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HomeMy WebLinkAbout24610AGREEMENT INFORMATION AGREEMENT NUMBER 24610 NAME/TYPE OF AGREEMENT O'DONNELL & NACCARATO, INC. DESCRIPTION ACCEPTANCE OF ASSIGNMENT & ASSUMPTION AGREEMENT/MISCELLANEOUS STRUCTURAL ENGINEERING SERVICES FROM DOUGLAS WOOD ASSOCIATES, INC./FILE ID: 13984/R-23-0286/MATTER ID: 23- 361 EFFECTIVE DATE September 27, 2023 ATTESTED BY TODD B. HANNON ATTESTED DATE 9/27/2023 DATE RECEIVED FROM ISSUING DEPT. 9/27/2023 NOTE DOCUSIGN AGREEMENT BY EMAIL DocuSign Envelope ID: FB5201CD-812B-4D9F-AF4C-1FAA7D68B10D -.f CITY OF MIAMI DOCUMENT ROUTING FORM ORIGINATING DEPARTMENT: Department of Procurement DEPT. CONTACT PERSON: Max Sagesse/Luis Caseres NAME OF OTHER CONTRACTUAL PARTY/ENTITY: O'Donnell & Naccarato, Inc. EXT. 1913 IS THIS AGREEMENT AS A RESULT OF A COMPETITIVE PROCUREMENT PROCESS? TOTAL CONTRACT AMOUNT: $750,000.00 FUNDING INVOLVED? ❑■ YES ❑ NO TYPE OF AGREEMENT: ❑ MANAGEMENT AGREEMENT ❑ PROFESSIONAL SERVICES AGREEMENT ❑ GRANT AGREEMENT ❑ EXPERT CONSULTANT AGREEMENT ❑ LICENSE AGREEMENT D YES ❑ NO ❑ PUBLIC WORKS AGREEMENT ❑ MAINTENANCE AGREEMENT ❑ INTER -LOCAL AGREEMENT ❑ LEASE AGREEMENT ❑ PURCHASE OR SALE AGREEMENT OTHER: (PLEASE SPECIFY) Acceptance of Assignment and Assumption of Agreement - RFQ 16-17-018 PURPOSE OF ITEM (BRIEF SUMMARY) Transferring ownership of the contract to O'Donnell & Naccarato, Inc. COMMISSION APPROVAL DATE: 07/13/2023 FILE ID: 13984 ENACTMENT NO.: R-23-0286 IF THIS DOES NOT REQUIRE COMMISSION APPROVAL, PLEASE EXPLAIN: ROUTING INFORMATION Date Signature/Print August 1, 2023 Pl'niM§rElbT DocuSigned by: . .,AePvPiOeVdALbyBYDEPARtToMENTALe�IRECTOR t-t.4.'/ SUBMITTED TO RISK MANAGEMENT August 1, 2023 Pinri-i/]4r$e An' •:m®E i 5 e-4 ... -, DocuSigned by: �rni 1,6 SUBMITTED TO CIT N � TI� vet ez on behalf Matter ID No. 23-361 (9/7/23) September 7, tori p� 2M§ I all: �$ DT i$� bv:B0... , �„ � -9 of APPROVAL BAY �l1DGET OFFI�E Funding avai a e as neede September 20, 2 i9 $ 6: o`er—Fp1pEcF�90AF6FE0457... 53 eb l Signed by: APPROVAL BY ASSISTANT CITY MANAGER September 25, 2D5r �p1ra5: �E�TR�4��cb�495 APPROVAL BY DEPUTY CITY MANAGER September 25, Nzeribe Ihekwab 2023 I 16:20: � ��°U'ruilp DocuSigned by: 1IK�T�.4 46 414AF€40448... RECEIVED BY CITY MANAGER September 26, le 1ur I vim aDoc 6F.pT uSigned by: `— 850CF6C372D D42A... SUBMITTED TO AND ATTESTED BY CITY CLERK September 27, Todd Hannon 2023 I 11:42:2_T,-�- ,—DocuSigned by: g ECT '-E46D7560DCF1459_. 1) ONE ORIGINAL TO CITY CLERK 2) ONE COPY TO CITY ATTORNEY'S OFFICE 3) REMAINING ORIGINAL(S) TO ORIGINATING DEPARTM ENT PLEASE ATTACH THIS ROUTING FORM TO ALL DOCUMENTS THAT REQUIRE EXECUTION BY THE CITY MANAGER PR 23168 DocuSign Envelope ID: FB5201CD-812B-4D9F-AF4C-1FAA7D68B10D AMENDMENT OVERVIEW PSA TITLE: Miscellaneous Structural Engineering Services 1. AWARD DELEGATED AUTHORITY: ❑ Chief Procurement Officer — Authority level of $ ❑ City Manager — Authority level of $ City Commission — RESOLUTION No. R-22-0353 2. PROCUREMENT METHOD: RFP/Q 0 ITB 0 SOLE SOURCE 0 PIGGY -BACK 0 PROFESSIONAL SERVICES UNDER $25,000 0 OTHER (Please explain): 3. IF THIS IS AN AMENDMENT, WHAT IS THE NUMBER OF THE AMENDMENT AND WHAT DOES THIS AMENDMENT DO (INCREASE CAPACITY, CHANGE IN TERMS, ETC) BE SPECIFIC. Acceptance of Assignment and Assumption of Agreement to transfer ownership of the contract from Douglas Wood Associates, Inc. to O'Donnell & Naccarato, Inc. 4. WAS THE AMENDMENT APPROVED BY THE CITY COMMISSION? , YES ❑ NO IF YES, WHAT IS THE RESOLUTION NUMBER? R-23-0286 5. WHAT IS THE SCOPE OF SERVICES? The Successful Proposer shall provide design services, construction documents, scheduling, estimating, construction administration, and reporting for the successful, timely, and economical completion of structural engineering related projects, including but not limited to, feasibility studies, commissioning, assessments, analysis and the evaluation of facilities, structures, and properties. The Services shall support new construction, remodeling/renovation, and building assessment of community centers, fire stations, marinas, aquatic facilities, parks facilities, and public safety facilities for governmental, institutional or recreational projects. 6. IF CITYWIDE, WHAT ARE THE MOST FREQUENT USER DEPARTMENTS? Office of Capital Improvements 7. IS THE AWARDEE THE INCUMBENT? N/A 8. IS THE PRICING HIGHER, LOWER OR THE SAME AS THE CURRENT CONTRACT? N/A DocuSign Envelope ID: FB5201CD-812B-4D9F-AF4C-1FAA7D68B10D 9. WHEN DOES THE CURRENT CONTRACT EXPIRE? The contract is on its fourth 120-Day Extension and will expire on August 20, 2023. 10. WHAT WAS THE PREVIOUS SPEND ON THE CURRENT CONTRACT? Douglas Wood Associates, Inc. - $494,017.30. 11.WHAT IS THE METHOD OF AWARD (Group, Item by Item etc.)? Florida Statutes Sec. 287.055, Consultants' Competitive Negotiation Act ("CCNA"). DocuSign Envelope ID: FB5201CD-812B-4D9F-AF4C-1FAA7D68B10D ACCEPTANCE OF ASSIGNMENT AND ASSUMPTION OF AGREEMENT This Acceptance of Assignment and Assumption of Agreement ("Acceptance") is entered into this 27 day of September , 20 23 , between the City of Miami, a Florida municipal corporation ("City"); Douglas Wood Associates, Inc., a Florida profit corporation ("Consultant" or "Assignor"); and, O'Donnell & Naccarato, Inc., a foreign profit corporation authorized to conduct business in Florida ("Assignee"), with its principal place of business located at 701 Market Street, Suite 6000, Philadelphia, Pennsylvania 19106 (collectively referred to as the "Parties"). RECITALS WHEREAS, pursuant to Section 18-87 of the Code of the City of Miami, Florida, as amended ("City Code"), the City Manager approved the award of Request for Qualifications ("RFQ") No. 16- 17-018 for the provision of Miscellaneous Structural Engineering Services to the Consultant ("Agreement"); and WHEREAS, on March 21, 2018, the Award Recommendation Memorandum was executed pursuant to the City Manager's authorized delegated authority of Five Hundred Thousand Dollars ($500,000.00); and WHEREAS, on April 24, 2018, the Agreement was executed between Assignor and the City; and WHEREAS, on August 12, 2022, the City received a letter of consent from Assignor, attached hereto as Exhibit "A," to assign, transfer, and convey all contracts to Assignee; and WHEREAS, on September 29, 2022, the Assignee entered into an Asset Purchase Agreement with the Assignor; and WHEREAS, Assignee has acquired and assumed the Assignor's business interests, rights, and responsibilities pursuant to said Asset Purchase Agreement; and WHEREAS, pursuant to Article 10.03 of the Agreement, titled "Successors and Assigns," said Agreement "shall not be transferred, pledged, sold, delegated, or assigned, in whole or in part, by the Consultant without the written consent of the City, acting by and through, its City Commission;" and WHEREAS, the City Commission, pursuant to Resolution No. R-23-0286, adopted on July 13, 2023, granted approval and consented to the assignment of the Agreement upon the terms and conditions herein. NOW, THEREFORE, in consideration of the mutual obligations expressed herein, and for other good and valuable consideration, the adequacy of which is hereby acknowledged, the City and Assignee enter into this Acceptance and agree as follows: DocuSign Envelope ID: FB5201CD-812B-4D9F-AF4C-1FAA7D68B10D TERMS: 1. RECITALS: The recitals herein are true and correct and are hereby incorporated into and made a part of this Acceptance. 2. CITY'S CONSENT: The City hereby acknowledges and consents to this Acceptance and the assignment of the Agreement between the City and Assignee for the provision of Miscellaneous Structural Engineering Services contingent upon acceptance of the following terms: (1) Assignor hereby grants, bargains, sells, conveys, transfers, assigns, and sets over its entire rights, and delegates its entire obligations under the Agreement to Assignee. (2) Assignee hereby accepts the assignment and assumption of the Agreement from Assignor and acknowledges and represents to the City that it will abide by and assume each and every term, obligation, and condition of the Agreement, including, but not limited to, each and every responsibility, duty, and obligation of Assignor set forth in the Agreement, on or subsequent to the date of this Acceptance. By execution of this Acceptance, the Assignee agrees to the terms and conditions and provisions contained in the Agreement and herein. 3. NOTICES: All notices or other communications required under this Amendment 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 mail, on the fifth day after being posted or the date of actual receipt, whichever is earlier. (3) To Assignee Tracey Kaufman Contracts Department O'Donnell & Naccarato, Inc. 701 Market Street, Suite 6000 Philadelphia, PA 19106 Email: tkaufmanao-n.com Phone: 215-925-3788 To the Cit Arthur Noriega V City Manager City of Miami 3500 Pan American Drive Miami, FL 33133 With copies to: Victoria Mendez City Attorney City of Miami 444 SW 2nd Avenue, Suite 945 Miami, FL 33130 2 DocuSign Envelope ID: FB5201CD-812B-4D9F-AF4C-1FAA7D68B10D Annie Perez, CPPO Director/Chief Procurement Officer Department of Procurement City of Miami 444 SW 2nd Avenue, 6th Floor Miami, FL 33130 4. GOVERNING CONDITIONS: All remaining terms of the Agreement, not specifically changed herein, and any amendment or addendum thereto, shall remain in full force and effect through the extended term. 5. COUNTERPARTS, ELECTRONIC SIGNATURES: This Acceptance 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 Acceptance shall have the same force and effect as an original. The parties shall be entitled to sign and transmit an electronic signature on this Acceptance (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 Acceptance upon request. 6. SIGNATURE AUTHORITY: The individuals executing this Acceptance on behalf of the Assignor, the Assignee, and the City represent that they have the full authority to execute this document on behalf of the entity for which they represent. [SIGNATURE PAGE FOLLOWS] 3 DocuSign Envelope ID: FB5201CD-812B-4D9F-AF4C-1FAA7D68B10D 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. ATTEST: By: JWIAIACk01/44INVWUL Print Name: Grace Naccarato Kline Title: Human Resources (Corporate Seal) �.0y • ' ' • • • '�� • • /. hd:_ ;, c F 7.1 06/ Print Name: lennt44 r Title: aec U: (Corporate Seal) .....AIL, Op ti .. T " Oer...4•4 t 5 J 11 t d "Assignee" O'DONNELL & NACCARATO, INC., a foreign profit corporation authorized to conduct business in Florida By: Print Name: Anthony Naccarato Title: President/CEO (Authorized Corporate Officer) "Assignor" DOUGLAS WOOD ASSOCIATES, INC., a Florida profit corporation By: Print Name. - Title: re tJ (Authorized Corporate Officer) DocuSign Envelope ID: FB5201CD-812B-4D9F-AF4C-1FAA7D68B10D CITY OF MIAMI, a Florida municipal ATTEST: corporation ,-DocuSigned by: DocuSigned by: B [�IL Y: ocuSlgneti 6 ?� „„ 42A . Todd B. Hannon, City Clerk YOFa Arthur Noriega V, City Manager APPROVED AS TO LEGAL FOR APPROVED AS TO INSURANCE AND CORRECTNESS: REQUIREMENTS: DocuSigned by: DocuSigned by: EVictoC arse Sharpe rla Mendez (Matter 23-361) Ann - City Attorney DS Risk Management Director DocuSign Envelope ID: FB5201CD-812B-4D9F-AF4C-1FAA7D68B10D_ iibit A August 9, 2022 Mr. Todd B. Hannon, City Clerk City of Miami 3500 Pan American Drive Miami, FL 33133 8 Liz 7ig M Q 0<' l7i STRUCTURAL ENGINEERS RE: Executed Contract — Miscellaneous Structural Engineering Services — RFQ 16-17-018, Professional Services Agreement between City of Miami and Douglas Wood Associates, Inc, through 2nd 120 Day Extension, dated August 9, 2022" (the "Agreement") As you may or may not already be aware, Douglas Wood Associates, Inc. ("DWA"), will be entering into an Asset Purchase Agreement with O'Donnell & Naccarato, Inc. ("O'Donnell & Naccarato") pursuant to which on or about September 1, 2022 (the "Closing Date"), O'Donnell & Naccarato will purchase substantially all DWA's assets, and assume all DWA's agreements, including the Agreement referenced above which we have with you. I will continue as a Principal with O'Donnell & Naccarato. Your interaction with DWA, and daily operations, will not change. Together, DWA and O'Donnell & Naccarato will form a substantial, structural engineering firm with expertise in all facets of building design, building -component design, and building -related structures. Kindly acknowledge your receipt of this notice and your consent to the assignment of the Agreement (as may be required under the Agreement), effective as of the Closing Date by signing below and returning a copy to Douglas Wood at dwood@douglaswood.biz at your earliest possible convenience. Please direct any questions you may have to either Douglas Wood, PE at 305-461-3450 or dwood@douglaswood.biz, or to Anthony Naccarato, PE, SE, President of O'Donnell & Naccarato at 215- 925-3788 or anaccarato@o-n.com. DOUGLAS WOOD ASSOCIATES, INC., a Florida corporation Douglas Wood, P.E. President O'DONNELL & NACCARATO, INC., a Pennsylvania corporation Anthony Naccarato, P.E., S.E. President Acknowledged and consented to on this _ day of , 2022 City of Miami Signature: _ Print Name: Title: DocuSign Envelope ID: FB5201CD-812B-4D9F-AF4C-1FAA7D68B10D EXHIBIT "B" CORPORATE RESOLUTION (This Resolution must authorize the signatory to sign) WHEREAS, O'Donnell & Naccarato, Inc., a foreign profit corporation authorized to conduct business in Florida ("Corporation"), desires to enter into this Acceptance of Assignment and Assumption of Agreement ("Acceptance") with the City of Miami, a Florida municipal corporation ("City"), for the purpose of performing the work described therein this Acceptance to which this corporate resolution is attached; and WHEREAS, the Corporation's 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 CORPORATION'S BOARD OF DIRECTORS that the Corporation is authorized to enter into this Acceptance with the City, and the Corporation's Principal and the Secretary are hereby authorized and directed to execute the Acceptance in the name of the 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 19th day of April , 2023. O'Donnell & Naccarato, Inc (Corporation) A Pennsylvania (State) corporation By: (sign) Print Name: Anthony Naccarato TITLE: President/CEO Print Name: Anthony Naccarato (sign) 7 DocuSign Envelope ID: FB5201CD-812B-4D9F-AF4C-1FAA7D68B10D EXHIBIT "C" CITY OF MIAMI RESOLUTION NO. R-23-0286 DocuSign Envelope ID: FB5201CD-812B-4D9F-AF4C-1FAA7D68B10D City of Miami Legislation Resolution Enactment Number: R-23-0286 City Hall 3500 Pan American Drive Miami, FL 33133 www.miamigov.com File Number: 13984 Final Action Date:7/13/2023 A RESOLUTION OF THE MIAMI CITY COMMISSION, WITH ATTACHMENT(S), ACCEPTING THE ASSIGNMENT AND ASSUMPTION OF PROFESSIONAL SERVICES AGREEMENT ("AGREEMENT") FOR REQUEST FOR QUALIFICATIONS ("RFQ") CONTRACT NO. 16-17-018 FOR THE PROVISION OF MISCELLANEOUS STRUCTURAL ENGINEERING SERVICES FROM DOUGLAS WOOD ASSOCIATES, INC., A FLORIDA PROFIT CORPORATION ("DOUGLAS WOOD"), TO O'DONNELL & NACCARATO, INC., A FOREIGN PROFIT CORPORATION AUTHORIZED TO CONDUCT BUSINESS IN FLORIDA ("O'DONNELL & NACCARATO"); AUTHORIZING THE CITY MANAGER TO EXECUTE AN ACCEPTANCE OF ASSIGNMENT AND ASSUMPTION OF AGREEMENT WITH O'DONNELL & NACCARATO, IN A FORM ACCEPTABLE TO THE CITY ATTORNEY, FOR SAID PURPOSE; FURTHER AUTHORIZING THE CITY MANAGER TO ISSUE O'DONNELL & NACCARATO THE CORRESPONDING NOTICE TO PROCEED ("NTP"), SUBJECT TO THE AVAILABILITY OF FUNDS AND BUDGETARY APPROVAL AT THE TIME OF NEED; FURTHER AUTHORIZING THE CITY MANAGER TO NEGOTIATE AND EXECUTE ANY AND ALL 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 OF MIAMI ("CITY") 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, pursuant to Section 18-87 of the Code of the City of Miami, Florida, as amended ("City Code"), the City Manager approved the recommendation of award of Request for Qualifications ("RFQ") Contract No. 16-17-018 for the provision of Miscellaneous Structural Engineering Services with various qualified providers, including Douglas Wood Associates, Inc., a Florida profit corporation ("Douglas Wood"), for an initial term of two (2) years with the option to renew for two (2) additional one (1) year periods; and WHEREAS, a Professional Services Agreement ("Agreement"), dated April 24, 2018, for the provision of said services was executed between Douglas Wood and the City of Miami ("City"); and WHEREAS, pursuant to Article 10.03 of the Agreement, titled "Successors and Assigns," said Agreement "shall not be transferred, pledged, sold, delegated, or assigned, in whole or in part, by the Consultant [in this case, Douglas Wood] without the written consent of the City, acting by and through its City Commission;" and WHEREAS, the City received a letter from Douglas Wood, dated August 9, 2022, requesting said consent to assign, transfer, and convey all contracts to O'Donnell & Naccarato, DocuSign Envelope ID: FB5201CD-812B-4D9F-AF4C-1FAA7D68B10D Inc., a foreign profit corporation authorized to conduct business in Florida ("O'Donnell & Naccarato"); and WHEREAS, on September 29, 2022, O'Donnell & Naccarato acquired Douglas Wood; and WHEREAS, O'Donnell & Naccarato is currently the contracting firm that will be accepting any and all future obligations of said Agreement with the City; 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 if fully set forth in this Section. Section 2. The assignment and assumption of the Agreement for RFQ Contract No. 16-17-018 for the provision of Miscellaneous Structural Engineering Services from Douglas Wood to O'Donnell & Naccarato, is hereby accepted. Section 3. The City Manager is authorizedi to execute an Acceptance of Assignment and Assumption of Agreement with O'Donnell & Naccarato, in a form acceptable to the City Attorney, for said purpose. Section 4. The City Manager is further authorized1 to issue O'Donnell & Naccarato the corresponding notice to proceed ("NTP"), subject to the availability of funds and budgetary approval at the time of need. Section 5. The City Manager is further authorized' to negotiate and execute any and all 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 6. This Resolution shall become effective immediately upon its adoption. APPROVED AS TO FORM AND CORRECTNESS: ndez, City ttor ey 7/3/2023 1 The authorization herein is further subject to compliance with legal all regulations that may be imposed, including but not limited to, those prescribed by the applicable City Charter and City Code provisions. DocuSign Envelope ID: FB5201CD-812B-4D9F-AF4C-1FAA7D68B10D ODON&NA-01 LHILLIARD , ,d►coRO CERTIFICATE OF LIABILITY INSURANCE �� DATD/YYYY) 12/8/2022 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 Ames & Gough 8300 Greensboro Drive Suite 980 McLean, VA 22102 CONTACT NAME: PHONE (A/C, No, Ext): (703) 827-2277 FAX No):(703) 827-2279 a DD RIESs: admin@amesgough.com INSURER(S) AFFORDING COVERAGE NAIC # INSURER A : Continental Casualty Company (CNA) A, XV 20443 INSURED O'Donnell & Naccarato, Inc. DBA Wood/O'Donnell & Naccarato 701 Market Street Ste 6000 Philadelphia, PA 19106-1522 INSURER B : Selective Insurance Company of America INSURER C : StarStone Specialty Insurance Company 44776 INSURER D : American Casualty Co of Reading, PA A(XV) 20427 INSURER E : Evanston Insurance Company 35378 INSURER F : COVERAGES CERTIFICATE NUMBER: 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 POLICES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR LTRINSD TYPE OF INSURANCE ADDL SUBR W VD POLICY NUMBER POLICY EFF (MM/DD/YYYY) POLICY EXP (MM/DD/YYYY) LIMITS A X COMMERCIAL GENERAL LIABILITY 7013621547 Approved by Frank Gomez 11/26/2022 04/06/2023 11/26/2023 EACH OCCURRENCE $ 2,000,000 CLAIMS -MADE X OCCUR DAMAGE TO RENTED PREMISES (Ea occurrence) 1,000 000 $ X Contractual Liab. MED EXP (Any one person) $ 10,000 PERSONAL & ADV INJURY $ 2,000,000 GEN'L AGGREGATE POLICY OTHER: X LIMIT APPLIES PRO PER: LOC GENERAL AGGREGATE $ 4,000,000 PRODUCTS-COMP/OPAGG $ 4,000,000 $ B AUTOMOBILE X LIABILITY ANY AUTO OWNED SCHEDULED AUTOS AUUTOS ONLY 52391700 11/26/2022 11/26/2023 COMBINED SINGLE LIMIT (Ea accident) 1,000,000 $ BODILY INJURY (Per person) $ BODILY INJURY (Per accident) $ PROPERTY DAMAGE (Per Pccident $ $ C X UMBRELLA LIAB EXCESS LIAB X OCCUR CLAIMS -MADE B89680222AL1 11/26/2022 11/26/2023 EACH OCCURRENCE $ 5,000,000 AGGREGATE $ 5,000,000 DED X RETENTION $ 10,000 $ D WORKERS COMPENSATION AND EMPLOYERS' LIABILITY ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? (Mandatory in NH) If yes, describe under DESCRIPTION OF OPERATIONS below Y/N N N / A 7017908607 11/26/2022 11/26/2023 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 $ E Professional Liab. MKLV7PL0005641 12/10/2022 12/10/2023 Per Claim/Aggregate 2,000,000 DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) Total umbrella/excess limit is $10,000,000 per primary (noted above) and secondary (noted below) layers. Travelers Excess and Surplus Lines Company (A++, XV); Excess Umbrella Liability; EX-9S40791A; 11/26/2022 to 11/26/2023; Each Occurrence - $5,000,000/Aggregate - $5,000,000 Wood/O'Donnell & Naccarato- Professional Liability -Prior acts date of 09/29/2022 applies. CERTIFICATE HOLDER CANCELLATION Cityof Miami 444 SW 2nd Avenue 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 ACORD 25 (2016/03) © 1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD DocuSign Envelope ID: FB5201CD-812B-4D9F-AF4C-1FAA7D68B10D From: Gomez Jr., Francisco (Frank) To: Caseres, Luis; Quevedo, Terry Subject: RE: COI - Douglas Wood Associates, inc. - Expired 12-21-2022 Date: Thursday, April 6, 2023 6:52:51 AM Attachments: imaae001.onq image004.pnq Good morning Luis, The COI is adequate. Thanks, Frank Gomez, PIAM, CPI I Property & Casualty Manager City of Miami Risk Management (305) 416-1740 Office (305) 416-176o Fax fgomez@miamigov.com "Serving, Enhancing, and Transforming our Community" From: Caseres, Luis <Lcaseres@miamigov.com> Sent: Wednesday, April 5, 2023 3:33 PM To: Gomez Jr., Francisco (Frank) <FGomez@miamigov.com>; Quevedo, Terry <TQu eve d o@ m i a m i gov. co m> Subject: FW: COI - Douglas Wood Associates, inc. - Expired 12-21-2022 Good afternoon, Please review and approve. DocuSign Envelope ID: FB5201CD-812B-4D9F-AF4C-1FAA7D68B10D Best regards, L wig C are.s- Construction Procurement Assistant City of Miami Department of Procurement 444 SW 2nd Avenue, 6th Floor, Miami, FL 33130 (305) 416-1923 g (305) 400-5335 ELcaseres@miamigov.com "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: 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. If you're not already a Vendor, click on or scan the QR Code to register as a new vendor for the City of Miami. From: Ken Boyer <KBoyerPo-n.com> Sent: Wednesday, April 5, 2023 2:33 PM To: Caseres, Luis <Lcaseres(miamigov.com> Subject: RE: COI - Douglas Wood Associates, inc. - Expired 12-21-2022 CAUTION: This is an email from an external source. Do not click links or open attachments unless you recognize the sender and know the content is safe. Luis, Attached is O&N's (who acquired DWA) insurance certificate. Kenneth Boyer DocuSign Envelope ID: FB5201CD-812B-4D9F-AF4C-1FAA7D68B10D DIVISION OF CORPORATIONS r +'�IY1 1.91112 a fros ,Ldp. Yr)o f rrrlDr aue Okla! of Parkin sveb iie Department of State / Division of Corporations / Search Records / Search by Entity Name / Detail by Entity Name Foreign Profit Corporation O'DONNELL & NACCARATO, INC. Filing Information Document Number F07000001912 FEI/EIN Number 22-2381252 Date Filed 04/09/2007 State PA Status ACTIVE Principal Address 701 MARKET STREET SUITE 6000 PHILADELPHIA, PA 19106 Changed: 07/15/2015 Mailing Address 701 MARKET STREET SUITE 6000 PHILADELPHIA, PA 19106 Changed: 07/15/2015 Registered Agent Name & Address CORPORATION SERVICE COMPANY 1201 HAYS STREET TALLAHASSEE, FL 32301-2525 Name Changed: 11/04/2019 Address Changed: 11/04/2019 Officer/Director Detail Name & Address Title Director, VP Panzarino, Paul P 200 Central Ave Suite 202 Mountainside, NJ 07092 DocuSign Envelope ID: FB5201CD-812B-4D9F-AF4C-1FAA7D68B10D Title President, Director, Secretary NACCARATO, ANTHONY F 701 MARKET STREET SUITE 6000 PHILADELPHIA, PA 19106 Title Director NACCARATO, PETER A Martinique II 4100 North Ocean Avenue #502 Singer Island, FL 33404 Title Director HART, MARGARET A 681 Mainsail Place Naples, FL 34110 Title Director LUNDEN, MARK W 103 Wilton Woods LN Media, PA 19063 Title VP, Director MORDAN, DENNIS V 701 MARKET STREET SUITE 6000 PHILADELPHIA, PA 19106 Title VP McComas, C. Rodney Three Parkwood Crossing 450 E 96th St Suite 175 Indianapolis, IN 46240 Title CFO, Director Pastras-Brugler, Melissa 701 MARKET STREET SUITE 6000 PHILADELPHIA, PA 19106 Annual Reports Report Year Filed Date DocuSign Envelope ID: FB5201CD-812B-4D9F-AF4C-1FAA7D68B10D 2021 05/01/2021 2022 04/30/2022 2023 04/20/2023 Document Images 04/20/2023 --ANNUAL REPORT 04/30/2022 --ANNUAL REPORT 05/01/2021 -- ANNUAL REPORT 06/24/2020 --ANNUAL REPORT 11/04/2019 -- Reg. Agent Change 04/26/2019 --ANNUAL REPORT 04/19/2018 --ANNUAL REPORT 04/12/2017 --ANNUAL REPORT 04/26/2016 --ANNUAL REPORT 04/08/2015 --ANNUAL REPORT 04/17/2014 --ANNUAL REPORT 04/26/2013 --ANNUAL REPORT 04/26/2012 --ANNUAL REPORT 04/14/2011 --ANNUAL REPORT 01/04/2010 --ANNUAL REPORT 01/16/2009 --ANNUAL REPORT 01/17/2008 --ANNUAL REPORT 04/09/2007 -- Foreign Profit View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format Florida Department of State, Division of Corporations DocuSign Envelope ID: FB5201CD-812B-4D9F-AF4C-1FAA7D68B10D Annie Perez, CPPO Director/Chief Procurement Officer Department of Procurement City of Miami 444 SW 2nd Avenue, 6th Floor Miami, FL 33130 4. GOVERNING CONDITIONS: All remaining terms of the Agreement, not specifically changed herein, and any amendment or addendum thereto, shall remain in full force and effect through the extended term. 5. COUNTERPARTS, ELECTRONIC SIGNATURES: This Acceptance 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 Acceptance shall have the same force and effect as an original. The parties shall be entitled to sign and transmit an electronic signature on this Acceptance (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 Acceptance upon request. 6. SIGNATURE AUTHORITY: The individuals executing this Acceptance on behalf of the Assignor, the Assignee, and the City represent that they have the full authority to execute this document on behalf of the entity for which they represent. 7. NON-DISCRIMINATION, EQUAL EMPLOYMENT OPPORTUNITY, AND AMERICANS WITH DISABILITIES ACT: Proposer shall not unlawfully discriminate against any person in its operations and activities or in its use or expenditure of funds in fulfilling its obligations under this Agreement. Proposer shall affirmatively comply with all applicable provisions of the Americans with Disabilities Act (ADA) in the course of providing any services funded by City, including Titles I and II of the ADA (regarding nondiscrimination on the basis of disability), and all applicable regulations, guidelines, and standards. In addition, Proposer shall take affirmative steps to ensure nondiscrimination in employment against disabled persons. Proposer affirms that it shall not discriminate as to race, age, religion, color, gender, gender identity, sexual orientation, national origin, marital status, physical or mental disability, political affiliation, or any other factor which cannot be lawfully used in connection with its performance under this RFP/RFQ. Furthermore, Proposer affirms 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 which cannot be lawfully used, be excluded from the participation in, be denied benefits of, or be subjected to, discrimination under any program or activity. In connection with the conduct of its business, including performance of services and employment of personnel, Proposer shall not discriminate against any person on the basis of race, age, religion, color, gender, gender identity, sexual orientation, national origin, marital status, physical or mental disability, political affiliation, or any other factor which cannot be lawfully used. All persons having appropriate qualifications shall be afforded equal opportunity for employment. 8. E-VERIFY EMPLOYMENT VERIFICATION: Proposer shall utilize the U.S. Department of Homeland Security's E-Verify system to verify the employment eligibility of all new employees hired by the Proposer during the term of the Agreement and shall expressly require any Subconsultant performing work or providing services pursuant to the Agreement to likewise utilize the U.S. Department of Homeland Security's E-Verify system to verify the employment eligibility of all new employees hired by the Subconsultant during the Agreement term. [SIGNATURE PAGE FOLLOWS] 3 DocuSign Envelope ID: FB5201CD-812B-4D9F-AF4C-1FAA7D68B10D CERTIFICATE OF AUTHORITY (IF CORPORATION OR LLC) I HEREBY CERTIFY that at a meeting of the Board of Directors of Douglas Wood Associates, Inc. , a corporation organized and existing under the laws of the State of Florida, held on the 1st day of September, a resolution was duly passed and adopted authorizing (Name) Douglas Wood as (Title) President of the corporation to execute agreements on behalf of the corporation and providing that their execution thereof, attested by the secretary of the corporation, shall be the official act and deed of the corporation. I further certify that said resolution remains in full force and effect. IN WITNES ERE , I have hereunto set my hand this 1st day of September, 2023. Secreta ry, Pnnt: Kenneth Bover CERTIFICATE OF AUTHORITY (IF PARTNERSHIP) I HEREBY CERTIFY that at a meeting of the Board of Directors of a partnership organized and existing under the laws of the State of , held on the day of . a resolution was duly passed and adopted authorizing (Name) as (Title) of the partnership to execute agreements on behalf of the partnership and provides that their execution thereof, attested by a partner, shall be the official act and deed of the partnership. I further certify that said partnership agreement remains in full force and effect. IN WITNESS WHEREOF, I have hereunto set my hand this day of 20 Partner: Print: Names and addresses ofpartners: Name Street Address City State Zip DocuSign Envelope ID: FB5201CD-812B-4D9F-AF4C-1FAA7D68B10D CERTIFICATE OF AUTHORITY (IF JOINT VENTURE) Joint ventures must submit a joint venture agreement indicating that the person signing this Agreement is authorized to sign documents on behalf of the joint venture. If there is no joint venture agreement, each member of the joint venture must sign this Agreement and submit the appropriate Certificate of Authority (corporate, partnership, or individual). CERTIFICATE OF AUTHORITY (IF INDIVIDUAL) I HEREBY CERTIFY that, I (Name) , individually and doing business as (d/bla) (If Applicable) have executed and am bound by the terms of the Agreement to which this attestation is attached. IN WITNESS WHEREOF I have hereunto set my hand this day of , 20_ Signed: Print: NOTARIZATION STATE OF FLORIDA) .} SS - COUNTY OF MIAMI-DADE The foregoing instrument was acknowledged before me this 1st day of September, 2023, by Kenneth Boyer, who i ersona y nown tom r who has produced as identification and wh did) did not) take an oath. E OF NOTARY PUBLIC OF FLORIDA ilea +J 0 PRINTEQ, TAMPED OR TYPED NAME O OTARY PUBLIC :1p34Y P& # ExpiRREPAYS 5-9-2021 9 a,H c�MV °. DocuSign Envelope ID: FB5201CD-812B-4D9F-AF4C-1FAA7D68B10D EXHIBIT "B" CORPORATE RESOLUTION (This Resolution must authorize the signatory to sign) WHEREAS, O'Donnell & Naccarato, Inc., a foreign profit corporation authorized to conduct business in Florida ("Corporation"), desires to enter into this Acceptance of Assignment and Assumption of Agreement ("Acceptance") with the City of Miami, a Florida municipal corporation ("City"), for the purpose of performing the work described therein this Acceptance to which this corporate resolution is attached; and WHEREAS, the Corporation's 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 CORPORATION'S BOARD OF DIRECTORS that the Corporation is authorized to enter into this Acceptance with the City, and the President/CEO Anthony Naccarato is hereby authorized and directed to execute the Acceptance in the name of the 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 19th day of April , 2023. O'Donnell & Naccarato, Inc (Corporation) A Pennsylvania (State) corporation By: (sign) Print Name: Anthony Naccarato TITLE: President/CEO Print Name: Anthony Naccarato (sign) 7 Olivera, Rosemary From: Sent: To: Cc: Subject: Attachments: Caseres, Luis Wednesday, September 27, 2023 11:57 AM Badia, Hector; Darrington, Mario; Cabrera, Paola; Mora, Jorge; Hansen, Anthony; Sagesse, Max; McGinnis, Lai -Wan Cambridge, Susan; Ponassi Boutureira, Fernando; Velez, Pablo; Hannon, Todd; Olivera, Rosemary; Lee, Denise Document Distribution - RFQ 16-17-018 - Acceptance of Assignment and Assumption of Agreement RFQ_16-17-018_-_Acceptance_of_Assignment_Executed 09-27-23.pdf Good morning All: Lai -Wan: Attached for your records is a scanned copy of the document described below, which was duly executed by all appropriate parties. Thank you. Paola You may now close this Matter ID 23- 361 Todd Please find attached the fully executed copy of agreement that is to be considered an original agreement for your records. Document Type: First Party: Second Party: Program/Purpose: Effective Date: Best regards, Acceptance of Assignment and Assumption of Agreement City of Miami O'Donnell & Naccarato, Inc. Miscellaneous Structural Engineering Services 09/27/2023 i LuA.- Caere - Construction Procurement Assistant City of Miami Department of Procurement 444 SW 2nd Avenue, 6th Floor, Miami, FL 33130 (305) 416-1923 g (305) 400-5335 ®Lcaseres©miamigov.com 0 "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: 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. If you're not already a Vendor, click on or scan the QR Code to register as a new vendor for the City of Miami. 2