Loading...
HomeMy WebLinkAbout24471AGREEMENT INFORMATION AGREEMENT NUMBER 24471 NAME/TYPE OF AGREEMENT WRAGG & CASAS PUBLIC RELATIONS, INC. DESCRIPTION EXPERT CONSULTANT AGREEMENT/COMMUNICATIONS, MEDIA RELATIONS & SOCIAL MEDIA/MATTER ID: 23-1288 EFFECTIVE DATE June 5, 2023 ATTESTED BY TODD. B. HANNON ATTESTED DATE 6/5/2023 DATE RECEIVED FROM ISSUING DEPT. 6/5/2023 NOTE DOCUSIGN AGREEMENT BY EMAIL DocuSign Envelope ID: A265EB9C-546A-4B5B-8EEF-B5B3DF5B5666 CITY OF MIAMI DOCUMENT ROUTING FORM Ve R ORIGINATING DEPARTMENT: DEPT. CONTACT PERSON: Aimee Gandarilla EXT. 1906 NAME OF OTHER CONTRACTUAL PARTY/ENTITY: WRAGG & CASAS PUBLIC RELATIONS INC. Department of Procurement 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 WRAGG & CASAS PUBLIC RELATIONS 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 PR23129 May 22, 2023 1 Annie Perez, CPPO 15:49:20 EDT SIGNATURE: __ 2_, RISK MANAGEMENT May 23, 2023 Ann -Marie Sharpe 06:54:15 EDT —„so..„, SIGNATURE: Fro & Gow,c y CITY ATTORNEY Matter 23-1288 May 26, 2023 Victoria Mendez I 01:16:00 EDT,,,„,„,, SIGNATURE: Z'- -. , ASSISTANT CITY MANAGER, CHIEF FINANCIAL OFFICER June 2 , 2023 I Larry Spring, CPA 09: 48: 23 EDT SIGNATURE:--,9.`de, ASSISTANT CITY MANAGER, CHIEF OF OPERATIONS Natasha Colebrook -Williams SIGNATURE: DEPUTY CITY MANAGER Nzeribe Ihekwaba, Ph.D., PE SIGNATURE: CITY MANAGER June 2, 2023 I Arthur Noriega V 10:37:09 EDT /—Dots g..d e, SIGNATURE: Maw norm CITY CLERK June 5, 2023 1 odd Hn 10:03:28nEDT DocuSIGNATURE: �--_--gnetlby G1-�_T PLEASE ATTACH THIS ROUTING FORM TO ALL DOCUMENTS THAT REQUIRE EXECUTION BY THE CITY MANAGER DocuSign Envelope ID: A265EB9C-546A-4B5B-8EEF-B5B3DF5B5666 IAFI I{SPAT 1 I City of Miami Office of the City Attorney Legal Services Request To: Office of the City Attorney From: Yadissa Calderon Contact Person Assistant Director Title 5/22/2023 Date: Procurement Requesting Client (305) 416-1907 Telephone Legal Service Requested: Matter 23-1288 EXPERT CONSULTANT AGREEMENT - WRAGG & CASAS PUBLIC RELATIONS INC. Expert Consultant to provide the City Manager's Office with the services. 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: A265EB9C-546A-4B5B-8EEF-B5B3DF5B5666 EXPERT CONSULTANT AGREEMENT BETWEEN THE CITY OF MIAMI, FLORIDA AND WRAGG & CASAS PUBLIC RELATIONS, INC. THIS AGREEMENT ("Agreement") is made and entered into this 5th day of June , 2023, effective upon signature (the "Effective Date"), by and between the City of Miami, Florida, a Florida municipal corporation ("City"), and Wragg & Casas Public Relations, Inc., a Florida profit corporation ("Expert Consultant"), whose address is 3191 Coral Way, Suite 607, Miami, Florida 33145. WITNESSETH: WHEREAS, the City from time to time retains 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 Manager's Office with the services defined in the Exhibit "A" Scope of Services ("Services"); and WHEREAS, the City through its 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, the parties 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 the Office of the City Manager, or their designee, and shall perform the Services outlined in Exhibit "A" hereto, which is incorporated by reference and made a part of this Agreement. The Expert Consultant represents to the City, that 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 Five Thousand Dollars ($5,000.00) per month for the consulting 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 Hundred Twenty Five Thousand Dollars ($125,000.00) per year and shall be payable on a per diem basis. The City, in its best interest, reserves the right to request additional related services to be provided Page 1 of 14 DocuSign Envelope ID: A265EB9C-546A-4B5B-8EEF-B5B3DF5B5666 by the Expert Consultant. Out-of-pocket expenses will be subject to the written approval of the City and will be billed separately. Any additional Services in excess, 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 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 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 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 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 on the date on its first page and shall be for the duration of one (1) year, with two (2) one (1) year options to renew at the City's discretion. The City, acting by and through its City Manager, shall have the option to extend or terminate the Agreement for convenience, that is, for any or no cause. Section 5. Termination. This Agreement may be terminated at any time at the sole discretion of the City Manager, with or without cause. In the event of termination of this Agreement for any reason with or without cause, Expert Consultant shall not have recourse to any City Grievance or Disciplinary Procedure. In the event of termination, Expert Consultant will be compensated for actual Services rendered up to and including, date of termination. Section 6. Relationship Between Parties. A. Expert Consultant, under the terms and conditions of this Agreement, is an independent contractor and not a City employee. As Expert Consultant is an independent contractor, 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. Expert Consultant acknowledges that such access to and use of City property does not alter Expert Consultant's status as an independent contractor. B. Other than as legally required by Expert Consultant in rendering their professional opinion(s), all other documents, information, materials, reports, and work products developed by the Expert Consultant in performing the Services pursuant to this Agreement are, and shall remain, the property of the City. Page 2 of 14 DocuSign Envelope ID: A265EB9C-546A-4B5B-8EEF-B5B3DF5B5666 Expert Consultant understands and agrees that any information, document, report, materials, work products, or any other material whatsoever which is given by the City to Expert Consultant, or which is otherwise obtained or prepared by Expert Consultant pursuant to, or under the terms of this Agreement, is and shall at all times remain the property of the City. Expert Consultant agrees not to use any such information, document, report, work product, or material for any other purpose whatsoever without the written consent of City, which may be withheld or conditioned by the City, in its sole discretion. C. Expert Consultant shall work with the City to develop and undertake the schedule necessary to provide the Services as needed by the City. Expert Consultant acknowledges that working with the City to provide necessary scheduling for the Services does not alter their status as an independent contractor and Expert Consultant acknowledges and understands that compensation payment for their 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, agencies and/or instrumentalities (individually and collectively the "Indemnitees") from all liabilities, damages, losses, judgements, and costs, including, but not limited to, reasonable attorney's fees, to the extent caused by the negligence, recklessness, negligent act or omission, or intentional wrongful misconduct of Expert Consultant and persons employed or utilized by Expert Consultant in the performance of this Agreement. Expert Consultant shall further indemnify, save and hold harmless, and defend (at its own cost and expense), the lndemnitees against any civil actions, statutory or similar claims, injuries or damages arising or resulting from the Services, even if it is alleged that the Indemnitees were negligent. In the event that any action or proceeding is brought against the lndemnitees 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, keep, save, hold harmless and defend the Indemnitees as herein provided. The indemnification provided above shall obligate the Expert Consultant to defend, at its own 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 lndemnitees, whether performed by the Expert Consultant, or persons employed or utilized by Expert Consultant. These duties 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, which conforms to the limitations of Sections 725.06 and/or 725.08, Florida Statutes, as applicable and as amended. Expert Consultant shall require all sub -consultant agreements to include a provision that each subconsultant will indemnify the lndemnitees in substantially the same language as this Section. The Expert Consultant agrees and recognizes that the lndemnitees 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 Indemnitees 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 Page 3 of 14 DocuSign Envelope ID: A265EB9C-546A-4B5B-8EEF-B5B3DF5B5666 Consultant, the Indemnitees, in no way, assumes or shares any responsibility or liability of the Expert Consultant or subconsultant under this Agreement. 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 their own insurance coverage(s), as applicable insurance(s) will not be paid by the City on behalf of the Expert Consultant while performing the Services. Expert Consultant shall maintain insurance coverage(s) and provide evidence of such insurance coverage(s), and in such amounts, as applicable, as may be required by the City's Risk Management Department in Exhibit "B" Insurance Requirements, the W-9, and Independent Contractor Letter, hereto and incorporated by this reference. Expert Consultant has provided the required independent contractor letter to Risk Management as part of Exhibit "B" hereto and incorporated by this reference. Section 9. Nondiscrimination. The Expert Consultant represents and warrants to the City that Expert Consultant does not and will not engage in discriminatory practices and that there shall be no discrimination in connection with 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. Expert Consultant further covenants that no otherwise qualified individual shall, solely by reason of 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 professional 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, plans, budget, or any other material whatsoever which is given by the City or on behalf of the City to Expert Consultant pursuant to or under the terms of this Agreement is, and shall, at all times remain, the property of the City. Expert Consultant agrees not to use any such information, document, report, plans, budget, or other materials without the written consent of the City, which consent may be withheld or conditioned by the City as the owner thereof. Section 12. Public Records. A. 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 applicable laws. 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. B. 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 Page 4 of 14 DocuSign Envelope ID: A265EB9C-546A-4B5B-8EEF-B5B3DF5B5666 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 for the duration of the Agreement term and following completion of the Agreement if Expert Consultant does not transfer the records to the City; (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, 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 Expert Consultant determine to dispute any public access provision required by Florida Statutes, then 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, CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT (305) 416-1800, VIA EMAIL AT PUBLICRECORDS(aMIAMIGOV.COM, OR REGULAR MAIL AT CITY OF MIAMI OFFICE OF THE CITY ATTORNEY, 444 SW 2ND AVENUE, 9TH FLOOR, MIAMI, FL 33130. THE EXPERT CONSULTANT MAY ALSO CONTACT THE RECORDS CUSTODIAN AT THE CITY OF MIAMI DEPARTMENT WHO IS ADMINISTERING THIS AGREEMENT. Section 13. Award of Agreement. The Expert Consultant represents and warrants to the City that Expert Consultant has not employed or retained any person or company employed by the City to solicit or secure this Agreement, and that they have 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. 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, or certified U.S. Mail, return receipt requested, addressed to the other party at the address indicated herein or to such other address as a party may designate by notice given, as herein provided. Notice shall be deemed given on the day on which personally delivered; or if by U.S. Mail, on the fifth day after being posted or the date of actual receipt, whichever is earlier. Page 5 of 14 DocuSign Envelope ID: A265EB9C-546A-4B5B-8EEF-B5B3DF5B5666 To Expert Consultant: Wragg & Casas Public Relations, Inc. c/o Ray Casas 3191 Coral Way, Suite 607 Miami, Florida 33145 rcasasAwraggcasas.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 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) 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. 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 jurisdiction. The parties irrevocably waive any rights to a jury trial. Each party shall pay its own costs and attorney's 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 of Miami, 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 or limitation of its use. Page 6 of 14 DocuSign Envelope ID: A265EB9C-546A-4B5B-8EEF-B5B3DF5B5666 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 18. 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 19. Counterparts; Electronic Signatures. This Agreement may be executed in counterparts, each of which shall be an origina► 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 14 DocuSign Envelope ID: A265EB9C-546A-4B5B-8EEF-B5B3DF5B5666 DS rPr IN WITNESS WHEREOF, the parties hereto have caused this instrument to be executed by their respective officials thereunto duly authorized, this the day and year above written. "Expert Consultant" WRAGG & CASAS PUBLIC RELATIONS, INC., ATTEST: a Florida profit corporation By: By: Print Name: Print Name: Title: Title: (Authorized Corporate Officer) (Corporate Seal) O2 s c 0 L.Lpo>v o ' > o o D CITY OF MIAMI, o a ATTEST: DocuSigned by:amunicipalcorporation¢z C N ._- g Florida E-D .o E' By: 'Todd B. Hannon, City "City" �oocus sned e, By• : Qvgu,o Nevis Arthur Noriega, City Manager APPROVED AS TO LEGAL FORM APPROVED AS TO INSURANCE REQUIREMENTS: AND CORRECTNESS: �oosede. By: 2z By: 1 Fri oo,v, Victoria Mendez (Matter 23-1288) Ann -Marie Sharpe City Attorney Risk Management Director Page 8 of 14 s 6e w ct 0 EE DocuSign Envelope ID: A265EB9C-546A-4B5B-8EEF-B5B3DF5B5666 Exhibit "A" SCOPE OF SERVICES Expert Consultant shall: • Understand the media and reputational issues facing the City; • Design a cohesive strategy for communications, media relations and social media that supports and augments the City's current efforts; • Create a messaging and development strategy to convey the City's messages clearly, rapidly and consistently; • Step up the City's media visibility through a sustained media relations program of earned media by reaching out to reporters and editors on a regular basis to generate positive earned media exposure for the City; • Seek out and promote positive stories about City activities, including seasonal events, charitable activities and community activities hosted by the City or public officials and senior City staff; • Monitor the posts, blogs and print and broadcast coverage involving the City; • Create a "setting -the -record straight" structure that will quickly respond to inaccurate reports and posts about the City; • Create monthly calendars for positive social media content, to be augmented by the items outlined above. Page 9 of 14 DocuSign Envelope ID: A265EB9C-546A-4B5B-8EEF-B5B3DF5B5666 EXHIBIT B INSURANCE REQUIREMENTS -PROFESSIONAL SERVICES AGREEMENT WRAGG AND CASAS PUBLIC RELATIONS, INC. I. Commercial General Liability A. Limits of Liability Bodily Injury and Property Damage Liability Each Occurrence $1,000,000 General Aggregate Limit $ 2,000,000 Personal and Adv. Injury $ 1,000,000 Products/Completed Operations $ 1,000,000 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 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 B. Endorsements Required City of Miami listed as an additional insured DocuSign Envelope ID: A265EB9C-546A-4B5B-8EEF-B5B3DF5B5666 III. Worker's Compensation Limits of Liability Statutory -State of Florida Waiver of Subrogation Employer's Liability A. Limits of Liability $100,000 for bodily injury caused by an accident, each accident $100,000 for bodily injury caused by disease, each employee $500,000 for bodily injury caused by disease, policy limit IV, Professional Liability/Errors and Omissions Coverage Combined Single Limit Each Claim $1,000,000 General Aggregate Limit $1,000,000 Retro Date Included Consultant agrees to maintain professional liability/Errors & Omissions coverage for a minimum of 1 year after termination of the contract period. The above policies shall provide the City of Miami with written notice of cancellation or material change from the insurer in accordance to policy provisions. 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. DocuSign Envelope ID: A265EB9C-546A-4B5B-8EEF-B5B3DF5B5666 EXHIBIT "C" CORPORATE RESOLUTION (This Resolution needs to authorize the signatory to sign.) WHEREAS, W 0/466,/t //b�� €', 6i/O6�c(corporation name), a ; /fin (State) corporation ("Corporation"), desires to enter into an agreement with the City of Miami ("City") for the purpose of performing the Services described in the Agreement to which this resolution is attached; and WHEREAS, the Board of Directors at a duly held corporate meeting has considered the matter in accordance with the Bylaws of the Corporation; NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF DIRECTORS that this Corporation is authorized to enter into the Agreement with the City of Miami, and that frLfOA CAS (individual), the T/1-6O%/ (title) of this Corporation, and the Secretary are hereby authorized and directed to execute the Agreement in the name of this Corporation 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 `'t day of 41� , 2023. ("Expert Consultant") (State) Corporation Sign) (Sign) Print Name: / " " (/^ e), Corporate Secretary (Affix Corporate Seal) Page 14 of 14 DocuSign Envelope ID: A265EB9C-546A-4B5B-8EEF-B5B3DF5B5666 ACORO® CERTIFICATE OF LIABILITY INSURANCE `.---- DATE(MM/DD/YYYY) 5/19/2023 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 World Insurance Associates, LLC 14821 S Dixie Hwy FL 33176 CONTACT NAME: AnnMarie Edwards PHONE FAX (A/C No Ext): 786-633-2951 (A/C, No): 305-255-9643 E-MMiami ADDRESS: annmarie@morrisandreynolds.com INSURER(S) AFFORDING COVERAGE NAIC # INSURER A: Progressive Express Insurance Company 10193 INSURED Wragg & Casas Public Relations, Inc. 3191 Coral Way, Suite 607 Miami FL 33145 INSURER B: Hartford Casualty Insurance Company 29424 INSURER C: LLoyds of London 15792 INSURER D: INSURER E : INSURER F : COVERAGES CERTIFICATE NUMBER: 918077319 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 EFF (MM/DD POLICY EXP (MM/DD/YYYY) LIMITS C X COMMERCIAL GENERAL LIABILITY Y ESL0139576969 _ ` 12/11/202 0. J 2/11/2023 EACH OCCURRENCE $ 1,000,000 CLAIMS -MADE X OCCUR DAMAGE TO RENTED PREMISES (Ea occurrence) $ 250,000 MED EXP (Any one person) $ 10,000 PERSONAL & ADV INJURY $ 1,000,000 GEN'L X AGGREGATE POLICY OTHER: LIMIT APPLIES PRO- JECTPRO PER: LOC GENERAL AGGREGATE $ 2,000,000 PRODUCTS - COMP/OP AGG $ 2,000,000 $ A AUTOMOBILE X LIABILITY ANY AUTO OWNED X X SCHEDULED AUTOS NON -OWNED AUTOS ONLY Y 08193966 �I V O� `� 27/2022 9/27/2023 COMBINED SINGLE LIMIT (Ea accident) $ 1,000,000 BODILY INJURY (Per person) $ BODILY INJURY (Per accident) $ PROPERTY DAMAGE (Per accident) $ $ UMBRELLA LIAR EXCESS LIAB O OCCUR CLAIMS -MADE Q (�/�6.Q 9 EACH OCCURRENCE $ AGGREGATE $ DED RETENTION $ $ B WORKERS COMPENSATION AND EMPLOYERS' LIABILITY ANYPROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? (Mandatory in NH) If yes, describe under DESCRIPTION OF OPERATIONS below Y / N N/A 21WECAD4GLE4 7/7/2022 7/7/2023 X PER STATUTE OTH- ER E.L. EACH ACCIDENT $ 500,000 E.L. DISEASE - EA EMPLOYEE $ 500,000 E.L. DISEASE - POLICY LIMIT $ 500,000 C E&O ESL0139576969 12/11/2022 12/11/2023 Each Claim Aggregate Deductible $1,000,000 $1,000,000 $1,000 DESCRIPTION OF OPERATIONS I LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) City of Miami is included as additional insured on General Liability and Automobile Liability policies, subject to policy terms and conditions. General Liability Policy is Primary and Non -Contributory, subject to policy terms and conditions. CERTIFICATE HOLDER CANCELLATION City of Miami Procurement Department 444 SW 2 Ave, 6th FL Miami FL 33130 1 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 "2147 1--4464 r ACORD 25 (2016/03) © 1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD DocuSign Envelope ID: A265EB9C-546A-4B5B-8EEF-B5B3DF5B5666 From: Ouevedo, Terry To: Carbonell, Aileen; Gomez Jr., Francisco (Frank) Cc: Aviles. Yesenia Subject: RE: PROCUREMENT INSURANCE REVIEW FOR WRAGG & CASAS PUBLIC RELATIONS INC COI Date: Monday, May 22, 2023 9:59:43 AM Aileen The COI is adequate. Regards, City of Miami Risk Management Department 9th Floor 444 SW 2nd Avenue Q Miami, Florida 33130 !Q (305) 416-1641 Office �V (305) 416-1710 Fax _` TquevedoPmiamigov.com Q. - ewc4, S etaciery, atird %a ossCcry ata nQI From: Carbonell, Aileen <ACarbonell@m amigov. Sent: Monday, May 22, 2023 9:52 "0 To: Gomez Jr., Francisco (Frank) <FZomez@mlamigov.com> Cc: Quevedo, Terry <TQuevedo@miamigov.com>; Aviles, Yesenia <YAviles@miamigov.com> Subject: PROCUREMENT INSURANCE REVIEW FOR WRAGG & CASAS PUBLIC RELATIONS INC COI Importance: High Good morning, Please review the insurance attached at your earliest convenience and advise if adequate according 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: acarboneMmiamigov.com DocuSign Envelope ID: A265EB9C-546A-4B5B-8EEF-B5B3DF5B5666 Remit W9 to: PurchasingSupplierAdminsl@miamigov.com Website: https://beta.miamigov.com/Government/Departments-Organizations/Procurement "Serving, Enhancing, and Transforming our Community" CONFIDENTIAL COMMUNICATION 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: �� r,, 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 disclosur.v i V Olivera, Rosemary From: Gandarilla, Aimee Sent: Monday, June 5, 2023 10:18 AM To: Hannon, Todd Cc: Lee, Denise; Olivera, Rosemary; Brown, Sadie; Cabrera, Paola Subject: Executed Expert Consultant Agreement Wragg & Casas Matter 23-1288 Attachments: Expert Consultant Agreement Wragg & Casas Matter 23-1288.pdf Good morning 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 1 ti -},png, Enhancing, and Transforming our Community" 1