1-RFP 27-202 - Disclosure Counsel Services.pdf

YOUR PARTNER FOR

SOLID WASTE SOLUTIONS

REQUEST FOR PROPOSALS

FOR

DISCLOSURE COUNSEL SERVICES

RFP NO.: 27-202/DL

SOLID WASTE AUTHORITY OF PALM BEACH COUNTY

7501 NORTH JOG ROAD

WEST PALM BEACH, FLORIDA 33412

(561) 640-4000

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TABLE OF CONTENTS

SECTION 1 - GENERAL INFORMATION

1.1 Background

1.2 Pre-Proposal Conference

1.3 Evaluation Process

1.4 Procurement Schedule

1.5 Proposal Submission and Withdrawal

1.6 Communication Protocol

1.7 Addenda

1.8 Rights of the Authority

1.9 Proposal Preparation Costs

1.10 Interpretations

1.11 Non-Collusion Affidavit

1.12 Public Entity Crimes

1.13 Public Records Act / Information Disclosure to Third Parties

1.14 Insurance Required

1.15 Cone of Silence

1.16 Agreements with other Governmental Entities

1.17 Scrutinized Companies

1.18 Inspector General

1.19 Commercial Non-Discrimination Policy

1.20 Third Party Beneficiary Disclaimer

1.21 E-Verify – Employment Eligibility

1.22 Equal Business Opportunity Program

1.23 Prohibition Against Considering Social, Political or Ideological Interest in Government Contracting

1.24 Non-Governmental Entity Human Trafficking

1.25 Digital Accessibility Compliance

SECTION 2 - SCOPE OF WORK

2.1 Purpose

2.2 Statement of Work

2.3 Scope of Work

2.4 Work Products Required

2.5 Price Proposal

2.6 Engagement Period

2.7 News Release

SECTION 3 - PROPOSAL SUBMISSION REQUIREMENTS

3.1 Proposal Submission Requirements and Format

3.2 Content

SECTION 4 - PROPOSAL EVALUATION AND AWARD

4.1 General

4.2 Evaluation Criteria

4.3 Evaluation Method

4.4 Award

4.5 Posting of Recommendation for Award

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PROPOSAL FORMS

1. Transmittal Letter

2. Certification of Business Location

3. PROPOSER’S Qualification Statement

4. Vendor Acknowledgement Form

ATTACHMENTS

Attachment A - Sample Agreement Attachment B – Procurement Schedule

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GENERAL INFORMATION

1.1. BACKGROUND:

A. The Solid Waste Authority of Palm Beach County (“AUTHORITY”) was established by the Florida State Legislature as a Dependent Special District under the Palm Beach County Solid Waste Act, Chapter 2001-

331. The AUTHORITY is governed by the seven (7) elected County Commissioners of Palm Beach County, Florida, sitting as the Governing Board of the AUTHORITY. The Governing Board members are elected for terms as determined in the Solid Waste Act. It is important to note that the AUTHORITY is an entirely separate and legally distinct entity from Palm Beach County which is a political subdivision of the State of Florida.

B. The AUTHORITY is the governmental agency responsible for providing an economical and environmentally conscious integrated Solid Waste Management System for Palm Beach County, Florida. With approximately 400 employees, the AUTHORITY provides solid waste disposal and recycling services and programs to the County’s 1.6 million residents and businesses. The AUTHORITY also provides solid waste and recycling collection services to the residents and businesses in unincorporated Palm Beach County through private haulers under exclusive franchise agreements.

C. The AUTHORITY has built an award-winning integrated system of facilities that combines recycling, renewable energy and landfilling to effectively manage the county’s waste. The AUTHORITY’s system includes two waste-to-energy facilities, landfills, a recovered materials processing facility, a biosolids processing facility, seven (7) home chemical collection facilities and a network of six (6) transfer stations.

1.2. PRE-PROPOSAL CONFERENCE:

There will be no Pre-Proposal Conference scheduled for this procurement.

1.3. EVALUATION PROCESS:

The evaluation process will be conducted by the Evaluation Committee in accordance with, but not limited to, the methods and criteria described in the Proposal Evaluation and Award Section of this RFP.

1.4. PROCUREMENT SCHEDULE:

A summary schedule of the major activities associated with the AUTHORITY’S procurement process for this Solicitation is presented in the Procurement Schedule (See Attachments). The AUTHORITY, at its sole and unfettered discretion, may modify the schedule as it deems appropriate. The AUTHORITY will notify the PROPOSER of any changes associated with submittal dates by written Addenda.

1.5. PROPOSAL SUBMISSION and WITHDRAWAL:

A. The AUTHORITY uses Bonfire, a 100% digital method of accessing and responding to solicitations (Euna f/k/a Bonfire). Therefore, PROPOSERS must submit their proposal via Euna f/k/a Bonfire. The AUTHORITY must receive responses as indicated and on the date and time established in the Procurement Schedule of this RFP.

B. The AUTHORITY cautions those submitting Proposals to ensure the accuracy of the document uploads to Bonfire.

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C. The PROPOSER may withdraw their Proposal by notifying the AUTHORITY’S Purchasing Services office in writing at any time prior to the time set for the Proposals receipt deadline. Proposals, once opened, become the property of the AUTHORITY and will not be returned to the PROPOSERS, except in accordance with Florida Law.

1.6. COMMUNICATION PROTOCOL:

All questions and communications concerning this procurement process must be directed to Diane LeRay, CPPO, CPPB. All requests for clarifications or additional information must be submitted in writing via electronic mail to dleray@swa.org or Euna f/k/a Bonfire. All questions shall be submitted no later than the date specified in Procurement Schedule of this RFP. The AUTHORITY will record its responses to questions, if any, and address them in the form of a written Addendum(s) to this RFP.

1.7. ADDENDA:

A. Should revisions to the RFP become necessary, the AUTHORITY will issue written Addenda. All Addenda must be acknowledged. This Acknowledgement must be included in the Proposal Form – Transmittal Letter and the Vendor Acknowledgement Form. PROPOSER’S submittal may be rejected as non-responsive if PROPOSER has failed to submit its Proposal without Addenda Acknowledgement. The AUTHORITY will issue all Addenda through Euna f/k/a Bonfire.

B. All PROPOSERS should contact the AUTHORITY no more than five (5) calendar days before the due date for submitting Proposals to ascertain whether any Addenda have been issued. Failure of the PROPOSER to make this inquiry could result in its Proposal being non-responsive in the event Addenda were issued and not acknowledged by the PROPOSER in their submittal.

C. No Addenda will be issued within five (5) calendar days of the due date for receipt of Proposals except an

Addendum withdrawing the RFP or one that includes postponement of the date for receipt of Proposals.

1.8. RIGHTS OF THE AUTHORITY:

This RFP constitutes an invitation for submission of Proposals to the AUTHORITY. This RFP does not obligate the AUTHORITY to procure or contract for any of the scopes of services set forth in this RFP. The AUTHORITY reserves and holds at its sole and unfettered discretion, various rights and options under Florida law, including without limitation, the following:

• To prepare and issue addenda to the RFP that may expand, restrict, or cancel any portion or all work described in the RFP without obligation to commence a new procurement process or issue a modified or amended RFP;

• To receive questions from potential PROPOSERS and to provide such answers in writing as it deems appropriate;

• To waive any informalities, technicalities or irregularities in the Proposals submitted;

• To reject any and all Proposal submissions;

• To change the date for receipt of Proposals or any deadlines and dates specified in the RFP;

• To change the procurement and/or selection process prior to receipt of Proposals;

• To conduct investigations with respect to the information provided by each PROPOSER and to request additional information (either in writing or in presentations and interviews) to support such

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PROPOSER’S responses and submittals;

• To visit facilities referenced in the PROPOSER’S submittal at any time or times during the procurement process;

• To seek clarification of Proposals from the PROPOSERS either in writing or in presentations and interviews, and;

• To cancel the RFP with or without the substitution of another RFP.

1.9. PROPOSAL PREPARATION COSTS:

The AUTHORITY accepts no liability for costs and expenses incurred by the PROPOSER in preparation and submission of Proposals and responses to clarifications from the AUTHORITY, potential site visits, interviews, negotiations, future RFP or any other work performed in connection with the Proposal. Each PROPOSER that enters into the procurement process shall prepare the required materials and submittals at its own expense and with the express understanding that they cannot make any claims whatsoever for reimbursement from the AUTHORITY for the costs and expenses associated with the process. PROPOSER should prepare their submittal providing a straightforward and concise description of the PROPOSER’S ability to meet the requirements of the RFP. Unnecessarily elaborate brochures, art work, expensive paper, bindings, visual and other presentation materials, beyond that sufficient to present a complete and effective response to this RFP is not desired.

1.10. INTERPRETATIONS:

A. The AUTHORITY will not be bound by or responsible for any explanation or interpretation of the RFP documents other than those given in written Addenda. In no event shall PROPOSERS rely on any oral statement by the AUTHORITY, its staff, agents, advisors, or consultants.

B. Any PROPOSER that submits in its Proposal to the AUTHORITY any information which is determined to be substantially inaccurate, misleading, exaggerated, or incorrect, may be disqualified from consideration.

1.11. NON – COLLUSION AFFIDAVIT:

The PROPOSER is required to submit the Vendor Acknowledgement Form attesting to the Non-Collusion Affidavit stipulating Agreement to the following: “PROPOSER certifies that its Proposal is made without previous understanding, Agreement, or connection with any person, firm, or corporation making a Proposal for the same item(s) and is in all respects fair, without outside control, collusion, fraud, or otherwise illegal action”.

1.12. PUBLIC ENTITY CRIMES:

Pursuant to Section 287.133(2)(a), as amended: 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 Section 287.017 for CATEGORY TWO for a period of thirty-six (36) months following the date of being placed on the convicted vendor list.

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1.13. PUBLIC RECORDS ACT/INFORMATION DISCLOSURE TO THIRD PARTIES:

A. Sealed bids, proposals, SOQs, or replies received by the AUTHORITY pursuant to a competitive solicitation are exempt from s. 119.07(1) and s.24(a), Article I of the State Constitution until such time as the AUTHORITY provides notice of an intended decision or until thirty (30) days after opening the bids, proposals, SOQs, or final replies, whichever is earlier. As such, the AUTHORITY shall not in any way be liable or responsible for the proper disclosure or result of the proper disclosure of any submissions or portions thereof submitted in response to the RFP, made in accordance with applicable law.

B. The law provides for certain exemptions from disclosure. If the PROPOSER believes that some information contained in their Proposal is exempt or exempt and confidential from disclosure, the PROPOSER is instructed to label such information as specifying the exact section of the public records, or other Florida or Federal law that justifies nondisclosure, and request in writing the AUTHORITY keep such information confidential and free from disclosure. The AUTHORITY reserves the right to make any final determination of the applicability of the public records or other Florida or Federal law. Prior to releasing any information, the AUTHORITY will inform the PROPOSER and allow the PROPOSER to seek an injunction prohibiting the AUTHORITY from releasing the information. Each PROPOSER agrees that the AUTHORITY may reveal any confidential and exempt materials to designated AUTHORITY staff and the Board members involved in the evaluation process, and to any outside consultant or third parties who serve on the Evaluation Committee or who are hired by the AUTHORITY to assist in the evaluation process.

Furthermore, each PROPOSER agrees to indemnify and hold harmless the AUTHORITY and each of their officers, employees, and agents from all costs, damages, and expenses incurred in connection with refusing to disclose any material, which the PROPOSER has designated as confidential and exempt.

C. The portions of any meetings where PROPOSER(S) is making an oral presentation, is/are answering questions, where negotiations take place, or AUTHORITY meetings to discuss negotiation strategy are also exempt from public access in accordance with Sections 286.0113(2)(b)1, Florida Statutes, as may be amended.

1.14. INSURANCE REQUIRED:

The PROPOSER(S) shall at its sole expense, obtain and maintain insurance reflecting the minimum amounts and conditions, on a primary and non-contributory basis, as specified in the Insurance Requirements Checklist. (see Documents section of Euna f/k/a Bonfire) If the PROPOSER(S) is a governmental entity or a self-insured organization, different insurance requirements may apply. Misrepresentation of any material fact, whether intentional or not, regarding the PROPOSER’(S) insurance coverage, policies or capabilities may be grounds for rejection of the proposal(s) and rescission of any ensuing agreement(s). Certificate(s) of Insurance are required indicating that coverage is in full force and effect and include the following language:

“Should any of the policies be cancelled before the expiration date thereof, notice will be delivered in accordance with the policy provisions.” Notice shall not be less than thirty (30) days for any cancellation, non-renewal or material change to the insurance coverages and not less than ten (10) days for non-payment of premium. The requirements contained herein, as well as AUTHORITY’S review or acceptance of insurance maintained by PROPOSER are not intended to and shall not in any manner limit or qualify the liabilities and obligations assumed by PROPOSER under this Agreement. In the event that sub-contractors used by the PROPOSER do not have insurance, or do not meet the insurance limits, PROPOSER shall indemnify and hold harmless the AUTHORITY for any claim in excess of the sub-contractor’s insurance coverage, to the extent that insurance meeting the limits would have afforded coverage to the AUTHORITY, as indicated in the Insurance Checklist.

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1.15. CONE OF SILENCE:

1.15.1 Cone of silence means a prohibition on any communication, written or oral, regarding a particular request for proposal, request for qualification, bid, or any other competitive solicitation between:

(a) Any person, recognized legal entity, or either of their respective representative(s) seeking an award from such competitive solicitation; and

(b) any person who is a member of a selection or evaluation committee or panel whose purpose is to make selections, recommendations or evaluations in connection with a competitive selection process; and

(c) any employee of the department from which the contract solicitation originated and for whose primary purpose it will serve, any employee that is a Chief of the Solid Waste Authority of Palm Beach County regardless of the originating department; and

(d) Notwithstanding the above, any person, legal entity, or their respective representative(s), may contact any member(s) of the Authority’s Governing Board, the Executive Director, Purchasing Director or Procurement Manager, however, any such communication shall only be by written correspondence, and in all cases the Purchasing Director shall be copied. Any oral communications to any of these persons(s) listed in this subsection regarding a particular competitive solicitation is/are strictly prohibited.

1.15.2 For the purposes of this section, a person or legal entity’s representative shall include any person or group of persons acting on behalf of that person or legal entity, including but not limited to an employee, partner, officer, director, consultant, lobbyist, or any actual or potential subcontractor or consultant of the person or legal entity.

1.15.3 The Cone of Silence shall be in effect as of the deadline to submit the proposal, bid, or other response to a competitive solicitation. Each request for proposal, request for qualification, bid, or any other competitive solicitation shall provide notice of the Cone of Silence requirements and refer to this policy.

1.15.4 The Cone of Silence shall remain in effect for all person(s), legal entity, or their respective representative(s) submitting a response to a competitive solicitation until such time as the provisions of subsection 1.15.7 are satisfied, even if the person withdraws his/her submittal from the competitive process or is otherwise eliminated from consideration consistent with the procedures of the competitive process.

1.15.5 The provisions of this policy shall not apply to oral communications at any proceeding, including pre-bid conferences, oral presentations before selection committees, contract negotiations during any meeting, presentations made to the Governing Board, and protest hearings. Further, the Cone of Silence shall not apply to contract negotiations between any employee and the intended awardees, or any dispute resolution process following the filing of a protest between the person filing the protest and any employee.

1.15.6 The Cone of Silence shall not apply to any purchase made in an amount less than the competitive bid threshold set forth in the Authority Purchasing Policy.

1.15.7 The Cone of Silence shall terminate at the time the Board, or Authority staff, if authorized to act on behalf of the Board, awards or approves a contract, rejects all bids or responses, or otherwise takes action which ends the solicitation process.

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1.15.8 The Board, by means of action taken at any properly noticed Governing Board meeting, may invoke the Cone of Silence earlier than the times specified in this section, for any procurement.

1.15.9 Any and all questions regarding the individuals who may or may not be covered under the Cone of

Silence should be directed to the Purchasing Director or designee.

1.16. AGREEMENTS WITH OTHER GOVERNMENTAL ENTITIES:

All PROPOSERS submitting a response to this RFP agree that such response also constitutes a response to all State and local government agencies of the State of Florida under the same terms and conditions, for the same prices and for the same effective period as specified in this RFP, should the successful PROPOSER deem it in the best interest of their business to do so. The Agreement(s) resulting from this RFP in no way restricts or interferes with any State or local government agencies of the State of Florida from re-solicitation for any or all items specified in this RFP.

1.17. SCRUTINIZED COMPANIES:

A. As provided in section 287.135, Florida Statutes, as may be amended, by entering into this Contract or performing any work in furtherance hereof, the ATTORNEY certifies that it, its affiliates, suppliers, subcontractors and consultants who will perform hereunder, have not been placed on the Scrutinized Companies that boycott Israel List, or is engaged in a boycott of Israel, pursuant to section 215.4725, Florida Statutes, as may be amended. Pursuant to section 287.135(3)(b), Florida Statutes, as may be amended, if ATTORNEY is found to have been placed on the Scrutinized Companies that Boycott Israel List or is engaged in a boycott of Israel, this Contract may be terminated at the option of the AUTHORITY.

B. When contract value is greater than $1 million: As provided in section 287.135, Florida Statutes, as may be amended, by entering into this Contract or performing any work in furtherance hereof, the ATTORNEY certifies that it, its affiliates, suppliers, subcontractors and consultants who will perform hereunder, have not been placed on the Scrutinized Companies with Activities in Sudan List or Scrutinized Companies With Activities in The Iran Terrorism Sectors List created pursuant to section 215.473, Florida Statutes, as may be amended or is engaged in business operations in Cuba or Syria. Pursuant to section 287.135(3)(a), Florida Statutes, as may be amended, if ATTORNEY is found to have been placed on the Scrutinized Companies with Activities in Sudan List , or been engaged in business operations in Cuba or Syria, or has been placed on a list created pursuant to section 215.473, Florida Statutes, relating to scrutinized active business operations in Iran, this Contract may be terminated at the option of the AUTHORITY.

If the AUTHORITY determines, using credible information available to the public, that a false certification has been submitted by ATTORNEY, this Contract may be terminated and a civil penalty equal to the greater of $2 million or twice the amount of this Contract shall be imposed, pursuant to section 287.135, Florida Statutes, as may be amended. Said certification must also be submitted at the time of Contract renewal, if applicable.

1.18. INSPECTOR GENERAL:

Palm Beach County has established the Office of the Inspector General (OIG), Ordinance No. 2009-049 which is authorized and empowered to review past, present and proposed county contracts, transactions, accounts and records. The AUTHORITY has entered into an Interlocal Agreement (ILA) for Inspector General Services.

This Agreement provides for the Inspector General to provide services to the AUTHORITY in accordance with the authority, functions and powers set out in the Palm Beach County Office of Inspector General Ordinance.

All parties doing business with the AUTHORITY and receiving AUTHORITY funds shall fully cooperate with the Inspector General including providing access to records relating to this Agreement. The Inspector General has the power to subpoena witnesses, administer oaths, require the production of records, and audit, investigate, monitor, and inspect the activities of the ATTORNEY, its officers, agents, employees, and

- 7 -lobbyists in order to ensure compliance with contract specifications and detect corruption and fraud. Failure to cooperate with the Inspector General or interference with or impeding any investigation shall be in violation of Ordinance 2009-049, and punished pursuant to Section 125.69, Florida Statutes, in the same manner as a second-degree misdemeanor.

1.19. COMMERCIAL NON-DISCRIMINATION POLICY:

A. Statement of Policy

It is the policy of the AUTHORITY not to enter into a contract or to be engaged in a business relationship with any business entity that has discriminated in the solicitation, selection, hiring or commercial treatment of vendors, suppliers, subcontractors or commercial customers on the basis of race, color, national origin, religion, ancestry, sex, age, marital status, familial status, sexual orientation, disability, or genetic information, or on the basis of any otherwise unlawful use of characteristics regarding the vendor's, supplier's or commercial customer's employees or owners; provided that nothing in this policy shall be construed to prohibit or limit otherwise lawful efforts to remedy the effects of marketplace discrimination.

B. Policy Implementation

The EBO Office shall implement this policy by periodically conducting outreach and by distributing educational materials to the AUTHORITY’s contracting and vendor community and related trade associations to advise such contractors, vendors and prospective respondents of this policy and the procedures to be followed in submitting complaints alleging violations of this policy. In addition, the Executive Director, the Office of the Chief Financial Officer, the Director of Purchasing, and the Office of the General Counsel shall ensure that the following commercial nondiscrimination clause language is set forth in, and incorporated into, all the AUTHORITY contracts that result from formal solicitations:

Every contract and subcontract shall contain a nondiscrimination clause that reads as follows:

"As a condition of entering into this agreement, the company represents and warrants that it will comply with the AUTHORITY’s Commercial Nondiscrimination Policy as described under Section 6.3 of the AUTHORITY’s Purchasing Policy. As part of such compliance, the company shall not discriminate on the basis of race, color, national origin, religion, ancestry, sex, age, marital status, familial status, sexual orientation, disability, or genetic information in the solicitation, selection, hiring or commercial treatment of subcontractors, vendors, suppliers, or commercial customers, nor shall the company retaliate against any person for reporting instances of such discrimination. The company shall provide equal opportunity for subcontractors, vendors and suppliers to participate in all of its public sector and private sector subcontracting and supply opportunities, provided that nothing contained in this clause shall prohibit or limit otherwise lawful efforts to remedy the effects of marketplace discrimination. The company understands and agrees that a material violation of this clause shall be considered a material breach of this agreement and may result in termination of this agreement, disqualification or debarment of the company from participating in AUTHORITY contracts, or other sanctions.

This clause is not enforceable by or for the benefit of, and creates no obligation to, any third party.”

All Formal Solicitations issued for AUTHORITY contracts shall include the following certification to be completed by the RESPONDENT:

"The undersigned RESPONDENT hereby certifies and agrees that the following information is correct:

In preparing its response to this RFP, the RESPONDENT has considered all proposals submitted from qualified, potential Subcontractors and suppliers, and has not engaged in "discrimination" as defined in the AUTHORITY’s Commercial Nondiscrimination Policy as set forth in Section 6.3 of its Purchasing Policy, to

- 8 -wit: discrimination in the solicitation, selection or commercial treatment of any Subcontractor, vendor, supplier or commercial customer on the basis of race, color, national origin, religion, ancestry, sex, age, marital status, familial status, sexual orientation, disability, or genetic information, or on the basis of any otherwise unlawful use of characteristics regarding the vendor's, supplier's or commercial customer's employees or owners;

provided that nothing in this policy shall be construed to prohibit or limit otherwise lawful efforts to remedy the effects of discrimination that have occurred or are occurring in SWA’s relevant marketplace of Palm Beach County. Without limiting the foregoing, "discrimination" also includes retaliating against any person or other entity for reporting any incident of "discrimination." Without limiting any other provision of the solicitation for responses thereto, it is understood and agreed that, if this certification is false, such false certification will constitute grounds for the AUTHORITY to reject the response submitted by the RESPONDENT to this RFP, and to terminate any contract awarded based on such response. As part of its response, the RESPONDENT shall provide to the AUTHORITY a list of all instances within the immediate past four (4) years where there has been a final adjudicated determination in a legal or administrative proceeding in the State of Florida that the RESPONDENT discriminated against its Subcontractors, vendors, suppliers or commercial customers, and a description of the status or resolution of that complaint, including any remedial action taken. As a condition of submitting a response to the AUTHORITY, the RESPONDENT agrees to comply with the AUTHORITY’s Commercial Nondiscrimination Policy as described under its Purchasing Policy – Economic Inclusion Policy and Procedures, Section 6.3.

1.20. THIRD PARTY BENEFICIARY DISCLAIMER:

It is not the intention of these RFP documents to create third party beneficiary status in any person or entity that is not a direct party to the contract awarded as a result of being the successful PROPOSER to this RFP, and no language in these RFP documents or the contract awarded pursuant to this RFP should be construed or interpreted as creating a third-party beneficiary.

1.21. E-VERIFY – EMPLOYMENT ELIGIBILITY:

PROPOSER warrants and represents that it is in compliance with Section 448.095, Florida Statutes, as may be amended. No later than January 1, 2021, PROPOSER shall (1) register with and use the E-Verify System (E-Verify.gov) to electronically verify the employment eligibility of all newly hired workers; and (2) verify that all of the PROPOSER’s contractors/consultants and subcontractors/subconsultants performing any duties and obligations under the resultant agreement are registered with and use the E-Verify System to electronically verify the employment eligibility of all newly hired workers. AUTHORITY shall terminate the resultant agreement if it has a good faith belief that the PROPOSER has knowingly violated Section 448.09(1), Florida Statutes as may be amended.

1.22. EQUAL BUSINESS OPPORTUNITY PROGRAM:

A. The Governing Board of the AUTHORITY has implemented the Economic Inclusion Policy and Procedures administered by the Equal Business Opportunity (EBO) Office to ensure that all segments of its business population, including, but not limited to local, small businesses, have an equitable opportunity to participate in the AUTHORITY’S procurement process. Refer to Section 6.1 through 6.4 of the AUTHORITY’s Purchasing Policy, which are hereby incorporated herein by specific reference. The AUTHORITY’s Purchasing Policy is available at SWA Purchasing Policy. It is the intention that the PROPOSER review and understand these provisions. By submitting a Proposal, it shall be considered a determinative acknowledgment that the PROPOSER has done so and fully understands these provisions and agrees that all are acceptable. In addition, program tools and solicitation incentives are hereby referred to as the Affirmative Procurement Initiatives (API).

B. Each solicitation will be evaluated to determine the appropriate Affirmative Procurement Initiatives (API) https://www.swa.org/DocumentCenter/View/4275/Purchasing-Manual-012721

- 9 -to be applied. The API will be outlined in detail in Part III “Proposal Submission Requirements” located herein. Failure to meet the API requirement will deem the PROPOSER’S response as NON-

RESPONSIVE.

C. CONTRACTOR / VENDOR WAIVER REQUEST:

1. If a PROPOSER is unable to comply with the API requirements of this solicitation, PROPOSER shall submit a request for a waiver or partial waiver at the time the Proposal is due. The waiver request shall include specified documentation which demonstrates a Good Faith Effort (as defined in the Purchasing Policy as incorporated herein) to comply with the requirements as described under the selected API. PROPOSER shall use the Subcontracting Goal – Waiver Request for this waiver request that shall constitute part of the proposal submittal, the bid evaluation and selection process.

To assist in documenting Good Faith Efforts, submittal of the Good Faith Effort Documentation Form is required.

2. Post-Award Vendor Subcontracting Waiver Request – (See Sample Agreement)

If, after award of a contract, the contractor is unable to meet the participation requirements for SBEs specified at response submittal, the contractor must seek substitute or additional SBEs to fulfill the requirements; the requested substitution must be approved by the Director of the EBO Office or designee and the Originating Department Director or designee. If, after reasonable Good Faith Efforts, the contractor is unable to find an acceptable substitute or additional SBE, a post-award waiver may be requested. The request shall document the reasons for the contractor’s inability to meet the goal requirement. In the event the contractor is found not to have performed Good Faith Efforts in its attempt to find a suitable substitute for the initial SBE proposed utilization; the contract may, in the AUTHORITY’s sole and unfettered discretion, be terminated for material breach. If the AUTHORITY terminates the contract, the AUTHORITY may then award the contract to the next lowest Responsible and Responsive PROPOSER or, in the alternative, re-solicit the contract with the terminated vendor being disqualified from participation in the re-solicitation, or any other means at the sole and unfettered discretion of the AUTHORITY. If requesting a post-award vendor subcontracting waiver, the vendor must request waiver of a specified subcontracting goal by submitting a Post-Award Vendor Subcontracting Waiver Request. Documentation and supporting evidence of all Good Faith Efforts made to comply with the subcontracting goal must be submitted.

1.23 PROHIBITION AGAINST CONSIDERING SOCIAL, POLITICAL OR IDEOLOGICAL INTERESTS IN

GOVERNMENT CONTRACTING – F.S. 287.05701(2023):

PROPOSERS are hereby notified of the provisions of section 287.05701(2023), Florida Statutes, as amended, that the AUTHORITY will not request documentation of or consider a PROPOSER’s social, political, or ideological interests when determining if the PROPOSER is a responsible PROPOSER. PROPOSERS are further notified that the AUTHORITY’s governing body may not give preference to a PROPOSER based on the PROPOSER’s social, political, or ideological interests.

1.24 NON-GOVERNMENTAL ENTITY HUMAN TRAFFICKING:

RESPONDENT warrants and represents that it is in compliance with Section 787.06 of the Florida Statutes, and declares that the RESPONDENT does not use coercion for labor or services as defined in the statutes.

1.25 DIGITAL ACCESSIBILITY COMPLIANCE:

A. PROPOSER acknowledges that the AUTHORITY is a public entity subject to Title II of the Americans

- 10 -with Disabilities Act (ADA) and applicable federal accessibility regulations. PROPOSER represents and warrants that all websites, web-based applications, digital services, electronic documents, multimedia, and other electronic content created, developed, provided, submitted, maintained, or delivered under this Contract that may be electronically displayed, accessed, distributed, or made available to the public by the AUTHORITY shall conform to the Web Content Accessibility Guidelines (WCAG) 2.1, Level AA, or any successor standard adopted by the U.S. Department of Justice.

B. All electronic documents submitted to the AUTHORITY, including but not limited to PDFs, reports, forms, presentations, and public-facing materials, shall be provided in an accessible format compliant with the applicable accessibility standard at the time of delivery.

C. PROPOSER shall ensure that any updates, revisions, or modifications to such digital content remain compliant throughout the term of this Contract. Upon request, PROPOSER shall provide documentation reasonably demonstrating accessibility compliance. If any deliverable is determined by the AUTHORITY to be noncompliant, PROPOSER shall promptly remediate the noncompliance at no additional cost to the AUTHORITY and within a timeframe specified by the AUTHORITY. PROPOSER shall ensure that any third-party digital content or platforms used in performance of this Contract either comply with the requirements herein or that an accessible alternative acceptable to the AUTHORITY is provided.

D. Failure to comply with this subsection shall constitute a material breach of the Contract.

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SCOPE OF WORK

2.1 PURPOSE:

The purpose of this Request for Proposal (RFP) is to solicit formal written Proposals from experienced and qualified individuals, corporations, partnerships, and other legal entities (PROPOSER) to provide Disclosure Counsel Services for the Solid Waste Authority of Palm Beach County (AUTHORITY). The AUTHORITY intends to maintain separate and independent legal counsel for the roles of Bond Counsel and Disclosure Counsel. Accordingly, the law firm currently serving as the AUTHORITY’s Bond Counsel, including any affiliated law firm or entity under common ownership with such firm, shall be ineligible to submit a proposal or serve as Disclosure Counsel pursuant to this RFP.

2.2 STATEMENT OF WORK:

A. The Solid Waste Authority of Palm Beach County (“AUTHORITY”) is seeking a law firm to serve as Disclosure Counsel on future debt obligations of the AUTHORITY. This includes, but is not limited to, all financing transactions (taxable, tax-exempt, new and/or refunding), and legal matters related to ongoing debt activities of the AUTHORITY including, but not limited to, trust indenture compliance services and compliance with continuing disclosure agreements. The Disclosure Counsel must offer complete services to meet the AUTHORITY’s needs in future bond financings, including the preparation of the preliminary and final official statements, any negotiations with underwriters with respect to disclosure issues, and the preparation of primary and secondary market disclosure documents.

B. The AUTHORITY currently issues revenue bonds which are secured by a pledge of the

AUTHORITY’s revenues and an Indenture of Trust (Indenture). The Indenture requires the AUTHORITY to levy a non-ad valorem special assessment against every parcel of improved real property in the county and to collect through that assessment, at a minimum, the annual debt service requirements due on all outstanding bonds. The AUTHORITY uses the Property Tax Bill as the collection medium for its assessment as authorized by Florida Statutes § 197.3632. Bonds issued by the AUTHORITY are generally structured with level debt service.

2.3 SCOPE OF WORK:

A. Each Firm must have sufficient depth of talent and experience in municipal bond law, securities law, tax law, local government law, the trial and appeal of bond validation actions and the issuance of tax-exempt municipal bonds and notes.

B. The Financing Team for bond issuance will consist of AUTHORITY staff, bond counsel, disclosure counsel, municipal advisor and the underwriter(s). The AUTHORITY does not represent or guarantee that any amount of financing will be completed. The AUTHORITY reserves the right to terminate a law firm’s contract upon notice as provided in that contract.

2.4 WORK PRODUCTS REQUIRED

The services to be provided by Disclosure Counsel shall include, but not be limited to, the following:

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1. Review all bond documents applying knowledge and experience of the Firm with financings of the issuer or comparable issuers.

2. Prepare preliminary official statement and official statement for the sale of the AUTHORITY’s bonds; advise and assist the AUTHORITY to assure that the information contained in the official statement is accurate and complete in all material aspects; and render the underwriter(s) a 10(b)-5 opinion as to no material omissions or misstatements (or as an alternative to rendering such opinion to the underwriter(s), deliver to the underwriter(s) an unqualified consent to rely upon such opinion).

3. Prepare the AUTHORITY’s continuing disclosure agreement pursuant to Section 15c2-12 of the Securities Exchange Act 1934. Disclosure counsel would be accountable solely to the AUTHORITY, rendering a 10(b)-5 opinion directly to the AUTHORITY.

4. Advise on disclosure matters with regard to the structuring and timing of the AUTHORITY’s debt issues.

5. Advise on matters of material event disclosures and related matters regarding secondary market disclosure.

6. Advise on changes in Federal and State legislation and regulatory matters involving disclosure matters applicable to the AUTHORITY.

2.5 PRICE PROPOSAL:

A. A fee schedule for debt issuance/refunding will not be included in this RFP. After the award, fees will be requested from the top ranked PROPOSER for the services required herein, and shall be negotiated with the AUTHORITY staff and its Municipal Advisor whenever an issue is to be sold. All fees shall be contingent upon the successful sale and closing of the financing transaction.

B. The AUTHORITY will request legal services unrelated to debt issuance, such as trust indenture compliance matters, that will require detailed time reports to accompany the invoices. Fees for such services shall be negotiated after the award and incorporated into the agreement.

2.6 ENGAGEMENT PERIOD:

The Engagement will be for an initial five (5) years with options to extend for two (2) additional two-year periods, as approved by the AUTHORITY, at the same terms and conditions.

2.7 NEWS RELEASES:

Disclosure Counsel shall obtain the prior approval of the AUTHORITY for all news releases or other publicity pertaining to this RFP or the service, study, or project to which it relates.

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PROPOSAL SUBMISSION REQUIREMENTS

3.1 PROPOSAL SUBMISSION REQUIREMENTS AND FORMAT:

A. The AUTHORITY uses Bonfire, a 100% digital method of accessing and responding to solicitations.

Therefore, PROPOSERS must submit their proposals via Bonfire. The AUTHORITY must receive all Proposals no later than 2:00 P.M., Eastern Time on the date established in the Procurement Schedule.

The complete Proposal package shall be submitted through Bonfire. Should the PROPOSER have any issues with any interaction with the e-Procurement system, PROPOSER is encouraged to contact the Bonfire support desk for assistance: https://vendorsupport.gobonfire.com/hc/en-us.

B. Marketing brochures or any other information not pertaining to this RFP shall not be included in the

Proposal.

C. Proposals shall demonstrate that the PROPOSER is qualified to perform the Scope of Work based upon relevant professional experience.

3.2 CONTENT:

The PROPOSER shall provide the appropriate information in accordance with the content requirements set forth in the following subsections. To allow the Evaluation Committee to more effectively review the Proposals, PROPOSERS shall provide all requested information in the order and in the format requested below.

3.2.1 Title Page

The Title Page shall include the RFP Title and Number. The page shall indicate clearly the name of the PROPOSER submitting the Proposal and the name, address, phone number, fax number and e-mail address of the PROPOSER’S designated contact person. The PROPOSER’S designated contact person is the individual who shall be the main point of contact for the AUTHORITY to communicate with regarding this procurement.

3.2.2 Table of Contents

3.2.3 General Information

PROPOSER shall provide completed forms as follows:

3.2.3.1 Transmittal Letter

PROPOSER shall submit a completed Transmittal Letter acknowledging, among other things, that the PROPOSER has completely reviewed, understands, and agrees to be bound by the requirements of this RFP. The Proposal Transmittal Letter shall be signed by a representative of the PROPOSER who is empowered to sign it and to commit the PROPOSER to the obligations contained in the Proposal.

3.2.3.2 Certification of Business Location

PROPOSER shall provide a completed Certification of Business Location.

https://us-west-2.protection.sophos.com/?d=gobonfire.com&u=aHR0cHM6Ly92ZW5kb3JzdXBwb3J0LmdvYm9uZmlyZS5jb20vaGMvZW4tdXM=&i=NTg3YTc0ODAzZDI0NDMxMDViNjJhNmUy&t=a3FjcDVVMnZjU1pCeEpac1FwOXhEM0dSNWZFaXRHZDJ0WTZBTU9WTjdPaz0=&h=3c060e5c6e9e43dba319fbaaf1da5ed2&s=AVNPUEhUT0NFTkNSWVBUSVZrq9rN1LlXd7E_1X4j6D__3Rx-7DFbU4qw2pJztLUqbw

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3.2.3.3 PROPOSER’S Qualification Statement

PROPOSER shall provide a completed Proposer’s Qualification Statement.

3.2.3.4 Vendor Acknowledgement Form

PROPOSER shall provide a completed Vendor Acknowledgement Form.

3.2.4 Minimum Requirements

The PROPOSER shall substantiate in its submittal that it meets or exceeds the following minimum requirements. Failure to do so may be cause for disqualification of its submittal:

A. PROPOSER must be engaged in providing the services as outlined in this RFP and show proof of a minimum of five (5) consecutive years’ experience conducting similar work and services;

B. PROPOSER’S personnel and management to be utilized for the services described in this RFP shall be knowledgeable in their areas of expertise. The AUTHORITY reserves the right to perform investigations as may be deemed necessary to ensure that competent persons will be utilized in the performance of the contract.

C. PROPOSER’S partners and lead persons assigned to the Authority must be members of and in good standing with the Florida Bar Association (www.floridabar.org). Proof of membership and good standing must be submitted with your Proposal.

D. PROPOSER must have a demonstrated comprehensive understanding in areas listed in this RFP.

Understanding and previous experience are essential criteria in the qualifying process.

E. PROPOSER shall provide evidence of current levels of insurance as stipulated in the Insurance Requirements Checklist of the Sample Agreement – Attachment A.

3.2.5 PROPOSER Experience/Qualifications/Technical Knowledge/Capabilities and References

PROPOSER shall submit the following:

A. PROPOSER’S Credentials: Details on the qualifications of the firm, including a brief history of the firm, documentation of the firm’s experience providing services similar to those requested in this RFP and the number of years in business. Qualifications for all sub-consultant(s) should also be included in this section.

B. The PROPOSER shall be evaluated based on the information supplied. In order to be considered for selection, Firms must have and illustrate proof of a minimum of five (5) consecutive years’ experience conducting similar work and services as outlined in the Scope of Work. Responses in this section generally request examples of the PROPOSER’s experience, capabilities and structure that will be available to meet the AUTHORITY’s needs.

C. PROPOSER must have experience with municipal issuers of taxable and tax-exempt bonds and shall meet all criteria/requirements defined in this RFP.

D. PROPOSER’s attorneys must have sufficient time to execute and fulfill the duties of Disclosure Counsel and not be burdened by professional responsibilities or workload or by personal constraints which would interfere in any material respect with the principal’s or PROPOSER’s http://www.floridabar.org/

- 15 -obligations hereunder. PROPOSER shall provide a list of all cities, counties, other units of local government or state-related contracts which PROPOSER is currently obligated to fulfill during the initial term of this agreement.

E. PROPOSER shall also submit the following:

1. PROPOSER shall describe their experience, qualifications, capabilities and expertise to perform the services identified in the Scope of Work.

2. For each calendar year 2023, 2024, 2025 and in tabular format, set forth the total number of municipal bond transactions the firm has served as Bond/Disclosure Counsel. A response to this section should include information which is representative of the types and variety of bond issues in which your firm has been involved. Please include information as to whether litigation has resulted arising out of these opinions and provide details.

When providing a response to this section, please include the following information:

a) Purpose of issue (public procurement, housing, industrial development, etc.);

b) Type of issue (general obligation, advanced refunding, revenue, etc.);

c) Size of issue and terms of bonds;

d) Manner in which sold (competitive bid or negotiated sale);

e) Use of derivative products and type of product;

f) Governmental unit issuing bonds;

g) Form of disclosure counsel opinion used;

h) Name of attorney in your firm responsible for the bond issue

3. Describe any financing for which your Firm or lawyers proposed to be assigned to the

AUTHORITY’s work have rendered any opinion which has resulted in the loss of tax exemptions on bonds issued by clients.

4. List at least three (3) Florida governmental clients the AUTHORITY can contact as references with respect to the PROPOSER’s work performance within the last five (5) years.

For each reference, include the following:

a) Name of Client

b) Contact Person

c) Title of Contact Person

d) Telephone Number and Email Address

e) Include your Firm’s role with the agency

NOTE: Contact persons must be informed by the PROPOSER that they are being used as reference and that the AUTHORITY will be contacting them for information. Each reference

- 16 -will be contacted up to three (3) times. If there is no answer after the third attempt, the AUTHORITY may apply no points for that project experience.

5. Provide evidence of ranking of PROPOSER as it appears in the Bond Buyers’ annual ranking of bond counsel, if listed, for the past three (3) years, if any.

F. Provide an affirmative statement to the effect that, to your knowledge, the retention of your Firm would not result in a conflict of interest with any party. Alternatively, should any conflict of interest exist, specify the party with which there might be a conflict, the nature of the potential conflict, and the means proposed to resolve such conflict. List all governmental entities in Florida that you have a current contractual relationship with and briefly describe the nature of the relationship.

G. Provide a description of the nature and magnitude of any litigation or proceeding whereby during the past five (5) years, a court or any administrative agency has ruled against your Firm in any matter related to the professional activities of the Firm. Similar information should be provided for current and pending litigation.

H. Provide the name of professional liability insurers for municipal practice, specifically the…