PSA Agreement with BeeFree, LLC DocuSign Envelope ID:5D62CEDC-C392-43C4-A100-830D7590DB82
ci:. M
DocuSign Envelope ID:B11D8BF6-BA3D-4D9D-8EFD-219F678B18B8 `,I `z /z'7
2oii - 321-100
PROFESSIONAL SERVICES AGREEMENT
BETWEEN
THE CITY OF MIAMI BEACH
AND
BEEFREE, LLC D/B/A FREEBEE
FOR •
THE CITY OF MIAMI BEACH ON-DEMAND TRANSIT SERVICE
3/8/2023 l 10:20 EST
This Professional Services Agreement ("Agreement") is entered into this day of
, 202 with an effective date of January 1, 2023, 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 (the "City") and BEEFREE, LLC, a Florida limited liability company, d/b/a
FREEBEE, whose address is at 2312 N. Miami Avenue, Miami, Florida 33127 ("Contractor"),
pursuant to Resolution No. 2022-32400.
SECTION 1
DEFINITIONS
Agreement: This Agreement between the City and Contractor, including any exhibits
and amendments thereto.
City Manager: The chief administrative officer of the City.
City Manager's
Designee: The City staff member who is designated by the City Manager to
administer this Agreement on behalf of the City. The City Manager's
designee shall be the Transportation Department Director.
Contractor: For the purposes of this Agreement, Contractor 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 Contractor performed or undertaken
pursuant to the Agreement.
Fee: Amount paid to the Contractor as compensation for Services.
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.
SECTION 2
SCOPE OF SERVICES
2.1 In consideration of the Fee to be paid to Contractor by the City, Contractor shall provide
the work and services described in Exhibit "A"and Exhibit"B" hereto(the"Services").
1
DocuSign Envelope ID:5D62CEDC-C392-43C4-A100-830D7590DB82
DocuSign Envelope ID:B11D8BF6-BA3D-4D9D-8EFD-219F6781318B8
AU Services provided by the Contractor shall be performed in accordance with the terms and
conditions set forth in Exhibits "A" and "B" and to the reasonable satisfaction of the City
Manager or his/her designee. If there are any questions regarding the Services to be
performed, Contractor should contact the following person:
Jose R. Gonzalez, P.E.
Transportation and Mobility Department Director
JoseGonzalezCa7miamibeachfl.gov
305-673-7514
or
Mikhail(Misha) Ryabov, P.E.
Transportation and Mobility Department Manager
MikhailRvabov@miamibeachfl.gav
305-673-7000 x 26831
2.2 The Contractor will designate a responsible member of its organization whose duty shall
be the prevention of accidents and shall provide the CITY with the name and contact
information of such individual (or any successor)prior to commencement of the Services.
The Contractor shall, at all times, perform the Services in such a manner as to insure the least
practicable obstruction to public travel and shall use its best efforts to ensure the convenience of
the general public and of the residents along and adjacent to the Project area and the areas of
service.
The Contractor shall comply with all applicable State of Florida Department of Transportation
(FDOT) regulations including, but not limited to, Florida Administrative Code (FAC) 14-90 and
federal safety requirements.The Contractor is required to prepare and implement a Safety Plan
and Security Plan that meet the requirements of FDOT and FAG 14-90, to be reviewed and
approved by the City. The Safety and Security plans shall include documented evidence in the
form of an approvals page, that demonstrates that the authorized representatives of the City
have reviewed and approved the Contractor's plans and confirmed that the plans meet the
requirements of the FDOT and FAC 14-90 and are approved for implementation. The Safety
and Security plans shall be submitted to the City at least 30 days prior to FDOT's annual
certification deadline for City's review and comment. After reviewed and approved by the City,
the Safety and Security plans shall be submitted to FDOT by annual certification deadline.
On annual basis, or more often as required, the Contractor shall perform a review of the Safety
Plan Security Plans for compliance with the FAC 14-90, and provide the City with a report that
assesses any proposed changes to each of two plans. The City reserves the right to perform
monitoring, at its discretion, and otherwise verify that the Contractor is in compliance with 14-90,
FAC and the adopted SSPP and SSP.
The City may participate in periodic safety meetings, offered by the Contractor to drivers and
other employees, and Risk Management activities under the auspices of the Contractor's
insurance carrier or other organizations. The Contractor will require all drivers, dispatch
personnel, vehicle maintenance mechanics, and supervisors to participate in the Safety
Program.
2
DocuSign Envelope ID:5D62CEDC-C392-43C4-A100-830D7590DB82
DocuSign Envelope ID:B11D8BF6-BA3D-4D9D-8EFD-219F678B18B8 •
2.3 As approved pursuant to Resolution No. 2022-32400, the City Manager or his/her
designee may approve additional services or make any necessary adjustments to the current
Services, subject to funding availability, even if the value of such services exceeds the City
Manager's authority under the City Code.
SECTION 3
TERM
The term of this Agreement ("Term") shall commence on January 1, 2023, and shall have an
initial term of five(5)years, terminating on December 31, 2027.
Notwithstanding the Term provided herein, Contractor 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 Exhibits "A" and "B"
hereto.
SECTION 4
FEE
4.1 As a consideration to the Contractor for providing the Services under this Agreement,
the City shall compensate Contractor, for the services provided to the City, on a monthly basis,
based upon the following fixed hourly rate(the Fee), shown in Table 1 below:
Table 1.Fee
Annual number of scheduled service hours per vehicle
Vehicle Type Under 3,500 3,500 to 4,249 4,250 to 5,249 Over 5,250
Gem e6 $ 26.25 $ 26.25 $ 26.25 $ 26.25
Tesla Model X $ 41.99 $ 36.34 $ 30.54 $ 29.33.
Ford Transit Passenger Van $ 52.50 $ 48.02 $ 39.92 $ 36.40
Contractor's fee shall be inclusive of any and all costs incurred by the Contractor in order to
perform Services under the Agreement in a first-class manner.
During the Term of the Agreement, pursuant to the Contractor's request, the City Manager, at
the City Manager's sole discretion, may consider an adjustment to the Fee. Any such
adjustment, if any, shall be based on a corresponding increase in the Consumer Price Index for
All Urban Consumers; US City Average, as established by the United States Bureau of Labor
and Statistics ("CPI"), provided, however, that in no event shall any annual increase exceed
three percent(3%). In case the City determines that the requested increase is unsubstantiated,
the Contractor agrees to perform all duties without the increase.
Section 2-407 of the City Code requires contractors to pay its employees the City's living wage
rate for City service contracts, including transportation services, when expenditures for said
•
contracts exceed $100,000 per year. Contractor is paying its employees a rate of $12.00 per
hour without benefits to its employees.
3
DocuSign Envelope ID:5D62CEDC-C392-43C4-A100-830D7590DB82
DocuSign Envelope ID:B1IDBBF6-BA3D-4D9D-8EFD-219F678B18B8
Effective January 1, 2023, Contractor will pay any employee working directly pursuant to the
Agreement, as confirmed by the Director of the
Transportation Department, or designee, an hourly rate of no less than $12.26 with health
care benefits of no less than $3.35, or an hourly rate of no less than $15.61 without health
care benefits.
In consideration of the additional cost to the Contractor to Comply with the City's
Living wage law, the Contractor, every month, may invoice the City an additional $4.01 per hour
per employee working directly pursuant to the Agreement.
Any payroll request made by the City during the Term shall be completed
electronically via the City's electronic compliance portal, LCP Tracker(LCPTracker.net).
To assure that Contractor continues to comply with the provisions of the Living Wage
Ordinance,the Agreement may be amendment in the future.
4.4 INVOICING
Upon receipt of an acceptable and approved invoice, payment(s)shall be made within forty-five
(45) 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:
Transportation Manager
City of Miami Beach, Florida
Transportation and Mobility Department
1700 Convention Center Drive, 3'd floor
Miami Beach, Florida 33139
305-673-7514
SECTION 5
TERMINATION
5.1 TERMINATION FOR CAUSE
If the Contractor 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 Contractor of its violation of
the particular term(s) of this Agreement, and shall grant Contractor 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 Contractor. 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 Contractor shall not be relieved of liability to the City for
damages sustained by the City for any breach of the Agreement by the Contractor. The City, at
4
DocuSign Envelope ID:5D62CEDC-C392-43C4-A100-830D7590DB82
DocuSign Envelope ID:B11D8BF6-BA3D-4D9D-BEFD-219F678B18B8
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 rights and remedies against
Contractor. 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 CONTRACTOR OF
SUCH TERMINATION; WHICH SHALL BECOME EFFECTIVE WITHIN THIRTY (30)
DAYS FOLLOWING RECEIPT BY THE CONTRACTOR OF SUCH NOTICE.
ADDITIONALLY, IN THE EVENT OF A PUBLIC HEALTH, WELFARE OR SAFETY
CONCERN, AS DETERMINED BY THE CITY MANAGER, IN THE CITY MANAGER'S
SOLE DISCRETION, THE CITY MANAGER, PURSUANT TO A VERBAL OR
WRITTEN NOTIFICATION TO CONTRACTOR, MAY IMMEDIATELY SUSPEND THE
SERVICES UNDER THIS AGREEMENT FOR A TIME CERTAIN, OR IN THE
ALTERNATIVE, TERMINATE THIS AGREEMENT ON A GIVEN DATE. IF THE
AGREEMENT IS TERMINATED FOR CONVENIENCE BY THE CITY, CONTRACTOR
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, EXCEPT FOR ITS OBLIGATION TO MAKE
PAYMENT TO FREEBEE FOR SERVCIES RENDERED THROUGH THE DATE OF
TERMINATION
5.3 TERMINATION FOR INSOLVENCY
The City also reserves the right to terminate the Agreement in the event the Contractor 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
Contractor agrees to indemnify, defend 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 Contractor, its officers, employees, agents,
contractors, or any other person or entity acting under Contractor's control or supervision, in
connection with, related to, or as a result of the Contractor's performance of the Services
pursuant to this Agreement. To that extent, the Contractor 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 Contractor expressly understands
5
DocuSign Envelope ID:5D62CEDC-C392-43C4-A100-830D7590DB82
DocuSign Envelope ID:B11DBBF6-BA3D-4D9D-8EFD-219F678B18B8
and agrees that any insurance protection required by this Agreement or otherwise provided by
the Contractor shall in no way limit the Contractor's responsibility to indemnify, keep and save
harmless and defend the City or its officers, employees, agents and instrumentalities as herein
provided.
The parties agree that one percent (1%) of the total compensation to Contractor for
performance of the Services under this Agreement is the specific consideration from the City to
the Contractor for the Contractor'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
(A) The Contractor shall maintain and carry in full force during the Term, the following
insurance:
1. Worker's compensation and employer's liability per the Statutory limits of the state of
Florida.
2. Comprehensive General Liability (occurrence form), limits of liability $1,000,000.00 per
occurrence for bodily injury property damage to include Premises/Operations; Products,
Completed Operations and Contractual Liability. Contractual Liability and Contractual
Indemnity(Hold harmless endorsement exactly as written in "insurance requirements" of
specifications).
3. Automobile Liability - $1,000,000 each occurrence - owned/non-owned/hired
automobiles included.
(B) 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 "A" 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.
(C) Timely renewal certificates will be provided to the City as coverage renews. The
insurance certificates for General Liability shall include the City as an additional insured
and shall contain a waiver of subrogation endorsement. Contractor's insurance shall be
primary and not contributory for direct claims arising out of the Agreement under the
Commercial General Liability policy. If the Professional Liability coverage is provided on
a claims made basis, then such insurance shall continue for (3) years following the
expiration or termination of the Agreement.
(D) 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 Risk Manager. The City shall have the right to obtain from the Contractor
specimen copies of the insurance policies in the event that submitted certificates of
insurance are inadequate to ascertain compliance with required coverage.
(E) The Contractor is also solely responsible for obtaining and submitting all insurance
certificates for any sub-contractors.
(F) Compliance with the foregoing requirements shall not relieve the Contractor of the
liabilities and obligations under this section or under any other portion of this Agreement.
6
•
DocuSign Envelope ID:5D62CEDC-C392-43C4-A100-830D7590DB82
DocuSign Envelope ID:B11D8BF6-BA3D-41219D-8EFD-219F678B18B8
(G) The Contractor 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.
(H) The Contractor will not operate any vehicle not currently on the list of scheduled autos. If
the Contractor is to rent a vehicle, the rental agreement must contain the appropriate
language that corresponds with the requirements of Contractor's insurance policy, and
the rented vehicle must also be included, as a scheduled auto, to Contractor's
automobile liability insurance policy.
SECTION 7
LITIGATION JURISDICTIONNENUE/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, Contractor 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.
Contractor hereby expresses its willingness to enter into this Agreement with Contractor'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, Contractor
hereby agrees that the City shall not be liable to the Contractor 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
DUTY OF CARE/COMPLIANCE WITH APPLICABLE LAWS/PATENT RIGHTS; COPYRIGHT;
AND CONFIDENTIAL FINDINGS
9.1 DUTY OF CARE
With respect to the performance of the Services contemplated herein, Contractor shall exercise
that degree of skill, care, efficiency and diligence normally exercised by reasonable persons
7
DocuSign Envelope ID:5D62CEDGC392-43C4-A100-830D7590DB82
DocuSign Envelope ID:B11D8BF6-BA3D-4D9D-8EFD-219F678B18B8
and/or recognized professionals with respect to the performance of comparable work and/or
services.
9.2 COMPLIANCE WITH APPLICABLE LAWS
In its performance of the Services, Contractor shall comply with all applicable laws, ordinances,
and regulations of the City, Miami-Dade County, the State of Florida, and the federal
government, as applicable.
9.3 PATENT RIGHTS; COPYRIGHT; CONFIDENTIAL FINDINGS
Any work product arising out of this Agreement, as well as all information specifications,
processes, data and findings, are intended to be the property of the City and shall not otherwise
be made public and/or disseminated by Contractor, without the prior written consent of the City
Manager, excepting any information, records etc. which are required to be disclosed pursuant to
Court Order and/or Florida Public Records Law.
All reports, documents, articles, devices, and/or work produced in whole or in part under this
Agreement are intended to be the sole and exclusive property of the City, and shall not be
subject to any application for copyright or patent by or on behalf of the Contractor or its
employees or sub-contractors, without the prior written consent of the City Manager.
SECTION 10
GENERAL PROVISIONS
10.1 AUDIT AND INSPECTIONS
Upon reasonable verbal or written notice to Contractor, 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 Manager 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. Contractor 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 INSPECTOR GENERAL AUDIT RIGHTS
(A) Pursuant to Section 2-256 of the Code of the City of Miami Beach, the City has
established the Office of the Inspector General which may, on a random basis, perform
reviews, audits, inspections and investigations on all City contracts, throughout the
duration of said contracts. This random audit is separate and distinct from any other
audit performed by or on behalf of the City.
(B) The Office of the Inspector General is authorized to investigate City affairs and
empowered to review past, present and proposed City programs, accounts, records,
contracts and transactions. In addition, the Inspector General has the power to
subpoena witnesses, administer oaths, require the production of witnesses and monitor
8
DocuSign Envelope ID:5D62CEDC-C392-43C4-A100-830D7590DB82
DocuSign Envelope ID:B11D8BF6-BA3D-4D9D-8EFD-219F678B18B8
City projects and programs. Monitoring of an existing City project or program may
include a report concerning whether the project is on time, within budget and in
conformance with the contract documents and applicable law. The Inspector General
shall have the power to audit, investigate, monitor, oversee, inspect and review
operations, activities, performance and procurement process including but not limited to
project design, bid specifications, (bid/proposal) submittals, activities of the Contractor,
its officers, agents and employees, lobbyists, City staff and elected officials to ensure
compliance with the contract documents and to detect fraud and corruption. Pursuant to
Section 2-378 of the City Code, the City is allocating a percentage of its overall annual
contract expenditures to fund the activities and operations of the Office of Inspector
General.
(C) Upon ten (10) days written notice to the Contractor, the Contractor shall make all
requested records and documents available to the Inspector General for inspection and
copying. The Inspector General is empowered to retain the services of independent
private sector auditors to audit, investigate, monitor, oversee, inspect and review
operations activities, performance and procurement process including but not limited to
project design, bid specifications, (bid/proposal)submittals, activities of the Contractor its
officers, agents and employees, lobbyists, City staff and elected officials to ensure
compliance with the contract documents and to detect fraud and corruption.
(D) The Inspector General shall have the right to inspect and copy all documents and
records in the Contractor's possession, custody or control which in the Inspector
General's sole judgment, pertain to performance of the contract, including, but not limited
to original estimate files, change order estimate files, worksheets, proposals and
agreements from and with successful subcontractors and suppliers, all project-related
correspondence, memoranda, instructions, financial documents, construction
documents, (bid/proposal) and contract documents, back-change documents, all
documents and records which involve cash, trade or volume discounts, insurance
proceeds, rebates, or dividends received, payroll and personnel records and supporting
documentation for the aforesaid documents and records.
(E) The Contractor shall make available at its office at all reasonable times the records,
materials, and other evidence regarding the acquisition (bid preparation) and
performance of this Agreement, for examination, audit, or reproduction, until three (3)
years after final payment under this Agreement or for any longer period required by
statute or by other clauses of this Agreement. In addition:
(1) If this Agreement is completely or partially terminated, the Contractor shall make
available records relating to the work terminated until three (3) years after any
resulting final termination settlement; and
(2) The Contractor shall make available records relating to appeals or to litigation or the
settlement of claims arising under or relating to this Agreement until such appeals,
litigation, or claims are finally resolved.
9
DocuSign Envelope ID:5D62CEDC-C392-43C4-A100-830D7590DB82
DocuSign Envelope ID:B11D8BF6-BA3D-4D9D-8EFD-219F678B18B8
(F) The provisions in this section shall apply to the Contractor, its officers, agents,
employees, subcontractors and suppliers. The Contractor shall incorporate the
provisions in this section in all subcontracts and all other agreements executed by the
Contractor in connection with the performance of this Agreement.
(G) Nothing in this section shall impair any independent right to the City to conduct audits or
investigative activities. The provisions of this section are neither intended nor shall they
be construed to impose any liability on the City by the Contractor or third parties.
10.3 ASSIGNMENT, TRANSFER OR SUBCONSULTING
Contractor 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 Contractor 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 NO DISCRIMINATION
In connection with the performance of the Services, the Contractor shall not exclude from
participation in, deny the benefits of, or subject to discrimination anyone on the grounds of
race, color, national origin, sex, age, disability, religion, income or family status.
Additionally, Contractor shall comply fully with the City of Miami Beach Human Rights
Ordinance, codified in Chapter 62 of the City Code, as may be amended from time to time,
prohibiting discrimination in employment (including independent contractors), housing, public
accommodations, public services, and in connection with its membership or policies because
of actual or perceived race, color, national origin, religion, sex, intersexuality, gender identity,
sexual orientation, marital and familial status, age, disability, ancestry, height, weight, hair
texture and/or hairstyle, domestic partner status, labor organization membership, familial
situation, or political affiliation.
10.6 CONFLICT OF INTEREST
Contractor 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, as may be amended from time to time; and by the City of Miami Beach Charter and
Code, as may be amended from time to time; both of which are incorporated by reference as if
fully set forth herein.
Contractor covenants that it presently has no interest and shall not acquire any interest,
directly or indirectly, which could conflict in any manner or degree with the performance of the
10
DocuSign Envelope ID:5D62CEDC-C392-43C4-A100-830D7590DB82
DocuSign Envelope ID:B11D8BF6-BA3D-4D9D-8EFD-219F678B18B8
Services. Contractor further covenants that in the performance of this Agreement, Contractor
shall not employ any person having any such interest.
10.7 CONTRACTOR'S COMPLIANCE WITH FLORIDA PUBLIC RECORDS LAW
(A) Contractor shall comply with Florida Public Records law under Chapter 119, Florida
•
Statutes, as may be amended from time to time.
(B) The term "public records" shall have the meaning set forth in Section 119.011(12), which
means all documents, papers, letters, maps, books, tapes, photographs, films, sound
recordings, data processing software, or other material, regardless of the physical form,
characteristics, or means of transmission, made or received pursuant to law or
ordinance or in connection with the transaction of official business of the City.
(C) Pursuant to Section 119.0701 of the Florida Statutes, if the Contractor meets the
definition of"Contractor"as defined in Section 119.0701(1)(a), the Contractor shall:
(1) Keep and maintain public records required by the City to perform the 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 and exempt from
public records disclosure requirements are not disclosed, except as authorized
by law, for the duration of the contract term and following completion of the
Agreement if the Contractor 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 Contractor or keep and maintain public records
required by the City to perform the service. If the Contractor transfers all public
records to the City upon completion of the Agreement, the Contractor shall
destroy any duplicate public records that are exempt or confidential and exempt
from public records disclosure requirements_ If the Contractor keeps and
maintains public records upon completion of the Agreement, the Contractor 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.
(D) REQUEST FOR RECORDS; NONCOMPLIANCE.
(1) A request to inspect or copy public records relating to the City's contract for
services must be made directly to the City. If the City does not possess the
requested records, the City shall immediately notify the Contractor of the request,
and the Contractor must provide the records to the City or allow the records to be
inspected or copied within a reasonable time.
(2) Contractor's failure to comply with the City's request for records shall constitute a
breach of this Agreement, and the City, at its sole discretion, may: (1) unilaterally
terminate the Agreement; (2) avail itself of the remedies set forth under the
Agreement; and/or(3)avail itself of any available remedies at law or in equity.
(3) A Contractor who fails to provide the public records to the City within a
reasonable time may be subject to penalties under s. 119.10.
11
DocuSign Envelope ID:5D62CEDC-C392-43C4-A100-830D7590DB82
DocuSign Envelope ID:B11D8BF6-BA3D-4D9D-8EFD-219F678618B8
(E) CIVIL ACTION.
(1) If a civil action is filed against a Contractor to compel production of public records
relating to the City's contract for services, the court shall assess and award
against the Contractor the reasonable costs of enforcement, including
reasonable attorneys'fees, if:
(a) The court determines that the Contractor unlawfully refused to comply
with the public records request within a reasonable time; and
(b) At least 8 business days before filing the action, the plaintiff provided
written notice of the public records request, including a statement that the
Contractor has not complied with the request, to the City and to the
Contractor.
(2) A notice complies with subparagraph (1)(b) if it is sent to the City's custodian of
public records and to the Contractor at the Contractor's address listed on its
contract with the City or to the Contractor's registered agent. Such notices must
be sent by common carrier delivery service or by registered, Global Express
Guaranteed, or certified mail, with postage or shipping paid by the sender and
with evidence of delivery, which may be in an electronic format.
(3) A Contractor who complies with a public records request within 8 business days
after the notice is sent is not liable for the reasonable costs of enforcement.
(F) IF THE CONTRACTOR HAS QUESTIONS REGARDING THE
APPLICATION OF CHAPTER 119, FLORIDA STATUTES, OR AS
TO THE CONTRACTOR'S DUTY TO PROVIDE PUBLIC RECORDS
RELATING TO THIS AGREEMENT, CONTACT THE CUSTODIAN
OF PUBLIC RECORDS AT:
CITY OF MIAMI BEACH
ATTENTION: RAFAEL E. GRANADO, CITY CLERK
1700 CONVENTION CENTER DRIVE
MIAMI BEACH, FLORIDA 33139
E-MAIL: RAFAELG 4,NADOrz,MIAMIBEACHFL.GOV
PHONE: 305-673-7411
10.8 FORCE MAJEURE
(A) A"Force Majeure" event is an event that(i) in fact causes a delay in the performance of
the Contractor or the City's obligations under the Agreement, and (ii) is beyond the
reasonable control of such party unable to perform the obligation, and (iii) is not due to
an intentional act, error, omission, or negligence of such party, and (iv) could not have
reasonably been foreseen and prepared for by such party at any time prior to the
occurrence of the event. Subject to the foregoing criteria, Force Majeure may include
events such as war, civil insurrection, riot, fires, epidemics, pandemics, terrorism,
sabotage, explosions, embargo restrictions, quarantine restrictions, transportation
accidents, strikes, strong hurricanes or tornadoes, earthquakes, or other acts of God
which prevent performance. Force Majeure shall not include technological impossibility,
12
DocuSign Envelope ID:5D62CEDC-C392-43C4-A100-830D7590DB82
DocuSign Envelope ID:B11D8BF6-BA3D-409D-8EFD-219F678B18B8
inclement weather, or failure to secure any of the required permits pursuant to the
Agreement.
(B) If the City or Contractor's performance of its contractual obligations is prevented or
delayed by an event believed by to be Force Majeure, such party shall immediately,
upon learning of the occurrence of the event or of the commencement of any such delay,
but in any case within fifteen (15) business days thereof, provide notice: (i) of the
occurrence of event of Force Majeure, (ii) of the nature of the event and the cause
thereof, (iii) of the anticipated impact on the Agreement, (iv) of the anticipated period of
the delay, and (v) of what course of action such party plans to take in order to mitigate
the detrimental effects of the event. The timely delivery of the notice of the occurrence of
a Force Majeure event is a condition precedent to allowance of any relief pursuant to this
section; however, receipt of such notice shall not constitute acceptance that the event
claimed to be a Force Majeure event is in fact Force Majeure, and the burden of proof of
the occurrence of a Force Majeure event shall be on the requesting party.
(C) No party hereto shall be liable for its failure to carry out its obligations under the
Agreement during a period when such party is rendered unable, in whole or in part, by
Force Majeure to carry out such obligations. The suspension of any of the obligations
under this Agreement due to a Force Majeure event shall be of no greater scope and no
longer duration than is required. The party shall use its reasonable best efforts to
continue to perform its obligations hereunder to the extent such obligations are not
affected or are only partially affected by the Force Majeure event, and to correct or cure
the event or condition excusing performance and otherwise to remedy its inability to
perform to the extent its inability to perform is the direct result of the Force Majeure
event with all reasonable dispatch.
(D) Obligations pursuant to the Agreement that arose before the occurrence of a Force
Majeure event, causing the suspension of performance, shall not be excused as a result
of such occurrence unless such occurrence makes such performance not reasonably
possible. The obligation to pay money in a timely manner for obligations and liabilities
which matured prior to the occurrence of a Force Majeure event shall not be subject to
the Force Majeure provisions.
(E) Notwithstanding any other provision to the contrary herein, in the event of a Force
Majeure occurrence, the City may, at the sole discretion of the City Manager, suspend
the City's payment obligations under the Agreement, and may take such action without
regard to the notice requirements herein. Additionally, in the event that an event of
Force Majeure delays a party's performance under the Agreement for a time period
greater than thirty (30) days, the City may, at the sole discretion of the City Manager,
terminate the Agreement on a given date, by giving written notice to Contractor of such
termination. If the Agreement is terminated pursuant to this section, Contractor 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. In no event will any condition of Force Majeure
extend this Agreement beyond its stated term.
10.9 E-VERIFY
(A) To the extent that Contractor provides labor, supplies, or services under this Agreement,
Contractor shall comply with Section 448.095, Florida Statutes, "Employment Eligibility"
13
DocuSign Envelope ID:5D62CEDC-C392-43C4-A100-830D7590DB82
DocuSign Envelope ID:B11D8BF6-BA3D-4D9D-8EFD-219F678B18B8
("E-Verify Statute"), as may be amended from time to time. Pursuant to the E-Verify
Statute, commencing on January 1, 2021, Contractor shall register with and use the E-
Verify system to verify the work authorization status of all newly hired employees during
the Term of the Agreement. Additionally, Contractor shall expressly require any
subcontractor performing work or providing services pursuant to the Agreement to
likewise utilize the U.S. Department of Homeland Security's E-Verify system to verify the
employment eligibility of all new employees hired by the subcontractor during the
contract Term. If Contractor enters into a contract with an approved subcontractor, the
subcontractor must provide the Contractor with an affidavit stating that the subcontractor
does not employ, contract with, or subcontract with an unauthorized alien. Contractor
shall maintain a copy of such affidavit for the duration of the contract or such other
extended period as may be required under this Agreement.
(B) TERMINATION RIGHTS.
(1) If the City has a good faith belief that Contractor has knowingly violated Section
448.09(1), Florida Statutes, which prohibits any person from knowingly
employing, hiring, recruiting, or referring an alien who is not duly authorized to
work by the immigration laws or the Attorney General of the United States, the
City shall terminate this Agreement with Contractor for cause, and the City shall
thereafter have or owe no further obligation or liability to Contractor.
(2) If the City has a good faith belief that a subcontractor has knowingly violated the
foregoing Subsection 10.9(A), but the Contractor otherwise complied with such
subsection, the City will promptly notify the Contractor and order the Contractor
to immediately terminate the contract with the subcontractor. Contractor's failure
to terminate a subcontractor shall be an event of default under this Agreement,
entitling City to terminate this Agreement for cause.
(3) A contract terminated under the foregoing Subsection (B)(1) or (B)(2) is not in
breach of contract and may not be considered as such.
(4) The City or Contractor or a subcontractor may file an action with the Circuit or
County Court to challenge a termination under the foregoing Subsection (B)(1)or
(B)(2) no later than 20 calendar days after the date on which the contract was
terminated.
(5) If the City terminates the Agreement with Contractor under the foregoing
Subsection (B)(1), Contractor may not be awarded a public contract for at least 1
year after the date of termination of this Agreement.
(6) Contractor is liable for any additional costs incurred by the City as a result of the
termination of this Agreement under this Section 10.9.
SECTION 11
NOTICES
All notices and communications in writing required or permitted hereunder, shall be delivered
personally to the representatives of the Contractor 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.
14
DocuSign Envelope ID:5D62CEDC-C392-43C4-A100-830D7590DB82
DocuSign Envelope ID:B11D8BF6-BA3D-4D9D-8EFD-219F678B18B8
Until changed by notice, in writing, all such notices and communications shall be addressed as
follows:
TO CONTRACTOR: Beefree, LLC d/b/a Freebee
2312 N. Miami Avenue
Miami, Florida 33127
Attention: Jason Spiegel
TO CITY: City of Miami Beach
Transportation and Mobility Department
1700 Convention Center Drive, 3`d floor
Miami Beach, Florida 33139
Attention: Jose R. Gonzalez, Director
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 date of an acknowledged receipt, or, in all other cases, on the
date of receipt or refusal.
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.
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 WAIVER OF BREACH
A party's failure to enforce any provision of this Agreement shall not be deemed a waiver of
such provision or modification of this Agreement. A party's waiver of any breach of a provision
of this Agreement shall not be deemed a waiver of any subsequent breach and shall not be.
construed to be a modification of the terms of this Agreement.
15
DocuSign Envelope ID:5D62CEDC-C392-43C4-A100-830D7590DB82
DocuSign Envelope ID:B11D8BF6-BA3D-4D9D-8EFD-219F678618B8
12.4 JOINT PREPARATION
The parties hereto acknowledge that they have sought and received whatever competent advice
and counsel as was necessary for them to form a full and complete understanding of all rights
and obligations herein and that the preparation of this Agreement has been a joint effort of the
parties, the language has been agreed to by parties to express their mutual intent and the
1 resulting document shall not, solely as a matter of judicial construction, be construed more
severely against one of the parties than the other.
12.5 ENTIRETY OF AGREEMENT
The City and Contractor 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]
16
DocuSign Envelope ID:5D62CEDC-C392-43C4-A100-830D7590DB82
DocuSign Envelope ID:B11D8BF6-BA3D-4D9D-8EFD-219F678B18B8
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: t______.
By. [DunbY:
HBu BF E4CF..
Rataea""e. �;ranado, City Clerk Alina T. Hudak, C ty Manager
3/8/2023 110:20 EST .
Date:
FOR CONTRACTOR: BEEFREE, LLC D1B/A FREEBEE
ATTEST:
::.--- :.4414
- -- ,11 ,,,
isTma,
30onI a Kt a XYI�li. If) ,140-'rtlt+"r) - i-5 C /9
Print Name and Title iiv.fiCI. Print Name and Title
Date:
Q:� ;a-
;.,p P:-t O'er F=CI,AS TO
iF=1iiNI<..-LANGUAGE
F'OP i'X'rUTIC)
I eft ?3.
Ary AT,ltn,, Fr1 i.).acr
17
DocuSign Envelope ID:5D62CEDC-C392-43C4-A100-830D7590DB82
DocuSign Envelope ID:B11D8BF6-BA3D-4D9D-8EFD-219F678B18B8
EXHIBIT"A"
SCOPE OF SERVICES(SERVICES)—MIDDLE BEACH ON-DEMAND TRANSIT SERVICE
I. Introduction and Background
The City desires to provide a turnkey On-Demand Transit (ODT) service which will provide first mile/last mile
services connecting to the existing Miami Beach Trolley and Miami-Dade County Bus service and door-to-door
service for trips originating and ending within the geofenced service area depicted in the attached Mid-Beach On-
demand Service Area map(Figure 1)at no cost to the passenger. ODT service will be provided in the areas
of Miami Beach that are currently not served or underserved either by the City's trolley service or Miami-Dade
County transit service.
The Contractor must provide turnkey vehicle operation, maintenance, dispatch, marketing and reporting.
This includes vehicle procurement, if applicable, and back office IT,service planning, project management
and administrative support.
II. Service Operation
The Contractor shall provide On-Demand Transit service exclusively within geofenced service area,
focusing on short trip types and first/last mile service. Requests for destinations outside of geofenced area
shall be documented and shared with the City for service planning purposes. Additionally, given.that 41
Street has a frequent transit service, trips that have both a pickup and drop-off along 41 Street are
prohibited.
Customers shall be able to request service in real-time through a software/technology platform, by calling a
telephone number or by hailing.The service shall operate as a continuous vanpool,dynamically adjusting vehicle
routing using a technology platform to appropriately meet ridership demand and service needs within the service
area,minimizing wait times and trip length times.
III. Service Days and Hours
Service associated with this pilot program shall operate seven (7) days a week, from service
commencement on January 1,2023 through to December 31,2027,using two(2)vehicles.At least one(1)
vehicle shall be wheelchair accessible.
Service hours shall be as follows:
• Monday to Friday from 6:30AM to 10 PM. Service hours consists of 14 billable hours and two (2)
45-minute breaks per vehicle for purposes of vehicle charging and driver's breaks
• Saturdays from 8 AM to 10 PM.Service hours consists of 12.5 billable hours and two(2)45-minute
breaks per vehicle for purposes of vehicle charging and driver's breaks
• Sundays from 8 AM to 8 PM. Service hours consists of 10.5 billable hours and two (2) 45-minute
breaks per vehicle for purposes of vehicle charging and driver's breaks
To the extent feasible, driver's breaks and vehicle charging shall take place during time of lowest
passenger demand, which will be determined after service start. Additionally, 1 vehicle shall always be in
service (only 1 vehicle out of service due charging or for drivers break, and only when needed). During the
18
DocuSign Envelope ID:5D62CEDC-C392-43C4-A100-830D7590DB82
DocuSign Envelope ID:B11D8BF6-BA3D-4D9D-8EFD-219F678B18B8
time a vehicle is out of service, a customer-friendly message shall be displayed on the mobile application
advising as to the reason why service is not available as well as when service will become available.
The City reserves the right to modify the service level/hours of operation above or below what is specified
in this document. If the proposed increase or decrease is greater than 20% in number of operating hours,
then the hourly operating rate shall be negotiated with the Contractor.
IV. Vehicle Specifications,Vehicle Charging and Parking Requirements
Minimum vehicle specifications,as well as charging and parking requirements are listed below:
• Vehicle Type: Electric vehicle with full doors, windows and seatbelts, one (1) vehicle of which will
be wheelchair accessible
• Vehicle Year:2018 or newer
• Seating Capacity:minimum of 5 plus driver(without the wheelchair passenger)
• Vehicle Charging: Chargers to be provided, installed, operated and maintained by the Contractor
during the entire program, including covering the cost of electricity, will remain property of
Contractor at the end of term
• Overnight Vehicle Parking:While the cost of parking will be borne by the Contractor, the City will,if
requested by the Contractor, assist in securing the space at one of the City garages at the cost of
approximately$100/monthlvehicle
• Vehicle must be motorized and street legal
• The City Manager or his/her designee reserve the right to change the vehicle type used for the service.
Available vehicle types included in the agreement are: Gem e6, Tesla Model X or fully electric Ford
Transit passenger van.A combination of different vehicle types may be used.
V. Technology Platform,Tracking and Reporting of Program Metrics
The Contractor shall use a technology platform that supports demand responsive operations. Features may
include,but are not limited to:
• Routing and dispatch of vehicles in the form of a mobile application;
• Remote real-time tracking of service for both users and dispatch;
• Customer-friendly mobile application available for download in the Apple and Android stores;
• Dashboard for analysis of service operations available to City staff;and
• Application Programming Interface (API) enabled to connect with Miami Beach e-Gov/trolley
tracker app, Miami-Dade Transit app,and Google maps.
The Contractor shall provide a real-time on-line data portal where all relevant data sources are housed, and
the City's Project Manager and staff can track pre-determined metrics. The Contractor shall be responsible
for tracking and reporting data including but not limited to hourly, daily, weekly, monthly ridership, vehicle
occupancy, trip origins and destinations, heat maps, minimum, maximum and average wait times,
minimum, maximum and average trip length, passenger demographics, ride request method utilized,
number of canceled trips(by operator and by the customers), number of missed trips(if vehicle didn't serve
customer and customer never cancelled request)and similar. For cancelled trips, information as to duration
of time between when ride was requested and cancelled shall be reported.Additionally,the Contractor shall
report drivers' ratings and feedback received from the passengers. The Contractor shall collect a survey data
related to trip purpose,how was the trip made prior to ODT service,top trip origins and destinations among other.
19
DocuSign Envelope ID:5D62CEDC-C392-43C4-A100-830D7590DB82
DocuSign Envelope ID:B11D8BF6-BA3D-4D9D-SEFD-219F678B1888
Contractor shall assign a project manager to coordinate with the City's Project Manager and act as the
point person for the Contractor in all communications with the City, who shall coordinate and participate in
monthly meetings with the City's Project Manager.The Contractor shall report to the City's Project Manager
and shall work closely with the City to ensure successful implementation and service improvements
throughout the Term of the Agreement.
Vl. Personnel Requirements
The primary objectives of the. service are to provide a safe, clean, reliable, and efficient public
ttransportation service resulting in a pleasant experience for each and every passenger. Project personnel
shall maintain a professional, courteous attitude, answering to the best of their ability any passenger
questions regarding the provision of service. Discourtesy, rudeness, or the use of profanity will not be
tolerated and shall be grounds for immediate removal of the offending employee from performing work on
this pproject.
VII. Personnel Background Checks
Contractor shall comply with the requirements of Section 435.04, Florida Statutes ("Section 435.04") and
ensure that only those employees who have successfully passed the background screening required by
Section 435.04, and who meet the standards established by Section 435.04, be allowed to perform
Services under this Agreement(referred to herein as"Personnel").
The Personnel shall undergo the aforestated background screening and a drug screening, as well as a
credit history check for those positions that require the handling of money(collectively referred to herein as
"Background Check Process") prior to providing Services pursuant to this Agreement. The Background
Check Process will be conducted by Contractor, at Contractor's sole cost. Contractor will also bear the cost
of any fees imposed by the Florida Department of Law Enforcement to maintain the records related to the
background screening provided with the respect to Contractor and its Personnel.Contractor will provide the
City Manager's designee with the results of background checks of each Personnel. Employment shall be
contingent upon satisfactory results, as determined by the City, in writing. The Personnel shall not be
permitted to perform Services under this Agreement until such time as the Background Check
Process has been completed and the Personnel cleared by the City to perform duties under this
Agreement. If any Personnel is away from the job for a period of 45-or more days, a new Background
Check Process shall be-performed.
The City.and Contractor agree and acknowledge that the failure of Contractor to perform any of the duties
described in this Subsection shall constitute a material breach of this Agreement, for which the City
reserves the right to terminate immediately and without further liability to the City. Contractor agrees to
indemnify and hold harmless the City, its officers and employees of any liability in the form of physical or
mental injury, death or property damage resulting in Contractor's failure to comply with the requirements of
this Subsection or Section 435.04.
Contractor agrees to require all of its Personnel to notify the Contractor and the City of any arrest(s) or
conviction(s) of any offense within 24 hours of its occurrence. Contractor further agrees to immediately
notify the City upon becoming aware that one of its Personnel,who was previously certified as completing
the Background Check Process, is subsequently arrested or convicted of any disqualifying offense. Failure
20
DocuSign Envelope ID:5D62CEDC-C392-43C4-A100-830D7590DB82
DocuSign Envelope ID:B11D8BF6-BA3D-4D9D-SEFD-219F678B18B8
by Contractor to notify the City of such arrest or conviction within 24 hours of being put on notice
shall constitute a material breach of this Agreement entitling the City to terminate this Agreement
immediately,without further liability to the City.
VIII.Fare and Passenger Age
No fare will be charged to passengers for this service and no tip jar shall be displayed and drivers shall not
solicit tip acceptance, unless desired by the passenger for exceptional service. Fare information will be
included in existing and new marketing collaterals produced by the Contractor and the City. Minors under
the age of 12 shall be accompanied by parent or guardian.
IX. Vehicle Branding, Music and Advertisement
A. Branding and Music
Vehicle exterior branding/design will be provided to the Contractor by the City. Cost of installation of
exterior branding/wrap and any necessary maintenance required shall be borne by the Contractor and
limited to first design. City shall pay cost of production and installation for changes to the City's design.
Additionally,no music shall be played on vehicles providing ODT service.
B. Advertisement on Vehicles
While the City understands the need to maximize advertising revenue, the City is also interested in
maintaining a pleasant and aesthetic image and ensuring the quality-of-life of its residents.
The Contractor shall have the right to solicit and sell advertising to be installed on vehicles and have the right
to enter into separate agreements with advertisers for the placement of advertising on the vehicles and
negotiate the advertising rates. The Contractor, at its sole cost and expense, shall be responsible for the
design,development,production, redesign,removal,and installation of such advertising.
The Contractor shall adhere to generally accepted principles of advertising in relation to good taste and
truth in advertising. No advertising which is considered objectionable and offensive in its content or method
of presentation shall be displayed.
Prior to its installation, the Contractor is required to submit the advertisement content to the City's Project
Manager, for City's review and approval. The City, at its discretion, may request removal of any
advertisement if it deems the advertisement is offensive,objectionable,or inappropriate.
The Contractor is required to remove any and all non-compliant advertisement content, as detailed below,
within 24 hours after receipt of official notice from the City Manager or City's Project Manager.Additionally,
any outdated advertisement shall be removed from the vehicles at no cost to the City.
The Contractor shall comply with the following:
1. All advertisements accepted for placement by the City, or by a contractor authorized by the City to
accept advertising on behalf of the City, must comply with Federal, State, Miami-Dade County,and
existing City of Miami Beach laws,laws,ordinances, rules and regulations.
21
DocuSign Envelope ID:5D62CEDC-C392-43C4-A100-830D7590DB82
•
DocuSign Envelope ID:B11D8BF6-BA3D-4D9D-8EFD-219F678B18B8
2. The following categories of advertisement shall not be permitted:
a, unlawful or illegal goods,services or activities;
b. e-cigarettes,tobacco or tobacco-related products;
c. firearms;
d. sexual services,programs or products;
e. political candidates or political issues;
f. competitive products for any City of Miami Beach citywide exclusive sponsorship
agreement(currently the City is negotiating with Red Bull and Pepsi for exclusive pouring
rights and will advise Contractor once an agreement is executed);and
g. alcoholic beverages,as defined by Section 561.01,Florida Statutes.
3. No advertisement shall contain the words "STOP , "LOOK", "DRIVE IN", "DANGER" or any other
word,symbol,or displays designed to distract vehicular traffic.
4. No advertising shall contain material that is immoral, lascivious, or obscene as defined in Section
847.001, Florida Statutes.
5. No advertising shall be for businesses engaged in any activity that requires the exploitation of
minors pursuant to Chapter 847,Florida Statutes.
6. No advertising shall contain libelous material or material detrimental to the operation or goals of the
City.
Any advertising revenue generated from the sale of advertising on the vehicles during the Term shall be
divided equally between the City and the Contractor, with each entitled to 50% of advertising revenue that
is generated and received by the Contractor.The City shall be permitted to apply its share of such revenue,
if any, towards subsidizing the operating cost of ODT service.At any time, the City may request copies
of advertising agreements entered into for the placement of advertising on the vehicles and the Contractor
shall furnish said copies within fifteen (15) business days of receipt of such a request. Nothing in this
section should be deemed to constitute a guarantee that the Contractor will sell advertising space or
generate any revenue by selling, advertising on the vehicles during the Term, and the City expressly
acknowledges that no such guarantee has been made by the Contractor. Revenue if any shall be paid to
the City on a monthly basis, by no later than the thirtieth day of the following month. Any late payments
shall accrue interest at the rate of twelve percent(12%)per annum.
X. Service Interruptions
All service interruptions shall be reported to the City immediately as they occur. Vehicle repair shall be
expedited so that service interruptions are minimized. Contractor will use best effort to commence service
as soon as possible and no later than twenty-four (24) hours from the time service interruption occurred.
The Contractor shall not be compensated for any time elapsed without service. During the time vehicle is
out of service, customer-friendly message shall be displayed on mobile application advising as to the
reason why service is not available as well as when service will become available.The spare vehicle shall
have the same pre-approved exterior branding/design as the in-service vehicles or pre-approved Freebee
branding advertising.
22
DocuSign Envelope ID:5D62CEDC-C392-43C4-A100-830D7590DB82
DocuSign Envelope ID:B11D8BF6-BA3D-4D9D-8EFD-219F678B18B8
`XI. Service Marketing
The Contractor in coordination with the City shall develop a strategy and schedule for public outreach and
marketing for the program. The strategy should address both service launch phase and how to ensure
continue to promote the service throughout the Term of the program, to help ensure its success. The
strategy shall be coordinated with and approved by the City of Miami Beach Communications Department.
Xil.Vehicle Cleaning,Safety Guidelines and Precautions in Response to epidemic or pandemic
The Contractor shall be responsible for providing its agents, staff, employees, and independent contractors
who perform Services on behalf of Contractor under this Agreement with all personal protective equipment
such as gloves,masks,face shields,hand sanitizers, etc., and ensure use of such equipment by its agents,
staff,employees, and independent contractors who perform Services under this Agreement.
The Contractor staff shall sanitize high touch areas, such as door handles, handholds, seats, after
completion of each trip during service hours using materials that meet the Environmental Protection Agency
(EPA)guidelines,at its own cost.
The City may elect to provide hand sanitizing solution and dispensers to be installed in vehicles for
passengers to use on board of the vehicles during service hours. Such dispensers and solution will be
provided by the City to the Contractor. The Contractor is required to refill as needed hand sanitizer
dispensers on board of vehicles, ensuring hand sanitizing solution is always available on board of the
vehicle for passengers to use(as long as supplies are provided by the City and available).
The Contractor is required to conduct deep cleaning/sanitizing of each vehicle when the vehicle returns to
the garage before next departure.
The City reserves the right to conduct monitoring of the service with goal of ensuring Contractor and its
staff perform vehicle disinfection in accordance to the frequency and guidance provided by the City, provide
hand sanitizing solution for use by passengers and operators are using personal protective equipment as
directed.
To ensure the safety of our operators and passengers aboard the vehicles,the following precautions shall
be followed,as warranted:
✓ Contractor is required to conduct daily health screening check point, including taking employee
temperature,and maintaining log of all employees entering the workplace
• Contractor shall encourage sick employees to stay home
• Contractor shall instruct employees with the location of accurate information about the virus, its
symptoms, and how it spreads
o Contractor shall provide to,and require from,each operator to wear face masks. Clear face shield
for protection may be required in tandem with masks
o Contractor shall educate operators to avoid close contact with customers by:
o Keeping a distance of at least 6 feet from customers
23
DocuSign Envelope ID:5D62CEDC-C392-43C4-A100-830D7590DB82
DocuSign Envelope.ID:B11D8BF6-BA3D-4D9D-8EFD-219F678B18B8
o Kindly asking customers to handle their own personal bags and belongings during pick-up
and drop-off, unless passengers are unable to do so without assistance
e To provide for social distancing,vehicle capacity may be limited,as directed by the City
o Passengers are required to wear a facial mask or a facial covering at all times,as directed by the
City
e Passengers are to follow social distancing when waiting to board,boarding and disembarking
vehicles.Operators are required to kindly ask riders to follow social distancing guidelines
[THE REMAINDER OF THIS PAGE IS INTENTIONALLY LEFT BLANK]
24
DocuSign Envelope ID:5D62CEDC-C392-43C4-A100-830D7590DB82
DocuSign Envelope ID:B11D8BF6-BA3D-4D9D-8EFD-219F678B18B8
Figure 1: Mid-Beach On Demand Transit Service Area
6 i i
�ttSiy TT
t1t,4tet4 ;.i
:. ' i � .to etc
E
ON-DEMAND 1 ° ,;R i as
SERVOCE AREA:
NY
»a
Mt
Jr r-a»c
'ill 4° '''
a ry
,,,,, :n:,,.,,,r, ; r-,-,-.7i-7?-1,,,,,—e-:_,,,,,,,,,:-----:-.7
S
4 ff
2q
w' �Yttg"�
,-,,,,'...it
7t .a 4� 4 "v xi
,,,, .k....,.;,...g. -1.,:::F,'"'',....A. ..), ;.," ''4:;'''',41'''"n'''' ''') .,,,4",:x.4.;:,5-2,:t-7.1"..1.,%_..-,,',,,.,,
J(
;; ,yP
It.�:":(
'lit .
`yi,o't as d -e L.�... 4h. i ` :4,,tT-'C:•; ,,,.
r to
t .c
cr
f
i
,, .att'
4:,F
25
DocuSign Envelope ID:5D62CEDC-C392-43C4-A100-830D7590DB82
DocuSign Envelope ID:B11D8BF6-BA3D-4D9D-8EFD-219F678B18B8
EXHIBIT"B"
SCOPE OF SERVICES(SERVICES)—FREEBEE SERVICE FOR ELDERLY
XIII. Introduction and Background
The City of Miami Beach("City")desires to provide a free On-Demand Transit(ODT)service to transport elderly
residents (65 and older) who live in affordable housing facilities from their home to the closest Publix
Supermarket, or pharmacy, at no cost to the passenger. The service will be provided to approximately 40
affordable housing facilities listed in the attached Table 1 with over 2,150 residential living units citywide. Miami
Beach senior residents (65 years and over) living outside of the facilities listed in Table 1 are also eligible
for ODT service provided that they are enrolled in any of the services for seniors provided by Unidad,
Jewish Community Services,or Little Havana.Some of the programs for senior residents provided by these
entities are congregate meal, day program, case management, counseling, etc. (collectively, "Senior
Program Services").
The Contractor must provide turnkey vehicle operation, maintenance, dispatch, marketing and reporting.
This includes vehicle procurement, if applicable, and back office IT, service planning, project management
and administrative support.
XIV.Service Operation
The Contractor shall provide On-Demand Transit service from the facilities listed in Table 1 to the closest
Publix or pharmacy and back to passenger's point of origin. Miami Beach senior residents living outside of
the facilities listed in Table 1 are also eligible for ODT service provided that they are enrolled in any of the
Senior Program Services provided by Unidad, Jewish Community Services, or Little Havana. At the time
service request is being made by the customer, operator's dispatch personnel shall verify customer's eligibility
(customer either originates from any of the facilities listed in Table 1 and is 65 or older, or customer is a Miami
Beach senior resident enrolled in any of the Senior Program Services provided by Unidad, Jewish Community
Services, or Little Havana. All customers shall be taken to the closest Publix Supermarket or pharmacy.
Customers shall be able to request the service in real-time through either the software/technology platform, by
calling established company dispatch number,or any other means as determined by the City.
XV. Service Days and Hours
This ODT service shall operate during days and times depicted in Table 1, using two (2) vehicles. At least
one(1)vehicle shall be wheelchair accessible.
Service hours consists of 9.75 billable hours per vehicle per day and one (1) 45-minute break per vehicle
for purposes of vehicle charging and driver's break.
To the extent feasible, driver's breaks and vehicle charging shall take place during time of lowest
passenger demand,which will be determined after service start.
The City reserves the right to modify the service level/hours of operation above or below what is specified
in this document. If the proposed increase or decrease is greater than 20% in number of operating hours,
then the hourly operating rate shall be negotiated with the Contractor.
26
DocuSign Envelope ID:5D62CEDC-C392-43C4-A100-830D7590DB82
DocuSign Envelope ID:B11D8BF6-BA3D-4D9D-8EFD-219F678B18B8
XVI. Vehicle Specifications,Vehicle Charging and Parking Requirements
Minimum vehicle specifications,as well as charging and parking requirements are listed below:
• Vehicle Type: Electric vehicle with full doors, windows and seatbelts, one (1) vehicle of which will
be wheelchair accessible
• Vehicle Year:2018 or newer
• Seating Capacity: minimum of 5 plus driver (without the wheelchair passenger). In response to
COVID-19 pandemic, number of passengers is limited to 2
• Vehicle Charging: Chargers to be provided, installed, operated and maintained by the Contractor
during the entire program, including covering the cost of electricity, will remain property of
Contractor at the end of term
• Overnight Vehicle Parking:While the cost of parking will be borne by the Contractor,the City will, if
requested by the Contractor, assist in securing the space at one of the City garages at the cost of
approximately$100/month/vehicle
• Vehicle must be motorized and street legal
• The City Manager or his/her designee reserve the right to change the vehicle type used for the service.
Available vehicle types included in the agreement are: Gem e6, Tesla Model X or fully electric Ford
Transit passenger van.A combination of different vehicle types may be used.
XVII. Technology Platform,Tracking and Reporting of Program Metrics
The Contractor shall use a technology platform that supports demand responsive operations.Features may
include,but are not limited to:
• Routing and dispatch of vehicles in the form of a mobile application
• Remote real-time tracking of service for both users and dispatch
• Customer-friendly mobile application available for download in the Apple and Android stores
• Dashboard for analysis of service operations available to City of Miami Beach staff
• Application Programming Interface (API) enabled to connect with Miami Beach e-Gov/trolley
tracker app,Miami-Dade Transit app,and Google maps
The Contractor shall provide a real-time on-line data portal where all relevant data sources are housed,and
the City's Project Manager and staff can track pre-determined metrics. The Contractor shall be responsible
for tracking and reporting data including but not limited to hourly, daily, weekly, monthly ridership, vehicle
occupancy, trip origins and destinations, heat maps, minimum, maximum and average wait times,
minimum, maximum and average trip length, passenger demographics, ride request method utilized,
number of canceled trips(by operator and by the customers), number of missed trips(if vehicle didn't serve
customer and customer never cancelled request), vehicle utilization and similar. For cancelled trips,
information as to duration of time between when ride was requested and cancelled shall be reported.
Additionally,the Contractor shall report drivers'ratings and feedback received from the passengers.
Contractor shall assign a project manager to coordinate with the City's Project Manager and act as the
point person for the Contractor in all communications with City of Miami Beach who shall coordinate and
participate in monthly meetings with the City's Project Manager. The Contractor shall report to the City's
27
DocuSign Envelope ID:5D62CEDC-C392-43C4-A100-830D7590DB82
DocuSign Envelope ID:B11D8BF6-BA3D-4D9D-8EFD-219F678B18B8
Project Manager and shall work closely with City of Miami Beach to ensure successful implementation and
service improvements throughout the Term of the Agreement.
XVIII. Personnel Requirements
The primary objectives of the service are to provide a safe, clean, reliable, and efficient public
ttransportation service resulting in a pleasant experience for each and every passenger. Project personnel
shall maintain a professional, courteous attitude, answering to the best of their ability any passenger
questions regarding the provision of service. Discourtesy, rudeness, or the use of profanity will not be
tolerated and shall be grounds for immediate removal of the offending employee from performing work on
this pproject.
XIX. Personnel.Background Checks
Contractor shall comply with the requirements of Section 435.04, Florida Statutes ("Section 435.04") and
ensure that only those employees who have successfully passed the background screening required by
Section 435.04, and who meet the standards established by Section 435.04, be allowed to perform
Services under this Agreement(referred to herein as"Personnel").
The Personnel shall undergo the aforestated background screening and a drug screening, as well as a
credit history check for those positions that require the handling of money(collectively referred to herein as
"Background Check Process") prior to providing Services pursuant to this Agreement. The Background
Check Process will be conducted by Contractor, at Contractor's sole cost.Contractor will also bear the cost
of any fees imposed by the Florida Department of Law Enforcement to maintain the records related to the
background screening provided with the respect to Contractor and its Personnel. Contractor will provide the
City Manager's designee with the results of background checks of each Personnel. Employment shall be
contingent upon satisfactory results, as determined by the City, in writing. The Personnel shall not be
permitted to perform Services under this Agreement until such time as the Background Check
Process has been completed and the Personnel cleared by the City to perform duties under this
Agreement. If any Personnel is away from the job for a period of 45 or more days, a new Background
Check Process shall be performed.
The City and Contractor agree and acknowledge that the failure of Contractor to perform any of the duties
described in this Subsection shall constitute a material breach of this Agreement, for which the City
reserves the right to terminate immediately and without further liability to the City. Contractor agrees to
indemnify and hold harmless the City, its officers and employees of any liability in the form of physical or
mental injury, death or property damage resulting in Contractor's failure to comply with the requirements of
this Subsection or Section 435.04.
Contractor agrees to require all of its Personnel to notify the Contractor and the City of any arrest(s) or
conviction(s) of any offense within 24 hours of its occurrence. Contractor further agrees to immediately
notify the City upon becoming aware that one of its Personnel, who was previously certified as completing
the Background Check Process, is subsequently arrested or convicted of any disqualifying offense. Failure
by Contractor to notify the City of such arrest or conviction within 24 hours of being put on notice
shall constitute a material breach of this Agreement entitling the City to terminate this Agreement
immediately,without further liability to the City.
28
DocuSign Envelope ID:5D62CEDC-C392-43C4-A100-830D7590DB82
DocuSign Envelope ID:B11D8BF6-BA3D-4D9D-8EFD-219F678B18B8
XX.Fare and Passenger Age
No fare will be charged to passengers for this service and no tip jar shall be displayed and drivers shall not
solicit tip acceptance, unless desired by the passenger for exceptional service. Fare information will be.
included in existing and new marketing collaterals produced by the Contractor and the City of Miami Beach.
Minors underage of 12 shall be accompanied by parent or guardian.
XXI. Vehicle Branding, Music and Advertisement
C. Branding and Music
Vehicle exterior branding/design will be provided to the Contractor by the City. Cost of installation of
exterior branding/wrap and any necessary maintenance required shall be borne by the Contractor and
limited to first design. City shall pay cost of production and installation for changes to the City's design.
Additionally,no music shall be played on vehicles providing ODT service.
D. Advertisement on Vehicles
While the City understands the need to maximize advertising revenue, the City is also interested in
maintaining a pleasant and aesthetic image and ensuring the quality-of-life of its residents.
The Contractor shall have the right to solicit and sell advertising to be installed on vehicles and have the right
to enter into separate agreements with advertisers for the placement of advertising on the vehicles and
negotiate the advertising rates. The Contractor, at its sole cost and expense, shall be responsible for the
design,development, production,redesign,removal, and installation of such advertising.
The Contractor shall adhere to generally accepted principles of advertising in relation to good taste and
truth in advertising. No advertising which is considered objectionable and offensive in its content or method
of presentation shall be displayed.
Prior to its installation, the Contractor is required to submit the advertisement content to the City's Project
Manager, for City's review and approval. The City, at its discretion, may request removal of any
advertisement if it deems the advertisement is offensive,objectionable,or inappropriate.
The Contractor is required to remove any and all non-compliant advertisement content, as detailed below,
within 24 hours after receipt of official notice from the City Manager or City's Project Manager.Additionally,
any outdated advertisement shall be removed from the vehicles at no cost to the City.
The Contractor shall comply with the following:
7. All advertisements accepted for placement by the City, or by a contractor authorized by the City to
accept advertising on behalf of the City, must comply with Federal, State, Miami-Dade County, and
existing City of Miami Beach laws, laws,ordinances,rules and regulations.
8. The following categories of advertisement shall not be permitted:
29
DocuSign Envelope ID:5D62CEDC-C392-43C4-A100-830D7590DB82
DocuSign Envelope ID:B11D8BF6-BA3D-4D9D-8EFD-219F678B18B8
a. unlawful or illegal goods,services or activities;
b. e-cigarettes,tobacco or tobacco-related products;
c. firearms;
d. sexual services, programs or products;
e. political candidates or political issues;
f. competitive products for any City of Miami Beach citywide exclusive sponsorship
agreement(currently the City is negotiating with Red Bull and Pepsi for exclusive pouring
rights and will advise Contractor once an agreement is executed);and
g. alcoholic beverages,as defined by Section 561.01,Florida Statutes.
9. No advertisement shall contain the words "STOP", "LOOK", "DRIVE IN", "DANGER" or any other
word,symbol,or displays designed to distract vehicular traffic.
10. No advertising shall contain material that is immoral, lascivious, or obscene as defined in Section
847.001, Florida Statutes. •
11. No advertising shall be for businesses engaged in any activity that requires the exploitation of
minors pursuant to Chapter 847,Florida Statutes.
12. No advertising shall contain libelous material or material detrimental to the operation or goals of the
City.
Any advertising revenue generated from the sale of advertising on the vehicles during the Term shall be
divided equally between the City and the Contractor, with each entitled to 50%.of advertising revenue that
is generated and received by the Contractor.The City shall be permitted to apply its share of such revenue,
if any, towards subsidizing the operating cost of ODT service.At any time, the City may request copies
of advertising agreements entered into for the placement of advertising on the vehicles and the Contractor
shall furnish said copies within fifteen (15) business days of receipt of such a request. Nothing in this
section should be deemed to constitute a guarantee that the Contractor will sell advertising space or
generate any revenue by selling advertising on the vehicles during the Term, and the City expressly
acknowledges that no such guarantee has been made by the Contractor. Revenue if any shall be paid to
the City on a monthly basis. Revenue if any shall be paid to the City on a monthly basis, by no later than
the thirtieth day of the following month. Any late payments shall accrue interest at the rate of twelve
percent(12%)per annum.
XXiI. Service Interruptions
All service interruptions shall be reported to the City immediately as they occur. Vehicle repair shall be
expedited so that service interruptions are minimized. Contractor will use best effort to commence service
as soon as possible and no later than twenty-four (24) hours from the time service interruption occurred.
Summary of all interruptions occurred during the invoicing period shall be provided with the invoice to the
City and the Contractor shall not be compensated for any time elapsed without service. During the time
vehicle is out of service,customer-friendly message shall be displayed on mobile application advising as to
the reason why service is not available as well as when service will become available. The spare vehicle
shall have the same pre-approved exterior branding/design as the in-service vehicles or pre-approved
Freebee branding advertising.
30
DocuSign Envelope ID:5D62CEDC-C392-43C4-A100-830D7590DB82
DocuSign Envelope ID:B11D8BF6-BA3D-4D9D-8EFD-219F678B18B8
XXIII. Service Marketing
The Contractor in coordination with the City shall develop a strategy and schedule for public outreach and
marketing for the program. The strategy should address both service launch phase and how to ensure
continue to promote the service throughout the Term of the program, to help ensure its success. The
strategy shall be coordinated with and approved by the City of Miami Beach Communications Department.
XXIV. Vehicle Cleaning,Safety Guidelines and Precautions in Response to COVID-19(Corona
Virus)
The Contractor shall be responsible for providing its agents,staff,employees, and independent contractors
who perform Services on behalf of Contractor under this Agreement with all personal protective equipment
such as gloves,masks,face shields, hand sanitizers,etc., and ensure use of such equipment by its agents,
staff,employees,and independent contractors who perform Services under this Agreement.
The Contractor staff shall sanitize high touch areas, such as door handles, handholds, seats, after
completion of each trip during service hours using materials that meet the Environmental Protection Agency
(EPA)guidelines,at its own cost.
The City may elect to provide hand sanitizing solution and dispensers to be installed in vehicles for
passengers to use on board of the vehicles during service hours. Such dispensers and solution will be
provided by the City to the Contractor, The Contractor is required to refill as needed hand sanitizer
dispensers on board of vehicles, ensuring hand sanitizing solution is always available on board of the
vehicle for passengers to use(as long as supplies are provided by the City and available).
The Contractor is required to conduct deep cleaning/sanitizing of each vehicle when the vehicle returns to
the garage before next departure.
The City reserves the right to conduct monitoring of the service with goal of ensuring Contractor and its
staff perform vehicle disinfection in accordance to the frequency and guidance provided by the City, provide
hand sanitizing solution for use by passengers and operators are using personal protective equipment as
directed.
To ensure the safety of our operators and passengers aboard the vehicles,the following precautions shall
be followed,as warranted:
• Contractor is required to conduct daily health screening check point, including taking employee
temperature, and maintaining log of all employees entering the workplace
• Contractor shall encourage sick employees to stay home
• Contractor shall instruct employees with the location of accurate information about the virus, its
symptoms, and how it spreads
• Contractor shall provide to,and require from, each operator to wear face masks.Clear face shield
for protection may be required in tandem with masks
• Contractor shall educate operators to avoid close contact with customers by:
31
DocuSign Envelope ID:5D62CEDC-C392-43C4-A100-830D7590DB82
DocuSign Envelope ID:B11D8BF6-BA3D-4D9D-8EFD-219F678B18B8
o Keeping a distance of at least 6 feet from customers
o Kindly asking customers to handle their own personal bags and belongings during pick-up
and drop-off,unless passengers are unable to do so without assistance
• To provide for social distancing,vehicle capacity may be limited,as directed by the City
• Passengers are required to wear a facial mask or a facial covering at all times,as directed by the
•
City
Passengers are to follow social distancing when waiting to board, boarding and disembarking vehicles.
Operators are required to kindly ask riders to follow social distancing guidelines.
[THE REMAINDER OF THIS PAGE IS INTENTIONALLY LEFT BLANK;
32
DocuSign Envelope ID:5D62CEDC-C392-43C4-A100-830D7590DB82
DocuSign Envelope ID:B11D8BF6-BA3D-4D9D-8EFD-219F678B18B8
Table 1.Freebee Service for elderly at affordable housing facilities to closest Publix or pharmacy
Service Days Service Hours Facility Name Address Zip
Allen 12001 Washington Avenue 33139
Ann-Ell Apartments 1700 Euclid Avenue 33139
,Cielo Apts ;1930 Marseille Drive 33139
Council Towers North 11040 N.Collins Avenue 33139
Council Towers South 533 Collins Avenue 33139
I Douglas Gardens 1960 Park Avenue 33139
j ' Edward Apts. 953 Collins Avenue 33139
Federation Towers 757 West Avenue j 33139
Fernwood 935 Pennsylvania Avenue 33139
' Henderson Court 328 Jefferson Avenue 33139
'Jefferson Apts. 542 Jefferson Avenue , 33139
Leonard Turkel 234-246 Jefferson Avenue 33139
(Lois Apartments 211 Collins Avenue i 33139
1oondon Arms 727 Collins Avenue 33139
London House 1975-1965 Washington Avenue 1 33139
Lulav Square 628 Lenox Avenue 33139
Madison Apts. 259 Washington Avenue 33139
Meridian Place 530 Meridian Avenue 33139
Michigan 530 530 Michigan Avenue 33139
7 days a week 7AM-5:30PM Michigan 532 532 Michigan Avenue i 33139
Neptune 1632 Meridian Avenue 33139
Rebecca Towers North 200 Alton Rd. I 33139
Rebecca Towers South 150 Alton Rd. i 33139
Riviera 337 20th Street 1 33139
Sabrina Apts. 1551 Penn.Avenue i 33139 _
Shelbourne 710 Jefferson Avenue 33139
Shep Davis Plaza 220 23rd Street 33139
Swezy 1220 Pennsylvania Avenue 1 33139
Westchester 516 15th Street 33139
Blackstone Apts. 800 Washington Avenue i 33139
Mayfair Residence 2001.Washington Avenue i 33139
Four Freedoms House 3800 Collins Avenue 1 33140
Villa Maria 2800 Collins Avenue 33140
Coral Apts. 795 81st Street 33141
Crespi Park Apts. 1023 79St/Crespi 33141
Harding Village 8540 Harding Avenue 33141
Lottie Apts. 530 75th St. 33141
Madeline Apts. 7871 Crespi Blvd. 33141
Stella Maris House 8638 Harding Avenue i 33141
Villa Math 221 28 Street j 33140
33
DocuSign Envelope ID:5D62CEDC-C392-43C4-A100-830D7590DB82
DocuSign Envelope ID:B11D8BF6-BA3D-4D9D-8EFD-219F678B18B8
RESOLUTION NO. 2022-32400
•
A RESOLUTION OF THE MAYOR AND CITY COMMISSION OF THE CITY
OF MIAMI BEACH, FLORIDA, ACCEPTING THE WRITTEN
RECOMMENDATION OF THE CITY MANAGER (AS SET FORTH IN THE
CITY COMMISSION MEMORANDUM ACCOMPANYING THIS
RESOLUTION) AND WAIVING, BY A 5/7TH VOTE, THE FORMAL
COMPETITIVE BIDDING REQUIREMENT, AS PERMITTED UNDER
SECTION 2-367(E)OF THE CITY CODE,FINDING SUCH WAIVER TO BE IN
THE BEST INTEREST OF THE CITY; AND FURTHER AUTHORIZING THE
CITY MANAGER TO NEGOTIATE AND EXECUTE AN AGREEMENT
BETWEEN THE CITY AND BEEFREE, LLC D/B/A FREEBEE FOR ON-
DEMAND TRANSIT SERVICE, BASED UPON THE ESSENTIAL TERMS SET
FORTH IN THIS RESOLUTION, FOR A CONTRACT TERM OF FIVE (5)
YEARS, COMMENCING ON JANUARY 1, 2023 AND EXPIRING ON
DECEMBER 31,2027.
WHEREAS,on-demand service provides a more cost-effective way of providing public
transit service to low-demand residential areas that have little to no fixed transit service;and
WHEREAS, expanding the City's trolley service to the residential, single family
neighborhoods in Middle Beach would be cost-prohibitive as it would result in a much higher
operating cost to the City per passenger as compared to an on-demand service;and
WHEREAS, on-demand services also provide convenient and reliable first/last mile
connections to local and regional transit service; and
WHEREAS, on May 17, 2017, the City Commission discussed on-
demand transportation service to low-demand areas as a first mile/last mile solution, and as a
result of the discussion,the City Commission directed the Administration to pursue the service
at no cost to the City; and
WHEREAS, in response to the City Commission's direction, Request for Letters of
Interest(RFLOI)for On-Demand Transit Service was issued in February 2018, and responses
were received from three firms on March 2, 2018; and
WHEREAS,the goal was to explore a partnership with a vendor that would,at no cost
to the City,provide"first mile/last mile"on-demand transportation service to areas underserved
by Miami-Dade County bus service and not served by City's trolley service; and
WHEREAS,three firms submitted responses to the RFLOI;however,none of the firms
could provide the service at no charge to passengers or without a City subsidy as required by
the RFLOI;thus, all three firms were deemed non-responsive; and
WHEREAS, in early 2019, the City's Transportation and Mobility Department
identified funding for a four month on-demand transit service pilot program during fiscal year •
2018/19;and
DocuSign Envelope ID:5D62CEDC-C392-43C4-A100-830D7590DB82
DocuSign Envelope ID:B11D8BF6-BA3D-4D9D-8EFD-219F678B18B8
WHEREAS, on May 29, 2019, pursuant to a competitive solicitation, the City and
Beefree, LLC d/b/a Freebee (Freebee) executed a Professional Services Agreement for the
City of Miami Beach On-Demand Transit Service Pilot Program in Middle Beach; and
• WHEREAS,the pilot program launched on May 31, 2019; and
WHEREAS, on December 11, 2019, the Mayor and City Commission adopted
Resolution No.2019-31110,waiving, by 5/7t vote,the formal competitive bidding requirement
in Section 2-367(e)and approving an extension of the term of the Agreement for an additional
three(3)years, commencing on January 1,2020 and expiring on December 31, 2022; and
•
WHEREAS, the Agreement was subsequently amended several times to address
various mobility needs, including the provision of service for eligible elderly residents living in
affordable housing facilities throughout the City and/or participating in elderly programs for
essential trips to the closest Publix supermarket or pharmacy;and
WHEREAS,since May 2019, pursuant to a competitive solicitation, Freebee has been
providing on-demand transit service in geo-fenced areas of Middle Beach which are not served
by the City's trolley service and underserved by the Miami-Dade County bus service; and
WHEREAS, furthermore, as part of the current agreement, Freebee is providing an
on-demand transit service for eligible elderly residents for essential trips to the closest
supermarket or pharmacy; and
WHEREAS,the City's current agreement with Freebee expires on December 31,2022
and does not allow for any further extensions; and
WHEREAS, the Administration is very satisfied with the service quality, service
reliability, quality of personnel and customer service provided and demonstrated by Freebee,
as well as with Freebee's compliance with all contractual requirements, since inception of the
agreement;and
. WHEREAS, Freebee has the capacity to provide fluid on-demand transportation, and
the ability to implement new service and perform service changes within a short timeframe,
which Freebee has successfully demonstrated during the COVID-19 pandemic and a number
of service changes over the initial three-year contract period; and
WHEREAS, Freebee is a well-established provider of oh-demand transit service,using
fully electric vehicles, both within and outside of South Florida, currently providing service in
the City of Aventura, Bal Harbour, Bay Harbor, Biscayne Park, Coconut Grove(Miami Parking
Authority),Coral Gables, Delray Beach, Doral, Downtown Miami(Miami Parking Authority), El
Portal, Florida International University, Florida City, Hialeah, Islamorada, Key Biscayne,Miami
Lakes, North Miami Beach, Palmetto Bay, Pinecrest, South Miami, St. Pete Beach, Sunrise,
Tri-Rail (SFTRA),Virginia Beach, and West Miami; and
WHEREAS, furthermore, Freebee has a strong local brand and customer base which
has helped secure revenue for the City; and
DocuSign Envelope ID:5D62CEDC-C392-43C4-A100-830D7590DB82
DocuSign Envelope ID:B11D8BF6-BA3D-4D9D-8EFD-219F678B18B8
•
WHEREAS,during FY2022,for example,approximately 15%of the total operating cost
of the on-demand transit service was offset by the advertisement revenue generated by the
program;and
WHEREAS, the continuation of this important and popular alternative transportation
service will assist the City in achieving its resilience and mobility goals by reducing the City's
carbon footprint, reducing congestion, improving mobility options for its residents, and
becoming a less car-centric city; and
WHEREAS, the new agreement with Freebee would include the following essential
terms, along with the standard legal provisions that the City includes in its agreements:
• Five-year term, commencing on January 1,2023 and expiring on December 31, 2027;
• Same programs and service plans (2 vehicles per on-demand program, same
operating hours as current programs),which include the service plan for Middle Beach
residents, as more particularly described in Attachment A to this Resolution, and
service plan for the elderly, as more particularly described in Attachment B to this
Resolution;
• Honoring current hourly operating rate of $26.25 per hour, subject to increases
pursuant to the City's Living Wage Ordinance during the term of the new agreement for
the current vehicle type, as more particularly described in Attachment A to this
Resolution;
• Same as the current agreement, maintaining 50/50 revenue share from advertising
sales to offset the operating cost to the City,subject to the City's Advertising Standards;
• Same as the current agreement, authorizes the City Manager to modify the vehicle
types, such as adding Testa Model X vehicles or other electric vehicle technology, to
the program to increase service efficiency; and further authorizes the City Manager to
negotiate with Freebee the hourly rate for each vehicle type, subject to funding
availability. Testa vehicles will be able to cover more service area in a shorter period
of time, thus enhancing the capacity of the service while keeping the same number of
vehicles in service and minimally increasing service cost;
• Same as the current agreement, authorizes the City Manager to approve additional
services, or make any necessary changes to the current program, as deemed necessary
by the City Manager,even if the value of the services exceeds the City Manager's authority
under the City Code, subject to funding availability;
• Incorporates safety and security language required by the regulatory agencies; and
• Includes Consumer Price Index(CPI)increase not to exceed 3% annually, subject to
the City Manager's approval and subject to funding availability; and
WHEREAS, based upon the foregoing, the City Manager recommends that the Mayor
and City Commission waive, by a 5/7'hs vote, the formal competitive bidding requirement, as
permitted under Section 2-367(e) of the City Code, as being in the best interest of the City,
and authorize the City Manager to negotiate and execute a new five-year agreement with
Freebee,based upon the essential terms set forth in this Resolution,to ensure the continuation
of this reliable and desirable on-demand transit service.
NOW,THEREFORE, BE IT RESOLVED BY THE MAYOR AND CITY COMMISSION
OF THE CITY OF MIAMI BEACH, FLORIDA, that the Mayor and City Commission hereby
accept the written recommendation of the City Manager(as set forth in the City commission
DocuSign Envelope ID:5D62CEDC-C392-43C4-A100-830D7590DB82
DocuSign Envelope ID:B11D8BF6-BA3D-4D9D-8EFD-219F678618B8
memorandum accompanying this Resolution)and waive,by a 5/7t vote,the formal competitive
bidding requirement,as permitted under section 2-367(e)of the City Code,finding such waiver
to be in the best interest of the City; and further authorize the City Manager to negotiate and
execute an agreement between the City and Beefree,LLC d/b/a Freebee for on-demand transit
service, based upon the essential terms set forth in this Resolution,for a contract term of five
(5)years, commencing on January 1,2023 and expiring on December 31,2027.
PASSED and ADOPTED this 16th day of November 2022.
i$42-1j1
Dan Gelber, Mayor
ATTEST: i
�i fir=.��.
9ti(ORPAORATEO
Rafael E. Granado City Clerk � �N'ze..;:
NOV 1 7 2022
APPROVED AS TO
FORM &LANGUAGE
&FOR EXECUTION
);-1 Z- L.
City Attorney 4q., 4
Dote
DocuSign Envelope ID:5D62CEDC-C392-43C4-A100-830D7590DB82
DocuSign Envelope ID:811D8BF6-BA3D-4D9D-8EFD-219F678B1888
•
---- -- Attachment A
•
SERVICE AREA " E'E'JE'Er 7E�J EFT
9i1{ MIAMI BEACH
�o F.E:. MIAMI BEACH
On-Demand ...Al
'� y. G
.i _i A i, . COURTESY OF
Service Area: . MIAMI MIAMIBEACH
_�. BEACH /
r.:,..: aG ,oa J .�Rw�;,, •
Getting around i —.1 t ��`r
ilk
Mid-Beach just a::ru
got easier! I Aviii----__.11,,,,i '•r '
....",
The City or Miami Beach has partnered with Freclee
to oleo a FREE OmOamand Trams(OUR senlca to
riders thrwahout Mid.8exh10DT urwu povidcs •,
first mie/4.tmi•e service connettina to the ea�stina d wrii(ond
Mom,Beachwithin
Tthe peo d ced aerice Couwee an B doer.ea -� p
tsenice osloowirviceheoe��,•earmadwidedwith, a ?` theme,
ihegortenie for trips edai Thos sonic*
andna within swa am as.
:maemuous v senor area Tow tarvica actuating
vehicle
as 7 EE 2
nfnwusmpool,dm+midq aQuWrp sehic4 •� � '__'___
tioutE,a roappropr4toly meat ridership domand and _ h(/ hN'' OppnOur
•service ...service needs within service area ,,qq
Service Hours: ;-1 A I� a I�
.Mondry-Friday.63Cam-lypm aa.-ruiw.1.o `" i � (,.✓r``'nr.z 1
Saturday:8am-lOpm 5'. a1
Sunday.8ain-8Pm a1.ii
Fare:Free I ty?•
•
1
J A FUN,FREE&GREEN
�\ ON-DEMAND SHUTTLE SERVICE
DocuSign Envelope ID:5D62CEDC-C392 43C4-A100-830D7590DB82
DocuSign Envelope ID:B11D8BF6-BA3D-4D9D-8EFD-219F678618BB
Attachment B
Table 1.Freebee Service for elderly at affordable housing facilities to closest Public or pharmacy
Service Days ! Service Hours Facility Name Address Zip
Allen 2001 Washington Avenue 33139
Ann-Ell Apartments 700 Euclid Avenue 33139
Cielo Apts 1930 Marseille Drive 33139
Council Towers North 1040 N.Collins Avenue 33139
Council Towers South 533 Collins Avenue 33139
Douglas Gardens 1960 Park Avenue 33139
Edward Apts. 953 Collins Avenue 33139 (
Federation Towers 757 West Avenue 33139
1 Fernwood 935 Pennsylvania Avenue I 33139
Henderson Court 328 Jefferson Avenue 33139
Jefferson Apts. 542 Jefferson Avenue 33139
Leonard Turkel 234-246 Jefferson Avenue 33139
Lois Apartments 211 Collins Avenue 33139
London Arms 727 Collins Avenue I 33139
London House 1975-1965 Washington Avenue I 33139
Lulav Square 628 Lenox Avenue I 33139
Madison Apts. 259 Washington Avenue 33139
Meridian Place 530 Meridian Avenue 33139
Michigan 530 530 Michigan Avenue I 33139
)daysaweek 7AM-5:30PM Michigan 532 t532 Michigan Avenue 33139
Neptune 1632 Meridian Avenue 33139
Rebecca Towers North 200 Alton Rd. 33139
Rebecca Towers South 150 Alton Rd. 33139
Riviera 337 20th Street 33139
Sabrina Apts. 1551 Penn.Avenue 33139
Shelbourne 710 Jefferson Avenue 33139
IShep Davis Placa 220 23rd Street 33139
ISwezy 1220 Pennsylvania Avenue 33139
Westchester 516 15th Street 33139
Blackstone Apts. IB00 Washington Avenue 33139
(Mayfair Residence 12001 Washington Avenue 33139
Four Freedoms House 13800 Collins Avenue 33140
Villa Maria 12800 Collins Avenue 33140
Coral Apts. 795 81st Street 1 33141
Crespi Park Apts. 1023 79St/Crespi 33141
Harding Village 8540 Harding Avenue 33141
Lottie Apts. 530 75th St. 33141
Madeline Apts. 7871 Crespi Blvd. 33141
Stella Maris House 8638 Harding Avenue 33141 I
villa Matti 221 28 Street 33140
Miami Beach senior residents(65 and older)living outside of the facilities listed in Table I are also eligible for ODT
service provided that they are enrolled in any of the programs for seniors provided by Unidad,Jewish Community
Services,or Little Havana.Some of the programs for senior residents provided by these entities are congregate meal,
day program,case management,counseling, etc.At the time service request is being made by the customer,operator's
dispatch personnel shall verify customer's efigibifity(customer either originates from any of the facihbes fisted in Table 1 and
is 65 years of age or older or customer is a Miami Beach senior resident enrolled in any of the programs for seniors
provided by Unidad,Jewish Community Services,or Little Havana).All customers shall be taken to Publix Supermarket or
phannacy closest to their origin.
7
DocuSign Envelope ID:5D62CEDC-C392-43C4-A100-830D7590DB82
DocuSign Envelope ID:B11D8BF6-BA3D-4D9D-8EFD-219F678B18B8
Resolutions-C7 M
MIAMI BEACH
COMMISSION MEMORANDUM
TO: Honorable Mayor and Members of the City Commission
FROM: Aline T.Hudak,City Manager
DATE: November 16,2022
SUBJECT:A RESOLUTION OF THE MAYOR AND CITY COMMISSION OF THE
CITY OF MIAMI BEACH, FLORIDA, ACCEPTING THE
WRITTEN RECOMMENDATION OF THE CITY MANAGER(AS SET FORTH
IN THE CITY COMMISSION MEMORANDUM ACCOMPANYING
THIS RESOLUTION) AND WAIVING, BY A 517TH VOTE, THE
FORMAL COMPETITIVE BIDDING REQUIREMENT, AS PERMITTED
UNDER SECTION 2-367(E)OF THE CITY CODE, FINDING SUCH WAIVER
TO BE IN THE BEST INTEREST OF THE CITY; AND FURTHER
AUTHORIZING THE CITY MANAGER TO NEGOTIATE AND EXECUTE AN
AGREEMENT BETWEEN THE CITYAND BEEFREE, LLC D/B/A FREEBEE
FOR ON-DEMAND TRANSIT SERVICE, BASED UPON THE ESSENTIAL
TERMS SET FORTH IN THIS RESOLUTION, FOR A CONTRACT TERM OF
FIVE (5) YEARS, COMMENCING ON JANUARY 1, 2023 AND EXPIRING
ON DECEMBER 31,2027.
RECOMMENDATION
The Administration recommends that the Mayor and City Commission adopt the Resolution
authorizing the bid waiver and authorizing the City Manager to negotiate and execute a new
agreement with Freebee for continuation of the City s on-demand transit services.
BACKGROUND/HISTORY
On-demand service provides a more cost-effective way of providing public transit service to
low-demand residential areas that have little to no fixed transit service. For example,expanding
the City's trolley service to the residential, single family neighborhoods in Middle Beach would
be cost-prohibitive as it would result in a much higher operating cost to the City and cost per
passenger as compared to an on-demand service.. On-demand services also provide
convenient and reliable first/last mile connections to local and regional transit service.
On May 17, 2017, the City Commission discussed on-demand transportation service to lows
demand areas as a first mile/last mile solution. As a result of the discussion, the City
Commission directed the Administration to pursue the service at no cost to the City.
In response to City Commission direction, Request for Letters of Interest (RFLOI) for On-
Demand Transit Service was issued in February 2018,and responses were received from three
Page 812 of 1416
DocuSign Envelope ID:5D62CEDC-C392-43C4-A100-830D7590DB82
DocuSign Envelope ID:B11D8BF6-BA3D-4D9D-8EFD-219F678B18B8
firms on March 2, 2018. The goal was to explore a partnership with a vendor that would, at no
cost to the City, provide "first mile/last mite" on-demand transportation service to areas
underserved by Miami-Dade County bus service and not served by City's trolley service. Three
firms submitted responses to the RFLOI; however, none of the firms could provide the service at no
charge to passengers or without a City subsidy as required by the RFLOI;thus, all three firms were
deemed non-responsive.
In early 2019, the City's Transportation and Mobility Department identified funding for a four
month on-demand transit service pilot program during fiscal year 2018/19. On May 29, 2019,
pursuant to a competitive solicitation,the City and Beefree, LLC d/b/a "Freebee" executed a
Professional Services Agreement for the City of Miami Beach On-Demand Transit Service Pilot
Program in Middle Beach. The pilot program launched on May 31,2019.
On December 11,2019,the Mayor and City Commission adopted Resolution No.2019-31110,
waiving, by 5Rth vote, the formal competitive bidding requirement in Section 2-367(e) and
approving an extension of the term of the Agreement for an additional three (3) years,
commencing on January 1,2020 and expiring on December 31,2022.
The Agreement was subsequently amended several times to address various mobility needs
(Attachment), including the provision of service for eligible elderly residents living in affordable
housing facilities throughout the City and/or participating in elderly programs for essential trips to
the closest Publix supermarket or pharmacy.
ANALYSIS
Freebee is a well-established provider of on-demand transit service using fully electric vehicles
both within and outside of South Florida, currently providing service in the City of Aventura, Bal
Harbour, Bay Harbor, Biscayne Park, Coconut Grove (Miami Parking Authority), Coral Gables,
Delray Beach, Dora!, Downtown Miami(Miami Parking Authority), El Portal, Florida International
University, Florida City, Hialeah, Islamorada, Key Biscayne, Miami Lakes, North Miami Beach,
Palmetto Bay, Pinecrest, South Miami, St. Pete Beach, Sunrise, Tri-Rail (SFTRA), Virginia
Beach,and West Miami.
Since May 2019,pursuant to a competitive solicitation, Freebee has been providing on-demand
transit service in geo-fenced areas of Middle Beach which are not served by the City's trolley
service and underserved by the Miami-Dade County bus service. Furthermore, as part of the
current agreement, Freebee is providing an on-demand transit service for eligible elderly
residents for essential trips to the closest supermarket or pharmacy. The City's current
agreement with Freebee expires on December 31, 2022 and does not allow for any further
extensions.
The Administration is very satisfied with the service quality,service reliability,quality of personnel
and customer service provided and demonstrated by Freebee, as well as with Freebee's
compliance with all contractual requirements, since inception of the agreement Freebee has
unique experience and capacity to provide fluid on-demand transportation, the ability to
implement new service and perform service changes in short timeframe, which they
successfully demonstrated during the COVID-19 pandemic and number of service changes
over the initial three-year contract period. Furthermore, Freebee has a strong local brand and
customer base which has helped secure revenue for the City. During FY2022, for example,
approximately 15%of the total operating cost of the on-demand transit service was offset by the
Page 813 of 1416
DocuSign Envelope ID:5D62CEDC-C392-43C4-A100-830D7590DB82
DocuSign Envelope ID:B11D8BF6-BA3D-4D9D-8EFD-219F678B18B8 ,
advertisement revenue generated by the program.
Subject to City Commission approval of a bid waiver, the Administration will enter into a new
five-year agreement with Freebee to provide for continuation of the current on-demand transit
services. The new agreement with Freebee would include the following key terms:
• Five-year term
• Same programs and service plans(2 vehicles per on-demand program, same operating
hours as current programs)
• Honoring current hourly operating rate during the new term for the same vehicle type
Same as the current agreement, maintaining 50/50 revenue share from advertising sales
to offset the operating cost to the City
Provides option, at the City's discretion, for adding Testa Model X vehicles or other
electric vehicle technology to the program to increase service efficiency. Testa vehicles will be
able to cover more service area in a shorter period of time,thus enhancing the capacity of the
service while keeping the same number of vehicles in service and minimally increasing service
cost.
• Same as the current agreement, authorizes the City Manager to approve additional
services,or make any necessary changes to the current program,as deemed necessary by the
City Manager, subject to funding availability, even if the value of the services exceeds the City
Manager's authority under the City Code
• Incorporates safety and security language required by the regulatory agencies
• Includes Consumer Price Index(CPI)increase not to exceed 3%annually,subject to City
approval
SUPPORTING SURVEY DATA
Based on the 2022 Miami Beach Resident Survey, 77%of residents use their automobile as a
primary mode of transportation for trips within Miami Beach.
FINANCIAL INFORMATION
Based on the current contract with Freebee, the annual operating cost for on-demand transit
services is approximately$500,000. While the new agreement is being negotiated (including a
new hourly rate for an improved vehicle type),the annual operating cost is estimated to be
approximately $540,000. These funds, including grant funds awarded by the Florida
Department of Transportation for the Middle Beach on-demand service, are included in the
Transportation and Mobility Department's adopted FY 2022123 operating budget. As in the
past,the cost to the City would be offset by advertising revenue generated by the program.
Amount(s)/Account(s):
$495,800—106-9615-000349-30-403-529-00-00-00-(Not to Exceed)
$158,000—FDOT Public Transit Service Development Program Grant
CONCLUSION
Since May 2019,pursuant to a competitive solicitation, Freebee has been providing on-demand
transit services for eligible Middle Beach residents and eligible elderly residents. The
Administration is very satisfied with the current service provided by Freebee. Given the City's
current contract with Freebee expires in December 2022, the Administration is pursuing a new
agreement with Freebee, through a bid waiver, to enable the continuation of the current on-
demand transit services with no interruption and with the option of providing newer vehicles and
Page 814 of 1416
DocuSign Envelope ID:5D62CEDC-C392-43C4-A100-830D7590DB82
DocuSign Envelope ID:B11D8BF6-BA3D-4D9D-8EFD-219F678B18B8
technology, including Tesla Model X vehicles, for higher service efficiency, at the City's
discretion.
The continuation of this important and popular alternative transportation service will assist the
City in achieving its resilience and mobility goals by reducing our carbon footprint, reducing
congestion,improving mobility options for our residents,and becoming a less car-centric city.
Based upon the foregoing,the City Manager recommends that the Mayor and City Commission
waive, by a 5/7ths vote,the formal competitive bidding requirement, as permitted under Section
2-367(e)of the City Code,as being in the best interest of the City.
Applicable Area
Citywide
Is this a"Residents Right Does this item utilize G.O.
to Know"item.pursuant to Bond Funds?
City Code Section 2-14?
No No
Strategic Connection
Mobility-Address traffic congestion.
Legislative Tracking
Transportation and Mobility
Sponsor
Vice-Mayor Alex Fernandez
ATTACHMENTS:
Description
o Attachment
o Resolution
•
Page 815 of 1416
DocuSign Envelope ID:5D62CEDC-C392-43C4-A100-830D7590DB82
DocuSign Envelope ID:B11D8BF6-BA3D-4D9D-8EFD-219F67881868
Attachment:Chronology of Contract Amendments
On September 11, 2019, the Mayor and City Commission adopted Resolution No. 2019-30997,
authorizing the City Manager to negotiate Amendment No.1 to the Agreement,extending the pilot
program through October 31, 2019, adding two more vehicles in service, and permitting
advertisement on the vehicles to offset some of the operating costs to the City.
On October 16, 2019, the Mayor and City Commission adopted Resolution No. 2019-31057,
unanimously approving the extension of the pilot program for two additional months, through
December 31,2019.
On December 11, 2019, the Mayor and City Commission adopted Resolution No. 2019-31110,
waiving, by 5/7th vote, the formal competitive bidding requirement in Section 2-367(e) and
approving an extension of the term of the Agreement for an additional three (3) years,
commencing on January 1,2020 and expiring on December 31,2022.
As a result of the COVID-19 pandemic and various State,County and City emergency orders,on
March 23, 2020, via a Letter Agreement, the City partially suspended the on-demand
transportation services under the Agreement by modifying the scope of Services to provide on-
demand services for the elderly.
Based upon the emergency orders in effect at the time,on April 1,2020,via a Letter Agreement,
the City suspended all Freebee services under the Agreement.
On November 16,2020,via Letter Agreement,the City modified the Agreement to repurpose the
Middle Beach on-demand transit service to provide essential mobility services for elderly residents
living in affordable housing facilities throughout the City and the closest Publix supermarket or
pharmacy. These services for elderly residents were provided 7 days a week from 7:00 AM to
5:30 PM and, pursuant to City Commission direction, were to operate in that manner through
December 30,2020.
• On December 30, 2020, via a Letter Agreement, the City extended the period of services for a
limited period of time,through January 20,2021;and on January 19,2021,the City,via a Letter
Agreement,extended the services under the Agreement through September 30,2021.
On May 26, 2021, the Mayor and City Commission adopted Resolution No. 2021-31721,
approving and authorizing the City Manager to execute Amendment No.8 to the Agreement;said
Amendment approving additional services: (1) during Memorial Weekend, 2021, in the
approximate amount of$4,000; and (2)along the Collins Avenue corridor, from 23 Street to 44
Street,as a temporary traffic mitigation strategy during the construction of the Indian Creek Drive
flood mitigation project, through September 30, 2021, in the initial approximate amount of
$61,000, subject to extension and/or modification by the City Manager, as needed; and further
authorizing the City Manager to approve future additional services,subject to funding availability
and provided that the cost does not exceed the City Manager's authority under the City code.
While the services for elderly residents living in affordable housing facilities throughout the City
were to be discontinued on September 30, 2021,due to the state of the pandemic at the time,
service for elderly was extended via Amendment No.9 to the Agreement through November 30,
2021, under the City Manager's authority. Mid-Beach on-demand transit service resumed its
operations on October 1,2021.
Page 816 of 1416
DocuSign Envelope ID:5D62CEDC-C392-43C4-A100-830D7590DB82
DocuSign Envelope ID:B11D8BF6-BA3D-4D9D-8EFD-219F678B18B8
Attachment:Chronology of Contract Amendments
On October 27, 2021, the Mayor and City Commission adopted Resolution No. 2021-31912,
approving Amendment No. 10 to the Agreement;said Amendment(1)extending Services for the
elderly through March 31, 2022; and (2) authorizing the City Manager to approve additional
services, as deemed necessary by the City Manager, subject to funding availability, even if the
value of the services exceeds the City Managers authority under the City Code.
On March 22,2022,Amendment No.11 was executed extending services for the elderly residents
through September 30,2022.
On May 18, 2022, the City and Contractor executed Amendment No. 12 to the Agreement,
acknowledging that the contract value had exceeded $100,000 annually and, as such, became
subject to the Living Wage Ordinance,as codified under Section 2-407 of the City Code.
Finally,on October 12,2022 the City and Contractor executed Amendment No. 13,extending the
services for the elderly residents through the end of the term of the Agreement,i.e.December 31,
2022.
•
Page 817 of 1416
DocuSign Envelope ID:5D62CEDC-C392-43C4-A100-830D7590DB82
DocuSign Envelope ID:B11D8BF6-BA3D-4D9D-8EFD-219F678B18B8
MIAMI BEACH >, o'r -
N/A Professional Services Agreement between the City of Miami Beach and BeeFree,LLC d/b/a •
Freebee for the City of Miami Beach On-Demand Transit Service
BeeFree,LLC D/B/A Freebee Transportation&Mobility
Jose R.Gonzalez,Transportation&Mobility Directorc-11A
Y-fiickelle William gsi ant -ty -n • -
p 2/22/2023 0:-19°2EST % 3/703
Type 1.—Contract,amendment,change order,or task order resulting from a procurement-issued competitive solicitation.
X Type 2—Other contract,amendment,change order,or task order not resulting from a procurement-issued competitive solicitation.
Type 3 Independent Contractor Agreement(ICA) Type 6—Tenant Agreement
Type 4—Grant agreements with the City as the recipient Type 7 Inter-governmental agency agreement
Type 5—Grant agreements with the City as the grantor Other:
- •
The City provides the following on-demand transit service programs to the public:
• Mid-Beach On-Demand Transit Service will provide first-mile/last-mile services connecting to the existing Miami
Beach Trolley and Miami-Dade County Bus service and door-to-door service for trips originating and ending within
the geofenced service at no cost to the passenger.
• On-Demand Transit Service for Seniors to transport elderly residents(65 and older) who live in affordable housing
facilities from their home to the closest Publix Supermarket or pharmacy at no cost to the passenger.
On November 16,2022,City Commission approved a Bid waiver via Resolution No.2022-32400 to replace the City's Agreement
with Freebee which expired on December 31,2022.The new agreement will be valid through December 31,2027.The annual
costs are as follows:
• Mid-Beach On-Demand Transit Service-The cost for FY23 is$316,000.00
• On-Demand Transit Service for Seniors-The cost for FY23 is$210,600.00 -
The program is currently funded through the City's budgeting process.The Transportation Department has applied for a grant
to offset a portion of the costs.If and when the grant funds are received,the department will work with the Budget Office to
make the necessary adjustments.
Pursuant to Resolution No. 2022-32400,approved by City Commission on November 16,2022,this item seeks the signature
of the City Manager on the attached Agreement for the services.
01/01/2023 to—12/31/2027 N/A Five(5)years
Grant Funded: Yes x No I State Federal Other:
1 526,600.00 106-9615-000349-30-403-529-00-00-00- Yes X No
2 Funding for future years is subject to City Commission Yes No
approval.The contract contains a termination clause in
the event that future funding is not approved.
3 Yes No
4 Yes No
5 Yes No
1.For contracts longer than five years,contact the Procurement Department.2.Attach any supporting explanation needed.
3.Budget approval indicates approval for the current fiscal year only.Future years are subject to City Commission approval of
the annual adopted operating budget.
DocuSign Envelope ID:5D62CEDC-C392-43C4-A100-830D7590DB82
DocuSign Envelope ID:B11D8BF6-BA3D-4D9D-8EFD-219F678B18B8
�.. _ ... :• if,C411 7 0.�crirL-gals _
City Commission Approved: x Yes No Resolution No.: CC Agenda Item No.: CC Meeting Date:
2022-32400
If no,explain why CC approval is not required:
Legal Form Approved: I x I Yes No If no,explain below why form approval is not necessary:
Procurement: .-ppCSpv°° 2/6/2023 I 1_1 tt:ST n/a
Alex Denis Ak' Di""
Budget: Information
n Technology:
Tameka Otto Stewart 11,1,tkn ofk 023 I n/a
�roz`""- Fleet&F cilities:
Risk Management:Marc 22/2023 I a b EST n/a
Chevalier Atari( Z� :1
Human Resources: `-s` M90'414. Other:
n/a n/a
�Ds
` �' Reviewed by Monica Garcia