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Agreement w/ Kerr & Downs Research 6 201/-2 77 b'9 PROFESSIONAL SERVICES AGREEMENT BETWEEN THE CITY OF MIAMI BEACH AND KERR & DOWNS RESEARCH, LLC FOR COMMUNITY SATISFACTION SURVEY SERVICES PURSUANT TO RFP No. 03 -11/12 This Professional Services Agreement ( "Agreement ") is entered into this 28th day of December, 2011 (Effective Date), between the CITY OF MIAMI BEACH, FLORIDA, a municipal corporation organized and existing under the laws of the State of Florida, having its principal offices at 1700 Convention Center Drive, Miami Beach, Florida, 33139 ( "City "), and KERR & DOWNS RESEARCH LLC, a limited liability company whose address is 2992 Habersham Drive, Tallahassee, Florida 32309 (Consultant). SECTION 1 DEFINITIONS Agreement: This Agreement between the City and Consultant, including any exhibits and amendments thereto. City Manager: The chief administrative officer of the City. Consultant: For the purposes of this Agreement, Consultant shall be deemed to be an independent contractor, and not an agent or employee of the City. Services: All services, work and actions by the Consultant I performed or undertaken pursuant to the Agreement. Fee: Amount paid to the Consultant as compensation for Services. Proposal Documents: Proposal Documents shall mean City of Miami Beach RFP No. 03- 11/12 for Community Satisfaction Survey Services together with all amendments thereto, issued by the City in contemplation of this Agreement (RFP), and the Consultant's proposal in response thereto (Proposal), all of which are hereby incorporated and made a part hereof; provided, however, that in the event of an express conflict between the Proposal Documents and this Agreement, the following order of precedent shall prevail: this Agreement; RFP; and the Proposal. Risk Manager: The Risk Manager of the City, with offices at 1700 Convention Center Drive, Third Floor, Miami Beach, Florida 33139: telephone number (305) 673 -7000, Ext. 6435: and fax number (305) 673 -7023. 1 SECTION 2 SCOPE OF SERVICES (SERVICES) 2.1 In consideration of the Fee to be paid to Consultant by the City, Consultant shall provide the work and services described in Exhibit "A" hereto (the Services). 2.2 Consultant's Services, and any deliverables incident thereto, shall be completed in accordance with the timeline and /or schedule in Exhibit "B" hereto. 2.3 The following table summarizes the project roles of the members of the project team. Changes in the aforestated project team members shall require the prior written approval of the City Manager prior to implementation. City of Miami Beach Carmen Rosabal Hiers Phillip Downs, Ph. D. Formisano, Ph. Jennifer Bu Fjoeseph St. Germa Paul Woth poon Data assistants I I F IntervieweVupervisors Interviewer SECTION 3 TERM The term of this Agreement (Term) shall commence upon execution of this Agreement by all parties hereto, as referenced in the Effective Date on Pg. 1 hereof, and shall have an initial term of two (2) years, with two (2) renewal options of two (2) years each, to be exercised at the City Manager's sole option and discretion by providing Consultant with written notice of same no less than thirty (30) days prior to the expiration of the initial term. Notwithstanding the Term provided herein, Consultant shall adhere to any specific timelines, schedules, dates, and /or performance milestones for completion and delivery of the Services, as same is /are set forth in the timeline and /or schedule referenced in Exhibit "B" hereto. 2 SECTION 4 FEE 4.1 In consideration of the Services to be provided, Consultant shall be compensated on a fixed fee basis, in the amount of $86,730, for the Community Satisfaction Surveys, and $2,000 per focus group, or $5,000 per day, for up to four (4) focus groups. 4.2 In addition to the fixed fee in subsection 4.1 above, the Consultant will be reimbursed for travel expenses for the Community Satisfaction Surveys. Travel is anticipated to be incurred for methodology and survey instrument review with the Commission Committee of the Whole, presentations, and focus groups, as deemed necessary, Notwithstanding the preceding, Consultant shall submit to the City manager or his /her Designee, for his /her review and approval, an estimated travel budget prior to incurring such expenses for same. 4.3 Payments shall be made on a lump sum basis, by Task, for Services satisfactorily rendered pursuant to the Scope of Work and Task Deliverables specified in Exhibit "A ", and upon completion of each Task, in a manner satisfactory to, and as reasonably approved and received by, the City Manager and /or his /her designee. Such invoice shall include a detailed description of the Services provided. Travel expenses shall be billed, as incurred, based on supporting receipts and invoices at costs consistent with Florida Statutes (and subject further to the initial submission requirements in subsection 4.2 hereof). TASK LUMP SUM FEE Task 1: Survey Design $ 4,450.00 Task 2: Survey Instrument $ 1,400.00 Questionnaire Task 3: Survey Pre -test $ 1,130.00 Task 4: Communications Plan $ 1,450.00 Task 5: Report Design $ 700.00 Task 6 and 7: Survey Administration/ $ 77,400 Analysis and Presentation Of Survey Results Total $ 86,730.00 3 4.4 INVOICING Upon receipt of an acceptable and approved invoice, payment(s) shall be made within thirty (30) days for that portion (or those portions) of the Services satisfactorily rendered (and referenced in the particular invoice). Invoices shall include a detailed description of the Services (or portions thereof) provided, and shall be submitted to the City at the following address: City of Miami Beach City Manager's Office - 4 Floor Attn: Kathie G. Brooks, OBPI Director 1700 Convention Center Drive Miami Beach FL 33139 SECTION 5 TERMINATION 5.1 TERMINATION FOR CAUSE If the Consultant shall fail to fulfill in a timely manner, or otherwise violates, any of the covenants, agreements, or stipulations material to this Agreement, the City, through its City Manager, shall thereupon have the right to terminate this Agreement for cause. Prior to exercising its option to terminate for cause, the City shall notify the Consultant of its violation of the particular term(s) of this Agreement, and shall grant Consultant ten (10) days to cure such default. If such default remains uncured after ten (10) days, the City may terminate this Agreement without further notice to Consultant. Upon termination, the City shall be fully discharged from any and all liabilities, duties, and terms arising out of, or by virtue of, this Agreement. Notwithstanding the above, the Consultant shall not be relieved of liability to the City for damages sustained by the City by any breach of the Agreement by the Consultant. The City, at its sole option and discretion, shall be entitled to bring any and all legal /equitable actions that it deems to be in its best interest in order to enforce the City's right and remedies against Consultant. The City shall be entitled to recover all costs of such actions, including reasonable attorneys' fees. 5.2 TERMINATION FOR CONVENIENCE OF THE CITY THE CITY MAY ALSO, THROUGH ITS CITY MANAGER, AND FOR ITS CONVENIENCE AND WITHOUT CAUSE, TERMINATE THE AGREEMENT AT ANY TIME DURING THE TERM BY GIVING WRITTEN NOTICE TO CONSULTANT OF SUCH TERMINATION; WHICH SHALL BECOME EFFECTIVE WITHIN THIRTY (30) DAYS FOLLOWING RECEIPT BY THE CONSULTANT OF SUCH NOTICE. IF THE AGREEMENT IS TERMINATED FOR CONVENIENCE BY THE CITY, CONSULTANT SHALL BE PAID FOR ANY SERVICES SATISFACTORILY PERFORMED UP TO THE DATE OF TERMINATION; FOLLOWING WHICH THE CITY SHALL BE DISCHARGED FROM ANY AND ALL LIABILITIES, DUTIES, AND TERMS ARISING OUT OF, OR BY VIRTUE OF, THIS AGREEMENT. 4 i 5.3 TERMINATION FOR INSOLVENCY The City also reserves the right to terminate the Agreement in the event the Consultant is placed either in voluntary or involuntary bankruptcy or makes an assignment for the benefit of creditors. In such event, the right and obligations for the parties shall be the same as provided for in Section 5.2. SECTION 6 INDEMNIFICATION AND INSURANCE REQUIREMENTS 6.1 INDEMNIFICATION Consultant agrees to indemnify and hold harmless the City of Miami Beach and its officers, employees, agents, and contractors, from and against any and all actions (whether at law or in equity), claims, liabilities, losses, and expenses, including, but not limited to, attorneys' fees and costs, for personal, economic or bodily injury, wrongful death, loss of or damage to property, which may arise or be alleged to have arisen from the negligent acts, errors, omissions or other wrongful conduct of the Consultant, its officers, employees, agents, contractors, or any other person or entity acting under Consultant's control or supervision, in connection with, related to, or as a result of the Consultant's performance of the Services pursuant to this Agreement. To that extent, the Consultant shall pay all such claims and losses and shall pay all such costs and judgments which may issue from any lawsuit arising from such claims and losses, and shall pay all costs and attorneys' fees expended by the City in the defense of such claims and losses, including appeals. The parties agree that one percent (1 %) of the total compensation to Consultant for performance of the Services under this Agreement is the specific consideration from the City to the Consultant for the Consultant's indemnity agreement. The provisions of this Section 6.1 and of this indemnification shall survive termination or expiration of this Agreement. 6.2 INSURANCE REQUIREMENTS The Consultant shall maintain and carry in full force during the Term, the following insurance: 1. Consultant General Liability, in the amount of $1,000,000; 2. Consultant Professional Liability, in the amount of $200,000; and 3. Workers Compensation & Employers Liability, as required pursuant to Florida Statutes. The insurance must be furnished by insurance companies authorized to do business in the State of Florida. All insurance policies must be issued by companies rated no less than "B +" as to management and not less than "Class VI" as to strength by the latest edition of Best's Insurance Guide, published by A.M. Best Company, Oldwick, New Jersey, or its equivalent. All of Consultant's certificates shall contain endorsements providing that written notice shall be given to the City at least thirty (30) days prior to termination, cancellation or reduction in coverage in the policy. Original certificates of insurance must be submitted to the City's Risk Manager for approval (prior to any work and /or services commencing) and will be kept on file in the Office of the 5 Risk Manager. The City shall have the right to obtain from the Consultant specimen copies of the insurance policies in the event that submitted certificates of insurance are inadequate to ascertain compliance with required coverage. The Consultant is also solely responsible for obtaining and submitting all insurance certificates for any sub - consultants. Compliance with the foregoing requirements shall not relieve the Consultant of the liabilities P g 9 re q and obligations under this Section or under any other portion of this Agreement. The Consultant shall not commence any work and or services pursuant to this Agreement until all insurance required under this Section has been obtained and such insurance has been approved by the City's Risk Manager. SECTION 7 LITIGATION JURISDICTION/VENUE /JURY TRIAL WAIVER This Agreement shall be construed in accordance with the laws of the State of Florida. This Agreement shall be enforceable in Miami -Dade County, Florida, and if legal action is necessary by either party with respect to the enforcement of any or all of the terms or conditions herein, exclusive venue for the enforcement of same shall lie in Miami -Dade County, Florida. By entering into this Agreement, Consultant and the City expressly waive any rights either party may have to a trial by jury of any civil litigation related to or arising out of this Agreement. SECTION 8 LIMITATION OF CITY'S LIABILITY The City desires to enter into this Agreement only if in so doing the City can place a limit on the City's liability for any cause of action, for money damages due to an alleged breach by the City of this Agreement, so that its liability for any such breach never exceeds the sum of $10,000. Consultant hereby expresses its willingness to enter into this Agreement with Consultant's recovery from the City for any damage action for breach of contract to be limited to a maximum amount of $10,000. Accordingly, and notwithstanding any other term or condition of this Agreement, Consultant hereby agrees that the City shall not be liable to the Consultant for damages in an amount in excess of $10,000 for any action or claim for breach of contract arising out of the performance or non - performance of any obligations imposed upon the City by this Agreement. Nothing contained in this section or elsewhere in this Agreement is in any way intended to be a waiver of the limitation placed upon the City's liability, as set forth in Section 768.28, Florida Statutes. SECTION 9 [INTENTIONALLY DELETED] 6 SECTION 10 GENERAL PROVISIONS 10.1 AUDIT AND INSPECTIONS Upon reasonable verbal or written notice to Consultant, and at any time during normal business hours (i.e. 9AM — 5PM, Monday through Fridays, excluding nationally recognized holidays), and as often as the City Manger may, in his /her reasonable discretion and judgment, deem necessary, there shall be made available to the City Manager, and /or such representatives as the City Manager may deem to act on the City's behalf, to audit, examine, and/ or inspect, any and all other documents and /or records relating to all matters covered by this Agreement. Consultant shall maintain any and all such records at its place of business at the address set forth in the "Notices" section of this Agreement. 10.2 [INTENTIONALLY DELETED] 10.3 ASSIGNMENT, TRANSFER OR SUBCONSULTING Consultant shall not subcontract, assign, or transfer all or any portion of any work and /or service under this Agreement without the prior written consent of the City Manager, which consent, if given at all, shall be in the Manager's sole judgment and discretion. Neither this Agreement, nor any term or provision hereof, or right hereunder, shall be assignable unless as approved pursuant to this Section, and any attempt to make such assignment (unless approved) shall be void. 10.4 PUBLIC ENTITY CRIMES Prior to commencement of the Services, the Consultant shall file a State of Florida Form PUR 7068, Sworn Statement under Section 287.133(3)(a) Florida Statute on Public Entity Crimes with the City's Procurement Division. 10.5 EQUAL EMPLOYMENT OPPORTUNITY In connection with the performance of the Services, the Consultant shall not discriminate against any employee or applicant for employment because of race, color, national origin, religion, sex, gender identity, sexual orientation, disability, marital and familial status, or age. 10.6 CONFLICT OF INTEREST The Consultant herein agrees to adhere to and be governed by all applicable Miami -Dade County Conflict of Interest Ordinances and Ethics provisions, as set forth in the Miami -Dade County Code, and as may be amended from time to time; and by the City of Miami Beach Charter and Code (as some may be amended from time to time); both of which are incorporated by reference herein as if fully set forth herein. The Consultant covenants that it presently has no interest and shall not acquire any interest, direct or indirectly, which could conflict in any manner or degree with the performance of the Services. The Consultant further covenants that in the performance of this Agreement, no person having any such interest shall knowingly be employed by the 7 Consultant. No member of or delegate to the Congress of the United States shall be admitted to any share or part of this Agreement or to any benefits arising there from. SECTION 11 NOTICES All notices and communications in writing required or permitted hereunder, shall be delivered personally to the representatives of the Consultant and the City listed below or may be mailed by U.S. Certified Mail, return receipt requested, postage prepaid, or by a nationally recognized overnight delivery service. Until changed by notice in writing, all such notices and communications shall be addressed as follows: TO CONSULTANT: Phillip E. Downs Ph.D. Kerr & Downs Research, LLC 2992 Habersham Drive Tallahassee, Florida 32309 TO CITY: City of Miami Beach City Manager's Office - 4 th Floor Attn: Kathie G. Brooks, OBPI Director 1700 Convention Center Drive Miami Beach FL 33139 Notice may also be provided to any other address designated by the party to receive notice if such alternate address is provided via U.S. certified mail, return receipt requested, hand delivered, or by overnight delivery. In the event an alternate notice address is properly provided, notice shall be sent to such alternate address in addition to any other address which notice would otherwise be sent, unless other delivery instruction as specifically provided for by the party entitled to notice. Notice shall be deemed given on the day on which personally served, or the day of receipt by either U.S. certified mail or overnight delivery. SECTION 12 MISCELLANEOUS PROVISIONS 12.1 CHANGES AND ADDITIONS This Agreement cannot be modified or amended without the express written consent of the parties. No modification, amendment, or alteration of the terms or conditions contained herein shall be effective unless contained in a written document executed with the same formality and of equal dignity herewith. 8 12.2 SEVERABILITY If any term or provision of this Agreement is held invalid or unenforceable, the remainder of this Agreement shall not be affected and every other term and provision of this Agreement shall be valid and be enforced to the fullest extent permitted by law. 12.3 ENTIRETY OF AGREEMENT The City and Consultant agree that this is the entire Agreement between the parties. This Agreement supersedes all prior negotiations, correspondence, conversations, agreements or understandings applicable to the matters contained herein, and there are no commitments, agreements or understandings concerning the subject matter of this Agreement that are not contained in this document. Title and paragraph headings are for convenient reference and are not intended to confer any rights or obligations upon the parties to this Agreement. [REMAINDER OF THIS PAGE LEFT INTENTIONALLY BLANK] 9 IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by their appropriate officials, as of the date first entered above. FOR CITY: CITY OF MIAMI BEACH, FLORIDA ATTEST: By: City Clerk Wa FOR CONSULTANT KERR & DOWNS RESEARCH, LLC ATTEST: y i .............. S retary V V Presi en ��1�:�}Q`�l W►1'lt' (11it� F�.a(, I�i t'' /�Ci ,S f >c... n-e2 Print Name Print Name / Title APPROVED AS TO FORM & LANGUAGE & FOR EXECUTION City A tome)P , Date 10 EXHIBIT A SCOPE OF SERVICES Task 1: Survey Design Develop methodology, sampling plan, etc. to ensure statistically valid results by geographic area of the City (five areas for the resident surveys and three areas for the business surveys) and that are reflective of the City's residents and businesses. Key components of this task are: • Discuss study objectives with key staff members, review the advantages and disadvantages inherent in data collection methods, and work with the City of Miami Beach to select the optimal approach. • Conduct one -on -one telephone calls or meetings with Commissioners to review objectives and identify any priority issues that need to be addressed in the survey • Review previous studies and information generated by the City of Miami Beach • Recommended sampling plan and administration methodology to ensure • a ninety -five (95) percent confidence rating in the survey findings with a five point plus or minus variance for each geographic area, including sub - samples for demographic sub - groups that are reflective of census and business demographics citywide and for each geographic region and quotas for demographics and geographic regions to ensure that that the data is reflective of the population of Miami Beach and large enough for analysis by sub - samples • samples that are representative of both landlines and cell phones in proportion to the overall population • Review of the proposed draft survey questionnaire with staff and with the Commission Committee of the Whole • Recommendations from the Committee of the Whole shall be incorporated into the final design, as appropriate CRPP shall submit the survey design to the City of Miami Beach project personnel for final approval Task 1 deliverables • Proposed Methodology and Sampling Plan • Final Methodology and Sampling Plan Due Date: January 31, 2012 Task 2: Survey Instrument Questionnaire Review and evaluate the current survey instrument and questions and propose recommended changes to ensure questions will generate unbiased responses while also ensuring that the City does not lose the ability to monitor and evaluate trends. Key components of this task are: • Recommend changes to the 2009 survey instrument necessary to improve design to ensure questions will generate unbiased responses while also ensuring that the City does not lose the ability to monitor and evaluate trends for core questions in the 2005, 1007 and 2009 surveys • Recommend questions to be deleted or added based on discussion with staff • Present the proposed revised instruments at the City Commission Committee of the Whole for review and input along with the rationale for the changes. 11 • Incorporated recommendations from the Committee of the Whole final instruments as appropriate and submit all instruments to the City of Miami Beach project personnel for final approval. • Review and provide input on translation to Spanish performed by the City of Miami Beach Task 2 deliverables • Recommendations for changes in questions, questions to be deleted and questions to be added • Draft Questionnaires for Review with Commission Committee of the Whole • Final Questionnaires in English and Spanish Due Date: February 15, 2012 Task 3: Survey Pre -test Pretest survey instrument and revise as needed. Key components of this task are: • Pre -test the questionnaire on at least ten residents and ten business. Additional pre- testing may be required if changes from the 2009 surveys are significant. • Following the pre -test, identify any problems, ambiguous areas, or incorrect skip patterns. • Modify the questionnaire will be made based on the pre -test analysis after consultation with City staff. Task 3 deliverables • Recommendations for changes to the survey questionnaire as a result of the pre -test • Revised Questionnaires in English and Spanish Due Date: February 22, 2012 Task 4: Survey Communications Plan Develop the communications plan for the survey Key components of this task are: • Discuss potential communications options with Communications Department staff to communicate survey activities with the community • Develop scrips, letters, etc. necessary to support the Communications Plan Task 4 deliverables • Final Communications Plan, including communication scripts, letters, etc. Due Date: January 31, 2012 Task 5: Report Design Design format for an executive summary and /or detailed written report that will be used to present the survey findings. Key components of this task are: • Review concepts for inclusion in the draft report with key staff • Prepare draft outline for draft report and list of key slides for PowerPoint presentation 12 Task 5 deliverables • Final Outlines for Draft report Due Date February 28, 2012 Task 6: Survey Administration Administer the survey to ensure a ninety -five (95) percent confidence rating in the survey findings with a five point plus or minus variance for each geographic area, taking into consideration the following factors: (i) Sample size, including sub - samples for demographic sub - groups that are reflective of census and business demographics citywide and for each geographic region; (ii) Random selection of respondents to the survey; (iii) Non - respondents not affecting survey results; and (iv) Survey implementation, including select interviewers as appropriate. Key components of this task are: • Provide all interviewer training. Topics to be covered in the training sessions will include: purpose of the survey, how the information will be used, benefits to respondents in completing the survey, sampling procedure, selection of appropriate household member, detailed review of the questionnaire, methods for handling objections protocols for call backs, coding procedures, maintaining a telephone log, and role playing and practice interviews • Review each question with staff to identify and clarify any potential area of ambiguity, with attention to technical terminology, open -ended questions, and complex/multi- stage questions /skip patterns. • Instruct all field staff to politely try provide opportunities for call backs on refusals or when business owners /decision makers are not available. • If a respondent is found to speak Spanish or another language, the call will be routed to bilingual interviewers. Task 6 deliverables • Weekly summaries of completion rates by demographic sub - groups for each of the geographic areas Due Date: March 31, 2012 Task 7: Analysis and Presentation of Survey Results (i) Code the completed survey and computerize the data; (ii) Develop cross tabulations as required; (iii) Analyze key drivers of community satisfaction (iv) Compare results to other municipalities and jurisdictions; including comparison to the National Research Center database (v) Prepare an executive written summary summarizing key survey findings and detailed written report of the responses to survey questions, including actionable recommendations for customer service improvements; (vi) Make verbal presentation to the City Commission and/or City staff as required; and (vii) Determine that changes in survey results or trends identified by different surveys are statistically valid. Key components of this task are: • Provide preliminary high level results in summary form to the City 13 • Identify key drivers of satisfaction with City of Miami Beach government using statistical analyses. • Provide a comparative summary of like questions /results between the Miami Beach 2012 Survey and the National Citizen Survey conducted by the National Research Center in collaboration with ICMA, in a manner consistent with the similar analysis for the 2009 survey. • Provide a comparative summary of like questions /results between the Miami Beach 2012 Survey and similar jurisdictions in the database maintained by the Consultant. • Develop GIS maps interpreting survey results • Provide draft report and PowerPoint presentation to the City for review, according to the agreed upon outline in Task 5. • Present findings to the City Commission, addressing City comments on the report and PowerPoint drafts. • Prepare final report and PowerPoint. Task 7 deliverables • Weekly summaries of completion rates by demographic sub - groups for each of the geographic areas • Draft report and PowerPoint • Final Report and PowerPoint Due Date: March 31, 2012 Follow -on Focus Groups The consultant will be responsible for conducting follow -on focus groups, as necessary, and at the sole option of the City, to delve further into issues identified through the community surveys. Key components of this task are: • Work with City to determine appropriate methodology for selection of focus group participants. • Provide City with drafts of proposed focus groups scripts in advance of the focus groups for review and comment. • Moderate focus groups • Provide summary results Follow -on Focus Group deliverables: • Summary of focus group results Due Date: TBD 14 EXHIBIT PROJECT TIMELINE SURVEY TASKS January February March Aril May June ' Task 1: Survey Design Task 2: Survey Instrument Questionnaire Task 3: Survey Pre -test Task 4: Communications Plan,' Task 5: Report Design Task 6: Survey Administration Task 7: Analysis/ Presentation Of Results ! ; 15