Loading...
HomeMy WebLinkAboutExhibitCity of Miami, Florida PROFESSIONAL SERVICES AGREEMENT By and Between The Citv of Miami, Florida And CONTRACTOR RFP 1062381 This Professional Services Agreement ("Agreement") is entered into this _ day of , 2019 by and between the City of Miami, a municipal corporation of the State of Florida, whose address is 444 S.W. 2nd Avenue, 1011 Floor, Miami, Florida 33130 ("City"), and, a , qualified to do business in the State of Florida whose principal address is the ("Contractor") RECITALS: , hereinafter referred to as WHEREAS, the City of Miami issued a Request for Proposals No. 1062381 on, May 3, 2019 (the "RFP" attached hereto, incorporated hereby, and made a part of as Exhibit A) for the provision of Stormwater Pump Station Maintenance and Repair, ("Services" as more fully set forth in the scope of work "Scope" attached hereto as Exhibit B) for The City of Miami and Contractor's proposal ("Proposal", attached hereto, incorporated hereby, and made part of hereof as Exhibit C), in response thereto, has been selected as the most qualified proposal for the provision of the Services. WHEREAS, the Evaluation/Selection Committee appointed by the City Manager determined that the Proposal submitted by the Contractor was responsive to the RFP requirements and recommended that the City Manager negotiate with the Contractor; and WHEREAS, the City wishes to engage the Services of Contractor, and Contractor wishes to perform the Services for the City; and WHEREAS, the City and the Contractor desire to enter into this Agreement under the terms and conditions set forth herein. City of Miami, Florida RFP 1062381 NOW, THEREFORE, in consideration of the mutual covenants and promises herein contained, Contractor and the City agree as follows: TERMS: 1. RECITALS AND INCORPORATIONS; DEFINITIONS: The recitals are true and correct and are hereby incorporated into and made a part of this Agreement. The City's RFP is hereby incorporated into and made a part of this Agreement and attached hereto as Exhibit "A". The Services and Scope of Work are hereby incorporated into and made a part of this Agreement and attached as Exhibit "B". The Contractor's Response and Pricing Proposal dated, May 30, 2019, in response to RFP 1062381, is hereby incorporated into and made a part of this Agreement as attached Exhibit "C". The Contractor's Insurance Certificate is hereby incorporated into and made a part of this Agreement as attached Exhibit "D". The order of precedence whenever there is conflicting or inconsistent language between documents is as follows: (1) Professional Services Agreement ("PSA") (2) Addenda/Addendum to the RFP; (3) RFP; and (4) Contractor's response and price proposal dated May 30, 2019, acknowledging scope of services and pricing component of services and, response to the Request for Proposals. 2. TERM: (Non -Negotiable) The Agreement shall become effective on the date on the first page, and shall be for the duration of five (5) years: Initial term of three (3) years with two (2) additional, one (1) year options to renew. The City shall have the option to extend or terminate the Agreement for convenience, that is, for any or no cause. City of Miami, Florida RFP 1062381 3. SCOPE OF SERVICES: A. Contractor agrees to provide the Services as specifically described, and under the special terms and conditions set forth in Exhibits "A" and "B" hereto, which by this reference is incorporated into and made a part of this Agreement. B. Contractor represents to the City that: (i) it possesses all qualifications, licenses, certificates, authorizations, and expertise required for the performance of the Services, including but not limited to full qualification to do business in Florida; (ii) it is not delinquent in the payment of any sums due the City, including payment of permits, fees, occupational licenses, etc., nor in the performance of any obligations or payment of any monies to the City; (iii) all personnel assigned to perform the Services are and shall be, at all times during the term hereof, fully qualified and trained to perform the tasks assigned to each; (iv) the Services will be performed in the manner described in Exhibit "A"; and (v) each person executing this Agreement on behalf of Contractor has been duly authorized to so execute the same and fully bind Contractor as a party to this Agreement. C. Contractor shall at all times provide fully qualified, competent and physically capable employees to perform the Services under this Agreement. City may require Contractor to remove any employee the City deems careless, incompetent, insubordinate, or otherwise objectionable and whose continued services under this Agreement is not in the best interest of the City. 4. COMPENSATION: A. The amount of compensation payable by the City to the Contractor shall be based on the rates quoted in Exhibit "C" hereto, which by this reference is incorporated into and made a part of this Agreement. B. Payment shall be made in arrears based upon work performed to the satisfaction of the City within thirty (30) calendar days after receipt of Contractor's invoice for Services performed, which shall be accompanied by sufficient supporting documentation and contain sufficient detail, to allow a proper audit of expenditures, should the City require one to be performed. Invoices shall be City of Miami, Florida RFP 1062381 sufficiently detailed so as to comply with the "Florida Prompt Payment Act", §218.70.-218.79, Florida Statutes, and other applicable laws. No advance payments shall be made at any time. C. Contractor agrees and understands that (i) any and all Subcontractors providing Services related to this Agreement shall be paid through Contractor and not paid directly by the City, and (ii) any and all liabilities regarding payment to or use of Subcontractors for any of the Services related to this Agreement shall be borne solely by Contractor. D. Prices shall remain firm and fixed for the term of the Contract, including any option or extension periods 5. OWNERSHIP OF DOCUMENTS: Contractor understands and agrees that any information, document, report or any other material whatsoever which is given by the City to Contractor, its employees, or any Subcontractor, or which is otherwise obtained or prepared by Contractor solely and exclusively for the City pursuant to or under the terms of this Agreement, is and shall at all times remain the property of the City. Contractor agrees not to use any such information, document, report or material for any other purpose whatsoever without the written consent of the City Manager, which may be withheld or conditioned by the City Manager in his/her sole discretion. Contractor is permitted to make and to maintain duplicate copies of the files, records, documents, etc. if Contractor determines copies of such records are necessary subsequent to the termination of this Agreement; however, in no way shall the confidentiality as permitted by applicable law be breached. The City shall maintain and retain ownership of any and all documents which result upon the completion of the work and Services under this Agreement as per the terms of this Section 5. 6. AUDIT AND INSPECTION RIGHTS AND RECORDS RETENTION: A. Contractor agrees to provide access to the City or to any of its duly authorized representatives, to any books, documents, papers, and records of Contractor which are directly City of Miami, Florida RFP 1062381 pertinent to this Agreement, for the purpose of audit, examination, excerpts, and transcripts. 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 Contractor under this Agreement, audit and inspect, or cause to be audited and inspected, those books, documents, papers, and records of Contractor which are related to Contractor's performance under this Agreement. Contractor agrees to maintain any and all such books, documents, papers, and records at its principal place of business for a period of three (3) years after final payment is made under this Agreement and all other pending matters are closed. Contractor's failure to adhere to, or refusal to comply with, this condition shall result in the immediate cancellation of this Agreement by the City. B. The City may, at reasonable times during the term hereof, inspect the Contractor's facilities and perform such tests, as the City deems reasonably necessary, to determine whether the goods or services required to be provided by Contractor under this Agreement conform to the terms hereof. Contractor shall make available to the City all reasonable facilities and assistance to facilitate the performance of tests or inspections by City representatives. All tests and inspections shall be subject to, and made in accordance with, the provisions of Section 18-101 and 18-102 of the Code of the City of Miami, Florida as same may be amended or supplemented, from time to time. 7. AWARD OF AGREEMENT: Contractor represents and warrants to the City that it has not employed or retained any person or company employed by the City to solicit or secure this Agreement and that it has not offered to pay, paid, or agreed to pay any person any fee, commission, percentage, brokerage fee, or gift of any kind contingent upon or in connection with, the award of this Agreement. 8. PUBLIC RECORDS: A. Contractor 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 City of Miami, Florida RFP 1062381 119, Florida Statutes, and agrees to allow access by the City and the public to all documents subject to disclosure under applicable laws. Contractor'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. Contractor shall additionally comply with Section 119.0701, Florida Statutes, including without limitation: (1) keep and maintain public records that ordinarily and necessarily would be required by the City to perform this service; (2) provide the public with access to public records on the same terms and conditions as the City would at the cost provided by Chapter 119, Florida Statutes, or as otherwise provided by law; (3) ensure that public records that are exempt or confidential and exempt from disclosure are not disclosed except as authorized by law; (4) meet all requirements for retaining public records and transfer, at no cost, to the City all public records in its possession upon termination of this Agreement and destroy any duplicate public records that are exempt or confidential and exempt from disclosure requirements; and, (5) provide all electronically stored public records that must be provided to the City in a format compatible with the City's information technology systems. Notwithstanding the foregoing, Contractor 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 Contractor determine to dispute any public access provision required by Florida Statutes, then Contractor shall do so at its own expense and at no cost to the City. If the Contractor has questions regarding the application of chapter 119, Florida Statutes, to the Contractor's duty to provide public records relating to this Contract, contact the Custodian of Public Records at (305) 416-1830, via email at PublicRecords@miamigov.com, or regular email at City of Miami Office of the City Attorney, 444 SW 2nd Avenue, 9th FL, Miami, FL 33130. 9. COMPLIANCE WITH FEDERAL, STATE AND LOCAL LAWS: Contractor understands that agreements with local governments are subject to certain laws and regulations, including laws pertaining to public records, conflict of interest, record keeping, etc. City of Miami, Florida RFP 1062381 City and Contractor agree to comply with and observe all such applicable federal, state and local laws, rules, regulations, codes and ordinances, as they may be amended from time to time. Contractor further agrees to include in all of Contractor's agreements with Subcontractors for any Services related to this Agreement this provision requiring Subcontractors to comply with and observe all applicable federal, state, and local laws rules, regulations, codes and ordinances, as they may be amended from time to time. 10. INDEMNIFICATION: Contractor 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 Contractor and persons employed or utilized by Contractor in the performance of this Contract. Contractor shall further, hold the City, its officials and employees, indemnify, save and hold harmless for, 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 permitted Work, or from issues of compliance by Contractor with all applicable laws, codes, rules, regulations and permit requirements relative to the Work, 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 Contractor shall, upon written notice from the City, resist and defend such action or proceeding by counsel satisfactory to the City. The Contractor expressly understands and agrees that any insurance protection required by this Contract or otherwise provided by the Contractor 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. City of Miami, Florida RFP 1062381 The indemnification provided above shall obligate the Contractor to defend, at its own expense, to and through trial, administrative, regulatory, appellate, mediation, arbitration, supplemental or bankruptcy proceedings, or to provide for and tender such defense, at the City's option, any and all claims of liability and all claims, proceedings, suits and actions of every name and description which may be brought against the City, whether performed by the Contractor, or persons employed or utilized by Contractor. These duties will survive the -cancellation or expiration of the Contract. This Section will be interpreted under the laws of the State of Florida, including without limitation, an interpretation which conforms to the limitations of Sections 725.06 and/or 725.08, Florida Statutes, as applicable. Contractor shall require all sub -contractor agreements to include a provision that each sub- contractor will indemnify, hold harmless, and defend the City in substantially the same language as this Section. The Contractor 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 Contractor in which the City participated either through review or concurrence of the Contractor's actions. In reviewing, approving or rejecting any submissions by the Contractor or other acts of the Contractor, the City, in no way, assumes or shares any responsibility or liability of the Contractor or sub -contractor under this Contract. Ten dollars ($10) 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 Contractor. In terms of this Section the City shall mean the City, its officials and employees, any involved City agencies or instrumentalities, jointly and severally, and Contractor shall mean the Contractor, any of its subcontractors, suppliers. Material persons, consultants and any other persons or firms engaged by the Contractor to perform the Work under this Agreement. City of Miami, Florida 11. DEFAULT: RFP 1062381 If Contractor fails to comply materially with any term or condition of this Agreement, or fails to perform in any material way any of its obligations hereunder, and fails to cure such failure after reasonable notice from the City, then Contractor shall be in default. Contractor understands and agrees that termination of this Agreement under this section shall not release Contractor from any obligation accruing prior to the effective date of termination. Should Contractor be unable or unwilling to commence to perform the Services within the time provided or contemplated herein, then, in addition to the foregoing, Contractor shall be liable to the City for all expenses incurred by the City in preparation and negotiation of this Agreement, as well as all costs and expenses incurred by the City in the re -procurement of the Services, including consequential and incidental damages. 12. RESOLUTION OF AGREEMENT DISPUTES: Contractor understands and agrees that all disputes between Contractor and the City based upon an alleged violation of the terms of this Agreement by the City shall be submitted to the City Manager for his/her resolution, prior to Contractor being entitled to seek judicial relief in connection therewith. In the event that the amount of compensation hereunder exceeds Twenty -Five Thousand Dollars and No/Cents ($25,000), the City Manager's decision shall be approved or disapproved by the City Commission. Contractor shall not be entitled to seek judicial relief unless: (i) it has first received City Manager's written decision, approved by the City Commission if the amount of compensation hereunder exceeds Twenty -Five Thousand Dollars and No/Cents ($25,000), or (ii) a period of sixty (60) days has expired, after submitting to the City Manager a detailed statement of the dispute, accompanied by all supporting documentation or ninety (90) days if City Manager's decision is subject to City Commission approval); or (iii) City has waived compliance with the procedure set forth in this section by written instruments, signed by the City Manager. In no event may the amount of compensation under this Section exceed the total compensation set forth in Section 4 (A) of this Agreement. City of Miami, Florida RFP 1062381 13. TERMINATION; OBLIGATIONS UPON TERMINATION: (Non -Negotiable) A. The City, acting by and through its City Manager, shall have the right to terminate this Agreement, in its sole discretion, and without penalty, at any time, by giving written notice to Contractor at least thirty (30) calendar days prior to the effective date of such termination. In such event, the City shall pay to Contractor compensation for Services rendered and approved costs and expenses incurred prior to the effective date of termination. In no event shall the City be liable to Contractor for any additional compensation and expenses incurred, other than that provided herein, and in no event shall the City be liable for any consequential or incidental damages. The Contractor shall have no recourse or remedy against the City for a termination under this subsection except for payment of fees due prior to the effective date of termination. B. The City, by and acting through its City Manager, shall have the right to terminate this Agreement, in its sole discretion, and without penalty, upon the occurrence of an event of a material breach hereunder, and failure to cure the same within thirty (30) calendar days after written notice of default.. In such event, the City shall not be obligated to pay any amounts to Contractor for Services rendered by Contractor after the date of termination, but the parties shall remain responsible for any payments that have become due and owing as of the effective date of termination. In no event shall the City be liable to Contractor for any additional compensation and expenses incurred, other than that provided herein, and in no event shall the City be liable for any direct, indirect, consequential or incidental damages. 14. INSURANCE: A. Contractor shall, at all times during the term hereof, maintain such insurance coverage(s) as may be required by the City. The insurance coverage(s) required as of the Effective Date of this Agreement are attached hereto as Exhibit "D" and incorporated herein by this reference. The City RFP number and title of the RFP must appear on each certificate of insurance. The City of Miami, Florida RFP 1062381 Contractor shall add the City of Miami as an additional insured to its commercial general liability, and auto liability policies, and as a named certificate holder on all policies. Contractor shall correct any insurance certificates as requested by the City's Risk Management Administrator. All such insurance, including renewals, shall be subject to the approval of the City for adequacy of protection and evidence of such coverage(s) and shall be furnished to the City Risk Management Administrator on Certificates of Insurance indicating such insurance to be in force and effect and any cancelled or non -renewed policy will be replaced with no coverage gap and a current Certificate of Insurance will be provided. Completed Certificates of Insurance shall be filed with the City prior to the performance of Services hereunder, provided, however, that Contractor shall at any time upon request file duplicate copies of the Certificate of Insurance with the City. B. Contractor understands and agrees that any and all liabilities regarding the use of any of Contractor's employees or any of Contractor's Subcontractors for Services related to this Agreement shall be borne solely by Contractor throughout the term of this Agreement and that this provision shall survive the termination of this Agreement. Contractor further understands and agrees that insurance for each employee of Contractor and each Subcontractor providing Services related to this Agreement shall be maintained in good standing and approved by the City Risk Management Administrator throughout the duration of this Agreement. C. Contractor shall be responsible for assuring that the insurance certificates required under this Agreement remain in full force and effect for the duration of this Agreement, including any extensions hereof. If insurance certificates are scheduled to expire during the term of this Agreement and any extension hereof, Contractor shall be responsible for submitting new or renewed insurance certificates to the City's Risk Management Administrator as soon as coverages are bound with the insurers. In the event that expired certificates are not replaced, with new or renewed certificates which cover the term of this Agreement and any extension thereof: City of Miami, Florida RFP 1062381 (i) the City shall suspend this Agreement until such time as the new or renewed certificate(s) are received in acceptable form by the City's Risk Management Administrator; or (ii) the City may, at its sole discretion, terminate the Agreement for cause and seek re - procurement damages from Contractor in conjunction with the violation of the terms and conditions of this Agreement. D. Compliance with the foregoing requirements shall not relieve Contractor of its liabilities and obligations under this Agreement. 15. NONDISCRIMINATION: Contractor represents to the City that Contractor does not and will not engage in discriminatory practices and that there shall be no discrimination in connection with Contractor's performance under this Agreement on account of race, color, sex, religion, age, handicap, marital status or national origin. Contractor further covenants that no otherwise qualified individual shall, solely by reason of his/her race, color, sex, religion, age, handicap, marital status or national origin, be excluded from participation in, be denied services, or be subject to discrimination under any provision of this Agreement. 16. ASSIGNMENT: This Agreement shall not be assigned by Contractor, in whole or in part, and Contractor shall not assign any part of its operations, without the prior written consent of the City Manager, which may be withheld or conditioned, in the City's sole discretion through the City Manager. 17. 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, City of Miami, Florida RFP 1062381 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. TO CONTRACTOR: Hector Abel Gomez President 3615 E. 10' Court Hialeah, FL 33013 18. MISCELLANEOUS PROVISIONS: TO THE CITY: Emilio T. Gonzalez City Manager 444 SW 211 Avenue, 101h Floor Miami, FL 33130-1910 Alan M. Dodd, P.E. Department of Resilence and Public Works, Director 444 SW 2nd Avenue, 8` Floor Miami, FL 33130-1910 Annie Perez, CPPO Department of Procurement Director 444 SW 2nd Avenue, 611 Floor Miami, FL 33130-1910 A. This Agreement shall be construed and enforced according to the laws of the State of Florida. Venue in any proceedings between the parties shall be in Miami -Dade County, Florida. Each party shall bear its own attorney's fees. 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. B. No waiver or breach of any provision of this Agreement shall constitute a waiver of any subsequent breach of the same or any other provision hereof, and no waiver shall be effective unless made in writing. City of Miami, Florida RFP 1062381 C. Should any provision, paragraph, sentence, word or phrase contained in this 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 this Agreement shall remain unmodified and in full force and effect or limitation of its use. D. Contractor shall comply with all applicable laws, rules and regulations in the performance of this Agreement, including but not limited to licensure, and certifications required by law for professional service Contractors. E. This Agreement constitutes the sole and entire agreement between the parties hereto. No modification or amendment hereto shall be valid unless in writing and executed by properly authorized representatives of the parties hereto. Except as otherwise set forth in Section 2 above, the City Manager shall have the sole authority to extend, amend, or modify this Agreement on behalf of the City. 19. SUCCESSORS AND ASSIGNS: This Agreement shall be binding upon the parties hereto, their heirs, executors, legal representatives, successors, or assigns. 20. INDEPENDENT CONTRACTORS: Contractor has been procured and is being engaged to provide Services to the City as an Independent Contractor, and not as an agent or employee of the City. Accordingly, neither Contractor, nor its employees, nor any Subcontractor hired by Contractor to provide any Services under this Agreement shall attain, nor be entitled to, any rights or benefits under the Civil Service or Pension Ordinances of the City, nor any rights generally afforded classified or unclassified City of Miami, Florida �Z:�GZ:� employees. Contractor further understands that Florida Workers' Compensation benefits available to employees of the City are not available to Contractor, its employees, or any Subcontractor hired by Contractor to provide any Services hereunder, and Contractor agrees to provide or to require Subcontractor(s) to provide, as applicable, workers' compensation insurance for any employee or agent of Contractor rendering Services to the City under this Agreement. Contractor further understands and agrees that Contractor's or Subcontractors' use or entry upon City properties shall not in any way change its or their status as an Independent Contractor. The City is not responsible for any debt, default or obligation of the Contractor to a third party and is not a guarantor of performance or payment by the Contractor. 21. CONTINGENCY CLAUSE: Funding for this Agreement is contingent on the availability of funds and continued authorization for program activities and the Agreement is subject to amendment or termination due to lack of funds, reduction of funds, failure to allocate or appropriate funds, and/or change in applicable laws or regulations, upon thirty (30) calendar days written notice. 22. FORCE MAJEURE: A "Force Majeure Event" shall mean an act of God, act of governmental body or military authority, fire, explosion, power failure, flood, storm, hurricane, sink hole, other natural disasters, epidemic, riot or civil disturbance, war or terrorism, sabotage, insurrection, blockade, or embargo. In the event that either party is delayed in the performance of any act or obligation pursuant to or required by the Agreement by reason of a Force Majeure Event, the time for required completion of such act or obligation shall be extended by the number of days equal to the total number of days, if any, that such party is actually delayed by such Force Majeure Event. The party seeking delay in performance shall give notice to the other party specifying the anticipated duration of the delay, and if such delay shall extend beyond the duration specified in such notice, additional City of Miami, Florida RFP 1062381 notice shall be repeated no less than monthly so long as such delay due to a Force Majeure Event continues. Any party seeking delay in performance due to a Force Majeure Event shall use its best efforts to rectify any condition causing such delay and shall cooperate with the other party to overcome any delay that has resulted. 23. CITY NOT LIABLE FOR DELAYS: Contractor hereby understands and agrees that in no event shall the City be liable for, or responsible to Contractor or any Subcontractor, or to any other person, firm, or entity for or on account of, any stoppages or delay(s) in work herein provided for, or any damages whatsoever related thereto, because of any injunction or other legal or equitable proceedings or on account of any delay(s) for any cause over which the City has no control. 24. USE OF NAME: Contractor understands and agrees that the City is not engaged in research for advertising, sales promotion, or other publicity purposes. Contractor is allowed, within the limited scope of normal and customary marketing and promotion of its work, to use the general results of this project and the name of the City. The Contractor agrees to protect any confidential information provided by the City and will not release information of a specific nature without prior written consent of the City Manager or the City Commission. 25. NO CONFLICT OF INTEREST: Pursuant to City of Miami Code Section 2-611, as amended ("City Code"), regarding conflicts of interest, Contractor hereby certifies to the City that no individual member of Contractor, no employee, and no Subcontractor under this Agreement nor any immediate family member of any of the same is also a member of any board, commission, or agency of the City. Contractor hereby represents and warrants to the City that throughout the term of this Agreement, Contractor, its employees, and its Subcontractors will abide by this prohibition of the City Code. City of Miami, Florida RFP 1062381 `z�- ZNlti.113-12CA*;[i![ZIa[yI_1;�•ii No persons other than the Contractor and the City (and their successors and assigns) shall have any rights whatsoever under this Agreement. 27. SURVIVAL: All obligations (including but not limited to indemnity and obligations to defend and hold harmless) and rights of any party arising during or attributable to the period prior to expiration or earlier termination of this Agreement shall survive such expiration or earlier termination. 28. TRUTH -IN -NEGOTIATION CERTIFICATION, REPRESENTATION AND WARRANTY: Contractor hereby certifies, represents and warrants to the City that on the date of Contractor's execution of this Agreement, and so long as this Agreement shall remain in full force and effect, the wage rates and other factual unit costs supporting the compensation to Contractor under this Agreement are and will continue to be accurate, complete, and current. Contractor understands, agrees and acknowledges that the City shall adjust the amount of the compensation and any additions thereto to exclude any significant sums by which the City determines the Contract price of compensation hereunder was increased due to inaccurate, incomplete, or non-current wage rates and other factual unit costs. All such Contract adjustments shall be made within one (1) year of the end of this Agreement, whether naturally expiring or earlier terminated pursuant to the provisions hereof. 29. COUNTERPARTS: This Agreement may be executed in three or more counterparts, each of which shall constitute an original, but all of which, when taken together, shall constitute one and the same agreement. City of Miami, Florida 30. ENTIRE AGREEMENT: RFP 1062381 This instrument and its attachments constitute the sole and only agreement of the parties relating to the subject matter hereof and correctly set 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 this Agreement are of no force or effect. 31. AUDITS AND INSPECTIONS: The City and any authorized agents and representatives shall have the ability to conduct audits and inspections as provided in Sections 18-100 to 18-102 of the City Code which are deemed as being incorporated by reference herein as supplemental terms and conditions. 32. RESPONSIBLE WAGE CONSTRUCTION CONTRACT ORDINANCE: The Contractor shall comply with the City of Miami Responsible Wage Construction Contract Ordinance, Section 18-120 of the City of Miami City Code, which is deemed as being incorporated by reference herein as supplemental terms to the Agreement. 33. CITY OF MIAMI LOCAL WORKFORCE PARTICIPATION ORDINANCE: The Contractor shall comply with the City of Miami Local Workforce Participation Ordinance Section 18-89(f), City Code, which is deemed as being incorporated by reference herein as supplemental terms to the Agreement. City of Miami, Florida RFP 1062381 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: Todd B. Hannon, City Clerk ATTE Print Name: MOHAMED HALLAJ Title: GENERAL MANAGER (Corporate Seal) APPROVED AS TO LEGAL FORM AND CORRECTNESS: Victoria M6ndez City Attorney "C ity" CITY OF MIAMI, a municipal corporation Emilio T. Gonzalez, City Manager "Contractor" Ac_� By: HECTOR A. GOMEZ Print Name: Title: PRESIDENT (Authorized Corporate Officer) APPROVED AS TO INSURANCE REQUIREMENTS: Ann -Marie Sharpe Risk Management Director City of Miami, Florida EXHIBIT A RFP No. 1062381 RFP 1062381 City of Miami, Florida EXHIBIT B SCOPE OF WORK RFP 1062381 A. GENERAL REQUIREMENTS The Successful Proposer shall: 1. Furnish all labor, machinery, tools, machine shop facilities, fuels, lubricants, fluids, testing services, cellunetics, alarm, CO2 system, waste disposal services, means of transportation, supplies, equipment, and materials necessary to operate, inspect, maintain and repair existing City of Miami (City) storm water pump stations, on an as needed basis. Additional storm water pump stations may be added or deleted at the City's discretion. A written notification will be provided for this matter by the corresponding City Department. 2. Provide the necessary equipment to complete the services herein, such as a flatbed truck, a crane to lift the heavy pumps and motors for check-up and vibration test analysis, etc. 3. Have its own repair shop to perform the services, as well as, a dip and bake machine on the premises for the yearly motor wiring inspection. Scheduling of all work, as included herein, shall be approved by the City Engineer prior to implementation. All work shall be performed using superior maintenance and repair standards and techniques. All work must comply and be documented within the "Routine Maintenance Task List for Pump Stations Form". 4. Possess all licenses listed in Section 2.6, Minimum Qualification Requirements of this solicitation. All licenses must be in the name of the firm submitting a proposal for this solicitation, or its approved subcontractor, at the time of proposal submittal. All license transfer requests must be submitted to the applicable agency by bid close date. Proof of any license transfer request must be submitted with the proposal. 5. Maintain an adequate inventory of material and supplies to operate the pump stations and perform anticipated repairs in a timely manner. Material and supplies must include, but are not limited to: belts and tune-up parts, filters, grease, lubricants (for diesel engines and other mechanical equipment), diesel fuel, light fixtures, bulbs, breakers, 3-phase monitors, batteries, brooms, paint, brushes, rollers, weed killer, fertilizers, fumigants, garbage bags, pesticides (for general housekeeping), mower, garden hoses and nozzles, extension cords, and any other tools and equipment used in any operation and preventive routine maintenance program. 6. Inspect, repair, clean/ lubricate, housekeeping and maintain the existing and future pump stations to ensure they are in a fully functional condition. The Successful Proposer accepts all operational, inspection, repair, and maintenance responsibility for any pump stations including all the electrical and mechanical equipment which are proposed and/or under construction, as soon as they become operational. The City will install a Cellunetics system at each pump station. The Successful Proposer will be responsible for the maintenance and operation of this antenna/alarm system. The system is currently installed at Lawrence, Riverview and Belle Meade Pump Stations. B. LOCATION OF WORK The current pump stations are listed below: 1. Riverview Pump Station (PS #9903); 2. Overtown Pump Station (PS #9930); 3. Lawrence Pump Station (PS #9931); 4. Orange Bowl Pump Station (PS #9924); City of Miami, Florida RFP 1062381 5. West End Pump Station No. 1; 6. West End Pump Station No. 2; 7. West End Pump Station No. 3; 8. West End Pump Station No. 4; 9. Antonio Maceo Pump Station; 10. Mary Brickell Village; 11. San Marco Island; 12. Brickell Avenue at SE 12th Street Pump Station - Existing Submersible Station; and 13. Belle Meade Pump Station Existing Submersible Station. Refer to Attachment G for the addresses of each station. Additional storm water pump stations may be added or deleted at the City's discretion. A written notification will be provided for this matter by the corresponding City Department. C. MINIMUM CREW REQUIRED For non -emergency service, the Successful Proposer shall provide: Two (2) skilled laborers and one (1) Superintendent are required to inspect and maintain all pump stations per the below schedule. A twenty-four (24) hour stand-by telephone number is required to be submitted to the City Engineer, Project Manager, or designee. D. EMERGENCY CREW REQUIRED The Successful Proposer shall: 1. Be responsible for providing sufficient service personnel to operate the pump stations, after significant rain events and during emergency situations. 2. Provide a full crew to operate and provide twenty-four (24) hour access to all pump stations during City of Miami emergencies, including prior to, during, or in the immediate aftermath of a hurricane or any other severe storm, as determined by City Administrators, Emergency Manager, City Officials, or the City Engineer until the emergency situation has ceased. A full emergencv crew shall consist of one (1) Supervisor and three (3) skilled laborers. 3. Be responsible for connecting the pumps to City -provided emergency power, as needed, if main electrical power to any pump station is not operational. 4. Disconnect the pumps from main power to connect them to emergency power and also disconnect the pumps from emergency power to reconnect them to main power, as required. 5. Be responsible for ensuring that adequate fuel is on -hand to power the emergency generators at each pump station. The diesel fuel will be provided by the City of Miami General Services Administration (GSA). 6. Be responsible for maintaining all generator fuel tanks as filled. 7. Be responsible for the safe operation of the generators during main power failures as needed. Any generator issues must be communicated to the user department via phone and email as soon as the issue is discovered. E. FREQUENCY SCHEDULE Attachment G, Frequency Schedule, located in the header section of this solicitation, is the minimum frequency schedule for inspection to all pump stations. The frequencies established for repetitive maintenance tasks are minimum frequencies, which may be increased, if deemed necessary, and requested by the City. If the Successful Proposer would like to visit the stations more often it would be at no additional cost to the City unless authorized and approved in writing by the City Engineer, Project Manager or designee. Successful Proposer shall promptly notify the City Engineer, Project Manager, or designee of any non -routine maintenance activity and prepare City of Miami, Florida RFP 1062381 a detailed cost estimate of any activity identified to be beyond the Scope of Work, for City approval. F. RECORD KEEPING The Successful Proposer must keep a weekly record of maintenance performed on all electrical and mechanical equipment including underground and above -ground fuel storage tanks and the associated monitoring wells per Miami -Dade County and State of Florida regulations. In addition, the following documents must be prominently displayed at each pump station location: 1. the Florida Department of Environmental Protection (FDEP) Storage Tank Registration placard, 2. a current Certification of Financial Responsibility (CFR) of the proposer, and 3. the current local government permit issued by Miami -Dade County's Department of Environmental Resource Management (DERM). A log of all activities performed at each station shall be maintained including a weekly record keeping of the hours of operations for all the pumps discharging to the Tamiami Canal C-4 per South Florida Water Management District (SFWMD) requirements. G.MONTHLY REPORTS The Successful Proposer shall submit, along with the invoice, a monthly report of all routine activities performed at each station, including visual examinations of equipment performance, tightness, pressure, integrity tests, any other test results, repairs, general operation and maintenance data to the City Engineer, Project Manager, or designee. The City reserves the right not to approve any monthly invoice not accompanied by a monthly report describing maintenance and repairs performed during that month. H. PREVENTIVE ROUTINE MAINTENANCE PROGRAM (PRMP) Successful Proposer shall ensure the proper functioning of the electrical and mechanical equipment of all of the stations through the development and implementation of a Preventative Routine Maintenance Program (PRMP). The PRMP must be approved by the City Engineer, after award of the contract, yet prior to the Notice to Proceed (NTP) being issued. The Successful Proposer shall: 1. Monitor and document the underground and above -ground storage tanks. Monitoring wells must be included in this program to keep the station operating at an optimal level of performance. 2. Contact the manufacturer and obtain the requirements for operation and maintenance of each piece of equipment. In the event that this information is not available, the Successful Proposer will use their professional judgement and experience in maintenance of similar pieces of equipment. 3. Maintain an adequate inventory of material and supplies to perform proper preventative maintenance. Material and supplies to comprise the maintenance package include, but are not limited to: belts and tune-up parts, filters, grease, lubricants (for diesel engines and other mechanical equipment), light fixtures, bulbs, breakers, batteries, brooms, paint, brushes, rollers, weed killer, fertilizers, fumigants, garbage bags, pesticides (for general housekeeping), garden hoses and nozzles, extension cords, and any other tools and equipment used for preventative maintenance. II. TASKS The following tasks shall be included in the PRMP for each pump station. City of Miami, Florida RFP 1062381 A. Mechanical Task: A General Mechanical Contractor license issued by Miami Dade County ("MDC") or the appropriate State of Florida Contractors License. All MDC License holders, if required by Chapter 10 of the Code of Miami Dade County and Florida State Statute 489 must be registered with the State of Florida Department of Business and Professional Regulation. The Successful Proposer shall: 1. Inspect pumps, windings, stators, rotors, bar screens, gears, motors, motor components, and appurtenances. Clean and lubricate according to manufacturer's instructions. Adjust, repair, or replace as needed. 2. Complete inspection of angle drives, conveyors, bar screen systems, and associated components. Adjust, repair, or replace as needed. 3. Inspect clutches and drive mating equipment. Adjust, repair, or replace as needed, if applicable. 4. Inspect all belts. Repair and/or replace as needed at no additional cost to the City, if applicable. 5. Inspect any and all gate structures, to include slide gates, sluice gates, and rod screw devices and appurtenances. Adjust, repair, and replace as needed. 6. Conduct regular fluid and filter changes of diesel engines. General lubrication and tune- ups per manufacturer's specifications. 7. Inspect diesel engines. Maintain fluid levels and filters, replacing filters as necessary. General lubrication and tune-ups per manufacturer's specifications. Successful Proposer is to notify the City, in writing, with the results of said inspection. Successful Proposer shall not start any work until specifically advised to by the City in writing. 8. Inspect breathers, fuel pressure gages, lubricating oil pressure gates, tachometers, water temperature gages, heat exchangers, regulator devices, etc. Adjust, repair, and replace as necessary. 9. Inspect water and petroleum product piping and fittings. Adjust, repair, or replace any deficiency noted. 10. Complete cleaning of the wet wells of accumulated garbage and debris once per year, especially sand and silt accumulations at the bottoms of the wet wells. 11. Clean and lubricate all gate structures, sluice gates, slide gates, rod screw devices, bar screen climbers, railing of sluice gates, slide gates and bar screen climbers. 12. Clean and lubricate the conveyor system at Lawrence. 13. Submit a monthly mechanical inventory status of approved repairs of the equipment. B. Plumbinq Task:A Plumbing license issued by Miami Dade County ("MDC") or the appropriate State of Florida Plumbing Contractors License. All MDC License holders, if required by Chapter 10 of the Code of Miami Dade County and Florida State Statute 489 must be registered with the State of Florida Department of Business and Professional Regulation. The Successful Proposer shall test all backflow preventers once per year by a certified plumber and submit annual certification to the Miami -Dade Water and Sewer Department. C. CO2 Fire Retardant Svstem Task: A State of Florida Fire Equipment Dealer, Class D License as issued by the State of Florida per Florida State Statute 633.304 is required to perform this task. The Successful Proposer shall inspect and perform yearly testing of the existing CO2 fire retardant system. City of Miami, Florida RFP 1062381 D. Electrical Task:A Electrical Contractor license issued by Miami Dade County ("MDC") or the appropriate State of Florida Electrical Contractors License. All MDC License holders, if required by Chapter 10 of the Code of Miami Dade County and Florida State Statute 489 must be registered with the State of Florida Department of Business and Professional Regulation. The Successful Proposer shall: 1. Conduct weekly inspection, cleaning and lubrication of transformers. 2. Inspect alternators, phase monitors and batteries weekly. Adjust, repair, or replace as needed. 3. Inspect wiring, grounding, ground wires, safety switches, connections in the electrical panel board, and circuit breakers. 4. Provide detailed inspection of all electrical transformers; inspection of safety switches, and replacement of fuses as needed. 5. Replace fourteen (14) 3 -Phase Monitors, as needed. 6. Set and adjust float switch levels, as needed. 7. Inspect any emergency "standby" generators, at each station, that may be present. Inspection of generators to be performed at least once per week. Contractor is responsible for immediately contacting the City if any generator issues arise during inspection. 8. Inspect pump magnetic starters/contactors. Adjust, repair, or replace as needed. 9. Inspect soft starters. Adjust, repair, or replace as needed. 10. Maintain the fuel storage tanks (including the use of fuel additives), fuel tank flushing, removing accumulated water from sumps, and maintain each fuel tank in accordance with any and all permits issued by the Miami -Dade County Department of Environmental Resources Management, where applicable. Weekly visual inspections of all storage tank system components, including but not limited to tanks, piping, monitoring wells, interstitial monitoring devices, and sumps. Maintain a weekly log of inspections which notes condition of all components and results of interstitial monitoring. 11. Perform replacement of batteries for "exit" signs, control panel components, and fire suppression systems. 12. Submit monthly report of approved repairs of the equipment. E. Civil/Site Task: A General Contractor license issued by Miami Dade County ("MDC") or the appropriate State of Florida General Contractors License. All MDC License holders, if required by Chapter 10 of the Code of Miami Dade County and Florida State Statute 489 must be registered with the State of Florida Department of Business and Professional Regulation. The Successful Proposer shall: 1. Inspect and maintain of the overall building for structural integrity and architectural appearance of the building. 2. Conduct weekly inspections of fences, gates, trees, lawn, sprinkler systems, overall landscaping, etc. Adjust, repair, or replace any deficiency noted. 3. Provide general housekeeping at each station. 4. Provide general landscaping including but not limited to grass and shrubs cutting, tree trimming to maintain a safe and clean environment at all pump stations at all times. 5. Sweep and wash pump station floors as needed, to provide a safe and healthy working environment. 6. Remove and dispose of garbage, debris, and other waste materials as needed. 7. Conduct wall and minor roof repairs (patching) and minor interior painting as needed. 8. Paint exterior as needed. City of Miami, Florida RFP 1062381 9. Install "No Trespassing" Signs in order to deter vandalism. 10. Remove graffiti at all stations. 11. Maintain the station address and contact phone number signs in proper condition. 12. Provide all materials necessary for housekeeping, including trash bags, paint, brushes, rollers, light bulbs, brooms, mops, etc. 13. Maintain all station logs for DERM inspection such as placard, diesel logs, painted valves, spill kit, etc. 14. Maintain the pump station fencing and gates system in a safe and proper working condition. 15. Clean bar screen grate at Riverview and Lawrence on a weekly basis. 16. Pressure clean the outfall concrete spillway at Belle Meade Pump Station. 17. Drain water from the Check Valve Box at Brickell Avenue and San Marco Island pump stations. 18. Add BTI briquettes by Summit or approved equal to the Overtown Pump station for mosquito control. 19. Clean the Ecovault Box at NW 17 Place, south of NW 7th Street, which decants the Orange Bowl pump station from the Marlins Stadium. An Herbicide Operational License issued by the State of Florida is required for the application of fertilizers and non -restricted use pesticides when necessary. F. Instrumentation and Controls Task: An Electrical Contractor license issued by Miami Dade County ("MDC") or the appropriate State of Florida Electrical Contractors License. All MDC License holders, if required by Chapter 10 of the Code of Miami Dade County and Florida State Statute 489 must be registered with the State of Florida Department of Business and Professional Regulation. The Successful Proposer shall: 1. Inspect all instrumentation and controls. Adjust, repair, or replace as needed. 2. Maintain and operate the Cellunetic antenna/alarm system. 3. Inspect weekly the instrument panels, governor controls, etc. Adjust, repair, or replace as needed. 4. Inspect weekly the interior and exterior illumination, alarm systems, sensors, mechanical and electrical equipment controls and. Adjust, repair, and replace as needed. G.Structural Task: A General Contractor license issued by Miami Dade County ("MDC") or the appropriate State of Florida General Contractors License. All MDC License holders, if required by Chapter 10 of the Code of Miami Dade County and Florida State Statute 489 must be registered with the State of Florida Department of Business and Professional Regulation. The Successful Proposer shall inspect weekly the wall and roof hatches, louvers, ladders, catwalks, gratings. Adjust, repair, or replace any deficiency noted. III. REPAIRS Development of a Repair Schedule: The Successful Proposer shall: 1. Develop and implement a formal repair schedule for the mechanical, electrical, civil/site, instrumentation and controls, structural, and miscellaneous portions of the storm water pump stations. 2. Submit a Repair Schedule for each pump station to be approved by the City Engineer prior to being provided the Notice to Proceed ("NTP"). City of Miami, Florida RFP 1062381 3. Be capable of performing the repairs "in-house" at his own facility or shop. The Successful Proposer must obtain prior written approval from the City Engineer in order to use the services of any other repair shop. 4. Provide repair services that include, but are not limited to the repair of electrical panels and float switches, rewinding of stators and rotors, replacement of bearings and seals, complete motor repair, rewinding of transformers, machining, repair of pumps and generators, crane services and additional services, if required. Any additional repair not covered must be returned, in writing, to the City Engineer and at this time, the City may opt to formally bid out the parts or the entire Work required to continue with a working system at any of the pump stations. The following repairs shall be included within the Repair Schedule: A. Mechanical Repairs: Troubleshooting all pump and motor components, bar screens, slide gates, sluice gates, conveyors, refuse containers, and/or any other mechanical appurtenances, as necessary, minimum one hundred fifty (150) hours of troubleshooting per year. The Successful Proposer shall be responsible for the following, but not limited to: 1. The complete repair of pump station motors and pumps, as needed, including the removal and installation of pumps and/or motors and provision of crane service, as necessary. 2. The disassembling and reassembling of pumps and motors in a machine shop, as necessary for repairs. 3. The disassembling and reassembling of clutches. 4. The complete repair of gears, including removal and installation. 5. The inspection of all pump and motor parts, as needed for repair. 6. The steam cleaning and sandblasting of all pump and motor parts. 7. Winding double -dips and bakes, to be performed "in-house". 8. The rewinding of stators and rotors. 9. The replacement of bearings and seals. 10. The machining of ball bearings. 11. In-house surge comparison tests. 12. Dynamic balancing of all rotors. 13. Checking all mechanical tolerances of pumps and motors. 14. The performance of any and all diagnostic tests necessary during the repair process. 15. The repair of any gate structures, such as, but not limited to, slide gates, sluice gates, and rod screw devices, including the manufacture of new gate structures and the replacement of any existing gate structures. 16. The removal, repair, and installation of pump gears. 17. The removal, transport to machine shop, disassembly, inspection, repair, and installation of pump clutches. The performance of a vibration and on-line tests in the presence of a City of Miami representative and the submission of a written report on the results of each test to the City Engineer. 18. Repair a backflow preventer with a certified plumber, as necessary and maintain free from leaks. 19. Keeping a log and making sure the tanks has sufficient diesel in order to operate the generators and pumps in case of an emergency or power failure. Diesel fuel will be provided by GSA. City of Miami, Florida B. Electrical Repairs: RFP 1062381 The Successful Proposer shall: 1. Connect and disconnect pumps to emergency and electrical grid power. 2. Operate pump stations via power supplied by emergency "standby" generators, as needed, for a minimum of eighty (80) hours per pump station per year. 3. Perform any tests necessary prior and subsequent to the connection and disconnection of generator power and reconnection of pumps to the electrical grid. Note: a test battery includes all tests necessary prior to connection and disconnection of generator power at a given pump station during a single power outage event. 4. Conduct any electrical and/or mechanical disconnection and connection of motors, including motor installation, reconnection, laser alignment, and on-site balancing. 5. Disconnect and reconnection of transformers. 6. Troubleshoot of electrical panels and float switches. 7. Repair electrical panels at any station. 8. Repair float switches at any station. 9. Rewind transformers. 10. Repair, install, and/or replace pump magnetic starters (contactors) as necessary, to include all associated operations. C. Civil/Site Repairs: The Successful Proposer shall: 1. Repair and maintain of all sprinkler systems at the pump stations. 2. Repair fences and gates. 3. Paint and maintain the station free of graffiti all year round. 4. Maintain informational signs per station. If a new sign is required, and was not damaged due to the Successful Proposer's negligence, the sign will be provided by City. 5. Maintain a "no trespassing" sign at each of the stations. 6. Clean bar screen grate at Riverview and Lawrence on a weekly basis. 7. Pressure clean the outfall concrete spillway at Belle Meade Pump Station. 8. Drain water from the Check Valve Box at Brickell Avenue and San Marco Island pump stations. 9. Add BTI briquettes by Summit or approved equal to the Overtown Pump station for mosquito control. 10. Clean the Ecovault Box at NW 17 Place, south of NW 7th Street, which decants the Orange Bowl pump station from the Marlins Stadium. D. Instrumentation and Controls Repairs: The Successful Proposer shall: 1. Troubleshoot all instrumentation and control systems, as necessary, minimum one hundred fifty (150) hours of troubleshooting per year. 2. Repair all instrumentation and control systems. 3. Complete repair of instrument panels and governor controls. 4. Repair of interior and exterior illumination systems. 5. Repair of alarm systems and sensors. Note: the Successful Proposer may subcontract this work out upon the written approval of the City Engineer. 6. Complete maintenance and repair of the Cellunetics M3 System including the maintenance and operation of this antenna/alarm system.. Note: the Successful Proposer may Subcontract this work out upon the written approval of the City Engineer. City of Miami, Florida E. Structural Repairs: The Successful Proposer shall: 1. Repair and/or replace, as needed, any pump station gratings. 2. Repair wall and roof hatches. 3. Repair pump station built-in ladders. 4. Repair pump station catwalks. 5. Repair door, windows, and fences of the property F. Miscellaneous Repairs: RFP 1062381 The Successful Proposer shall: 1. Replace, as needed, generator or pump batteries and properly dispose of used batteries. 2. Transport any equipment or components to and from the Successful Proposer's machine shop, as necessary for repairs, including crane services and flatbed truck. IV. PARTS AT PASS THRU COST All materials and parts required outside of routine maintenance by the City shall be provided by the Successful Proposer and shall be charged to the City at the Successful Proposer's actual cost plus a fee/markup of no more than five percent (5%), with a maximum per repair markup of $1,000.00. Evidence of Successful Proposer's cost shall be required. The City reserves the right to purchase parts and materials outright. All parts/materials purchased directly by the City shall be installed by the Successful Proposer at the City's direction. Please review Section 2.25, Parts At Pass Through Cost, for additional information. City of Miami, Florida EXHIBIT C PROPOSAL AND COMPENSATION RFP 1062381 City of Miami, Florida EXHIBIT D INSURANCE REQUIREMENTS RFP 1062381 City of Miami, Florida RFP 1062381 EXHIBIT E CORPORATE RESOLUTIONS AND EVIDENCE OF QUALIFICATION TO DO BUSINESS IN FLORIDA (To be provided upon document execution)