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Item 8D - Recruitment of City AttorneyAGENDA ITEM: CITY OF ATLANTIC BEACH CITY COMMISSION MEETING STAFF REPORT Recruitment of City Attorney AGENDA ITEM# SD JANUARY 25, 2016 SUBMITTED BY: Catherine Berry, J.D., Director of Human Resourcese8 DATE: January 13, 2016 STRATEGIC PLAN: None BACKGROUND: The City Attorney firm submitted its resignation on Monday, January 11, 2016, but agreed to serve through the transition period. The City Manager directed the Human Resources Director to draft an RFP to select a new City Attorney-firm, a copy of which is attached. The timeline contained in the Draft RFP is as follows: [entative Calendar of Events 1 RFP Issue Date January 26, 2016 2 Responses Due to HR Director February 24, 2016 by 3:00 3 Public Openinq of Bids-Commission Chambers February 24, 2016 at 4:00 4 Commission Meeting-Evaluation and Ranking February 29, 2016 at 6:00 5 Commission Mtg -Oral Presentations and Final Selection March 7, 2016 at 6:00 RECOMMENDATION: Approve the RFP drafted by the Human Resources Director and direct her to oversee administration of the recruitment process, as outlined in the RFP, in conjunction with the City Manager. Once a top candidate is selected by the Commission, the City Manager, in conjunction with the Human Resource Director, will negotiate the contract. The Commission will then approve the contract and the Mayor will execute. ATTACHMENTS: Draft RFP BUDGET: No impact. REVIEWED BY CITY MANAGER: ·---//f_, t/~ et~ City of Atlantic Beach LEGAL SERVICES FOR CITY ATTORNEY-FIRM Request for Proposal No. 16-02 Date of Iss ue : January 26, 2016 PROPOSALS DUE: February 24, 2016 by 3:00 p .m. Ci ty Hall Attn: Hum an Re sou r ces Director 800 Sem inole Ro ad Atlantic Beac h, FL 32233 AGENDA ITEM # 8D JAN UA RY 25, 2016 ALL RESPONSES MUST BE RECEIVED BY THE HR DEPARTMENT BY 3 :00 PM ON FEBRUARY, 2016 TO BE CONSIDERED RESPONSIVE. SECTION I General Terms & Conditions Obtain Documents Bidders may obtain one set of bidding document forms from : Catherine Berry, J .D . Director of Human Resources City Hall 800 Seminole Road , Atlantic Beach, FL 32233 Phone: 904-247-5890 cberrv@coa b.us Documents are available for download at: http://www. coab. us/bi ds Responses Due AGENDA ITEM 1180 JANUARY 25, 2016 Sealed proposals will be received by the Director of Human Resources , City Hall, 800 Seminole Road, Atlantic Beach, Florida, 32233 until 3 :00 p .m . on February 24, 2016. It is the bidder's responsibility to assure that your proposal is delivered at the proper time to the Human Resources Office. Proposals, which for any reason are not so delivered , will not be cons id ered. All proposa ls received after th e date a nd time specified will not be accepted . At 4 p .m. on Wednesday, February 24. 2016 all proposals will be publicly opened and acknowledged in Commission Chambers, 800 Seminole Road , Atlantic Beach, Florida 32233. Pursuant to Florida Statute 119.071 (1 )(b)1 .a., sealed bids or proposals rece ived by an agency pursuant to invitations to bid or requests for proposals are exempt f rom s. 119.07{1) and s. 24(a}, Art. I of the State Constitution uhtll such time as the agency provides notice of a decision or intended decision pursuant to s. 120.57(3)(a) or w ithin 10 days after bid or proposal opening, whichever is earlier. Preparation of Proposals Proposals shall be made according to the template furnished by the City, unless otherwise requested w ithin the specification. Submit one {1) original clearly marked on the outside of the enve lope-"ORIGINAL" and (6} copies, clearly marked on their envelopes-"COPY". See Proposal Format on Page 11. Proposals shall be signed in ink with the name of the bidder typed below the s ignature. Where the bidder is a corporation, limited partnership, limited liability company, or other entity other than an individual, proposals must be signed by an authorized representative of the entity in i nk, in longhand (with the typed or printed name of the signer, as signed , be low the signature) with the legal name of the entity followed by the name of the entity's state of incorporation or registration and the legal signature of an officer authorized to bind the entity to a contract. A bidder may be requested to present evidence of his , her, or its experience and qualifications and the entity's financial ability to carry out the terms of the contract. Proposal Submittal Proposals shall be subm itted directly to the Director of Human Resources in City Hall , in an opaque, sealed envelope or box. Id entify the package with the following information: PROPOSAL NAME PROPOSAL NUMBER PLACE A ND TIME OF PUBLIC OPENING NAME OF COMPANY/I NDIVIDUAL SUBMITTING PROPOSAL Submit proposa l in accordance with the instructions listed herein regarding time, place and date required. Respons es received after the t ime requirement will NOT be opened and will NOT be considered for award . It is the sole responsibility of the respondent to be swre his/her response is delivered directly to the H uman Resources Director's office by the required time and date, and th at the response is properly sealed and labeled as required . The City will not be responsible for any proposal delivered incorrectly or to the wrong address or location . 2 1 r•'lle l t l V o I fl t I 1 11 I I r I) t' ~ t II llFPIIlb 02 Tentative Calendar of Events* 1 RFP Issue Date 2 Responses Due to HR Director 3 Public Opening of Bids-Commission Chambers 4 Commission Meeting-Evaluation and Ranking 5 Commission Meeting-Oral Presentations and Final Ranking AGENDA ITEM# SD JANUARY 25, 2016 January 26, 2016 February 24, 2016 by 3:00 February 24, 2016 at 4:00 February 29, 2016 at 6:00 March 7, 2016 at 6:00 *All times, dates and actions are subject to change. All meetings are publicly posted and open to the public under the Sunshine Law. Basis of Bids/Proposals The words "BID" and "PROPOSAL" shall be interpreted to have the same meaning for purposes of these specifications, terms and conditions. Bidder will include all cost items; failure to comply may be cause for rejection. No segregated bids or proposals, or assignments will be considered. It is the intent of the City to promote competitive bidding. It shall be the responsibility of the bidder to advise the Human Resources Manager of any language, requirements, etc. or any combination thereof, which the bidder feels may inadvertently restrict or limit the requirements stated in the specifications to a single vendor or manufacturer. Such notification must be made in writing at least 6 working days prior to opening date and time of the bid/proposal. Bid Prices The proposer warrants by virtue of bidding that the prices, terms and conditions quoted in this bid will be firm for a period of ninety {90) days from the date of the public opening unless otherwise specified by the proposer, and shall not be amended after the date and time of the public opening. Any attempt by a successful proposer to amend said prices except as otherwise provided herein shall constitute a default. Contract Award The City reserves the right to award one (1) contract to the most qualified CITY ATTORNEY/FIRM, as determined by the Commission. Modifications and Withdrawals Proposals cannot be modified after submitted to the City. Proposers may withdraw proposals at any time before the proposal public opening. HOWEVER-NO PROPOSAL MAY BE WITHDRAWN OR MODIFIED AFTER THE PROPOSAL PUBLIC OPENING. Disqualifications The City of Atlantic Beach reserves the right to disqualify bids/proposals, before or after opening, upon evidence of collusion with intent to defraud or other illegal practice upon the part of the bidder. (See Non-Collusion Affidavit form) Bidder also warrants that no one was paid or promised a fee, commission, gift or any other consideration contingent upon receipt of an award for the services or product(s) and/or supplies specified herein. Drug-Free Workplace The City of Atlantic Beach is a Drug Free Workplace. It is strongly suggested that the attached Drug Free Workplace Form be signed and returned to this office with the proposal if a Drug-Free Workplace program is in place. Public Entity Crimes Statement Pursuant to Subsections 287.133(2) and (3), F.S., "a person or affiliate who has been placed on the convicted vendor list following a conviction for a public entity crime may not submit a bid, proposal, or reply on a contract to provide any goods or services to a public entity; may not submit a bid, proposal, or reply on a contract with a public entity for the construction or repair of a public building or public work; may not submit bids, proposals, or replies on leases of real property to a public entity; may not be awarded or perform work as a contractor, supplier, subcontractor, or consultant under a contract with any public entity; and may not transact business with any public entity in excess of the threshold amount provided in s. 287.017 for CATEGORY TWO for a period of 36 months following the date of being placed on the convicted vendor list." 3IPage City of Atlantic Beach RFP1116 02 Anti-Collusion Requirement AGENDA ITEM # 8D JANUARY 25, 2016 Under no circumstances shall any prospective proposer, or any person or persons acting for or on behalf of any said prospective proposer, seek to influence or gain the support of any member of the City Commission or the City Staff favorable to the interest of any prospective proposer or seek to influence or gain the support of any member of the City Commission or City Staff against the interest of any prospective proposer. Any such activities shall result in the exclusion of the prospective proposer from consideration by the City. Minority and Women Owned Business Enterprise (M/WBE) M/WBEs are encouraged to participate in the proposal process. Regulations Violation of any local, state or federal law in the performance of this Agreement shall constitute a material breach of this Contract. Agreement The resulting AGREEMENT or CONTRACT, which shall include these General and Special Conditions and all Amendments or Addenda issued by the City, contains all the terms and conditions agreed upon by all parties. No other agreements, oral or otherwise, regarding the subject matter of this AGREEMENT/CONTRACT shall be deemed to exist or to bind either party hereto. All proposed changes must be submitted to the City in writing, and approved by the City in writing prior to taking effect. Use of Other Contracts The City of Atlantic Beach reserves the right to utilize other legal service providers, if in the best interest of the City. Termination/Cancellation of Contract The City reserves the right to cancel the contract without cause with a minimum thirty (30) days written notice. Upon such termination for convenience, successful bidder shall be entitled to payment, in accordance with the payment provisions, for services rendered up to the termination date and the City shall have no other obligations to successful bidder. Successful bidder shall be obligated to continue performance of contract services, in accordance with this contract, until the termination date and shall have no further obligation to perform services after the termination date. Termination or cancellation of the contract will not relieve the bidder of any obligations or liabilities resulting from any acts committed by the bidder prior to the termination of the contract. Reserved Rights The City reserves the right to accept or reject any/or all submissions, to accept all or any part of the submission, to waive irregularities and technicalities, and to request resubmission, if it is deemed in the best interest of the City. The City, in its sole discretion, may expand the scope of work to include additional requirements. The City reserves the right to investigate, as it deems necessary, to determine the ability of any Proposer to perform the work or services requested. The Proposer upon request shall provide information the City deems necessary in order to make a determination. Amendment The awarded CITY ATTORNEY-FIRM understands and agrees the contract constitutes the sole and complete understanding between the parties and supersedes all agreements between them, whether oral or written with respect to the subject matter. No amendment, change, or addendum to this Contract is enforceable unless agreed to in writing by both parties and incorporated into this Contract. The City Commission may agree to amendments that do not increase compensation to awarded Proposer. The City Commission shall approve all increases in compensation under this Contract. Assignment The awarded CITY ATTORNEY-FIRM shall not assign any interest in this Contract and shall not transfer any interest in same (whether by assignment or novation) without prior written consent of the City Commission except that claims for the money due or to become due the awarded Proposer from the City under this Contract may be assigned to a financial 41Page City of Atlantic Beach RFP#16-02 institution or to a trustee in bankruptcy without such approval from the City. Notice of such transfer or assignment due to bankruptcy shall be promptly g iven to the City. Laws & Regulations The successful bidder at all times s hall be familiar with and observe and comply with all Federal, State, Local , and Municipal laws, codes, ordinances, rul es and regu lation s which in any manner may apply and those which may be enacted later, or bodies or tribunals having jurisdiction or authority over the work and shall ind emnify and save harmless th e City of Atlantic Beach against any claims or liability arising f rom , or based on, the v iola tion of any such law, ordina nce, rule, code, regulation , order, patent infringements or decrees. In the event any sit uation is brought to mediation or a court of law, the venue sha ll be the County of Duval, in the State of Florida, where all laws, regulations , ordinances, codes, a nd rules sha ll be used in the adj udication . Communications To ensure f a ir conside ration for a ll prospective bidde rs throughout the duration .of the formal solicitation process, the City of Atlantic Beach prohibits communication, whether direct or Indirect, regarding the subject matter of the bid or the specifi ca tions by any means whatsoever (whether oral or written), with a ny City employee, elected official , selection comm ittee member, or representative of the City of Atlantic Beach, from the Issuance of the specifications until the Commission makes the award . Communications initiated by a bidder may be g rounds for disqualifying the offending bidder from consideration for award of the bid or any future bid . The sole exception to th e foregoing ru le Is that a ny question s rel ative to interpreta tion of specificatio ns or the RFP process s hall be addressed to the Human Resources Department, in writing, via fax (904-242-3498) or email (cberry@coab .us). No questions will be a n swered 6 or fewer business days from the date and time of th e public opening. Addenda When questions arise that may affect the bid/proposal, th e answers will be d istributed in the form of a n Addendum , which will be pos ted on the C ity's web site. It is the sole responsibility of the bidder to check the current solicitations web page at http:/lwww.coab.us/ for any addenda. The City will post addenda to this web page only, and will not issue written notification. All addenda must be acknowledged on the Signature Sheet to be considered responsive. Failure to acknowledge all addenda may result In the disqualification of the bid response. Proprietary Information In accord ance with Chapter 119 of the Florida Statutes (Public Records Law), and except as may be provid ed by other applicable State or Feder al Law, all proposers sho uld be aware that Request for Proposals or In vitation for Bids and the respo nses thereto are in the public domain. Compliance Ven ue for any court proceedings arising ou t of or related to this bid or any resulti ng con tract shall be in a court of competent jurisdiction In Duval County , Florida. Equal Opportunity Employment The contrac tor agre es th at it will not discriminate against any employee or applicant for employment for work under th is Agreement because of race , color, religion, sex, age, dis ability, national origin, gender identity, sexual orientation or any other no n-merit factor a nd will take s tep s to ensure that applicants are employed, and employees are treated during employment without regard to such factors . This provision will i nc lude , but not be lim ited to th e following: employment; upgrading ; demotion or t ransfer; recruitment advertising; layoff or termination ; rates of pay, or other forms of compensati on; and selection for train ing, Including apprenticeship. Each employee of the contractor shall be a citizen of the United States or an alien who has been lawfull y admitted for perm anent residence as evidenced by an Alien Registration Receipt Card . The contractor agrees not to employ any person undergoing sentence of Imprisonment except as provided by Public Law 89-176, September 10, 1965 (or most recent) (18 USC 4082)(c)(2). 5 I p I c p Cll•t of lllf<~nll Beilrl f\FP/116 02 AGENDA ITEM # 8D JANUA RY 25,2016 Fair Labor Standards Act AGENDA ITEM# 8D JANUARY 25, 2016 Contractor is required to pay all employees not less than the Federal minimum wage and to abide by other requirements as established by the Congress of the United States in the Fair Labor Standards Act, as amended from time to time. Unauthorized Aliens The City shall consider the employment by any Contractor of unauthorized aliens as a violation of section 274A(e) of the Immigration and Nationalization Act, as amended. Such violation shall be cause for unilateral cancellation of this contract. Disclaimer of Liability The City will not hold harm less or indemnify any respondent for any liability whatsoever. Sovereign Immunity Reserved The City reserves and does not waive any and all defenses provided to it by the laws of the State of Florida or other applicable law, and specifically reserves and does not waive the defense of sovereign immunity. 6IPage City of Atlantic Beach RFPII16 02 SECTION II SCOPE OF SERVICES, MINIMUM REQUIREMENTS AND QUALIFICATIONS Introduction The City of Atlantic Beach, Florida, is soliciting proposals from experienced and well-qualified firms or individuals from Duval, Nassau, Clay, Baker or St. Johns County to serve as City Attorney on behalf of the City of Atlantic Beach, its elected officials, department heads, and employees, in all areas of municipal law. The City Charter of the City of Atlantic Beach, Florida, provides as follows: Article V: City attorney Sec. 31. Appointment and qualifications: The city commission shall appoint a city attorney who shall be an attorney with at least five years of experience in the practice of general, civil or municipal law, admitted in and having authority to practice in all courts of this state, and who shall be compensated at a rate set by the city commission. Sec. 32. Powers and duties: The duties of the city attorney shall include: (1) Acting as the legal advisor to, and attorney and counselor for, the city and its officers in matters relating to their official duties; and (2) Preparing in writing, all contracts, bonds and other instruments in which the city is concerned and giving an endorsement of approval as to form and correctness; and (3) Prosecuting and defending for and on behalf of the city, all civil complaints, suits and controversies in which the city is a party; and (4) Furnishing opinions on questions of law relating to the powers and duties of city officers; and (5) Performing such other duties as may be required by ordinance or resolution of the city commission. The City Attorney is appointed by and serves at the pleasure of the City Commission. The City of Atlantic Beach is a Commission/Manager form of government. A general description of the City, its departments, and form of government is attached hereto as Exhibit "A". The firm or attorney selected must be experienced in representing cities, counties, special districts or other local governmental agencies in the State of Florida. The attorney should be familiar with all areas of municipal law. Preference will be given to a firm or individual with the ability to provide comprehensive legal services under a single agreement. The firm or attorney's engagement will be at will and may be terminated by the City Commission at the City Commission's discretion. The City will not be liable for any cost incurred by proposers in replying to this Request for Proposal, or if interviewed, presentation costs. To avoid real or perceived conflicts of interest, the firm or attorney selected may not represent an employee of the City, or immediate family members, in any matters not related to this agreement. 71Page City of Atlantic Beach RFP#16-02 AGENDA ITEM# 8D JANUARY 25,2016 AGENDA ITEM# 8D JANUARY 25, 2016 Scope of Services SIP age 1. To perform the duties and responsibilities pursuant to the Charter of the City of Atlantic Beach and the general laws of the State of Florida. 2. Advise, research, assist and render written opinion to the City on a wide variety of legal areas including but not limited to: general municipal law, labor law, general, state and federal laws relating to municipal government, intergovernmental relations and rules and regulations. 3. Legal advisor and counselor for all departments and all of its officers in matters relating to their official duties. 4. Prepare, review, or advise on all contracts, bonds, and all other legal and official instruments in which the Municipality is concerned and shall endorse on each his approval of the form and correctness. 5. Advise, research and assist the City on a wide variety of legal areas including but not limited to: grants, budgets, bonds, user fees, impact fees, franchise fees, property taxes, special assessments, public disclosure issues, and laws against discrimination. 6. Advise, research and assist the City on a wide variety of legal areas including but not limited to: with the preparation of ordinance, resolution development and interpretation, housing, subdivision and land use law, comprehensive planning, zoning regulations and property rights, eminent domain, economic development activities, public utilities, code enforcement, building codes, real estate law, annexations. 7. Advise, research and assist the City on a wide variety of legal areas including but not limited to: contract law, environmental law, franchise law, municipal leases, purchasing and procurement. 8. Advise, research and assist the City on a wide variety of legal areas including but not limited to: personnel matters including collective bargaining, union negotiations, arbitration, employee grievances, including advice on the creation of policies and procedures. 9. Advise, research and assist the City on a wide variety of legal areas including but not limited to: criminal prosecution, litigation and trial activity, tort law and proactive methods to avoid litigation. 10. Shall act as prosecuting attorney before the Code Enforcement Board and participate in all meetings. 11. Prosecute and defend on behalf of the City all complaints, suits and controversies in which the City is a party except where the City's defense is provided either by contract or law by a third party. 12. Furnish the City Commission, the City Manager and the head of any department, his opinion on any question of law relating to any matter concerning their respective power and duties. 13. Advise the City Commission as to their compliance or non-compliance with the provisions of the Charter and Florida Statutes. 14. Attend all meetings of the City Commission, including Special Called meetings, (including review agendas in advance) to supply those legal services as may be needed during the meeting. 15. Attend and provide Counsel and legal services for City boards, task forces and committees duly authorized by City Commission (i.e., Community Development and Code Enforcement) and others requested by City Manager, based.on availability. 16. Assist the City in preparation, drafting, revisions of codes, ordinances, resolutions, amendments, leases, policy and procedural manuals, and other documents at the request of the City Commission and/or City Manager. 17. Assist, revise, review and/or advise with acquisition requirements with appropriate departments, evaluate any special legal or cost problems, develop acquisition timetables, make preliminary cost estimates and obtain or develop proper legal descriptions of real estate transactions. Prepare documents necessary for routine land purchases and/or sales. All.such transactions shall be deemed to be routine unless the Attorney contacts the City in advance and obtains.the City's approval that the transaction contemplated is non-routine. 18. Submit, as part of the annual budget process, anticipated expenditures, and revenues. 19. Provide monthly report to City Manager summarizing legal services activities, if requested. 20. Provide all required documentation to the external auditor as part of annual audit. 21. Coordinate and supervise specialized legal services provided by outside counsel. 23. Keep the City Commission, City Manager, and City Clerk informed of legislation or judicial opinions that have potential impact to the City. 24. Meet with City Manager and/or designee on an as needed basis to provide for the operational necessity of the City. 25. Assist in preparation, drafting, revisions of contracts, amendments to the contracts and other legal documents at the request of the commission and/or City Manager. 26. Advise City Commission, City Manager and City Clerk at least once a year on Sunshine Law and public records law, home rule, legislative and quasi-judicial bodies; and all other areas of municipal law, legislative and judicial opinions that could potentially impact the City. 27. Perform any other duties as assigned by the City Charter, or as directed by the City Commission. City of Atlantic 13each RFPII1G~02 Minimum Requirements And Qualifications Please see requirements outlined in the Charter and listed above. Negotiations The City reserves the right to negotiate the fee proposal, terms, and conditions in this contract. Insurance Requirements AGENDA ITEM# 8D JANUARY 25, 2016 A. The City Attorney-firm shall procure and maintain, at its sole expense during the life of the engagement, insurance of the types and the minimum amounts stated below. Professional Liability or malpractice or errors & omissions insurance shall be purchased and maintained with a minimum of $1,000,000 per occurrence for this Agreement with a $2,000,000 policy term general aggregate. Occurrence Form is required. Any and all deductibles to the above-referenced policies are to be the responsibility of the CITY ATTORNEY-FIRM. The CITY ATTORNEY-FIRM's insurance is considered primary for any loss, regardless of any insurance maintained by the City. The CITY ATTORNEY-FIRM is responsible for all insurance policy premiums, deductibles, SIR (self-insured retentions) or any loss or portion of any loss that is not covered by any available insurance policy. B. Such insurance shall be written by a company or companies licensed to do business in the State of Florida and satisfactory to the City Commission. Prior to commencing any work under the engagement letter, certificates evidencing the maintenance of said insurance shall be furnished to and approved by the City. C. The insurance shall provide that no material alteration or cancellation, including non-renewal, shall be effective until thirty (30) days after receipt of written notice by the City; provided, however, that for the professional liability insurance, in lieu of the foregoing requirement, the City in its sole discretion, may agree to accept notice of such material alteration or cancellation from the City Attorney. Liability of City Attorney-Firm The CITY ATTORNEY-FIRM shall indemnify and hold harmless the City, its Commissioners, officers and employees, from all liabilities, damages, losses and costs (including, but not limited to, reasonable attorneys' fees and court costs, whether such fees and costs are incurred in negotiations, at the trial level or on appeal, or in the collection of attorneys' fees), to the extent caused by the negligence, recklessness, or intentionally wrongful conduct of the CITY ATTORNEY -FIRM, or CITY ATTORNEY-FIRM's officers, employees, agents, and other persons employed or utilized by the CITY ATTORNEY-FIRM in the performance of, or the failure to perform, the Agreement. In the event of a claim, the City shall promptly notify the CITY ATTORNEY-FIRM in writing by prepaid certified mail (return receipt requested) or by delivery through any nationally recognized courier service (such as Federal Express or UPS), which provides evidence of delivery, at the address provided for receipt of notices in this Agreement. Such notification may also be provided by fax transmission to the following fax number: FAX: 904-242-3498 The City shall provide all available information and assistance that the CITY ATTORNEY -FIRM may reasonably require regarding any claim. This agreement for indemnification shall survive termination or completion of the Agreement. Nothing in this Agreement shall be deemed to affect the rights, privileges and immunities of the City as set forth in Florida Statute § 768.28. 9IPage City of Atlantic Beach RFP~16 02 SECTION Ill PROPOSAL FORMAT: AGENDA ITEM# SD JANUARY 25, 2016 Proposers must respond in the format delineated below. All responses, and copies, are to be submitted on 8 ~ x 11 inch paper, bound individually. An electronic file (CD or flash drive) of your proposal is to be included in the proposal marked "original". Such electronic file shall be in Microsoft Word, Excel, Power Point or pdf-the most recent software version. Each directive listed will require an individual index tab in your response package to indicate the information as requested is listed behind its specific tab. Any other information pertinent to the headings as listed herein may be added to the end of each section. However, required information must be listed first in each section. If further materials are necessary to complete your response and are not noted under any of the headings listed below, add a TAB -X tab to the end of your response with proper index as to the subject matter contained therein. Any Addenda are to be acknowledged on the Signature Sheet. Failure to submit this information will render your proposal non-responsive. Each Section is to be preceded with a Tab delineating the information after the Tab. Tab 1. Title Page/Cover Letter/Table of Contents Title Page shall show the request for proposal's subject, title and proposal number; the firm's name; the name, address and telephone number of a contact person; and the date of the proposal. The response shall contain a cover letter signed by a person who is authorized to commit the Proposer to perform the work included in the proposal, and should identify all materials and enclosures being forwarded in response to the RFP. The Table of Contents shall provide listing of all major topics, their associated section number, and starting page. This section shall also include: Name of attorney and law firm; date firm established; locations of all offices and dates established. Tab 2. Experience of the law firm Identify whether attorney is certified in city, county, and local government law, the attorney's professional ratings and/or recognition in the legal community for professional achievement (e.g. Martindale-Hubbell ratings); recognition or extraordinary participation in Florida Bar, Federal Bar, American Bar Association, local bar associations or professional practices committees, or ratings by other nationally recognized systems. Provide detail on the attorney's law firm's demonstrated experience in representation of cities, counties, special districts, and other governmental entities and the relationship between the attorney and law firm and the identified entity, including: Past record of performance for entities described in above paragraph; Experience in preparation and drafting or ordinances and advising governmental entities on revision of ordinances, codes or charter issues; Attendance at governmental board meetings or City Commission meetings; Knowledge of public finance; Knowledge and practice in the area of land use, zoning, real property, and community development issues, including growth management and comprehensive plan amendments; Knowledge and practice in the area of public works issues, including utilities and utility franchise agreements; Representation of entities in litigation; Experience or practice in advising entities on Florida Sunshine and public records law, and practice and procedures before local government, legislative, and quasi-judicial bodies; Location and availability to City staff; Depth of firm and ability to provide comprehensive services; Knowledge of Code Enforcement proceedings. Knowledge of and experience in grant submission review. List all judgments or lawsuits against each attorney or your law firm in the last five (5) years, including the nature of the lawsuit and the resolution thereof. List all lobbyists employed by your firm and the areas in which they lobby. 10 I P a g e City of Atlantic Beach RFPtll6 02 Tab 3 Experience of Attorneys AGENDA ITEM# 8D JANUARY 25, 2016 Name and biographical sketch of the attorney who will be assigned as City Attorney for the City of Atlantic Beach. Also provide the names and resumes of other attorneys who will assist and attend any of the City Commission or other meetings, to include the following: 1. Whether a member in good standing of the Florida Bar, and if so, the date of admission; 2. If a member in good standing of other bars, identify state and date of admission; 3. The area of practice concentration relative to the area of service required by the City, including experience in municipal law; 4. State as to each attorney whether such attorney is certified in city, county, and local government law by the Florida Bar; 5. State as to each attorney whether such attorney is rated by any national rating service and the rating of each attorney. Identify one attorney to serve as City Attorney at each City Commission meeting and other Boards as may be requested or scheduled. Identify the attorney, if applicable, that would serve as the City's labor attorney under your proposal. Provide information as to each of the individual attorney's experience and the firm's experience in representing local governmental entities. That is, identify all current (and for the past five (5) years) municipal, county, or other governmental agencies for which your firm and each attorney who will be assigned to the City of Atlantic Beach have provided legal counsel or advice and the relationship between the law firm and/or each individual attorney and the identified entity. Describe what services of the City Attorney, as enumerated on pages 7-8, are performed by you or your firm for other represented public entities. Tab 4. Fee Proposal The firm or attorney shall submit a proposal for compensation, which should include, but is not limited to, an hourly rate option, a monthly retainer fee option, or a combination of these options. Unless strictly a monthly retainer, the hourly rate option is mandatory. The fee schedule shall include the following information: A. The hourly rates for the city attorney, assistant city attorneys, senior attorneys and every other attorney, paralegal or staff member (if any) anticipated to provide service to the City. The city attorney, assistant city attorneys and senior attorneys must be identified by name. Include labor attorney, if applicable. B. The rates for reimbursable and/or out-of-pocket expenses, including, but not limited to, word processing, photocopying, faxing, etc. C. The proposed rates for all other fee proposals or arrangements outside the standard hourly rates, if proposed by you or your law firm. D. Propose a provision for rate increases in future years. Tab 5. References You may provide references of municipal or similar governmental entities the attorney or firm presently represents or has represented in the past three (3) years. For each reference provide: (i) name of entity; (ii) contact person; (iii) address and telephone number for reference; and (iv) dates of representation. lliPage City of Atlantic Beach RFPH16 02 Tab 6. Required Forms , AGENDA ITEM# SD JANUARY 25, 2016 Include fully executed Documents Required Checklist, Signature Sheet, Drug Free Workplace Form, Public Entity Crimes Statement, Non-Collusion Affidavit of Prime Respondent, Completed Form W-9 and New Vendor Information Form. In addition, any prospective City Attorney and law firm must make an affirmative statement to the effect that, to its knowledge, the appointment as City Attorney will not result in a conflict of interest with respect to current or anticipated clients of the law firm. If a conflict is deemed to possibly exist, the prospective City Attorney or law firm shall state the nature of such conflict, and a proposal to resolve the same prior to appointment as City Attorney. Tab X. Miscellaneous 12 I P a g e City of Atlantic Beach RFP#l6-02 SECTION IV EVALUATION PROCEDURE: AGENDA ITEM# 8D JANUARY 25, 2016 All proposals will be subject to a review and evaluation process. It is the intent of the City that all proposers responding to this RFP, who meet the requirements, will be evaluated in accordance with the criteria established in these documents. The City will consider all responsive and responsible proposals received in its evaluation and award process. Criteria Firms submitting the required criteria will have their proposals evaluated for technical qualifications. The following represent the principal selection criteria, which will be considered during the evaluation process. Each proposal will be evaluated for full compliance with the RFP instructions to the Proposer and the terms and conditions set forth within the RFP document. The objective of the evaluation will be to recommend the firm that is the most fully qualified based upon the herein described needs of the City. Prospective bidders are prohibited from contacting any member of the Commission or City Staff (except the Director of Human Resources for clarification purposes only) at any time during the bid process, to discuss any aspect of the bid process, up to the time of contract award. Any attempted contact may be grounds for disqualification. Tentative Calendar of Events* 1 RFP Issue Date January 26, 2016 2 Responses Due to HR Director February 24, 2016 by 3:00 3 Public OpeninQ of Bids -Commission Chambers February 24, 2016 at 4:00 4 Commission Meeting-Evaluation February 29, 2016 at 6:00 5 Commission Meeting-Oral Presentations (if required) and Final Selection March 7, 2016 at 6:00 * All times, dates and actions are subject to change. All meetings are publicly posted and open to the public under the Sunshine Law. 13IPage City of Atlantic Beach RFPII16 02 SELECTION PROCESS AGENDA ITEM# 8D JANUARY 25, 2016 In general, the City wishes to avoid the expense to the City and to proposers of unnecessary presentations. Therefore, the Commissioners will request the Human Resources Director to schedule the top ranked attorney/firm(s) for presentations at the March 7 Special Called Commission Meeting. 1. The Commission will evaluate the firms which have submitted proposals and will conduct reference checks. The Commission will determine the best qualified City Attorney-Firms on the basis of their submitted proposals. 2. Recommendation and Approval of Ranking: The Commission will make a final ranking after formal oral presentations by the top ranked Attorney-Firms. The City Commission's decision will be final. The City shall not be liable for any costs incurred by the proposer in connection with such interview or presentation. After the City Commission has established the final ranking, negotiations with the first ranked Attorney-Firm will be initiated by the City Manager or his designee. If those negotiations are unsuccessful, the Commission will then open negotiations with the next ranked Attorney-Firm. Upon successful execution of a contract, the remaining firms will be notified that the process has been completed and that they were not selected. Formal Oral Presentations The City will receive oral presentations from the top-ranked proposers, as determined by the Commission. Such oral presentations will be conducted at a Special Called Commission meeting and will be open to the public. The City's Human Resources Director will establish the schedule and proposers will be notified at least five (5) calendar days in advance of the date, time and place of the presentations. The specific format of each presentation will be provided to proposers with the notifications. The City will allot equal time for each proposer divided into two sequential parts: formal presentations, and questions and answers. Oral presentations will provide an opportunity for the proposers to demonstrate their ability to use time efficiently, effectively and economically. The times allotted are maximums and no firm will be penalized for using less than the allotted time. 14 I P a g e City of Atlantic Beach RFPtll6-02 CITY OF ATLANTIC BEACH Request f or Proposa ls Attorney Services RFP #16-0 2 DOCUMENT REQUIREMENTS CHECKLIST AGENDA ITEM # 8D JANUARY 25,2016 ALL REQUIRED DOCUMENTS, AS LISTED BELOW , MUST BE INCLUD,ED WITHIN YOUR PROPOSAL PACKAGE. ONE (1) ORIGINAL AND SIX (6) COPIES, PLUS AN ELECTRONIC FILE (CD OR FlASH DRIVE) WITH ALL REQUIRED DOCUMENTS SHOULD BE SENT TO TH E CITY AND SHOULD BE IN THE SAM E ORDER AS liSTED BELOW. Propo sa ls, and ALL required documents, submitted as comp lete packages (one ori ginal and six co pies pl us one digital copy) to i nclude the fo ll owing under Tab 6, Required form s: o Signed copy of the Document Req uirem en t s Checklist a Signature Sheet acknowledging add endum s a Drug Fr ee Workpla ce, if appr opriate a Public Entity Crimes Statement o Non -Collusion Affidavit of Prim e Respond ent a Completed Form W-9 Request for Ta xpayer Id entification Number and Certifica tion (form may be o btained from the IRS website https://www.irs .gov/pub/irs-pdf/fw9.pdf . a New Vendor Inform atio n Form The above requirements have been noted and are understood by bidder. I understand that failure to submit an item listed above may result in rejection of this bid. SIGNATURE : PRINT:----------- COMPANY : ADDRESS :------------ PHON E: FA X: E-MAIL: DATE : 1s I P , s c c i t v o r A t 1 ~ n t 1 c B e ;1 c 11 RFP III 6 02 Proposer: Address: Telephone Number: ADDENDUM ACKNOWLEDGEMENT City Attorney Services RFP-16-02 SIGNATURE SHEET AGENDA ITEM# SD JANUARY 25, 2016 The proposer shall acknowledge obtaining all addenda issued to this formal solicitation from the City's web site by completing the blocks below. Failure to acknowledge all addenda may be cause for rejection of the bid response. Addendum No.----------Date Issued:---------- Addendum No.----------Date Issued:---------- Addendum No.----------Date Issued:---------- Addendum No.----------Date Issued:---------- AUTHORIZED SIGNATURE:--------------------- TITLE: (print/type name as signed above):--------------------- DATE: ____________________________ ___ 16 I P a g e City of Atlantic Beach RFPII16 02 DRUG-FREE WORKPLACE CERTIFICATION AGENDA ITEM# SD JANUARY 25, 2016 Section 287.087, Florida Statues, effective January 1, 1991, specifies that preference must be given to vendors submitting a certification with their bid/proposal certifying they have a drug-free workplace. This requirement affects all public entities of the State and is as follows: IDENTICAL TIE BIDS-Preference shall be given to business with drug-free workplace programs. Whenever two or more bids which are equal with respect to price, quality and service are received by the State or by any political subdivision for the procurement of commodities or contractual services, a bid received from a business that certifies that it has implemented a drug-free workplace program. In order to have a drug-free workplace program, a business shall: 1) Publish a statement notifying employees that the unlawful manufacture, distribution, dispensing, possession, or use of a controlled substance is prohibited in the workplace and specifying the actions that will be taken against employees for violations of such prohibition. 2) Inform employees about the dangers of drug abuse in the workplace, the business's policy of maintaining a drug-free workplace, any available drug counseling, rehabilitation, and employee assistance programs, and the penalties that may be imposed upon employees for drug abuse violations. 3) Give each employee engaged in providing the commodities or contractual services that are under bid a copy of the statement specified in subsection ( 1 ). 4) In the statement specified in subsection (1), notify the employees that, as a condition of working on the commodities or contractual services that are under bid, the employee will abide by the terms of the statement and will notify the employer of any conviction of, or plea of guilty or nolo contendere to, any violation of Chapter 893 or of any controlled substance law of the United States or any state, for a violation occurrence in the workplace no later than five (5) days after such conviction. 5) Impose a sanction on, or require the satisfactory participation in a drug abuse assistance or rehabilitation program if such is available in the employee's community, by any employee who is so convicted. 6) Make a good faith effort to continue to maintain a drug-free workplace through implementation of this section. AS THE PERSON AUTHORIZED TO SIGN THE STATEMENT, I CERTIFY THAT THIS FIRM COMPLIES FULLY WITH THE ABOVE REQUIREMENTS. VENDOR'S SIGNATURE DATE 17 I P a g e City of Atlantic Beach RFP/116-02 PUBLIC ENTITY CRIMES AGENDA ITEM# 8D JANUARY 25, 2016 SWORN STATEMENT PURSUANT TO SECTION 287.133(3)(A), FLORIDA STATUTES, ON PUBLIC ENTITY CRIMES. THIS FORM MUST BE SIGNED AND SWORN TO IN THE PRESENCE OF A NOTARY PUBLIC OR OTHER OFFICIAL AUTHORIZED TO ADMINISTER OATHS. 1. This sworn statement is submitted to the City of Atlantic Beach by ________________________________________________________ ___ (print individual's name and title) for --------------------------------------------------------------- (print name of entity submitting sworn statement) whose business address is ---------------------------------------------- and (if applicable) its Federal Employer Identification Number (FEIN) is _____ __ 2. I understand that a "public entity crime" as defined in Paragraph 287.133(1)(g), Florida Statutes, means a violation of any state or federal law by a person with respect to and directly related to the transaction of business with any public entity or with an agency or political subdivision of any other state or of the United States, including, but not limited to, any oid or contract for goods or services to be provided to any public entity or an agency or political subdivision of any other state or of the United States and involving antitrust, fraud, theft, bribery, collusion, racketeering, conspiracy, or material misrepresentation. 3. I understand that "convicted" or "conviction" as defmed in Paragraph 287.133(1)(b), Florida Statutes, means a finding of guilt or a conviction of a public entity crime, with or without an adjudication of guilt, in any federal or state trial court of record relating to charges brought by indictment or information after July 1, 1989, as a result of a jury verdict, non jury trial, or entry of a plea of guilty or nolo contendere. 4. I understand that an "affiliate" as defined in Paragraph 287 .133(1 )(a), Florida Statutes, means: 1. A predecessor or successor of a person convicted of a public entity crime; or 2. An entity under the control of any natural person who is active in the management of the entity and who has been convicted of a public entity crime. The term "affiliate" includes those officers, directors, executives, partners, shareholders, employees, members, and agents who are active in the interest in another person, or a pooling of equipment or income among persons when not for fair market value under an arm's length agreement, shall be a prima facie case that one person controls another person. A person who knowingly enters into a joint venture with a person who has been convicted of a public entity crime in Florida during the preceding 36 months shall be considered an affiliate. 5. I understand that a "person" as defined in Paragraph 287.133(1)(e), Florida Statutes, means any natural person or entity organized under the laws of any state or of the United States with the legal power to enter into a binding contract and which bids or applies to bid on contracts for the provision of goods or services let by a public entity, or which otherwise transacts or applies to transact business with a public entity. The term "person" includes those officers, directors, executives, partners, shareholders, employees, members, and agents who are active in management of an entity. 6. Based on information and belief, the statement which I have marked below is true in relation to the entity submitting this sworn statement. (Indicate which statement applies.) __ Neither the entity submitting this sworn statement, nor any of its officers, directors, executives, partners, shareholders, employees, members, or agents who are active in the management of the entity, nor any affiliate of the entity has been charged with and convicted of a public entity crime subsequent of July 1, 1989. 18 I P a g e City of Atlantic Beach RFPII16-02 AGENDA ITEM# 8D JANUARY 25, 2016 __ The entity submitting this sworn statement, or one or more of its officers, directors, executives, partners, shareholders, employees, members, or agents who are active in the management of the entity, or an affiliate of the entity has been charged with and convicted of a public entity crime subsequent to July 1, 1989. __ The entity submitting this sworn statement, or one or more of its officers, directors, executives, partners, shareholders, employees, members, or agents who are active in the management of the entity, or an affiliate of the entity has been charged with and convicted of a public entity crime subsequent to July 1, 1989. However, there has been a subsequent proceeding before a Hearing Officer of the State of Florida, Division of Administrative Hearings and the Final Order entered by the Hearing Officer determined that it was not in the public interest to place the entity submitting this sworn statement on the convicted vendor list. (Attach a copy of the final order) I UNDERSTAND THAT THE SUBMISSION OF THIS FORM TO THE CONTRACTING OFFICER FOR THE PUBLIC ENTITY IDENTIFIED IN PARAGRAPH 1 (ONE) ABOVE IS FOR THAT PUBLIC ENTITY ONLY AND, THAT THIS FORM IS VALID THROUGH DECEMBER 31 OF THE CALENDAR YEAR IN WHICH IT IS FILED. I ALSO UNDERSTAND THAT I AM REQUIRED TO INFORM THE PUBLIC ENTITY PRIOR TO ENTERING INTO A CONTRACT IN EXCESS OF THE THRESHOLD AMOUNT PROVIDED IN SECTION 287.017, FLORIDA STATUTES FOR CATEGORY TWO OF ANY CHANGE IN THE INFORMATION CONTAINED IN TIDS FORM. (signature) (date) STATE OF __________________ __ COUNTY OF ----------------------PERSONALLY APPEARED BEFORE ME, the undersigned authority, -----------------------------who, after first being sworn by me, affixed (name of individual signing) his/her signature in the space provided above on this ___ day of _______ , 20 __ _ 19 I P a g e City of Atlantic Beach RFP#l6-02 NOTARY PUBLIC My commission expires: AGENDA ITEM# SD JANUARY 25, 2016 NON-COLLUSION AFFIDAVIT OF PRIME RESPONDENT STATE OF _________________ ) COUNTYOF ) -------------------' being duly sworn, deposes and says that: (1) He/she is of _______________ _ Title Firm/Company the respondent that has submitted the attached response. (2) He/she is fully informed respecting the preparation and contents of the attached solicitation and of all pertinent circumstances respecting such solicitation. (3) Such solicitation is genuine and is not a collusive or sham solicitation. (4) Neither the said respondent nor any of its officers, partners, owners, agent representatives, employees or parties in interest including this affiant, has in any way, colluded, conspired, or agreed, directly or indirectly, with any other respondent, firm or person, to submit a collusive or sham response in connection with the Agreement for which the attached response has been submitted or to refrain from bidding in connection with such Agreement, or has in any manner, directly or indirectly, sought by Agreement or collusion or communication or conference with any other responder, firm or person to fix the price or prices in the attached solicitation or of any other respondent, or to fix any overhead, profit or cost element of the proposed price or the proposed price of any other responder, or to secure through any collusion, conspiracy, connivance or unlawful Agreement any advantage against the City of Atlantic Beach, Florida, or any person interested in the proposed Agreement. (5) The price or prices quoted in the attached response are fair and proper and are not tainted by any collusion, conspiracy, or unlawful Agreement on the part of the proposer or any of its agents, representatives, owners, employees, or parties of interest, including affiant. (Signed) ------------------- The foregoing instrument was acknowledged before me this ___ day of _____ , 2016, by --------------' who is personally known to me or who has produced ______________ as identification and who did /did not take an oath. NOTARY PUBLIC CITY OF ATLANTIC BEACH 800 SEMINOLE ROAD ATLANTIC BEA CH, FLORIDA 32233-5445 TELEPHONE (904) 247-5880 FAX: (904) 247-5819 WWW.COAB.US New Vendor Information Request Form Please complete and return with all other bid documents Vendor Name (as it s hould appear on Purchase Orders and Ch eck Payments) Remit To Address Phys ical Address (if different fi·om remittance) Company Phone: _________ _ Company Fax: _______ _ Company Webs ite: _______________________ _ Point Of Contact Information: N ame: ------------------------------ E-Ma il Address: _________________________ _ Phone: ------------------------------ Fax: _____________________________ _ AGENDA ITEM #80 JANUARY 25,2016 Shou ld Purchase Orders be faxed o r e-ma ilcd ? Provide co rre ct information fo r e ither choice. EXHIBIT A AGENDA ITEM# 8D JANUARY 25, 2016 Atlantic Beach was a small seaside community around 1900 when Henry Flagler, builder of the Florida East Coast Railway, built the Mayport branch of the railway and erected a station just north of the former Atlantic Beach City Hall (now Adele Grage Cultural Center). In 1913, the railroad sold most of the land to the Atlantic Beach Corporation, which began paving streets, installing lights and water and sewer lines. However, during World War I, people were afraid to come to the coast and the Atlantic Beach Corporation went into bankruptcy. After the war, land began to sell again and the settlement began to grow. The Town of Atlantic Beach was incorporated in 1926 and the Governor appointed Harcourt Bull, Sr. as the first mayor. The first Charter was adopted in 1929 and in addition to the Charter officials, the town had one employee. The town continued to grow and by 1940 there were 38 employees and a taxable value, after homestead exemptions, of $1 million. A new Charter was adopted in 1957 making Atlantic Beach a city. The City boundaries were extended in 1987 by annexation of the Seminole Beach area to the north and again in 1996 by extending the waterway to the Intracoastal Waterway. The city is approximately four square miles in area and has almost two miles of ocean beach and just under 500 acres of park lands. Much of the development in the city has been residential, and is nearing build-out with less than 10% of the incorporated land are being undeveloped. There are currently approximately 14,000 residents. The City has a commission-manager form of government with four commissioners and a mayor/commissioner, elected on a non-partisan basis, serving staggered four-year terms. The Commission is the legislative authority and is responsible for setting policies, adopting an annual budget and appointing boards and committees. Regularly scheduled meetings of the city commission are held on the second and fourth Mondays of the month. The City Manager is the Chief Administrative Officer of the city, appointed by the Commission. The City Attorney and City Clerk are also appointed by the Commission. The City has eight department heads: Public Safety, Finance, Building and Zoning, Human Resources, Public Works, Public Utilities, Information Technology and Recreation and Community Events. Fire and Emergency Services are provided by the City of Jacksonville. The City of Atlantic Beach has approximately 115 full-time employees with two collective bargaining units. EXHIBIT B DRAFT CONTRACT FOR LEGAL SERVICES AGENDA ITEM# 8D JANUARY 25, 2016 THIS CONTRACT FOR LEGAL SERVICES, hereinafter referred to as the "Agreement," is made and entered to be effective this __ day of , 2016, by and between the City of Atlantic Beach, Florida, hereinafter referred to as the "City" and the firm of -----------------' hereinafter referred to as the "Firm." Recitals A. The City is a political subdivision of the State of Florida, and maintains its principal place of operations at the City of Atlantic Beach City Hall, 800 Seminole Road, Atlantic Beach, Florida 32233. B. The Firm is a (type of organization) organized and existing under the laws of the State of Florida, and has its principal place of business and office at ____________ , Florida _____ (zip). C. The Firm was the successful responder to RFP #16-02, issued by the City of Atlantic Beach on January 26, 2016. D. Pursuant to the terms of the RFP, the parties now seek to negotiate the terms and conditions for a new Agreement. THEREFORE, in consideration of the premises and mutual covenants expressed herein and pursuant to the RFP response submitted by the firm, and for other good and valuable consideration, the receipt and adequacy of which is hereby acknowledged by the parties, the parties agree as follows: 1. Recitals The recitals outlined above are true and correct and are incorporated into and made a part of this Agreement. 2. Position The City hereby employs, engages and hires the Firm to serve as and to perform the duties and responsibilities of City Attorney pursuant to the Charter of the City of Atlantic Beach and the general laws of the State of Florida. The Firm designates and the City accepts as the primary attorney for City legal work. ---------------may utilize the services of other attorneys and staff in the Firm as he deems appropriate for City legal work. 3. Services to be Performed A. General. The Firm shall serve as the City Attorney who shall act as legal advisor to, and Attorney and counselor for, the City and all of its officers in matters relating to their official AGENDA ITEM# SD JANUARY 25, 2016 duties. All of the resources of the Firm will be available to support that role. Specifically, the City Attorney will have the assistance, when necessary, of other members of the Firm, secretarial staff, paralegals, law research and word processing equipment. It is expected that or his designate will provide such duties required pursuant to the Charter of the City of Atlantic Beach and the general laws of the State of Florida. B. Legal Services: The legal services to be provided on a recurring basis shall include but will not be limited to the following: 1. To perform the duties and responsibilities pursuant to the Charter of the City of Atlantic Beach and the general laws of the State of Florida. 2. Advise, research, assist and render written opinion to the City on a wide variety of legal areas including but not limited to: general municipal law, labor law, general, state and federal laws relating to municipal government, intergovernmental relations and rules and regulations. 3. Legal advisor and counselor for all departments and all of its officers in matters relating to their official duties. 4. Prepare, review, or advise on all contracts, bonds, and all other legal and official instruments in which the Municipality is concerned and shall endorse on each his approval of the form and correctness. 5. Review all agenda items. 6. Advise, research and assist the City on a wide variety of legal areas including but not limited to: grants, budgets, bonds, user fees, impact fees, franchise fees, property taxes, special assessments, public disclosure issues, and laws against discrimination. 7. Advise, research and assist the City on a wide variety of legal areas including but not limited to: with the preparation of ordinance, resolution development and interpretation, housing, subdivision and land use law, comprehensive planning, zoning regulations and property rights, eminent domain, economic development activities, public utilities, code enforcement, building codes, real estate law, annexations. 8. Advise, research and assist the City on a wide variety of legal areas including but not limited to: contract law, environmental law, franchise law, municipal leases, purchasing and procurement. 9. Advise, research and assist the City on a wide variety of legal areas including but not limited to: personnel matters including collective bargaining, union negotiations, arbitration, employee grievances, including advice on the creation of policies and procedures. 10. Advise, research and assist the City on a wide variety of legal areas including but not limited to: criminal prosecution, litigation and trial activity, tort law and proactive methods to avoid litigation. 11. Shall act as prosecuting attorney before the Code Enforcement Board and participate in all meetings. 12. Prosecute and defend on behalf of the City all complaints, suits and controversies in which the City is a party except where the City's defense is provided either by contract or law by a third party. 13. Furnish the City Commission, the City Manager and the head of any department, his opinion on any question of law relating to any matter concerning their respective power and duties. 14. Advise the City Commission as to their compliance or non-compliance with the provisions of the Charter and Florida Statutes. 15. Attend all meetings of the City Commission, either in person or by his duly designated representative to supply those legal services as may be needed during the meeting. 16. Provide Counsel and legal services for City boards, task forces and committees duly authorized by City Commission. 17. Assist the City in preparation, drafting, revisions of codes, ordinances, resolutions, amendments, leases, policy and procedural manuals, and other documents at the request of the City Commission and/or City Manager. AGENDA ITEM #SD JANUARY 25, 2016 18. Assist, revise, review and/or advise with acquisition requirements with appropriate departments, evaluate any special legal or cost problems, develop acquisition timetables, make preliminary cost estimates and obtain or develop proper legal descriptions of real estate transactions. Prepare documents necessary for routine land purchases and/or sales. All such transactions shall be deemed to be routine unless the Attorney contacts the City in advance and obtains the City's approval that the transaction contemplated is non-routine. 19. Submit, as part of the annual budget process, anticipated expenditures, and revenues. 20. Provide monthly report to City Manager summarizing legal services activities, if requested. 21. Provide all required documentation to the external auditor as part of annual audit. 22. Coordinate and supervise specialized legal services provided by outside counsel. 23. Keep the City Commission, City Manager, and City Clerk informed of legislation or judicial opinions that have potential impact to the City. 24. Meet with City Commissioners, City Manager and/or designee on an as needed basis to provide for the operational necessity of the City. 25. Assist in preparation, drafting, revisions of contracts, amendments to the contracts and other legal documents at the request of the commission and/or City Manager. 26. Advise City Commission, City Manager and City Clerk at least once a year on Sunshine Law and public records law, home rule, legislative and quasi-judicial bodies; and all other areas of municipal law, legislative and judicial opinions that could potentially impact the City. 27. Coordinate with Director of Human Resources on Risk Management issues, as requested. 28. Perform any other duties as assigned by the City Charter, or as directed by the City Commission. 4. Compensation. The City shall pay the Firm the following compensation for the various types of legal services provided by the Firm: 5. Billing The Firm will submit an itemized statement to the City for each month for Legal Services and payment shall be due within 3 0 days of receipt. 6. Controlling Law This Agreement and the validity, execution, construction, interpretation, performance and enforcement thereof shall be governed by the substantive and procedural laws of the State of Florida. Venue shall be in Duval County. 7. Termination Either party may terminate this agreement without cause upon 30 days' written notice. 8. Severability The invalidity or partial invalidity of any portion of this Agreement will not affect the validity of any other provision. In the event that any provision of this Agreement is held to be invalid, the remaining provisions shall be deemed to be in full force and effect as if they had been executed by both parties subsequent to the expungement or judicial modification of the invalid provision. 90. Integration AGENDA ITEM# SD JANUARY 25, 2016 The Agreement sets forth and establishes the entire understanding between the City and the Firm relating to the employment of the Firm by the City. Any prior discussions or representations by or between the parties are merged into and rendered null and void by the Agreement. No amendment or modification of this Agreement shall be valid or effective unless it is in writing and properly executed by all parties thereto. 10. Notice Any notice required or permitted under this Agreement shall be sent by certified mail to (a) the City at its principal place of operations and (b) to the Firm at its principal place of business and office. 11. Attorneys Fees In any litigation, lawsuit, legal or other proceedings brought in connection with the construction, interpretation, meaning, validity, performance or enforcement of this Agreement, the prevailing party shall be entitled to receive all of its costs and reasonable attorney's fees from the other party. 12. Annual Evaluation Tl1e City Commission may conduct an annual evaluation of the performance of the City Attorney. 13. Files All files generated as a result of this Contract are the property of the City of Atlantic Beach and shall be turned over promptly upon request after resolution of all compensation issues. During resolution of compensation issues, the City shall be provided liberal access to its files in order to protect its legal interests. IN WITNESS WHEREOF, the parties executed this Agreement in Duval County, Florida, this ___ day of , 2016.