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24321
AGREEMENT INFORMATION AGREEMENT NUMBER 24321 NAME/TYPE OF AGREEMENT ETC INSTITUTE INC. DESCRIPTION EXPERT CONSULTANT AGREEMENT/CITY OF MIAMI RESIDENT SATISFACTION SURVEY/MATTER ID: 22-2751 EFFECTIVE DATE March 21, 2023 ATTESTED BY TODD B. HANNON ATTESTED DATE 3/21/2023 DATE RECEIVED FROM ISSUING DEPT. 3/21/2023 NOTE DOCUSIGN AGREEMENT BY EMAIL DocuSign Envelope ID: E37D8D47-5797-4AED-992D-7F4D69D13813 AL v. CITY OF MIAMI DOCUMENT ROUTING FORM Department of Procurement ORIGINATING DEPARTMENT: DEPT. CONTACT PERSON: Aimee Gandarilla EXT. 1906 NAME OF OTHER CONTRACTUAL PARTY/ENTITY: ETC INSTITUTE INC. IS THIS AGREEMENT A RESULT OF A COMPETITIVE PROCUREMENT PROCESS? I TOTAL CONTRACT AMOUNT: $ FUNDING INVOLVED? r TYPE OF AGREEMENT: ❑ MANAGEMENT AGREEMENT ❑ PROFESSIONAL SERVICES AGREEMENT ❑ GRANT AGREEMENT ❑ EXPERT CONSULTANT AGREEMENT ❑ LICENSE AGREEMENT OTHER: (PLEASE SPECIFY) YES NO ES ❑ NO ❑ PUBLIC WORKS AGREEMENT ❑ MAINTENANCE AGREEMENT ❑ INTER -LOCAL AGREEMENT ❑ LEASE AGREEMENT ❑ PURCHASE OR SALE AGREEMENT PURPOSE OF ITEM (BRIEF SUMMARY): EXPERT CONSULTANT AGREEMENT ETC INSTITUTE, INC. COMMISSION APPROVAL DATE: FILE ID: ENACTMENT NO.: IF THIS DOES NOT REQUIRE COMMISSION APPROVAL, PLEASE EXPLAIN: ROUTING INFORMATION Date PLEASE PRINT AND SIGN DIRECTOR OF PROCUREMENT/CHIEF PROCUREMENT OFFICER March 16, 2023 Annie Perez, CPPO 1 06:41:11 EDTso � SIGNATURE: A-- Ya.., RISK MANAGEMENT March 16, 2023 Ann -Marie Sharpe I 07:29:22 EDT ,—ooys,a.ed e. SIGNATURE: ov,,v, CITY ATTORNEY matter 22-2751 March 17, 2023 Victoria Mendez I 11:04:44 EDT s ,, SIGNATURE: C1p ASSISTANT CITY MANAGER, CHIEF FINANCIAL OFFICER March 21, 2023 Larry Spring, CPA' I 09: 55 :13 EDT SIGNATURE: 19SP", ASSISTANT CITY MANAGER, CHIEF OF OPERATIONS Natasha Colebrook -Williams SIGNATURE: DEPUTY CITY MANAGER Nzeribe Ihekwaba, Ph.D., PE SIGNATURE: CITY MANAGER March 21, 2023 IAlla2r7e'EDT SIGNATURE: Cna NO,,,,, „�s„oazA CITY CLERK March 21, 2023 odd Hnnon IT122:31a 29 EDT SIGNATURE: q, PLEASE ATTACH THIS ROUTING FORM TO ALL DOCUMENTS THAT REQUIRE EXECUTION BY THE CITY MANAGER DocuSign Envelope ID: E37D8D47-5797-4AED-992D-7F4D69D13813 IAFI I{�1AAT 11 I fp � City of Miami Office of the City Attorney Legal Services Request To: Office of the City Attorney From: Cristiane Lima Contact Person Procurement Contracting Officer Title 3/15/2023 Date: Procurement Requesting Client (305) 416-1904 Telephone Legal Service Requested: Matter 22-2751 EXPERT CONSULTANT AGREEMENT ETC INSTITUTE, INC. Complete form and forward to the Office of the City Attorney or e-mail to Legal Services. Do not assume that the Office of the City Attorney knows the background of the question and/or issue, such as opinions on the same or similar issues, the existence of relevant memos, correspondence, etc. Please attach to this form and/or e-mail all pertinent information relating to the subject. Once your request has been assigned, an e-mail will be sent to you with the Assigned Attorney's name and the issued matter identification number. All attorneys in the Office of the City Attorney shall fully comply with the Rules Regulating the Florida Bar. For Legal Services requesting an opinion from the Office of the City Attorney: nlssue opinion in writing. Publish opinion after issuance. Authorized by: Annie Perez Date response requested by: BELOW PORTION TO BE COMPLETED BY THE OFFICE OF THE CITY ATTORNEY Assigned Attorney: Date: File No. Approved by: Ultimate Client: Comments: D / R Date: Copy returned to Requesting Client Type: Matrix: Category: Copy to Ultimate Client rev. 04/14/2017 DocuSign Envelope ID: E37D8D47-5797-4AED-992D-7F4D69D13813 PROFESSIONAL SERVICES AGREEMENT OVERVIEW PSA TITLE: EXPERT CONSULTANT AGREEMENT BETWEEN THE CITY OF MIAMI, FLORIDA AND ETC INSTITUTE INC. 1. AWARD DELEGATED AUTHORITY: ❑ Chief Procurement Officer — Authority level of $ N/A 0 City Manager — Authority level of $ $38,000.00 ❑ City Commission — RESOLUTION No. N/A 2. PROCUREMENT METHOD: ❑ RFP/RFQ ❑ IFB ❑ SOLE SOURCE ❑ PIGGY -BACK ❑ PROFESSIONAL SERVICES UNDER $25,000 ❑.� OTHER (Please explain): Expert Consultant Agreement 3. WHAT IS THE SCOPE OF SERVICES? The scope of work consists of conducting a City of Miami's resident satisfaction survey in three phases: 1) Designing and preparing the sampling plan, 2) Administering the survey, and 3) Analysis and a final report with an interactive data dashboard. 4. IF CITYWIDE, WHAT ARE THE MOST FREQUENT USER DEPARTMENTS? Office of Management and Budget 5. IS THE AWARDEE THE INCUMBENT? No 6. IS THE PRICING HIGHER, LOWER OR THE SAME AS THE CURRENT CONTRACT? N/A 7. WHEN DOES THE CURRENT CONTRACT EXPIRE? N/A 8. WHAT WAS THE PREVIOUS SPEND ON THE CURRENT CONTRACT? N/A 9. WHAT IS THE METHOD OF AWARD (Group, Item by Item etc.)? Expert Consultant qualified in accordance with to Sections 18-72, 18-73, and 18-116 of the City Code. DocuSign Envelope ID: E37D8D47-5797-4AED-992D-7F4D69D13813 EXPERT CONSULTANT AGREEMENT BETWEEN THE CITY OF MIAMI, FLORIDA AND ETC INSTITUTE INC. THIS AGREEMENT ("Agreement") is made and entered into this 21stday of March , 202 3 , effective upon signature ("Effective Date"), by and between the City of Miami, Florida, a Florida municipal corporation ("City"), whose address is 444 S.W. 2nd Avenue, Miami, Florida 33130, and ETC Institute Inc., a Kansas foreign profit corporation authorized to conduct business in Florida ("Expert Consultant" or "ETC"), whose address is 725 W. Frontier Lane, Olathe, KS 66061. WITNESSETH: WHEREAS, the City, from time to time, retains firms or individuals acting as independent contractors on a contractual basis for a specific term to perform certain specialized and defined tasks for the City and which tasks, by their nature, require independent and autonomous judgment; and WHEREAS, the City must retain the professional services of the Expert Consultant to provide the City's Office of Management and Budget ("Budget") with the Scope of Services defined in Exhibit "A", attached and incorporated ("Services"); and WHEREAS, the City, through the City Manager's Office, has deemed the Expert Consultant qualified in accordance with Sections 18-72,18-73, and 18-116 of the Code of the City of Miami, Florida, as amended ("City Code"), and the Expert Consultant agrees to perform the Services as defined and described herein; NOW, THEREFORE, pursuant to Sections 18-72, 18-73, and 18-116 of the City Code, in consideration of the mutual obligations expressed herein and for other good and valuable consideration, the receipt and sufficiency of which are acknowledged by the parties, the City and the Expert Consultant agree as follows: Section 1. Recitals and Incorporations. The foregoing recitals are true and correct and are hereby incorporated into and made a part of this Agreement. Section 2. Scope of Services. Pursuant to the City Code, the City Manager may retain an Expert Consultant and assign the same to a City Department. The Expert Consultant identified above will be assigned to assist Budget, or its designee, and shall perform the Services outlined in Exhibit "A", attached and incorporated. The Expert Consultant represents to the City that the Expert Consultant is now, upon execution of this Agreement, and shall at all times during the term of this Agreement remain, fully qualified, competent, and capable to perform the Services under this Agreement. Section 3. Remuneration, Audit and Inspection. A. The Expert Consultant shall receive Thirty -Eight Thousand Dollars ($38,000.00) as compensation for the services specified in Exhibit "A". Even if there is, at the discretion of the City, an Amendment to increase the renumeration, in no event shall the total of remuneration for all Services exceed One Page 1 of 15 DocuSign Envelope ID: E37D8D47-5797-4AED-992D-7F4D69D13813 Hundred Twenty -Five Thousand Dollars ($125,000.00) per year. The City, in its best interest, reserves the right to request additional related services to be provided by the Expert Consultant. Any additional services in excess of those described in Exhibit "A" shall be negotiated and pre -approved in writing by the City Manager or designee prior to the services being rendered. The Expert Consultant will provide a detailed invoice listing daily work for any billing period and will also report the number of hours worked and tasks completed as enumerated in Exhibit "A" during that period. B. The Expert Consultant shall not be entitled to any employment emoluments and, as such, the Expert Consultant shall be required to complete Internal Revenue Services ("IRS") Form W-9 prior to execution of this Agreement. Further, the Expert Consultant expressly acknowledges that the Expert Consultant shall not acquire status, benefits, or rights as a City employee, temporary or permanent, classified or unclassified, by virtue of this Agreement. The Expert Consultant shall provide the City Manager with the completed IRS Form W-9 at the time of execution of the Agreement. C. Unless otherwise specifically provided in Exhibit "A", pursuant to the Florida Prompt Payment Act, payment will be made within forty-five (45) days after receipt of the Expert Consultant's invoice, which shall be accompanied by sufficient supporting documentation and contain sufficient detail to allow proper audit of expenditures should the City require one to be performed. D. The City may, at all reasonable times and for a period of up to three (3) years following the date of final payment by the City to the Expert Consultant under the Agreement, audit, cause to be audited, inspect, or cause to be inspected those books and records of the Expert Consultant which are related to the Expert Consultant's performance under the Agreement. The Expert Consultant agrees to maintain such books and records at a location within the City for a period of three (3) years after final payment is made under the Agreement. Section 4. Term. The Agreement shall become effective as of the Effective Date as defined on its first page and shall be for the duration of six (6) months with one (1) six (6) month option to renew at the City's sole discretion. The City, acting by and through the City Manager, shall have the option to extend or terminate the Agreement for convenience. Section 5. Termination. This Agreement may be terminated at any time by either party, with or without cause. In the event of termination of this Agreement for any reason with or without cause, the Expert Consultant shall not have recourse to any City Grievance or Disciplinary Procedure. In the event of termination, the Expert Consultant will be compensated for actual Services rendered up to and including the date of termination. Section 6. Relationship Between Parties. A. The Expert Consultant, under the terms and conditions of this Agreement, is an independent contractor and not a City employee. As the Expert Consultant is an independent contractor, the Expert Consultant shall not be entitled to any employment emoluments. Access and use of City property shall be at the sole discretion of the City Manager. The Expert Consultant acknowledges that such access to and use of City property does not alter the Expert Consultant's status as an independent contractor. B. Other than as legally required by the Expert Consultant in rendering the Services, all other documents, information, materials, reports, and work product developed by the Expert Consultant in Page 2 of 15 DocuSign Envelope ID: E37D8D47-5797-4AED-992D-7F4D69D13813 performing the Services pursuant to this Agreement are, and shall remain, the property of the City. The Expert Consultant understands and agrees that any information, documents, reports, materials, work product, or any other materials whatsoever which are given by the City to the Expert Consultant, or which are otherwise obtained or prepared by the Expert Consultant pursuant to or under the terms of this Agreement, are and shall at all times remain the property of the City. The Expert Consultant agrees not to use any such information, document, report, work product, or material for any other purpose whatsoever without the prior written consent of the City, which may be withheld or conditioned by the City in the City's sole discretion. C. The Expert Consultant shall work with the City to develop and undertake the schedule necessary to provide the Services as needed by the City. The Expert Consultant acknowledges that working with the City to provide necessary scheduling for the Services does not alter its status as an independent contractor and the Expert Consultant acknowledges and understands that compensation payment for its time is based upon the standards required by the IRS for payments to an independent contractor. Section 7. Indemnification. The Expert Consultant shall indemnify, save and hold harmless, and defend (at its own cost and expense), the City, its officers, agents, directors, employees, and instrumentalities from all liabilities, damages, losses, judgements, and costs, including, but not limited to, reasonable attorneys' fees, to the extent caused by the negligence, recklessness, negligent act or omission, or intentional wrongful misconduct of the Expert Consultant and persons employed or utilized by the Expert Consultant in the performance of this Agreement. In the event that any action or proceeding is brought against the City by reason of any such claim or demand, the Expert Consultant shall, upon written notice from the City, resist and defend such action or proceeding by counsel satisfactory to the City. The Expert Consultant expressly understands and agrees that any insurance protection required by this Agreement or otherwise provided by the Expert Consultant shall in no way limit the responsibility to indemnify, save and hold harmless, and defend (at its own cost and expense), the City, its officers, agents, directors, employees, and instrumentalities as herein provided. The indemnification provided above shall obligate the Expert Consultant to defend, at its own cost and expense, to and through trial, administrative, appellate, supplemental or bankruptcy proceeding, or to provide for such defense, at the City's option, any and all claims of liability and all suits and actions of every name and description which may be brought against the City, whether performed by the Expert Consultant or persons employed or utilized by the Expert Consultant. These duties described in this Section will survive the cancellation or expiration of the Agreement. This Section will be interpreted under the laws of the State of Florida, including without limitation and interpretation, Sections 725.06 and/or 725.08, Florida Statutes, as applicable and as amended. The Expert Consultant shall require all sub -consultant agreements to include a provision that each sub - consultant will indemnify the City with substantially the same language as this Section. The Expert Consultant agrees and recognizes that the City shall not be held liable or responsible for any claims which may result from any actions or omissions of the Expert Consultant in which the City participated either through review or concurrence of the Expert Consultant's actions. In reviewing, approving, or rejecting any submissions by the Expert Consultant or other acts of the Expert Consultant, the City, in no way, assumes or shares any responsibility or liability of the Expert Consultant or sub -consultant under this Agreement. Page 3 of 15 DocuSign Envelope ID: E37D8D47-5797-4AED-992D-7F4D69D13813 Ten Dollars ($10.00) of the payments made by the City constitute separate, distinct, and independent consideration for the granting of this Indemnification, the receipt and sufficiency of which is voluntarily and knowingly acknowledged by the Expert Consultant. Section 8. Insurance. The Expert Consultant fully understands and hereby agrees that it shall be the responsibility of the Expert Consultant to secure its own insurance coverage, as applicable insurance will not be paid by the City on behalf of the Expert Consultant while performing the Services. The Expert Consultant shall maintain insurance coverage and provide evidence of such insurance coverage in such amounts as may be required by the City's Risk Management Department in Composite Exhibit "B", including the Insurance Requirements and the W-9, all attached and incorporated. Section 9. Nondiscrimination. The Expert Consultant represents and warrants to the City that the Expert Consultant does not and will not engage in discriminatory practices and that there shall be no discrimination in connection with the Expert Consultant's performance under this Agreement on account of race, age, religion, color, gender, gender identity, sexual orientation, national origin, marital status, physical or mental disability, political affiliation, or any other factor. The Expert Consultant further covenants that no otherwise qualified individual shall, solely by reason of their race, age, religion, color, gender, gender identity, sexual orientation, national origin, marital status, physical or mental disability, political affiliation, or any other factor be excluded from participation in, be denied services, or be subject to discrimination under any provision of this Agreement. Section 10. Non -Assignment, Successors, and Assigns. The Expert Consultant's Services are unique in nature and are not assignable. Section 11. Ownership of Documents. The Expert Consultant understands and agrees that any information, document, report, plan, budget, or any other material whatsoever which is given by the City or on behalf of the City to the Expert Consultant pursuant to or under the terms of this Agreement is, and shall at all times remain, the property of the City. The Expert Consultant agrees not to use any such information, document, report, plan, budget, or any other materials without the prior written consent of the City, which consent may be withheld or conditioned by the City as the owner thereof. Section 12. Public Records. A. The Expert Consultant understands that the public shall have access, at all reasonable times, to all documents and information pertaining to City Agreements, subject to the provisions of Chapter 119, Florida Statutes, and agrees to allow access by the City and the public to all documents subject to disclosure under all applicable laws. The Expert Consultant's failure or refusal to comply with the provisions of this Section shall result in the immediate cancellation of this Agreement by the City and any potential penalties authorized by Chapter 119, Florida Statutes. B. The Expert Consultant shall additionally comply with Section 119.0701, Florida Statutes, including without limitation: (1) keeping and maintaining public records that ordinarily and necessarily would be required of the City to perform this Service; (2) upon request from the City's custodian of public records, provide the City with a copy of the requested records or allow the records to be inspected or copied within a reasonable time at a cost that does not exceed the cost provided in Chapter 119, Florida Statutes, 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 Page 4 of 15 DocuSign Envelope ID: E37D8D47-5797-4AED-992D-7F4D69D13813 for the duration of the Agreement's term and following completion of the same, if the Expert Consultant does not transfer the records to the City; and (4) upon completion of the Agreement, transfer, at no cost to the City, all public records in possession of the Expert Consultant or keep and maintain public records required by the City to perform the Services. If the Expert Consultant transfers all public records to the City upon completion of the Agreement, the Expert Consultant shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. If the Expert Consultant keeps and maintains the public records upon completion of the Agreement, the Expert Consultant shall meet all applicable requirements for retaining public records. All records stored electronically must be provided to the City, upon request from the City's custodian of public records, in a format that is compatible with the information technology systems of the City. Notwithstanding the foregoing, the Expert Consultant shall be permitted to retain any public records that make up part of its work product solely as required for archival purposes, as required by law, or to evidence compliance with the terms of the Agreement. C. Should the Expert Consultant determine to dispute any public access provision required by Florida Statutes, the Expert Consultant shall do so in accordance with the provisions of Chapter 119, Florida Statutes, at its own expense and at no cost to the City. IF THE EXPERT CONSULTANT HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE EXPERT CONSULTANT'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS AGREEMENT, THE EXPERT CONSULTANT MUST CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT (305) 416-1800, VIA ELECTRONIC MAIL AT PUBLICRECORDS(a�MIAMIGOV.COM, OR VIA REGULAR MAIL AT CITY OF MIAMI, OFFICE OF THE CITY ATTORNEY, 444 S.W. 2ND AVENUE, 9TH FLOOR, MIAMI, FLORIDA 33130. THE EXPERT CONSULTANT MAY ALSO CONTACT THE RECORDS CUSTODIAN AT THE CITY DEPARTMENT WHO IS ADMINISTERING THIS AGREEMENT. Section 13. Award of Agreement. The Expert Consultant represents and warrants to the City that the Expert Consultant has not employed or retained any person or firm employed by the City to solicit or secure this Agreement and that it has not offered to pay, paid, or agreed to pay any person any fee, commission, percentage, brokerage fee, finder's fee, or gift of any kind contingent upon or in connection with the award of this Agreement. Section 14. Compliance with Federal, State, and Local Laws. The Expert Consultant understands that agreements between private entities and local governments are subject to certain laws and regulations, including laws pertaining to open public meetings, public records, conflicts of interest, procurement procedures, record keeping, etc. The Expert Consultant agrees to comply with and to observe all applicable laws, codes, and ordinances, as they may be amended from time to time. Section 15. Notices. All notices or other communications required under this Agreement shall be in writing and shall be given by hand -delivery or by registered, certified U.S. Mail, return receipt requested, addressed to the other party at the address indicated herein or to such other address as a party may designate by notice given, as herein provided. Notice shall be deemed given on the day on which personally delivered; or if by U.S. Mail, on the fifth (5th) day after being posted or the date of actual receipt, whichever is earlier. Page 5 of 15 DocuSign Envelope ID: E37D8D47-5797-4AED-992D-7F4D69D13813 To Expert Consultant: ETC Institute Inc. c/o Jason Morado 725 W. Frontier Lane, Olathe, KS 66061 jason.morado@etci nstitute.com To the City: City Manager's Office ATTN: Arthur Noriega V, City Manager City of Miami 444 S.W. 2nd Avenue, 10th Floor Miami, Florida 33130 Office of Management and Budget ATTN: Marie Gouin City of Miami 444 S.W. 2nd Avenue, 5th Floor Miami, Florida 33130 Procurement Department ATTN: Annie Perez, CPPO, Director City of Miami 444 S.W. 2nd Avenue, 6th Floor Miami, Florida 33130 Office of the City Attorney ATTN: Victoria Mendez, City Attorney City of Miami 444 S.W. 2nd Avenue, Suite 945 Miami, Florida 33130 Section 16. Contingency Clause. Funding for this Agreement is contingent upon the availability of funds and continued authorization of City activities and the Agreement is subject to (a) an amendment due to lack of funds, reduction of funds, and/or change in regulations or the Code, upon written notice, or (b) termination pursuant to Section 5 hereof. Section 17. Severability. If any provision of this Agreement shall for any reason be held to be invalid, illegal, unenforceable, or in conflict with any law of a federal, state, or local government having jurisdiction over this Agreement, such provision shall be construed so as to make it enforceable to the greatest extent permitted, such provision shall remain in effect to the greatest extent permitted and the remaining provisions of this Agreement shall remain in full force and effect. Section 18. Miscellaneous. A. The Agreement shall be construed and enforced according to the laws of the State of Florida. The parties hereto agree that venue for all federal, state, and local matters, if any, arising under the Agreement shall be in the applicable respective federal, state, and/or local courts located in Miami -Dade County, Florida. Each party waives any defense, whether asserted by motion or pleading, that the aforementioned courts are an improper or inconvenient venue. Moreover, the parties consent to the personal jurisdiction of the aforementioned courts and irrevocably waive any objections to said Page 6 of 15 DocuSign Envelope ID: E37D8D47-5797-4AED-992D-7F4D69D13813 jurisdiction. The parties irrevocably waive any rights to a jury trial. Each party shall pay its own costs and attorneys' fees. B. Should any provision, paragraph, sentence, word, or phrase contained in the Agreement be determined by a court of competent jurisdiction to be invalid, illegal, or otherwise unenforceable under the laws of the State of Florida or the City, such provision, paragraph, sentence, word, or phrase shall be deemed modified to the extent necessary in order to conform with such laws, or if not modifiable, then the same shall be deemed severable, and in either event, the remaining terms and provisions of the Agreement shall remain unmodified and in full force and effect. C. No waiver or breach of any provision of the Agreement shall constitute a waiver of any other breach or of any subsequent breach of the same or any other provision hereof and no waiver shall be effective unless made in writing. D. The Agreement constitutes the sole and entire agreement between the parties hereto relating to the subject matter hereof and correctly sets forth the rights, duties, and obligations of each to the other as of its date. Any prior agreements, promises, negotiations, or representations not expressly set forth in the Agreement, including the Exhibits hereto, are of no force and effect. No modification to, supplement of, deletion from, amendment, or addition to the Agreement shall be valid unless in writing and executed by the properly authorized representatives of the parties hereto. Section 19. Survival. The parties acknowledge that the obligations in this Agreement will survive the term, termination, and cancellation hereof. Accordingly, the respective obligations of the Expert Consultant and the City under this Agreement shall survive termination, cancellation, or expiration hereof. Section 20. Counterparts; Electronic Signatures. This Agreement may be executed in counterparts, each of which shall be an original as against either party whose signature appears thereon, but all of which taken together shall constitute but one and the same instrument. An executed facsimile or electronic scanned copy of this Agreement shall have the same force and effect as an original. The parties shall be entitled to sign and transmit an electronic signature on this Agreement (whether by facsimile, PDF, or other email transmission), which signature shall be binding on the party whose name is contained therein. Any party providing an electronic signature agrees to promptly execute and deliver to the other parties an original signed Agreement upon request. Page 7 of 15 DocuSign Envelope ID: E37D8D47-5797-4AED-992D-7F4D69D13813 IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the day and year first above written. ATTEST: "Expert Consultant" or "ETC" ETC INSTITUTE INC., a Kansas foreign profit corporation authorized to conduct business in Florida By: �.r v� By: Name: Christopher E Tatham Name: Title: CEO Title: CFO ATTEST: (— By: Todd Hannon City Clerk DocuSigned by: "City" CITY OF MIAMI, a Florida municipal corporation By: CvA.ur hbv redo Arthur Noriega V City Manager APPROVED AS TO FORM AND APPROVED AS TO INSURANCE CORRECTNESS: REQUIREMENTS: IDS ooc9..de. w oo ss.ed,. By: �se By: r1%re i atimvy Victoria Mendez (Matter 22-2751) Ann -Marie Sharpe City Attorney Risk Management Director Page 8 of 15 DocuSign Envelope ID: E37D8D47-5797-4AED-992D-7F4D69D13813 COMPANY RESOLUTION (This Resolution needs to authorize the signatory to sign) WHEREAS, ETC Institute ., a Corporation (company type: Inc., LLC.), desires to enter into an Agreement with the City of Miami for the purpose of performing the work described in the contract to which this resolution is attached; and Corporate Officers/Board Members WHEREAS, the (board type; Board of Directors for Inc, Board of Managers for LLC.) at a duly held company meeting has considered the matter in accordance with the bylaws of the company; NOW, THEREFORE, BE IT RESOLVED BY THE BOARD of ETC Institute (same as identified above) that this company is authorized to enter into the Agreement with the City, and the CFO (company officer title) and the CEO (company officer title) are hereby authorized and directed to execute the Agreement in the name of this Company and to execute any other document and perform any acts in connection therewith as may be required to accomplish its purpose. IN WITNESS WHEREOF, this 14th day of March , 2023 . ETC Institute ("ETC") An Kansas (State) Company 7- By: j�/��_~ (sign) Print Name: Gregory S Emas TITLE: CFO Print Name: Christopher E Tatham (sign) Page 9 of 15 DocuSign Envelope ID: E37D8D47-5797-4AED-992D-7F4D69D13813 Exhibit "A" SCOPE OF SERVICES AND COMPENSATION SCHEDULE Scope of Work: The Expert Consultant shall conduct a resident satisfaction survey for the City of Miami in three (3) phases: A. PHASE 1: DESIGN THE SURVEY AND PREPARE THE SAMPLING PLAN In this phase, the Expert Consultant shall: 1. Work with Budget staff to develop the content of the survey and meeting by phone/video conference to discuss the goals and objectives for the project. To facilitate the survey design process, the Expert Consultant will provide sample surveys created for similar projects. It is anticipated that 3-4 drafts of the survey will be prepared before the survey is approved by Budget. The survey shall be up to 6 pages in length; 2. Participate in meetings by phone/video conference to develop the survey; 3. Conduct a pilot test of the survey to ensure the questions are understood by residents. Based on the results of the pilot test, the Expert Consultant will recommend changes (if needed) to the survey; 4. Select a random sample of City residents to be contacted for the survey. The sample will be address -based; and 5. Provide a copy of the approved survey instrument at the end of this phase. B. PHASE 2: ADMINISTER THE SURVEY In this phase, the Expert Consultant shall: 1. Administer the survey by a combination of mail and online. The survey will be available in English, Spanish, and Creole; 2. Mail the survey and a cover letter (on City letterhead) to a random sample of households in the City. Only one survey per household will be sent. Postage -paid envelopes will be provided by the Expert Consultant for each respondent. The City will provide a cover letter for the mailed survey. The cover letter will contain a link to an online version of the survey. Residents who receive the survey will have the option of returning the printed survey by mail or completing it on-line; 3. Follow-up with households by sending postcards, texts and/or a second mailing (if needed) to maximize participation in the survey. The Expert Consultant shall continue following up with households until reaching a minimum of 1,000 completed surveys, including at least 200 surveys per City Commission District. A sample size of 1,000 completed surveys will provide results that have a margin of error of +/-3.1 % at the 95% level of confidence at the City level; Page 10 of 15 DocuSign Envelope ID: E37D8D47-5797-4AED-992D-7F4D69D13813 4. Promote awareness of the survey using social media ads (i.e. Facebook) to encourage participation; 5. Collect the home address information from all respondents who complete the survey online. The Expert Consultant shall match addresses from respondents who complete the survey online to the addresses that were selected for the random sample to ensure the participant is part of the random sample. If a respondent does not provide an address or the address is not part of the random sample, it will not be included; 6. Monitor the distribution of the sample to ensure that the sample reasonably reflects the demographic composition of the City with regard to geographic dispersion, age, gender, race/ethnicity and other factors. The Expert Consultant shall weight the data as needed if one or more demographic groups is over/underrepresented relative to recent Census estimates for the City's population; 7. Send the City a link to an online survey that any City resident can fill out (general public survey). The City can promote the link on their website, through social media, and/or at public meetings. The results from the general public survey will be processed and analyzed in a separate database from the statistically valid surveys (random sample). The general public survey results will not be included as part of the final report based on the 1,000 statistically valid surveys, but the Expert Consultant shall provide the City with the general public survey results as tabular data; and 8. Provide a copy of the overall results for each question on the survey at the end of this phase. C. PHASE 3: ANALYSIS AND FINAL REPORT By the end of Phase 3, the Expert Consultant shall provide the following: 1. Final Formal Report in an electronic format; 2. Raw data in an Excel database, or another format as requested by the City; and 3. Interactive data dashboard to help the City review and analyze the survey data in real time anywhere with access to the Internet. The Final Formal Report shall include at the minimum, but not limited to, the following items: 1. An executive summary of the survey methodology and a description of major findings; 2. Charts and graphs that show the overall results of each question on the survey, including comparisons to previous surveys when applicable; 3. Benchmarking analysis showing how the City compares to other communities; 4. Importance -Satisfaction Analysis that will identify the areas where the greatest opportunities exist to enhance overall satisfaction with City services; 5. GIS maps that show geocoded survey results for selected questions on the survey; Page 11 of 15 DocuSign Envelope ID: E37D8D47-5797-4AED-992D-7F4D69D13813 6. Tabular data that shows the results for each question on the survey, including open ended questions; 7. Tabular data that shows the results for each question on the survey, including open ended questions; and 8. A copy of the survey instrument. D. INTERACTIVE DATA DASHBOARD The Expert Consultant shall design an interactive data dashboard to help the City analyze the survey data. The dashboard will allow the City to query the full set of survey results in real time anywhere with access to the Internet. The interactive data dashboards give the City the ability to explore the data and drill -down into the results on -demand and do not require a special request for additional analysis. The dashboard shall include the following features: Trend Analysis showing the results for previous community surveys that the Expert Consultant has administered for the City. The dashboard allows the City to easily compare results from previous surveys; GIS Mapping showing the survey results mapped out geographically throughout the City. The maps will geographically display results not only from the current survey but will also show changes in satisfaction from previous surveys; Benchmarking Analysis showing how the City compares to other communities across the country. The dashboard will allow the City to compare the results to other communities regionally, nationally, and based on the population of other communities; Priority Analysis showing the top priorities for the City to focus on, based on the Expert Consultant's Importance -Satisfaction Analysis and Priority Investment Ratings Analysis. Priorities can be displayed for various demographic and geographic areas using the interactive features of the data dashboard; and Cross -Tabular Data Analysis gives the City the ability to cross tabulate specific questions on the survey showing how different groups of respondents responded to various questions on the survey. Page 12 of 15 DocuSign Envelope ID: E37D8D47-5797-4AED-992D-7F4D69D13813 E. PROJECT COSTS FOR SERVICES AND DELIVERABLES The project costs for Services and deliverables are itemized as follows: Project Tasks and Deliverables Duration Costs All-inclusive firm and fix fee to be paid by the City to Four (4) months. ETC Institute Inc., for consultant services rendered in accordance with Exhibit "A". Month 1: Design Survey & Prepare Sampling Plan $5,000.00 Month 2 and 3: Administration of a 15-20 minute $24,500.00 survey (up to 6 pages) $500.00 General public survey Month 4: Final Formal Report (includes executive summary, charts, benchmarking, Importance - $3,000.00 Satisfaction Analysis, GIS maps) Interactive Data Dashboard $5,000.00 Total cost for a sample size of 1,000 surveys: Four (4) months $38,000.00 F. WORK DEADLINE: All work must be completed and submitted to the City at different intervals; however, the full scope of work and final report is due no later than four (4) months from execution of this Agreement. Page 13 of 15 DocuSign Envelope ID: E37D8D47-5797-4AED-992D-7F4D69D13813 Exhibit "B" INSURANCE REQUIREMENTS AND COMPLETED IRS FORM W-9 FROM ETC INSTITUTE INC. TO CITY OF MIAMI I. Commercial General Liability A. Limits of Liability Bodily Injury and Property Damage Liability Each Occurrence General Aggregate Limit Personal and Adv. Injury Products/Completed Operations B. Endorsements Required City of Miami listed as additional insured Contingent & Contractual Liability Premises and Operations Liability Primary Insurance Clause Endorsement II. Business Automobile Liability $1,000,000.00 $2,000,000.00 $1,000,000.00 $1,000,000.00 A. Limits of Liability Bodily Injury and Property Damage Liability Combined Single Limit Owned/Scheduled Autos Including Hired, Borrowed or Non -Owned Autos Any One Accident $1,000,000.00 B. Endorsements Required City of Miami listed as an additional insured III. Worker's Compensation Limits of Liability Statutory - State of Florida Waiver of Subrogation Employer's Liability A. Limits of Liability $100,000.00 for bodily injury caused by an accident, each accident $100,000.00 for bodily injury caused by disease, each employee $500,000.00 for bodily injury caused by disease, policy limit IV. Professional Liability/Errors and Omissions Coverage Page 14 of 15 DocuSign Envelope ID: E37D8D47-5797-4AED-992D-7F4D69D13813 Combined Single Limit Each Claim General Aggregate Limit Retro Date Included V. Umbrella Liability Each Occurrence Policy Aggregate $1,000,000.00 $1,000,000.00 $1,000,000.00 $1,000,000.00 City listed as additional insured. Coverage is excess over all corresponding Liability policies contained herein. ETC Institute Inc. agrees to maintain Professional Liability/Errors & Omissions coverage for a minimum of 1 year after termination of the Agreement period. The above policies shall provide the City of Miami with written notice of cancellation or material change from the insurer in accordance with policy provisions. Companies authorized to do business in the State of Florida, with the following qualifications, shall issue all insurance policies required above: The company must be rated no less than "A-" as to management, and no less than "Class V" as to Financial Strength, by the latest edition of Best's Insurance Guide, published by A.M. Best Company, Oldwick, New Jersey, or its equivalent. All policies and/or certificates of insurance are subject to review and verification by Risk Management prior to insurance approval. Page 15 of 15 DocuSign Envelope ID: E37D8D47-5797-4AED-992D-7F4D69D13813 CITY OF MIAMI INTER -OFFICE MEMORANDUM TO: Arthur Noriega V, City Manager DATE: 11/22/2022 FROM: Marie Gouin, Director Office 7/d, of Management and Budget SUBJECT: City Resident Survey Pursuant of Section 2-497 of the City Code, the Office of Management and Budget respectfully requests your authorization to utilize the services of ETC Institute as an expert consultant for the city's Resident Survey. The ETC Institute has surveyed more than 2.000 million in 1,000 cities since 2010. The scope of work consists of designing the survey, preparing the sampling plan, administering the survey, a project schedule, and an analysis and final report. With findings and understanding on the satisfaction rating of services and operations, as well as priority items identified by residents, the Office of Management and Budget will have acquired knowledge to share with departments to assist in fiscal management studies and operations. Approved: �DocuSigned by: arqwi�bV1t 9�A `— 850 C F6 C 372 D D 42A... Arthur Noriega V, City Manager Copy: Larry Spring, Assistant City Manager/CFO Annie Perez, Director of Procurement DocuSign Envelope ID: E37D8D47-5797-4AED-992D-7F4D69D13813 ACORD CERTIFICATE OF LIABILITY INSURANCE `..------ DATE(MM/DD/YYYY) 12/2/2022 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER RSC Insurance Brokerage, Inc. 120 W. 12th Street, Suite 1000 Kansas City MO 64105-1938 License#: 8015262 CONTACT PHONE FAX (A/C No Ext): 816-842-4800 (A/C, No): 816-472-5018 ADDRESS: INSURER(S) AFFORDING COVERAGE NAIC # INSURERA: Pacific Employers Insurance Company 22748 INSURED ETCINST-01 ETC Institute 725 W. Frontier Ln. Olathe KS 66061 INSURERB: ACE Property & Casualty Insurance Company 20699 INSURERC: Chubb Indemnity Insurance Company 12777 INSURERD: Lloyd"S of London INSURER E : INSURER F : COVERAGES CERTIFICATE NUMBER: 1455962742 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR LTR TYPE OF INSURANCE ADDL INSD SUBR WVD POLICY NUMBER POLICY ' (MM/D r' F u POLICY EXP (MM/DD/YYYY) LIMITS A X COMMERCIAL GENERAL LIABILITY Y D960138383 FICIr O` 5/ , V 5/1/2023 EACH OCCURRENCE $ 1,000,000 CLAIMS -MADE X OCCUR DAMAGE TO RENTED PREMISES (Ea occurrence) $ 1,000,000 MED EXP (Any one person) $ 5,000 PERSONAL &ADV INJURY $ 1,000,000 GEN'L X AGGREGATE POLICY OTHER: LIMIT APPLIES PRO- JECTPRO PER:^GENERAL LOC AGGREGATE $ 2,000,000 PRODUCTS - COMP/OP AGG $ 2,000,000 $ A AUTOMOBILE X LIABILITY ANY AUTO OWNED X SCHEDULED AUTOS NON -OWNED AUTOS ONLY Y D960138383 ` o ^ �� "!i N `/�, !✓1 OY V 5/1/2022 5/1/2023 CO accident)INE (Ea COMBINED $ 1,000,000 BODILY INJURY (Per person) $ BODILY INJURY (Per accident) $ PROPERTY DAMAGE (Per accident) $ $ B X UMBRELLA LIAB EXCESS LIAB X O OCCUR CLAIMS -MADE D96013851 5/1/2022 5/1/2023 EACH OCCURRENCE $ 5,000,000 AGGREGATE $ 5,000,000 DED X RETENTION $ n $ c WORKERS COMPENSATION AND EMPLOYERS' LIABILITY ANYPROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? (Mandatory in NH) If yes, describe under DESCRIPTION OF OPERATIONS below Y / N Y N/A 7179-58-90 5/1/2022 5/1/2023 X PER STATUTE OTH- ER E.L. EACH ACCIDENT $ 1,000,000 E.L. DISEASE - EA EMPLOYEE $ 1,000,000 E.L. DISEASE - POLICY LIMIT $ 1,000,000 D Professional/Cyber Liability Retroactive Date 05/31/1996 W26870220401 5/1/2022 5/1/2023 Each Claim Limit Policy Aggregate Limi $5,000,000 $5,000,000 DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) City of Miami is included as additional insured including primary and non-contributory as respects to General Liability and Auto Liability when required by written contract. CERTIFICATE HOLDER CANCELLATION City of Miami 444 SW 2nd Avenue, 6th Floor Miami, FL 33130 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE � fr ACORD 25 (2016/03) © 1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD DocuSign Envelope ID: E37D8D47-5797-4AED-992D-7F4D69D13813 From: To: Cc: Subject: Date: Attachments: Gomez Jr., Francisco (Frank) Carbonell, Aileen Quevedo, Terry RE: PROCUREMENT INSURANCE REVIEW FOR ETC INSTITUTE INC COI Monday, December 5, 2022 8:35:04 AM image002.pnq Good morning Aileen, The COI is adequate. Thanks, Frank Gomez, PIAM, CPI I Property & Casualty Manager City of Miami Risk Management (305) 416-1740 Office (305) 416-1760 Fax fgomez@miamigov.com "Serving, Enhancing, and Transforming our Community" From: Carbonell, Aileen <ACarbonell@miamigov.com> Sent: Monday, December 5, 2022 8:31 AM To: Gomez Jr., Francisco (Frank) <FGomez@miamigov.com> Cc: Quevedo, Terry <TQuevedo@miamigov.com> Subject: PROCUREMENT INSURANCE REVIEW FOR ETC INSTITUTE INC COI Importance: High Good morning, Please review the insurance attached at your earliest convenience and advise if adequate according DocuSign Envelope ID: E37D8D47-5797-4AED-992D-7F4D69D13813 to insurance requirements contained therein. Thank you! Kind regards, Aileen Carbonell, MPA Procurement Assistant Department of Procurement 444 SW 2nd Avenue, 6th Floor Miami, Florida 33130 Office: (305) 416-1922 Facsimile: (305) 416-1925 Email: acarbonellPmiamigov.com Remit W9 to: PurchasingSupplierAdmins(@miamigov.com Website: https://beta.miamigov.com/Government/Departments-Organizations/Procurement "Serving, Enhancing, a CONFIDENTIAL COMMUNICATION 1' V 0 (''� GV el ` V O O9 rming our Community" The information contained in this transmission may contain privileged and confidential information. It is intended only for the use of the person(s) named above. If you are not the intended recipient, you are hereby notified that any review, dissemination, distribution, or duplication of this communication is strictly prohibited. If you are not the intended recipient, please immediately contact the sender by reply e-mail and destroy all copies of the original message. Thank you. *Please Note: Due to Florida's very broad public records law, most written communications to or from City of Miami employees regarding City business are public records, available to the public and media upon request. Therefore, this e-mail communication may be subject to public disclosure. Olivera, Rosemary From: Gandarilla, Aimee Sent: Tuesday, March 21, 2023 2:08 PM To: Hannon, Todd Cc: Lee, Denise; Olivera, Rosemary; Cabrera, Paola; Brown, Sadie Subject: Expert Consultant Agreement ETC Institute Inc Matter 22-2751 Attachments: Expert Consultant Agreement ETC Institute Inc Matter 22-2751.pdf Good afternoon Todd, Please find attached the fully executed copy of an agreement from DocuSign that is to be considered an original agreement for your records. Thank you, airnee garcdwriaa Procurement Assistant City of Miami Department of Procurement 444 SW 2' Avenue, 6th floor, Miami, FL 33130 P(305) 416-1906 F(305) 400-5338 Eagandarilla@miamigov.com https://miamigov.com/Government/Departments-Organizations/Procurement ,.- cap. 1 ti -},png, Enhancing, and Transforming our Community" 1