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Item P6BOARD OF COUNTY COMMISSIONERS AGENDA ITEM SUMMARY Meeting Date: October 17, 2012 (KW) Bulk Item: Yes x No Division: County Attorney's Office Department: Staff Contact Person/Phone #: Cynthia Hall, x 3174 AGENDA ITEM WORDING: Approval to advertise Request for Proposals for Outside Legal Counsel for Workers' Compensation Cases. ITEM BACKGROUND: The County's self -insured workers' compensation program covers claims for employees of the County and constitutional officers plus volunteers up to $500,000 per claim, with amounts above that deductible covered by excess insurance. The County currently uses two (2) outside law firms to represent the County in its capacity as the employer/carrier in litigated workers' compensation cases. The County spends approximately $60K-80K annually on outside counsel fees. Outside attorneys work directly with Maria Fernandez -Gonzalez, Sr. Benefits Administrator (Employee Services Division) with oversight from the County Attorneys' Office. It has been more than three years since the County issued an RFP for outside counsel. Staff desires to issue this RFP in order to form an updated panel of attorneys to handle the County's cases. Staff will bring recommendations for contracts back to the BOCC for approval at the January or February 2013 meeting. PREVIOUS RELEVANT BOCC ACTION: None. CONTRACT/AGREEMENT CHANGES: Not applicable STAFF RECOMMENDATIONS: Approval to advertise RFP. TOTAL COST: 200 INDIRECT COST: N/A BUDGETED: Yes [cost of advertising] COST TO COUNTY: N/A SOURCE OF FUNDS: REVENUE PRODUCING: Yes X No AMOUNT PER MONTH Year Csk APPROVED BY: County Atty X ' OMB/Purchasing Risk Management DOCUMENTATION: Included X Not Required DISPOSITION: AGENDA ITEM # MONROE COUNTY, FLORIDA REQUEST FOR PROPOSALS OUTSIDE LEGAL COUNSEL FOR WORKERS' COMPENSATION CASES BOARD OF COUNTY COMMISSIONERS Mayor, David Rice, District 2 Mayor Pro Tem, Kim Wigington, District 1 George Neugent, District 2 Heather Carruthers, District 3 Sylvia J. Murphy, District 5 COUNTY ADMINISTRATOR Roman Gastesi CLERK OF THE CIRCUIT COURT COUNTY ATTORNEY'S OFFICE Danny L. Kolhage Suzanne A. Hutton, County Attorney October 2012 [Response deadline: December 20, 2012, 3:00 p.m.] RFP Outside Counsel Workers' Compensation Cases October 2012 NOTICE This page reserved----- RFP Outside Counsel Workers' Compensation Cases October 2012 TABLE OF CONTENTS SECTION ONE Introduction SECTION TWO Instructions to Respondents SECTION THREE Proposal Contents SECTION FOUR Draft Legal Services Contract SECTION FIVE Response/Bid Forms Pricing Information Page CI 6 0 12 19 25 RFP Outside Counsel Workers' Compensation Cases October 2012 SECTION ONE INTRODUCTION 1.01 SCOPE OF WORK The Respondent awarded a contract shall provide outside counsel services for Monroe County Board of County Commissioners (`BOCC") and all other constitutional officers that participate in the County's self -insured workers' compensation program in the area of workers' compensation (collectively, the "County"). Representation by the law firm shall include: general advice to the County on workers' compensation matters; preparation and filing of pleadings directed to all claims asserted; handling of discovery propounded by claimants and generation of all discovery necessary to defend the employer/carrier's position; preparation of appropriate motions and responses to motions; preparation of and consultation with expert witnesses and treating physicians, including IMEs; marshalling of evidence; attendance at all hearings and mediations; attendance at periodic meetings with County staff; attendance at and handling trials; prosecution or defense of appeals as directed by the County, and any legal research necessary for the above matters. In addition, the firm will be required to identify opportunities for subrogation and to pursue those subrogation claims when directed by the County. The law firm will be required to submit periodic written status reports as requested from time to time by the County and/or the County Attorney's Office. The method of fee compensation shall be an hourly rate expressed in tenths (0.10) of an hour. The hourly rate for each attorney or paralegal who would work on the matters shall be identified. The County will reimburse separately for mileage and other travel charges, which shall be capped at the maximum allowable under Florida Statute and/or the Monroe County Code. Travel must be charged from the firm's local office closest to the location of the hearing or deposition. The County will not reimburse for postage, photocopying, facsimile, telephone charges, courier charges, computerized research, facsimile charges. The County will reimburse for court filing fees and costs, witness fees (including experts and consultants), and court reporter fees. The contract awarded by the Monroe County Board of County Commissioners shall continue until termination by either party as set forth in the agreement. One or more law firms shall be chosen to represent the County on a non-exclusive basis. 1.02 DESCRIPTION OF PROGRAM The program currently covers current employees of Monroe County BOCC and constitutional officers, plus volunteers. A total of 1,818 employees and volunteers are currently covered, broken down as follows: 1,260 full time employees; 35 part time employees; 523 volunteers (fire fighters, library, poll workers). Monroe County is self -insured up to a level of $500,000 per claim. Monroe County contracts with an external firm to provide excess coverage for all claims in excess of $500,000. Workers' compensation cases are administered by Maria Fernandez -Gonzalez, Sr. Benefits Administrator. Monroe County also 4 RFP Outside Counsel Workers' Compensation Cases October 2012 contracts with a third party administrator (currently, EMI) to provide third party administration services for its workers' compensation program. As of September 1, 2012 Monroe County had a total of fourteen cases in active litigation. The breakdown of years in which the cases were opened at DOAH is as follows: Year No. of cases 1991 1 1995 1 1999 1 2003 1 2006 2 2010 2 2011 3 2012 3 The County makes no representation that the number of cases filed in the future will remain the same. The Respondents should base their fee proposal on their own experience and expertise in workers' compensation. 1.03 PHILOSOPHY Our goal is to timely identify claims for which there is liability and to discuss settlement opportunities at an early juncture. Claims with merit should be promptly and fairly resolved. Claims without merit should be identified early and denied or defended. Early resolution of claims is desirable and the use of mediation, both state and private, is encouraged. Cases should be staffed economically and effectively. The County will not pay for conferences between attorneys within the same firm or conferences between attorneys and staff within the firm. Within thirty (30) days after assignment of a case, the attorney should submit an initial case evaluation report with the following information: - Current status of the case - Summary of the allegations - Preliminary evaluation of the claim - Identification of potential subrogation or contribution claims, if any - Outline of significant activity proposed (investigation, discovery, hearings, motions, research, etc.) - Comment on venue and judge assigned to the case - Identification of the potential need for Medicare Set Aside - Recommendations for early disposition of the case (mediation, settlement, etc.) At least 14 days prior to a mediation, the attorney should hold a conference with the County Sr. Benefits Administrator, the nurse case manager, the Monroe County Attorney's Office, the third party administrator, and Excess insurance, if applicable, to discuss the current status of the case and to obtain settlement authority in a potential settlement range. RFP Outside Counsel Workers' Compensation Cases October 2012 SECTION TWO INSTRUCTIONS TO RESPONDENTS 2.01 SUBMISSION OF PROPOSALS Four (4) original responses marked "Original" and one disk or flash drive containing a complete copy of the proposal must be received in a sealed envelope clearly marked on the outside with the Proposer's name and " Monroe County —Outside Legal Counsel for Workers' Compensation Cases", addressed to: Monroe County Purchasing Department, 1100 Simonton Street, Room 1-213, Key West, FL 33040. All proposals must be received on or before 3:00 P.M. local time on December 20, 2012. Hand delivered Proposals may request a receipt. No proposals will be accepted after 3:00 P.M. Faxed or e-mailed proposals shall be automatically rejected. It is the sole responsibility of each Proposer to ensure its proposal is received in a timely fashion. Only those applicants that have supplied complete information by the time specified will be considered. No partial proposals will be considered. Responses will be received until the designated time and will be publicly opened and read aloud at the appointed time and place stated in the Notice of Request for Competitive Solicitation. The responses will be sent to the selection committee for review. Respondents and their authorized agents are invited to be present. 2.02 DEVELOPMENT COSTS The County shall not be liable for any expenses incurred in connection with submission or participation in this competitive solicitation, including but not limited to travel costs, photocopy charges, and mailing costs. 2.03 MODIFICATION OF RESPONSES Written modifications will be accepted from Respondents ONLY if addressed to the entity and address indicated in the Notice of Request for Competitive Solicitation and received prior to response due date and time. 2.04 RIGHT TO REJECT RESPONSES The County reserves the right to reject any and all responses and to waive technical errors and irregularities as may be deemed best for the interests of the County. Responses which contain modifications or are incomplete, unbalanced, conditional, obscure, or which contain additions not requested or irregularities of any kind, or which do not comply in every respect with the instruction to Respondents, and the contract documents, may be rejected at the option of the County. Final selection of the successful respondent(s) shall be made by the County at a noticed public meeting. 6 RFP Outside Counsel Workers' Compensation Cases October 2012 2.05 AWARD OF CONTRACT The intention of the County is to present contracts and a recommendation for award to the BOCC at its January or February 2013 meeting. The County reserves the right to ask for presentations at the selection committee meeting and/or the BOCC meeting. It is the County's intention to award multiple contracts so as to form a panel of outside counsel. Future cases will be assigned to the firms that are awarded a contract based on various criteria, including particular expertise in subject matter areas. The County reserves the right to waive any informality in any response, or to re -advertise for all or part of the work contemplated. If responses are found to be acceptable by the County, written notice will be given to the selected Respondent(s) of the award of the contract(s). If the award of a contract is annulled, or the awarded responder fails to execute a contract, the County may award the contract to another Respondent or the work may be re -advertised.. The County also reserves the right to reject the response of a Respondent who has previously failed to perform properly or to complete contracts of a similar nature on time. 2.06 QUALIFICATIONS OF PROPOSERS A proposal must be submitted by a law firm. One member of the firm must be designated as "lead attorney," the responsibilities of whom shall be set forth in the agreement to be executed. The law firm must meet the following standards: At least one member of the law firm must have practiced primarily in Florida workers' compensation for a minimum period of five (5) years. Each member of the firm who specializes in workers' compensation must possess demonstrated ability, knowledge, and expertise to handle cases, and to supervise other employees handling cases, in all aspects of Florida workers' compensation law, including at the appellate stage. Preference will be given to law firms whose members are certified by the Florida Bar in the area of workers' compensation and to law firms whose attorneys all have an "AV" or better rating from Martindale -Hubbell. 2.07 CONFLICT OF INTEREST The law firm must have no interest and shall acquire no interest, either direct or indirect, which would conflict in any manner with the performance of legal services described herein, as provided in the standards set forth in Part III of Chapter 112, Florida Statutes. No person having a conflicting interest shall be employed by the law firm. 2.08 EVALUATION CRITERIA Each law firm's proposal will be reviewed for compliance with the criteria set forth below. Professional competence of each member of the law firm and associates in 35 points the area of workers' compensation, with a minimum of five (5) years' experience practicing primarily in Florida workers' compensation law for at least one member of the firm Experience and competence in representing local governments 20 points Experience and competence of support staff 10 points 7 RFP Outside Counsel Workers' Compensation Cases October 2012 Price Total Local Preference 20 points 85 points Up to 5 additional points* *In accordance with County Ordinance 023-2009 preference is given to local vendors. A maximum of 5 points will be awarded to firms that have a valid Monroe County Tax Collector's receipt and/or have a physical business address located in Monroe County or intend to subcontract at least 50% of the services to such a firm. An evaluation committee composed of representatives from the Employee Benefits department and the County Attorney's Office will review each proposal. The evaluation committee will present one or more proposers to the BOCC with a recommendation to award the contract(s). The BOCC reserves the right to reject all proposals and to waive minor inconsistencies. 2.09 BILLING The law firm shall submit invoices showing a description of work performed; the timekeeper associated with the billing; the date on which the work was performed; and the time billed, in increments of one - tenth (0.10) of an hour. The description of work performed shall be in sufficient details to establish that the expense was necessary for the matter. In addition, the law firm shall be reimbursed for travel and related per diem, mileage, meals or lodging which may be reimbursable under this agreement shall be paid in accordance with the rates and conditions set forth in Section 112.061, Florida Statutes, as well as applicable policies and procedures established by the County. Charges for travel and per diems shall be submitted on a Travel Reimbursement Form to be supplied by the County. All charges for costs must have attached a photocopy showing the actual expenses incurred and identifying that the charge was incurred in the matter. The County will not reimburse for miscellaneous costs including postage, photocopying, facsimile, telephone charges, courier charges, or computerized research. The County will reimburse for court filing fees and costs, witness fees (including service of subpoenas), and court reporter fees. These costs should be itemized on the invoice with copies of invoices attached as backup. The law firm shall maintain adequate records to justify all charges, expenses, and costs incurred in performing the work contemplated by the agreement for at least three (3) years after completion of the legal representation. The County shall have access to all books, records, and documents as required. 2.10 CONTRACT EXECUTION The recommended law firm(s) chosen by the Board of County Commissioners will be expected to sign an agreement substantially in the form set forth in Section Four. 2.11 INTERPRETATIONS, CLARIFICATIONS, AND ADDENDA Request for additional information relating to the specifications of this Request for Proposals shall be RFP Outside Counsel Workers' Compensation Cases October 2012 submitted in writing directly to: Monroe County Attorney's Office 1111 12`h St., Suite 408 Key West, Florida 33040 Facsimile (305) 292-3516. No oral requests for additional information will be answered. Any inquiry received seven (7) or more days prior to the date fixed for opening of responses will be answered by way of an addendum. The addendum will be posted on Onvia/DemandStar and will also be mailed or sent to all known prospective Respondents prior to the established response opening date. Each Respondent shall acknowledge receipt of such addenda in the space provided therefore in the response form. In case any Respondent fails to acknowledge receipt of such addenda or addendum, his response will nevertheless be construed as though it had been received and acknowledged and the submission of his response will constitute acknowledgment of the receipt of same. All addenda are a part of the contract documents and each Respondent will be bound by such addenda, whether or not received by him. It is the responsibility of each Respondent to verify that he has received all addenda issued before responses are opened. Proposers and their representative are not to contact or lobby County personnel related to or involved with this project. All inquiries must be written and directed through the County Attorney's Office. Any violation of these directions may result in disqualification of a proposal. SECTION THREE PROPOSAL CONTENTS 3.01 SUBMISSION CONTENTS Each proposal must contain the following information. Proposals submitted without the required information will not be considered. Submissions shall be organized as indicated below. A. Cover Page A cover page that states "REQUEST FOR PROPOSAL --OUTSIDE LEGAL COUNSEL FOR WORKERS' COMPENSATION CASES." The cover page should also contain Respondent's name, address, telephone number, and the name of the Respondent's contact person. B. Tabbed Sections Tab 1. Legal Personnel State the full name, business address and telephone number of all attorneys who comprise the members of the firm. State the name of the lead attorney who will assume responsibility for the firm's obligations under the contract. For each attorney who is anticipated to provide workers' compensation legal services to the County, please provide the following information: 9 RFP Outside Counsel Workers' Compensation Cases October 2012 a. A brief description of the attorney's educational background (attach current resume if available); b. The attorney's Florida Bar number and date of admission; c. Type and date of any Bar certifications; d. The number of years that the attorney has practiced in workers' compensation law. e. A brief description of the five (5) most significant workers' compensation cases the attorney has handled within the past five (5) years, including case name and number, the issue and outcome, and name of opposing counsel. Tab 2. Firm Expertise Describe the law fu-m's capability in handling the following types of issues: a. Heart/lung presumption cases, F.S. 112.18 b. Communicable disease presumption cases, F.S. 112.181 c. Preparation of Medicare Set -Asides i. Please explain in general terms your knowledge of and familiarity with MSAs. I State what percentage of your cases over the past three (3) have required preparation of an MSA. With respect to those, what percentage of MSAs that were prepared were eventually submitted to CMS for approval. iii. Please state what percentage of the MSAs referenced in response to the previous paragraph were prepared in-house and what percentage were prepared by another entity. If in-house, please provide the name of the attorney or staff person in charge of preparing the MSA. d. Subrogation (please identify which attorneys would handle and hourly rate if different from hourly rate for workers' compensation cases). Describe how the firm would assume immediate responsibility for all of the County's active cases. Tab 3. Staffing Provide a list of the personnel who would perform the work required under this agreement, including a description of their background, expertise, and billing rate. Tab 4. References Provide at least four (4) references for which the reference is in a position to recommend the attorney's qualifications for the same or similar services during the past three (3) years. At least two of the references must be with a public governmental entity employer. Each reference shall include, at a minimum: Name and full address of reference organization Name of Contact person for contract Telephone number(s) Date of initiation of contract with reference Brief summary comparing the referenced services to these proposed services Tab 5. Pending/Past Litigation Describe any pending litigation in which the Respondent is involved as a result of provision of any services which are described herein. The Respondent shall describe any litigation in which the Respondent has been involved with or against Monroe County, the Monroe County Sheriff's Office, the 10 RFP Outside Counsel Workers' Compensation Cases October 2012 Monroe County Clerk, Monroe County Property Appraiser, Monroe County Tax Collector, and Monroe County Supervisor of Elections within the past five (5) years. Tab 6. Response/bid forms Respondent shall complete and execute the response/bid forms specified below and found at the designated pages in this RFP, and shall include them in the section tabbed 5: Pages Response Form 20 Non -Collusion Affidavit 21 Ethics Clause 22 Drug Free Workplace 23 Local Preference (if applicable) 24 Pricing Information 25 Tab 7. Other Information Provide any additional information that will present evaluators with insight about the qualifications, fitness and abilities of Respondent. 3.02 DISQUALIFICATION OF RESPONDENTS A. NON -COLLUSION AFFIDAVIT: Any person submitting a response to this invitation must execute the enclosed NON -COLLUSION AFFIDAVIT. If it is discovered that collusion exists among the Responders, the response of all participants is such collusion shall be rejected, and no participants in such collusion will be considered in future responses for the same work. B. PUBLIC ENTITY CRIME: 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 response/bid on a contract to provide any goods or services to a public entity, may not submit a response/bid on a contract with a public entity for the construction or repair of a public building or public work, may not submit response/bids on leases 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, F.S., for CATEGORY TWO for a period of 36 months from the date of being placed on the convicted vendor list. C. DRUG -FREE WORKPLACE FORM: Any person submitting a response or proposal in response to this invitation must execute the enclosed DRUG -FREE WORKPLACE FORM and submit it with his response or proposal. Failure to complete this form in every detail and submit it with your response or proposal may result in immediate disqualification of your response. D. CONFLICT OF INTEREST: Any attorney who is deemed to have a conflict of interest prohibited by the Florida Bar Rules or Chapter 112, Florida Statutes, shall be disqualified. 3.03 EXECUTION OF CONTRACT The Respondent to whom a contract is awarded will be required to return to the County two (2) executed original counterparts of the prescribed contract together with the required certificates of insurance. 11 RFP Outside Counsel Workers' Compensation Cases October 2012 3.04 INSURANCE Successful proposers will be required to maintain during the term of their representation professional malpractice insurance in the minimum amount of $1.0 million per claim. SECTION FOUR DRAFT LEGAL SERVICES CONTRACT THIS AGREEMENT is entered into this _ day of , 201_, by and between the Monroe County Board of County Commissioners ("County") and (Attorney) ("Attorney"). WHEREAS, the County wishes to enter into this agreement with the Attorney so that the Attorney will act as private legal counsel to the County; NOW THEREFORE, IN CONSIDERATION of the mutual promises contained herein, the parties agree as follows: 1. Client: The Client is the County, and to the extent ethically permissible, its elected and appointed officers and its employees, unless County advises Attorney otherwise. In the event that the Attorney cannot ethically represented individuals in addition to County, Attorney shall so advise the County of that fact immediately. 2. Attorney: Attorney is the person or firm named above. The Attorney may not delegate or outsource this work without the prior written consent of the County. 3. Term: This Agreement is effective upon execution by the parties. The representation shall continue until terminate either by the Attorney or by the County. The County's performance and obligation to pay under this agreement is contingent upon annual appropriations by the Monroe County Board of County Commissioners. 4. Scope of Work: Attorney shall provide legal services and advice to the County regarding workers' compensation clams, investigation, research and litigation as assigned to the Attorney by County. Attorney will be assigned new claims by the Sr. Administrator of the Benefits Department of the County from time to time. a. Professional abilily to perform work: Attorney warrants that he or she is authorized by law to render services for the scope of work set forth in this paragraph. The Attorney further warrants that all of the approved timekeepers listed below are authorized by the Rules of the Florida Bar to engage in delivery of legal services described herein. If Attorney is a member of a law firm, as partner, shareholder, associate or other relationship, Attorney warrants that he or she is authorized to enter into this agreement by Attorney's firm. b. The Attorney is responsible for managing the matter cost-effectively and competently, e.g., by ensuring that the authorized timekeepers are competent, properly supervised, efficient, and in compliance with the terms of this Agreement as well as ethical obligations. 5. Hourly rates and timekeepers: 12 RFP Outside Counsel Workers' Compensation Cases October 2012 Hourly rates for attorneys and additional timekeepers will be set as follows: Attorney Hourly Rate Paralegals Hourly Rate 6. Special Conditions Regarding Representation: a. Attorney has been retained by County to provide the scope of services described in Section 2 above. Attorney represents that he or she is competent and available to handle that matter. In the event that additional matters are assigned by County to Attorney, this agreement shall apply to those matters as well, unless a separate Agreement is required by the County. b. Review of ethical obligations before initiating representation: Attorney has conducted a thorough investigation and determined that neither Attorney nor his or her firm has any ethical impediment, real or potential, to representing County. If any ethical impediment, real or potential, is discovered or ever arises, Attorney shall immediately inform County in writing of the impediment (regardless of whether Attorney believes he or she has taken all steps necessary to avoid the impediment and regardless of whether Attorney believes that the impediment is insubstantial or questionable), make full disclosure of the situation to County, obtain County's express, written consent to continue the representation of the other client, and take all steps requested by County to avoid or mitigate the impediment. Attorney understands that if a direct or indirect conflict of interest arises which, in the opinion of the County, cannot be avoided or mitigated under the Rules of Professional Conduct of The Florida Bar, County may, in its discretion, (a) obtain reimbursement from Attorney for all fees and expenses paid to Attorney in this matter; (b) obtain cancellation of all amounts allegedly owed by County to Attorney; and (c) obtain reimbursement for consequential expenses incurred by County, including the cost of replacement counsel. 7. Payment: Payment will be made upon receipt of a proper invoice with documentation of services rendered, pursuant to the Florida Local Government Prompt Payment Act. a. Fees: Attorney shall provide a general description of the matter; clearly identify each person performing services, record the time expended by each person separately; state the amount of time expended by each person daily (and, within each day, broken down by task where more than one project or task was worked upon within the same day); describe within each itemized daily task entry, in sufficient detail to readily allow the County to determine the necessity for and reasonableness of the time expended, the services performed, the project or task each service relates to, the subject and purpose of each service, and the names of others who were present or communicated with in the course of performing the service. Billing shall occur in increments of 0.1 hours. b. Travel expenses will be reimbursed in accordance with the applicable provisions for 13 RFP Outside Counsel Workers' Compensation Cases October 2012 "approved travelers" of the Monroe County Code, and will be summarized on the Monroe County Travel Form with all applicable receipts attached thereto. Travel shall be billed from the fum's office closest to the hearing or deposition. C. Reimbursable expenses: Court filing fees and costs, witness fees (including experts and consultants), and court reporter fees. d. Non -reimbursable expenses: All other costs will be non-reimburseable, including but not limited to postage, photocopying, facsimile, telephone charges, courier charges, computerized research, facsimile charges. 8. Termination: The agreement can be terminated by either party with or without cause with 90 days prior written notice. 9. Records: Attorney shall maintain all books, records, and documents directly pertinent to performance under this Agreement, including but not limited to the documents referred to in Section 4 of this Agreement, for a period of three (3) years after termination of representation. County shall have access to such books, records and documents for the purpose of inspection or audit during normal business hours, at the County's cost, upon five (5) days' written notice. Attorney shall be responsible for repayment of any and all audit exceptions which are identified by the Auditor General for the State of Florida, the Clerk of Court for Monroe County, the County, or their agents and representatives. 10. Modification: Additions to, modification to or deletions from the provisions set forth in this agreement shall be effective only in writing and approved by County. 11. Indemnification and Hold Harmless: The Attorney agrees to indemnify and hold Monroe County for any and all claims, liability, losses and causes of action which may arise out of its fulfillment of the Agreement. Attorney agrees to pay all claims and losses, including related court costs and reasonable attorneys fees, and shall defend all suits filed due to the negligent acts, errors or omissions of the Attorney employees and/or agents. 12. Insurance. Throughout the term of this engagement, Attorney shall maintain Professional Liability Insurance in the minimum amount of $1.0 million per occurrence. Prior to the effective date of this Agreement Attorney shall provide to the County certificates of insurance. 13. Taxes: Monroe County is exempt from federal excise and state sales and use taxes. 14. Independent Contractor: It is the intent of the parties hereto that the Attorney shall be legally considered as an independent contractor and that neither it nor its employees or agents shall, under any circumstance, be considered servants or agents of the County and County shall at no time be legally responsible for any negligence on the part of said successful responder, its employees or agents, resulting in either bodily or personal injury or property damage to any individual, firm, or corporation, 15. Disclosure: The Attorney shall be required to list any or all potential conflicts of interest, as defined by Florida Statute 112 and Monroe County Ethics Ordinance. The Attorney shall disclose all actual or proposed conflicts of interest, financial or otherwise, direct or indirect, involving any client's interest which may conflict with the interests of the County. 14 RFP Outside Counsel Workers' Compensation Cases October 2012 16. Assignment: the Attorney shall not assign, transfer, convey, sublet or otherwise dispose of this agreement, or of any or all of its right, title or interest therein, or his or its power to execute such contract to any person, company or corporation without prior written consent of the County. 17. Force Majeure: The Attorney shall not be liable for delay in performance or failure to perform, in whole or in part, the services due to the occurrence of any contingency beyond its control or the control of any of its subcontractors or suppliers, including labor dispute, strike, labor shortage, war or act of war whether an actual declaration thereof if made or not, insurrection, sabotage, riot or civil commotion, act of public enemy, epidemic, quarantine restriction, accident, fire, explosion, storm, flood, drought, or other act of God, act of any governmental authority, jurisdictional action, or insufficient supply of fuel, electricity, or materials or supplies, or technical failure where the Attorney has exercised reasonable care in the prevention thereof, and any such delay or failure shall not constitute a breach of this agreement. 18. Governing Law/Venue: This agreement shall be governed and construed by and in accordance with the laws of the State of Florida and constitutes the entire agreement between the County and County and Attorney. Venue of any court action filed relative to this agreement shall lie in Monroe County, Florida. 19. Antisolicitation: The Attorney warrants that no person has been employed or retained to solicit or secure this contract upon an agreement or understanding for a commission, percentage, brokerage, or contingent fee and that no member of the Monroe County government or the County has any interest, financially or otherwise in the Attorney or its subcontractors. 20. Severability: If any provision of the agreement shall be held by a Court of competent jurisdiction to be invalid or unenforceable, the remainder of this agreement, or the application of such provision other than those as to which it is invalid or unenforceable, shall not be affected thereby; and each provision of the agreement shall be valid and enforceable to the fullest extent permitted by law. 21. Notice: Any notice required or permitted under this agreement shall be in writing and hand - delivered or mailed, postage prepaid by certified mail, return receipt requested, to the other party as follows: For Monroe County: For Attorney: Monroe County Attorney's Office 1111 12`s St., Suite 408 Key West, FL 33040 22. Ethics Clause: The Attorney warrants that it has not employed, retained or otherwise had act on its behalf, any former Monroe County officer or employee in violation of Section 2 or Ordinance No. 10-1990 or any County officer or employee in violation of Section 3 of Ordinance No. 10-1990. For breach or violation of the provision, the County may, at its discretion terminate this agreement without liability and may also, at its discretion, deduct from the agreement or purchase price, or otherwise recover, the full amount of any fee, commission, percentage, gift, or consideration paid to the former or present County officer or employee. 23. Public Entity Crime Statement: A person or affiliate who has been placed on the convicted vendor list following a conviction for public entity crime may not submit a response on a contract to provide any goods or services to a public entity, may not submit a response/bid on a contract with a 15 RFP Outside Counsel Workers' Compensation Cases October 2012 public entity for the construction or repair of a public building or public work, may not submit responses/bids on leases of real property to 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, Florida Statutes, for CATEGORY TWO for a period of 36 months from the date of being placed on the convicted vendor list. 24. General Requirements: a) Ownership of Attorney files and work product: Attorney understands that all files and work product prepared by Attorney or his or her firm at the expense of County (or for which County is otherwise billed) are the property of County. Without County's prior written approval, this work product may not be used by Attorney or his or her firm nor disclosed by Attorney or his or her firm to others, except in the normal course of Attorney's representation of County in this matter. Attorney agrees that County owns all rights, including copyrights, to materials prepared by County or by Attorney on behalf of County. Attorney shall notify County in writing at least 60 days in advance of destroying any such records and, in the event that County requests that they be preserved, shall preserve them at least one additional year (with County responsible for paying the actual cost of storage). Attorney shall provide County with prompt access to (including the ability to make copies of) all attorney files and work product, regardless of whether the representation or matter is ongoing and whether attorney fees and expenses have been paid in full. b) Dispute resolution: Attorney and County agree that all disputes regarding Attorney's fees or expenses are to be resolved pursuant to the procedures and practices for mediation by the Attorney Consumer Assistance Program of the Florida Bar. c) Entire Agreement. The entire agreement between the County and Attorney with respect to the subject matter hereof is contained in this Agreement. This Agreement supersedes all prior oral and written proposals and communications between the County and Attorney related to this Agreement. No provision of this Agreement shall be deemed waived, amended or modified by either party unless such waiver, amendment or modification is in writing and signed by the party against whom the waiver, amendment or modification is claimed. This Agreement shall be binding upon and inure to the benefit of the parties hereto, their permitted successors and assigns. d) Captions. The captions set forth herein are for convenience of reference only and shall not define, modify, or limit any of the terms hereof. e) Conflicts in interpretation. The County and Attorney agree that, in the event of conflicting interpretations of the terms or a term of this Agreement by or between them, the final interpretation by the County shall apply. f) Adjudication of Disputes and Disagreements. The County and Attorney agree that all disputes and disagreements between them shall be attempted to be resolved by a meet and confer session between representatives of the County and Attorney. If the issue or issues are still not resolved to the satisfaction of both within 30 days after the meet and confer session, then either shall have the right to seek such relief as may be provided by this Agreement or by Florida law. g) Cooperation. In the event any administrative or legal proceeding is instituted against either the County or Attorney relating to the formation, execution, performance, or breach of this Agreement, the County and Attorney each agree to participate, to the extent required by the other, in all proceedings, 16 RFP Outside Counsel Workers' Compensation Cases October 2012 hearings, processes, meetings, and other activities related to the substance of this Agreement. The County and Attorney each agree that neither shall be required to enter into any arbitration proceedings related to this Agreement or any Attachment or Addendum to this Agreement. h) Legal Obligations and Responsibilities; Non -delegation of Constitutional or Statutory Duties. This Agreement is not intended to relieve, nor shall it be construed as relieving, either the County or Attorney from any obligation or responsibility imposed upon each by law except to the extent of actual and timely performance thereof by the other, in which case the performance may be offered in satisfaction of the obligation or responsibility. Further this Agreement is not intended to authorize, nor shall it be construed as authorizing, the delegation of the constitutional or statutory duties of the County, except to the extent permitted by the Florida Constitution, state statutes, case law, and, specifically, the provisions of Chapter 125, Florida Statutes. i) Attorney's Fees and Costs. In the event any administrative proceeding or cause of action is initiated or defended by the County or Attorney relative to the enforcement or interpretation of this Agreement, the prevailing party shall be entitled to an award of reasonable attorney's fees, court costs, investigative, and out-of-pocket expenses, as an award against the non -prevailing party, and shall include reasonable attorney's fees, court costs, investigative, and out-of-pocket expenses in appellate proceedings. Mediation proceedings initiated and conducted pursuant to this Agreement or as may be required by a court of competent jurisdiction shall be conducted in accordance with the Florida Rules of Civil Procedure and usual and customary procedures required by the circuit court of Monroe County. j) Non -Discrimination. Attorney shall not discriminate, in its employment practices and in providing services hereunder, on the basis of race, color, sex, religion, disability, national origin, ancestry, sexual orientation, gender identity or expression, familial status, or age, and shall abide by all federal and state laws regarding non-discrimination. Upon a determination by a court of competent jurisdiction that such discrimination has occurred, this Agreement automatically terminates without any further action by the County, effective the date of the court order. Attorney is aware of the provisions of Section 13-101 through 13-106, Monroe County Code, relating to non-discrimination, and agrees to abide by the Code's nondiscrimination requirements. k) Claims for State or Federal Aid. The County and Attorney agree that each shall be, and is, empowered to apply for, seek, and obtain federal and state funds to further the purpose of this Agreement, provided that all applications, requests, grant proposals, and funding solicitations by Attorney shall be approved by the County prior to submission. 1) Non -Reliance by Non -Parties. No person or entity shall be entitled to rely upon the terms, or any of them, of this Agreement to enforce or attempt to enforce any third -party claim or entitlement to or benefit of any service or program contemplated hereunder, and the County and Attorney agree that neither the County nor Attorney or any officer, agent, or employee of each shall have the authority to inform, counsel, or otherwise indicate that any particular individual or group of individuals, entity or entities, have entitlements or benefits under this Agreement separate and apart, inferior to, or superior to the community in general or for the purposes contemplated under this Agreement. m) Execution in Counterparts. This Agreement may be executed in any number of counterparts, each of which shall be regarded as an original, all of which taken together shall constitute one and the same instrument and the County and Attorney may execute this Agreement by signing any such counterpart. 17 RFP Outside Counsel Workers' Compensation Cases October 2012 IN WITNESS WHEREOF, the parties have executed this agreement the day and year first above written. (SEAL) (Attorney) Attest: (SEAL) Attest: DANNY L. KOLHAGE, Clerk I: LM MONROE COUNTY BOARD OF COUNTY COMMISSIONERS Mayor/Chairman I: Deputy Clerk 18 RFP Outside Counsel Workers' Compensation Cases October 2012 SECTION FIVE RESPONSE/BID FORMS 19 RFP Outside Counsel Workers' Compensation Cases October 2012 RESPONSE FORM RESPONSE TO: Request for Proposal — Outside Legal Counsel for Workers' Compensation Cases c% PURCHASING DEPARTMENT GATO BUILDING, ROOM 1-213 1100 SIMONTON STREET KEY WEST, FLORIDA 33040 I acknowledge receipt of Addenda No(s) I have included: Non -Collusion Affidavit Sworn Statement Under Ordinance 10-1990 Drug Free Workplace Form Local Preference Form (if applicable) Pricing Information In addition, I have included a current copy of the following professional licenses and proof of payment of business tax: (Check mark items above, as a reminder that they are included.) Mailing Address: Signed: (Seal) (Name) (Title) Witness: Telephone: Fax: Date: 20 RFP Outside Counsel Workers' Compensation Cases October 2012 NON -COLLUSION AFFIDAVIT I, of the city of law on my oath, and under penalty of perjury, depose and say that: 1. I am of the firm of in response to the Notice for Competitive Solicitation for: according to Outside Legal Counsel for Monroe County Workers' Compensation Cases and that I executed the said proposal with full authority to do so. 2. This response has been arrived at independently without collusion, consultation, communication or agreement for the purpose of restricting competition, as to any matter relating to qualifications or responses of any other responder or with any competitor; and no attempt has been made or will be made by the responder to induce any other person, partnership or corporation to submit, or not to submit, a response for the purpose of restricting competition; 3. The statements contained in this affidavit are true and correct, and made with full knowledge that Monroe County relies upon the truth of the statements contained in this affidavit in awarding contracts for said project. (Signature of Responder) STATE OF: County OF: (Date) PERSONALLY APPEARED BEFORE ME, the undersigned authority, who, after first being sworn by me, (name of individual signing) affixed his/her signature in the space provided above on this day of 20 NOTARY PUBLIC My Commission Expires: 21 RFP Outside Counsel Workers' Compensation Cases October 2012 SWORN STATEMENT UNDER ORDINANCE NO.10-1990 MONROE COUNTY, FLORIDA ETHICS CLAUSE (Responder) warrants that he/it has not employed, retained or otherwise had act on his/its behalf any former County officer or employee in violation of Section 2 of Ordinance No. 10-1990 or any County officer or employee in violation of Section 3 of Ordinance No. 10-1990. For breach or violation of this provision the Value Adjustment Board may, in its discretion, terminate this contract without liability and may also, in its discretion, deduct from the contract or purchase price, or otherwise recover, the full amount of any fee, commission, percentage, gift, or consideration paid to the former County officer or employee. (Attorney) (Signature) (Date) STATE OF County OF PERSONALLY APPEARED BEFORE ME, the undersigned authority, who, after first being sworn by me, affixed his/her signature (name of individual signing) in the space provided above on this day of , 20 NOTARY PUBLIC My commission expires: • u : u 4=16A 92J, 22 RFP Outside Counsel Workers' Compensation Cases October 2012 DRUG -FREE WORKPLACE FORM The undersigned vendor in accordance with Florida Statute 287.087 hereby certifies that: (Name of Business) 1. Publishes a statement notifying employees that the unlawful manufacture, distribution, dispensing, possession, or use of a controlled substance is prohibited in the workplace and specifying the actions that will be taken against employees for violations of such prohibition. 2. Informs employees about the dangers of drug abuse in the workplace, the business's policy of maintaining a drug -free workplace, any available drug counseling, rehabilitation, and employee assistance programs, and the penalties that may be imposed upon employees for drug abuse violations. 3. Gives each employee engaged in providing the commodities or contractual services that are under response/bid a copy of the statement specified in subsection (1). 4. In the statement specified in subsection (1), notifies the employees that, as a condition of working on the commodities or contractual services that are under response/bid, the employee will abide by the terms of the statement and will notify the employer of any conviction of, or plea of guilty or nolo contendere to, any violation of Chapter 893 (Florida Statutes) or of any controlled substance law of the United States or any state, for a violation occurring in the workplace no later than five (5) days after such conviction. 5. Imposes a sanction on, or require the satisfactory participation in a drug abuse assistance or rehabilitation program if such is available in the employee's community, or any employee who is so convicted. 6. Makes a good faith effort to continue to maintain a drug -free workplace through implementation of this section. As the person authorized to sign the statement, I certify that this firm complies fully with the above requirements. Responder's Signature Date 23 RFP Outside Counsel Workers' Compensation Cases October 2012 LOCAL PREFERENCE FORM A. Vendors claiming a local preference according to Ordinance 023-2009 must complete this form. Name of Bidder/Responder Date: 1. Does the vendor have a valid receipt for the business tax paid to the Monroe County Tax Collector dated at least one year prior to the notice or request for bid or proposal? (Please furnish copy. ) 2. Does the vendor have a physical business address located within Monroe County from which the vendor operates or performs business on a day to day basis that is a substantial component of the goods or services being offered to Monroe County? List Address: Telephone Number: B. Does the vendor/prime contractor intend to subcontract 50% or more of the goods, services or construction to local businesses meeting the criteria above as to licensing and location? If yes, please provide: 1. Copy of Receipt of the business tax paid to the Monroe County Tax Collector by the subcontractor dated at least one year prior to the notice or request for bid or proposal. 2. Subcontractor Address within Monroe County from which the subcontractor operates: Signature and Title of Authorized Signatory for Bidder/Responder STATE OF COUNTY OF tel. Number Print Name: On this day of , 20 , before me, the undersigned notary public, personally appeared , known to me to be the person whose name is subscribed above or who produced as identification, and acknowledged that he/she is the person who executed the above Local Preference Form for the purposes therein contained. Notary Public Print Name My commission expires: Seal 24 RFP Outside Counsel Workers' Compensation Cases October 2012 PRICING INFORMATION NAME OF RESPONDENT: TDAE-Kee ers (List by Name) Professional Status Hourly rate Responder's Signature: Date: 25 RFP Outside Counsel Workers' Compensation Cases October 2012 REQUEST FOR PROPOSAL CHECKLIST Please ensure that all items have been checked before submitting request for qualification. Submit this checklist as the last page of your response. Cover Page Tabbed Sections: Tab 1. Narrative Self -Analysis Tab 2. References Tab 3. Staffing Tab 4. Pending Litigation Tab 5. County Response Forms Tab 6. Pricing Information Sheet Tab 7. Other Information 26 RFP Outside Counsel Workers' Compensation Cases October 2012