2To:
From:
Date:
SUBJECT:
BACKGROUND:
EXPENSE
CITY OF SOUTH MIAMI
OFFICE OF THE CITY MANAGER
INTER-OFFICE MEMORANDUM
The Honorable Mayor & Members of the City Commission
South Miami
bOd imp
2001
Steven Alexander, City Manager
Agenda Item No.: ~ January 7, 2014
A Resolution authorizing City Manager to execute an amendment to
Building Better Communities (BBC)/General Obligation Bond (GOB)
Interlocal agreement with Miami-Dade County.
The City of South Miami was awarded funding for Water & Sewer
Enhancements/Project Number 17.8-71202 under the BBC / GOB
Program in a total amount not to exceed $1,776,737 by and through
Miami-Dade County, Office of Management and Budget. In fiscal year
2013, the City of South Miami will be undertaking the completion of
design, construction, installation of force mains, water and sewer lines
and hydrants within the City of South Miami with approved funding in the
amount of $853,937. The City of South Miami is undertaking the
completion of a master plan for design, construction, installation of force
mains, water and sewer lines and hydrants within the City of South
Miami, which was specifically approved as part of the BBC GOB Program
and has been approved for funding in Fiscal Year 2012-13, provided funds
are available and is described more specifically in Exhibit I of the
Interlocal Agreement. The agreement shall take effect upon execution
and shall terminate upon the completion of the projects, including the
completion of all final closeout documentation.
$853,937.00
ATTACHMENTS: Amendment
Resolution No. 59-13-13877
Contract with Miami-Dade County
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RESOLUTION NO. ----
A Resolution authorizing City Manager to execute an amendment to Building
Better Communities (BBC)/General Obligation Bond (GOB) Interlocal
agreement with Miami-Dade County.
WHEREAS, Water & Sewer Enhancements/Project Number 17.8-71202 is eligible for
funding from the BBC GOB Program in a total amount not to exceed $1,776,737; and
WHEREAS, the City of South Miami is undertaking the completion of design, construction,
installation of force mains, water and sewer lines and hydrants within the City of South Miami; and
WHEREAS, the City of South Miami is undertaking the completion of a master plan for
design, construction, installation of force mains, water and sewer lines and hydrants within the City
of South Miami, which was specifically approved as part of the BBC GOB Program and has been
approved for funding in Fiscal Year 2012-13, provided funds are available and is described more
specifically in Exhibit 1 of the Interlocal Agreement.
WHEREAS, the agreement shall take effect upon execution and shall terminate upon the
completion ofthe Project, including the completion of all final closeout documentation.
NOW, THEREFORE, BE IT RESOLVED BY THE MAYOR AND CITY
COMMISSION OF THE CITY OF SOUTH MIAMI, FLORIDA THAT:
Section 1: The City Manager is hereby authorized to execute an amendment to Building
Better Communities (BBC)/General Obligation Bond (GOB) Interlocal agreement with Miami-
Dade County. The amendment is attached to this resolution.
Section 2: This resolution shall be effective immediately after the adoption hereof.
PASSED AND ADOPTED this __ , day of ___ , 2014.
ATTEST:
CITY CLERK
READ AND APPROVED AS TO FORM
LANGUAGE, LEGALITY AND
EXECUTION THEREOF:
CITY ATTORNEY
APPROVED:
MAYOR
Mayor Stoddard:
Vice Mayor Liebman:
Commissioner Harris:
Commissioner Newman:
Commissioner Welsh:
AMENDMENTTOINTERLOCALAGREEMENT
DATED APRIL 15, 2013
BETWEEN
THE CITY OF SOUTH MIAMI, FLORIDA
AND
MIAMI-DADE COUNTY
GOB Project Number 17.8-71202
Water & Sewer Enhancements
THIS AMENDMENT (the "Amendment") to the Interlocal (hereinafter defined) by and
between Miami-Dade County, a political subdivision of the State of Florida (the "County"), through
its governing body, the Board of County Commissioners of Miami-Dade County, Florida (the
"Board") and the City of South Miami, Florida, a municipal corporation organized under the laws
of the State of Florida, through its governing body, the Mayor and Commissioners of the
City of South Miami, Florida (the "Municipality") is entered into this day of
,2014. --------
NOW THEREFORE, pursuant to Resolution No. R-595-05, which specifically authorizes
the County Manager to execute such agreements, sub-agreements and other required contracts
and documents, to expend Building Better Communities bond funds received for the purpose
described in the funding request, and in consideration of the mutual promises and covenants
contained herein and the mutual benefits to be derived from this Agreement, the parties hereto
agree as follows:
Section 1. The Parties have previously executed a Interlocal Agreement dated April 15,
2013 (the "Interlocal") providing for the funding of GOB Project Number 17.8-71202IWater &
Sewer Enhancements.
Section 2. To the extent that the terms and provisions of the Interlocal are not expressly
amended herein, such other terms and provisions shall be deemed in full force and effect,
except that in the event of a conflict between the Interlocal and this Amendment, the provisions (
of this Amendment shall prevail. All capitalized terms contained in this Amendment which are .
not defined in this Amendment shall have the respective meanings ascribed to them in the
Interlocal.
Section 3. Exhibit 1 to the Interlocal titled "Exhibit 1 -Project Budget and Description" is
amended to read as set forth in the attach Exhibit 1 and the fourth recital in the Interlocal is
amended to read as follows:
WHEREAS, the Municipality is undertaking the completion of a master plan for
design, construction, installation of force mains, water and sewer lines, and
hydrants within the City of South Miami (the "Project") which was specifically
approved as part of the BBC GOB Program and has been approved for funding
in Fiscal Year 2012-13, provided funds are available, and is described more
specifically in Exhibit 1 to this Interlocal Agreement.
Building Better Communities Non-Profit Amendment 1 of 3
All applicable County Rules, Regulations, Ordinances, Resolutions,
Administrative Orders, and the County Charter referenced in this
agreement are posted on the County's website: "miamidade.gov".
Section 4. This Amendment and the Interlocal, as amended by this Amendment,
constitute the sole and only agreement of the parties and correctly sets forth the rights,
duties and obligations of each to the other as of its date. Any prior agreements,
promises, negotiations or representation not expressly set forth in the Grant, as
amended, and this Amendment are of no force and effect.
Building Better Communities Non-Profit Amendment 2of3
IN WITNESS THEREOF, the parties through their duly authorized representatives hereby
execute this AGREEMENT with an effective date of ,2014.
Approved by County Attorney as
to form and legal sufficiency.
City of South Miami, Florida
By:~~=-__ ~~~~ ______ __
City Manager Date
For the City Commission,
City of South Miami, Florida
____________ , CLERK
Attest:
By: __ --:---~-----.'---""---_
ae~ D~e
MIAMI-DADE COUNTY, FLORIDA
By: ____________________ ~_
County Mayor
MIAMI-DADE COUNTY, FLORIDA
BY ITS BOARD OF
COUNTY COMMISSIONERS
Stephen P; Clark Center
111 NW 1 Street
Miami, Florida 33128
HARVEY RUVIN, CLERK
Attest:
By: ___________ ---'--_~~_
Deputy Clerk Date
Building Better Communities Non-Profit Amendment 3 of 3
Exhibit 1 -Project Budget and Description lnitial~ ___ Date __ ~
Miami-Dade County
Building Better Communities General Obligation Bond Program (GOB)
Citl/: of South Miami
Water & Sewer Enhancements
Project Number 17.8-71202
...
REVENUES EXPENSES
FY 12-13 Other Total Milestones Total
GOB Future GOB Funding Estimated Projected Schedule Estimated
Alloc.atiol'l Allocations Allocations Revenues Start Date End Date Expenses
o Project Administration 0
o Project Administration (Non-GOB) 0
o Land Acquisition 0
o Land Acquisition (Non-GOB) 0
Pre-design, Planning, inclliding
o preliminary engineering 0
Pre-design, Planning, including
o preliminary (Non-GOB) .0
o A&E Selection 0 ° A&E Selection (Non-GOB) 0
104,000 104,000 Design 1011/2012 111112013 104,000
(j Design (Non-GOB) 0
o Dry runlpermit ° o Dry run/permit (Non-GOB) ° ° Contractor Selection 0 ° Contractor Selection (Non-GOB) 0
749,937 ... .922,800 1,672737 Construction On Going 1112/2012 1/112015 1,672,737
o Construction On Going (Non-GOB) 0
Construction Substantially
o Complete 0
Construction Substantially
o Complete (Non-GOB) 0
o Other ° . o Other (Non-GOB) 0
853,937 922,800 0 1,776,737 TOTALS 1,776,737
"' Other Funding {List sources and amounts}
Funding Source AmoUnt
Total
01
Project NarrCitiveJOe$Cription
The City of South Miami will complete a master plan for design and construction activities associated with the installation of forcemains, water
and sewer lines, and hydrants within the City of South Miami. Such activities will also include but is not limited to road resurfacing, dust control,
mobilization and permitting. . GOB Total Funding AllocatIon Narrative/Descriptlon
City will develop a Master Plan for the design, construction, installation of forcemains, water and sewer lines, and hydrants within the City of
South Miami. This BBC GOB allocation is fully subject to and contingent upon the availability of BBC GOB Program proceeds and the
satisfaction of the Conditions Precedent to Funding.
qOBFY Z012 "'2013. Funding Allocation Nar(ativelOescription
GOB funding will be used for development of a Master Plan and design and construction of water and sewer enhancements within the Cityof
South Miami.
"For municipalities and public agencies, this exhibit, along with the entity's resolution, conforms with Article III, Section I, A2e of the Building Better Communities Bond
Program (GOB) Administrative Rules.
Building Better Communities Page 1 of 1
A Resolution authorizing the City Manager to execute fiscal year 2013
Building Bettcr Communities (BBC) I General Obligation Bond (GOB)
Interlocal grant agreement with MiamiwDade County, Office of Management
and Budget for Water & Sewer Enhancements (Project Number 17.8-71202)
in the amount of $853,937.
WHEREAS, the Mayor and City Commission desire to accept the grant from Miami-
Dade County by and through its Office of Grants Coordination; and
WHEREAS, Water & Sewer Enhancements/Project Number 17.8-71202 is eligible for
funding from the BBC GOB Program in a total amount not to exceed $1,776,737; and
WHEREAS, the City of South Miami is undertaking the completion of design,
construction, installation of force mains, water and sewer Hnes and hydrants within the City of
South Miami with approved funding in the amount of$853,937 for fiscal year 2013; and
WHEREAS, the City Manager is authorized to execute the grant agreement in an amount
of$853;937; and
WHEREAS, the grant agreement shall take effect upon execution and shall terminate
upon the completion of the Project, including the completion of all final closeout documentation.
NO\V, THEREFORE, BE IT RESOLVED BY THE MAYOR AND CITY
COMMISSION OF THE CITY OF SOUTH MIAMI, FLORIDA THAT:
Section 1: The City Manager is hereby authorized to execute the grant agreement with
Miami-Dade County, Office of Grants Coordination for Water & Sewer Enhancements in South
Miami in the amount of$853,937. The grant agreement is attached to this resolution.
Section 2: This resolution shall be effective immediately after the adoption hereof.
PASSED AND ADOPTED this 19th day of March, 2013.
ATTEST: APPROVED:
(l!J;; ;tJ7Jl./J
MAylR
Res. No. 59-13-13877
COMMISSION VOTE: 5~O
Mayor Stoddard: iea
Vice Mayor Liebman: Yea
Commissioner Harris: Yea
Commissioner Newman: Yea
Commissioner Welsh: Yea
2
BUILDING BETTER COMMUNITIES
INTERLOCAL AGREEMENT
BETWEEN
THE CITY OF SOUTH MIAMI, FLORIDA
AND
MIAMI-DADE COUNTY
Water & Sewer Enhancements
Project Number 17.8-71202
THIS INTERLOCAL AGREEMENT (the "Agreement") by and between Miami-Dade
County, a political subdivision of the State of Florida (the "County"), through its
governing body, the Board of County Commissioners of Miami-Dade County, Florida
(the "Board") and the City of South Miami, Florida, a municipal corporation organized
under the laws of the State of Florida, through its governing body, the Mayor and
Conlmis~ners of the City of South Miami, Florida (the "Municipality") is entered into
this .J£ __ J day of _ ' 2013.
WITNESSETH:
WHEREAS, on July 20, 2004, the Board enacted Resolution Nos. R-912-04, R-
913-04, R-914-04, R-915-04, R-916-04, R-917-04, R-918-04 and R-919-04 authorizing
the issuance of $2.926 billion in general obligation bonds for capital projects and on
November 2, 2004, a majority of those voting approved the bond program (the "SSC
GOB Program"); and
WHEREAS, the aforementioned Resolutions include specific Countywide
projects, neighborhood projects for the Unincorporated Municipal Service Area and
municipalities and associated allocations for activities such as but not limited to
development, improvement, rehabilitation, restoration or acquisition of real property; and
WHEREAS, Water & Sewer Enhancements/Project Number 17.8-71202 (the
"Project") is eligible for funding from the SSC GOB Program in a total amount not to
exceed $1,776,737 (the "Funding Allocation"); and
WHEREAS, the Municipality is undertaking the completion of design,
construction, installation of force mains, water and sewer lines, and hydrants within the
City of South Miami (the "Project") which was specifically approved as part of the SSC
GOS Program and has been approved for funding in Fiscal Year 2012-13, provided
funds are available, and is described more specifically in Exhibit 1 to this Interlocal
Agreement; and
WHEREAS, the Water & Sewer Enhancements/Project Number 17.8-71202 as a
whole is estimated to cost $1,776,737 (the "Total Project Cost") and will be funded from
the sources listed in Exhibit 1; provided, however, the County's obligation to fund the
Building Better Communities Municipal Agreement 1 of 12 Rev. 6/10
Project is fully subject to and contingent upon the availability of BBC GOB Program
proceeds; and
WHEREAS, pursuant to the terms of this Agreement, the County has agreed to
fund $853,937 in Fiscal Year 2012-2013 from the BBC GOB Program funds for the
Project (the "Funding Cycle Allocation"), fully subject to and contingent upon the
conditions set forth in this Agreement, and in particular, the County's approval and
issuance of BBC GOB Program bonds or the draw-down bonds ("Funds"), the approval
by the Board of County Commissioners to fund this Project from the Funds, and the
availability of the Funds; and
WHEREAS, subject to annual appropriation by the Board, the County plans to
fund the Funding Allocation by making available, in addition to the Fiscal Year 2012-13
Funding Cycle Allocation, an aggregate amount equal to $922,800 in the years and
amounts set forth in the Multi-Year Capital Plan approved by the Board for Fiscal Years
2014 -2015 (collectively, the "Funding Plan") to the Municipality from the Funds,
provided, however, the disbursement of the Funds is subject to the conditions set forth
in this Agreement and, in particular, Section 2(c); and
WHEREAS, from time to time, the Board may, in its sole discretion, approve
revisions to the Multi-Year Capital Plan thereby amending the amounts and timing of the
Funding Plan; and
WHEREAS, the Commissioners of both the Municipality and County have
authorized, by resolution, their respective representatives to enter into this Agreement
for each Funding Cycle Allocation describing their respective roles in the funding for the
Project costs with respect to such Funding Cycle Allocation,
NOW THEREFORE, pursuant to Resolution No. R-595-05, which specifically
authorizes the County Mayor to execute such agreements, sub-agreements and other
required contracts and documents, to expend BSC GOS Program bond funds received
for the purpose described in the funding request, and in consideration of the mutual
promises and covenants contained herein and the mutual benefits to be derived from
this Agreement, the parties hereto agree as follows:
Section 1. Purpose: The purpose of this Agreement is to clarify the parties' roles
and obligations regarding the SSC GOB Program funding being provided with
respect to the Project.
Section 2. Funding Responsibilities:
a. Project Funding Plan: A Project funding plan identifying the
Funding Allocation to be funded by the County solely from SSC
GOB Program proceeds and the costs to be funded by the
Municipality through a local funding plan or written project funding
commitments from third parties is attached as Exhibit 1. Included
shall be a projected timetable for each Funding Cycle Allocation
and the amount funded to date, if any.
Building Better Communities Municipal Agreement 2 of 12 Rev. 6/10
b.
c.
Representations of the Municipality: The Municipality covenants
and warrants that it has, in combination with the Funding Allocation,
the amount of funding necessary for the completion of the Project.
The additional sources of funding are listed in Exhibit 1.
Responsibilities of the County: The County agrees to provide
solely from the Funds for the Fiscal Year 2012-13 Funding Cycle
Allocation in an amount equal to $853,937, fully subject to and
contingent upon the County's approval and issuance of the Funds,
the approval by the Board of County Commissioners to fund this
Project from the Funds, and the availability of the Funds
("Conditions Precedent to Funding Responsibility"). This amount
represents a portion of the amount necessary to complete the
Project. Subject to the satisfaction of the Conditions Precedent to
Funding Responsibility and subject to annual appropriation by the
Board, the County also agrees to make disbursements from
available Funds for the balance of the Funding Allocation in the
years and the amounts set forth in the Multi-Year Capital Plan. The
Municipality understands and agrees that, from time to time, the
Board may, in its sole discretion, approve revisions to the Multi-
Year Capital Plan thereby amending the amounts and timing of
Funding Allocation disbursements to the Municipality. The Funds, if
and when available, shall be provided in accordance with the
reimbursement procedures contained in the County's GOB
Administrative Rules attached as Attachment 1. Municipality
understands and agrees that reimbursements to the Municipality
will be made in accordance with federal laws. Subject to certain
exceptions the applicability of which is to be reviewed on a case-by-
case basis, the reimbursement allocation will be made no later than
eighteen (18) months after the later of (a) the date the original
expenditure is paid, or (b) the date the project is placed in service
or abandoned, but in no event more than three (3) years after the
original expenditure is paid by the Municipality. Notwithstanding
the foregoing, the County shall have no obligation whatsoever to
make any reimbursements to the Municipality prior to the
satisfaction of all of the Conditions Precedent to Funding
Responsibility. Any and all reimbursement obligations of the
County pursuant to this Agreement are limited to and contingent
upon, the availability of Funds allocated to the Project in
accordance with the Funding Plan. The Municipality accepts and
agrees that all expenditures made by the Municipality prior to the
satisfaction of all of the Conditions Precedent to Funding
Responsibility are made at the Municipality's sole risk and may not
be eligible for reimbursement. The Municipality may not require the
County to use any other source of legally available revenues other
than from the Funds to fund the Funding Plan. This Agreement
does not in any manner create a lien in favor of the Municipality on
any revenues of the County including the Funds. In the event that
the Project Milestones, as defined and set forth in Exhibit 1 of this
Building Better Communities Municipal Agreement 3 of 12 Rev. 6/10
Agreement are not within 10% of completion, the dollars to be
funded for subsequent Milestones may be delayed for one (1)
calendar year in accordance with the Administrative Rules, see
Section 18 of this Agreement.
Section 3. Parties, Effective Date and Term: This Agreement shall take effect
upon execution and shall terminate upon the completion of the Project, including
the completion of all final closeout documentation. The County has delegated
the responsibility of administrating this Interlocal Agreement to the County Mayor
or deSignee.
Section 4. Compliance with Laws: Each party agrees to abide by and be
governed by all Applicable Laws necessary for the development and completion
of the Project. "Applicable Law" means any applicable law (including, without
limitation, any environmental law), enactment, statute, code, ordinance,
administrative order, charter, tariff, resolution, order, rule, regulation, guideline,
judgment, decree, writ, injunction, franchise, permit, certificate, license,
authorization, or other direction or requirement of any governmental authority,
political subdivision, or any division or department thereof, now existing or
hereinafter enacted, adopted, promulgated, entered, or issued. Notwithstanding
the foregoing, "Applicable Laws" and "applicable laws" shall expressly include,
without limitation, all applicable zoning, land use, DRI and Florida Building Code
requirements and regulations, all applicable impact fee requirements, all
requirements of Florida Statutes, specifically including, but not limited to, Section
255.05 related to payment and performance bonds, Section 255.20 related to
contractor selection and Section 287.055 related to competitive selection of
architects and engineers, all requirements of Chapters 119 and 286 of the Florida
Statutes, Section 2-11.15 of the Code (Art in Public Places), and all other
applicable requirements contained in this Agreement and Exhibit 1, which is
hereby incorporated in this Agreement by this reference.
Section 5. Contractual obligation to comply with certain County
requirements:
All records of the Municipality and its contractors pertaining to the Project shall
be maintained in Miami-Dade County and, upon reasonable notice shall be made
available to representatives of the County. In addition, the Office of Inspector
General of Miami-Dade County shall have access thereto for any of the purposes
provided in Section 2-1076 of the Code of Miami-Dade County.
The Municipality shall cause each contract to include a provision that contractor
shall comply with all requirements of Section 2-1076, and that contractor will
maintain all files, records, accounts of expenditures for contractor's portion of the
work and that such records shall be maintained within Miami-Dade County's
geographical area and the County shall have access thereto as provided in this
Agreement.
Building Better Communities Municipal Agreement 4 of 12 Rev. 6/10
The Municipality shall comply with the requirements of Florida Statutes related to
retainage of funds due a contractor and shall include appropriate language in its
construction contracts and shall require the contractor to include such language
in its subcontracts.
All applicable County Rules, Regulations, Ordinances, Resolutions,
Administrative Orders, and the County Charter referenced in this
Agreement are posted on the County's website: "miamidade.gov".
Section 6. Accounting, Financial Review, Access to Records and Audits:
The Municipality shall maintain adequate records to justify all charges, expenses,
and costs incurred which represent the funded portion of the Project for at least
three (3) years after completion of the Project. The County shall have access to
all books, records, and documents as required in this section for the purpose of
inspection or auditing during normal business hours.
Pursuant to Section 2-1076 of the Miami-Dade County Code, the County shall
have the right to engage the services of an Independent Private-Sector Inspector
General ("IPSIG") to monitor and investigate compliance with the terms of this
Agreement. THE MIAMI-DADE COUNTY OFFICE OF THE INSPECTOR
GENERAL ("OIG") shall have the authority and power to review past, present and
proposed County programs, accounts, records, contracts and transactions, and
contracts such as this Agreement for improvements some cost of which is funded
with County funds.
As such, the OIG may, on a random basis, perform audits on this Agreement
throughout the duration of said Agreement (hereinafter "random audits"). This
random audit is separate and distinct from any other audit by the County.
The OIG shall have the power to retain and coordinate the services of an IPSIG
who may be engaged to perform said random audits, as well as audit, investigate,
monitor, oversee, inspect, and review the operations, activities and performance
and procurement process including, but not limited to, project design,
establishment of bid specifications, bid submittals, activities of the Municipality
and contractor and their respective officers, agents and employees, lobbyists,
subcontractors, materialmen, staff and elected officials in order to ensure
compliance with contract specifications and detect corruption and fraud. The OIG
shall have the power to subpoena witnesses, administer oaths and require the
production of records. Upon ten (10) days written notice to the Municipality (and
any affected contractor and materialman) from OIG, the Municipality (and any
affected contractor and materialman) shall make all requested records and
documents available to the OIG for inspection and copying.
The OIG shall have the power to report and/or recommend to the Board whether
a particular project, program, contract or transaction is or was necessary and, if
deemed necessary, whether the method used for implementing the project or
program is or was efficient both financially and operationally. Monitoring of an
existing project or program may include reporting whether the project is on time,
Building Better Communities Municipal Agreement 5 of 12 Rev. 6110
within budget and in conformity with plans, specifications, and applicable law. The
OIG shall have the power to analyze the need for, and reasonableness of,
proposed change orders.
The OIG is authorized to investigate any alleged violation by a contractor of its
Code of Business Ethics, pursuant Miami-Dade County Code Section 2-8.1.
The provisions in this Section shall apply to the Municipality, its contractors and
their respective officers, agents and employees. The Municipality shall
incorporate the provisions in this Section in all contracts and all other agreements
executed by its contractors in connection with the performance of this Agreement.
Any rights that the County has under this Section shall not be the basis for any
liability to accrue to the County from the Municipality, its contractors or third
parties for such monitoring or investigation or for the failure to have conducted
such monitoring or investigation and the County shall have no obligation to
exercise any of its rights for the benefit of the Municipality. This provision shall
survive the early termination and/or the expiration of this Agreement.
Section 7. Relationship of the Parties: The parties agree that the Municipality is
an independent entity responsible solely for the Project and not an agent or
servant of the County. No party or its officers, elected or appointed officials,
employees, agents, independent contractors or consultants shall be considered
employees or agents of any other party, nor to have been authorized to incur any
expense on behalf of any other party, nor to act for or to bind any other party, nor
shall an employee claim any right in or entitlement to any pension, workers'
compensation benefit, unemployment compensation, civil service or other
employee rights or privileges granted by operation of law or otherwise, except
through and against the entity by whom they are employed.
Section 8. Liability: The parties to this Agreement shall not be deemed to
assume any liability for the negligent or wrongful acts, or omissions of the other
party. Nothing contained herein shall be construed as a waiver, by either party,
of the liability limits established in Section 768.28 of the Florida Statutes. The
Municipality acknowledges that the County, its employees, Commissioners and
agents are solely providing funding assistance for the Project and are not
involved in the design, construction, operation or maintenance of the Project.
Section 9. Breach, Opportunity to Cure and Termination:
(a) Each of the following shall constitute a default by the Municipality:
(1) If the Municipality uses all or any portion of the Funding
Allocation for costs not associated with the Project (Le.,
ineligible costs), and the Municipality fails to cure its default
within thirty (30) days after written notice of the default is given
to the Municipality by the County; provided, however, that if not
reasonably possible to cure such default within the thirty (30)
day period, such cure period shall be extended for up to one
hundred eighty (180) days following the date of the original
Building Better Communities Municipal Agreement 6 of 12 Rev. 6/10
notice if within thirty (30) days after such written notice the
Municipality commences diligently and thereafter continues to
cure.
(2) If the Municipality shall breach any of the other covenants or
provisions in this Agreement other than as referred to in Section
9(a)(1) and the Municipality fails to cure its default within thirty
(30) days after written notice of the default is given to the
Municipality by the County; provided, however, that if not
reasonably possible to cure such default within the thirty (30)
day period, such cure period shall be extended for up to one
hundred eighty (180) days following the date of the original
notice if within thirty (30) days after such written notice the
Municipality commences diligently and thereafter continues to
cure.
(3) If the Municipality fails to complete the Project within five (5)
years of the effective date of the first executed lnterlocal
Agreement for this Project.
(b) Each of the following shall constitute a default by the County:
(1) If the County shall breach any of the covenants or provisions in
this Agreement and the County fails to cure its default within
thirty (30) days after written notice of the default is given to the
County by the Municipality; provided, however, that if not
reasonably possible to cure such default within the thirty (30)
day period, such cure period shall be extended for up to one
hundred eighty (180) days following the date of the original
notice if within thirty (30) days after such written notice the
County commences diligently and thereafter continues to cure.
(c) Remedies:
(1) Upon the occurrence of a default as provided in Section 9(a)(1)
and such default is not cured within the applicable grace period,
in addition to all other remedies conferred by this Agreement,
the Municipality shall reimburse the County, in whole or in part
as the County shall determine, all funds provided by the County
hereunder.
(2) Either party may institute litigation to recover damages for any
default or to obtain any other remedy at law or in equity
(including specific performance, permanent, preliminary or
temporary injunctive relief, and any other kind of equitable
remedy).
(3) Except with respect to rights and remedies expressly declared
to be exclusive in this Agreement, the rights and remedies of the
parties are cumulative and the exercise by any party of one or
more of such rights or remedies shall not preclude the exercise
by it, at the same or different times, of any other rights or
remedies for the same default or any other default.
Building Better Communities Municipal Agreement 7 of 12 Rev. 6110
(4) Any failure of a party to exercise any right or remedy as
provided in this Agreement shall not be deemed a waiver by that
party of any claim for damages it may have by reason of the
default.
(d) Termination:
(1) Notwithstanding anything herein to the contrary, either party
shall have the right to terminate this Agreement, by giving
written notice of termination to the other party, in the event that
the other party is in material breach of this Agreement.
(2) Termination of this Agreement by any Party is not effective until
five (5) business days following receipt of the written notice of
termination.
(3) Upon termination of this Agreement pursuant to Section 9(d)(1)
above, no party shall have any further liability or obligation to
the other party except as expressly set forth in this Agreement;
provided that no party shall be relieved of any liability for breach
of this Agreement for events or obligations arising prior to such
termination.
Section 10. Litigation CostslVenue: In the event that the Municipality or the
County institutes any action or suit to enforce the provisions of this Agreement,
the prevailing party in such litigation shall be entitled to reasonable costs and
attorney's fees at the trial, appellate and post-judgment levels. This Agreement
shall be governed by and construed in accordance with the laws of the State of
Florida. The County and the Municipality agree to submit to service of process
and jurisdiction of the State of Florida for any controversy or claim arising out of
or relating to this Agreement or a breach of this Agreement. Venue for any court
action between the parties for any such controversy arising from or related to this
Agreement shall be in the Eleventh Judicial Circuit in and for Miami-Dade
County, Florida, or in the United States District Court for the Southern District of
Florida, in Miami-Dade County, Florida.
Section 11. Naming Rights and Advertisements: It is understood and agreed
between the parties hereto that the Municipality is funded by Miami-Dade
County. Further, by acceptance of these funds, the Municipality agrees that
Project(s) funded by this Agreement shall recognize and adequately reference
the County as a funding source. In the event that any naming rights or
advertisement space is offered on a facility constructed or improved with BBC
GOB Program funds, then Miami-Dade County's name, logo, and slogan shall
appear on the facility not less than once and equal to half the number of times
the most frequent sponsor or advertiser is named, whichever is greater.
Lettering used for Miami-Dade County will be no less than 75% of the size of the
largest lettering used for any sponsor or advertiser unless waived by the Board.
The Municipality shall ensure that all publicity, public relations, advertisements
and signs recognize and reference the County for the support of all Project(s).
This is to include, but is not limited to, all posted signs, pamphlets, wall plaques,
cornerstones, dedications, notices, flyers, brochures, news releases, media
Building Better Communities Municipal Agreement 8 of 12 Rev. 6/10
packages, promotions and stationery. In particular, the Municipality must include
the following credit line in all promotional marketing materials related to this
funding including web sites, news and press releases, public service
announcements, broadcast media, programs, and publications: "THIS
PROJECT IS SUPPORTED BY THE BUILDING BETTER COMMUNITIES
BOND PROGRAM AND THE MAYOR AND BOARD OF COUNTY
COMMISSIONERS OF MIAMI-DADE COUNTY." The use of the official County
logo is permissible for the publicity purposes stated herein. The Municipality
shall submit sample of mock up of such publicity or materials to the County for
review and approval. The Municipality shall ensure that all media
representatives, when inquiring about the Project(s) funded by the Agreement,
are informed that the County is its funding source.
Section 12. Notice: Any notice, consent or other communication required to be
given under this Agreement shall be in writing, and shall be considered given
when delivered in person or sent by facsimile or electronic mail (provided that
any notice sent by facsimile or electronic mail shall simultaneously be sent
personal delivery, overnight courier or certified mail as provided herein), one (1)
business day after being sent by reputable overnight carrier or three (3) business
days after being mailed by certified mail, return receipt requested, to the parties
at the addresses set forth below (or at such other address as a party may specify
by notice given pursuant to this Section to the other party):
The County:
County Mayor
Miami-Dade County, Stephen P. Clark Center
111 NW 1 Street, Suite 2910
Miami, Florida 33128
With a copy to:
Director, Office of Management and Budget
111 NW 1 Street, Suite 2210
Miami, Florida 33128
The Municipality:
Kelly Barket Jr.
Acting City Manager
6130 Sunset Drive
South Miami, Florida 33143
Section 13. Modification and Amendment: Except as expressly permitted
herein to the contrary, no modification, amendment or alteration in the terms or
conditions contained herein shall be effective unless contained in a written
document executed with the same formality and equal dignity herewith.
Section 14. Joint Preparation: The preparation of this Agreement has been a
joint effort of the parties, and the resulting document shall not, solely as a matter
of judicial construction, be construed more severely against one of the parties
than the other.
Section 15. Headings: Captions and headings in this Agreement are for ease of
reference only and do not constitute a part of this Agreement and shall not affect
the meaning or interpretation of any provisions herein.
Building Better Communities Municipal Agreement 9 of 12 Rev. 6/10
Section 16. Waiver: There shall be no waiver of any right related to this
Agreement unless in writing and signed by the party waiving such right. No delay
or failure to exercise a right under this Agreement shall impair such right or shall
be construed to be a waiver thereof. Any waiver shall be limited to the particular
right so waived and shall not be deemed a waiver of the same right at a later time
or of any other right under this Agreement. Waiver by any party of any breach of
any provision of this Agreement shall not be considered as or constitute a
continuing waiver or a waiver of any other breach of the same or any other
provision of this Agreement.
Section 17. Representation of the Municipality: The Municipality represents
that this Agreement has been duly authorized, executed and delivered by Mayor
and Commission, as the governing body of the City of South Miami, Florida and it
has granted the Manager of City of South Miami, or designee, the required power
and authority to execute this Agreement. The Municipality agrees to: a) maintain
the Project for a minimum of 25 years; b) agrees to govern itself, in regards to the
subject Project, in accordance with Article 7 of the County Charter; c) keep the
Project open safely and properly maintained for all Miami-Dade County residents;
and, d) allow all Miami-Dade County residents equal access and use of the
Project and not discriminate when charging facility admission fees based on
where a resident resides in the County. The Municipality also agrees to accept
and comply with the Administrative Rules as stated in Attachment 1 and as may
hereafter be amended.
Section 18. Representation of the County: The County represents that this
Agreement has been duly approved, executed and delivered by the Board, as the
governing body of the County, and it has granted the Miami-Dade County Mayor
or Mayor's designee the required power and authority to execute this Agreement.
Subject to the conditions set forth in this Agreement, the County agrees to
provide the Funding Allocation to the Municipality for the purpose of developing
and improving the Project in accordance with each of the attached Exhibit Forms,
incorporated herein as Exhibits A-J of Attachment 1 (Administrative Rules). In
addition to the other conditions set forth in this Agreement, Miami-Dade County
shall only be obligated to reimburse the Municipality provided the Municipality is
not in breach of this Agreement and the Municipality has demonstrated that it has
adequate funds to complete the Project. The County shall administer, in
accordance with the appropriate regulations, the funds available from the BBC
GOB Program as authorized by Board Resolutions. Any and all reimbursement
obligations of the County shall be fully subject to and contingent upon the
availability of funding from the County for the specific purpose contained herein.
The Municipality shall be solely responsible for submitting all documentation, as
required by the specific Administrative Rules incorporated herein as Attachment
1, to the County Mayor or his designee for this purpose.
Section 19. Invalidity of Provisions, Severability: Wherever possible, each
provision of the Agreement shall be interpreted in such manner as to be effective
and valid under applicable law, but if any provision of this Agreement shall be
prohibited or invalid under applicable law, such provision shall be ineffective to
Building Better Communities Municipal Agreement 10 of 12 Rev. 6/10
the extent of such prohibition or invalidity, without invalidating the remainder of
such provision or the remaining provisions of this Agreement, provided that the
material purposes of this Agreement can be determined and effectuated.
Section 20. Indemnity: The Municipality does hereby agree to indemnify and
hold harmless the County to the extent and within the limitations of Section
768.28 Florida Statutes, subject to the provisions of that Statute, whereby the
Municipality shall not be held liable to pay a personal injury or property damage
claim or judgment by anyone person which exceeds the sum of $200,000, or any
claim or judgments or portions thereof, which when totaled with all other
occurrences, exceeds the sum of $300,000 from any and all personal injury or
property damage claims, liabilities, losses or causes of action which may arise
solely as a result of the negligence of the Municipality. However, nothing herein
shall be deemed to indemnify the County from any liability or claim arising out of
the negligent performance or failure of performance of the County or any
unrelated third party.
The County does hereby agree to indemnify and hold harmless the Municipality
to the extent and within the limitations of Section 768.28 Florida Statutes, subject
to the provisions of that Statute, whereby the County shall not be held liable to
pay a personal injury or property damage claim or judgment by anyone person
which exceeds the sum of $200,000, or any claim or judgments or portions
thereof, which when totaled with all other occurrences, exceeds the sum of
$300,000 from any and all personal injury or property damage claims, liabilities,
losses or causes of action which may arise solely as a result of the negligence of
the County. However, nothing herein shall be deemed to indemnify the
Municipality from any liability or claim arising out of the negligent performance or
failure of performance of the Municipality or any unrelated third party.
Section 21. Assignment: The Municipality may not assign all or any portion of
this Agreement without the prior written consent of the County.
Section 22. Entirety of Agreement: This Agreement, and the attachments
thereto, incorporates and includes all prior negotiations, correspondence,
conversations, agreements, and understandings applicable to the matters
contained in this Agreement. The parties agree that there are no commitments,
agreements, or understandings concerning the subject matter of this Agreement
that are not contained in this Agreement, and that this Agreement contains the
entire agreement between the parties as to all matters contained herein.
Accordingly, it is agreed that no deviation from the terms hereof shall be
predicated upon any prior representations or agreements, whether oral or written.
It is further agreed that any oral representations or modifications concerning this
Agreement shall be of no force or effect, and that this Agreement may be
modified, altered or amended only by a written amendment duly executed by
both parties hereto or their authorized representatives.
Building Better Communities Municipal Agreement 11 of 12 Rev. 6/10
IN WITNESS THEREOF, the parties through their duly authorized representatives
hereby execute this AGREEMENT with an effective date of ".~. I ~~~_, 2013.
Approved by County Attorney as
to form and legal sufficiency. (
Building Better Communities Municipal Agreement
City of South Miami, Florida
-./'
/"
/. if;; <;"jl,? By:"~_. "." ... ~_"_"'~'_____ '<' i/
qty:JY1§nager Date
L<"'~""'/'
For the City Commission,
City of South Miami, Florida
Marla M. Menendez CLERK .'
Attest:
MIAMI-DADE COUNTY, FLORIDA
MIAMI-DADE COUNTY, FLORIDA
BY ITS BOARD OF
COUNTY COMMISSIONERS
Stephen P. Clark Center
111 NW 1 Street
Miami, Florida 33128
HARVEY
Attest:
12 of 12 Rev. 6/10
Exhibit 1 -Project Budget and Description I[)ilial ..... , ........... ,~" .............. .
Miami-Dade County
Building Better Communities General Obligation Bond Program (GOB)
FY 12-13
GOB
Allocation
City of South Miami
REVENUES
Other
Future GOB Funding
Allocations Allocations
Total
Estimated
Revenues
Water & Sewer Enhancements
Proiect Number 17.8-71202
Milestones
Projected
Start Date
EXPENSES
Schedule
End Date
Total
Estimated
Expenses
o Project Administration 0
__ . ____ ~ .-.~"'-"'-"'-.. "'~-~.i .. ,-,.-~,."'-.,.-,--.-., •. I.-.-.--.. -""~_"'"lo£,roject A~mi~~!!,~!ion (Non.G<?!?L .. __ . __ , __ ._. __ ... _._. __ ~_, __ . 0
o land Acquisition 0
--.... " ....... -.. -.-.-. --.-,-'-'-.. ---.-.-+.-"-" .. ---.,,, -+"'--__ ''''' .. ,.'-._-,,''''' .. O,;:·ll~~~~*:~~~n}~i~~~u~\;~,~·.=~:-====~=~,--~-= ::: •• ,., ..... =.=:.:,=-::::::·=~":~,:o
o preliminary engineering 0 "'-"' ... --.-.-.,.-.-,"'-... 'Pre:'des'ign, P'fiinnfng,Tnc"fuding .-------.--.-------,.._,-.-------
' .. , .... "" ... ____ .. _______ ~ _t>relimi~ry (!;!~~:§.2!?L __ . ________ ,,_,. "'_"' ___ , ___ ,_._._ ..... ___ "'_ 0
o A&E Selection 0
'_"'-_-'_--~_-=-__ --,-----"'---,-.+.,"'''''-,.,'-----,-1-"".,-'''-'''''--.,,'O;,+--A~.§.~~!~_<:~i£~J~~!!::§.OBL_"", __ ., , _______ . ~ __ "' ____ . _._ .• __ .. _____ ,-J!
1,04.000 104,000 Design 10/1/2011 91112013 104,000
o Complete o
Construction Substantially
o Complete (Non-GOB) 0
;-----;I-------l-----l~----.~~-..:; O,O-=-!,h"e __ r~:__-"'.,,"_-:::-,,-'"'''''''~'''''''''''''''''''''''''''''''''''''''''''''""""I""",,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,, """"",,",,",,. 0 o Other (Non.GOB)"'''~---"-0
853,937 922,800 o 1,776,737 TOTALS 1,776,737
~r,flJll.<!iE',,9.1~J~t_sO~!g.'?~ and ~!,!}ou~~
1_~ __ ---=F:...:u:::.:n;:.:;d::i:n.:£lg __ Source L,!\E!~,,~~,,_
~-~'-~--.,,--,,-"'''''''''''-,-'''''-'''-~~-..:;-~----!
Total
01
The City of South Miami intends to perform design and construction activities associated with the installation of forcemains, water and sewer
lines, and hydrants within the City of South Miami. Such activities will also include but is not limited to road resurfacing, dust control,
mobilization and permitting.
GOB Total Funding Allocation NarrativelDescription
Design, construction, installation of forcemains, water and sewer lines, and hydrants within the City of South Miami. This SBC GOB allocation
is fully subject to and contingent upon the availability of SBC GOB Program proceeds and the satisfaction of the Conditions Precedent to
Funding.
GOB FY 2012·2013 Funding Allocation NarrativefOescription
GOB funding will be used for water and sewer enhancements within the City of South Miami.
"For municipalities and public agencies, this exhibit, along with the entity's resolution, conforms with Article III, Section I, A2e of the Building Better Communities Bond
Program (GOB) Administrative Rules,
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