24-249-RFP_Pension_Attorney_Final.pdf

REQUEST FOR PROPOSAL (RFP)

PROFESSIONAL SERVICES

24-249-RFP-PS

PENSION ATTORNEY SERVICES

Solicitation documents are available from the Greater Orlando Aviation Authority’s Purchasing and Procurement Department e-Procurement Platform:

https://procurement.opengov.com/portal/goaa

Search under Projects for: Pension Attorney Services.

The Aviation Authority’s Procurement Department has transitioned to an E- Procurement Platform, OpenGov. Solicitations are posted within OpenGov and electronic responses will be accepted via the e-Procurement Portal.

To get started, click here to sign up. You will receive an email to activate your account.

For more information about how to register, please see our help file here.

Registration and Notification of Solicitations

THERE IS NO COST FOR VENDORS TO REGISTER WITH OPENGOV

Receiving Electronic Responses to Solicitations

To successfully submit a response to a solicitation, Vendors are required to submit their electronic response via OpenGov - https://procurement.opengov.com/portal/goaa. Mailed, faxed, emailed, and hand delivered submissions will not be accepted. Responses will only be accepted via OpenGov. By way of the e-Procurement Portal, responses will be locked and digitally encrypted until the submission deadline passes.

https://procurement.opengov.com/signup http://help.procurement.opengov.com/en/articles/2482165-vendor-registration https://procurement.opengov.com/signup

24-249--RFP-PS Pension Attorney BASE REV 2/29/2024

Table of Contents Americans with Disabilities Act Responsible Vendor Determination

1.0 GENERAL INFORMATION

1.1 Tentative Schedule

1.2 Intent and Purpose

1.3 Background Information

1.4 Solicitation Information

1.5 Submitting Questions and Receiving Responses

1.6 Communications; Questions Regarding Specifications or Response Process

1.7 Lobbying Statement

1.8 Exceptions to Terms and Conditions within the Solicitation

1.9 Withdrawal of Responses

1.10 Waiver and/or Rejection of Irregular Request for Responses

1.11 Notice of Intent to Award Agreement

1.12 Public Meetings/Public Records

1.13 Independent Consultant Status and Compliance with the Immigration Reform and

Control Act

1.14 Code of Ethics and Business Conduct Policy

1.15 Proprietary Information

2.0 SCOPE OF SERVICES

2.1 Scope of Services

2.2 Transition and Succession Plan

2.3 Schedule of Fees

2.4 Additional Services

2.5 Non-Exclusive Services

3.0 RESPONSE REQUIREMENTS

3.1 Respondent’s Minimum Requirements

3.2 Evaluation of Submittals

3.3 Selection Process

3.4 Insurance Requirements

3.5 Small Business Program

3.6 Verification of Employment Status

4.0 SUBMISSION REQUIREMENTS

4.1 Preparing Responses in Required Format

Tab 1 - Table of Contents Tab 2 - General Company Information Tab 3 - Respondent’s Experience and Qualifications

Tab 4 - Knowledge and Experience of Key Individuals and Team Tab 5 - Transition and Succession Plan Tab 6 - Methodology and Approach Tab 7 - Additional Requirements of the Response

1. Respondent’s Certification Form

2. Conflict of Interest Disclosure Form

3. Certification Regarding Prohibition Against Contracting with Scrutinized

4. E-Verification Certification Form

5. Current W9 Exhibit 1 FORM OF PROFESSIONAL SERVICES AGREEMENT

1. Services to be Provided by Consultant

2. Compensation

3. Term and Termination

4. Warranties and Representations of Consultant

5. Member Protection: Waiver

6. Indemnification

7. Insurance

8. Compliance with Nondiscrimination Requirements

9. Title VI List of Pertinent Nondiscrimination Acts and Authorities

10. Federal Fair Labor Standards Act

11. Occupational Safety and Health Act of 1970

12. Whistle Blower Reporting Line

13. Florida Law

14. Remedies

15. Attorney’s Fees and Costs

16. Venue and Waiver of Jury Trial

17. Transfers, Assignments and Subcontracts

18. Miscellaneous Provisions

19. Entire Agreement

20. Amendment; Waiver

21. Severability

22. Time is of the Essence

23. Execution and Counterparts

24. Notices Exhibit “A” – Scope of Services Exhibit “B” – Schedule of Fees

Americans with Disabilities Act

The Greater Orlando Aviation Authority does not discriminate upon the basis of any individual’s disability status. Anyone requiring reasonable accommodations as provided for the Americans with Disabilities Act (ADA) or Section 86.26, Florida Statutes, should contact the Aviation Authority’s ADA Coordinator at 407-825-2006 as soon as possible, at least one full business day prior to any scheduled meeting.

Responsible Vendor Determination

Respondent is hereby notified that Section 287.05701, Florida Statutes requires that the Aviation Authority may not request documentation of or consider a vendor's social, political, or ideological interests when determining if the vendor is a responsible vendor.

1.0 GENERAL INFORMATION

a. The Greater Orlando Aviation Authority (Aviation Authority) is soliciting interested parties to provide professional legal services and advice regarding matters pertaining to the Aviation Authority's Retirement Plans, to include the Authority's Defined Benefit (DB) Plan, Defined Contribution (DC)/401(a) Plan, Deferred Compensation (457) Plan, and Other Post-Employment Benefits Trust (OPEB), collectively referred to as the Plans.

b. The Agreement period, if an Agreement is awarded following the Solicitation process, will be for five (5) years, with the initial service to commence on or about August 1, 2024. The agreement between the successful Respondent and the Aviation Authority will be non-exclusive.

1.1 Tentative Schedule

Release Date March 24,2024 Deadline for submission of questions April 7, 2024 Deadline to submit Responses (by 11:00 a.m. Eastern Time) April 30, 2024 Retirement Benefits Committee May 22, 2024 Interviews May 29, 2024 Aviation Authority Board June 19, 2024

1.2 Intent and Purpose

a. It is the intent of the Aviation Authority that a Respondent will provide the services specified in the Scope of Services detailed in Section 2.0. The Aviation Authority intends to select the Respondent that it deems to be the most highly qualified, responsible, and responsive to the Aviation Authority to perform the required services after considering the evaluation criteria, in its exclusive discretion.

b. The Agreement period, if an Agreement is awarded following the Solicitation process, will be for a three-year term, with two renewal options of one-year each subject to mutual agreement. The initial service will commence on or about September 1, 2024. The agreement between the successful Respondent and the Aviation Authority will be non-exclusive.

1.3 Background Information

a. The Aviation Authority is the governmental agency responsible for the management of the Orlando International Airport and Orlando Executive Airport. The Aviation Authority employs almost 900 employees and maintains three distinct retirement plans. All three plans are governmental plans and not subject to Employee Retirement Income Security Act (ERISA).

b. There is a closed Defined Benefit Plan with approximately $133,080,214 in assets, which are invested by the Aviation Authority's Retirement Benefits Committee (RBC), who serves as a fiduciary, with the advice of an investment advisor.

c. Since 1999, new employees participate in a Defined Contribution/401(a) Plan with approximately $70,697,368 in assets, which assets are invested in a variety of employee directed investment options, selected from a list chosen by the Retirement Benefits Committee, with the assistance of an investment advisor.

d. The Aviation Authority maintains a governmental deferred compensation program (457 Plan) with approximately $35,057,014 in assets. The assets are invested in a variety of employee directed investment options, selected from a list chosen by the Retirement Benefits Committee, with the assistance of an investment advisor.

e. The Aviation Authority also maintains an Other Post-Employment Benefits (OPEB) Trust with approximately $82,263,495 in assets, which are invested by the Aviation Authority's Retirement Benefits Committee with the advice of an investment consultant.

f. Please refer to Exhibit One (1) for each retirement plan to include demographics, plan design, assets etc.

1.4 Solicitation Information

a. Sealed electronic responses will be received for this Solicitation through the

Greater Orlando Aviation Authority e-Procurement Portal (Portal) located at https://procurement.opengov.com/portal/goaa. By way of the Portal, responses will be locked and digitally encrypted until the submission deadline passes.

b. Responses submitted by hard copy, e-mail, telephone or fax shall not be accepted. Responses submitted outside of the designated electronic submission Portal shall be rejected as non-responsive regardless of where received.

c. The Aviation Authority shall not be responsible for delays caused by any occurrence, including a technology issue. Any late response will not be accepted.

d. The time/date stamp clock located in the electronic submittal portal shall serve as the official authority to determine lateness of any response.

e. Respondents shall not be allowed to modify their responses after the opening time and date. Responses may be examined thirty (30) days after the Solicitation opening or upon recommendation for award, whichever occurs first.

1.5 Submitting Questions and Receiving Responses

Respondents shall submit all inquiries regarding this Solicitation via the e- Procurement Portal, https://procurement.opengov.com/portal/goaa. Please note the deadline for submitting inquiries. All answers to inquiries will be posted on the Aviation Authority e-Procurement Platform. Respondents may also click “Follow” on this Solicitation to receive an email notification when answers are posted. It is the responsibility of the Respondent to check the website for answers to inquiries.

a. If the Procurement Department determines that it is necessary to change the dates or times prior to the due date, the change will be announced and posted on the e-Procurement Portal.

b. All prospective Respondents shall thoroughly examine and become familiar with the Solicitation package and carefully note the items, which must be submitted with the Solicitation as detailed in Section 4, Response Submittals.

c. Submission of a Response shall constitute an acknowledgment that the

Respondent has read and understands the Solicitation Documents. The failure or neglect of a Respondent to receive or examine any Solicitation Document shall in no way relieve it from any obligations under its Response or the Contract. No claim for additional compensation will be allowed which is based upon a lack of knowledge or understanding of any of the Contract Documents or the scope of work.

d. Unless otherwise noted, Respondents shall submit one Response only.

1.6 Communications; Questions Regarding Specifications or Response Process

a. All communication and contact regarding this solicitation shall be made via the e-Procurement Portal, https://procurement.opengov.com/portal/goaa.

b. Any official communication from a Respondent during the Solicitation process should be submitted to the Aviation Authority via the e-Procurement Portal, https://procurement.opengov.com/portal/goaa. A copy of the Administration Policies (Sections 180.01 and 180.03) is available upon request from the Manager of Board Services.

c. In accordance with the above-referenced policies, any communication directly or indirectly to seek to encourage any specific result in connection with an Aviation Authority selecting process, including but not limited to, written communications, any and all forms of electronic communications or messaging, including social media, oral communications either in person or by telephone, initiated by a Proposer or through a lobbyist, agent or third person, to any Aviation Authority staff and/or Committee/Board member who is a member of any committee constituted for the purposes of ranking Solicitations, making recommendations or making an award, is prohibited from the time that the Solicitation is released to the time that the award is made.

1.7 Lobbying Statement

All firms are hereby placed on notice the Aviation Authority Board and staff shall not be contacted about this Response. Firms and their agents are hereby placed on notice that they are not to contact members of the Aviation Authority staff and/or Committee/Board member (with the exception of designated Purchasing Agent).

Public meetings and public deliberations of the Selection Committee are the only acceptable forum for the discussion of merits of products/services requested by the Request for Response; and written correspondence concerning Solicitation’s may be submitted to the Procurement Department. An appropriate official or employee of the Aviation Authority may initiate communication with a Respondent in order to obtain information or clarification needed to develop a proper and accurate evaluation of the Solicitation. Any official communication from a Respondent during the Solicitation process should be submitted in writing to the Greater Orlando Aviation Authority, GOAA Annex Building, Procurement Department, 5855 Cargo Road, Orlando, FL 32827-4399 or via the e-Procurement Platform as directed during the Solicitation process. A copy of the Administration Policies (Sections 180.01 and 180.03) are available upon request from the Chief Administrative Officer. Failure to adhere to these requirements could result in Board action to disqualify your firm from consideration of award.

Respondents to this Solicitation or persons acting on their behalf may not contact, between the release of the solicitation and the end of the seventy-two (72) hour period following the agency posting the notice of intended award, excluding Saturdays, Sundays, and state holidays, any employee or officer of the executive or legislative branch concerning any aspect of this solicitation, except in writing to the procurement officer or as provided in the solicitation documents. Violation of this provision may be grounds for rejecting a response. (F.S. 287.057 (23))

1.8 Exceptions to Terms and Conditions within the Solicitation

If the Respondent desires to take exception(s) to any portion of the terms and conditions of this Solicitation, the exception(s) must be taken during the question and answer period, and responses will be included in an Addendum. Exceptions noted within the response submittal will cause the response to be deemed non-responsive. Respondents shall not substitute entire agreements or sets of terms and conditions but discuss separately each term or condition that they take exception to or desire to change.

1.9 Withdrawal of Responses

No Response may be withdrawn after the scheduled Response opening time for a period of ninety (90) days. Any Respondent withdrawing or attempting to withdraw its Response prior to the expiration of the 90 day period shall be obligated to reimburse the Aviation Authority for all its costs incurred in connection with such withdrawal or attempted withdrawal including, without limitation, any increased costs for procuring the goods or services from another Respondent or all costs of advertising and re-procuring the goods or services, and all attorneys’ fees, in addition to payment of the Aviation Authority’s other damages.

A Respondent’s submission shall be deemed the Respondent’s acknowledgment of an agreement to the provisions of this Section.

1.10 Waiver and/or Rejection of Irregular Request for Responses

The Aviation Authority reserves the right to waive informalities or irregularities in any Responses, to reject any or all Responses in whole or in part, with or without cause, and to accept that Response, if any, which in its judgment is deemed to be responsible and responsive, and in its sole discretion is deemed the most advantageous to the Aviation Authority to perform the required services after considering the evaluation criteria.

1.11 Notice of Intent to Award Agreement

Unless all Responses are rejected by the Aviation Authority, a Notice of Intent to Award is anticipated to be provided within ninety (90) days from the opening of Responses to the responsible and responsive Respondent submitting the Response deemed to be most advantageous to the Aviation Authority, all factors being considered. For all procurements, the Aviation Authority reserves the right to reject any or all Responses and to cancel the procurement or to solicit new Responses.

The Aviation Authority intends, but is not obligated, to enter into a non-exclusive agreement with the highest ranked Respondent to perform the required Services described herein. The Aviation Authority reserves its right to award any or all of the advertised services subject to the availability of funding.

1.12 Public Meetings/Public Records

Please be aware that all meetings of the Aviation Authority’s Board are duly noticed public meetings and all documents submitted to the Aviation Authority as a part of or in connection with a Response will constitute public records under Florida law regardless of any person’s claim that proprietary or trade secret information is contained therein.

1.13 Independent Consultant Status and Compliance with the Immigration Reform and Control Act

Respondent is and shall remain an independent Consultant and is neither agent, employee, partner, nor joint venture of Aviation Authority. Respondent acknowledges that it is responsible for complying with the provisions of the Immigration Reform and Control Act of 1986 located at 8 U.S.C. 1324, et seq. and regulations relating thereto, as either may be amended from time to time. Failure to comply with the above provisions shall be considered a material breach of the Agreement.

1.14 Code of Ethics and Business Conduct Policy

The Aviation Authority has adopted a Code of Ethics and Business Conduct Policy (Section 204.01) which addresses the obligation of the Aviation Authority’s Board members and employees to follow the Florida Statutes in reference to these issues.

This includes, but is not limited to, the obligations of the Aviation Authority’s Board members and employees with respect to having an interest in business entities, outside employment, gratuities, divulgence of information, unauthorized compensation and acceptance of gifts.

Please be aware that any violation of this policy by a Respondent and/or any attempt to influence an Aviation Authority Board member or employee to violate the policy is sufficient cause for the denial of the right of the Respondent to Response on any Contract or sell any materials, supplies, equipment, or services to the Aviation Authority for a period of time that is determined by the Chief Executive Officer. A copy of this policy is available upon request from the Chief Administrative Officer.

1.15 Proprietary Information

a. In accordance with Chapter 119 of the Florida Statutes (Public Records Law) and except as may be provided by other applicable State and Federal Law, all Respondents should be aware that the Solicitation and the responses thereto are public records. However, the Respondents are requested to identify specifically any information contained in their Response, which they believe to be exempt from disclosure, citing specifically the applicable exempting law.

The Aviation Authority will consider a Respondent’s opinions regarding the applicability of Chapter 119, Florida Statutes, but shall not be obligated to concur in such opinions.

b. All information and documents received from Respondents in response to this

Solicitation will become the property of the Aviation Authority, will not be returned to the Respondents, and will be incorporated in the final Agreement in the event of Agreement award, with the exception of any financial information exempt from the Public Records Laws. Any work product produced as part of the Agreement will become the exclusive property of the Aviation Authority.

The remainder of this page is intentionally blank.

2.0 SCOPE OF SERVICES

2.1 Scope of Services

The Greater Orlando Aviation Authority is soliciting proposals for outside legal services from qualified law firms with experience working with public pension systems. The law firm and/or attorney will provide professional legal services and advice regarding matters pertaining to the Aviation Authority's Retirement Plans, to include the Authority's Defined Benefit (DB) Plan, Defined Contribution (DC)/401(a) Plan, Deferred Compensation (457) Plan, and Other Post-Employment Benefits Trust (OPEB)The required services include, but are not limited to, the following:

a. Perform legal due diligence with respect to all matters relating to the responsibilities of the RBC.

b. Review and prepare documents and agreements relating to RBC responsibilities.

c. Educate the RBC regarding compliance, fiduciary responsibility, and administration of the Plans.

d. Provide information and interpretation of new and upcoming legislation on any and all public pension legal issues and submit information regarding the impact of such legislation on the system and members upon request.

e. Provide dispute resolution and litigation support with respect to the Plans.

f. Principal Attorney or RBC authorized designee will attend RBC meetings as requested, providing legal services and advice.

g. Provide other pension legal consultation as may be required.

h. Represent the Aviation Authority in Courts and/or administrative agencies as required.

i. Provide general status reports to the Chief Executive Officer as requested.

2.2 Transition and Succession Plan

The Attorney or Firm of Attorneys selected shall provide a proposed Transition Plan and Succession Plan in the event the Lead Attorney is not able to continue to provide legal services outlined for Lead Attorney as specified in Section 2.0.

2.3 Schedule of Fees

The attorney or firm of attorneys selected shall provide an affirmative statement in its submittal acknowledging agreement to the Aviation Authority’s established hourly rates, as may be determined from time to time. The current hourly rates are established as:

Partners: $350/ hour Senior Associates: $285/ hour Associates: $275/ hour Paralegals: $125/ hour

2.4 Additional Services

If during the contractual period additional services are needed, the selected Respondent, also referred to as Consultant may, at the option of the Aviation Authority, be engaged to perform additional services. The selected Consultant, shall upon receipt of the written request from the CEO, perform such additional services based upon the hourly rates in the Professional Services Agreement. All additional work will be documented by amendment to be approved following the Aviation Authority policies prior to the performance of any additional services.

2.5 Non-Exclusive Services

This is a non-exclusive Agreement. During the term of this Agreement, and any extensions thereof, the Aviation Authority reserves the right to contract for another provider for similar services as it determines necessary in its sole discretion.

24-249--RFP-PS PENSION ATTORNEY BASE REV 2/19/2024

3.0 RESPONSE REQUIREMENTS

3.1 Respondent’s Minimum Requirements

Respondents must meet the following minimum requirements to be considered for the award of the contract. Respondents will address each requirement specifically in their Response. Each Respondent must acknowledge on company letterhead and provide written documentation that their firm meets the Requirements.

a. Respondent must be registered/qualified to do business in the State of Florida and be in good standing with the Florida Bar without exception. Provide a copy of such registration/qualification to the Aviation Authority with the Response submission.

b. Respondent shall have a minimum of five (5) years’ experience providing services of the type described in Section 2.0 Scope of Services. Respondent shall provide an affirmative statement and documentary proof of such experience with the Response submission.

c. The proposing law firm and/or attorney must have provided legal services (in some capacity) to at least three (3) similar public pension system.

d. The Attorney or Firm of Attorneys selected shall provide a proposed Transition and

Succession Plan in the event the Lead Attorney is not able to continue to provide legal services outlined for Lead Attorney as specified in Section 2.0.

e. Respondent shall affirm their willingness to execute an agreement substantially in the form attached hereto as Exhibit 2 - Form of Professional Services Agreement.

f. Return of Required Response Forms to include Proof of Insurance as per Section 3.4.

1. Response Forms to be turned in to the Aviation Authority

The Response forms (1 through 6) shall be completed and signed by the Respondent’s duly authorized representative. Failure to return the forms with the submittal may cause the Response to be deemed as non-responsive.

2. Proof of Insurance

The submittal shall contain proof of insurability issued by a company currently authorized to do business in the State of Florida and with an A.M.

Best Company rating of at least B+ and a Financial Size Category of "Class VI" or higher according to the most current edition of AM Best Rating for the required insurance(s) listed in Section 3.4 Insurance Requirements.

3.2 Evaluation of Submittals

a. The Aviation Authority, in its sole discretion, may award the Contract to the responsible and responsive Respondent submitting the Response, which is deemed the most advantageous to the Aviation Authority, price and other factors being considered.

b. The Aviation Authority reserves the right to solicit from available sources relevant information concerning a Respondent’s past performance and may consider such information in its evaluation and selection of Respondents.

3.3 Selection Process

a. Responses to this Solicitation will be evaluated by the RBC or Committee based upon the Evaluation Criteria per Section 3.2 and as supported by the Respondent has provided all required information per Section 4.0 Response Submission Requirements. The recommendation of the Committee will be considered by the Aviation Authority Board for award.

b. The Committee will evaluate the responses and may, at its discretion, invite one or more of the Respondents that appear to be the most advantageous to the Aviation Authority to perform the requested services to present/interview with the Committee. The purpose of such an interview would be to allow Respondents to elaborate upon their Response before a recommendation for ranking of the Responses is made. Interviews, along with the written Response will become part of the Respondent’s response to be evaluated by the Committee.

c. The Committee may conduct a presentation and interview session with each of the short-listed Respondents. Following presentations/interviews, or in the event Committee determines that presentations/interviews are not necessary, the Committee shall make a final ranking and select in order of preference, in order to make a recommendation to the Aviation Authority’s Board, the responsible, responsive, and in its sole discretion, most advantageous to the Aviation Authority to perform the requested services.

d. The Aviation Authority shall have the right, but not the obligation, to award all or any portion of the services. The extent and scope of the Services, along with the fees for such services, will be subject to final approval by the Aviation Authority.

The Aviation Authority intends, but is not obligated, to enter into a non-exclusive agreement with the highest ranked Respondent to perform the required Services described herein. The Aviation Authority reserves its right to award any or all of the advertised services subject to the availability of funding.

e. The Aviation Authority reserves the right to waive any informality in the Solicitations, to reject any or all Solicitations, and to re-advertise or elect not to proceed with the services for any reason.

f. All recommendations and decisions regarding award of the services shall be made at open public meetings in accordance with the requirements of Florida Statute 286.011, and all interested parties are invited to attend such meetings. The meetings of the Committee and Aviation Authority Board are public meetings.

g. All parties desiring information regarding the award of the Contract may visit http://Orlandoairports.net

3.4 Insurance Requirements

At its sole expense, the Consultant shall maintain the following insurance during the term of this Agreement, including any extensions or renewals and such insurance will apply to Consultant, its employees, agents, and subcontractors.

a. General Liability and Automobile Liability:

1. Commercial General Liability insurance covering any and all claims for property damage and bodily injury (including death) and including, but not limited to premises, products and completed operations, and contractual liability for Consultant’s covenants, with a limit of liability not less than One Million Dollars ($1,000,000) per occurrence; and

2. Automobile liability insurance covering each motor vehicle, including but not limited to owned, non-owned, or hired, used in conjunction with providing Services on Aviation Authority property resulting in property damage or bodily injury, including death with a limit of not less than Three Hundred Thousand Dollars ($300,000) combined single limit per accident;

b. Additional Insured Endorsement. Such above referenced liability insurance shall name Aviation Authority and the City and their members (including, without limitation, members of the Aviation Authority’s Board and the City’s Council and members of the citizens’ advisory committees of each), officers, employees, and agents as additional insureds.

c. Workers’ Compensation and Employer’s Liability. The following insurance shall apply to all Consultant’s employees who will be engaged on Aviation Authority property in the performances of Services in this Agreement: (i) workers’ compensation insurance with statutory limits in accordance with Florida law, and

(ii) employer’s liability insurance policy limits not be less than $100,000 for each accident, $100,000 for disease each employee and $500,000 for disease policy limit. If the Consultant is self-insured, the Consultant shall provide proof of self-http://orlandoairports.net/ insurance and authorization to self-insure as required by applicable Florida laws and regulations.

d. Professional Services / Errors & Omissions Liability Insurance. Insurance covering Consultant for claims, losses and expenses resulting from wrongful acts or omissions committed in the performance of, or failure to perform, all Services under this Agreement with limits not less than Five Million Dollars ($5,000,000) per claim.

e. Other Insurance Requirements. Consultant agrees to the following as it relates to all above required insurance:

1. Self-Insured Retention and Deductibles. Consultant’s insurance policies shall not be subject to a self-insured retention or deductible exceeding $10,000, if the value of the Contract is less than $1,000,000, and not be subject to a self-insured retention or deductible exceeding $100,000, if the Contract is $1,000,000 or more, unless approved by the Aviation Authority’s Chief Executive Officer. The above deductible limits may be exceeded if the Consultant’s insurer is required to pay claims from the first dollar at 100% of the claim value without any requirement that Consultant pay the deductible prior to its insurer’s payment of the claim.

2. Insurance policies shall be primary insurance and not contributory to any other valid insurance the Aviation Authority may possess, and that any other insurance the Aviation Authority does possess shall be considered excess insurance only.

3. Insurance shall be carried with an insurance company or companies with a financial stability rating by A.M. Best of B+ VI or better and said policies shall be in a form acceptable to the Aviation Authority.

4. Any liability insurance maintained by Consultant written on a claims-made form basis will maintain coverage for two (2) years to cover claims made after the Consultant has concluded its services to the Aviation Authority.

5. All insurance required for this Contract shall contain a waiver of subrogation clause, as allowed by law, in favor of the Aviation Authority and the City of Orlando.

6. A properly completed and executed Certificate of Insurance on a form provided or approved by the Aviation Authority (such as a current ACORD form) evidencing the insurance coverages required by this Section shall be furnished to the Aviation Authority upon the Notice of Intent to Award of contract or prior to any start of services, whichever comes first, and each renewal thereafter during the term of this Agreement and its renewal/extension. Consultant acknowledges that any acceptance of

Certificate of Insurance by the Aviation Authority does not waive any obligations herein this Agreement.

7. The Aviation Authority is currently contracted with a third party for the management of all insurance certificates related to the Aviation Authority Contracts. Consultants who enter into a Contract with the Aviation Authority will be contacted directly by the third party vendor for insurance certificates and related matters such as expired certificates. An introductory letter will be sent instructing each Consultant of the proper procedures for processing updated insurance certificates as well as any other insurance related matter that may arise over the term of the Contract. Consultants will respond as directed in the introductory letter as well as any further instructions they may receive.

8. The Consultant shall provide the Aviation Authority immediate written notice of any adverse material change to the Consultant’s required insurance coverage. For purposes of this Insurance Section, an “adverse material change” shall mean any reduction in the limits of the insurer’s liability, any reduction of any insurance coverage, or any increase in the Consultant’s self-insured retention and any non-renewal or cancellation of required insurance.

9. If any insurance coverage is canceled or reduced, Consultant shall, within forty-eight (48) hours remit to the Aviation Authority a Certificate of Insurance showing that the required insurance has been reinstated or replaced by another insurance company or companies acceptable to the Aviation Authority. If Consultant fails to obtain or have such insurance reinstated, Aviation Authority may, if it so elects, and without waiving any other remedy it may have against Consultant, immediately terminate this Contract upon written notice to Consultant.

10. The Aviation Authority’s Chief Executive Officer shall have the right to alter the monetary limits or coverages herein specified from time to time during the term of this Contract, and Consultant shall comply with all reasonable requests of the Chief Executive Officer with respect thereto.

3.5 Small Business Program

Due to the specialized nature of the required services for this project, the Aviation Authority will not require a Minority Women Business Enterprise (MWBE), Local Developing Business (LDB) or Veteran's Business Enterprise (VBE) participation goal.

However, Respondents are strongly encouraged to identify and secure participation through the purchase of goods and/or services ancillary to the scope of services.

3.6 Verification of Employment Status

a. Prior to the employment of any person under this Contract, the Contractor shall utilize the U.S. Department of Homeland Security’s E-Verify system to verify the employment eligibility of all new employees hired by the Contractor during the Contract term, and an express requirement that Contractors include in such subcontracts the requirement that Subcontractors performing work or providing services pursuant to the state Contract utilize the E-Verify system to verify the employment eligibility of all new employees hired by the Subcontractor during the Contract term. For more information on this process, please refer to United States Citizenship and Immigration Service site at:

http://www.uscis.gov/portal/site/uscis.

b. Only those employees determined eligible to work within the United States shall be employed under this Agreement. By submission of a Response in response to this solicitation, the Contractor affirms that all employees in the above categories shall undergo e-verification before placement on this Contract. The Contractor shall commit to complying with this requirement.

http://www.uscis.gov/portal/site/uscis

4.0 SUBMISSION REQUIREMENTS

Respondents interested shall submit their responses via the e-Procurement Platform system. Once Respondents registered with OpenGov, Respondents’ may submit their response securely before the solicitation deadline:

By clicking the PARTICIPATE BUTTON under the solicitation, the response submitted will remain locked and inaccessible by the Aviation Authority until the solicitation deadline date and time.

4.1 Preparing Responses in Required Format

a. The submission requirements in this section are not to limit the creativity in the presentation of a Response, but rather to list the elements of a response that the Aviation Authority deems most important to its evaluation process.

b. It is the Respondent’s responsibility to incorporate all pertinent information effectively, to communicate the Respondent’s concept and meet the requirements listed in Section 3.1 Respondent’s Requirements and Section 3.2 Evaluation of Award. The Respondent should prepare its Response simply and economically, providing a straightforward, concise description of the Respondent's capability to satisfy the conditions and requirements of this competitive solicitation.

Tab 1 - Table of Contents

Please insert a table of contents and include navigational bookmarks to identify each section of the Response to facilitate quick reference.

Tab 2 - General Company Information

A. Provide the name of Respondent's firm(s) to include:

1. Contact name and complete contact information of attorney responsible for representation (“Lead Individual”).

2. Type of organization (corporation, sole proprietor, partnership, other).

3. Federal employer identification number.

B. Statement of Respondents’ Minimum Requirements

Respondents must meet the following minimum requirements to be considered for the award of the contract. Respondents will address each requirement specifically in their Response. Each Respondent must acknowledge on company letterhead and provide written documentation that their firm meets the Requirements.

1. Respondent must be registered/qualified to do business in the State of Florida and be in good standing with the Florida Bar without exception. Provide a copy of such registration/qualification to the Aviation Authority with the Response submission.

2. Respondent shall have a minimum of five (5) years’ experience providing services of the type described in Section 2.0 Scope of Services. Respondent shall provide an affirmative statement and documentary proof of such experience with the Response submission.

3. The proposing law firm and/or attorney must have provided legal services (in some capacity) to at least three (3) similar public pension system.

4. The Attorney or Firm of Attorneys selected shall provide a proposed Transition and Succession Plan in the event the Lead Attorney is not able to continue to provide legal services outlined for Lead Attorney as specified in Section 2.0.

5. Respondent shall affirm their willingness to execute an agreement substantially in the form attached hereto as Exhibit 1 - Form of Professional Services Agreement.

6. Return of Required Response Forms to include Proof of Insurance as per Section 3.4. The submittal shall contain proof of insurability issued by a company currently authorized to do business in the State of Florida and with an A.M. Best Company rating of at least B+ and a Financial Size Category of "Class VI" or higher according to the most current edition of AM Best Rating for the required insurance(s) listed in Section 3.4 Insurance Requirements

Tab 3 - Respondent’s Experience and Qualifications

A. Experience and Qualifications

Respondent shall demonstrate the specialized experience and technical competence of the firm. The firm should highlight the ability to perform the Scope of Services identified in section 2.0 for governmental entities and, if applicable, airports.

B. References

Respondents’ references should demonstrate that the Respondent and the key individuals have the experience required, and reasonably has the reputation to perform the Scope of Services. References shall be able to validate the Respondent’s capabilities and experience. It is the Respondent’s responsibility to provide references and information that most closely demonstrates their experience with organizations (airports, counties, municipalities, or universities) of similar size, complexity, and risk exposure as the Aviation Authority.

1. Provide a minimum of three, but no more than five, references of airports and/or governmental entity clients. Respondent shall provide the following information for each reference:

a) Organization’s Name

b) Address

c) Contact person

d) Telephone number and email address of contact person

e) Brief Description of Project

f) Respondent’s Role and Identify the Lead Individual

g) Date of Services/Status (current or past client)

2. The Respondent authorizes the Aviation Authority, its staff or consultants to contact any of the references provided in the response and specifically authorizes such references to release either orally or in writing, any appropriate data with respect to the Respondent and its Engagement Team members.

3. Respondent bears full responsibility for naming references, which will respond to the Aviation Authority’s reference checks. If the Respondent’s references do not respond to the Aviation Authority’s reference checks, the Respondent’s evaluation will be adversely affected by non-responsive references.

Tab 4 - Knowledge and Experience of Key Individuals and Team

A. Respondent shall demonstrate the specialized experience and technical competence of the key individuals and support staff who will provide the requested services, including but not limited to the proposed lead attorney and key staff in each firm. Knowledge, recent experience, and expertise of these key individuals with projects of similar type and complexity will be a material consideration.

1. Identify the Lead Counsel, highlighting their qualifications and experience.

2. Provide the names, qualifications, and experience of the Team members assigned for Representation.

3. Provide Resume or Biographies of Team Members who will be assigned to this Solicitation.

4. Confirm that counsel agrees that there is a fiduciary relationship which obligates the fiduciary to put the interests of the Aviation Authority first, ahead of the fiduciary’s self- interest and to refrain from exploiting the relationship for the fiduciary’s personal benefit and provides a duty of care in compliance with Florida Statutes.

Tab 5 - Transition and Succession Plan

Describe in detail the process that would be followed to implement the services to be provided pursuant to the Scope of Services if you are not the incumbent. This plan must include time frames and information that would be required for such services to be fully operational and include a sample timeline (with an explanation of how this timeline would be used in the transition process.)

Describe in detail the strategy that the firm has in place for an effective Succession Plan in the event the Lead Counsel within the firm is no longer able to handle duties of Lead Counsel.

Tab 6 - Methodology and Approach

Provide a written description of the methodology and approach to the Scope of Services, including how the Aviation Authority and its representatives will be kept abreast of laws and legislation pertaining to the Plans. The Respondent must also explain how the Retirement Benefits Committee will be educated on such.

Tab 7 - Additional Requirements of the Response

A. Prior or Pending Convictions, Indictments, Investigations, Regulatory

Investigations

The Respondent shall provide a description of all prior or pending convictions, indictments, investigations, and regulatory investigations, either civil or criminal that relate to the services listed in Section 2.0 Scope of Services, in which Respondent or its affiliates, subsidiaries, parent company, directors, senior officers, senior regional officers, or the Lead Individual, have been involved with in the last five (5) years immediately preceding the date of Respondent’s response to this Solicitation, or provide an affirmative statement that there are none.

B. Claims Information

Disclose all lawsuits, arbitrations and claims filed or raised by or against the Respondent over the last five (5) years that relate to the services listed in Section

2.0 Scope of Services, specifically identifying the project involved, the parties involved, the nature of the claim(s), amount at issue, disposition or status and litigation, case style, number, and jurisdiction, or provide an affirmative statement that there are none.

C. Conflicts of Interest

Describe any conflicts of interest with the Aviation Authority that the Respondent’s firm has or may have and how that conflict of interest would be mitigated or provide an affirmative statement that there are none.

1. Respondent’s Certification Form

I have carefully examined the Solicitation and any other documents accompanying or made a part of this Solicitations.

I hereby propose to furnish the goods or services specified in this Solicitation at the prices or rates quoted in my submittal. I agree that my submittal will remain firm for a period of up to one-hundred-twenty (120) days in order to allow the Aviation Authority adequate time to evaluate the submittals.

I certify that all information contained in this Solicitation is truthful to the best of my knowledge and belief. I further certify that I am duly authorized to submit this Solicitation on behalf of the Respondent as its act and deed and that the Respondent is ready, willing and able to perform if awarded the Contract.

I certify, under oath, that this Solicitation is made without prior understanding, agreement, connection, discussion, or collusion with any other person, firm or corporation submitting a Solicitation for the same product or service. I further certify that no officer, employee or agent of the Aviation Authority or any other Respondent has a financial interest in this Solicitation. I further certify that the undersigned executed this Respondent's Certification with full knowledge and understanding of the matters therein contained and was duly authorized to do so.

Company Sworn to and subscribed before me by means of:

physical presence or online notarization Bidder’s Signature this day of 20

Print Name and Title by who is ☐ Personally Known; or ☐ Produced

Identification. Type of identification produced:

Address:

[Check applicable box to satisfy identification requirement of FLA. Stat. §117.05)

STATE OF FLORIDA) Seal

COUNTY OF ) Date

Duns Number

Federal Tax Id Number

Notary Public My Commission Expires:

Email:

Printed, typed or stamped commissioned name of Notary Public)

The Aviation Authority only requires Company Federal Tax Id numbers. The Aviation Authority is not requesting individual social security numbers

2. Conflict of Interest Disclosure Form

The award of this Contract is subject to the provisions of Chapter 112, Florida Statutes. All Respondents must disclose within their Response the name of any officer, director, employee or agent (or their spouse or child) who is also an employee or officer of the Aviation Authority.

By submission of this Response, the undersigned certifies, under penalty of perjury, that to the best of their knowledge and belief, have met the Florida Statute.

Comments:

Acknowledged by:

Firm Name:

Signature of Authorized Representative:

Name and Title (Print or Type):

Date:

3. Certification Regarding Prohibition Against Contracting with Scrutinized Companies

I hereby certify that neither the undersigned entity, nor any of its wholly owned subsidiaries, majority-owned subsidiaries, parent companies, or affiliates of such entities or business associations, that exists for the purpose of making profit have been placed on the Scrutinized Companies that Boycott Israel List created pursuant to s. 215.4725 of the Florida Statutes, or are engaged in a boycott of Israel.

In addition, if this solicitation is for a Contract for goods or services of one million dollars or more, I hereby certify that neither the undersigned entity, nor any of its wholly owned subsidiaries, majority-owned subsidiaries, parent companies, or affiliates of such entities or business associations, that exists for the purpose of making profit are on the Scrutinized Companies with Activities in Sudan List or the Scrutinized Companies with Activities in the Iran Petroleum Energy Sector List, created pursuant to s. 215.473 of the Florida Statutes, or are engaged in business operations in Cuba or Syria as defined in said statute.

I understand and agree that the Aviation Authority may immediately terminate any Contract resulting from this solicitation upon written notice if the undersigned entity (or any of those related entities of Respondent as defined above by Florida law) are found to have submitted a false certification or any of the following occur with respect to the company or a related entity: (i) it has been placed on the Scrutinized Companies that Boycott Israel List, or is engaged in a boycott of Israel, or (ii) for any Contract for goods or services of one million dollars or more, it has been placed on the Scrutinized Companies with Activities in Sudan List or the Scrutinized Companies with Activities in the Iran Petroleum Energy Sector List, or it is found to have been engaged in business operations in Cuba or Syria.

Name of Respondent:____________________________________

By:__________________________________________________ (Authorized Signature)

Title:_________________________________________________

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