HomeMy WebLinkAboutAgenda Item Summary FormAGENDA ITEM SUMMARY FORM
File ID: #11012
Date: 11 /01 /2021
Commission Meeting Date: 04/14/2022
Requesting Department: City Manager's
Office
Sponsored By:
District Impacted: All
Type: Resolution
Subject: Approve - Waiver of Indemnity for King & Spalding, LLP
Purpose of Item:
A Resolution of the Miami Commission, with attachment(s), approving a waiver of
indemnity in the Professional Services Agreement ("PSA") with King & Spalding LLP
("K&S") for the provision of federal lobbying services. Authorizing the City Manager to
execute the PSA between the City and K&S in a form acceptable to the City Attorney.
Further authorizing the City Manager to negotiate and execute all other documents,
including any amendments, renewals, and extensions subject to allocations,
appropriations and budgetary approval having been previously made, and in
compliance with applicable provisions of the Code of the City of Miami, Florida, as
amended, ("City Code"), including, the City of Miami's Procurement Ordinance, Anti -
deficiency Act, and Financial Integrity Principles, all as set forth in Chapter 18 of the City
Code, in a form acceptable to the City Attorney, and in compliance with applicable
regulations, as may be necessary for said purpose.
Background of Item:
On May 13, 2021, via Resolution number R-21-0191, the City Commission by a 4/5ths
vote retroactively ratified, confirmed and approved the City Manager's recommendation
and written findings for the emergency selection of K&S pursuant to Section 18-90 of
the Code of the City of Miami, Florida, as amended ("City Code"), waiving the
requirements for competitive sealed bidding methods as not being practicable or
advantageous to the City of Miami ("City") for the provision of federal lobbying services
The City negotiated a PSA with K&S; however, K&S is requesting a significant change
to the City's indemnification provision, specifically approving a waiver of indemnity
whereby the firm shall not have a duty to indemnify the City or otherwise defend the City
at the firm's own cost.
Budget Impact Analysis
Item is NOT funded by Bonds
Item is NOT Related to Revenue
Item has NOT an Expenditure
Total Fiscal Impact:
N/A
Department of Procurement
Office of Management and Budget
Office of Management and Budget
City Manager's Office
Legislative Division
Office of the City Attorney
Office of the City Attorney
Office of the City Attorney
City Commission
City Commission
City Commission
Annie Perez
Aniska Elliott
Marie Gouin
Arthur Noriega V
Valentin J Alvarez
Pablo Velez
Barnaby L. Min
Victoria Mendez
Nicole Ewan
Nicole Ewan
Maricarmen Lopez
Reviewed B
Procurement Review
Budget Analyst Review
Budget Analyst Review
City Manager Review
Legislative Division Review
ACA Review
Deputy City Attorney Review
Approved Form and Correctness
Meeting
Meeting
Meeting
Completed 11/04/2021 4:31 PM
Completed 11/05/2021 9:43 AM
Completed 11/05/2021 1:13 PM
Completed 11/08/2021 8:52 AM
Completed 11/09/2021 11:22 AM
Completed 11/11/2021 12:01 AM
Completed 11/13/2021 8:51 AM
Completed 11/24/2021 8:56 AM
Completed 12/09/2021 9:00 AM
Completed 02/24/2022 9:00 AM
Completed 04/14/2022 9:00 AM
City of Miami
Legislation
Resolution
City Hall
3500 Pan American Drive
Miami, FL 33133
www.miamigov.com
File Number: 11012 Final Action Date:4/14/2022
MAY BE WITHDRAWN
A RESOLUTION OF THE MIAMI CITY COMMISSION APPROVING AND
AUTHORIZING THE WAIVER OF INDEMNIFICATION WITH KING & SPALDING, LLP,
A FOREIGN LIMITED LIABILITY PARTNERSHIP AUTHORIZED TO CONDUCT
BUSINESS IN THE STATE OF FLORIDA ("K&S"), FOR THE PROVISION OF
FEDERAL LOBBYING SERVICES FOR THE CITY OF MIAMI ("CITY") AS APPROVED
BY RESOLUTION NO. R-21-0191 ADOPTED ON MAY 13, 2021; AUTHORIZING THE
CITY MANAGER TO NEGOTIATE AND EXECUTE A PROFESSIONAL SERVICES
AGREEMENT BETWEEN THE CITY AND K&S, IN A FORM ACCEPTABLE TO THE
CITY ATTORNEY; FURTHER AUTHORIZING THE CITY MANAGER TO NEGOTIATE
AND EXECUTE ANY AND ALL OTHER DOCUMENTS, INCLUDING ANY
AMENDMENTS, RENEWALS, AND EXTENSIONS, SUBJECT TO ALL
ALLOCATIONS, APPROPRIATIONS, PRIOR BUDGETARY APPROVALS,
COMPLIANCE WITH ALL APPLICABLE PROVISIONS OF THE CODE OF THE CITY
OF MIAMI, FLORIDA, AS AMENDED ("CITY CODE"), INCLUDING THE CITY'S
PROCUREMENT ORDINANCE, ANTI -DEFICIENCY ACT, AND FINANCIAL
INTEGRITY PRINCIPLES, ALL AS SET FORTH IN CHAPTER 18 OF THE CITY
CODE, IN FORMS ACCEPTABLE TO THE CITY ATTORNEY, AND IN COMPLIANCE
WITH ALL APPLICABLE LAWS, RULES, AND REGULATIONS, AS MAY BE DEEMED
NECESSARY FOR SAID PURPOSE.
WHEREAS, on May 13, 2021, pursuant to Resolution No. R=21-0191, the City
Commission, by an affirmative four -fifths (4/5ths) vote, confirmed, approved, and ratified the City
Manager's recommendation and written finding for the emergency selection of King & Spalding
LLP, a foreign limited liability partnership authorized to conduct business in the State of Florida
("K&S"), for the provision of federal lobbying services for the City of Miami ("City") pursuant to
Section 18-90 of the Code of the City of Miami, Florida, as amended ("City Code"), waiving
competitive sealed bidding requirements as not being practicable or advantageous for the City;
and
WHEREAS, during the City's negotiation with K&S concerning the resultant Professional
Services Agreement ("PSA"), K&S requested significant changes to the PSA's indemnification
language; and
WHEREAS, the proposed changes to the PSA's indemnification language constitute a
waiver of the indemnification and, thereby, eliminate K&S' duty to indemnify the City and/or
otherwise defend the City at the cost and expense of K&S; and
WHEREAS, it is appropriate for the waiver of the K&S indemnification of the City to be
approved by the City Commission;
NOW, THEREFORE, BE IT RESOLVED BY THE COMMISSION OF THE CITY OF
MIAMI, FLORIDA:
Section 1. The recitals and findings contained in the Preamble to this Resolution are
adopted by reference and Incorporated as fully set forth in this Section.
Section 2. The waiver of the indemnification in the PSA with K&S for the provision of
federal lobbying services for the City, as approved by City Commission Resolution No. R-21-
0191 adopted on May 13, 2021, is hereby approved and authorized.
Section 3. The City Manager is authorized' to negotiate and execute the PSA between
the City and K&S, in a form acceptable to the City Attorney.
Section 4. The City Manager is further authorized' to negotiate and execute any and all
other documents, including any amendments, renewals, and extensions, subject to all
allocations, appropriations, prior budgetary approvals, compliance with all applicable provisions
of the City Code, including the City's Procurement Ordinance, Anti -Deficiency Act, and Financial
Integrity Principles, all as set forth in Chapter 18 of the City Code, in forms acceptable to the
City Attorney, and in compliance with all applicable laws, rules, and regulations, as may be
deemed necessary for said purpose.
Section 5. This Resolution shall become effective Immediately upon its adoption.
APPROVED AS TO FORM AND CORRECTNESS:
ndez, ity kkor ey 11/24/2021
1 The herein authorization is further subject to compliance with all legal requirements that may be
imposed, including but not limited to those prescribed by applicable City Charter and City Code
provisions.