§ 2-1450. Requirements for joint ventures.

(a)

Based upon the scope of work and market availability, the office of contract compliance shall determine on a project-by-project basis on all eligible projects for AABEs, eligible projects for AABE small business enterprises, eligible projects for APABEs, eligible projects for APABE small business enterprises, eligible projects for HABEs, eligible projects for HABE small business enterprises, eligible projects for FBEs, and eligible projects for FBE small business enterprises whether good faith efforts to enter into a joint venture shall be required for such project. Only projects valued over $5,000,000.00 are eligible for consideration under this section. On such projects in which good faith efforts to enter into a joint venture relationship is required, no bid shall be accepted unless submitted by a joint venture, unless the office of contract compliance has determined that good faith efforts to enter into a joint venture have been demonstrated. The office of contract compliance shall determine whether good faith efforts to enter into a joint venture have been adequately demonstrated based on a review of relevant facts, documents and circumstances.

(b)

On such eligible projects for AABEs, eligible projects for AABE small business enterprises, eligible projects for APABEs, eligible projects for APABE small business enterprises, eligible projects for HABEs, eligible projects for HABE small business enterprises, eligible projects for FBEs, and eligible projects for FBE small business enterprises (as the case may be) in which good faith efforts to enter into a joint venture relationship is required, the joint venture member businesses must have different race ownership, different gender ownership, or both. MFBE members of the joint venture must be certified as such by the office of contract compliance, and the joint venture team shall include in its bid submittal the MFBE certification number of each MFBE joint venture member. A bid submitted by a joint venture comprised of bidders with both the same race and gender ownership shall be deemed non-responsive and rejected.

(c)

As to each joint venture under this section, a written joint venture agreement must be completed by all parties to the joint venture and executed before a notary public, which clearly delineates the rights and responsibilities of each member or partner, complies with any requirements of the office of contract compliance as set forth in bid documents or otherwise, and provides that the joint venture shall continue for, at a minimum, the duration of the project.

(d)

The office of contract compliance shall review and approve all contractual agreements regarding the terms and provisions of each joint venture relationship prior to the award of a contract on an eligible projects for AABEs, eligible projects for AABE small business enterprises, eligible projects for APABEs, eligible projects for APABE small business enterprises, eligible projects for HABEs, eligible projects for HABE small business enterprises, eligible projects for FBEs, and eligible projects for FBE small business enterprises (as the case may be) to the joint venture, including agreements pertaining to:

(1)

The initial capital investment of each venture partner;

(2)

The proportional allocation of profits and losses to each venture partner; no MFBE venture partner's liability should ever exceed said partners percentage of revenue earned while a participant in the joint venture.

(3)

The sharing of the right to control the ownership and management of the joint venture;

(4)

Actual participation of the venture partners on the project;

(5)

The method of and responsibility for accounting;

(6)

The method by which disputes are resolved; and

(7)

Any additional or further information required by the office of contract compliance as set forth in bid documents or otherwise.

Joint ventures may submit agreements for pre-approval no later than 14 calendar days prior to the date set for receipt of bids on an eligible-project. Otherwise, agreements must be submitted on or before the date set for receipt of bids on an eligible project. A bid submitted by a joint venture that does not include a satisfactory written joint venture agreement in accordance with the requirements of this section shall be deemed non-responsive and rejected.

(e)

The joint venture, and each member of the joint venture, shall provide the office of contract compliance access to review all records pertaining to joint venture agreements before and after the award of a contract in order to reasonably assess compliance with this subdivision.

(f)

Penalties for noncompliance. Any responsible bidder who fails to comply with this section shall be subject to any or all of the penalties contained in section 2-1452.

(Ord. No. 2009-78(09-O-1876), § 12, 12-15-09)