HomeMy WebLinkAboutBack-Up DocumentsFIRST AMENDMENT TO SECOND MEMORANDUM OF UNDERSTANDING
THIS FIRST AMENDMENT TO SECOND MEMORANDUM OF UNDERSTANDING
("Amendment") is entered into as of , 2021 (`Effective Date"), by and between
the STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION, an agency of the State of
Florida (`DEPARTMENT") and the CITY OF MIAMI, a Florida municipal corporation
("CITY") (collectively, the DEPARTMENT and the CITY shall be referred to as the "Parties"
and individually as "Party").
RECITALS
A. The Parties entered into that certain Memorandum of Understanding, dated April 4, 2019
("MOU 1"), to outline their expectations as to their respective roles and responsibilities
regarding the design, maintenance and operation of the Underdeck.
B. The Parties subsequently entered into that certain Second Memorandum of
Understanding, dated August 14, 2020 ("MOU 2").
C. As used in this Amendment, except as may otherwise be provided herein, all
capitalized terms which are defined in MOU 2 shall have the same meaning herein as therein, all
of such terms and their definitions being incorporated herein by reference.
D. The Parties desire to amend MOU 2 to reflect revisions, as further set forth below. MOU
2 and this Amendment shall be interpreted consistently with each other, except to the extent there
are any conflicts, in which case the terms of this Amendment shall supersede and govern.
NOW, THEREFORE, the Parties agree as follows:
1. Recitals. The foregoing recitals are true and correct and are hereby incorporated into the
Amendment by this reference.
2. Consensus Plan. The Parties agree to change the target date for completion of the
Consensus Plan to February 28, 2022.
3. Maintenance Contribution. The Parties agree to change the target date by which the
Department shall provide the City with the DEPARTMENT's Maintenance Contribution to July
1, 2022.
4. Term and Deadlines. All references in MOU 2 to deadlines that occur on July 1, 2021
shall be extended to July 1, 2022, including such references contained in Sections 1, 2, and 6 of
MOU 2. For the avoidance of doubt, the term of MOU 2 shall be extended until July 1, 2022,
unless terminated prior to such date. All deadlines in MOU 2 that occur on September 1, 2020
are amended as set forth in Sections 2 and 3 of this Amendment.
5. City's Procurement Process. Section 4 of MOU 2 is hereby deleted and replaced with
the following:
The CITY, at its sole discretion, may undergo one or more procurement processes, in
compliance with applicable state competitive procurement laws, to procure an entity or
entities to manage and/or sublease a portion or all of the Underdeck, and all such
agreements entered into by the City shall be consistent with this MOU 2 and in
compliance with applicable law, with the DEPARTMENT's regulations, and with the
CITY's Charter and Code.
6. Modifications. Except as modified or amended by this Amendment, the Parties hereby
ratify and confirm the MOU 2 in all respects, and the same shall remain in full force and effect
and be binding on the Parties in accordance with its terms. No additions or modifications of any
term or provision of this Amendment shall be effective unless set forth in writing, signed by the
Party against whom enforcement of such addition or modification is sought.
7. Counterparts. This Amendment may be executed in any number of counterparts, each
of which shall be deemed an original, but all of which shall constitute one and the same
instrument. Facsimile, .pdf and other electronic signatures to this Agreement shall have the same
effect as original signatures.
[THIS SPACE INTENTIONALLY LEFT BLANK]
IN WITNESS WHEREOF, the Parties hereto have executed this Agreement on the
day of , 2021.
FOR CITY:
ATTEST:
By:
Todd B. Hannon
City Clerk
APPROVED AS TO INSURANCE
REQUIREMENTS:
By:
Ann -Marie Sharpe, Director
Risk Management Department
CITY OF MIAMI, a municipal corporation
of the State of Florida
By:
Arthur Noriega V
City Manager
APPROVED AS TO FORM AND
CORRECTNESS:
By:
Victoria Mendez
City Attorney
FOR DEPARTMENT:
FLORIDA DEPARTMENT OF TRANSPORTATION,
an agency of the State of Florida
By:
District Six, Secretary
APPROVED AS TO FORM CONTENT AND
LEGALITY
By:
Andrea Gonzalez
District Six, Assistant General Counsel