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HomeMy WebLinkAboutResolution 2025-34053RESOLUTION NO. 2025-34053 A RESOLUTION OF THE MAYOR AND CITY COMMISSION OF THE CITY OF MIAMI BEACH, FLORIDA, ACCEPTING THE RECOMMENDATION OF THE CITY MANAGER AND WAIVING, BY A 517TH VOTE, THE FORMAL COMPETITIVE BIDDING REQUIREMENTS PURSUANT TO SECTION 2- 367(E) OF THE CITY CODE, FINDING SUCH WAIVER TO BE IN THE BEST INTEREST OF THE CITY; AUTHORIZING THE CITY MANAGER AND CITY ATTORNEY TO NEGOTIATE A FIVE-YEAR AGREEMENT WITH FLASHPARKING, INC. FOR CAPITAL COSTS, SUPPORT AND WARRANTY SERVICES THAT FALL OUTSIDE THE SCOPE OF THE LEAGUE OF OREGON CITIES COOPERATIVE CONTRACT NO. PS24290 FOR A NEW PARKING MANAGEMENT SYSTEM, WHICH WILL REPLACE THE CURRENT PARKING ACCESS AND REVENUE CONTROL SYSTEM ACROSS THE CITY'S PARKING GARAGES; SUCH OUT -OF -SCOPE COSTS NOT TO EXCEED $636,392.74 IN THE FIRST CONTRACT YEAR, AND SUBJECT TO ANNUAL APPROPRIATION THROUGH THE CITY'S BUDGET PROCESS IN SUBSEQUENT YEARS; AND FURTHER, AUTHORIZING THE CITY MANAGER AND CITY CLERK TO EXECUTE THE FINALAGREEMENT. WHEREAS, the City of Miami Beach (the "City") operates twelve (12) municipal parking garages that serve residents, visitors, and special events, with parking demand significantly increasing during peak periods such as Spring Break, the Miami International Boat Show, and upcoming FIFA -related activity; and WHEREAS, the City's existing Parking Access and Revenue Control System ("PARCS"), originally installed pursuant to ITN No. 2014-170-SW and maintained under a contract with SKIDATA executed on October 15, 2015, has exceeded its expected industry life cycle and is experiencing performance, reliability, and end -of -life issues; and WHEREAS, industry standards indicate that PARCS equipment typically has an average useful life of no more than five (5) years due to rapid technological advancements, and the City's current system has surpassed that lifespan by a considerable margin, resulting in increased maintenance costs, slow gate operations, unreliable equipment, and limited compatibility with modern payment and mobility technologies; and WHEREAS, the City currently expends approximately $483,306 annually on its PARCS service agreement, in addition to an estimated $444,000 in uncovered maintenance costs, creating a substantial operational and financial burden; and WHEREAS, the Parking Department, in coordination with the Procurement Department, evaluated multiple competitively bid cooperative purchasing contracts in order to expedite modernization of the City's PARCS while minimizing upfront capital expenditures and maintaining fiscal prudence; and WHEREAS, after review, the League of Oregon Cities Contract No. PS24290 (the "Cooperative Contract"), awarded through a competitive request for proposals process to Flashparking, Inc. ("Flash"), was determined to provide the most favorable pricing, longest term stability, and strongest combination of operational, technological, and financial advantages for the City; and WHEREAS, Flash offers a modern, cloud -based PARCS platform with advanced features including license plate recognition at all entries and exits, multiple payment options, integration with major navigation and mobility platforms, real-time system diagnostics, cellular redundancy, and of6ine operational capability, all of which improve customer experience, operational efficiency, and revenue control; and WHEREAS, the City intends to join the Cooperative Contract, the scope of which includes hardware, installation, implementation, and software as a service (SaaS); and WHEREAS, certain capital costs, support and warranty services fall outside the scope of the Cooperative Contract; and WHEREAS, the total proposed 60-month agreement amount is $4,028,580.00, of which approximately $3,450,041.15 is covered under the cooperative contract pricing, and $578,538.85 represents capital costs, support, and warranty services that fall outside the scope of the cooperative agreement and exceed the City Manager's approval authority, with an additional 10% contingency of $57,853.89 applied solely to those out -of -scope items; and WHEREAS, pursuant to Section 2-367(e) of the City Code, the City Commission may waive the formal competitive bidding requirements for the out -of -scope services by a 5/7th vote upon a finding that such waiver is in the best interest of the City; and WHEREAS, the Finance and Economic Resiliency Committee, at its September 26, 2025 meeting, recommended advancing the modernization of the City's parking infrastructure consistent with the proposed agreement; and WHEREAS, the Administration has determined that approving the joining of the Cooperative Contract with Flash, and waiving formal competitive bidding requirements for the limited portion not covered by the Cooperative Contract, is in the best interest of the City, as it will improve operational efficiency, enhance customer experience, strengthen revenue controls, and reduce overall annual costs when compared to the City's current PARCS expenditures; and WHEREAS, therefore, the City Manager recommends that the Mayor and City Commission hereby accept the recommendation of the City Manager and waive, by a 5/7th vote, the formal competitive bidding requirements pursuant to Section 2-367(e) of the City Code, for the new parking management system out -of -scope costs, in an amount not to exceed $636,392.74 in the first contract year, and subject to annual appropriation through the City's budget process in subsequent years. NOW, THEREFORE, BE IT DULY RESOLVED BY THE MAYOR AND CITY COMMISSION OF THE CITY OF MIAMI BEACH, FLORIDA, that the Mayor and City Commission hereby accept the recommendation of the City Manager and waive, by a 5/7th vote, the formal competitive bidding requirements pursuant to Section 2-367(e) of the City Code, finding such waiver to be in the best interest of the City; authorize the City Manager and City Attorney to negotiate a five-year agreement with Flashparking, Inc. for capital costs, support and warranty services that fall outside the scope of the League of Oregon Cities Cooperative Contract No. PS24290 for a new parking management system, which will replace the current packing access and revenue control system across the City's parking garages; such out -of -scope costs not to exceed $636,392.74 in the first contract year, and subject to annual appropriation through the City's budget process in subsequent years; and further, authorize the City Manager and City Clerk to execute the final agreement. PASSED and ADOPTED this / 7 ATTEST: Rafael E. Granado, City Clerk dayof Ewe Ider , 202 /1 w. ,Steven Meiner, Mayor APPROVED AS TO FORM &LANGUAGE & FO TION 12 1 jwry City orney 2�Ml Date Resolutions - R7 Z MIAMI BEACH COMMISSION MEMORANDUM TO: Honorable Mayor and Members of the City Commission FROM: Eric Carpenter, City Manager DATE: December 17, 2025 TITLE: A RESOLUTION OF THE MAYOR AND CITY COMMISSION OF THE CITY OF MIAMI BEACH, FLORIDA, ACCEPTING THE RECOMMENDATION OF THE CITY MANAGER TO PIGGYBACK FROM THE LEAGUE OF OREGON CITIES CONTRACT NO. PS24290 FOR A NEW PARKING MANAGEMENT SYSTEM WITH FLASH PARKING, INC., AND FURTHER WAIVING, BY A 517TH VOTE, THE FORMAL COMPETITIVE BIDDING REQUIREMENTS PURSUANT TO SECTION 2- 367(E) OF THE CITY CODE, FINDING SUCH WAIVER TO BE IN THE BEST INTEREST OF THE CITY; AND AUTHORIZING THE CITY MANAGER AND CITY ATTORNEY TO NEGOTIATE AN AGREEMENT WITH FLASHPARKING, INC. FOR THE PARKING MANAGEMENT SYSTEM TO REPLACE THE CURRENT PARKING ACCESS REVENUE CONTROL SYSTEM ACROSS THE CITY'S PARKING GARAGES, AND FURTHER AUTHORIZING THE CITY MANAGER AND CITY CLERK TO EXECUTE A FIVE-YEAR AGREEMENT, IN AN AMOUNT NOT TO EXCEED THE ANNUAL APPROPRIATION FOR THESE PRODUCTS AND SERVICES THROUGH THE CITY'S BUDGET PROCESS. RECOMMENDATION The City Administration (Administration) recommends that the Mayor and City Commission (City Commission) approve the resolution authorizing the Administration to enter into an agreement with Flash Parking, Inc., and, by a 517Ih vote, waive the formal competitive bidding requirements pursuant to Section 2-367(e) of the City Code, finding such waiver to be in the best interest of the City. The agreement will utilize the League of Oregon Cities' contract pricing for parking management systems to replace the City's current parking access revenue control system (PARCS) across all municipal parking garages. This recommendation aligns with the Finance and Economic Resiliency Committee's favorable recommendation at its September 26, 2025, meeting to advance the modernization of the City's parking infrastructure. The proposed system will improve operational efficiency, enhance customer experience, and strengthen revenue control through the use of advanced technology and centralized management capabilities. The City of Miami Beach Parking Department operates twelve municipal garages that collectively serve an average of 2,000 visitors per month, with volumes increasing significantly during peak periods such as Spring Break, the Miami International Boat Show, and upcoming FIFA related activity. The City entered into a contract with SKIDATA on October 15, 2015, for the design, construction, installation, and maintenance of the parking garage gated revenue control system pursuant to ITN 2014-170-SW. While the contract expires on October 14, 2030, the system has reached a point where ongoing performance and end of life issues require consideration of early termination through the 30-day clause in the agreement. Industry standards show that the average lifespan of a PARCS should be no more than five years. The primary reason is the incredible rate of progress in parking technology. The system in place 2838 of 3458 has exceeded that life cycle by a considerable margin. As equipment surpasses its expected operational life, component failure rates increase, and replacement parts become more difficult to source. The aging infrastructure has resulted in slow gate operation, unreliable equipment performance, and the inability to support modem mobility integrations or advanced payment methods. The effects of operating a system that is significantly past end of life are visible in the City's maintenance spending. The current service agreement totals $483,306 annually, but the Parking Department budgets an additional $444,000 for maintenance that is not covered by the service contract. This means the City is spending nearly the same amount on uncovered maintenance as it does on the service agreement itself, highlighting the financial and operational burden caused by the aging system. These challenges, combined with increasing customer expectations and the City's goal of providing a world class experience, while also strategically reducing costs, during one of the busiest seasons in Miami Beach history, reinforce the need to transition to a modem system immediately. ANALYSIS The Parking Department sought to identify a competitively bid procurement mechanism thatwould allow the City to expedite the upgrade to a more advanced and technologically modern PARCS within the municipal garages due to the age and declining reliability of the current system. As part of this effort, the Department also prioritized identifying a financial structure that minimized upfront capital investment to remain fiscally prudent while still delivering a significant modernization of garage technology. The Hardware as a Service (HAAS) model provides the opportunity for the City to upgrade the entire PARCS without a large capital outlay, keeping annual operating costs predictable and comparable to what the City already spends today on service agreements and uncovered maintenance. FlashParking is the only known PARCS provider that offers a true Hardware as a Service structure, making it uniquely capable of supporting the City's financial and operational goals. This modernization is especially critical as the City prepares for one of the most active event seasons in recent history. Working in coordination with the Procurement Department, Parking evaluated multiple cooperative contracts to determine which competitively bid vehicle provided the strongest combination of pricing, term length, and operational capability. Three options were identified: the City of Joliet Contract 2861-1024, the OMNIA contract (NCPA 05-60 RFP 1821), and the League of Oregon Cities Contract PS24290. The City of Joliet contract included installation and implementation but relied on location specific lump sum pricing without itemized detail. Its smaller scale and limited applicability made it unsuitable for Miami Beach. The OMNIA contract included the required PARCS components but featured higher pricing and is in its final renewal term, expiring July 31, 2026, making it incompatible with the City's long term modernization strategy. The third option, the League of Oregon Cities Contract PS24290, awarded to FlashParking, Inc. through a competitively bid RFP process, provides the most favorable pricing, longest term stability, and strongest combination of operational and technological capabilities. This contract includes fixed discounts of 20 percent for hardware, 10 percent for software, and 15 percent for implementation through January 27, 2031. The agreement also includes a performance bond, which ensures full project completion and protects the City's financial investment. Flash offers a modernized PARCS platform that introduces significant enhancements over the City's current system. Flash integrates with Waze, Google Maps, and ParkMobile, expanding the visibility of Miami Beach parking assets across widely used mobility and navigation platforms. The PARCS supports multiple payment options including ParkMobile payments, tap to pay, Google Pay, and Apple Pay. License Plate Recognition at every entry and exit allows the license plate to function as the access credential, greatly reducing congestion and improving ingress and egress times. Flash supports payment on entry and includes a comprehensive validation platform that provides advanced and flexible offerings for local businesses. 2839 of 3458 Flash has a proven record of supporting large scale, high demand PARCS environments. The Texas Medical Center, one of the largest medical districts in the world, operates more than 200 entry and exit terminals on the Flash platform, demonstrating Flash's ability to support sprawling, complex campuses. Denver International Airport, which generates more than $250 million annually in parking revenue, uses Flash for its PARCS operation, illustrating Flash's capacity to securely process extremely large revenue streams. Additional features include cloud based PARCS architecture instead of on premise servers, allowing real time diagnostics, software updates, and remote monitoring. A built in 5G cellular backup maintains PARCS continuity if the primary network is interrupted, and the system is capable of operating in full offline mode during temporary connectivity disruptions as long as power remains active. These capabilities directly address existing operational limitations and advance the City's goal of implementing a world class, technologically advanced, fully integrated PARCS. The League of Oregon Cities contract, awarded to FlashParking, Inc. through a competitively bid RFP process, provides a turnkey solution for all City garages under a 60-month hardware as a service model totaling $4,028,580.00. Of this amount, approximately 86% equating to $3,450,041.15, covers hardware, installation, implementation, and software as a service component that comply with the cooperative contract pricing. The remaining 14%, totaling $578,538.85, covers capital costs, support, and warranty services that fall outside the scope of the cooperative agreement and exceed the City Manager's approval authority. The City also added an additional 10%contingency for the out of scope items which is an additional $57,853.89. As such, Commission approval by a 5 to 7 vote is required to waive the formal competitive solicitation requirements for this portion. When compared to the City's current annual spending on service agreements and uncovered maintenance, this approach results in an anticipated annual savings of close to $120,000 while delivering a state of the art PARCS. Supporting documentation is provided in Attachment A (League of Oregon Cities contract) and Attachment B (FlashParking quote). FISCAL IMPACT STATEMENT The projected annual cos( of the upgraded system is $805,716. The city's current budget includes $483,306 dollars for service costs along with an estimated $444,000 for maintenance activity, for a total ongoing expense of roughly $927,306 each year. When compared to the projected cost of the proposed system, this reflects an anticipated annual savings of close to $120,000. 60-month (5 year) Anticipated Investment Hardware, Installation, Implementation, and SaaS $3.450.041.15 Capital Costs Support. Warranty Services $ 578,538.85 Total FLASH Proposal $4,028,580.00 Contingency of Additional Costs ONLY 10% $ 57 853.89 Total Does this Ordinance require a Business Impact Estimate? (FOR ORDINANCES ONLY) If applicable, the Business Impact Estimate (BIE) was published on: See BE at: https:/Ica miamibeachfi.gov/city-hall/city-clerkim"ting-notices/ FINANCIAL INFORMATION This represents the projected annualized expense for FY26 with additional years subject to future funding approval 2940 of 3458 (G2,G3,G5,G6,G7,G10,G11) 480-0463-000325-27-413-526-00-00-00- $430,124.00 (G1)142-6976-000325.27-413-526-00-00-00-$74,508.00 (G4) 463-1990-000325-27-413-526-00-00-00- $75,372.00 (G8) 484-0470-000325-27-413-526-00-00-00-$68,112.00 (G9) 467-1996-000325-27-413-526-00-00-00- $68,772.00 (G12) 468-1998-M325-27-013-526-00-00-00- $52,140.00 (G13 -Potential Deauville Garage Agreement"} 480-0463-000325-27-413-526-00-00-00 $36,688.00 CONCLUSION The Administration recommends that the City Commission approve the resolution authorizing the Administration to enter into an agreement with Flash Parking, Inc., and, by a 5/7th vote, waive the formal competitive bidding requirements pursuant to Section 2-367(e) of the City Code, finding such waiver to be in the best interest of the City. The agreement will utilize the League of Oregon Cities' contract pricing for PARCS to replace the City's current parking access revenue control stem across all municipal parking garages. This recommendation aligns with the Finance and Economic Resiliency Committee's favorable recommendation at its September 26, 2025, meeting to advance the modernization of the City's parking infrastructure. The proposed system will improve operational efficiency, enhance customer experience, and strengthen revenue control through the use of advanced technology and centralized management capabilities. Applicable Area Citywide Is this a "Residents Riaht to Know" item. Is this item related to a G.O. Bond pursuant to City Code Section 2.177 Project? Yes No Was this Agenda Item initially requested by a lobbyist which as defined in Code Sec 2-481 includes a principal engaged in lobbying? No If so, specify the name of lobbyist(s) and principal(s): Department Parking Sponsor(s) Co-sponsorts) Condensed Title Execute 5-Year Agml w/ Flash Parking, Citywide Parking Mgmt System at Parking Garages. PK 517 2841 of 3458 Previous Action (For City Clerk Use Only) 2842 of 3458 Dowsgn Envelope 10 All1"90-2072J8aaaA59-EFB M02985 ATTACHMENT Contract Number P524290 LEAGUE OF OREGON CITIES This Master Price Agreement is effective as of the date of the last signature below (the "Effective Date") by and between the LEAGUE OF OREGON CITIES, an Oregon public corporation under ORS Chapter 190 ("LOC" or "Purchaser") and FlashParking, Inc. (together with its subsidiaries and affiliates, "Vendor'). RECITALS WHEREAS, the Vendor is in the business of selling certain Electronic Road and Parking Management Systems, as further described herein; and WHEREAS, the Vendor desires to sell and the Purchaser desires to purchase certain products and related services all upon and subject to the terms and conditions set forth herein; and WHEREAS, through a solicitation for Electronic Road and Parking Management Systems the Vendor was awarded the opportunity to complete a Master Price Agreement with the LEAGUE OF OREGON CITIES as a result of its response to Request for Proposal No. 2455 for Electronic Road and Parking Management Systems; and WHEREAS, the LEAGUE OF OREGON CITIES asserts that the solicitation and Request for Proposal meet Oregon public contracting requirements (ORS 279, 279A, 2796 and 279C at. seq.); and WHEREAS, Purchaser and Vendor desire to extend the terms of this Master Price Agreement to benefit other qualified government members of National Purchasing Partners, LLC dba Public Safety GPO, dba First Responder GPO, dba Law Enforcement GPO and dba NPPGov; NOW, THEREFORE, Vendor and Purchaser, intending to be legally bound, hereby agree as follows: ARTICLE 1 — CERTAIN DEFINITIONS 1.1 "Agreement" shall mean this Master Price Agreement, including the main body of this Agreement and Attachments A-F attached hereto and by this reference incorporated herein, including Purchaser's Request for Proposal No. 2455 (herein "RFP") and Vendors Proposal submitted in response to the RFP (herein "Vendor's Proposal') as referenced and incorporated herein as though fully set forth (sometimes referred to collectively as the "Contract Documents'). 1.2 "Applicable Law(s)" shall mean all applicable federal, state, tribal, and local laws, statutes, ordinances, codes, rules, regulations, standards, orders and other governmental requirements of any kind. 1.3 "Employee Taxes" shall mean all taxes, assessments, charges and other amounts whatsoever payable in respect of, and measured by the wages of, the Vendor's employees (or subcontractors), as required by the Federal Social Security Act and all amendments thereto and/or any other applicable federal, stale, tribal or local law. 1.4 'Purchasers Destination" shall mean such delivery location(s) or destination(s) as Purchaser may prescribe from time to time. 2843 of 3458 Dowegn Envelope ID: All 14490-2072404-BA59�EFe5EGB02985 Contract Number. PS24290 1.5 "Products and Services' shall mean the products and/or services to be sold by Vendor hereunder as identified and described on Attachment A hereto and incorporated herein, as may be updated from time to time by Vendor to reflect products and/or services offered by Vendor generally to its customers. 1.6 'Purchase Order shall mean any authorized written order for Products and Services sent by Purchaser to Vendor via mail, courier, overnight delivery service, email, fax and/or other mode of transmission as Purchaser and Vendor may from time to time agree. 1.7 "Unemployment Insurance" shall mean the contribution required of Vendor, as an employer, in respect of, and measured by, the wages of its employees (or subcontractors) as required by any applicable federal, state or local unemployment insurance law or regulation. 1.8 "National Purchasing Partners" or "(NPP)" is a subsidiary of two nonprofit health care systems. The Government Division of NPP, hereinafter referred to as "NPPGov', provides group purchasing marketing and administrative support for governmental entities within the membership. NPPGov's membership includes participating public entities across North America. 1.9 "Lead Contracting Agency" shall mean the LEAGUE OF OREGON CITIES, which is the governmental entity that issued the Request for Proposal and awarded this resulting Master Price Agreement. 1.10 "Participating Agencies" shall mean members of National Purchasing Partners for which Vendor has agreed to extend the terms of this Master Price Agreement pursuant to Article 2.6 and Attachment C herein. For purposes of cooperative procurement, "Participating Agency' shall be considered "Purchaser' under the terms of this Agreement. 1.11 'Party" and "Parties" shall mean the Purchaser and Vendor individually and collectively as applicable. ARTICLE 2 —AGREEMENT TO SELL 2.1 Vendor hereby agrees to sell to Purchaser such Products and Services as Purchaser may order from time to time by Purchase Order, all in accordance with and subject to the terms, covenants and conditions of this Agreement. Purchaser agrees to purchase those Products and Services ordered by Purchaser by Purchase Order in accordance with and subject to the terms, covenants and conditions of this Agreement. The purchase of any equipment, services or software shall also be subject to Vendor's terms and conditions located at www.flashparking.com/legal (the "Vendor Terms"). In the event any Products hereunder are leased pursuant to Vendors hardware -as -a -service (HAAS) model, Purchaser or the applicable Participating Agency shall be required to enter into a hardware -as -a -service (HAAS) addendum (a "HAAS Addendum") provided by Vendor. 2.2 Vendor may add additional products and services to the contract provided that any additions reasonably fall within the intent of the original RFP specifications. Pricing on additions shall be equivalent to the percentage discount for other similar products. Vendor may provide a web -link with current product listings, which may be updated periodically, as allowed by the terms of the resulting Master Price Agreement Vendor may replace or add product lines to an existing contract d the line is replacing or supplementing products on contract, is equal or superior to the original products offered, is discounted in a similar or to a greater degree, and if the products meet the requirements of the solicitation. No products may be added to avoid competitive procurement requirements. LOC may reject any additions without cause. 2.3 All Purchase Orders issued by Purchaser to Vendor for Products during the term (as hereinafter defined) of this Agreement are subject to the provisions of this Agreement as though fully set forth in such 2844 of 3458 Docusign Envelope ID'. Al I14 90-2072<81 4BA59-EF65E61502985 Contract Number: PS24290 Purchase Order. The Vendor retains authority to negotiate above and beyond the terms of this Agreement to meet the Purchaser or Vendor contract requirements. 2.4 Notwithstanding any other provision of this Agreement to the contrary, the Lead Contractlry Agency shall have no obligation to order or purchase any Products and Services hereunder and the placement of any Purchase Order shall be in the sole discretion of the Participating Agencies. This Agreement is not exclusive. Vendor expressly acknowledges and agrees that Purchaser may purchase at its sole discretion, Products and Services that are identical or similar to the Products and Services described in this Agreement from any third party. 2.5 In case of any conflict or inconsistency between any of the Contract Documents, the documents shall prevail and apply in the following order of priority: (i) A HAAS Addendum (if applicable); (ii) This Agreement; (III) The RFP; (iv) Vendor's Proposal; (v) Vendor's Terms Vendor has provided a list of Exceptions to the RFP Solicitation identified in Vendors Proposal. Vendors Exceptions are approved and by this reference incorporated herein. 2.6 Extension of contract terms to Participating Agencies: 2.6.1 Vendor agrees to extend the same terms, covenants and conditions available to Purchaser under this Agreement to Participating Agencies, that have executed an Intergovernmental Cooperative Purchasing Agreement ("IGA") as may be required by each Participating Agency's local laws and regulations, in accordance with Attachment C. Each Participating Agency will be exclusively responsible for and deal directly with Vendor on matters relating to ordering, delivery, inspection, acceptance, invoicing, and payment for Products and Services in accordance with the terms and conditions of this Agreement as if it were "Purchaser" hereunder. Any disputes between a Participating Agency and Vendor will be resolved directly between them under and in accordance with the laws of the State in which the Participating Agency exists. Pursuant to the IGA, the Lead Contracting Agency shall not incur any liability as a result of the access and utilization of this Agreement by other Participating Agencies. 2.6.2 This Solicitation meets the public contracting requirements of the Lead Contracting Agency and may not be appropriate under or meet Participating Agencies' procurement laws. Participating Agencies are urged to seek independent review by their legal counsel to ensure compliance with all local, tribal, and state solicitation requirements. 2.6.3 Vendor acknowledges execution of the Vendor Administration Fee Agreement, Contract Number VA24290, with NPPGov, pursuant to the terms of the RFP. 2.7 Oregon Public Agencies are prohibited from use of Products and Services offered under this Agreement that are already provided by qualified nonprofit agencies for disabled individuals as listed on the Department of Administrative Service's Procurement List ("Procurement List") pursuant to ORS 279.835-.855. See www.OregonRehabilitation.org/qrf for more information. Vendor shall not sell products and services identified on the Procurement List (e.g., reconditioned toner cartridges) to Purchaser or Participating Agencies within the state of Oregon. ARTICLE 3—TERM AND TERMINATION 2845 of 3458 13musgn En"" ID: At 11M90307249 4-IMS ME9902995 Contrail Number PS24290 3.1 The initial contract term shall be for three (3) calendar years from the Effective Date of this Agreement ("Initial Tenn"). Upon termination of the original three (3) year term, this Agreement shall automatically extend for up to three (3) successive one (1) year periods; (each a "Rt:newal Term"); provided, however, that the Lead Contracting Agency and/or the Vendor may opt to decline extension of the MPA by providing notification in writing at least thirty (30) calendar days prior to the annual automatic extension anniversary of the Initial Term. 3.2 Either Vendor or the Lead Contracting Agency may terminate this Agreement by written notice to the other party if the other Party breaches any of its obligations hereunder and fails to remedy the breach within thirty (30) days after receiving written notice of such breach from the non -breaching party. ARTICLE 4 — PRICING, INVOICES, PAYMENT AND DELIVERY 4 4.1 Purchaser shall pay Vendor for all Products and Services ordered and delivered in compliance with the terms and conditions of this Agreement at the pricing discount specified for each such Product and Service on Attachment A. Unless Attachment A expressly provides otherwise, the pricing discount schedule set forth on Attachment A hereto shall remain fixed for the Initial Term of this Agreement: provided that manufacturer pricing is not guaranteed and may be adjusted based on the next manufacturer price increase. Pricing contained in Attachment A shall be extended to all NPPGov, Public Safety GPO, First Responder GPO and Law Enforcement GPO members upon execution of the IGA. 4.2 Vendor shall submit original invoices to Purchaser in form and substance and format reasonably acceptable to Purchaser. All invoices must reference the Purchaser's Purchase Order number, contain an itemization of amounts for Products and Services purchased during the applicable invoice period and any other information reasonably requested by Purchaser, and must otherwise comply with the provisions of this Agreement. Invoices shall be addressed as directed by Purchaser. 4.3 Unless otherwise specked, Purchaser is responsible for any and all applicable sales taxes. Attachment A or Vendors Proposal (Attachment D) shall specify any and all other taxes and duties of any kind which Purchaser is required to pay with respect to the sale of Products and Services covered by this Agreement and all charges for packing, packaging and loading. 4.4 Purchaser may be responsible for additional costs or expenses of any nature incurred by Vendor in connection with the Products and Services, including without limitation travel expenses and credit card processing fees ("Incidental Expenses"), in each case, as set forth in Vendors Terms and Vendors Proposal. Except as specifically set forth in Vendors Terms, in Vendors Proposal, and in Attachments A and F, Purchaser shall not be responsible for any additional cost or expenses of any nature incurred by Vendor. 4.5 Price reductions or discount increases may be offered at any time during the contract term by Vendor in its sole discretion and shall become effective upon notice of acceptance from Purchaser. 4.6 Notwithstanding any other agreement of the Parties as to the payment of shipping/delivery costs, and subject to Attachments A, D, and F herein, Vendor shall offer delivery and/or shipping costs prepaid FOB Destination. If there are handling fees, these also shall be included in the pricing. 4.7 Unless otherwise directed by Purchaser for expedited orders, Vendor shall utilize such common carrier for the delivery of Products and Services as Vendor may select; provided, however, that for expedited orders Vendor shall obtain delivery services hereunder at rates and terms not less favorable than those paid by Vendor for its own account or for the account of any other similarly situated customer of Vendor. 2846 of 3458 Do spn Envelops ID: At 1 Contract Number: PS24290 4.8 Vendor shall have the risk of loss of or damage to any Products until delivery to Purchaser. Purchaser shall have the risk of loss of or damage to the Products after delivery to Purchaser. Title to Products shall not transfer until the Products have been delivered to and accepted by Purchaser at Purchaser's Destination. ARTICLE 5 - INSURANCE 5.1 During the term of this Agreement, Vendor shall maintain at its own cost and expense (and shall cause any subcontractor to maintain) insurance policies providing insurance of the kind and in the amounts generally carried by reasonably prudent manufacturers in the industry, with one or more reputable insurance companies licensed to do business in Oregon and any other state or jurisdiction where Products and Services are sold hereunder. Such certificates of insurance shall be made available to the Lead Contracting Agency upon 48 hours' notice. BY SIGNING THE AGREEMENT PAGE THE VENDOR AGREES TO THIS REQUIREMENT AND FAILURE TO MEET THIS REQUIREMENT WILL RESULT IN CANCELLATION OF THIS MASTER PRICE AGREEMENT. 5.2 All insurance required herein shall be maintained in full force and effect until all work or service required to be performed under the terms of this Agreement is satisfactorily completed and formally accepted. Any failure to comply with the claim reporting provisions of the insurance policies or any breach of an insurance policy warranty shall not affect coverage afforded under the insurance policies to protect the Lead Contracting Agency. The insurance policies may provide coverage that contains deductibles or self -insured retentions. Such deductible and/or self -insured retentions shall not be applicable with respect to the coverage provided to the Lead Contracting Agency under such policies. Vendor shall be solely responsible for the deductible and/or self -insured retention and the Lead Contracting Agency, at its option, may require Vendor to secure payment of such deductibles or self -insured retentions by a surety bond or an irrevocable and unconditional letter of credit. 5.3 Vendor shall carry Workers' Compensation insurance to cover obligations imposed by federal and state statutes having jurisdiction over Vendor's employees engaged in the performance of the work or services, as well as Employer's Liability insurance. Vendor waives all rights against the Lead Contracting Agency and its agents, officers, directors and employees for recovery of damages to the extent these damages are covered by the Workers' Compensation and Employer's Liability or commercial umbrella liability insurance obtained by Vendor pursuant to this Agreement. 5.4 Insurance required herein shall not be permitted to expire, be canceled, or materially changed without thirty days (30 days) prior written notice to the Lead Contracting Agency. ARTICLE 6 - INDEMNIFICATION AND HOLD HARMLESS 6A Vendor agrees that it shall indemnify, defend and hold harmless Lead Contracting Agency, its respective officials, directors, employees, members and agents (collectively, the'lndemnitees'), from and against any and all damages, claims, losses, expenses, costs, obligations and liabilities (including, without limitation, reasonable attorney's fees), suffered by any of the Indemnitees as a result of third -party claims to the extent arising out of, (i) any breach of any covenant, representation or warranty made by Vendor in this Agreement, (it) any failure by Vendor to perform or fulfill any of its obligations, covenants or agreements set forth in this Agreement, (iii) the negligence or intentional misconduct of Vendor, any subcontractor of Vendor, or any of their respective employees or agents, IN) any failure of Vendor, its subcontractors, or their respective employees to comply with any Applicable Law, (v) any Employee Taxes or Unemployment Insurance, or (vii) any claim alleging that the Products and Services or any part thereof infringe any third party's U.S. patent, copyright, trademark, trade secret or other intellectual property interest. Such obligation to 2847 of 3458 Do usgn Envelope to All i" 0-2072<ae4a459-EFa5E8a029a5 Contract Number: PS24290 indemnity shall not apply where the damage, claim, loss, expense, cost, obligation or liability is due to the breach of this Agreement by, or negligence or willful misconduct of, Lead Contracting Agency or its officials, directors, employees, agents or contractors. The amount and type of insurance coverage requirements set forth herein will in no way be construed as limiting the scope of the indemnity in this paragraph. The indemnity obligations of Vendor under this Article shall survive the expiration or termination of this Agreement for two years. 6.2 LIMITATION OF LIABILITY: IN NO EVENT SHALL EITHER PARTY BE LIABLE FOR ANY SPECIAL, INDIRECT, INCIDENTAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES IN CONNECTION WITH OR ARISING OUT OF THIS AGREEMENT, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR INJURIES TO PERSONS OR TO PROPERTY OR LOSS OF PROFITS OR LOSS OF FUTURE BUSINESS OR REPUTATION, WHETHER BASED ON TORT OR BREACH OF CONTRACT OR OTHER BASIS, EVEN IF IT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL EITHER PARTY's TOTAL LIABILITY HEREUNDER EACEED AN AMOUNT THAT IS TWO TIMES (2x) THE TOTAL AMOUNT PAID BY THE LEAD PURCHASER OR APPLICABLE PARTICIPATING AGENCY. 6.3 The same terms, conditions and pricing of this Agreement may be extended to government members of National Purchasing Partners, LLC. In the event the terms of this Agreement are extended to other government members, each government member (procuring party) shall be solely responsible for the ordering of Products and Services under this Agreement. A non -procuring party shall not be liable in any fashion for any violation by a procuring party, and the procuring party shall hold non - procuring parties or unrelated purchasing parties harmless from any liability that may arise from action or inaction of the procuring party. ARTICLE 7 — WARRANTIES Purchaser shall refer to Vendors Proposal for all Vendor and manufacturer express warranties, as well as those warranties provided under Attachment B herein. ARTICLE 8 -INSPECTION AND REJECTION 8.1 Purchaser shall have the right to inspect and test Products at anytime prior to shipment, and within a reasonable time after delivery to the Purchaser's Destination. Products not inspected within five (5) days of delivery shall be deemed accepted by Purchaser. The payment for Products shall in no way impair the right of Purchaser to reject nonconforming Products, or to avail itself of any other remedies to which it may be entitled. 8.2 If any of the Products are found at anytime to be defective in material or workmanship, damaged, or otherwise not in conformity with the requirements of this Agreement or any applicable Purchase Order, as its exclusive remedy, Purchaser may at its option and at Vendor's sole cost and expense, elect either to (i) return any damaged, non -conforming or defective Products to Vendor for connection or replacement, or (ii) require Vendor to inspect the Products and remove or replace damaged, non -conforming or defective Products with conforming Products. If Purchaser elects option (ii) in the preceding sentence and Vendor fails promptly to make the necessary inspection, removal and replacement, Purchaser, at its option, may inspect the Products and Vendor shall bear the cost thereof. Payment by Purchaser of any invoice shall not constitute acceptance of the Products covered by such invoice, and acceptance by Purchaser shall not relieve Vendor of its warranties or other obligations under this Agreement. 8.3 The provisions of this Article shall survive the expiration or termination of this Agreement. ARTICLE 9 — SUBSTITUTIONS 2848 of 3458 Dewegn Envelops ID: At 1144M207249e41A59-EF55E8902985 Contract Number: P524290 Except as otherwise permitted hereunder, Vendor may not make any substitutions of Products, or any portion thereof, of any kind without the prior written consent of Purchaser. ARTICLE 10 - COMPLIANCE WITH LAWS 10.1 Vendor agrees to comply with all Applicable Laws and at Vendor's expense, secure and maintain in full force during the term of this Agreement, all licenses, permits, approvals, authorizations, registrations and certificates, if any, required by Applicable Laws in connection with the performance of its obligations hereunder. At Purchaser's request, Vendor shall provide to Purchaser copies of any or all such licenses, permits, approvals, authorizations, registrations and certificates, 10.2 Purchaser has taken all required govemmental action to authorize its execution of this Agreement and there is no governmental or legal impediment against Purchasers execution of this Agreement or performance of its obligations hereunder. ARTICLE 11 —PUBLICITY I CONFIDENTIALITY 11.1 No news releases, public announcements, advertising materials, or confirmation of same, concerning any part of this Agreement or any Purchase Order issued hereunder shall be issued or made without the prior written approval of the Parties. Neither Party shall in any advertising, sales materials or in any other way use any of the names or logos of the other Party without the prior written approval of the other Party. 11.2 Any knowledge or information which Vendor or any of its affiliates shall have disclosed or may hereafter disclose to Purchaser, and which in any way relates to the Products and Services covered by this Agreement shall not, unless otherwise designated by Vendor, be deemed to be confidential or proprietary information, and shall be acquired by Purchaser, free from any restrictions, as part of the consideration for this Agreement. ARTICLE 12 - RIGHT TO AUDIT Subject to Vendor's reasonable security and confidentiality procedures, Purchaser, or any third party retained by Purchaser, may at any time during the Initial Term or Renewal Term, as applicable, upon prior reasonable notice to Vendor, during normal business hours, audit the books, records and accounts of Vendor to the extent that such books, records and accounts pertain to sale of any Products and Services hereunder or otherwise relate to the performance of this Agreement by Vendor. ARTICLE 13 - REMEDIES Except as otherwise provided herein, any right or remedy of Vendor or Purchaser set forth in this Agreement shall not be exclusive, and, in addition thereto, Vendor and Purchaser shall have all rights and remedies under Applicable Law, including without limitation, equitable relief. The provisions of this Article shall survive the expiration or termination of this Agreement. ARTICLE 14 - RELATIONSHIP OF PARTIES Vendor is an independent contractor and is not an agent. servant, employee, legal 2949 of 3458 Dowagn Envelope 10, All l" .2072J694aA59FF65E6902965 Contract Number: P524290 representative, partner or joint venture of Purchaser. Nothing herein shall be deemed or construed as creating a joint venture or partnership between Vendor and Purchaser. Neither Party has the power or authority to bind or commit the other. ARTICLE 15 - NOTICES All notices required or permitted to be given or made in this Agreement shall be in writing. Such notice(s) shall be deemed to be duly given or made I delivered by hand, by certified or registered mail or by nationally recognized overnight courier to the address specified below: If to Lead Contracting Agency LEAGUE OF OREGON CITIES 1201 Ccprt St. NE r Suite 200 Salem OR 97301 ATTN: Kevin Toon Email: rfp@ORCities.org If to Vendor: FlashParking 2500 Bee Caves Rd Building III, Suite 400 Austin TX 78746 ATTN: General Counsel Email: legal@flashos.com Either Party may change its notice address by giving the other Party written notice of such change in the manner specified above. ARTICLE 16 - FORCE MAJEURE Except for Purchaser's obligation to pay for Products and Services delivered, delay in performance or non-performance of any obligaflon contained herein shall be excused to the extent such failure or non- performance is caused by force majeure. For purposes of this Agreement, "force majeure' shall mean any cause or agency preventing performance of an obligation which is beyond the reasonable control of either Party hereto, including without limitation, fire, flood, sabotage, shipwreck, embargo, strike, explosion, labor trouble, accident, riot, acts of governmental authority (including, without limitation, acts based on laws or regulations now in existence as well as those enacted in the future), acts of nature, and delays or failure in obtaining raw materials, supplies or transportation. A Party affected by force majeure shall promptly provide notice to the other, explaining the nature and expected duration thereof, and shall act diligently to remedy the interruption or delay if it is reasonably capable of being remedied. In the event of a force majeure situation, deliveries or acceptance of deliveries that have been suspended shall not be required to be made upon the resumption of performance. ARTICLE 17 - WAIVER No delay or failure by either Party to exercise any right, remedy or power herein shall impair such Party's right to exercise such right, remedy or power or be construed to be a waiver of any default or an acquiescence therein; and any single or partial exercise of any such right, remedy or power shall not preclude 2850 of 3458 Docusgn EnveWpe to. All 1"90-2072<88aBA59-EF65E6B02985 Contract Number: PS24290 any other or further exercise thereof or the exercise of any other right, remedy or power. No waiver hereunder shall be valid unless set forth in writing executed by the waiving Party and then only to the extent expressly set forth in such writing. ARTICLE 18 - PARTIES BOUND: ASSIGNMENT This Agreement shall inure to the benefit of and shall be binding upon the respective successors and assigns of the Parties hereto, but it may not be assigned in whole or in part by Vendor without prior written notice to Purchaser which shall not be unreasonably withheld or delayed. Notwithstanding the foregoing, Vendor may assign this Agreement upon written notice but without consent in the event of a sale of all or substantially all of the stock or assets of Vendor. ARTICLE 19 - SEVERABILITY To the extent possible, each provision of this Agreement shall be interpreted in such a manner as to be effective and valid under Applicable Law. If any provision of this Agreement is declared invalid or unenforceable, by judicial determination or otherwise, such provision shall not invalidate or render unenforceable the entire Agreement, but rather the entire Agreement shall be construed as if not containing the particular invalid or unenforceable provision or provisions and the rights and obligations of the Parties shall be construed and enforced accordingly. ARTICLE 20 - INCORPORATION: ENTIRE AGREEMENT 20.1 All the provisions of the Attachments hereto are hereby incorporated herein and made a part of this Agreement. In the event of any apparent conflict between any provision set forth in the main body of this Agreement and any provision set forth in the Attachments, including the RFP and/or Vendors Proposal, the provisions shall be interpreted, to the extent possible, as if they do not conflict. If such an interpretation is not possible, the provisions set forth in the main body of this Agreement shall control unless a HAAS Addendum is applicable, in which case the HAAS Addendum shall control. 20.2 This Agreement (including Attachments and Contract Documents hereto) constitutes the entire Agreement of the Parties relating to the subject matter hereof and supersedes any and all prior written and oral agreements or understandings relating to such subject matter. ARTICLE 21 - HEADINGS Headings used in this Agreement are for convenience of reference only and shall in no way be used to construe or limit the provisions set forth in this Agreement. ARTICLE 22 - MODIFICATIONS This Agreement may be modified or amended only in writing executed by Vendor and the Lead Contracting Agency. The Lead Contracting Agency and each Participating Agency contracting hereunder acknowledge and agree that any agreement entered into in connection with any Purchase Order hereunder shall constitute a modification of this Agreement as between the Vendor and the Participating Agency. Any modification of this Agreement as between Vendor and any Participating Agency shall not be deemed a modification of this Agreement for the benefit of the Lead Contracting Agency or any other Participating Agency. ARTICLE 23 - GOVERNING LAW 2851 of 3458 Dowepn Envelope ID: At i 14490-20724884bA59-EF85Ee1302985 Contract Number: PS24290 This Agreement shall be governed by and interpreted in accordance with the laws of the State of Oregon or in the case of a Participating Agency's use of this Agreement, the laws of the State in which the Participating Agency exists, without regard to its choice of law provisions. [Signature page to follow] ARTICLE 24 - COUNTERPARTS This Agreement may be executed in counterparts all of which together shall constitute one and the same Agreement. IN WITNESS WHEREOF, the Parties have executed this Agreement as of the day and year last written below. PURCHASER: PAM69 k h(AWu Signature: Printed Name: Patricia Mulvihill Title: Executive Director League of Oregon Cities 1/27/2025 Dated: VENDOR: U�Adt, Wh9uetiL. Signature: Printed Name: Wade Bettisworth Title: Senior Vice -President FlashParking, Inc. Dated: 1/27/2025 10 2852 of 3458 Dacusgn Envelope ID A1114490-20 /21884-BA59 EF65 EB BC 2985 ATTACHMENT Contract Number: PS24290 to Master Price Agreement by and between VENDOR and PURCHASER. PRODUCTS, SERVICES, SPECIFICATIONS AND PRICES Discount All Hardware 20% All Software 10% Setup, Installation, Implementation, Configuration, Consumables 15% eReservations- - % 20% elleservations - $ 0% Scan to Pay and Digital Ticket Checkout - % 0% Scan to Pay and Digital Ticket Checkout - $ 20% Evod System (np Park) Discount Hardware, Consumables 10% Software, Setup, Connectivity 20% EV Owging Discount Chargers 6.5% Saas 15% Installation 0% Shipping 0% Station Protection and Signage 15% EMV Readers (CA) 0% *Discount applies to direct purchases originated on the ParkWhiz mobile application or website; does not include transactions originating from channel partners such as Google Maps, Waze, Apple Maps, Tickelmaster, etc. 2853 of 3458 Docuapn Envelope ID'. Al 114490-2072-48B4BA5g-EF65E6B02965 Contract Number: PS24290 ATTACHMENT B to Master Price Agreement by and between VENDOR and PURCHASER. ADDITIONAL SELLER WARRANTIES To the extent possible, Vendor will make available all warranties from third party manufacturers of Products not manufactured by Vendor, as well as any warranties identified in this Agreement and Vendor's Proposal. 12 2854 of 3458 Docu qn Envelope IDA1114490-2072<8B4-BA59-EF55E5902985 Contract Number: PS24290 ATTACHMENT to Ma�'1!r Price Agreement by and between VENDOR and PURCHASER. PARTICIPATING AGENCIES The Lead Contracting Agency in cooperation with National Purchasing Partners (NPPGov) entered into this Agreement on behalf of other government agencies that desire to access this Agreement to purchase Products and Services. Vendor must work directly with any Participating Agency concerning the placement of orders, issuance of the purchase orders, contractual disputes, invoicing, and payment. The Lead Contracting Agency shall not be held liable for any costs, damages, etc., incurred by any Participating Agency. r � Any subsequent contract entered into between Vendor and any Participating Agency shall be construed to be in accordance with and governed by the laws of the State in which the Participating Agency exists. Each Participating Agency is directed to execute an Intergovernmental Cooperative Purchasing Agreement (9GA"), as set forth on the NPPGov web site, www.nppgov.com. The IGA allows the Participating Agency to purchase Products and Services from the Vendor in accordance with each Participating Agency's legal requirements as 9 8 were the "Purchaser hereunder. 13 2855 of 3458 Dowsgn Envelope ID Al 114490-2072<8BaBA59{F65E6802985 ATTACHMENT D Contract Number PS24290 to Master Price Agreement by and between VENDOR and PURCHASER. Vendor's Proposal (The Vendor's Proposal is not attached hereto.) (The Vendor's Proposal is incorporated by reference herein.) 14 2856 of 3458 Docusign Envelope 10 A" 14490 207248B4-BA59-EF65HB02985 Contract Number: PS24290 ATTACHMENT to Master Price Agreement by and between VENDOR and PURCHASER. Purchaser's Request for Proposal (The Purchaser's Request for Proposal is not attached hereto.) (The Purchaser's Request for Proposal is incorporated by reference herein.) 15 2857 of 3458 Docusgn Enve" to All 14490-2072J8 BA59-EF65E%02985 ATTACHMENT Contract Number'. PS24290 to Master Price Agreement by and between VENDOR and PURCHASER. ADDITIONAL VENDOR TERMS OF PURCHASE, IF ANY. https://www.flashparking.com/legal/ 16 2858 of 3458 ATTACHMENT B FL.^.SH City of Miami Beach - Summary 60 Month Hardware -as -a -Service Monthly Annual 64) Month I otal 'Sb of Pa et Hardware $41,259.54 S495,114.53 $2,475,572.65 61'G Installation 58,105.43 $97,265.20 S486,326.00 12Y. Implementation $1,700.71 $20,408.50 $102,042.50 3% of Cost per VP Contract of Capital, Support, "''arrant, Hardware Implementation Warranty (Years 3, 4 & 5)* Software - Term: 60 months $57,500.69, $690,008.23 S9,642.31 S115,707.77 to S3,450,041.15 86% $578,538.85 14" . 2859 of 3458 O 000 O 3i S M ti N N S N 00 `O r 4n r �D (A 69 O. A N V3 V .. 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VI 0 J LL C Y E e • e p - a w b S vo, S e�•l n -d e v� CC�e Or a n e00q m pp r n N r o p -H H H y H NH S VOi S < V�i O pPp.. - w w C w H1 'L a d u r, � H ✓f N !O G W 1 L 3 A Z C i+ c e w u 3 6 tp z 8 a IL h 8 4 W n 3 Y e o i- n vy �- N H M H H e w eeeel888 ®\/\!�\ |RagBAaG�Rg sggegg88 |\2»SBow,x� loeweeeS:ee | ° ! )) - 4 !gDl;Ha>«a 59g;=2�l5R e ! e, egye. »/©/\ /\age § :{ , a ) § } !!! °, ,,,l,l,l,l,,l,!!■ CGGSbeGQ� Reooggeee ! gaa�||6Gaggg/. }\ }| .- ! �\/g/d/dgdlgla /2 0 LL C b O O pe p G — r N OO oC O y9 Vr y � N N V°i p O N r •� yr y 4 a y Jj e a� vi r e•i — L W d L W 3 o s s W a Z e � a 6 = O q O 1 e0. L O S° E o U ri y F \ §:e Q< /§\§!§/ g / -\/\/ |- . ) !\ - � ...: ■ .... .. "§ --- | . § - : \ }! � \{/ | ))\()){\ 2!raz �lv;=g,�;� | \ ) j\, RESOLUTION A RESOLUTION OF THE MAYOR AND CITY COMMISSION OF THE CITY OF MIAMI BEACH, FLORIDA, ACCEPTING THE RECOMMENDATION OF THE CITY MANAGER TO PIGGYBACK FROM THE LEAGUE OF OREGON CITIES CONTRACT NO. PS24290 FOR A NEW PARKING MANAGEMENT SYSTEM WITH FLASHPARKING, INC., AND FURTHER WAIVING, BY A 5I7TH VOTE, THE FORMAL COMPETITIVE BIDDING REQUIREMENTS PURSUANT TO SECTION 2-367(E) OF THE CITY CODE, FINDING SUCH WAIVER TO BE IN THE BEST INTEREST OF THE CITY; AND AUTHORIZING THE CITY MANAGER AND CITY ATTORNEY TO NEGOTIATE AN AGREEMENT WITH FLASHPARKING, INC. FOR THE PARKING MANAGEMENT SYSTEM TO REPLACE THE CURRENT PARKING ACCESS AND REVENUE CONTROL SYSTEM ACROSS THE CITY'S PARKING GARAGES, AND FURTHER AUTHORIZING THE CITY MANAGER AND CITY CLERK TO EXECUTE A FIVE-YEAR AGREEMENT[ME1] , IN AN AMOUNT NOT TO EXCEED THE ANNUAL APPROPRIATION FOR THESE PRODUCTS AND SERVICES THROUGH THE CITY'S BUDGET PROCESS. WHEREAS, the City of Miami Beach Parking Department operates twelve (12) municipal garages serving an average of 2,000 visitors per month, with volumes increasing significantly during peak periods such as Spring Break, Memorial Day Weekend, and Art Basel; and WHEREAS, the City's current parking access and revenue control system, installed under Contract No. ITN 2014-170-SW with SKIDATA, has exhibited recurring performance and reliability issues, including frequent hardware failures, slow gate operation, and delayed support response times, resulting in operational inefficiencies, reduced customer satisfaction, and potential revenue loss; and WHEREAS, the Administration intends to exercise the 30-day termination clause within the existing SKIDATA agreement in order to transition to a more advanced, reliable, and customer focused parking management solution that aligns with the City's modernization goals; and WHEREAS, the Administration evaluated multiple cooperative procurement options and identified the League of Oregon Cities Contract No. PS24290, awarded to FlashParking, Inc. through NPPGov, as the most cost-effective and operationally advantageous option, offering discounted pricing of twenty percent (20%) on hardware, ten percent (10%) on software, and fifteen percent (15%) on implementation services through January 27, 2031; and 2899 of 3458 WHEREAS, the proposed FlashParking Inc. system utilizes a modern, cloud based architecture with real-time monitoring, diagnostic reporting, mobile payment functionality, and license plate recognition technology to enhance operational reliability, improve vehicle throughput, strengthen revenue integrity, and elevate custeme, experience; and WHEREAS, The proposal from FlashParking, Inc. includes a turnkey, hardware - as -a -service solution for all municipal garages totaling $4,028.580.00, of which $3,450,041.15 (86%) falls within the cooperative agreement pricing, and $578,538.85 (14%) representing capital, support, and warranty services falls outside the cooperative scope and exceeds the City Manager's procurement authority, thereby requiring Commission approval by a 5/7ths vote; and WHEREAS, the Finance and Economic Resiliency Committee, at its meeting on September 26, 2025, issued a favorable recommendation to advance the modernization of the City's parking infrastructure through this initiative; and WHEREAS, the total projected annual economic impact of the new system is $805,716, representing a net increase of $322,353 when offset by the City's current annual allocation of $483,363 for maintenance and service costs; and WHEREAS, the Mayor and City Commission find that waiving the formal competitive bidding requirements, pursuant to Section 2-367(E) of the City Code, is in the best interest of the City in order to expedite implementation and ensure continuity of parking operations. NOW, THEREFORE, BE IT DULY RESOLVED BY THE MAYOR AND CITY COMMISSION OF THE CITY OF MIAMI BEACH, FL, THAT THE MAYOR AND CITY COMMISSION HEREBY ACCEPT THE RECOMMENDATION OF THE CITY MANAGER TO UTILIZE THE LEAGUE OF OREGON CITIES CONTRACT NO. PS24290 WITH FLASHPARKING, INC. FOR A NEW PARKING MANAGEMENT SYSTEM ACROSS ALL CITY PARKING GARAGES.THE MAYOR AND CITY COMMISSION, BY A 5/7THS VOTE, WAIVE THE FORMAL COMPETITIVE BIDDING REQUIREMENTS PURSUANT TO SECTION 2-367(E) OF THE CITY CODE, FINDING SUCH WAIVER TO BE IN THE BEST INTEREST OF THE CITY. THE CITY MANAGER AND CITY ATTORNEY ARE AUTHORIZED TO NEGOTIATE AND EXECUTE A FIVE-YEAR AGREEMENT WITH FLASHPARKING, INC., IN AN AMOUNT NOT TO EXCEED THE ANNUAL APPROPRIATION FOR THESE PRODUCTS AND SERVICES. PASSED and ADOPTED this day of , 2025 ATTEST., Steven Meiner, Mayor 2900 of 3458 Rafael E. Granado, City Clerk 2901 of 3458