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HomeMy WebLinkAbout23589AGREEMENT INFORMATION AGREEMENT NUMBER 23589 NAME/TYPE OF AGREEMENT STEPHEN CODY DESCRIPTION EXPERT CONSULTANT AGREEMENT/REDISTRICTING PRINCIPLES OR GUIDELINES/MATTER ID:21-1830 EFFECTIVE DATE September 9, 2021 ATTESTED BY TODD B. HANNON ATTESTED DATE 9/9/2021 DATE RECEIVED FROM ISSUING DEPT. 9/9/2021 NOTE DOCUSIGN AGREEMENT BY EMAIL DocuSign Envelope ID: 6F154E89-DDC5-4416-8678-1 D6400824132 CITY OF MIAMI DOCUMENT ROUTING FORM ORIGINATING DEPARTMENT: Department of Procurement DEPT. CONTACT PERSON: Aimee Gandarilla EXT. 1906 NAME OF OTHER CONTRACTUAL PARTY/ENTITY: STEPHEN CODY 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 -Stephen Cody 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 PR21229 8/31/21 Annie SIGNATURE: Perez, CPPO RISK MANAGEMENT September 1, Ann 2021 I 05:57,L55.sgrAT SIGNATURE: -Marie Sharpe Frat& lemIGy CITY ATTORNEY matter 21-1830 September 7, Victoria 2021 I 17:49:4�EDT. SIGNATURE: Mendez s9 aey - _ ---- C��RCBACB ASSISTANT CITY MANAGER, CHIEF FINANCIAL OFFICER September 7, Fernando 2021 I 20: 37: SIGNATURE:-J Casamayor 33 EDT. oo��s�9�m �y ASSISTANT CITY MANAGER, CHIEF OF INFRASTRUCTURE N/A Nzeribe Ihekwaba, Ph.D., PE SIGNATURE: N/A ASSISTANT CITY MANAGER, CHIEF OF OPERATIONS N/A Natasha Colebrook -Williams SIGNATURE: N/A CITY MANAGER September 8, Arthur 2021 I 09: 29 SIGNATURE: Noriega V v4-4..ERT gyitur IvOnt,y �ASf}CFAF;h�'HRk?d CITY CLERK A COPY EMAILED TO TO CITY ATTORNEY'S OFFICE A COPY EMAILED TO DEPARTMENT A COPY EMAILED TO CITY CLERKS OFFICE ONE COPY MAILED/EMAILED TO VENDOR September 9, Todd 2021 L 22•0 SIGNATURE:f Hannon 2s, T Todd B. Hannon ,,,,,,sa,,.,, PLEASE ATTACH THIS ROUTING FORM TO ALL DOCUMENTS THAT REQUIRE EXECUTION BY THE CITY MANAGER DocuSign Envelope ID: 6F154E89-DDC5-4416-8678-1 D6400824132 IAFI I{�1AAT 11 I fp � To: Pablo Velez City of Miami Office of the City Attorney Legal Services Request Office of the City Attorney From: Yadissa Calderon Contact Person Assistant Director Title 8/31/2021 Date: Procurement Requesting Client (305) 416-1907 Telephone Legal Service Requested: matter 21-1830: Expert Consultant Agreement - STEPHEN CODY 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: Yadissa Calderon 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: 6F154E89-DDC5-4416-8678-1 D6400824132 EXPERT CONSULTANT AGREEMENT BETWEEN THE CITY OF MIAMI, FLORIDA AND STEPHEN CODY 9th September THIS AGREEMENT ("Agreement") is made and entered into this day of , 2021, effective upon signature (the "Effective Date"), by and between the City of Miami, Florida, a municipal corporation of the State of Florida ("City"), and Stephen Cody, an individual over the age of 21 years ("Expert Consultant"), whose address is16610 SW 82 Court, Palmetto Bay, FL 33157. 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 ("CMO") with the services defined in 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, 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 City Manager's Office, 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 Fifty -Thousand Dollars ($50,000.00) 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 Page 1 of 15 DocuSign Envelope ID: 6F154E89-DDC5-4416-8678-1 D6400824132 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, 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 15 DocuSign Envelope ID: 6F154E89-DDC5-4416-8678-1 D6400824132 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, hold and save harmless, and defend (at its own cost and expense), the City, its officers, agents, directors, and/or employees, 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), the City its officials and/or employees against any civil actions, statutory or similar claims, injuries or damages arising or resulting from the Services, even if it is alleged that the City, its officials, and/or employees were negligent. 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, keep and save harmless and defend the City or its officers, employees, agents and instrumentalities 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 City, 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 sub - consultant will indemnify the City in 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 Page 3 of 15 DocuSign Envelope ID: 6F154E89-DDC5-4416-8678-1 D6400824132 way, assumes or shares any responsibility or liability of the Expert Consultant or sub -consultant 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, color, gender, religion, age, disability, sexual orientation, marital status, or national origin. Expert Consultant further covenants that no otherwise qualified individual shall, solely by reason of their race, color, gender, religion, age, disability, sexual orientation, marital status, or national origin, 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 Statutes, or as otherwise provided by law; (3) ensure that public records that are exempt or confidential Page 4 of 15 DocuSign Envelope ID: 6F154E89-DDC5-4416-8678-1 D6400824132 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 Service, 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@MIAMIGOV.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 15 DocuSign Envelope ID: 6F154E89-DDC5-4416-8678-1 D6400824132 To Expert Consultant: Stephen Cody 16610 SW 82 Court Palmetto Bay, FL 33157 stevecody63©yahoo.com To the Cit 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. Severability. If this Agreement contains any provision found to be unlawful, the same shall be deemed to be of no effect and shall be deemed stricken from this Agreement without affecting the binding force of this Agreement as it shall remain after omitting such provision. 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 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 Page 6 of 15 DocuSign Envelope ID: 6F154E89-DDC5-4416-8678-1 D6400824132 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. 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: 6F154E89-DDC5-4416-8678-1 D6400824132 IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the day and year first above written. EXPERT CONSULTANT —DocuSigned by: `— 2 D75 B87 C960F467... Stephen Cody STATE OF FLORIDA COUNTY OF ( ) The foregoing instrument was acknowledged before me this day of , 2021, by Stephen Cody. He is personally known to me or has produced , as identification and did/did not take an oath. Notary Public Printed Name: My Commission Expires: ATTEST: CITY OF MIAMI, FLORIDA: DocuSigned by: DocuSigned by: [Todd B. Hann E-4613649GF1-468... Todd Hannon City Clerk DocuSigned by: tivfLAr -8€0GF-6G272-1;D42A .. Arthur Noriega V City Manager APPROVED AS TO FORM AND APPROVED AS TO INSURANCE CORRECTNESS: DocuSigned by: 604F9-2-A-688C64C6... Victoria Mendez City Attorney DS PRV 9/1/21 Matter 21-1830 REQUIREMENTS: FDocuSigned by: ro& amao./5 ems' 1144E7... Ann -Marie Sharpe Risk Management Director Page 8 of 15 DocuSign Envelope ID: 6F154E89-DDC5-4416-8678-1 D6400824132 Exhibit "A" SCOPE OF SERVICES 1. At Holland & Knight's ("H&K") direction, Mr. Cody shall participate in meetings with all City Commissioners individually to obtain input from them as to the demographics of their constituency and other relevant issues related to redistricting and to provide preliminary advice as to issues relative to the federal Voting Rights Act, 14th Amendment principles applicable to municipal redistricting, and traditional redistricting principles. Mr. Cody will not, however, be called upon to render legal advice to the Members of the City Commission. All legal advice shall be rendered only by H&K. 2. At H&K's direction. Mr. Cody shall assist H&K in a publicly noticed hearing to obtain guidance from the City Commission as to redistricting principles or guidelines it wishes to employ in developing the plan. These include, but are not limited to, the use of natural and man-made boundaries, maintaining the core of existing districts wherever possible, grouping like communities in terms of socio-economic factors, as well as living patterns (urban high-rise dwellers vs. suburban single-family residents, etc.) The Commission will also instruct as to the hierarchy of importance of those principles to be used in crafting the map. 3. In order to verify applicability and compliance with the federal Voting Rights Act and as directed by H&K, Mr. Cody shall perform an analysis of the last ten (10) years of elections to determine whether the factors identified in Thornburg v Gingles are evident. Upon verifying the continued existence of these factors, Mr. Cody, together with H&K, will perform an analysis of the "totality of the circumstances" addressing a myriad of factors including, history of discriminatory practices, discrimination or disproportionate impact in socio-economic areas such as education, employment, healthcare, subtle or overt racial appeals in campaigns, etc. 4. Prior to drafting a Redistricting Plan, Mr. Cody shall assist H&K in a public hearing in each district (in person or via Zoom meeting) to obtain input from the different communities that may be incorporated into the final Redistricting Plan. 5. At H&K's direction, Mr. Cody shall assist in drafting a Redistricting Plan to be presented by H&K, together with a report addressing the above referenced issues to the City Commission for its consideration and adoption in a public hearing. In the event that modifications are requested, Mr. Cody shall assist in making such modifications and presenting a revised Redistricting Plan, provided the requested modifications are constitutionally sound and compliant with the federal Voting Rights Act. 6. At all times, Mr. Cody will work under the direction of H&K, which with be responsible for providing the proposed Redistricting Plan under the terms and timeline set forth in H&K's Professional Services Agreement with the City. Page 9 of 15 DocuSign Envelope ID: 6F154E89-DDC5-4416-8678-1 D6400824132 ACCORD CERTIFICATE v CERTIFICATE OF LIABILITY INSURANCE DATE (0YYYY) 08/23/2021 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 BIBERK P.O. Box 113247 Stamford, CT 06911 CONTACT NAME: PHONE 844-472-0967 FAX 203-654-3613 (A/C, No, Ext): (A/C, No): E-MAIL customerservice@biBERK.com ADDRESS: INSURER(S) AFFORDING COVERAGE NAIC # Berkshire Hathaway Direct Insurance Company INSURER A : 10391 INSURED Stephen Cody 16610 SW 82 CT Palmetto Bay, FL 33157 INSURER B : INSURER C: INSURERD: INSURERS: INSURER F : COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSUR INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHE CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESC EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID I AHED ABOVE FOR THE POLICY PERIOD MENT WITH RESPECT TO WHICH THIS REIN IS SUBJECT TO ALL THE TERMS, INSR LTR TYPEOFINSURANCE ADDL INSD SUBR WVD POLICY NUMBER POLICY EFF (MMIDD/YYYY) PO}}..11�� E (MftQDDt Y) LIMITS COMMERCIAL GENERAL LIABILITY ///'''``` O /� 4/ ���� EACH OCCURRENCE $ CLAIMS -MADE OCCUR DAMAGE TO RENTED PREMISES (Ea occurrence) MED EXP (Any one person) $ $ PERSONAL & ADV INJURY $ GEN'L AGGREGATE LIMIT APPLIES PRO JECT PER: LOC GENERAL AGGREGATE $ PRODUCTS - COMP/OP AGG $ $ AUTOMOBILE LIABILITY ANY AUTO OWNED SCHEDULED AUTOS NON -OWNED AUTOS ONLY ( I� `v G /'� IV COMBINED SINGLE LIMIT (Ea accident) $ BODILY INJURY (Per person) $ BODILY INJURY (Per accident) $ PROPERTY DAMAGE (Per accident) $ $ UMBRELLA LIAB EXCESS LIAB O OCCUR CLAIMS -MADE O `` V EACH OCCURRENCE $ AGGREGATE $ DED RETENTION $ $ WORKERS COMPENSATION AND EMPLOYERS LIABILITY ANYPROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? (Mandatory in NH) If yes, describe under DESCRIPTION OF OPERATIONS below YIN 1(Z4e: PER STATUTE OTH- ER E.L. EACH ACCIDENT $ E.L. DISEASE - EA EMPLOYEE $ E.L. DISEASE - POLICY LIMIT $ AOmissions): Professional Liability (Errors P X Claims -Made N9PL067990 08/21/202108/21/2022 Per Occurrence/ Aggregate $1,000,000/ $1,000,000 DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) An Additional Insured exists on this policy in favor of City of Miami as it pertains to Professional Liability. (see attached) CERTIFICATE HOLDER CANCELLATION City Of Miami 444 SW 2nd Ave 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 Page 10 of 15 DocuSign Envelope ID: 6F154E89-DDC5-4416-8678-1 D6400824132 MISCELLANEOUS PROFESSIONAL LIABILITY MPL 00 24 11 15 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED ENDORSEMENT This endorsement modifies insurance provided under the following: Miscellaneous Professional Liability Insurance Policy SECTION V — DEFINITIONS, Section M. "Insured" of the policy is amended to add the following: 1� The Additional Insured stated below, but only for Q09 liability arising solely out of Wrongful Acts in the 41/ performance of Insured Services by the Named Insured or the Individual Insureds: `� City of Miami e It is also agreed the policy does not apply to ary' Claim which includes allegations or facts indic actual or alleged independent or direct liability part of an Additional Insured. ��I All other terms and conditions o1 policy remain unchanged. QO Q Q P MPL 00 2411 15 Page 1 of 1 Page 11 of 15 DocuSign Envelope ID: 6F154E89-DDC5-4416-8678-1 D6400824132 2. I will be providing Expert Consultant Services on decision -making authority; and August 30, 2021 Ann -Marie Sharpe, Director Department of Risk Management City of Miami 444 S.W. 2nd Avenue, 9th Floor Miami, Florida 33130 Re: Status as Independent Contractor Dear Ms. Sharpe: In connection with my Expert Consultant Agreement ("Agreement") with the City of Miami ("City") through its City Manager's Office, I am writing to inform the City of the following: Qofr 1. I am entering into the Agreement as an Independent Contracto N( an a4°)eded basis and will not have any 3.I will not employ or subcontract from any othe on in order to provide Expert Consultant Services to the City for this engagement; and 4. I am exempt from, and am not requir<Pmaintain any worker's compensation insurance coverage for myself; and 5. I am requesting and affirming t aCii my instruction to you that any and all payments for the Expert Consultant Services pr-+ in accordance with this Agreement shall be made to Holland and Knight LLP Tax relatecc quences, if any, are solely mine and/or of the payee. If you require any further info MO in connection with the Agreement, please contact me at the address �and telephone number pro below. Sincerely, Stephen Cody 16610 SW 82 Court Palmetto Bay, FL 33157 (786) 252-6918 Page 12 of 15 DocuSign Envelope ID: 6F154E89-DDC5-4416-8678-1 D6400824132 INSURANCE ADDENDUM INSURANCE DEFINITIONS, REQUIREMENTS AND CONDITIONS The VENDOR/CONTRACTOR agrees to provide and maintain throughout the life of this Agreement, and at Vendor/Contractor's expense, insurance coverage outlined herewith as applicable insuring all operations related to the contract and any extensions thereof. Workers Compensation and Employers Liability Statutory and subject to the Laws of the State of Florida. This coverage protects against lawsuits stemming from workplace accidents. It provides for medical care to injured employees, along with compensation for lost income. Commercial General Liability It protects against accidents and injuries that occur on company property or%: •roperty of a customer. It compensates an injured person or owner of property for injuries and pry ': damages, and the cost of defending lawsuits, including legal settlements or investigations. This also covers claims resulting from products exposures, libel, slander, copyright infringement arT3 er personal and advertisement injuries. C� Commercial Automobile Liability 4/1/ It protects against liability, no fault, medical payme reinsured and underinsured motorist claims, collision and other than collision physical damage. ition, this policy affords coverage on autos that are hired or borrowed or non -owned for use in siness. The non -owned can be autos owned by employees or members of their households. Non -Owned Auto exposures can be endorsed or added under the Commercial General Liability Policy. <` Liability Professional/Errors and Omiss' __ (`Lia J�4� Y Used by many professional th as engineers, lawyers, accountants, stockbrokers, financial advisers, insurance agents, court rts, dentists, nurses, and teachers. It protects against the financial effects of liability lawsuits filed t \' lents. It basically protects professionals who cause harm to a client due to incompetence, errors, negligence. Umbrella Liability It protects against liability and losses after primary insurance benefits have been exhausted. This supplemental coverage kicks in only after the underlined liability policies have paid their maximum benefits. Environmental Liability It protects against the financial costs of claims of injury or damage due to pollution, and other costs of cleaning up pollutants. These policies are designed to cover both property and liability risks. Page 13 of 15 DocuSign Envelope ID: 6F154E89-DDC5-4416-8678-1 D6400824132 Directors and Officers Liability This coverage protects against claims from stockholders, employees and clients that are also aimed individually at directors and officers. These claims typically stem from errors in judgement, breaches of duty and wrongful acts in connection with company business. Cyber Liability It protects against costs of the theft, destruction, or unauthorized use of electronic data through computer viruses or network intrusions. It also adds protection to a business against such costs if a business fails to safeguard another party's electronic data. Companies sharing data outside their internal network benefit from this coverage. Commercial Property It protects against claims or damages to the insured's buildings, business p clfal property and personal property of others. It can also provide for loss of business income coveir extra expenses incurred because of physical loss by a covered peril to the insured's property. Commercial Crime 41) It protects against loss of money, securities, and other prop as employee theft or embezzlement, burglary, robb extortion. Crime insurance also covers money and s any cause of loss, not just crime. r',� Builders Risk (`�J cause of a variety of criminal acts such rgery, computer fraud, kidnapping and les against damage or destruction by almost It protects against damage to or destruct' •Rlbuildings or other structures during their construction. Any party with a financial interest in a cons n, remodeling, or repair project benefits from this coverage. Surety Bonds Surety bonds are three pa racts. The principal, the party that undertakes the obligation, pays for the issuance of a bond klis surety company. The bond provides capital to guarantee the obligation will be performed. The obl' is the party that receives the benefit of the bond If the obligation is improperly performed. Valuable Papers It pays for the cost to reconstruct damaged or destroyed valuable papers and records. Typically defined to include almost all forms of printed documents or records with the exception of money or securities, and data and media which is usually excluded. Additional Requirements The Vendor/Contractor must furnish the City of Miami Department of Procurement and Risk Management, located at 444 S.W. 2nd Avenue Miami, Florida 33130, original certificates of insurance to be in force on the date of this Agreement, and renewal certificates of insurance thereafter. All policies Page 14 of 15 DocuSign Envelope ID: 6F154E89-DDC5-4416-8678-1 D6400824132 indicated on the certificate must be in compliance with all Agreement requirements. The failure of the City to obtain the applicable or corresponding certificates from Contractor is not a waiver by the City of any requirements for the Vendor/Contractor. The Vendor/Contractor must furnish certificates of insurance listing the City as an additional insured. All insurance certificates must be signed, dated, and reference the City contract number. The insurance must provide for thirty (30) days prior written notice to be given to the City in the event coverage is substantially changed, canceled, or non -renewed. Any deductibles or self -insured retentions on referenced insurance coverages must be borne by Vendor/Contractor. The Vendor/Contractor further agrees to have insurers waive their rights of subrogation against the City, its employees, elected officials, agents, or representatives. The coverages and limits furnished by Vendor/Contractor in no way limit liabilities and responsibilities specified within the Agreement or law. Any insurance or self-insurance programs maintained by the City shall no provided by the Vendor/Contractor under the Agreement. The required insurance to be carried is not limited by any limitation language in this Agreement or any limitation placed on the indemnit of law. If the Vendor/Contractor is a joint venture or limited liabilit the joint venture or limited liability company and eac insureds. the Vendor/Contractor's tribute with insurance essed in the indemnification is Agreement given as a matter any, the insurance policies must name separate constituent entities as named The Vendor/Contractor must require all subco rs to provide the insurance required herein. All subcontractors are subject to the same in ur ce requirements of the Vendor/Contractor unless otherwise specified in this Agreement. ®, If the Vendor/Contractor or subcontr coverages is responsible for the acq the contrary, the City Risk Man alter, or change these require esire additional coverages, the party desiring the additional n and cost. Notwithstanding any provision in the Agreement to nt Department maintains and reserves the right to modify, delete, Page 15 of 15 DocuSign Envelope ID: 6F154E89-DDC5-4416-8678-1 D6400824132 Gandarilla, Aimee From: Calderon, Yadissa Sent: Monday, August 30, 2021 5:25 PM To: Gandarilla, Aimee Subject: FW: Requested Certificate of Insurance - N9PL067990 Importance: High FYI From: Gomez Jr., Francisco (Frank) <FGomez@miamigov.com> Sent: Thursday, August 26, 2021 6:43 AM To: Fernandez-Stiers, Melissa <mfstiers@miamigov.com>; Calderon, Yadissa <ycalderon@miamigov.com> Subject: RE: Requested Certificate of Insurance - N9PL067990 6"1/ Good morning Melissa, The certificate is adequate. Thanks, (305) 416-1760 Fax O fgornez@miamigov.com PQ Frank Gomez, PIAM, CPII Property & Casualty Manager City of Miami (305) �O Risk Management `<V 416-1740Office V "Serving, Enhancing, and Transforming our Community" From: Fernandez-Stiers, Melissa <mfstiers@miamigov.com> Sent: Wednesday, August 25, 2021 10:03 PM To: Gomez Jr., Francisco (Frank) <FGomez@miamigov.com>; Calderon, Yadissa <ycalderon@miamigov.com> Subject: Fwd: Requested Certificate of Insurance - N9PL067990 DocuSign Envelope ID: 6F154E89-DDC5-4416-8678-1 D6400824132 Please see attached. Have a good evening. Melissa Fernandez-Stiers, Esq. Chief of Staff to the City Manager City of Miami 3500 Pan American Drive I Miami, FL 33133 Tel: 305-250-5400 I Fax: 305-250-5410 Email: MFStiers@miamigov.com From: Stephen Cody <stevecody63@yahoo.com> Sent: Wednesday, August 25, 2021 10:11 AM To: Fernandez-Stiers, Melissa Subject: Fw: Requested Certificate of Insurance - N9PL067990 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. Melissa: VO 03.,41 Please find enclosed the Certificate of Insurance that has been laded to include the City of Miami as an additional insured. Steve Cody 786-252-6918 6,-/ Forwarded Message From: Customer Service @ biBERK <customerse ?rbiberk.com> To: stevecody63@yahoo.com <stevecody63@yahom> Sent: Monday, August 23, 2021, 08:14:12 AM Subject: Requested Certificate of Insurance�J9�L067990 Hello, \` The Certificate of Insurance you rs ed is attached. If you have any additional requts or concerns, please don't hesitate to contact us at 1-844-472-0967. We're here to help. Thank you, Kimberly Artmont biBERK, a Berkshire Hathaway Company e. CustomerService@biberk.com o. (844) 472-0967 www.biberk.com 2 Olivera, Rosemary From: Gandarilla, Aimee Sent: Friday, September 10, 2021 8:28 AM To: Hannon, Todd Cc: Lee, Denise; Olivera, Rosemary Subject: Executed - Expert Consultant Agreement - STEPHEN CODY Attachments: Expert Consultant Agreement - STEPHEN CODY.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. f) R V Thank you, airnee gartdavtieea Procurement Assistant II City of Miami Department of Procurement 444 SW 2"d Avenue, 6th floor, Miami, FL 33130 W(305)416-1906 A(305)400-53381agandarilla@miamigov.com https://miamiqov.com/Government/Departments-Organizations/Procurement 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. ;gym €�s "Serving, Enhancing, and Transforming our Community" 1