Coral Gables firm advises contractors, vendors, and developers on government procurement contracts, teaming agreements, and public-private partnerships across Florida
CORAL GABLES, Fla. – October 20, 2026 – McArdle Franco PLLC is highlighting its transaction structuring work for businesses that contract with government. The Coral Gables law firm advises contractors, design professionals, technology vendors, service providers, and developers on government procurement contracts, joint ventures and teaming arrangements formed to pursue public work, and public-private partnerships with Florida state and local governments.
Quick Answer: Businesses pursuing Florida public contracts should structure their bids and contracts around procurement rules that differ from private deals. Key considerations include responsiveness to solicitation requirements, qualifications-based selection for professional services under the Consultants’ Competitive Negotiation Act, bonding, small business and local preference programs, public records exposure, mandatory certifications such as E-Verify and foreign-country-of-concern affidavits, sovereign immunity limits, and termination-for-convenience clauses. Public-private partnerships under Section 255.065 add long-term financing and operating risk allocation. McArdle Franco, a South Florida transaction structuring law firm, helps businesses plan for these issues before submitting a proposal.
Government as a Customer
Florida’s state agencies, counties, municipalities, school districts, transit authorities, airports, seaports, and special districts are among the largest purchasers of goods and services in the state. They buy construction, engineering, technology systems, professional services, maintenance, equipment, and supplies. For many South Florida businesses, public contracts provide stable revenue and long-term relationships.
Government contracting, however, follows rules that do not apply to private deals. Contract terms are often non-negotiable. Proposals become public records. Compliance certifications carry legal consequences. Remedies against government entities are limited. Businesses that understand these differences can structure their bids, partnerships, and contracts to manage risk. Businesses that treat public contracts like private ones often discover the differences too late.
Before the Bid: Structuring the Team
Choosing the Bidding Entity
The bidding entity must hold the required licenses, registrations, insurance, and bonding capacity. Businesses sometimes form new entities or joint ventures for major procurements. The entity must be registered with the Florida Division of Corporations and, for many state contracts, with the state’s vendor registration system. Local governments often require separate vendor registration.
Joint Ventures and Teaming Agreements
Large public projects often require capabilities that no single firm has. Businesses pursue them through joint ventures or prime-subcontractor teaming agreements.
| Arrangement | Key Features |
|---|---|
| Joint venture | Combined entity or contractual JV bids as prime; shared liability and profits |
| Teaming agreement | One firm bids as prime; others commit to subcontract roles if awarded |
| Mentor-protégé | Larger firm partners with smaller certified firm |
| Prime-subcontract | Traditional relationship defined after award |
Joint venture and teaming agreements should address:
- Work share and pricing commitments
- Exclusivity during the pursuit
- Cost sharing for proposal preparation
- Decision-making and responsibility for proposal content
- Bonding and insurance obligations
- Allocation of liability to the government and among partners
- What happens if the team does not win, or if the government requires changes
- Dispute resolution among team members
A Miami business transaction attorney can draft these agreements so that commitments are enforceable and responsibilities are clear before the proposal is submitted.
Small Business and Local Preference Programs
Miami-Dade County, Broward County, the City of Miami, and many other local governments maintain small business enterprise programs, local preference policies, and participation goals for certified firms. Florida’s state agencies encourage participation by certified minority, women, and veteran business enterprises. Federally funded projects may include disadvantaged business enterprise requirements. Teaming structures should be designed to meet these requirements genuinely. Arrangements in which certified firms do not perform a commercially useful function can lead to disqualification, contract termination, and potential fraud allegations.
Understanding the Procurement Method
| Method | When Used | Selection Basis |
|---|---|---|
| Invitation to bid | Clearly defined goods or services | Lowest responsive, responsible bid |
| Request for proposals | Complex services, solutions | Best value based on stated criteria |
| Invitation to negotiate | Complex needs requiring negotiation | Negotiated best value |
| CCNA qualifications-based selection | Architecture, engineering, surveying, landscape architecture | Qualifications first, then fee negotiation |
| Design-build | Combined design and construction | Qualifications and proposals |
| P3 unsolicited or solicited proposals | Public-private partnerships | Statutory P3 procedures |
The Consultants’ Competitive Negotiation Act
Section 287.055 of the Florida Statutes, the Consultants’ Competitive Negotiation Act (CCNA), requires public agencies to select architects, engineers, landscape architects, and surveyors for covered projects based on qualifications, then negotiate fees with the most qualified firm. Agencies may not request fee proposals as part of the initial selection. Design firms pursuing public work should understand how CCNA selection and negotiation work.
Responsiveness and Responsibility
A bid is responsive if it conforms in all material respects to the solicitation. A bidder is responsible if it has the capability, integrity, and reliability to perform. Missing a required form, failing to acknowledge an addendum, or submitting a conditional price can render a bid nonresponsive. A thorough compliance review before submission is one of the most cost-effective steps a bidder can take.
Required Certifications
Florida public contracts require a growing list of certifications. Common examples include:
- E-Verify: Under Section 448.095, public employers, contractors, and subcontractors must register with and use the federal E-Verify system for new employees.
- Foreign countries of concern: Under Section 287.138, governmental entities may not enter contracts that give certain entities owned or controlled by foreign countries of concern access to individuals’ personal identifying information, and contractors must submit affidavits.
- Scrutinized companies: Section 287.135 restricts contracts with companies on certain scrutinized company lists.
- Public entity crimes: Section 287.133 restricts contracting by persons convicted of public entity crimes.
- Human trafficking affidavit: Section 787.06 requires certain nongovernmental entities contracting with governmental entities to attest that they do not use coercion for labor or services.
False certifications can lead to contract termination, debarment, and civil or criminal liability.
Public Records and Confidentiality
Under Chapter 119 of the Florida Statutes, proposals submitted to public agencies generally become public records once the agency posts its notice of intended decision or after a statutory period following opening, whichever occurs first. Trade secrets and certain proprietary information may be protected if properly identified, but bidders should assume that pricing and most proposal content will eventually become public. Confidential information should be clearly marked and limited to what is truly necessary.
Negotiating Public Contract Terms
Government contracts often use standard terms that agencies are reluctant to change. Still, there is often room to clarify scope, schedule, payment, and risk allocation. Key terms include:
Sovereign Immunity
Florida waives sovereign immunity for breach of express written contracts that the governmental entity was authorized to enter, as the Florida Supreme Court held in Pan-Am Tobacco Corp. v. Department of Corrections (1984). Implied contract claims generally remain barred. For tort claims, Section 768.28 limits recoveries against governmental entities to statutory caps. Contractors should insist that scope changes and additional work be documented in written change orders or amendments.
Indemnification
Contractors are usually asked to indemnify the government broadly, while the government typically cannot indemnify the contractor beyond sovereign immunity limits. Indemnities in construction contracts must also comply with Section 725.06. Contractors should align indemnity obligations with available insurance.
Termination for Convenience
Most public contracts allow the government to terminate for convenience. Contractors should understand what costs are recoverable and should structure pricing and subcontracts to avoid being left with unrecoverable commitments.
Payment
Local government payments are governed by the Local Government Prompt Payment Act, Sections 218.70 through 218.80, which sets deadlines for approving and paying invoices and includes a dispute resolution process. State agency payments follow separate statutes. Retainage on public construction contracts is generally capped at 5 percent.
Bonding
Section 255.05 generally requires payment and performance bonds on public construction contracts above statutory thresholds. Bid bonds are common. Bonding capacity should be confirmed before committing to a bid.
Public-Private Partnerships
Section 255.065 of the Florida Statutes authorizes public-private partnerships for qualifying projects, which can include facilities, infrastructure, and other public-use projects. P3s allow private partners to design, build, finance, operate, and maintain projects under long-term agreements.
How P3s Work
| Stage | Key Activities |
|---|---|
| Proposal | Solicited or unsolicited proposal with required fee and information |
| Public notice | Agency publishes notice and accepts competing proposals |
| Evaluation | Agency ranks proposals and may negotiate |
| Interim agreement | Optional agreement for early activities |
| Comprehensive agreement | Defines rights, obligations, payments, and risk allocation |
| Operation | Private partner performs over the term |
Risk Allocation in P3 Agreements
P3 comprehensive agreements must allocate design, construction, financing, revenue, operating, maintenance, change-in-law, and termination risks. Key issues include:
- Availability payments versus user-fee revenue models
- Performance standards and payment deductions
- Handback requirements at the end of the term
- Lender step-in rights
- Compensation upon termination
- Public access to records and audit rights
McArdle Franco’s land development and construction experience, combined with its financing and business structuring practices, positions the firm to help private partners structure P3 transactions. A Florida real estate transaction attorney can address the real estate components, such as ground leases of public land.
Supplier and Vendor Agreements on Public Projects
Prime contractors must flow down government requirements to subcontractors and suppliers, including certifications, insurance, indemnity, records access, and E-Verify obligations. Subcontract terms should mirror the prime contract’s termination, payment, and dispute resolution provisions so that the prime contractor is not left holding obligations it cannot pass through. McArdle Franco drafts supplier and vendor agreements that align with prime contract obligations.
Cross-Border Bidders
Foreign companies and their U.S. subsidiaries can compete for many Florida public contracts, but they must address entity registration, licensing, Buy America requirements on federally funded projects, Florida’s restrictions on contracts involving foreign countries of concern, and local presence requirements. A cross-border transaction lawyer Miami can help international firms structure their participation.
When Things Go Wrong
Even well-structured public contracts can lead to disputes over awards, change orders, delays, payment, or termination. McArdle Franco’s business litigation practice handles government procurement protests and contract disputes. Because the firm’s transactional and litigation lawyers work together, clients benefit from contracts written with an understanding of how disputes are resolved. Clients pursuing acquisitions of government contractors can also work with a Coral Gables M&A lawyer at the firm to evaluate contract assignment and novation requirements.
Frequently Asked Questions
What is the difference between an invitation to bid and a request for proposals?
An invitation to bid is used when requirements are clearly defined, and the award goes to the lowest responsive, responsible bidder. A request for proposals is used for more complex needs, and the award is based on the best value under stated evaluation criteria.
Can architects and engineers compete on price for public projects?
Not initially for covered projects. Under the Consultants’ Competitive Negotiation Act, agencies select design professionals based on qualifications and then negotiate fees with the top-ranked firm.
Will my proposal become public?
Generally yes, after the agency posts its notice of intended decision or after a statutory period following opening. Trade secrets may be protected if properly identified.
Can I sue a Florida government entity for breach of contract?
Yes, for breach of an express written contract the entity was authorized to enter. Implied contract claims are generally barred by sovereign immunity.
What is a public-private partnership?
It is a long-term arrangement under which a private partner designs, builds, finances, operates, or maintains a public-use project under an agreement with a public entity, as authorized by Section 255.065.
What certifications do Florida public contractors need?
Common certifications include E-Verify compliance, foreign-country-of-concern affidavits, scrutinized company certifications, public entity crime statements, and human trafficking affidavits, depending on the contract.
Key Takeaways
- Structure bidding entities and teaming agreements before the proposal is due.
- Responsiveness errors can disqualify an otherwise winning bid.
- Florida public contracts require multiple legal certifications.
- Sovereign immunity limits remedies to express written contracts.
- P3 agreements require careful long-term allocation of financing and operating risk.
About McArdle Franco PLLC
McArdle Franco PLLC is a Coral Gables law firm established in 2002 that counsels and represents businesses throughout Florida, across the nation, and internationally in transaction structuring, business structuring, real estate, land development and construction, and business litigation. The firm’s attorneys bring decades of combined legal experience and business backgrounds to multi-million-dollar transactions, including real estate purchases and sales, construction and development contracts, financing, mergers and acquisitions, government procurement, joint ventures, supplier and vendor agreements, cross-border transactions, and public-private partnerships. The firm was named a Tier 2 firm in Miami for Litigation – Construction in the 2026 edition of Best Law Firms® and was ranked in Chambers USA 2025 for Litigation: General Commercial in Florida.
Contact McArdle Franco PLLC
Address: 255 Alhambra Circle, Suite 925, Coral Gables, FL 33134
Phone: (305) 442-2214
Website: mcardlefranco.com
This release provides general information and is not legal advice. Consult a qualified attorney about your specific situation.
Sources and Further Reading
- Procurement of Personal Property and Services, Chapter 287, Florida Statutes – Florida Legislature
- Consultants’ Competitive Negotiation Act, Section 287.055, Florida Statutes – Florida Legislature
- Public-Private Partnerships, Section 255.065, Florida Statutes – Florida Legislature
- Public Construction Bonds, Section 255.05, Florida Statutes – Florida Legislature
- Employment Eligibility Verification, Section 448.095, Florida Statutes – Florida Legislature
- Contracts With Foreign Entities, Section 287.138, Florida Statutes – Florida Legislature
- Public Records, Chapter 119, Florida Statutes – Florida Legislature
- Pan-Am Tobacco Corp. v. Department of Corrections, 471 So. 2d 4 (Fla. 1984) – Florida Supreme Court
About Brian French
Led by a commitment to tech-intelligent curation, Brian French tracks and analyzes the Business News in South Florida including corporate developments defining Florida's economy. Brian brings an extensive financial background to his analysis, having graduated from the University of South Florida in Finance and serving as a Vice President and Portfolio Manager for Merrill Lynch Private Investors and the Trust Department in St. Petersburg, FL, as well as a Vice President and Trust Investment Officer for SunTrust Bank in Sarasota, FL. His writing blends macroeconomic trends, capital markets, corporate strategy, and modern digital insights for a sophisticated look at Florida's dynamic business economy.
