoCounty,FL—DisaterDebrisRemuva/MonitoringServices
4.0EVALUATION PROCESS
4.1 Review ofProposals for Responsiveness
Each proposal will be reviewed to determine if it in responsive to the submission requirements outlined in this
SVUo|tatiun. A responsive proposal is one which follows the requirements ofthis Solicitation, includes all
documentation, is submitted in the format outlined in this Solicitation, is of Urnek/ submission, and has the
appropriate signatures asrequired noeach document. Failure tVcomply with these requirements may naau8in
the proposal being deemed mon-responaivo.
4.2 Evaluation Criteria
Proposal's will be reviewed by an Evaluation/Selection Connrmittea, which will evaluate and rank proposals on
criteria listed below. The Evaluation/Selection Committee will be comprised of appropriate County personnel
and members of the comrnunity, as deemed neCossary, with the appropriate experience aod/or knowdedge,
striving to ensure that the Evaluation/Selection Committee is balanced with regard to both ethnicity and
gender. The criteria are itemized with their respective weights form maximum total ofone hundred(1O0) points
per Evaluation/Selection Committee member.
Technical Criteria
1 Propoaer'snelevant experience,qualifications, and past performance including past 40
reimbursement success rates.
Points
2 Relevant experience and qualifications of key personnel, incWing key personnel of 25
subcontractors, that will be assigned to this project, and experience and
qualifications Vfsubcontractors,
3 Pnopnser'aapproach toproviding the se,m/ic8arequested inthis Solicitation. 15
Price Criteria Points
4.3 Oral Presentations
Upon completion of the technical criteria evaluation indicated above, rating and ranking, the Evaluation
Selection Committee may choose to conduct an Ona| presentation with the Proposer(s) which the
Evaluation/Selection Committee deems to warrant further consideration based on, among other
considerations, scones in clusters and/or maintaining competition. (See Form A-2 regarding registering
speakers in, the proposal for oral presentations.) Upon completion of the oral pnasento1ion(s). the Committee
will re-awayuate, ma'[aba and re -rank the proposals remaining in consideration based upon the written
documents combined with the oral presentation.
4.4 Price Evaluation
After the evaluation of the technical proposal, in light of the Vca| presentation(s) if necessary, the County will
evaluate the price proposals of those Proposers remaining in consideration.
The price prnpnneU will be evaluated subjectively in combination with the technical proposal, including on
evaluation of how well: it matches Proposa/s understanding of the County's needs described in this
Solicitation, the Propose['s assumptions. and the value of the proposed services. The pricing evaluation is
used as part of the evaluation process to determine the highest ranked Proposer. The County nssen/ea the
right to negotiate the final tconn, conditions and pricing of the contract as may be in the hea1 interest of the
11
Miami-DadoCounty,FL-DisasterDebris Removal Monitoring Services I RFPNo. 00172
4.5 Contract Award
Any contracta, roou|Mmg from this So||citoUon, will be submitted to the County Mayor ordesignee for approval.
All Proposers will be notified in writing when the County Mayor or designee makes on award recommendation.
The Contract award, if any, shall be made to the two highest ranked Proposers whose proposal shall be
deemed by the County to be in the best interest of the County. Notwithstanding the rights of protest listed
below, the County's decision of whether to make the award and to which Proposer shall be final.
4.6 RUqhtsmfProtest
A recommendation for contract award or rejection of all proposals may be protested by 8 Proposer in
accordance with the procedures contained in Sections 2'8.3 and 2-8.4 of the County Code, as omemded, and
as established in Implementing Order No. 3'21.
4.7 Neqotiabons
The County may award a contract omthe basis ofinitial offers received, without discussions. Therefore, each
initial offer should contain the Proposer"s best terms from a monetary and technical standploint.
The Evo|uatiom/Seba[%|on Committee will eve|uetO, score and nsnh proposals, and submit the nasuKa of their
evaluation to the County Mayor or designee with their recommendation. The County Mayor nrdesignee will
determine with which Proposer(o) the County ah8U negotiate, The County Mayor or designee, at their sV]e
dincretion, may direct negotiations with the highest ranked Pnopoeer, negotiations with multiple Pmxposona,
and/or may request best and final offers. In any event the County engages in negotiations with a single or
multiple Proposers and/Or requests best and; final offers, the discussions may include price and conditions
attendant tnprice.
Notwithstanding the foregoing, if the County and said Proposer(s) cannot reach agreement on oountnant the
County nasen/em the right to terminate negotiations and may, at the County Mayor's or designee's discretion,
begin negotiations with the next highest ranked Propmser(e�. This process may continue until a contract
acceptable to the County has been executed or all proposals are rejected. No Proposer shall have any rights
against the County arising from such negotiations ortermination thereof,
Any Proposer recommended for negotiations shall complete a Collusion Affidavit, in accordance with Sections
2-8.1.1 of the KDiorni'Qode County Code. (Ifm Proposer fails to submit the required Collusion Affidavit. said
Proposer shall beineligible for avvard.)
Any Proposer recommended for negotiations may be required toprovide to the
a) Its most recent certified business financial statements as of o date not earlier than the end' of the
PrVposer'o preceding official tax accounting pehod, together with a ob5tenlemt in wrbmg, signed by @
duly authorized representative, stating that the present financial condition is materially the same as that
shown on the balance sheet and income statement submitted, or with an explanation fora material
change in the financial oomdition. A copy of the most recent business income tax return will be
accepted ifcertified financial statements are unavailable.
b) Information concerning any priornr pending ]NoaGVm, either civil or criminal, involving a governmental
agency or which may affect the performance of the services to be rendered hereim, in which the
Proposer, any of its employees or subcontractors is or has been involved within the last three years.
5.VTERMS AND CONDITIONS
The anticipated fnnn of agreement is attached. The terms and conditions summarized below are ofspecial
note and can be found in their entirety in the agreement:
5.1 Vendor Registration
12
Miami -Dade County, FL— DisasterOisasterDebris Removal Monitoring Services RFP No. 00172
Prior to being recommended for award, the Proposer shall complete a Miami -Dade County Vendor Registration
Package, Effective June 1, 2008, the new Vendor Registration Package, including a Uniform Affidavit Packet
(Affidavit form), must be completed. The Vendor Registration Package, including all affidavits can be obtained
by downloading from the website at http://www.miamidade.qov/procurementivendor-reoistration.aso or from
the Vendor Assistance Unit at 111 N.W. lst Street, 13th Floor, Miami, FL. The recommended Proposer shall
affirm that all information submitted with its Vendor Registration Package is current, complete and accurate, at
the time they submitted a response to the Solicitation, by completing an Affirmation of Vendor Affidavit form.
5.2 Insurance Requirements
The Contractor shall furnish to the County, internal Services Department, Procurement Management Services
Division, prior to the commencement of any work under any agreement, Certificates of Insurance which
indicate insurance coverage has been obtained that meets the stated requirements.
16.0 ATTACHMENTS
Draft Form of Agreement
Form B-1 Price Schedule
Proposal Submission Package
13
Rev; 1/U/14
Miami.Dade County, FL — Disaster Debris Removal Monitoring Services
RFP No. 00172
PROPOSAL SUBMISSION PACKAGE
REQUEST FOR PROPOSALS (RFP) No. 00172
DISASTER DEBRIS REMOVAL MONITORING SERVICES
In response to the Solicitation, Proposer shall RETURN THIS ENTIRE PROPOSAL SUBMISSION PACKAGE
as follows:
1. Solicitation Submittal Form, Cover Page of Proposal
Complete and sign the solicitation submittal form (by Proposer or representative of the Proposer who is legally
authorized to enter into a contractual relationship in the name of the Proposer) as required.
2. Proposer Information
Complete following the requirements therein,
Note: The Proposer Information document is available in Word and is included in the Solicitation attachments,
3. Affidavits/Acknowledgements
Complete and sign the following:
Lobbyist Registration for Oral Presentation
Fair Subcontracting Practices
Subcontractor/Supplier Listing
Contractor Due Diligence
4. Form B-1, Price Proposal Schedule
Complete following the requirements therein,
Please refer to the front cover his Solicitation for electronic submission instructions.
Miami -Dade County Disaster Debris Removal Monitoring Services
RFP No. 00172
Proposer Information
Proposer's Experience and Past Performance
State the number of years that the Proposer has been in existence, the current number of employees, and
the primary markets served,
i. Describe the Proposer's experience and relevant past performance within the past ten (10)
years in performing disaster debris removal monitoring services. Recent experience that
demonstrates current capability (i.e., staffing and other necessary resources, and current
expertise in debris removal, solid waste and hazardous waste management and debris disposal
monitoring).
ii. Documented knowledge and experience of Federal, State and Local emergency agencies, state
and federal programs, funding sources and reimbursement processes.
iii. Experience demonstrating knowledge of environmental requirements.
iv. Experience demonstrating knowledge in all aspects of emergency management to include
procurement, deployment and management of field staff, operations, planning, contract
management and accounting/reporting systems.
v. Governmental experience, including data on FEMA reimbursement success rates (i.e.: actual
reimbursement from FEMA, including debris removal, divided by the total reimbursement
requested from FEMA) and data on response times.
Provide a detailed description of comparable contracts (similar in scope of services to those requested
herein) which the Proposer has either ongoing or completed within the past ten (10) years. The
description should identify for each project:
i. client;
description of work;
iii. total dollar value of the contract;
iv. dates covering the term of the contract;
v. client contact person and phone number;
vi. statement of whether Proposer was the prime contractor or subcontractor; and
vii. the results of the project and FEMA's reimbursement success rate; and
viii. volume of debris managed and disposed.
Note: Where possible, list and describe those projects performed for government clients or similar size
private entities (excluding any work performed for the County).
List all contracts which the Proposer has performed for Miami -Dade County. The County will review all
contracts the Proposer has performed for the County in accordance with Section 2-8.1(g) of the Miami -
Dade County Code, which requires that "a Bidder's or Proposer's past performance on County Contracts
be considered in the selection of Consultants and Contractors for future County Contracts." As such the
Proposer must list and describe all work performed for Miami -Dade County and include for each project:
i. name of the County Department which administers or administered the contract;
ii. description of work;
iii. total dollar value of the contract;
iv. dates covering the term of the contract;
v. County contact person and phone number;
vi. statement of whether Proposer was the prime contractor or subcontractor; and
Miami -Dade County Disaster Debris Removal Monitoring Services
Proposer Information
vii. the results of the project and FEMA's reimbursement success rate; and
viii. volurne of debris managed and disposed.
Key Personnel and Subcontractors Performing Services
RFP No. 00172
4. Provide an organization chart showing all key personnel, including their titles, to be assigned to this
project. This chart must clearly identify the Proposer's employees and those of the subcontractors or
subconsultants and shall include the functions to be performed by each individual. Provide resumes, if
available with job descriptions and other detailed qualification information on such key personnel, including
any key personnel of subcontractors. All key personnel include all partners, project managers, seniors and
other professional staff [refer to staffing positions listed in item 2.2(A.)(14)] that will perform work andior
services in this project.
List the names and addresses of all first tier subcontractors. Describe the experience, qualifications and
other vital information, including relevant experience on previous similar projects, of all key personnel,
including those of subcontractors who will be assigned to this project.
Note: After proposal submission, but prior to the award of any contract issued as a result of this
Solicitation, the Proposer has a continuing obligation to advise the County of any changes, intended or
otherwise, to the key personnel identified in its proposal.
Proposed Approach to Providing the Services
6. Describe Proposer's specific project plan and procedures including the intended approach for providing
debris removal monitoring services. The project plan and procedures shall include information on how the
proposer will monitor and record debris hauling contractors, train field staff, certify truck volume capacities,
maintaining databases for types of debris recovered and quantities, closure activities including certifying
completion of site closure and preparation of Final Report and Event Closure.
7. Describe Proposer's approach to project organization and management, including the responsibilities of
Proposer's management and staff personnel that will be assigned during Predicted and Unpredicted
Events.
8. Provide a staffing schedule during Predicted and Unpredicted Events that identify how Proposer plans to
fulfill staffing requirements, as well as, the emergency staffing requirements. Provide emergency contacts
for Proposer's management staff.
Miami -Dade County
Exceptions to Terms
Disaster Debris Removal Monitoring Services RFPNw 00172
Proposer Information
9. Identify if Proposer has taken any exception to the honns of this Solicitation nrdraft form of agreement. If
eV, indicate what alternative is being offered and the cost implications of the BxceoUom(n). Be advised that
no exception shall be taken where the Solicitation specifically states that exceptions may not be taken.
Furthe[, no exception shall be allowed that, in the Cnunb/'s sole dincratinn, constitutes a material deviation
from the requirements of the Solicitation. Proposals taking such exceptions may, in the CoumtV'sso|m
discretion, bedeemed nonresponsive.
MIAMI-DADE COUNTY
DISASTER DEBRIS REMOVAL MONITORING SERVICES
ATTACHMENT B
FORM B-1- Price Proposal Schedule
Disaster Debris Removal Monitoring Services
RFP No. 00172
Instructions
Proposer must submdt, Form - , Price Proposal Schedule, with hourly rates for the job categories as
in Section 2.2 (A)(14).
stipulated
Houriy Rates
The Proposer shall state its hourly rates for providing disaster debris removal monitoring services as defined
throughout this Solicitation. Hourly rates shall be inclusive of all out of pocket expenses, material, travel, per diem
and miscellaneous cost and fees, except for services as defined in Section 2.2(K), titled Additional Services,
Item A: Hourly Rates per Section 2.2 (A)(14)
Estimated Hours
Position
Hourly Rate
Extended Price
800
Project Manager
I
-
2,000
Operations Manager/Assistant Project Manager
1$
-
1,200
FEMA Reimbursement Manager
-
8,400
Field Supervisor
-
2,800
Truck Certifier
-
1,800
Staff Scheduler/ Truck Dispatcher
-
900
Damage/Debris Assessment Specialist
-
49,000
Coilection Monitor
-
12,000
Disposal Monitor
-
2,600
Flagman / Traffic Controllers
-
400
Data Clerk
-
300
Engineer/Scientist
-
Item B: Additional Job Categories per Section 2,2 (A
5)
Position
Job Description
Hourly Rate
Note:
Item A: The rate information will be scored and considered together with the evaluation of
qualifications submission as defined in Section 4.2 (Evaluation Criteria). Additionally, submittal of
hourly rates shall in no way preclude the County from negotiating lower hourly rates. The hourly rates
shall remain firm and fixed for no less than 12 months from the commencement date of the Contract ,
including any option or extension periods, and shall include all cost necessary to provide the services
described in this Solicitation.
2. The estimated hours listed represent a three (3) million cubic yard event. Estimated quantities are for
proposer's guidance only. The estimates provided are based on the County's past experience and
shall not be relied on solely.
3. Item B wili be used for informational purposes only and will NOT be scored
4. Miami -Dade County is exempt from all taxes (Federal, State, and Local), Tax Exemption Certificate
furnished upon request,
MIAMI-DADE COUNTY, FLORIDA RFP NO. 00172
(This is the form of agreementthe County anticipates awarding to the selected Proposer.)
Disaster Debris Monitoring Services
RFP Contract No. 00172
THIS AGREEMENT made and entered into as of this day of
by and between , a
corporation organized and existing under the laws of the State of having its principal
office at (hereinafter referred to as the
"Contractor"), and Miami -Dade County, a political subdivision of the State of Florida, having its
principal office at 111 N.W. 1st Street, Miami, Florida 33128 (hereinafter referred to as the
"County"),
WITNESSETH:
WHEREAS, the Contractor has offered to provide
on a non-exclusive basis, that shall conform to the Scope of Services (Appendix A); Miami -Dade
County's Request for Proposals (RFP) No.00172 and all associated addenda and attachments,
incorporated herein by reference; and the requirements of this Agreement; and,
WHEREAS, the Contractor has submitted a written proposal dated
, hereinafter referred to as the "Contractor's Proposal" which is
incorporated herein by reference; and,
WHEREAS, the County desires to procure from the Contractor such
for the County, in accordance with the terms and conditions of this
Agreement;
NOW, THEREFORE, in consideration of the mutual covenants and agreements herein
contained, the parties hereto agree as follows:
Page 1 of 24
Rev, / 1
MIAMI-DADE COUNTY, FLORIDA RFP NO. 00172
ARTICLE 1. DEFINITIONS
The following words and expressions used in this Agreement shall be construed as follows,
except when it is clear from the context that another meaning is intended:
a) The words "Contract or "Agreement" to mean collectively these terms and conditions,
the Scope of Services (Appendix A), all other appendices and attachments hereto, all
amendments issued hereto, RFP No. 00172 and all associated addenda, and the
Contractor's Proposal.
b) The words "Contract Date" to mean the date on which this Agreement is effecfive.
c) The words "Contract Manager" to mean Miami -Dade County's Director, Internal
Services Department, or the duly authorized representative designated to manage the
Contract
d) The word "Contractor" to mean and its permitted
successors and assigns.
e) The word "Days" to mean Calendar Days.
f) The word "Deliverables" to mean all documentation and any items of any nature
submitted by the Contractor to the County's Project Manager for review and approval
pursuant to the terms of this Agreement.
g) The words "directed", "required", "permitted", "ordered", "designated", "selected",
"prescribed" or words of like import to mean respectively, the direction, requirement,
permission, order, designation, selection or prescription of the County's Project
Manager; and similarly the words "approved", acceptable", "satisfactory", "equal",
"necessary", or words of like import to mean respectively, approved by, or acceptable or
satisfactory to, equal or necessary in the opinion of the County's Project Manager.
h) The words "Extra Work" or "Additional Work" to mean additions or deletions or
modifications to the amount, type or value of the Work and Services as required in this
Contract, as directed and/or approved by the County.
i) The words "Predicted Event" to mean a debris generating event that can be anticipated
at least 24 hours before it affects the County (i.e., a tropical weather system). The
County shall, in its sole discretion, determine predicted events.
The words "Project Manager" to mean the County Mayor or the duly authorized
representative designated to rnanage the Project.
k) The words "Scope of Services" to mean the document appended hereto as Appendix A,
which details the work to be performed by the Contractor.
I) The word "subcontractor" or "sub -consultant" to mean any person, entity, firm or
corporation, other than the employees of the Contractor, who furnishes labor and/or
materials, in connection with the Work, whether directly or indirectly, on behalf and/or
under the direction of the Contractor and whether or not in privity of Contract with the
Contractor.
m) The words "Unpredicted Event" to mean a debris generating event that cannot be
anticipated at least 24 hours before it affects the County (i.e., tornado). The County
Page 2 of 24
Rev, 8/1/13
MIAM1-DADE COUNTY, FLORIDA RFP NO. 00172
shall, in its sole discretion, determine unpredicted events.
n) The words "Work", "Services" "Program", or ''Project" to mean all n atters and things
required to be done by the Contractor in accordance with the provisions of this Contract,
ARTICLE 2. ORDER OF PRECEDENCE
If there is a conflict between or among the provisions of this Agreement, the order of
precedence is as follows: 1) these terms and conditions, 2) the Scope of Services (Appendix A),
3) the Miami -Dade County's RFP No. 00172 and any associated addenda and attachments
thereof, and 4) the Contractor's Proposal.
ARTICLE 3. RULES OF INTERPRETATION
a) References to a specified Article, section or schedule shall be construed as reference to
that specified Article, or section of, or schedule to this Agreement unless otherwise
indicated,
b) Reference to any agreement or other instrument shall be deemed to include such
agreement or other instrument as such agreement or other instrument may, from time to
time, be modified, amended, supplemented, or restated in accordance with its terms.
c) The terms "hereof', "herein", "hereinafter", "hereby", "herewith", "hereto", and
"hereunder" shall be deemed to refer to this Agreement,
d) The titles, headings, captions and arrangements used in these Terms and Conditions
are for convenience only and shall not be deemed to limit, amplify or modify the terms of
this Contract, nor affect the meaning thereof.
ARTICLE 4. NATURE OF THE AGREEMENT
a) This Agreement incorporates and includes all prior negotiations, correspondence,
conversations, agreements, and understandings applicable to the matters contained in
this Agreement. The parties agree that there are no commitments, agreements, or
understandings concerning the subject matter of this Agreement that are not contained
in this Agreement, and that this Agreement contains the entire agreement between the
parties as to all matters contained herein. Accordingly, it is agreed that no deviation
from the terms hereof shall be predicated upon any prior representations or agreements,
whether oral or written. It is further agreed that any oral representations or modifications
concerning this Agreement shall be of no force or effect, and that this Agreement may be
modified, altered or amended only by a written amendment duly executed by both
parties hereto or their authorized representatives.
b) The Contractor shall provide the services set forth in the Scope of Services, and render
full and prompt cooperation with the County in all aspects of the Services performed
hereunder.
The Contractor acknowledges that this Agreement requires the performance of all things
necessary for or incidental to the effective and complete performance of all Work and
Services under this Contract. All things not expressly mentioned in this Agreement but
necessary to carrying out its intent are required by this Agreement, and the Contractor
shall perform the same as though they were specifically mentioned, described and
delineated.
d) The Contractor shall furnish all labor, materials, tools, supplies, and other items required
Page 3 of 24
Rev. 8/1/13
MIAMI-DADE COUNTY, FLORIDA RFP NO. 00172
to perform the Work and Services that are necessary for the completion of this Contract.
All Work and Services shall be accomplished at the direction of and to the satisfaction of
the County's Project Manager.
The Contractor acknowledges that the County shall be responsible for making all policy
decisions regarding the Scope of Services. The Contractor agrees to provide input on
policy issues in the form of recommendations. The Contractor agrees to implement any
and all changes in providing Services hereunder as a result of a policy change
implemented by the County. The Contractor agrees to act in an expeditious and fiscally
sound manner in providing the County with input regarding the time and cost to
implement said changes and in executing the activities required to implement said
changes.
ARTICLE 5. CONTRACT TERM
The County anticipates awarding up to two contracts for disaster debris removal monitoring
services for a five (5) year period, with one (1), five-year option -to -renew, at the County's sole
discretion. The Contract shall become effective on the date indicated on the first page of this
agreement and shall continue through the last day of the 60th month or until all services to be
performed pursuant to the scope of service and in effect at the end of the stated time period are
completed by contractor and accepted by the County, whichever may be later. The County, at
its sole discretion, reserves the right to exercise the option to renew this Contract for five (5)
additional years. The County reserves the right to exercise its option to extend this Contract for
up to one hundred -eighty (180) calendar days beyond the current Contract period and will notify
the Contractor in writing of the extension. This Contract may be extended beyond the initial one
hundred -eighty (180) calendar day extension period by mutual agreement between the County
and the Contractor, upon approval by the Board of County Commissioners.
ARTICLE 6. NOTICE REQUIREMENTS
All notices required or permitted under this Agreement shall be in writing and shall be deemed
sufficiently served if delivered by Registered or Certified Mail, with return receipt requested; or
delivered personally; or delivered via fax or e-mail (if provided below) and followed with delivery
of hard copy; and in any case addressed as follows:
(1) to the County
a) to the Project Manager:
Miami -Dade County
Public Works and Waste Management Department
2525 NW 62nd Street, 5th Floor
Miami, FL 33147
Attention: Olga Espinosa -Anderson
Phone: (305) 514-6730
Fax: (305) 514-6882
E-mail: oe1miamidacie.qov
and,
b) to the Project Manager:
Miami -Dade County
Parks, Recreation and Open Spaces Department
275 NW 2 Street
Page 4 of 24
Rev, 8/1/13
MIAMI-DADE COUNTY, FLORIDA RFP NO. 00172
Miami, FL 33128
Attention: William E. Solomon
Phone: (305) 755-7873
Fax: (305) 755-7890
E-mail: pbs@,miamidade.gov
and,
c) to the Contract Manager:
Miami -Dade County
internal Services Department, Procurement Management Division
111 N.W. lst Street, Suite 1375
Miami, FL 33128-1974
Attention: Assistant Director
Phone: (305) 375-5548
Fax: (305) 375-2316
E-mail:
(2) To the Contractor
Attention:
Phone:
Fax:
E-mail:
Either party may at any time designate a different address and/or contact person by giving
notice as provided above to the other party. Such notices shall be deemed given upon receipt
by the addressee.
ARTICLE 7. PAYMENT FOR SERVICES/AMOUNT OBLIGATED
The Contractor warrants that it has reviewed the County's requirements and has asked such
questions and conducted such other inquiries as the Contractor deemed necessary in order to
determine the price the Contractor will charge to provide the Work and Services to be
performed under this Contract. The compensation for all Work and Services performed under
this Contract, including all costs associated with such Work and Services, shall be as stipulated
in Attachment B, Price Schedule. The County shall have no obligation to pay the Contractor
any additional sum in excess of this amount, except for a change and/or modification to the
Contract, which is approved and executed in writing by the County and the Contractor.
All Services undertaken by the Contractor before County's approval of this Contract shall be at
the Contractor's risk and expense.
ARTICLE 8. HOURLY RATES
The hourly rates proposed in Attachment B, Price Schedule (Form B-1) shall remain firm and
fixed for no less than 12 months from the commencement date of the Contract, including any
option or extension periods; however, the Contractor may offer discounts to the County. It is the
selected Proposer's responsibility to request any price adjustment. The selected Proposer's
request for adjustment must be submitted to the County's Internal Services Department for
review no less than 90 days prior to expiration of the then current contract year. The County
may consider an adjustment to prices based on the Consumer Price Index (CPI) percentage
change as calculated by the US Department of Commerce for all Urban Consumers in the
Page 5 of 24
Rev. 8/1/13
MIAM1-DADE COUNTY, FLORIDA RFP NO, 00172
lami-Ft. Lauderdale area,
The County reserves the right to reject any price adjustments submitted by the Contractor or to
negotiate lower pricing during the contract period based on market conditions or other factors
that influence price. The County also reserves the right to apply any reduction in pricing based
on the downward movement of the applicable index.
ARTICLE 9, METHOD AND TIMES OF PAYMENT
The Contractor agrees that under the provisions of this Agreement, the Contractor may bill the
County periodically, but not more than once per month, for completed services as described in
Section 2.2 (Services to be Performed) A thru J and as further priced in Attachment B — Form
B-1 (Price Proposal Schedule). In addition, the County will pay on an as needed basis
additional services as defined in Section 2,2k, All invoices shall be taken from the books of
account kept by the Contractor, shall be supported by copies of payroll distribution, receipt bills
or other documents reasonably required by the County, shall show the County's contract
number, and shall have a unique invoice number assigned by the Contractor. It is the policy of
Miami -Dade County that payment for all purchases by County agencies and the Public Health
Trust shall be made in a timely manner and that interest payments be made on late payments.
In accordance with Florida Statutes, Section 218.74 and Section 2-8.1.4 of the Miami -Dade
County Code, the time at which payment shall be due from the County or the Public Health
Trust shall be forty-five (45) days from receipt of a proper invoice. The time at which payment
shall be due to small businesses shall be thirty (30) days from receipt of a proper invoice. All
payments due from the County or the Public Health Trust, and not made within the time
specified by this section shall bear interest from thirty (30) days after the due date at the rate ot
one percent (1%) per month on the unpaid balance. Further, proceedings to resolve disputes
for payment of obligations shall be concluded by final written decision of the County Mayor, or
his or her designee(s), not later than sixty (60) days after the date on which the proper invoice
was received by the County or the Public Health Trust.
In accordance with Miami -Dade County Implementing Order 3-9, Accounts Receivable
Adjustments, if money is owed by the Contractor to the County, whether under this Contract or
for any other purpose, the County reserves the right to retain such amount from payment due by
County to the Contractor under this Contract. Such retained amount shall be applied to the
amount owed by the Contractor to the County. The Contractor shall have no further claim to
such retained amounts which shall be deemed full accord and satisfaction of the amount due by
the County to the Contractor for the applicable payment due herein.
Invoices and associated back-up documentation shall be submitted in duplicate by the
Contractor to the County as follows:
Miami -Dade County
Public Works and Waste Management Department
2525 NW 62nd Street, 5th Floor
Miami, FL 33147
Attention: Accounts Payable
Miami -Dade County
Parks, Recreation and Open Spaces Department
275 NW 2 Street
Miami, FL 33128
Attention: William E. Solomon
Page 6 of 24
Rev. 8/1/13
MIAMI-DADE COUNTY, FLORIDA RFP NO. 00172
The County may at any time designate a different address and/or contact person by giving
written notice to the other party.
ARTICLE 10. INDEMNIFICATION AND INSURANCE
Contractor shall indemnify and hold harmless the County and its officers, employees, agents
and instrumentalities from any and all liability, losses or damages, including attorneys' fees and
costs of defense, which the County or its officers, employees, agents or instrumentalities may
incur as a result of claims, demands, suits, causes of actions or proceedings of any kind or
nature arising out of, relating to or resulting from the performance of this Agreement by the
Contractor or its employees, agents, servants, partners principals or subcontractors. Contractor
shall pay all claims and losses in connection therewith and shall investigate and defend all
claims, suits or actions of any kind or nature in the name of the County, where applicable,
including appellate proceedings, and shall pay all costs, judgments, and attorneys fees which
may issue thereon, Contractor expressly understands and agrees that any insurance protection
required by this Agreement or otherwise provided by Contractor shall in no way limit the
responsibility to indemnify, keep and save harmless and defend the County or its officers,
employees, agents and instrumentalities as herein provided.
The Contractor shall furnish to the Internal Services Department / Procurement Management
Services, 111 NW 1st Street, Suite 1300, Miami, Florida 33128-1989, Certificate(s) of Insurance
which indicate that insurance coverage has been obtained which meets the requirements as
outlined below:
A. Worker's Compensation Insurance for all employees of the Contractor as
required by Florida Statute 440.
B. Commercial General Liability Insurance on a comprehensive basis in an amount
not less than $1,000,000 combined single limit per occurrence for bodily injury
and property damage. Miami -Dade County must be shown as an additional
insured with respect to this coverage.
C. Automobile Liability Insurance covering all owned, non -owned and hired vehicles used in
connection with the work, in an amount not less than $1,000,000 combined single limit
per occurrence for bodily injury and property damage.
D. Professional Liability (when applicable) in the name of the Contractor or the
Licensed Professional employed by the Contractor in an amount not less than
$1,000.000 per claim.
AERIAL PHOTOGRAPHIC SERVICES
In addition to the insurance requirements A - D mentioned above, the contractor will provide or
cause its subcontractor to provide:
E. Aircraft Liability including Passenger Liability in the name of the contractor or
subcontractor, in an amount not less than $1,000,000 combined single limit per
occurrence for bodily injury and property damage. Miami Dade County must be
shown as an additional insured with respect to this coverage.
Page 7 of 24
Rev. 8/1/13
MIAMI-DADE COUNTY, FLORIDA RFP NO. 00172
All insurance policies required above shall be issued by companies authorized to do business
under the laws of the State of Florida, with the following qualifications:
The company must be rated no less than "A-" as to management, and no less
than "Class VII" as to financial strength by A.M. Best Company, Oldwick, New
Jersey, or its equivalent, subject to the approval of the County Risk Management
Division.
or
The company must hold a valid Florida Certificate of Authority as shown in the latest
"List of All insurance Companies Authorized or Approved to Do Business in Florida°"
issued by the State of Florida Department of Financial Services.
NOTE: CERTIFICATE HOLDER MUST READ: MI I-DADE COUNTY
111 NW 1st STREET
SUITE 2340
MIAMI, FL 33128
Certificates of Insurance must indicate that for any cancellation of coverage before the
expiration date, the issuing insurance carrier will endeavor to mail thirty (30) day written
advance notice to the certificate holder. In addition, the Contractor hereby agrees not to
modify the insurance coverage without thirty (30) days written advance notice to the
County.
Compliance with the foregoing requirements shall not relieve the Contractor of this liability and
obligation under this section or under any other section in this Agreement.
Award of this Contract is contingent upon the receipt of the insurance documents, as required,
within ten (10) business days. if the insurance certificate is received within the specified
timeframe but not in the manner prescribed in this Agreement, the Contractor shall have an
additional five (5) business days to submit a corrected certificate to the County. If the Contractor
fails to submit the required insurance documents in the manner prescribed in this Agreement
within fifteen (15) business days, the Contractor shall be in default of the contractual terms and
conditions and award of the Contract may be rescinded, unless such timeframe for submission
has been extended by the County.
The Contractor shall be responsible for ensuring that the insurance certificates required in
conjunction with this Section remain in force for the duration of the contractual period of the
Contract, including any and all option years or extension periods that may be granted by the
County. If insurance certificates are scheduled to expire during the contractual period, the
Contractor shall be responsible for submitting new or renewed insurance certificates to the
County at a minimum of thirty (30) calendar days in advance of such expiration. In the event that
expired certificates are not replaced with new or renewed certificates which cover the
contractual period, the County shall suspend the Contract until such time as the new or renewed
certificates are received by the County in the manner prescribed herein; provided, however, that
this suspended period does not exceed thirty (30) calendar days. Thereafter, the County may, at
its sole discretion, terminate this contract.
ARTICLE 11. MANNER OF PERFORMANCE
a) The Contractor shall provide the Services described herein in a competent and
professional manner satisfactory to the County in accordance with the terms and
Page 8 of 24
Rev. 8/1/
MIA -DADE COUNTY, FLORIDA RFP NO. 00172
conditions of this Agreement. The County shall be entitled to a satisfactory performance
of all Services described herein and to full and prompt cooperation by the Contractor in
ail aspects of the Services. At the request of the County, the Contractor shall promptly
remove from the project any Contractor's employee, subcontractor, or any other person
performing Services hereunder. The Contractor agrees that such removal of any of its
employees does not require the termination or demotion of any employee by the
Contractor.
b) The Contractor agrees to defend, hold harmless and indemnify the County and shall be
liable and responsible for any and all claims, suits, actions, damages and costs
(including attorney's fees and court costs) made against the County, occurring on
account of, arising from or in connection with the removal and replacement of any
Contractor's personnel performing services hereunder at the behest of the County.
Removal and replacement of any Contractor's personnel as used in this Article shall not
require the termination and or demotion of such Contractor's personnel.
c) The Contractor agrees that at all times it will employ, maintain and assign to the
performance of the Services a sufficient number of competent and qualified
professionals and other personnel to meet the requirements to which reference is
hereinafter made. The Contractor agrees to adjust its personnel staffing levels or to
replace any its personnel if so directed upon reasonable request from the County,
should the County make a determination, in its sole discretion, that said personnel
staffing is inappropriate or that any individual is not performing in a manner consistent
with the requirements for such a position.
d) The Contractor warrants and represents that its personnel have the proper skill, training,
background, knowledge, experience, rights, authorizations, integrity, character and
licenses as necessary to perform the Services described herein, in a competent and
professional manner,
e) The Contractor shall at all times cooperate with the County and coordinate its respective
work efforts to most effectively and efficiently maintain the progress in performing the
Services.
f) The Contractor shall comply with all provisions of all federal, state and local laws,
statutes, ordinances, and regulations that are applicable to the performance of this
Agreement.
ARTICLE 12. EMPLOYEES OF THE CONTRACTOR
All employees of the Contractor shall be considered to be, at all times, employees of the
Contractor under its sole direction and not employees or agents of the County. The Contractor
shall supply competent employees. Miami -Dade County may require the Contractor to remove
an employee it deems careless, incompetent, insubordinate or otherwise objectionable and
whose continued employment on County property is not in the best interest of the County. Each
employee shall have and wear proper identification.
ARTICLE 13. INDEPENDENT CONTRACTOR RELATIONSHIP
The Contractor is, and shall be, in the performance of all work services and activities under this
Agreement, an independent contractor, and not an employee, agent or servant of the County.
All persons engaged in any of the work or services performed pursuant to this Agreement shall
at all times, and in ail places, be subject to the Contractor's sole direction, supervision and
control. The Contractor shall exercise control over the means and manner in which it and its
employees perform the work, and in all respects the Contractor's relationship and the
Page 9 of 24
Rev,. 8/1/13
MIAMI-D4DECO0VTY,FLORIDA
relationship ofits employeestothe County shall bethat ofonindependent oontnactoraodDotas
employees and agents of the County.
The Contractor dmaa not have the power or authority to bind the in any promise.
agreement or representation other than specifically provided for in this Agreement.
ARTICLE 14` AUTHORITY <]FTHE COUINTY"SPROJECT MANAGER
o] The Contractor hereby acknowledges that the Cuunty'a Project Manager will determine
in the first instance all questions of any nature whatsoever arising out of, under, or in
connection with, or in any way related to or on account of. this Agreement including!
without limitations: questions as to the value, acceptability and fitness mfthe Services;
questions 8otoeither padv'sfulfillment cfits obligations under the Contract; negligence,
fraud or misrepresentation before or subsequent to acceptance Of the Contractor's
Proposal; questions as to the interpretation of the Scope of Services; and cUolmS for
damages, compensation and losses.
6l The Contractor shall bobound
with every order nfthe Project Manager, including the withdrawal or modification of any
previous order and regardless of whether the Contractor agrees with the Project
Manager's determination or order. Where orders are given nno|[y, they will be issued in
writing bythe Project Menegeraenmonthereafteramiuprmc1icabUe.
o) The Contractor must, in the final |nstanog, seek to resolve every difference concerning
the Agreement with the Project Mmnager, In the event that the Contractor and the
Project Manager are unable to resolve their difference, the Contractor may imitiate a
dispute in accordance with the prQQSdonaS 6e1 forth in this Article. Exhaustion of these
procedures shall bmacondition precedent tnany lawsuit permitted' hereunder.
d) In the event of such dispute, the parties tathis Agreement authorize the County Mayor
or degignen, who may not be the Project Manager or anyone associated with this
Project, acting personally, todecide all questions arising out V� ender, orinconnection
with, or in any way related to or no ocoVurd of the Agr*arnent(incmding but not limited to
o|oimS in the nature of breach of cVntract, fraud or misrepresentation arising either
before orsubsequent to execution hereof) and the decision of each with respect to
matters VvilbiD the County Mayor's purview as net forth above shall be conclusive, final
and binding on parties. Any such dispute shall be bmzught, if at all, before the County
Mayor within 1Odays Vfthe occurrence, event oract out mfwhich the dispute arises,
e\ The County Mayor may base this decision on such assistance as may be deoirable,
including advice of experts, but in any event shall base the decision on an independent
and objective determination of whether Contractor's performance or any Deliverable
meets the requirements of this Agreement and any specifications with respect thereto
set forth herein. The effect of any decision shall not he impaired or waived by any
negotiations or settlements or offers, made in connection with the dispute, whether or not
the County Mayor participated thorein, or by any prior decision of others, which prior
decision shall be deemed subject to rov|mvv. or by any termination or cancellation of the
Agreement, All such disputes shall be submitted in writing by the Contractor to the
County Mayor for adecision, together with a[I evidence and other pertinent information in
nagmnd to such queetiVnm, in order that a fair and impartial decision may be made.
Whenever the County Mayor is entitled to exercise discretion or judgment or to make a
determination or form an opinion pursuant to the provisions of this Article, such action
shall 6efair and impartial when exercised ortaken. The County Mayor, aoappropriate,
shall render a decision in writing and deliver a copy of the same to the CmDtn9tiOr.
Page 1Oof24
Rev, 8/1113
I-DADECOUNTY, ^FLORIDA RFP NU.0U172
Except as such remedies may be limited or waived elsewhere in the Aonaennen1.
Contractor nasen/eo the right to pursue any remedies available under law after
exhausting the provisions ofthis Article,
ARTICLE 15-MUTUAL OBLIGATIONS
a) This Agreement, including attachments and appendices to the Agreement, shall
constitute the entire Agreement, between the parties with respect hereto and Supersedes
all previous communications and representations oragreements, vvhedhervvrittemorora|.
with respect lnthe subject matter hereto unless acknowledged: in writing bythe duly
authorized representatives ofbothiparties,
bl Nothing in this Agreement shall be construed for the benefit, intended or otherwiSe, of
any third partythat is notaparent Vrsubsidiary cfoparty orotherwise related (by virtue
of ownership control or statutory contm)|) to a party.
c) In those situations where this Agreement imposes an indemnity obligation on, the
Contractor, the County may, at its oXpensg, elect to participate in the defense if the
County should so choose, Furthermore, the County may otits own expense defend or
settIe any such n|ainno if the Contractor fails to diligently defend such claims,, and
thereafter seek indemnity for costs from the Contractor.
ARTICLE 16. QUALITY ASSURANCBQUAL|TYA8SURANCE RECORD KEEPING
The Contractor shall maintain, and shall reqoinm that its subcontractors and suppliers maintain,
complete and accurate records to substantiate compliance with the requirements set forth in, the
Scope of Services. The Contractor and its subcontractors and suppliers, shall retain such
reoordn, and all other documents relevant tothe Services furnished under this Agreement for a
period of three (3) years from the expiration date of this Agreement and any extension thereof.
ARTCLEj7. AUDITS
The County, or its duly authorized representatives or governmental ogenoiee, shall until the
expiration of three (3) years after the expiration, of this Agreement and any extens,i:on, thereof,
have access to and the right to eXGnn|ne and reproduce any of the Contractor's booka,
documents, papers and records and of its subcontractors and suppliers which apply to all
matters of the County. Such mauonJs shall subsequently cnmfomm to Generally Accepted
Accounting Principles requirements, as app|ice&[e, and shall only address those transactions
related to this Agreement.
Pursuant to Section 2-481 of the Miami -Dade County Code, the Contractor will grant access to
the Commission Auditor to all financial and performance related reoords, property, and
equipment purchased in whole Vrin part with government funds, The Contractor agrees to
maintain an accounting system that provides accounting records that are supported with
adequate doournenta1ioD, and adequate procedures for determining the a0ovvabNitv and
allocability of costs.
ARTICLE18. SUBSTITUTION OFPERSONNEL
In the evert the Contractor wishes to substitute personnel for the hey personnel identified by
the Contractor's Proposal, the Contractor must notify the Count' in vvhbnQ and request written
approval for the substitution at least. ten (10) business days prior to effecting such substitution.
ARTICLE19. CONSENT OF THE COUNTY REQUIRED FOR ASSIGNMENT
Page 11 of 2,4
M64MI-OADECOUNTY, FLORIDA �� RFPNO, 00Y72
The Contractor mhmU not assign, transfer, convey or otherwise dispose of this Agreement,
including its riQhts, title or interest in or to the same or any part thereof without the prior written
consent, ofthe County.
ARTICLE 20. SUBCC]NTRACTU/\LRELAT|OMS
a) If the Contractor will cause any part of this Agreement to be performed by a
Subcontractor, the provisions of this Contract will apply to such Subcontractor and its
officeoa, agents and employees inall respects aSifhand they were employees ofthe
Contractor; and the Contractor will not be in any manner thereby discharged frorm its
obligations and liabilities hereunder, but will be liable hereunder for all acts and
negligence of the Subcontractor, its officers, agents, and ennp|nyees, as ifthey were
employees of the Contractor. The services performed by the Subcontractor will be
subject tothe provisions hereof asifperformed directly bythe Contractor.
bl The Contractor, before making any subcontract for any portion of the services, will
state in writing to the County the name of the proposed OubcOn1ractor. the portion of
the Sen/iomo which the Subcontractor is to do, the place of business of such
Subcontractor, and such other information authe County may require. The County will
have the right to require the Contractor not to evvand any subcontract to o person, firm
orcorporation disapproved bvthe County.
c) Beforeentering! into any subcontract hereunder, the Contractor will inform the
Subcontractor fully and conno|ehah/ of all provisions and naqu,inamnemto of this
Agreement relating either directly or indirectly to the Services to be performed. Such
Services performed by such Subcontractor will strictly comply with the requirements of
this Contract.
d\ In order to qualify as a Subcontractor satisfactory to the County, in addition to the other
requirements herein provided. the Subcontractor must be prepared to prove to the
satisfaction of the County that it has the necessary facilities, skill and experience, and
ample financial roanoroea to perform the Services in a satisfactory msaooer. To be
considered skilled and experienced, the Subcontractor must show to the satisfaction of
the County that it has satisfactorily performed services of the same general type which
isrequired tobeperformed under this Agreement.
o) The County shall have the righttovvdhdrevvitonVnsenttomsubcontroctKitappearab]
the County that the subcontract will delay, prevend, or otherwise impair the
performance ofthe Contractor's obligations under this Agreement, All Subcontractors
are required' to protect the confidentiality ofthe Cnunty'sand County's proprietary and
confidential information. Contractor shall furnish to the County copies of all
subcVntractsbetwvaenControctorendSubcontrooton9andeupp|iershereunder. Within
each Such subcontract, there shall be a clause for the benefit of the County in the
event the County finds the Contractor in breach of this COntraot, permitting the County
to request completion by the Subcontractor of its performance obligations under the
subcontract. The clause shall include an option for the County to pay the
Subcontractor directly for the performance by such Subcontractor. Nubmithatend)og,
the foregoing shall neither convey nor imply any obligation or liability on the part of the
County toany Subcontractor hereunder aamore fully described herein.
ARTICLE 21. ASSUkAPTON.PARAMETERS, PROJECTIONS, ESTIMATES AND
The Contractor understands and agrees that any G$smmpVoma, parametons, projections,
estimates and explanations presented by the County were provided to the Contractor for
Page 12of24
MIAM1-DADE COUNTY, FLORIDA RFP NO. 00172
evaluation purposes only. However, since these assumptions, parameters, projections,
estimates and explanations represent predictions of future events the County makes no
representations or guarantees; and the County shall not be responsible for the accuracy of the
assumptions presented; and the County shall not be responsible for conclusions to be drawn
therefrom; and any assumptions, parameters, projections, estimates and explanations shall not
form the basis of any claim by the Contractor. The Contractor accepts all risk associated with
using this information.
ARTICLE 22. SEVERABILITY
If this Agreement contains any provision found to be unlawful, the same shall be deemed to be
of no effect and shall be deemed stricken from this Agreement without affecting the binding
force of this Agreement as it shall remain after omitting such provision.
ARTICLE 23. TERMINATION AND SUSPENSION OF WORK
a) The County may terminate this Agreement if an individual or corporation or other entity
attempts to meet its contractual obligation with the County through fraud,
misrepresentation or material misstatement.
b) The County may, as a further sanction, terminate or cancel any other contract(s) that
such individual or corporation or other entity has with the County and that such
individual, corporation or other entity shall be responsible for all direct and indirect costs
associated with such termination or cancellation, including attorney's fees.
c) The foregoing notwithstanding, any individual, corporation or other entity which attempts
to meet its contractual obligations with the County through fraud, misrepresentation or
material misstatement may be debarred from County contracting for up to five (5) years
in accordance with the County debarment procedures. The Contractor may be subject
to debarment for failure to perform and all other reasons set forth in Section 10-38 of the
County Code.
d) In addition to cancellation or termination as otherwise provided in this Agreement, the
County may at any time, in its sole discretion, with or without cause, terminate this
Agreement by written notice to the Contractor.
In the event that the County exercises its right to terminate this Agreement, the
Contractor shall, upon receipt of such notice, unless otherwise directed by the County:
1. stop work on the date specified in the notice ("the Effective Termination Date");
take such action as may be necessary for the protection and preservation of the
County's materials and property;
iii. cancel orders;
iv. assign to the County and deliver to any location designated by the County any non -
cancelable orders for Deliverables that are not capable of use except in the
performance of this Agreement and has been specifically developed for the sole
purpose of this Agreement and not incorporated in the Services;
v. take no action which will increase the amounts payable by the County under this
Agreement; and
Page 13 of 24
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MIAMI-DADE COUNTY, FLORIDA RFP NO. 00172
f) In the event that the County exercises its right to terminate this Agreement, the
Contractor will be compensated as stated in the payment Articles herein for the:
i. portion of the Services completed in accordance with the Agreement up to the
Effective Termination Date; and
ii. non -cancelable Deliverables that are not capable of use except in the
performance of this Agreement arid has been specifically developed for the sole
purpose of this Agreement, but not incorporated in the Services.
g) All compensation pursuant to this Article are subject to audit.
ARTICLE 24. EVENT OF DEFAULT
a) An Event of Default shall mean a breach of this Agreement by the Contractor. Without
limiting the generality of the foregoing, and in addition to those instances referred to
herein as a breach, an Event of Default shall include the following:
i. the Contractor has not delivered Deliverables on a timely basis;
ii. the Contractor has refused or failed to supply enough properly skilled staff
personnel;
iii. the Contractor has failed to make prompt payment to subcontractors or suppliers for
any Services;
iv. the Contractor has become insolvent (other than as interdicted by the bankruptcy
laws), or has assigned the proceeds received for the benefit of the Contractors
creditors, or the Contractor has taken advantage of any insolvency statute or
debtor/creditor law or if the Contractors affairs have been put in the hands of a
receiver;
v. the Contractor has failed to obtain the approval of the County where required by this
Agreement;
vi. the Contractor has failed to provide "adequate assurances" as required under
subsection b below;
vii. the Contractor has failed in the representation of any warranties stated herein,
b) When, in the opinion of the County, reasonable grounds for uncertainty exist with
respect to the Contractor's ability to perform the Services or any portion thereof, the
County may request that the Contractor, within the timeframe set forth in the County's
request, provide adequate assurances to the County, in writing, of the Contractor's ability
to perform in accordance with the terms of this Agreement. Until the County receives
such assurances, the County may request an adjustment to the compensation received
by the Contractor for portions of the Services which the Contractor has not performed.
In the event that the Contractor fails to provide to the County the requested assurances
within the prescribed timeframe, the County may:
i. treat such failure as a repudiation of this Agreement; and
ii. resort to any remedy for breach provided herein or at law, including but not limited
to, taking over the performance of the Services or any part thereof either by itself or
through others.
Page 14 of 24
Rev. 8/1/13
8VIAMI'D4DECOUNTY, FLORIDA RFPNO. 00Y72
C) In the event the County shall terminate this Agreement for d'efaul't, the County or its
doSlginabsd representatives may immediately take possession of all 8ppUnob|D
equ|pment, rnateria|s, produota, dooumentation, reports and data.
ARTICLE 25- NOTICE {JFDEFAULT ^OPPORTUNITY TO CURE
If an Event of Default occurs in the determination of the County. the County may so notify the
Contractor ("Default Notice"), specifying the basis for such default, and advising the Contractor
that such default must be cured immediately or this Agreement with the County may be
ternminatod. Notwithstanding, the County may, in its aV|e discnatimn, aV|nvv the Contractor to
n*oUfv the default to the C 'n reasonable satisfaction within a thirty (30) day period. The
County may grant an additional period of such duration as the County shall deem appropriate
without waiver of any of the Coomty"s rights hereunder, so long as the Contractor has
connnnomned curing such default and is effectuating a cure with diligence and continuity during
such thirty (30) day period or any other period which the County prescribes. The default notice
shall specify the date the Contractor shall discontinue the Services upon the, Termination Date,
ARTICLE 26. REMEDIES IN THE EVENT OF DEFAULT
If an Event ofDefault occurs, the Contractor shall be liable for all damages resulting from the
default, including but not limited to:
lost revenues;
eA N the difference between the cost associated with, procuring Services hereunder and the
amount actuaUhy expended by the County for re -procurement of Services, including
procurement and administrative costs; and
C) such other direct damages.
The Contractor shall also remain liable for any liabilities and o|mimo related tQthe Contractor's
default. The County may also bring any suit or proceeding for specific performance orfor nn
ARTCLE27. PATENT AND COPYRIGHT INDEMNIFICATION
a\ The Contractor shall not inMn0e onany copyrights, tradmmarkn, service marks, trade
secrets, patent rights, other inteMechum| property rights or any other third party proprietary
rights in the performance of the Work.
6) The Contractor warrants that all Deliverables furnished hereunder, inclu!dling but not
Urndmd to: equipment, programs, documentation, ooftvmne, ana|yses, opp|icaUons,
methods, vvays, processes, and the |ike, do not infringe, upon or violate any copyrights,
trademarks, service marhs, trade secrets, patent rights, other intellectual property rights
or any other third party proprietary rights.
n\ The Contractor shall be liable and responsible for any and all claims made against the
County for infringement nfpatmnte,cnp 'glhts.sen/icemarko.tradea8tPntsnranyoLher
ihin1 party proprietary rights, by the use or supplying of any programs, dVcumon1sdinn,
enRmano, anoUysae, applications, methods, ways, processes, and the |iho, inthe course
of performance or completion of, or in any way connected with, the VVork, or the
Cpunty's continued use of the Deliverables furnished hereunder. Accordingly, the
Contractor at its own expnnne, including the payment ofattnrney'sfees, shall indemnify,
Page 15 of 24
MYAAVI-DADECOUNTY, FLORIDA � RFPNO. DOf72
and hold harmless the County and defend any action brought against the County with
respect fnany claim, demand, cause ofaction, debt, Vrliability.
d) In the event any Deliverable or anything provided hothe County hereunder, or portion
thereof is held to constitute an, infringement and its use is or may be enjoined, the
Contractor shall have the oblligation to, at the County's option to (i) modify, or require that
the applicable subcontractor or supplier rnodifv, the alleged infringing item(s) at its, own
expense, without 'impairing in any respect the functionality or performance of the item(s),
or (ii) procure for the County, at the Contractor's expense, the r|Qhts provided under this
Agreement to use the itern(s).
eA The Contractor shall he oo|ak/ responsible for determining and informing the County
whether a prospective Supplier or subcontractor is a party to any litigation involving
patent orcopyright infringement, service rnarh. 1nsdennark, violation, or proprietary ' hdo
o|a[nna or is subject to any injunction which may prohibit it from providing any Deliverable
hereunder. The Contractor shall enter into agreements with all suppliers and
subcontractors at the Contractor's 0vvn risk. The [|noDty may rejectany Deliverable that
it believes to be the subject of any Such |ibgednm or injunction, or if, in the {}ountY"S
judgment, use thereof would delay the Work nrbeunlawful.
ARTCLE2D. CONFIDENTIALITY
o\ All Developed Works and other rnotedabs, data, transactions of all forms, financial
information, documentation, inventions, designs and methods obtained from the County
in connection with the Services performed under this Aomeernent, made or developed by
the Contractor or its subcontractors in the course of the performance of such Services,
or the results of such Services, or which the County holds the proprietary rights,
constitute Confidential Information and may not, without the prior written consent of the
County, be used by the Contractor or its employees, agents, subcontractors or suppliers
for any purpose other than for the benefit of the County, unless required by law. In
odd�tinn to the: foregoing, all County employee information and County financial'
information shall be considered Confidential Information and shall be subject to all" the
requirements stated herein. Neither the Contractor nor its employees, agents,
subcontractors or suppliers may se||, transfer, pub|iah, disclose, display, license or
otherwise make available to others any part nfsuch Confidential Information without the
prior written consent of the County. Additionally, the Contractor expressly agrees to be
bound by and to def8Dd, indemnify and hold harmless the County, and their officers and
employees from the breach, of any federal, State or |moa| /avv in regard to the privacy of
b) 'The Contractor shall advise each of its employees, agents, subcontractors and suppliers
who may be exposed to such Confidential Information of their obligation to keep such
information confidential and shall promptly advise the County in vvrblmg if it learns of any
unauthorized use ordisclosure ofthe Confidential Information byany of its employees or
agents, or subcontractor's or supplier's employees, present or former. In addition, the
,Contractor agrees t0cooperate fully and provide any assistance necessary boensure the
confidentiality ofthe Confidential Information,
his understood and agreed that in the event ofabreach of this Article damages may not
be an adequate remedy and the County shall be entitled to injunctive relief to nsntroim
any such breach or threatened breach. Unless otherwise requested by the County,
upon the completion of the Services performed hereunder, the Contractor shall
immediately turn over 1othe County all such Confidential Information existing intangible
form, and nocopies thereof shall bmretained bvthe Contractor mr its employees, agents,
Page 16 of 24
Rov, 8/1/13
MIAM1-DADE COUNTY, FLORIDA RFP NO. 00172
subcontractors or suppliers without the prior written consent of the County. A certificate
evidencing compliance with this provision and signed by an officer of the Contractor shall
accompany such materials.
ARTICLE 29. PROPRIETARY INFORMATION
As a political subdivision of the State of Florida, Miami -Dade County is subject to the
stipulations of Florida's Public Records Law.
The Contractor acknowledges that all computer software in the County's possession may
constitute or contain information or materials which the County has agreed to protect as
proprietary information from disclosure or unauthorized use and may also constitute or contain
information or materials which the County has developed at its own expense, the disclosure of
which could harm the County's proprietary interest therein.
During the term of the contract, the Contractor will not use directly or indirectly for itself or for
others, or publish or disclose to any third party, or remove from the County's property, any
computer programs, data compilations, or other software which the County has developed, has
used or is using, is holding for use, or which are otherwise in the possession of the County
(hereinafter "Computer Software"). All third -party license agreements must also be honored by
the contractors and their employees, except as authorized by the County and, if the Computer
Software has been leased or purchased by the County, all hired party license agreements must
also be honored by the contractors' employees with the approval of the lessor or Contractors
thereof. This includes mainframe, minis, telecommunications, personal computers and any and
all information technology software.
The Contractor will report to the County any information discovered or which is disclosed to the
Contractor which may relate to the improper use, publication, disclosure or removal from the
County's property of any information technology software and hardware and will take such steps
as are within the Contractor's authority to prevent improper use, disclosure or removal.
ARTICLE 30. PROPRIETARY RIGHTS
a) The Contractor hereby acknowledges and agrees that the County retains all rights, title
and interests in and to all materials, data, documentation and copies thereof furnished by
the County to the Contractor hereunder or furnished by the Contractor to the County
and/or created by the Contractor for delivery to the County, even if unfinished or in
process, as a result of the Services the Contractor performs in connection with this
Agreement, including all copyright and other proprietary rights therein, which the
Contractor as well as its employees, agents, subcontractors and suppliers may use only
in connection with the performance of Services under this Agreement. The Contractor
shall not, without the prior written consent of the County, use such documentation on any
other project in which the Contractor or its employees, agents, subcontractors or
suppliers are or may become engaged. Submission or distribution by the Contractor to
meet official regulatory requirements or for other purposes in connection with the
performance of Services under this Agreement shall not be construed as publication in
derogation of the County's copyrights or other proprietary rights.
b) All rights, title and interest in and to certain inventions, ideas, designs and methods,
specifications and other documentation related thereto developed by the Contractor and
its subcontractors specifically for the County, hereinafter referred to as "Developed
Works" shall become the property of the County.
Page 17 of 24
Rev. 8/1/13
M1,4MI-D40E COUNTY, FLORIDA RFP NO. 00172
c) Accordingly, neither the Contractor nor its employees, agents, subcontractors or
suppliers shall have any proprietary interest in such Developed Works. The Developed
Works may not be utilized, reproduced or distributed by or on behalf of the Contractor, or
any employee, agent, subcontractor or supplier thereof, without the prior written consent
of the County, except as required for the Contractor's performance hereunder.
d) Except as otherwise provided in subsections a, b, and c above, or elsewhere herein, the
Contractor and its subcontractors and suppliers hereunder shall retain all proprietary
rights in and to all Licensed Software provided hereunder, that have not been
customized to satisfy the performance criteria set forth in the Scope of Services.
Notwithstanding the foregoing, the Contractor hereby grants, and shall require that its
subcontractors and suppliers grant, if the County so desires, a perpetual, irrevocable
and unrestricted right and license to use, duplicate, disclose and/or permit any other
person(s) or entity(ies) to use all such Licensed Software and the associated
specifications, technical data and other Documentation for the operations of the County
or entities controlling, controlled by, under common control with, or affiliated with the
County, or organizations which may hereafter be formed by or become affiliated with the
County. Such license specifically includes, but is not limited to, the right of the County to
use and/or disclose, in whole or in part, the technical documentation and Licensed
Software, including source code provided hereunder, to any person or entity outside the
County for such person's or entity's use in furnishing any and/or ail of the Deliverables
provided hereunder exclusively for the County or entities controlling, controlled by, under
common control with, or affiliated with the County, or organizations which may hereafter
be formed by or become affiliated with the County. No such License Software,
specifications, data, documentation or related information shall be deemed to have been
given in confidence and any statement or legend to the contrary shall be void and of no
effect.
ARTICLE 31. VENDOR REGISTRATION/CONF CT OF INTEREST
a) Vendor Registration
The Contractor shall be a registered vendor with the County — Internal Services Department,
Procurement Management Division, for the duration of this Agreement. In becoming a
Registered Vendor with Miami -Dade County, the Contractor confirms its knowledge of and
commitment to comply with the following:
1. Miami -Dade County Ownership Disclosure Affidavit
(Section 2-8 1 of the County Code)
2. Miami -Dade County Employment Disclosure Affidavit
(Section 2.8-1(d)(2) of the County Code)
3. Miami -Dade Employment Drug -free Workplace
Certification
(Section 2-8.1.2(b) of the County Code)
4. Miami -Dade Disability and Nondiscrimination Affidavit
(Section 2-8.1 5 of the County Code)
5. Miami -Dade County Debarment Disclosure Affidavit
(Section 1038 of the County Code)
6. Miaml-Dade County Vendor Obligation to County
Affidavit
(Section 2-81 of the County Code)
7. Miami -Dade County Code of Business Ethics Affidavit
(Section 2-8 1() and 2'-11(b)(1) of the County Code through
(6) and (9) of the County Code and Section 2-11.1(c) of the
County Code)
8. Miami -Dade County Family Leave Affidavit
(Article V of Chapter 11 of the County Code)
Miami -Dade County Living Wage Affidavit
(Section 2-8.9 of the County Code)
10. Miami -Dade County Domestic Leave and Reporting
Affidavit
(Article 8, Section 11 A-60 1 IA-67 of the County Code)
11. Subcontracting Practices
(Ordinance 97-35)
12. Subcontractor /Supplier Listing
(Section 2-8.8 of the County Code)
13, Environmentally Acceptable Packaging
(Resolution R-738-92)
14. W-9 and 8109 Forms
(as required by the Internal Revenue Service)
15. FEIN Number or Social Security Number
Page 18of24
Rev. 8/1/13
MIAMI-DADE COUNTY, FLORIDA
In order to establish a file, the Contractor's Federal
Employer Identification Number (IFEIN) must be
provided l'f no FEIN exists, the Social Security Number
of the owner or individual must be provided. This
number becomes Contractor's "County Vendor
Number". To comply with Section 119,071(5) of the
Florida Statutes relating to the collection of an
individuals Social Security Number, be aware that the
County equests the Social Security Number for the
following purposes.
• Identification of individual account records
• To make payments to individual/Contractor for
goods and services provided to Miami -Dade
County
• Tax reporting purposes
• To provide a unique identifier in the vendor
database that may be used for searching and
sorting departmental records
RFP NO. 00172
16. Office of the inspector General
(Section 2-1076 of the County Code)
17. Small Business Enterprises
The County endeavors to obtain the participation of all
small business enterprises pursuant to Sections 2-8,2,
2-8.2.3 and 2-8.2.4 of the County Code and Title 49 of
the Code of Federal Regulations,
18. Antitrust Laws
By acceptance of any contract„ the Contractor agrees
to comply with all antitrust laws of the United States and
the State of Florida.
b) Conflict of interest
Section 2-11,1(d) of Miami -Dade County Code requires that any County employee or any
member of the employee's immediate family who has a controlling financial interest, direct or
indirect, with Miami -Dade County or any person or agency acting for Miami -Dade County,
competing or applying for a contract, must first request a conflict of interest opinion from the
County's Ethics Commission prior to their or their immediate family member's entering into any
contract or transacting any business through a firm, corporation, partnership or business entity
in which the employee or any member of the employee's immediate family has a controlling
financial interest, direct or indirect, with Miami -Dade County or any person or agency acting for
Miami -Dade County. Any such contract or business engagement entered in violation of this
subsection, as amended, shall be rendered voidable. For additional information, please contact
the Ethics Commission hotline at (305) 579-2593.
ARTICLE 32. INSPECTOR GENERAL REVIEWS
Independent Private Sector Inspector General Reviews
Pursuant to Miami -Dade County Administrative Order 3-20, the County has the right to retain
the services of an independent Private Sector Inspector General (hereinafter ulPSIG"),
whenever the County deems it appropriate to do so. Upon written notice from the County, the
Contractor shall make available to the IPSIG retained by the County, all requested records and
documentation pertaining to this Agreement for inspection and reproduction. The County shall
be responsible for the payment of these IPSIG services, and under no circumstance shall the
Contractor's prices and any changes thereto approved by the County, be inclusive of any
charges relating to these IPSIG services. The terms of this provision apply to the Contractor, its
officers, agents, employees, subcontractors and assignees. Nothing contained in this provision
shall impair any independent right of the County to conduct an audit or investigate the
operations, activities and performance of the Contractor in connection with this Agreement.
The terms of this Article shall not impose any liability on the County by the Contractor or any
third party.
Miami -Dade County Inspector General Review
According to Section 2-1076 of the Code of Miami -Dade County, Miami -Dade County has
established the Office of the inspector General which may, on a random basis, perform audits
on all County contracts, throughout the duration of said contracts, except as otherwise provided
below. The cost of the audit for this Contract shall be one quarter (1/4) of one (1) percent of the
total contract amount which cost shall be included in the total contract amount. The audit cost
will be deducted by the County from progress payments to the Contractor. The audit cost shall
also be included in all change orders and all contract renewals and extensions.
Page 19 of 24
Rev, 8/
MIA&I-OAOECOUNTY, FLORIDA RFP NI00172
Exception' The above application nfone quarter (1/4)nf one percent fee assessment shall not
apply to the following contracts: (a) IPSIG contracts; (b) contracts for legal services; (c)
contracts for financial advisory services; (d) auditing contracts; (e) facility rentals and lease
agreements; (f) concessions and other rental agreements; (g) insurance contracts; (h) revenue -
generating contracts; (1) contracts where an IPSIG is assigned at the time the contract is
approved by the Commission; 0) professional service agreements under $1,000; (k)
management agreements; (1) small purchase orders as defined in Miami -Dade County
Administrative Order 3-38; (m) federal, state and local government -funded grants; and (n)
interlocal agreements. Notwithstanding the foregoing, the Miami -Dade County Board of
County Commissioners may authorize the inclusion of the fee assessment of one quarter
(114) of'one percent in any exempted contract at the time of award.
Nothing contained above shall in any way limit the powers of the Inspector General to perform
audits on all County contracts imdud|nO, but not Urnihsd to, those contracts specifically exempted
above. The Miami -Dade County Inspector General is, authorized and empowered to review
past, present and proposed County and Public Health Trust contracts, transactions, nccounto,
maonrdn and programs. In addition, the Inspector Bemens| has the power to subpoena
witnesses, administer oaths, require the production of records and monitor existing projects and
programs. Monitoring of an e»jst[oQ project or pnzgnarn may include a report concerning
whether the project is on time, within budget and in conformance with p|ons, specifications and
applicable law. The Inspector General is empowered to analyze the necessity of and
naoeonob|enams of proposed nhenQo orders to the Contract. The Inspector General is
empowered to retain the oon/icne of independent private sector inspectors general /!PS|G\to
audit, inmaeUgote, rnon|tor, oversee, inspect and review operations, activitien, performance and
procurement procesa, including but not limited to project design, specifications, proposal
uubnnitta|a, activities of the Cnntrootor, its officers, agents and employees, |obbyiats. County
staff and elected oOic|a|e to ensure compliance with contract specifications and to detect fraud
and corruption.
Upon written notice to the Contractor from the Inspector General or |PSIG retained by the
Inspector General, the Contractor shall make all requested records and documents available to
the Inspector General nr|PS|Gfor inspection and copying, The Inspector General and |pS|G
shall have the right to inspect and copy all documents and records in the Contractor's
ponsessiom, custody or control vvhich, in the Inspector General's or |PS|G"o eo|o judgment,
pertain to performance of the contract, including, but not limited to original estimate files, change
order estimate files, worksheets, proposals and agreements form and which successful and
unsuccessful subcontractors and suppUers, all project -related correspondence, memoranda,
|nstruotions, financial dooumments, construction dorummonta, proposal and contract documenta,
back -charge documerdm, all documents and records which involve cash, trade or volume
disnounts, insurance pn0000ds, rebotee, or dividends renok/ed, payroll and personnel records,
and supporting documentation for the aforesaid documents and records.
ARTICLE33' LOCAL, STATE, AND FEDERAL COMPLIANCE REQUIREMENTS
Contractor agrees to comply, subject to uon6nnb|e professional standards, with the provisions
of any and all applicable Federal, State and the County nrdare, statutes, nrdinanpaa, rules and
regulations which may pertain to the Services required under this Aonaennnnt, inc|udinQ, but not
limited to:
a) Equal Employment Opportunity (EEO), in compliance with Executive Order 11246 as
amended and applicable to this Contract.
b) Miami -Dade County Florida, Department of Small Business Development Participation
Provisions, asapplicable tothis Contract.
Page 2Qof24
MIAMI-DADE COUNTY, FLORIDA RFP NO. 00172
c) Environmental Protection Agency (EPA), as applicable to this Contract.
d) Miami -Dade County Code, Chapter 11A, Article 3. All contractors and subcontractors
performing work in connection with this Contract shall provide equal opportunity for
employment without regard to race, color, religion, ancestry, national origin, sex,
pregnancy, age, disability, marital status, familial status, sexual orientation, or veteran
status. The aforesaid provision shall include, but not be limited to, the following:
employment, upgrading, demotion or transfer, recruitment advertising; layoff or
termination; rates of pay or other forms of compensation; and selection for training,
including apprenticeship. The Contractor agrees to post in a conspicuous place
available for employees and applicants for employment, such notices as may be
required by the Dade County Fair Housing and Employment Commission, or other
authority having jurisdiction over the work setting forth the provisions of the
nondiscrimination law.
e) "Conflicts of Interest" Section 2-11 of the County Code, and Ordinance 0
f) Miami -Dade County Code Section 10-38 "Debarment".
g) Miami -Dade County Ordinance 99-5, codified at 11A-60 et. seq. of Miami -Dade Code
pertaining to complying with the County's Domestic Leave Ordinance.
h) Miami -Dade County Ordinance 99-152, prohibiting the presentation, maintenance, or
prosecution of false or fraudulent claims against Miami -Dade County.
The Contractor shall hold all licenses and/or certifications, obtain and pay for all permits and/or
inspections, and comply with all laws, ordinances, regulations and building code requirements
applicable to the work required herein. Damages, penalties, and/or fines imposed on the
County or Contractor for failure to obtain and maintain required licenses, certifications, permits
and/or inspections shall be borne by the Contractor, The Project Manager shall verify the
certification(s), license(s), permit(s), etc. for the Contractor prior to authorizing work and as
needed.
Notwithstanding any other provision of this Agreement, Contractor shall not be required
pursuant to this Agreement to take any action or abstain from taking any action if such action or
abstention would, in the good faith determination of the Contractor, constitute a violation of any
law or regulation to which Contractor is subject, including but not limited to laws and regulations
requiring that Contractor conduct its operations in a safe and sound manner.
ARTICLE 34. NONDISCRIMINATION
During the performance of this Contract, Contractor agrees to not discriminate against any
employee or applicant for employment because of race, color, religion, ancestry, national origin,
sex, pregnancy, age, disability, marital status, familial status, sexual orientation, or veteran
status, and will take affirmative action to ensure that employees and applicants are afforded
equal employment opportunities without discrimination. Such action shall be taken with
reference to, but not limited to: recruitment, employment, termination, rates of pay or other
forms of compensation, and selection for training or retraining, including apprenticeship and on
the job training.
By entering into this Contract, the Contractor attests that it is not in violation of the Americans
with Disabilities Act of 1990 (and related Acts) or Miami -Dade County Resolution No. R-385-95.
If the Contractor or any owner, subsidiary or other firm affiliated with or related to the Contractor
is found by the responsible enforcement agency or the County to be in violation of the Act or the
Page 21 of 24
Rev. 8/1 13
8VIAMI-DADHE COUNTY, FLORIDA � RFPNO. 0OY72
Resolution, such violation ShoN render this Contract void. This Contract ahm0 be maid if the
Contractor submits a false affidavit pursuant to this Resolution or the Contractor violates the Act
or the Resolution during the h8rrn of this Contract, even if the Contractor was not in violation at
the time i1submitted its affidavit.
ARTICLE35. CONFLICT [}PINTEREST
The Contractor represents that:
a) No offioer, director, employee, agent, or other consultant of the County or member of
the immediate tannUy or household of the aforesaid has directly or indirectly nsma|vad or
been promised any form of hemefit, payment or compensation, whether tangible or
intangible, in connection with the award of this Agreement.
b) There are mzundisclosed persons orentities interested with the Contractor in! this
Aonaennemt' This Agreement is entered into by the Contractor without any connection
with any other entity or person nnaWnB o proPoao8 for the same purpose, and without
collusion, fraud or conflict of interest. No elected or appointed officer or officia[, dineotpr,
employee, agent or other consultant of the Cuunty, or of the State of Florida (including
elected and appointed members of the legislative and executive branches of
government), or a member of the imm,ed'iate family or househmld of any of the aforesaid:
i\ is interested on behalf of or through the Contractor directly or indirectly in any
manner whatsoever |n the execution or the performance ofthiG 8greemment, or in the
services, supplies or work, to vvh|Ch this Agreement relates or in any portion of the
revnnune'or
0 isonemployee, agent, advisor, orconsultant to the Contractor or to the best ofthe
Contractor's knowledge any subcontractor or supplier to the Contractor.
d Neither the Contractor nor any officer, direotor, employee, agency, parent, subsidiary, or
affiliate, of the Contractor shall have on interest which is in [mnfl]Ct with the Contractor's
fG|1hfo| performance of its obligation under this Agreement; provided that the County, in
its sole discretion, may consent inwriting tosuch orelationship, provided the Contractor
provides the County with a written ncticn, in advance, which identifies all the individuals
and entities involved and sets forth in detail the nature of the relationship and why it is in
the County'o best interest to consent to such relationship.
d) The provisions of this Article are supplemental to, not in lieu of, e0 applicable |ovvu with
respect to conflict of interest. In the event there is a dUfen0000 between the standards
applicable under this Agreement and those provided by stmtute, the stricter standard
shall apply.
e) |mthe event Contractor has noprior knowledge ofoconflict of interest as set forth above
and acquires Information which may indicate that there may be an actual or apparent
violation of any of the above, Contractor shall promptly bring such information to the
attention ofthe Countv`aProject K4anager. Contractor shall thereafter cooperate with the
Counh/n review and investigation of such information, and comp�y with the instructions
Contractor receives from the Project Manager in regard to remed'ngtheGituadon.
ARTICLE 36. PRESS RELEASE [JR OTHER PUBLIC COMMUNICATION
Under no circumstances shall the Contractor without the express written consent of the County:
Page 22of24
MIAMI'DAQECOUNTY, FLORIDA RFpNO. 00f72
o) Issue or permit to be issued any press release, advertisement orliterature of any kind
which refers to the County' or the Work being performed henaumder, unless the
Contractor first obtains the written approval of the Counh/. Such approval may be
withheld if for any reason the County believes that the publication of such information
vvnu|d be harmful tothe public interest oris in any way undesirable; and
N Communicate in any way with any contractor, department, board, agency, commission
or other organization or any person vvhatho, governmental or private in connection with
the Sen/|oga to be performed hereunder except upon prior written approval and
instruction ofthe County; and
C) Except as may be required by law, the Contractor and its employees, agents,
subcontractors and suppliers will not napresent, directly or indirently, that any product or
service provided by the Contractor orsuch parties has been approved or endorsed by
the County.
ARTICLE 37. BANKRUPTCY
The County reserves the right to terminate this contract, if, during the term of any contract the
Contractor has with the County, the Contractor becomes involved as a debtor in a bankruptcy
proceeding, or becomes involved in a reorganization, dissolution, or liquidation proceeding. or if
a trustee or receiver is appointed over all or a substantial portion of the property of the
Contractor under federal bankruptcy law or any state insolvency law.
ARTICLE 38. GOVERNING LAW
This Contract, including appendices, and all matters relating to this Contract (whether in
conƒnact, statute, tortnegligence),orotherwise) shall be governed by, and construed in
accordance with, the laws of the State of Florida. Venue shall be Miami -Dade, County.
ARTICLE 39. FIRST SOURCE HIRING REFERRAL PROGRAM
Pursuant to Section 2_2113 of the Code of Miami -Dade Qounty, for all contracts for goods and
eerv[wao. the Controctor, prior to hiring to fill each vacancy arising under County contract shall
(1) first notify the South Florida Workforce Investment Board (''SFVV|B"). the designated Referral
Agency, of the vacancy and list the vacancy with SFVV|B according to the Code, and (2) make
good faith efforts as determined by the County to fill a minimum of fifty percent (50%) of its
employment needs under the County contract through, the SFVVYB. |fnosuitable candidates can
be employed after a Rofonn| Period of three to five days, the Contractor is free to fill its
vacancies from other sources. Contractor will be required to provide quarterly reports to the
SFVVlB indicating the name and number of employees hired in the previous quarter, or why
referred candidates were rejected. Sanctions for non-compliance shall include, but not be
limited to: (i) suspension of contract until Contractor performs ob[igationa. if appropriate; (ii)
default nnd/wrterminetiom; and (i|i) payment of $1.500/emp|oyee. or the value of the vvagno that
would have been earned given the noncompliance, whichever is less. Registration pnnnndunsa
and additional information regarding the FOMRP are available at
ARTCLE4O. PUBLIC RECORDS AND CONTRACTS FOR SERVICES PERFORMED 0N
BEHALF OFAPUBLIC AGENCY
Page 23of24
Rev. 01/13
MIAMI-DADE COIJNTY, FLORIDA RFP NO. 00172
The Contractor shall comply with the state of FL Public Records Law, s. 119.0701, F.S.,
specifically to: (1) keep and maintain public records that ordinarily and necessarily would be
required by the public agency in order to perform the service; (2) provide the public with access
to public records on the same terms and conditions that the public agency would provide the
records and at a cost that does not exceed the cost provided in Chapter 119, F.S., or as
otherwise provided by law; (3) ensure that public records that are exempt or confidential and
exempt from public records disclosure requirements are not disclosed except as authorized by
law; and (4) meet all requirements for retaining public records and transfer, at no cost, to the
public agency all public records in possession of the Contractor upon termination of the contract
and destroy any duplicate public records that are exempt or confidential and exempt from public
records disclosure requirements. All records stored electronically must be provided to the public
agency in a format that is compatible with the information technology systems of the public
agency. If the Contractor does not comply with a public records request, the public agency shall
enforce contract provisions in accordance with the contract.
ARTICLE 41. SURVIVAL
The parties acknowledge that any of the obligations in this Agreement will survive the term,
termination and cancellation hereof. Accordingly, the respective obligations of the Contractor
and the County under this Agreement, which by nature would continue beyond the termination,
cancellation or expiration thereof, shall survive termination, cancellation or expiration hereof.
IN WITNESS WHEREOF, the parties have executed this Agreement effective as of the contract
date herein above set forth.
Contractor Miami -Dade County
By: By:
Name:
Title:
Date:
Name: Carlos A. Gimenez
Title: Mayor
Date;
Attest: Attest:
Corporate Secretary/Notary Public Clerk of he Board
Corporate Seal/Notary Seal Approved as to form
and legal sufficiency
Assistant County Attorney
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Rev. 8/1/13