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7THE CITY OF PLEASANT LIVING To: FROM: Via: DATE: SUBJECT: BACKGROUND: TERM: AlTACHMENTS: CITY OF SOUTH MIAMI OFFICE OF THE CITY MANAGER INTER-OFFICE MEMORANDUM The Honorable Mayor & Members of the City Commission Steven Alexander, City Manager Quentin Pough, Director of Parks & Recreation ""., May 2,2017 Agenda Item NO.:~ A Resolution authorizing the City Manager to enter into the Community Space Lease Agreement with Miami-Dade County for lease of 6701 SW 62 Avenue, South Miami, Florida for one (1) year with a two (2) additional one (1) year period. The City of South Miami operates programs and activities for older adults Monday through Friday at the Miami-Dade County Senior Center located at 6701 SW 62 avenue. This facility is utilized to provide a wide variety of programs and services such as computer literacy classes, meal and nutrition programs, information and assistance services, social and recreational services (Le. games, walking), transportation services (Le. field trips, grocery shopping), just to name a few. The Community Space Lease agreement with Miami Dade County is required to operate the City's programs and services to seniors registered in the Seniors Program. The term of this agreement shall be from January 1, 2017 to December 31, 2017; at the sole option of the Landlord, this agreement may be renewed for two (2) additional one (1) year period. Resolution Community Space Lease Agreement 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 .. 32 33 34 35 36 37 38 39 40 41 42 43 44 45 46 47 RESOLUTION NO.: ......................................... ..... A Resolution authorizing the City Manager to enter into the Community Space Lease Agreement with Miami-Dade County for lease of 6701 SW 62 Avenue, South Miami, Florida for one (1) year with a two (2) additional one (1) year period. WHEREAS, the City's Parks and Recreation Department operates programs and activities for older adults Monday through Friday at the Miami-Dade County Senior Center, located.at 6701 SW 62 avenue; and • WHEREAS, this premise is utilized to provide a wide variety of programs and services such as computer literacy classes, meal and nutrition programs, information and assistance services, social and recreational services (i.e. games, walking), transportation services (e.g. field trips, grocery shopping), just to name a few; and WHEREAS, the Community Space Lease agreement with Miami-Dade County is required to operate the City's senior programs and services at 6701 SW 62 avenue; and WHEREAS, the term of this agreement shall be from January 1,2017 to December 31,2017; at the sole option of the Landlord, this agreement may be renewed for two (2) additional one (1) year period. 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 a Community Space Lease Agreement with Miami-Dade County. A copy of the agreement is attached. Section 2: If any section clause, sentence, or phrase of this resolution is for any reason held invalid or unconstitutionaJ by a court of competent jurisdiction, the hoJding shall not affect the validity of the remaining portions of this resolution. Section 3: This resolution shaU become effective immediately upon adoption. PASSED AND ADOPTED this ___ day of _____ -"', 2017. ATIEST: CITY CLERK READ AND APPROVED AS TO FORM LANGUAGE, LEGALITY AND EXECUTION THEREOF CITY ATIORNEY APPROVED: MAYOR COMMISSION VOTE: Mayor Stoddard Vice Mayor Welsh Commissioner Edmond Commissioner Liebman Commissioner Harris Community Space Lease Agreement This Community Space Lease Agreement ("Agreement"), made this __ day of _____ , 20_, is entered into by and between Miami-Dade County, a political subdivision of the State Of Florida (hereinafter referred to as "County" or "Landlord"), located at 111 N. W. 1 st Street, Miami, Florida 33128 and City of South Miami, (hereinafter referred to as "TenantlProvider") whose address is 6130 Sunset Drive, South Miami, Florida 33143. WHEREAS, the Home Rule Charter authorizes Miami-Dade County to provide for the uniform health and welfare of the residents throughout Miami-Dade County; and WHEREAS, the Landlord recognizes the importance of providing supportive services to residents of its assisted housing which includes Public Housing residents, Section 8 Housing Choice Voucher recipients, home ownership participants and other government assisted housing participants; and WHEREAS, the TenantlProvider which is a not-for-profit organization or government entity, provides or will develop services of value to the Landlord and its assisted housing residents and has demonstrated an ability to provide these services; and WHEREAS, the Landlord is desirous of obtaining such services of the TenantlProvider for its assisted housing residents and the TenantlProvider is desirous of providing such services; and WHEREAS, the Landlord agreed to lease its space on its assisted housing premises to the TenantlProvider so that TenantlProvider can provide its services to assisted housing residents and accordingly passed Resolutions Nos. R-753-13, R-296-99, 891-92 and 287-89, NOW, THEREFORE, in consideration of the mutual covenants record herein, the parties hereto agree as follows: I. THE PREMISES. The Landlord shall lease to TenantlProvider the lremises located at the South Miami Plaza Public Housing Development, 6701 SW 62 n Avenue, South Miami, Florida (hereinafter "Premises"). II. THE SCOPE OF SERVICES. While the TenantlProvider is in possession of the Premises described in paragraph I of this Agreement, the TenantlProvider agrees to render the services in accordance with the scope of services incorporated herein and attached hereto as Attachment A. TenantlProvider agrees that at least fifty percent (50%) of its clients at anyone time shall be residents of Miami-Dade County assisted housing. Assisted housing shall mean public housing, Section 8 housing, affordable home ownership program, and other government assisting housing programs. TenantIProvider shall actively seek residents of Miami-Dade County assisted housing as clients. Failure c: I WPITSIA03.DOC 1YPE III: MealsforSeniors REVISED: 01/23/2017 Page 1 of15 to serve assisted housing residents at the percentage level described above shall be grounds for termination of this Agreement in accordance with Paragraph XXII of this Agreement. TenantIProvider shall report the following information in writing on a quarterly basis to the site manager of the Landlord's housing department, Miami-Dade Public Housing and Community Development Department (PH CD) which oversees the Premises described in Paragraph I of this Agreement: the actual number of assisted housing residents served within the previous three (3) months and the type of services they received; the actual number of children of assisted housing residents served within the previous three (3) months and the type of service they received; the percentage of its clients who are assisted housing residents; and the percentage of its clients who are children of assisted housing residents. III. AUTHORIZED AGENT ON PREMISES. TenantlProvider shall designate a responsible individual on site that is authorized to communicate with and receive communication from the Landlord's site manager in order to effectuate a cooperative and efficient use of the Premises by the TenantlProvider. IV. EFFECTIVE TERM. Both parties agree that the effective term of this Agreement shall be from January 1,2017 to December 31, 2017. At the sole option of the Landlord, this Agreement may be renewed for two (2) additional one (1) year periods. V. RENT PAYABLE. TenantIProvider shall pay rent in the amount of zero ($0) per month/year. The rent shall be due on or before the first of each month/year. In the event TenantlProvider fails to meet its obligations to serve at least fifty percent (50%) of the residents of Miami-Dade County assisted housing, the Landlord shall give TenantlProvider ten (10) days written notice of their non-compliance. TenantlProvider shall have ten (10) days from th~ date of said notice to cure such non-compliance. In the event, TenantlProvider fails to cure such non-compliance, the Landlord, at its sole discretion, may terminate this Agreement or charge the fair market rent for the Premises, which shall be determined by the Landlord at the expiration of the cure period. VI. USE OF PREMISES. TenantIProvider shall use the Premises only to provide the services described in the scope of services which is incorporated herein and attached as Attachment A. TenantlProvider shall be entitled to use the space described only during the hours of 7am to 4pm Monday through Friday. TenantlProvider shall leave the Premises clean at the completion of programs each business day. The Landlord agrees to allow the TenantlProvider from time to time to utilize the space after normal business hours for the purposes of conducting meetings, trainings, or for other program related reasons. The Tenant/Provider agrees to advise the Landlord's site manager in advance of the date and time it desires to use the space beyond hours stated in this section. TenantlProvider is responsible for securing its own personal property and agrees to hold Miami-Dade County harmless in the event of loss, theft, or damage when resident programs are conducted in the leased space. C: IWPITSIA03.DOC TYPE I: Tutoring/Computer TrainingIVarious Classes/General Office Admin. REVISED: 01123120/7 Page 2 of 15 VII. CONDITIONS OF PREMISES. The Landlord shall ensure that the Premises are in a state of good repair and suitable for occupancy by the TenantlProvider at the commencement of this Agreement. By entering into this Agreement, the TenantlProvider agrees that the Premises will be returned to the Landlord in the same condition as when received subject to normal wear and use. TenantlProvider shall comply with community room capacity laws and therefore shall ensure enough space for the safety and enjoyment of the participants. The Landlord has the right to inspect the Premises at any time to assure that all terms of the lease are being met. TenantlProvider must immediately take corrective actions as a result of the Landlord's inspection findings. VIII. PARKING. Parking spaces for program participants shall be negotiated with the Landlord. The negotiated parking arrangement shall be reduced to writing and attached to this Agreement as Exhibit B. Buses or commercial vehicles will only be permitted to park at Landlord's facilities to make deliveries or drop off passengers. IX. UTILITIES. TenantlProvider shall pay for utilities directly to the correspondent utility company. If the utility meter covers several areas, TenantlProvider shall pay the Landlord for its utility consumption in proportion to the space it uses, as determined by the Landlord. x. MAINTENANCE. TenantlProvider shall be responsible for maintaining the Premises. All routine maintenance and minor repairs shall be performed at the Tenant/Provider's expense. If the Landlord performs routine maintenance and minor repairs on behalf of the TenantlProvider, the Landlord shall charge the TenantlProvider for time and materials used. Routine maintenance and minor repairs include but are not limited to: plastering and interior painting; electrical work such as installing or changing lamps, bulbs and fuses, replacing outlet covers and other work that does not require rewiring or working inside the electrical box; minor plumbing repairs such as changing a faucet; repairing air conditioners; changing air conditioners filters; minor line blockages; replacing kitchen cabinets and counter tops. The Landlord shall be responsible for major repairs. Major repairs include but are not limited to: replacement of roofs or central air conditioner units; structural repairs; interior electrical wiring; electrical panel replacements and repairs; major plumbing repairs; fire control systems; and exterior painting. The TenantlProvider shall not make renovations or install any fixtures, equipment, fencing, or locks without prior written approval of the Landlord. All fixtures installed by TenantlProvider shall become the property of Landlord upon termination of the lease agreement. C: IWPITSIA03.DOC TYPE I: TIlloringiComputer Training!Various Classes/General Office Admin. REVISED: 0112312017 Page 3 of15 The TenantlProvider shall be responsible for reimbursement to the Landlord for any and all losses or damages to property and/or equipment resulting from the operations of the Tenant/Provider's programs. TenantlProvider shall maintain and operate the Premises in a clean and sanitary condition and return same to Landlord at the expiration or termination of this lease. XI. KEYS. Locks may be changed with the Landlord's permission at the Tenant/Provider's expense, if the Landlord's site manager is immediately furnished a set of keys. XII. SIGNAGE. All signage must be in keeping with the residential nature of the property, all applicable building and zoning laws, and approved in writing by Landlord prior to installation. XIII. JANITORIAL SERVICES. The TenantlProvider shall be responsible for all janitorial services including cleaning supplies. In the event that the TenantlProvider requests janitorial services from Landlord, services will be provided for a fee to be negotiated between Landlord and TenantlProvider. The negotiated janitorial services and fee shall be reduced to writing and attached to this Agreement as Exhibit D. XIV. TRASH AND GARBAGE DISPOSAL. TenantlProvider shall make all necessary arrangements, including billing, with local trash and garbage disposal companies. The TenantlProvider may also pay Landlord for this service. The negotiated extermination services and fee shall be reduced to writing and attached to this Agreement as Exhibit E. XV. INDEMNIFICATION BY PROVIDER. (A) All Other TenantslProvider. TenantlProvider shall indemnify and hold harmless the Landlord and its officers, employees, agents, and instrumentalities from. any and all liability, losses or damages, including attorneys' fees and costs of defense, which the Landlord or its officers, employees, agents or instrumentalities may incur as a result of claims, demands, suits, causes or actions or proceedings of any kind or nature arising out of, relating to or resulting from the performance of this Agreement by the Tenant/Provider or its employees, agents, servants, partners, principals or subcontractors. Tenant/Provider shall pay all claims and losses in connection therewith and shall investigate and defend all claims, suits or actions of any kind or nature in the name of the Landlord, where applicable, including appellate proceedings, and shall pay all costs, judgments, and attorney's fees which may issue thereon. TenantlProvider expressly understands and agrees that any insurance protection required by this Agreement or otherwise provided by Tenant/Provider shall in no way limit the responsibility to indemnify, keep and save harmless and defend the Landlord or its officers, employees, agents and instrumentality's as herein provided. C: IWPITSIA03.DOC TYPE I: Thtoring/Computer Training/Various Classes/General Office Admin. REVISED: 01123/2017 Page 4 of15 XVI. INSURANCE. (A) Tenant/Provider Obligations. C: I WPITSIA03.DOC 1. Modification and Changes. The Tenants shall notify the Landlord of any intended changes in insurance coverage, including but not limited to any renewals of existing insurance policies. Upon review of the Tenant/Provider's Scope of Services (Attachment A) by Miami-Dade County's Risk Management Division, the Landlord may increase, decrease, waive or modify any of the following insurance requirements. Any request by a TenantlProvider to decrease, waive or modify any of the following insurance requirements must be approved in writing by Miami- Dade County's Risk Management Division. 2. Minimum Insurance Requirements: Certificates of Insurance. The Tenant/Provider shall furnish to Miami-Dade County, Public Housing and Community Development, 701 NW 1 Ct, 16th Floor, Miami, FL 33136, Certificate(s) of Insurance which indicate that insurance coverage has been obtained which meets the requirements as outlined below: (a) Worker's Compensation Insurance for all employees of the TenantlProvider as required by Florida Statute 440. (b) Commercial General Liability Insurance on a comprehensive basis in an amount not less than $300,000 combined single limit per occurrence for bodily injury and property damage. Miami-Dade County must be shown as an additional insured with respect to this coverage. (c) Automobile Liability Insurance covering all owned, non-owned and hired vehicles used in connection with the work, in an amount not less than $300,000 combined single limit per occurrence for bodily injury and property damage. All insurance policies required above shall be issued by companies authorized to do business under the laws of the State of Florida, with the following qualifications: 1) The company must be no less than "B" as to management, and no less than "Class V" as to financial strength, by Best's Insurance Guide, published by A.M. Best Company, Oldwick, New Jersey, or its equivalent, subject to the approval of the County Risk Management Division. or TYPE I: Thtoring/ComplIter Training/Variolls Classes/General Office Admin. REVISED: 0112312017 Page 5 of 15 2) The company must hold a valid Florida Certificate of Authority as shown in the latest "List of All Insurance Companies Authorized or Approved to Do Business in Florida," issued by the Department of Financial Services and are members of the Florida Guaranty Fund. (d) Certificates will indicate that no modification or change in insurance shall be made without thirty (30) days written advance notice to the certificate holder. (e) Compliance with the foregoing requirements shall not relieve the TenantlProvider of its liability and obligations under this section or under any other section of this agreement. (f) Modification or waiver of any of the aforementioned insurance requirements is subject to the approval of Miami-Dade County's Risk Management Division. The Tenant/Provider shall notify the Landlord of any intended changes in insurance coverage, including any renewals of existing policies. (g) The County reserves the right to inspect the Tenant/Provider's original insurance policies at any time during the term of this Agreement. (A) Failure to Provide Certificate of Insurance. If the TenantlProvider fails to furnish the Landlord with the Certificate of Insurance or written verification required under this section or as determined by Miami-Dade County's Risk Management Division after review of the Scope of Services (Attachment A), the Landlord deem this to be a breach of this Agreement as set forth in Paragraph XXII of this Lease. Failure to provide the Certificates of Insurance or written verification within sixty (60) days of execution of this Agreement may result in termination of this Agreement. NOTE: MIAMI DADE COUNTY CONTRACT NUMBER AND TITLE OF CONTRACT MUST APPEAR ON EACH CERTIFICATE. CERTIFICATE HOLDER MUST READ: MIAMI-DADE COUNTY 111 NW 1ST STREET SUITE 2340 C: IWPITSIA03.DOC TYPE L Tutoring/Computer TrainingIVariolis Classes/General Office Admin. REVISED: 0112312017 MIAMI, FL 33128 Page 6 of 15 XVII. PROOF OF LICENSURE AND CERTIFICATIONS. If the TenantlProvider is required by the State of Florida or Miami-Dade County to be licensed or certified to provide the services or operate the facilities outlined in the Scope of Services (Attachment A), the Provider shall furnish a copy of all required current licenses or certificates. Examples of services or operations requiring such licensure or certification include but are not limited to child care, day care, nursing homes, and boarding homes. Failure to provide the licenses or certificates within sixty (60) days of execution of this Agreement may result in termination of this Agreement. C: IWPITSIA03.DQC A. Background Screening: The Tenant/Provider agrees to comply with all applicable laws, regulations, ordinances and resolutions regarding background screening of employees and subcontractors. TenantlProvider's failure to comply with any applicable laws, regulations, ordinances and resolutions regarding background screening of employees and subcontractors is grounds for a material breach and termination of this Agreement at the sole discretion of the Landlord. The Tenant/Provider agrees to comply with all applicable laws (including but not limited to Chapters 39, 402, 409, 394, 408, 393, 397, 984, 985 and 435, Florida Statutes, as may be amended form time to time), regulations, ordinances and resolutions, regarding background screening of those who may work with vulnerable persons, as defined by section 435.02, Florida Statutes, as may be amended from time to time. In the event criminal background screening is required by law, the State of Florida and/or Miami-Dade County, the TenantlProvider will permit only employees and subcontractors with a satisfactory national criminal background check through an appropriate screening agency (Le., the Florida Department of Juvenile Justice, Florida Department of Law Enforcement or Federal Bureau of Investigation) to work in direct contact with vulnerable persons. The Tenant/Provider agrees to ensure that employees and subcontracted personnel who work with vulnerable persons satisfactorily complete and pass Level 2 background screening before working with vulnerable persons. Provider shall furnish the Landlord with proof that employees and subcontracted personnel, who work with vulnerable persons, satisfactorily passed Level 2 background screening, pursuant to Chapter 435, Florida Statutes, as may be amended from time to time. If the Tenant/Provider fails to furnish to the Landlord proof that an employee or subcontractor's Level 2 background screening was satisfactorily passed and completed prior to that employee or subcontractor working with a vulnerable person or vulnerable persons, the Landlord, at its sole discretion, shall TYPE I: TutoringIComputer Training/Various Classes/General Office Admin. REVISED: 0/12312017 Page 7 of15 terminate this Agreement in accordance with Paragraph XXII of this Agreement XVIII. CONFLICT OF INTEREST. The TenantIProvider agrees to abide by and be governed by Miami-Dade County Ordinance No. 72-82 (Conflict of Interest Ordinance codified at Section 2-11.1 et al. of the Code of Miami-Dade County), as amended, which is incorporated herein by reference as it fully set forth herein, in connection with its contract obligations hereunder. XIX. CIVIL RIGHTS. The TenantlProvider agrees to abide by Chapter l1A, of the Code of Miami-Dade County ("County Code"), as amended, which prohibits discrimination in employment, housing, and public accommodations on the basis of race, color, religion, ancestry, national origin, sex, pregnancy, age, disability, marital status, familial status, status as a victim of domestic violence, dating violence or stalking, gender identity, gender expression, sexual orientation, or source of income; Title VII of the Civil Rights Act of 1968, as amended, which prohibits discrimination in employment, housing, and public accommodation; the Age Discrimination Act of 1975, 42 U.S.C., as amended, which prohibits discrimination in employment and public housing accommodations; Section 504 of the Rehabilitation Act of 1973, 29 U.S.C. § 794, as amended, which prohibits discrimination on the basis of disability; and the American with Disability Act, 42 U.S.C. § 12103 et seq., which prohibits discrimination in employment and accommodation because of disability. It is expressly understood that upon receipt of evidence of discrimination under any of these laws, the Landlord shall have the right to terminate this Agreement. It is further understood that the Provider must submit an affidavit attesting that it is not in violation of the Americans with Disability Act, the Rehabilitation Act, the Federal Transits Act, 49 U.S.C. § 1612, and the Fair Housing Act, 42 U.S.C. § 3601 et seq. If the TenantlProvider or any owner, subsidiary, or other firm affiliated with or related to the Provider, is found by the responsible enforcement agency, the Courts or the Landlord to be in violation of these Acts, the Landlord will conduct no further business with the TenantlProvider. Any contract entered into based upon a false affidavit shall be voidable by the Landlord. If the TenantlProvider violates any of the Acts during the term of any contract the TenantlProvider has with the Landlord, such contract shall be voidable by the Landlord, even if the TenantlProvider was not in violation at the time it submitted its affidavit. The Tenant/Provider certifies that it is in compliance with the Domestic Violence Leave, codified as § l1A-60 t. seq. of the Miami-Dade County Code, which requires an employer, who in the regular course of business has fifty (50) or more employees working in Miami-Dade County for each working day during each of twenty (20) or more calendar work weeks to provide domestic violence leave to its employees. Failure to comply with this local law may be grounds for voiding or terminating this Agreement or for commencement of debarment proceedings against the Provider. C: IWPITSIA03.DOC TYPE I: Tllloring/Computer TrainingIVarious Classes/General Office Admin. REVISED: 0112312017 Page 8 of 15 xx. PUBLIC RECORDS. If applicable, pursuant to Section 119.0701, Florida Statutes, the Tenant shall: (a) Keep and maintain public records that ordinarily and necessarily would be required by the Landlord in order to perform the service; (b) Upon request from the Landlord's custodian of public records identified herein, provide the Landlord with a copy of the requested records or allow the public with access to the public records on the same terms and conditions that the Landlord would provide the records and at a cost that does not exceed the cost provided in the Florida Public Records Act, Miami-Dade County Administrative Order No. 4-48, or as otherwise provided by law; (c) Ensure that public records that are exempt or confidential and exempt from public records disclosure requirements are not disclosed except as authorized by law for the duration of this Agreement's term and following completion of the services under this Agreement if the Tenant does not transfer the records to the Landlord; and (d) Meet all requirements for retaining public records and transfer to the Landlord, at no Landlord cost, all public records created, received, maintained and/or directly related to the performance of this Agreement that are in possession of the Tenant upon termination of this Agreement. Upon termination of this Agreement, the Tenant shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. All records stored electronically must be provided to the Landlord in a format that is compatible with the information technology systems of the Landlord. For purposes of this Article, the term "public records'" shall mean all documents, papers, letters, maps, books, tapes, photographs, films, sound recordings, data processing software, or other material, regardless of the physical form, characteristics, or means of transmission, made or received pursuant to law or ordinance or in connection with the transaction of official business of the Landlord. In addition to penalties set forth in Section 119.10, Florida Statutes, for the failure of the Tenant to comply with Section 119.0701, Florida Statutes, and this Paragraph xx of this Agreement, the Landlord shall avail itself of the remedies set forth in Paragraph of this Agreement. "IF THE TENANT HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE TENANT'S DUTY TO PROVIDE C: IWPITSIA03.DOC TYPE I: Tlltoring/Computer TrainingIVariolis Classes/General Office Admin. REVISED: 0112312017 Page 9 of 15 PUBLIC RECORDS RELATING TO THIS AGREEMENT, CONTACT THE LANDLORD'S CUSTODIAN OF PUBLIC RECORDS AT: Miami-Dade County Public Housing and Community Development 701 N.W. 1st Court, 16th Floor Miami, Florida 33136 Attention: Alisa Caballero Email: ALARA@miamidade.gov XXI. NOTICES. It is understood and agreed between the parties that written notice addresseq to the Landlord and mailed or delivered to the address below and written notice addressed to the TenantlProvider and mailed or delivered to the address below shall constitute sufficient notice to either party. Landlord Public Housing and Community Development (PHCD) 701 NW 1st Court, 16th Floor, Miami, FL 33136 TenantlProvider City of South Miami. 6130 Sunset Dr., So., Miami, FL 33143 XXII. AUTONOMY. Both parties agree that this Agreement recognizes the autonomy of each of the parties and does not stipulate or imply affiliation between the contracting parties. It is expressly understood and intended that the TenantlProvider is only a tenant/provider and is not an agent or instrumentality of the Landlord. XXIII. BREACH: REMEDIES (A) Breach. A breach by the TenantIProvider shall have occurred under this Agreement if: (1) the TenantlProvider fails to adequately provide the services outlined in the Scope of Services (Attachment A) within the effective term of this Agreement; (2) the TenantlProvider does not furnish the Certificates of Insurance required by this Agreement or as determined by Miami-Dade County's Risk Management Division; (3) the TenantlProvider does not furnish proof of licensure and certification required by this Agreement, including but not limited to any required background screening required by this Agreement; (4) the TenantlProvider fails to pay rent on or before the date that it is due; (5) the TenantlProvider does not have the required percentage of assisted housing residents or their children as clients; (6) the TenantlProvider fails to properly maintain the Premises, make repairs, pay utilities, obtain garbage collection, complete extermination, and or perform other general upkeep of the Premises; (7) the TenantlProvider discriminates under any of the laws outlined in Section VII of this Agreement; (8) the TenantlProvider falsifies or violates the provisions of the Drug Free Workplace Affidavit (Exhibit F); (9) the TenantlProvider, attempts to meet its obligations under this Agreement through fraud, misrepresentation or material misstatement; or (10) the TenantlProvider fails to fulfill in a timely and C: IWPITSIA03.DOC TYPE I: Tliforing!Computer TrainingIVarious Classes/General Office Admin. REVISED: 0112312017 Page 10 of15 proper manner any and all of its obligations, covenants, agreements and stipulations in this Agreement. Waiver of breach of any provisions of this Agreement shall not be deemed to be a waiver of any other breach and shall not be construed to be a modification of the terms of this Agreement. (B) Remedies. Landlord and TenantlProvider may terminate this Agreement and may pursue any and all remedies available under applicable law for a breach under the Lease Agreement. If, for any reason, the TenantlProvider should attempt to meet its obligations under this Agreement through fraud, misrepresentation or material misstatement, the Landlord shall, whenever practicable terminate this Agreement by giving written notice to the provider of such termination and specifying the effective date thereof at least five days before the effective date of such termination. The county may terminate or cancel any other contracts which such individual or entity has with the county and that such individual or entity shall be responsible for all direct and indirect costs associated with such termination or cancellation, including attorney's fees. Any individual or entity who attempts to meet its contractual obligations with the county through fraud, misrepresentation or material misstatement may be debarred from county contracting for up to five (5) years. The Landlord may seek to evict TenantlProvider by filing an action in a court of appropriate jurisdiction. (C) Damages Sustained. Notwithstanding the above, the TenantlProvider shall not be relieved of liability to the Landlord for damages sustained by the Landlord by virtue of any breach of the Agreement. The landlord may also pursue any remedies available at law or equity to compensate for any damages sustained by the breach. The TenantlProvider shall be responsible for all direct and indirect cost associated with such action, including attorney's fees. XXIV. TERMINATION BY EITHER PARTY. Both parties agree that this Agreement may be terminated by either party· hereto by written notice to the other party of such intent to terminate at least ninety (90) days prior to the effective date of such termination or as determined by law. The director of the Public Housing and Community Development is authorized to terminate this Agreement on behalf of the Landlord. XXV. MISCELLANEOUS. (A) Sublease. The parties agree that no assignments or sublease will be made or let in connection with this Agreement without the prior written approval of the Landlord, which shall not be unreasonably withheld, and that all sub lessors or assignees shall be governed by the terms and conditions of this Agreement. (B) Agreement Guidelines. The TenantlProvider agrees to comply with all applicable Federal, State and County laws, rules and regulations, particularly the Landlord/Tenant Act, which are incorporated herein by reference or fully set forth herein. c: I WPITSIA03.DOC TYPE I: Tutoring/Computer TrainingIVariolis Classes/General Office Admin. REVISED: 0112312017 Page 11 of 15 (C) Modifications. Any alterations, variations, modifications, extensions or waivers of provisions of this Agreement including but not limited to rent payable and effective term shall only be valid when they have been reduced to writing, duly approved and signed by both parties and attached to the original of this Agreement. The County has established the Office of Inspector General which is empowered to perform random audits on all County contracts throughout the duration of each contract. Grant recipients are exempt from paying the cost of the audit, which is normally 'l4 of 1 % of the total contract amount. (D) The Miami-Dade County Inspector General is authorized and empowered to review past, present and proposed County and Public Health Trust programs, contracts, transactions, accounts, records and programs. In addition, the Inspector General has the power to subpoena witnesses, administer oaths, require the production of records and monitor existing projects and programs. Monitoring of an existing project or program may include a report concerning whether the project is on time, within budget and in compliance with plans, specifications and applicable law. C: IWPITSIA03.DOC The Inspector General is empowered to analyze· the necessity of and reasonableness of proposed charge orders to the Contract. The Inspector General is empowered to retain the services of Independent Private Sector Inspectors General (IPSIG) to audit, investigate, monitor, oversee, inspect and review operations, activities, performance and procurement process including but not limited to project design, bid specifications, proposal submittals, activities of the Provider, its officers, agents and employees, lobbyists, County staff and elected officials to ensure compliance with contract specifications and to detect fraud and corruption. Upon ten (10) days prior written notice to the Provider from the Inspector General or IPSIG retained by the Inspector General, the Provider shall make all requested records and documents available to the Inspector General or IPSIG for inspection and copying. The Inspector General and IPSIG shall have the right to inspect and copy all documents and records in the Provider's possession, custody or control which, in the Inspector General or IPSIG's sole judgment, pertain to performance of the contract, including, but not limited to original estimate files, worksheets, proposals and agreements from and with successful and unsuccessful subcontractors and suppliers, all project-related correspondence, memoranda, instructions, financial documents, construction documents, proposal and contract documents, back-charge documents, all documents and records which involve cash, trade or volume discounts, insurance proceeds, rebates, or dividends received, payroll and personnel records, and supporting documentation· for the aforesaid documents and records. TYPE L Tutoring/Computer TrainingIVarious Classes/General Office Admin. REVISED: 0112312017 Page 12 of 15 The provisions in this section shall apply to the Provider, its officers, agents, employees, subcontractors and suppliers. The Provider shall incorporate the provisions in this section in all subcontracts and all other agreements executed by the Provider in connection with the performance of the contract. Nothing in this Agreement shall impair any independent right of the Landlord to conduct audit or investigative activities. The provisions of this section are neither intended nor shall they be construed to impose any liability on the Landlord by the Provider or third parties. Notwithstanding the provisions set forth herein, the Landlord has the right to retain the services of an Independent Private Sector Inspector General (IPSIG), whenever the Landlord deems it appropriate to do so. Upon written notice from the Landlord, the Provider shall make available, to the IPSIG retained by the Landlord, all requested records and documentation pertaining to this Agreement or any subsequent award for inspection and copying. The County will be responsible for the payment of these IPSIG services, and under no circumstance shall the Provider's cost/price for this Agreement, be inclusive of any charges relating to these IPSIG services. The terms of this provision herein, apply to the Provider, its officers, agents, employees and assignees. Nothing contained in this provision shall impair any independent right of the Landlord to conduct, audit or investigate the operations, activities and performance of the Provider in connection with this Agreement or any related contract. The terms of this provision are neither intended nor shall they be construed to impose any liability on the Landlord by the Provider or third party. (E) Totality of Agreement/Severability of Provisions. This (12) page Agreement with its attachments as referenced below contain all the terms and conditions agreed upon by the parties: Attachment A: Attachment B: Attachment C: Attachment D: Attachment E: Attachment F: Attachment G: Agreement Program Narrative (Scope of Services) Parking Agreement (Not Applicable) Utility Payment Schedule (Not Applicable) Janitorial Services (Not Applicable) Extermination Services (Based on type of service) Miami-Dade County Affidavits State Public Entities Crime Affidavit No other Agreement, oral or otherwise, regarding the subject matter of this Agreement shall be deemed to exist or bind any of the parties hereto. If any provision of this Agreement is held invalid or void, the remainder of this Agreement shall not be affected thereby if such remainder would then continue to conform to the terms and requirements of applicable law. C: IWPITSIA03.DOC TYPE I: Tutoring/Computer Training/Variolls Classes/General Office Admin. REVISED: 01123120/7 Page 13 of 15 (F) Except as otherwise enumerated herein, no amendment to this Agreement shall be binding on either party unless in writing and signed by both parties and approved by the Landlord Attorney's Office, provided, however, that the Landlord may effect amendments to this Agreement without the written consent of the Tenant/Provider, to conform this Agreement to changes in the laws, directives, guidelines, and objectives of County, State and Federal governments. (G) Nothing herein shall alter, affect, modify, change or extend any other agreement between the Provider and the Landlord, or any department of Miami-Dade County unless specifically stated herein. (H) The invalidity of all or any part of this Agreement shall.not render invalid the remainder of this Agreement or the remainder of such section, if the remainder would then conform to the requirements of applicable law. (I) This Agreement shall be governed under the laws of the State of Florida as to all . matters, including but not limited to matters of validity, construction, effect and performance. Venue for any litigation between parties regarding this Agreement shall lie only in state and federal court in Miami-Dade County, Florida. IN WITNESS WHEREOF, the parties have caused this Agreement to be executed by their respective and duly authorized officers as of the day and year first above written. (SEAL) ATTEST: City of South Miami AGENCY'S NAME By: __________________________ __ (Signature of Authorized Representative) Type or Print Name Witnesses: By: __________________________ __ (Signature) C:IWPITSIA03.DOC TYPE I: Tutoring/Computer TrainingIVariolis Classes/General Office Admin. REVISED: 01123/2017 By: ________________________ ___ (Signature of Authorized Representative) Type or Print Name By: ________________________ ___ (Signature) Page 14 of15 Type or Print Name ATTEST: HARVEY RUVIN, CLERK By: __________________________ __ DEPUTY CLERK Approved as to form and legal sufficiency: By: ________________________ __ Assistant County Attorney C:IWPITSIA03.DOC TYPE I' Tutoring/Computer TrainingIVarious Classes/General Office Admin. REVISED: 0112312017 Type or Print Name MIAMI-DADE COUNTY, FLORIDA By: ________________________ __ MAYOR OR DEPUTY MA YOR Page 15 of15 32SE I I NEIGHBORS CITY OF SOUTH MIAMI COURTESY NOTICE NOTICE IS JlEln:UY givt'n that lh{' City Commis"iiun (Jllh~' City OfSOlllh :Y]iami, Fh)ritla will conduct Public HC'aring(~) aJ il:;: regular City Cumnm::,ioll tn(.'cllllg 'ichl'dulcd (in Tuesday, '~.:Jay 2. 2017, beginning «17.00 p.m.,;n lhr City C{mllllis~jon Ch,mlb[,J"s. 6BO Sun'ir.t Driw, I() ('onsidl'r illl' following ;1('m(s): A Rl'''iolution of the ell), Commission or the Cily of South Miami. Flotilla, pUf~lIal11 to Srclioll It)7 .. ~632, (If the FJflfida SWllll!:'s. proviliing lor:1 Uniform ?felhfld f,r Collecting Nfln-Ad Vul{Jn~m A!'I..,c~~mL'llI.'i for Sl(JnnwJlcf SCfvicl'!oI, i1ulhori.ling L'llit'ling inlo an Inlcrlocal Agll'cfIll'llI with Miami- Dude COllnty to pillcr thl~ City's proposed Non-Ad Valnn~m Assc')smenls on thl' County Ttl'-Bill. ( A Reso1ution anth.OriliUg the City Manager to c1l1cr Ilito the Corrununity SPrl(,~ Le;1.~C Agrel'mcnlj with Miumi-Dude County for lril';;C of 6701 SW (}2 Awnuc., Soulh Miami. Flonlla fnr Olll! III )'l!ar wilh ii two (2) addItional (InC (1) year pl'tiod. An OrclinaTll'c Illlll.!nrling the City of SOUTh Miami emir of OnlilliJ1l(:es, Chapler 11, Scr1ions 11-4 imd 1 J ~22 10 add and amend defInitiolls and 10 r~'vi~c lhc reqllirement') for trash wllcclion. ALL interested pal1ics iJrc invited to iJllcnd illld will hr heard. For r11Tlha informillion. please conlacllhr City CIL'fk\ OITlCl' a!: :m5~(l63-634U. Mari;l ~\t1. Mrncmlcz. CMC ell\' Clerk Pur~l1,mll,) Floriu::. St;lIlI1"'~ 21\(,.0105, lhl' C'lly Ih'h'l,y :HJvis,'~ Ill<" !,uf'>li, Ihal jf a rcr~nll (In IJC~ II' .ll;I';~al any .. k<"i~illn maUl' hy lh!~ fhlilrJ, A!!l'lIty I'T (','mllli~sif'lI lVllh rcsFl! I,) any !nalll'T f,pmi .. kr.'d ,1\ il~ mITring IOf Ilt'~nng, hl' M ~h~ will IlC,'U,l r'~"IITJ "I Ihl' l'Tl'n'l'ump, ,,:,(1 thtll f,'! ~urh l'url"'~t', .11l'l'l'I,'d 1'\'r~O!l m;ty Ilc,~,1 II' l'n~\Jrc Ih It ;t wrhatim jC':llrJ ,lr !h~ rr"I1.!,'dingl< j~ m",k whit:h h'd'Til In..!uJc'' lh,' "'~linH'ny ~mll'vjJI'nl'~ UI'''11 wJ<i~h IllL' ;ll'r'~Jll~ H' hI: h,l'l'J, NOTICE BY THE CITY OF SOUTH MIAMI OF INTENT TO USE THE UNIFORM AD VALOREM METHOD OF COLLECTION OF A NON-AD VALOREM ASSESSMENT Notice is hereby given to all owners of lands located within the boundaries of the City of South Miami that the City of South Miami intends to use the uniform ad valorem method for collecting the Stormwater non-ad valorem assessments levied by the City of South Miami as set forth in Section 197.3632, Florida Statutes, and that the City Commission will hold a public hearing on Tuesday, May 2, 2017, at 7:00 p.m. at the 6130 Sunset Drive, Commission Chambers. The purpose of the public hearing is to consider the adoption of a Resolution authorizing the City of South Miami to use the uniform ad valorem method of collecting the Stormwater non-ad valorem assessments levied by the City of South Miami as provided in Section 197.3632, Florida Statutes. The City of South Miami is considering adopting a non-ad valorem assessment for 2018, for the purpose of collecting the Stormwater User Fees. This non-ad valorem assessment is levied for the first time which was previously charged in the utility bill. I SUNDAY APRil 23 2017 MIAMIHERAlD.(OM TAKE YOUR SAVINGS FROM ORDINARY ... ... TO EXTRAORDINARY! OPEN YOUR CD ACCOUNT TODAY! STOP BY YOUR LOCAL BRANCH OR VISIT POPULARCOMMUNITYBANK.COM/CD-SAVINGS. MIAMI DAILY BUSINESS REVI,EW Published Daily except Saturday, Sunday and Legal Holidays Miami, Miami-Dade County, Florida STATE OF FLORIDA COUNTY OF MIAMI-DADE: Before . the undersigned authority personally appeared MARIA MESA, who on oath says that he or she is the LEGAL CLERK, Legal Notices .of the Miami. Daily Business Review f/k/a Miami. Review, a daily (except Saturday, Sunday and Legal Holidays) newspaper, published at Miami in Miami -Dade County, Florida; that the attached copy .of advertisement, being a Legal Advertisement .of Notice in the matter of NOTICE OF PUBLIC HEARt'NG CITY OF SOUTH MIAMI-MAY 2,2017 in the XXXX Court, was published in said newspaper in the issues of 04/21/2017 Affiant further says that the said Miami Daily Business Review is a newspaper published at Miami, in said Miami-Dade County, Florida and that the said newspaper has heretofore been continuously published in said Miami -Dade County, Florida each day (except Saturday, Sunday and Legal Holidays) and has been entered as sec.ond class mail matter at the post office in Miami in said Miami-Dade County, Florida, for a period of one year next preceding the first publication of the attached copy of advertisement; and affiant further says that he or she has neither paid n.or promised any person, firm or corporation any discount, rebate, commission or refund for the purpose of securing this advertisement for