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HomeMy WebLinkAboutR-03-1048J-03-802 9/25/03 RESOLUTION NO. eJ 3 ^ 10 4 8 A RESOLUTION OF THE MIAMI CITY COMMISSION, WITH ATTACHMENT(S), AUTHORIZING THE CITY MANAGER TO EXECUTE AN INTERLOCAL COOPERATION AGREEMENT, IN SUBSTANTIALLY THE ATTACHED FORM, BETWEEN THE CITY OF MIAMI ("CITY") AND THE MODEL CITY COMMUNITY REVITALIZATION DISTRICT TRUST ("TRUST"), TO SET FORTH THE COOPERATIVE RELATIONSHIP BETWEEN THE CITY AND THE TRUST, AND THE RESPECTIVE DUTIES, OBLIGATIONS AND PROCEDURES TO BE FOLLOWED BY THE PARTIES FOR PLANNING AND IMPLEMENTATION OF REVITALIZATION EFFORTS FOR THE REDEVELOPMENT OF THE REVITALIZATION DISTRICT. BE IT RESOLVED BY THE COMMISSION OF THE CITY OF MIAMI, FLORIDA: Section 1. The City Manager is authorized!/to execute an Interlocal Cooperation Agreement, in substantially the attached form, between the City of Miami ("City") and the Model City Community Revitalization District Trust ("Trust"), to set forth the cooperative relationship between the City and the Trust, and the respective duties, obligations, and procedures to be �i The herein authorization is further subject to compliance with all requirements that may be imposed by the City Attorney, including but not limited to those prescribed by applicable City Charter and Code provisions. ATTAINMENT (S)I CONTAINED 11111t- ! A, A, SEP 2 5 7 93-1048 followed by the parties for planning and implementation of revitalization efforts for the redevelopment of the Revitalization District. Section 2. This Resolution shall become effective immediately upon its adoption and signature of the Mayor Y PASSED AND ADOPTED this 25th day of September , 2003. ATTEST: PRISCILLA A. HOMPSON CITY CLERK / APPROVF,W "'' L/" FP14 AND CORRECTNESS :t/ LLO TTORNEY 515:tr:AS:BSS -' If the Mayor does not sign this Resolution, it shall become effective at the end of ten calendar days from the date it was passed and adopted. If the Mayor vetoes this Resolution, it shall become effective immediately upon override of the veto by the City Commission. dj3-1048 INTERLOCAL COOPERATION AGREEMENT THIS INTERLOCAL AGREEMENT ("Agreement") dated as of the day of , 2003, between the City of Miami (the "City"), a municipal corporation organized under the laws of the State of Florida, having offices at 3500 Pan American Drive, Miami, Florida 33133, and the Model City Community Revitalization District Trust, a limited agency and instrumentality of the City (the "Trust"), having offices at 444 S.W. 2nd Avenue, 10th Floor, Miami, Florida33130. WITNESSETH WHEREAS, the City approved and adopted its Five -Year Consolidated Plan (1999-2004), pursuant to Resolution 99-429, outlining proposed uses of funds received from the U. S. Department of Housing and Urban Development, approving the establishment of the Model City Homeownership Zone and outlining various housing and community revitalization strategies; and WHEREAS, the Trust was created by the City to ensure the City's short-term, intermediate and long-term revitalization goals for the Model City Neighborhood would be implemented expeditiously and effectively; and WHEREAS, it is the purpose and intent of this Agreement to permit and authorize the City and the Trust to make the most efficient use of their respective powers, resources, authority and capabilities by enabling them to cooperate on the basis of mutual advantage and thereby achieve the results provided thereby pursuant to Section 163.01, Florida Statutes, the Florida Interlocal Cooperation Act of 1969 (the "Cooperation Act"); and WHEREAS, in accordance with the Cooperation Act, it is the purpose hereof that the City and the Trust be provided a means whereby the City and the Trust may exercise collectively their powers, privileges and authority for the benefit of the Model City Revitalization District (the "Revitalization District") and WHEREAS, the boundaries for the Revitalization District are the contiguous area bounded by Northwest 715t Street to the North, State Road 112 to the South, I-95 to the East and Northwest 17th Avenue to the West, and the non-contiguous area of Northwest 17th to 19th Avenues between Northwest 58th Street and State Road 112, all in Miami, Miami -Dade County, Florida; and WHEREAS, it is necessary and appropriate for the parties hereto to cooperatively provide for the undertaking and carrying out of the redevelopment of the Revitalization District, and for the parties to jointly proceed as provided herein. Nj3-1048 NOW, THEREFORE, in consideration of the mutual covenants and agreements of the parties, and in order to set forth the rights, duties and powers of the parties for the purpose of implementing the foregoing, the City and the Trust hereby covenant and agree as follows. ARTICLE I AUTHORITY This Agreement is entered into pursuant to and under the authority of the provisions of the Cooperation Act; Part I of the Municipal Home Rule Powers Act (Chapter 166, Florida Statutes); the Charter of the City of Miami, and other applicable provisions of law. ARTICLE II DEFINITIONS The terms defined in this Article shall have the following meanings for purposes of this Agreement when initial capitalized herein: "Agreement" means this Interlocal Cooperation Agreement, including any exhibits hereto, as the same may be hereafter amended from time to time. "Development Projects" mean the projects established by the Trust Board to revitalize the Revitalization District as agreed upon by the City and the Trust. "Effective Date" means the date as determined by Section 15.5 hereof on which this Agreement becomes effective. "Expiration Date" means the date on which this Agreement terminates by its own terms as provided in Article XIII hereof. "Fiscal Year" means the fiscal years of the City commencing on October 1 of each year and ending on the next succeeding September 30, or such other fiscal year as may be established by law. "HUD Funds" mean moneys the City receives from time to time from the United States Department of Housing and Urban Development, including but not limited to Community Development Block Grant funds ("CDBG Funds"), HOME Investment Partnerships Program funds ("HOME Funds"), other similar funds, and any direct Congressional or legislative appropriations by the U. S. Congress or the Florida Legislature. "HUD Plan" means the Five Year Consolidated Plan, adopted by the City in June, 1999, pursuant to City Commission Resolution No. 99-429. 2 mi3-1048 "Master Plan" means the plan for redevelopment of the Revitalization District, as provided for in Article XI hereof. "Revitalization District" or "Model City Neighborhood" means the Model City Community Revitalization District, specifically that portion of the City which is located at the contiguous area bounded by Northwest 71st Street to the North, State Road 112 to the South, I-95 to the East and Northwest 17th Avenue to the West, and the non-contiguous area of Northwest 17th to 19th Avenues between Northwest 58th Street and State Road 112. "Trust Board" means the seven member body designated by the City to serve as governing body for the Trust. "Trust" means the Model City Community Revitalization District Trust as provided for in Division 2 of Article I, Community Revitalization Districts, of Chapter 12.5 of the Code of the City of Miami, Florida, as now or hereafter amended (the "City Code"). ARTICLE III PURPOSE; COOPERATION; AND DEVELOPMENT PROJECTS Section 3.1 Purpose. The City and the Trust acknowledge and agree that the purpose of this Agreement is to set forth the cooperative relationship between the City and the Trust, the respective duties and obligations thereof and the procedures to be followed by the parties hereto for planning and carrying out revitalization efforts for the redevelopment of the Revitalization District. Section 3.2 Pledge of Cooperation. The City and the Trust recognize the necessity of working closely and coordinating with each other in order to effectuate the intent of this Agreement. To facilitate the redevelopment of the Revitalization District, the Trust will undertake, or cause to be undertaken, Development Projects comprising a comprehensive approach to redeveloping the Revitalization District and providing a quality environment for raising families and an environment to stimulate business and economic development. Subject to the availability of funds, the Development Projects may include, but shall not be limited to: ( a) Public improvements consisting of streets, sidewalks, water and sewer lines, underground utilities and other infrastructure improvements. (b) Construction or renovation of single and multi -family homes to facilitate home ownership opportunities; (c) Revitalization of the commercial corridors; 3 -j3-1048 (d) Facilitation of the construction and/or creation of a Magnet School in Technology and/or a community technology center; (e) Creation of "open/green spaces", including but not limited to walking and bicycle trails; a neighborhood park(s) or park improvements/expansions, and other recreational amenities; (f) Facilitation of the construction of a postal facility; (g) Assistance in the coordination of a full service healthcare facility: (h) Preservation of historical properties; and (i) Other facilities and improvements as agreed upon by the City and the Trust. ARTICLE IV POWERS OF THE TRUST Section 4.1 Powers. The Trust shall exercise the powers and duties as provided in Sections 12.5-26 through 12.5-39 of the City Code, and as provided within this Agreement. ARTICLE V SERVICES AND RESOURCES TO BE PROVIDED BY CITY Section 5.1 Scope of Services. The City shall provide the Trust with office space at no cost to the Trust. Pref ssi„„.,7 n dor- support .PeB---ay-- also b�revideCto—the Trust L time to- time -aautheriz^a by the City Manager-, in -sole -diseretien.-From time to time the City may also Provide Pr-degGinnal and/or support services to the Tr„et The City Attorney's office shall provide legal counsel to the Trust as authorized by the City Attorney. The Trust's solicitation of funds and the initiation of legislation, on the state and federal levels, shall require the prior approval of the City. The Trust shall use the services of the City's lobbyist(s) for such purposes. Section 5.2 Use of City Personnel. For the performance of the agreed men -professional and support services euthae4 in Seetion the City and Trust agree as follows: 4 ?3-1048 City personnel on behalf of the Trust. Upon theri�tten request of the President of the Trust, the City Manager may, in his sole discretion consistent with the City Charter, detail City employees from various departments of the City for exclusive service to the Trustnd/or for service to the Trust on a Project basis.. __Faeh &u,e1 employees shall be detailed to the Trust for a period of time not to exceed the requirements of Section 112.24 of the Florida Statutes, as the same may be amended from time to time. The City employees designated for exclusive service to the Trust shall continue to receive all the benefits provided to other City employees related to their employment with the City, except that the day-to-day duties and supervision of those employees shall be determined and provided by the Trust. Such employees shall adhere to all City rules and regulations regarding employment. (b) Upon the request of the Pr-e-sident of the Trust, the City Manager- ma i departments of the City for- serviee W- 4 1 ruSt !et basis. Sueh City employees shall be assigned t Trust on a prejeet -by pr-ejeet basis, with -the final --Prpreval ee. the seepe of serviees sueh employees within the City MaRage-'s iseretion. The performed by sue -h employees for- the Tr- at.; he under- the direetien and ion of the Trust, unless other -wise deter -mined by the City Manager-. (c) The City may provide to the Trust the services of any City employee with or without charge to the Trust. In furtherance of the above provisions allowing for the detailing to the Trust of City -employees, the City and Trust shall enter into a separate agreement, if so required by the City Manager. Section 5.3 Return or Recall of Employees. The return or recall of any City employees shall be solely at the discretion of the City Manager. ARTICLE VI LAND ACQUISITION AND RELOCATION FOR REDEVELOPMENT Section 6.1 Acquisition and Transfer of City -owned Properties. The City and the Trust have commenced predevelopment activities in the Revitalization District, including land assembly and demolition activities, with the assistance of City employees and outside professional services necessary to perform legal, architectural, infrastructure, environmental assessment and other services to expedite and facilitate the redevelopment. (a) The City-owned/acquired properties described in Exhibit A, attached and incorporated hereto, and located in the area designated for the Model City Homeownership Pilot Project as provided in Section 12.5-28 of the City Code, shall be transferred from the City to the Trust upon execution of this Agreement. The conveyance of such City-owned/acquired 5 s, 3— 1048 properties shall be subject to provisions providing for the reverter of title to the City in the event that those properties are not used for to further the City's revitalization efforts in the Model City Neighborhood described in Section 12.5-28 of the City Code, or in the event of the abolition of the Trust. Section 6.2. Acquisition of Other Properties. Acquisitions of properties shall be consistent with the directions of the Board of the Trust and facilitated by the City Attorney's office. Properties shall be acquired in the name of the City. shall transfer such properties to the Trust within thirty (30) days of written request to he City Nlanaaer. Section 6.3 Maintenance of Properties Until Transferred to Trust. The Trust shall maintain all properties acquired by the Trust. Section 6.4 Relocation Assistance. The Trust will prepare plans for and assist in the relocation of any persons (including individuals, families, business concerns, nonprofit organizations, and others) displaced due to the redevelopment activities in the Revitalization District. Relocation payments will be made in strict compliance with all applicable federal, state and local laws, ordinances, rules and regulations as they may be amended from time to time. Section 6.5 Return of Any Surplus or Unused Properties. Should any properties transferred by the City to the Trust not be used for redevelopment activities or the Development Projects, the Trust shall re -convey such properties to the City. ARTICLE VII FINANCING AND FUNDING OF THE TRUST Section 7.1 Funding of Activities of the Trust: Annual Budgets. The City may make yearly appropriations from its General Fund to fund the general operations and development activities of the Trust. Upon the City's approval of budgets for the Trust in future fiscal years, this Agreement shall automatically be amended to incorporate such approved budgets for such fiscal years as Exhibit B hereto. By June 1 of each year, the Trust shall submit to the City Manager a proposed budget for the ensuing fiscal year together with written comments to the City Manager and the City Commission for their assistance and information in adopting the annual budget for the Trust. Section 7.2 Quarterly Reports. The Finance Director of the City shall provide the Trust with a Trust Fund Balance Sheet and Statement of Revenues, Expenditures and Changes in Fund Balances on a quarterly basis. Prior to the issuance of each such quarterly report, the President shall, certify to the City in writing that all encumbrances and obligations have been submitted to the Finance 6 j3-1048 Director for the time period of the subject report. The City shall not express an opinion on, or assume any liability for, the accuracy and/or completeness of such reports. 7 ARTICLE VIII FUNDS Section 8.2 Suuuort Services The City's Office of Strategic Planning, Budgeting and Performance shall continue to provide services and support related to the budgeting of the funds or moneys collected, approved, provided for and authorized for the Trust. The provision of such services by the Office of Strategic Planning, Budgeting and Performance shall be upon the condition that the Trust utilize the City's Accounting/Budgeting System and the City's protocols and business processes for their record keeping. The President of the Trust shall notify the Finance Director of any encumbrances related to the Trust's funds within seven (7) business days of the encumbrances. Section 8.3 Depository for Funds. If the Board of the Trust decides to use a depository other than the Finance Department of the City, the Trust shall select as a depository for its funds a qualified public depository as defined in Section 280.02, 048 Florida Statutes, as now or hereafter amended, which meets all the requirements of Chapter 280 and has been designated by the Treasurer of the State of Florida as a qualified public depository, upon such terms and conditions as to the payment of interest by such depository upon the funds so deposited as the Board of the Trust may deem just and reasonable. Upon such election by the Board of the Trust, such depository shall provide to the Trust all services and support described in Articles VII and VIII of this Agreement, and the City shall discontinue providing the same. ARTICLE IX ACCOUNTABILITY FOR FUNDS Section 9.1 Annual Audit and Report Required. The Trust shall provide for an annual independent financial audit of the Trust and an annual report, as required by Section 12.5-37 of the City Code. The annual audit shall be completed and presented to the Mayor and City Commission prior to February 1 of each year. Section 9.2 Cooperation With Any Audit Requests From City. The Trust shall cooperate with the City relative to any audits of funds provided to the City from any federal, state or local agency. However, the Trust shall be responsible for strict compliance with all requirements of any source of funds which were budgeted or allocated to the Trust. 601 6,13-1048 ARTICLE X GRANTS, CONTRIBUTIONS OR OTHER FUNDS Section 10.1 Pursue Grant Opportunities. In coordination with the City's Grant Coordinator, the Trust may seek and receive grants, contributions and other financial assistance and support from federal, state, local or other sources, public or private, to facilitate the Development Projects. The Trust shall provide to the City a copy of all applications made. The City agrees to assist the Trust, to the extent determined by the City Manager, to apply for such grants and support. The Trust shall consult with the City Manager regarding any matching funds required to enter into and/or perform any related contracts or agreements., In the event of disagreement between the Trust and the City Manager, the Trust shall obtain the prior approval of the City Commission for the provision of such matching funds. ARTICLE XI DEVELOPMENT ACTIVITIES AND PROJECTS Section 11.1 Preparation of Master Plan for Revitalization District. A Master Plan shall be prepared by the Trust for the redevelopment of the Revitalization District. The Master Plan, and any subsequent amendments thereto, shall be presented to the City Commission for approval, prior to the Trust undertaking redevelopment activities. Section 11.2 Consultants or Developers. The Trust shall formulate a program for utilizing appropriate private and public resources to facilitate the redevelopment of the Revitalization District. (a) Any consultants previously retained by the City to facilitate the redevelopment of the Revitalization District shall continue to provide services under any existing agreement until such agreement terminates. The Trust may renew any such agreement upon such terms and conditions as may be determined by the Trust. (b) The Trust may invite proposals from private developers, non profit organizations, and/or any persons interested in undertaking to redevelop or rehabilitate the Revitalization District or any part thereof. 10 MJ3-1048 ARTICLE XII RESPONSIBILITIES OF THE TRUST Section 12.1 Responsibilities of Trust. The Trust shall have all powers and duties as provided in Sections 12.5-26 through 12.5-39 of the City Code. The Trust shall operate in strict compliance with all federal, state and local laws, ordinances, rules and regulations as they may be amended from time to time, including, but not limited to Chapter 18 of the City Code (the City of Miami Procurement Ordinance, Anti -Deficiency Act, Financial Integrity Principles, etc.) and all requirements of any funding source. ARTICLE XIII TERMINATION Section 13.1 Termination. This Agreement shall terminate upon the dissolution of the Trust or by resolution of the City Commission. ARTICLE XIV REPRESENTATIONS; WARRANTIES; COVENANTS Section 14.1 Representations and Warranties and Covenants of the City. The City represents, warrants and covenants to the Trust that each of the following statements is presently true and accurate: (a) The City is a validly existing municipal corporation organized under the laws of the State of Florida, has all requisite corporate power and authority to carry on its business as now conducted and to perform its obligations under this Agreement and each document contemplated hereunder to which it is or will be a party. (b) This Agreement has been duly authorized by all necessary action on the part of, and has been, or will be, duly executed and delivered by the City, and neither the execution and delivery hereof, nor compliance with the terms and provisions hereof (i) requires the approval and consent of any other party, except such as have been duly obtained or as are specifically noted herein, (ii) contravenes any existing law, judgment, governmental rule, regulation or order applicable to or binding on any indenture, mortgage, deed of trust, bank loan or credit agreement, applicable ordinances, resolutions or, on the date of this Agreement, any other agreement or instrument to which the City is a party, or (iii) contravenes or results in any breach of, or default under any other agreement to which the City is a party, or results in the creation of any lien or encumbrance upon any property of the City. 11 ;J3--10 IS (c) This Agreement, when entered, constitutes a legal, valid and binding obligation of the City, enforceable against the City in accordance with the terms hereof, except as such enforceability may be limited by public policy or applicable bankruptcy, insolvency or similar laws from time to time in effect which affect creditors' rights generally and subject to usual equitable principles in the event that equitable remedies are involved. (d) There are no pending or, to the knowledge of the City, threatened actions or proceedings before any court or administrative agency of the City, or against any officer of the City, which question the validity of this Agreement or any document contemplated hereunder, or which are likely in any case, or in the aggregate, to materially adversely affect the consummation of the transaction contemplated hereunder of the financial condition of the City. Section 14.2 Representations and Warranties and Covenants of the Trust. The Trust represents and warrants to the City that each of the following statements is presently true and accurate: (a) The Trust is a limited agency of the City, and has the powers and authority to perform its obligations under this Agreement and each document contemplated hereunder to which it is or will be a party. (b) This Agreement has been duly authorized by all necessary action on the part of, and has been, or will be, duly executed and delivered by the Trust, and neither the execution and delivery hereof, nor compliance with the terms and provisions hereof. (i) requires the approval and consent of any other party, except such as have been duly obtained or as are specifically noted herein, (ii) contravenes any existing law, judgment, governmental rule, regulation or order applicable to or binding on any indenture, mortgage, deed of trust, bank loan or credit agreement, applicable ordinances, resolutions or, on the date of this Agreement, any other agreement or instrument to which the Trust is a party, or (iii) contravenes or results in any breach of, or default under any other agreement to which the Trust is a party, or results in the creation of any lien or encumbrance upon any property of the Trust. (c) This Agreement, when entered, constitutes a legal, valid and binding obligation of the Trust, enforceable against the Trust in accordance with the terms hereof, except as such enforceability may be limited by public policy or applicable bankruptcy, insolvency or similar laws from time to time in effect which affect creditors' rights generally and subject to usual equitable principles in the event that equitable remedies are involved. (d) The Trust shall timely fulfill, or cause to be fulfilled, all of its obligations hereunder. 12 o —104 ARTICLE XV MISCELLANEOUS Section 15.1 Meeting Notices to the City. The Trust shall provide the City Manager, Chief Financial Officer, Chief of Strategic Planning, Budgeting and Performance, Finance Director and the City Attorney with notices of all of its meetings, including, but not limited to, regular and special board meetings and workshops, together with a full package of all materials provided to Trust members for such meetings. Section 15.2 Entire Agreement. This Agreement, its attachments and any related agreements entered as provided herein constitute the entire agreement of the parties hereto. Section 15.3 Modification or Amendment. This Agreement may be amended in writing by the mutual agreement of the parties. Section 15.4 Severability. If any obligation of any party to this Agreement is found to be invalid or if any one or more of the covenants, agreements or provisions of this Agreement should be held contrary to any express provision of law, or against public policy, or shall, for any reason whatsoever, be held invalid, then such covenants, agreements or provisions shall be null and void and shall be deemed separate from the remaining covenants, agreements or provisions of this Agreement, which shall remain in full force and effect. Section 15.5 Effective Date. This Agreement shall become effective on the date on which this Agreement is (i) executed by the City and Trust, and (iii) filed with the Clerk of the Circuit Court of Miami Dade County, Florida, whichever is later; and shall expire upon termination as provided in Article XIII hereof. Section 15.6 Assignment. This Agreement shall not be assigned by the Trust, in whole or in part, without the prior written consent of the City, which may be withheld or conditioned, in the City's sole discretion. Section 15.7 No Member Liability. No covenant, stipulation, obligation or agreement contained herein shall be deemed to be a covenant, stipulation, obligation or agreement of any present or future member of the governing body or agent or employee of the City or the Trust in its, his/her or their individual capacity, and neither the members of the governing body of the City or the Trust, nor any official executing this Agreement shall be liable personally or shall be subject to any accountability for reason of the execution by the City or the Trust of this Agreement or any act pertaining thereto. 13 9. 3-1048 Section 15.8 Notices . It is understood and agreed between the parties that written notice addressed to the City Manager or to the President of the Trust and mailed, certified/return receipt, or hand delivered to the address appearing on page one (1) of this Agreement shall constitute sufficient notice to either party. Section 15.9 Controlling Law. This Agreement shall be governed by the laws of the State of Florida. Proper venue for any proceedings pertaining to this Agreement shall be in Miami -Dade County, Florida. IN WITNESS WHEREOF, the parties hereto have entered into this Interlocal Cooperation Agreement as of the day and year first above written. CITY OF MIAMI, FLORIDA BE ATTEST: Priscilla A. Thompson, City Clerk APPROVED AS TO FORM AND CORRECTNESS Alejandro Vilarello, City Attorney Joe Arriola, City Manager MODEL CITY COMMUNITY REVITALIZATION DISTRICT TRUST By: Marva Wiley, Interim President ATTEST: Priscilla A. Thompson, City Clerk APPROVED AS TO FORM AND LEGAL SUFFICIENCY Elizabeth T. McBride, Esq. Holland & Knight LLP, Special Counsel to Model City Community Revitalization District Trust 14 �3 1U�b EXHIBIT A City -Owned Properties Transferred to Trust 15 Aja -1048 WPB1 #211869 v6 9/2 MODEL CITY COMMUNITY REVITALIZATION DISTRICT TRUST APPROVED BUDGET 16 ,j3-1048 CITY OF MIAMI CITY ATTORNEY'S OFFICE TO: Mayor and Members /CiFROM: Alejandro Vilarello, C DATE: September 25, 2003 RE: September 25, 20Klof ommission Meeting �! Authorizing executioan Interlocal Cooperation Agreement between the City of Miami and the Mode Community Revitalization District Trust At the City Commission meeting of September 11, 2003, the City Manager was requested to meet with the Model City Community Revitalization District Trust to resolve outstanding issues in the proposed Interlocal Cooperation Agreement between the City and the Trust. The attached Interlocal Cooperation Agreement represents the compromises reached by the Manager and the Trust, and is submitted to the City Commission for consideration. The outstanding issues related to personnel matters, tax increment financing and the mechanism for the transfer of properties to the Trust, and were resolved as follows: The Trust requested that supervision of City employees working on behalf of the Trust be assigned to the Trust rather than remain with the City Manager. The Interlocal Cooperation Agreement allows for supervision by the Trust, but retains in the City Manager the discretion to detail employees from various departments of the City for service to the Trust. • The Trust requested tax increment financing based upon the redevelopment activities generated in the Model City Community Revitalization District to ensure a continual stream of funding for Trust redevelopment activities. The Interlocal Cooperation Agreement: (1) sets the base level of aggregate assessed tax revenues commencing October 1, 2003, (2) for Fiscal Year 2004-2005, requires the City Manager to recommend to the City Commission an appropriation to the Trust of no less than seventy five percent (75%) of the increment in ad valorem taxes levied on real properties with the Revitalization District, and (3) provides for annual appropriations to the Trust in the discretion of the City Commission. • The Trust requested that the City address the mechanism by which future acquired real properties will be transferred to the Trust. The Interlocal Cooperation Agreement provides that such transfers will occur within 45 days of written request by the Trust. c: Joe Arriola, City Manager Priscilla A. Thompson, City Clerk Elvi G. Alonso, Agenda Coordinator IT: Model City Homeownership Zone -Commission Memo -09-25-03 93-1048 22 CITY OF MIAMI CITY ATTORNEY'S OFFICE MEMORA,>H" TO: Mayor and Members of the ssion F FROM: Alejandro Vilarello, City tt e DATE: September 4, 2003 RE: Proposed Resoluti ept 'ber 11, 2003 Authorizing execution of terlocal Agreement etween the City of Miami and Model City Community evitalization Trust (J -03 - At the request of the City Manager the attached Resolution, authorizing the execution of the Interlocal Agreement between the City of Miami and the Model City Community Revitalization District Trust, is being placed on the agenda for consideration. Attachment W931:AS c: Joe Arriola, City Manager Priscilla A. Thompson, City Clerk Elvi G. Alonso, Agenda Coordinator i33-1048 CITY OF MIAMI CITY ATTORNEY'S OFFICE TO: Mayor and Members of the Ci o FROM: Alejandro Vilarello, City o DATE: September 25, 2003 RE: September 25, 20Qr Koof ommission Meeting �- Authorizing executioan Interlocal Cooperation Agreement between the City of Miami and the Mode Community Revitalization District Trust At the City Commission meeting of September 11, 2003, the City Manager was requested to meet with the Model City Community Revitalization District Trust to resolve outstanding issues in the proposed Interlocal Cooperation Agreement between the City and the Trust. The attached Interlocal Cooperation Agreement represents the compromises reached by the Manager and the Trust, and is submitted to the City Commission for consideration. The outstanding issues related to personnel matters, tax increment financing and the mechanism for the transfer of properties to the Trust, and were resolved as follows: • The Trust requested that supervision of City employees working on behalf of the Trust be assigned to the Trust rather than remain with the City Manager. The Interlocal Cooperation Agreement allows for supervision by the Trust, but retains in the City Manager the discretion to detail employees from various departments of the City for service to the Trust. The Trust requested tax increment financing based upon the redevelopment activities generated in the Model City Community Revitalization District to ensure a continual stream of funding for Trust redevelopment activities. The Interlocal Cooperation Agreement: (1) sets the base level of aggregate assessed tax revenues commencing October 1, 2003, (2) for Fiscal Year 2004-2005, requires the City Manager to recommend to the City Commission an appropriation to the Trust of no less than seventy five percent (75%) of the increment in ad valorem taxes levied on real properties with the Revitalization District, and (3) provides for annual appropriations to the Trust in the discretion of the City Commission. • The Trust requested that the City address the mechanism by which future acquired real properties will be transferred to the Trust. The Interlocal Cooperation Agreement provides that such transfers will occur within 45 days of written request by the Trust. c: Joe Arriola, City Manager Priscilla A. Thompson, City Clerk Elvi G. Alonso, Agenda Coordinator IT: Model City Homeownership Zone -Commission Memo -09-25-03 Submitted Into the public rocs 3i d in co a: €ectio v t�! -►S o ErskE ✓? Vii., t de�..)I�p.'-.3�.1a9 ±ly Cleric 93-1048 INTERLOCAL COOPERATION AGREEMENT THIS INTERLOCAL AGREEMENT ("Agreement") dated as of the day of 2003, between the City of Miami (the "City"), a municipal corporation organized under the laws of the State of Florida, having offices at 3500 Pan American Drive, Miami, Florida 33133, and the Model City Community Revitalization District Trust, a limited agency and instrumentality of the City (the "Trust"), having offices at 444 S.W. 2nd Avenue, 10th Floor, Miami, Florida33130. WITNESSETH WHEREAS, the City approved and adopted its Five -Year Consolidated Plan (1999-2004), pursuant to Resolution 99-429, outlining proposed uses of funds received from the U. S. Department of Housing and Urban Development, approving the establishment of the Model City Homeownership Zone and outlining various housing and community revitalization strategies; and WHEREAS, the Trust was created by the City to ensure the City's short-term, intermediate and long-term revitalization goals for the Model City Neighborhood would be implemented expeditiously and effectively; and WHEREAS, it is the purpose and intent of this Agreement to permit and authorize the City and the Trust to make the most efficient use of their respective powers, resources, authority and capabilities by enabling them to cooperate on the basis of mutual advantage and thereby achieve the results provided thereby pursuant to Section 163.01, Florida Statutes, the Florida Interlocal Cooperation Act of 1969 (the "Cooperation Act"); and WHEREAS, in accordance with the Cooperation Act, it is the purpose hereof that the City and the Trust be provided a means whereby the City and the Trust may exercise collectively their powers, privileges and authority for the benefit of the Model City Revitalization District (the "Revitalization District") and WHEREAS, the boundaries for the Revitalization District are the contiguous area bounded by Northwest 71st Street to the North, State Road 112 to the South, 1-95 to the East and Northwest 17th Avenue to the West, and the non-contiguous area of Northwest 171h to 19th Avenues between Northwest 58th Street and State Road 112, all in Miami, Miami -Dade County, Florida; and WHEREAS, it is necessary and appropriate for the parties hereto to cooperatively provide for the undertaking and carrying out of the redevelopment of the Revitalization District, and for the parties to jointly proceed as provided herein. e a t '�'� t``e•l3��-5 2� Cdr? the puNlJiIC City Clue 93-1048 NOW, THEREFORE, in consideration of the mutual covenants and agreements of the parties, and in order to set forth the rights, duties and powers of the parties for the purpose of implementing the foregoing, the City and the Trust hereby covenant and agree as follows. ARTICLE I AUTHORITY This Agreement is entered into pursuant to and under the authority of the provisions of the Cooperation Act; Part I of the Municipal Home Rule Powers Act (Chapter 166, Florida Statutes); the Charter of the City of Miami, and other applicable provisions of law. ARTICLE II DEFINITIONS The terms defined in this Article shall have the following meanings for purposes of this Agreement when initial capitalized herein: "Agreement" means this Interlocal Cooperation Agreement, including any exhibits hereto, as the same may be hereafter amended from time to time. "Development Projects" mean the projects established by the Trust Board to revitalize the Revitalization District as agreed upon by the City and the Trust. "Effective Date" means the date as determined by Section 15.5 hereof on which this Agreement becomes effective. "Expiration Date" means the date on which this Agreement terminates by its own terms as provided in Article XIII hereof. "Fiscal Year" means the fiscal years of the City commencing on October 1 of each year and ending on the next succeeding September 30, or such other fiscal year as may be established by law. "HUD Funds" mean moneys the City receives from time to time from the United States Department of Housing and Urban Development, including but not limited to Community Development Block Grant funds ("CDBG Funds"), HOME Investment Partnerships Program funds ("HOME Funds"), other similar funds, and any direct Congressional or legislative appropriations by the U. S. Congress or the Florida Legislature. "HUD Plan" means the Five Year Consolidated Plan, adopted by the City in June, 1999, pursuant to City Commission Resolution No. 99-429. St='' , slF,d 'tn1-0 1E�,e p u b N c 2 rind,1fa A. I i b j . s;:),l City CferK M:93-1048 "Master Plan" means the plan for redevelopment of the Revitalization District, as provided for in Article XI hereof. "Revitalization District" or "Model City Neighborhood" means the Model City Community Revitalization District, specifically that portion of the City which is located at the contiguous area bounded by Northwest 71st Street to the North, State Road 112 to the South, I-95 to the East and Northwest 171h Avenue to the West, and the non-contiguous area of Northwest 17th to 19th Avenues between Northwest 58th Street and State Road 112. "Trust Board" means the seven member body designated by the City to serve as governing body for the Trust. "Trust" means the Model City Community Revitalization District Trust as provided for in Division 2 of Article I, Community Revitalization Districts, of Chapter 12.5 of the Code of the City of Miami, Florida, as now or hereafter amended (the "City Code"). ARTICLE III PURPOSE; COOPERATION; AND DEVELOPMENT PROJECTS Section 3.1 Purpose. The City and the Trust acknowledge and agree that the purpose of this Agreement is to set forth the cooperative relationship between the City and the Trust, the respective duties and obligations thereof and the procedures to be followed by the parties hereto for planning and carrying out revitalization efforts for the redevelopment of the Revitalization District. Section 3.2 Pledge of Cooperation. The City and the Trust recognize the necessity of working closely and coordinating with each other in order to effectuate the intent of this Agreement. To facilitate the redevelopment of the Revitalization District, the Trust will undertake, or cause to be undertaken, Development Projects comprising a comprehensive approach to redeveloping the Revitalization District and providing a quality environment for raising families and an environment to stimulate business and economic development. Subject to the availability of funds, the Development Projects may include, but shall not be limited to: ( a) Public improvements consisting of streets, sidewalks, water and sewer lines, underground utilities and other infrastructure improvements. (b) Construction or renovation of single and multi -family homes to facilitate home ownership opportunities; (c) Revitalization of the commercial corridors; 3 re i r d OX 9 V"-05 City Cleric w3-1048 (d) Facilitation of the construction and/or creation of a Magnet School in Technology and/or a community technology center; (e) Creation of "open/green spaces", including but not limited to walking and bicycle trails; a neighborhood park(s) or park improvements/expansions, and other recreational amenities; (f) Facilitation of the construction of a postal facility; (g) Assistance in the coordination of a full service healthcare facility: (h) Preservation of historical properties; and (i) Other facilities and improvements as agreed upon by the City and the Trust. ARTICLE IV POWERS OF THE TRUST Section 4.1 Powers. The Trust shall exercise the powers and duties as provided in Sections 12.5-26 through 12.5-39 of the City Code, and as provided within this Agreement. ARTICLE V SERVICES AND RESOURCES TO BE PROVIDED BY CITY Section 5.1 Scope of Services. The City shall provide the Trust with office space at no cost to the Trust. Professional and /or- support se i . also be provided to the Trust t}vae te time as aut ierized by the Cityonager-,in-in -his -sol �� � From time to time the City may also provide professional and/or support services to the Trust. The City Attorney's office shall provide legal counsel to the Trust as authorized by the City Attorney. The Trust's solicitation of funds and the initiation of legislation, on the state and federal levels, shall require the prior approval of the City. The Trust shall use the services of the City's lobbyist(s) for such purposes. Section 5.2 Use of City Personnel. For the performance emigre - upon -professional and support services -eutaiaed-inSeetion the City and Trust agree as follows: 1: 11,11, 111 11111IFF114010-1 MIN the public 4 City mrsenn 1 on behalf of the Trust. Upon the written request of the President of the Trust, the City Manager may, in his sole discretion consistent with the City Charter, detail City employees from various departments of the City for exclusive service to the Trust and/or for service to the Trust on a nroiect basis.. _Faeh-&u,eh-=QALy==employeea shall be detailed to the Trust for a period of time not to exceed the requirements of Section 112.24 of the Florida Statutes, as the same may be amended from time to time. The City employees designated for exclusive service to the Trust shall continue to receive all the benefits provided to other City employees related to their employment with the City, except that the day-to-day duties and supervision of those employees shall be determined and provided by the Trust. Such employees shall adhere to all City rules and regulations regarding employment. (b) Upon t request st of the President tof the Trust, the City Manager ma.., of his sole detail City employees fiem var-iour, departments he Citv for f basis,serviee to the Trust on a prejeet basis. Sueh City empleyeer, shall be assigned to t with the final approval of the seepe of seFvieessueh employees . . - within the City Managers sole diseretion. The1 perfermed by sueh empleyees, for the Trust shall be under- the direetion and . ion of the Trust, unless otherwise determined by the City Manager. (c) The City may provide to the Trust the services of any City employee with or without charge to the Trust. In furtherance of the above provisions allowing for the detailing to the Trust of City -employees, the City and Trust shall enter into a separate agreement, if so required by the City Manager. Section 5.3 Return or Recall of Employees. The return or recall of any City employees shall be solely at the discretion of the City Manager. ARTICLE VI LAND ACQUISITION AND RELOCATION FOR REDEVELOPMENT Section 6.1 Acquisition and Transfer of City -owned Properties. The City and the Trust have commenced predevelopment activities in the Revitalization District, including land assembly and demolition activities, with the assistance of City employees and outside professional services necessary to perform legal, architectural, infrastructure, environmental assessment and other services to expedite and facilitate the redevelopment. (a) The City-owned/acquired properties described in Exhibit A, attached and incorporated hereto, and located in the area designated for the Model City Homeownership Pilot Project as provided in Section 12.5-28 of the City Code, shall be transferred from the City to the Trust upon execution of this Agreement. The conveyance of such City-owned/acquired Submitted into- the public 5 record in Coll nuec�"'on ).10th Ree d a ori Jy � City i clerk properties shall be subject to provisions providing for the reverter of title to the City in the event that those properties are not used for to further the City's revitalization efforts in the Model City Neighborhood described in Section 12.5-28 of the City Code, or in the event of the abolition of the Trust. Section 6.2. Acquisition of Other Properties. Acquisitions of properties shall be consistent with the directions of the Board of the Trust and facilitated by the City Attorney's office. Properties shall be acquired in the name of the City. shall transfer suchDronerties to the Trust within thirty (30) days of written request to the City Manager. Section 6.3 Maintenance of Properties Until Transferred to Trust. The Trust shall maintain all properties acquired by the Trust. Section 6.4 Relocation Assistance. The Trust will prepare plans for and assist in the relocation of any persons (including individuals, families, business concerns, nonprofit organizations, and others) displaced due to the redevelopment activities in the Revitalization District. Relocation payments will be made in strict compliance with all applicable federal, state and local laws, ordinances, rules and regulations as they may be amended from time to time. Section 6.5 Return of Any Surplus or Unused Properties. Should any properties transferred by the City to the Trust not be used for redevelopment activities or the Development Projects, the Trust shall re -convey such properties to the City. ARTICLE VII FINANCING AND FUNDING OF THE TRUST Section 7.1 Funding of Activities of the Trust: Annual Budgets. The City may make yearly appropriations from its General Fund to fund the general operations and development activities of the Trust. Upon the City's approval of budgets for the Trust in future fiscal years, this Agreement shall automatically be amended to incorporate such approved budgets for such fiscal years as Exhibit B hereto. By June 1 of each year, the Trust shall submit to the City Manager a proposed budget for the ensuing fiscal year together with written comments to the City Manager and the City Commission for their assistance and information in adopting the annual budget for the Trust. Section 7.2 Quarterly Reports. The Finance Director of the City shall provide the Trust with a Trust Fund Balance Sheet and Statement of Revenues, Expenditures and Changes in Fund Balances on a quarterly basis. Prior to the issuance of each such quarterly report, the President shall, certify to the City in writing that all encumbrances and obligations have been submitted to the Finance 6xr.tt Into the public C ifv Director for the time period of the subject report. The City shall not express an opinion on, or assume any liability for, the accuracy and/or completeness of such reports. Submitted Into the public "n, covinection with Prscilla A. 7 City Cierk "J3-10 it Section .! !-_1 1_• V71M, 114UMVERej•11.1 . .�� • •! - •! I • . - !_ ! 1 - at purposes commencing as Qf October 1, 20ffl.... City's pporop-riat �l•!,_•. 1. •1!_��•!! • 1• •1111 •1 :1 •�!`•1 __ •! • 1• 1_.1 . 11 • 1 ! • - MroWMA. no ! • • • • • • •.! 1f • . 1 • .. 1. -• 1� DIM ROWTV .. .• • 1_• .�.• 1 •1• �• +• •.1 X11 _ !• •!1 !1 •1 11 .�i �• 11 �• �• 1_ -��-� - .. u• .•• •• • -u••Ltq.l reve.-tues. iTL ARTICLE VIII FUNDS Section 8.2 Support Services The City's Office of Strategic Planning, Budgeting and Performance shall continue to provide services and support related to the budgeting of the funds or moneys collected, approved, provided for and authorized for the Trust. The provision of such services by the Office of Strategic Planning, Budgeting and Performance shall be upon the condition that the Trust utilize the City's Accounting/Budgeting System and the City's protocols and business processes for their record keeping. The President of the Trust shall notify the Finance Director of any encumbrances related to the Trust's funds within seven (7) business days of the encumbrances. Section 8.3 Depository for Funds. If the Board of the Trust decides to use a depository other than the Finance Department of the City, the Trust shall select as a depository for its funds a qualified public depository as defined in Section 280.02, Submitted Into the public (� City Clerk Florida Statutes, as now or hereafter amended, which meets all the requirements of Chapter 280 and has been designated by the Treasurer of the State of Florida as a qualified public depository, upon such terms and conditions as to the payment of interest by such depository upon the funds so deposited as the Board of the Trust may deem just and reasonable. Upon such election by the Board of the Trust, such depository shall provide to the Trust all services and support described in Articles VII and VIII of this Agreement, and the City shall discontinue providing the same. ARTICLE IX ACCOUNTABILITY FOR FUNDS Section 9.1 Annual Audit and Report Required. The Trust shall provide for an annual independent financial audit of the Trust and an annual report, as required by Section 12.5-37 of the City Code. The annual audit shall be completed and presented to the Mayor and City Commission prior to February 1 of each year. Section 9.2 Cooperation With Any Audit Requests From City. The Trust shall cooperate with the City relative to any audits of funds provided to the City from any federal, state or local agency. However, the Trust shall be responsible for strict compliance with all requirements of any source of funds which were budgeted or allocated to the Trust. 41 Submitted Into the public record in o- 9` nn;,'vo wifh item aA on i 1:5-Rsodla A. Th rnpson Oily Clerk ;J3-1048 ARTICLE X GRANTS, CONTRIBUTIONS OR OTHER FUNDS Section 10.1 Pursue Grant Opportunities. In coordination with the City's Grant Coordinator, the Trust may seek and receive grants, contributions and other financial assistance and support from federal, state, local or other sources, public or private, to facilitate the Development Projects. The Trust shall provide to the City a copy of all applications made. The City agrees to assist the Trust, to the extent determined by the City Manager, to apply for such grants and support. The Trust shall consult with the City Manager regarding any matching funds required to enter into and/or perform any related contracts or agreements., In the event of disagreement between the Trust and the City Manager, the Trust shall obtain the prior approval of the City Commission for the provision of such matching funds. ARTICLE XI DEVELOPMENT ACTIVITIES AND PROJECTS Section 11.1 Preparation of Master Plan for Revitalization District. A Master Plan shall be prepared by the Trust for the redevelopment of the Revitalization District. The Master Plan, and any subsequent amendments thereto, shall be presented to the City Commission for approval, prior to the Trust undertaking redevelopment activities. Section 11.2 Consultants or Developers. The Trust shall formulate a program for utilizing appropriate private and public resources to facilitate the redevelopment of the Revitalization District. (a) Any consultants previously retained by the City to facilitate the redevelopment of the Revitalization District shall continue to provide services under any existing agreement until such agreement terminates. The Trust may renew any such agreement upon such terms and conditions as may be determined by the Trust. (b) The Trust may invite proposals from private developers, non profit organizations, and/or any persons interested in undertaking to redevelop or rehabilitate the Revitalization District or any part thereof. 10 Submitted Into the public ® 6 re ., =h in d i ! � €ler ;�ad. p r p.?44.�, q City Clerk ;j3-1048 ARTICLE XII RESPONSIBILITIES OF THE TRUST Section 12.1 Responsibilities of Trust. The Trust shall have all powers and duties as provided in Sections 12.5-26 through 12.5-39 of the City Code. The Trust shall operate in strict compliance. with all federal, state and local laws, ordinances, rules and regulations as they may be amended from time to time, including, but not limited to Chapter 18 of the City Code (the City of Miami Procurement Ordinance, Anti -Deficiency Act, Financial Integrity Principles, etc.) and all requirements of any funding source. ARTICLE XIII TERMINATION Section 13.1 Termination. This Agreement shall terminate upon the dissolution of the Trust or by resolution of the City Commission. ARTICLE XIV REPRESENTATIONS; WARRANTIES; COVENANTS Section 14.1 Representations and Warranties and Covenants of the City. The City represents, warrants and covenants to the Trust that each of the following statements is presently true and accurate: (a) The City is a validly existing municipal corporation organized under the laws of the State of Florida, has all requisite corporate power and authority to carry on its business as now conducted and to perform its obligations under this Agreement and each document contemplated hereunder to which it is or will be a party. (b) This Agreement has been duly authorized by all necessary action on the part of, and has been, or will be, duly executed and delivered by the City, and neither the execution and delivery hereof, nor compliance with the terms and provisions hereof: (i) requires the approval and consent of any other party, except such as have been duly obtained or as are specifically noted herein, (ii) contravenes any existing law, judgment, governmental rule, regulation or order applicable to or binding on any indenture, mortgage, deed of trust, bank loan or credit agreement, applicable ordinances, resolutions or, on the date of this Agreement, any other agreement or instrument to which the City is a party, or (iii) contravenes or results in any breach of, or default under any other agreement to which the City is a party, or results in the creation of any lien or encumbrance upon any property of the City. °' rr 1ted Into the public �+:, rS i.,,,wrt� O:fl y yynn ec$, a...da V?if �._g93-1048 _f.=� City Clerk (c) This Agreement, when entered, constitutes a legal, valid and binding obligation of the City, enforceable against the City in accordance with the terms hereof, except as such enforceability may be limited by public policy or applicable bankruptcy, insolvency or similar laws from time to time in effect which affect creditors' rights generally and subject to usual equitable principles in the event that equitable remedies are involved. (d) There are no pending or, to the knowledge of the City, threatened actions or proceedings before any court or administrative agency of the City, or against any officer of the City, which question the validity of this Agreement or any document contemplated hereunder, or which are likely in any case, or in the aggregate, to materially adversely affect the consummation of the transaction contemplated hereunder of the financial condition of the City. Section 14.2 Representations and Warranties and Covenants of the Trust. The Trust represents and warrants to the City that each of the following statements is presently true and accurate: (a) The Trust is a limited agency of the City, and has the powers and authority to perform its obligations under this Agreement and each document contemplated hereunder to which it is or will be a party. (b) This Agreement has been duly authorized by all necessary action on the part of, and has been, or will be, duly executed and delivered by the Trust, and neither the execution and delivery hereof, nor compliance with the terms and provisions hereof- (i) ereof(i) requires the approval and consent of any other party, except such as have been duly obtained or as are specifically noted herein, (ii) contravenes any existing law, judgment, governmental rule, regulation or order applicable to or binding on any indenture, mortgage, deed of trust, bank loan or credit agreement, applicable ordinances, resolutions or, on the date of this Agreement, any other agreement or instrument to which the Trust is a party, or (iii) contravenes or results in any breach of, or default under any other agreement to which the Trust is a party, or results in the creation of any lien or encumbrance upon any property of the Trust. (c) This Agreement, when entered, constitutes a legal, valid and binding obligation of the Trust, enforceable against the Trust in accordance with the terms hereof, except as such enforceability may be limited by public policy or applicable bankruptcy, insolvency or similar laws from time to time in effect which affect creditors' rights generally and subject to usual equitable principles in the event that equitable remedies are involved. (d) The Trust shall timely fulfill, or cause to be fulfilled, all of its obligations hereunder. Submitted Into the public r cor( in connectic 12 ileng f k di4d§a T3 CityClerk K;�3-i0�� ARTICLE XV MISCELLANEOUS Section 15.1 Meeting Notices to the City. The Trust shall provide the City Manager, Chief Financial Officer, Chief of Strategic Planning, Budgeting and Performance, Finance Director and the City Attorney with notices of all of its meetings, including, but not limited to, regular and special board meetings and workshops, together with a full package of all materials provided to Trust members for such meetings. Section 15.2 Entire Agreement. This Agreement, its attachments and any related agreements entered as provided herein constitute the entire agreement of the parties hereto. Section 15.3 Modification or Amendment. This Agreement may be amended in writing by the mutual agreement of the parties. Section 15.4 Severability. If any obligation of any party to this Agreement is found to be invalid or if any one or more of the covenants, agreements or provisions of this Agreement should be held contrary to any express provision of law, or against public policy, or shall, for any reason whatsoever, be held invalid, then such covenants, agreements or provisions shall be null and void and shall be deemed separate from the remaining covenants, agreements or provisions of this Agreement, which shall remain in full force and effect. Section 15.5 Effective Date. This Agreement shall become effective on the date on which this Agreement is (i) executed by the City and Trust, and (iii) filed with the Clerk of the Circuit Court of Miami Dade County, Florida, whichever is later; and shall expire upon termination as provided in Article XIII hereof. Section 15.6 Assignment. This Agreement shall not be assigned by the Trust, in whole or in part, without the prior written consent of the City, which may be withheld or conditioned, in the City's sole discretion. Section 15.7 No Member Liability. No covenant, stipulation, obligation or agreement contained herein shall be deemed to be a covenant, stipulation, obligation or agreement of any present or future member of the governing body or agent or employee of the City or the Trust in its, his/her or their individual capacity, and neither the members of the governing body of the City or the Trust, nor any official executing this Agreement shall be liable personally or shall be subject to any accountability for reason of the execution by the City or the Trust of this Agreement or any act pertaining thereto. Ubmiftc,0 Into the public Phsc s!a A. -r 4rmsion 13 City Clerk -J3-1048 Section 15.8 Notices . It is understood and agreed between the parties that written notice addressed to the City Manager or to the President of the Trust and mailed, certified/return receipt, or hand delivered to the address appearing on page one (1) of this Agreement shall constitute sufficient notice to either party. Section 15.9 Controlling Law. This Agreement shall be governed by the laws of the State of Florida. Proper venue for any proceedings pertaining to this Agreement shall be in Miami -Dade County, Florida. IN WITNESS WHEREOF, the parties hereto have entered into this Interlocal Cooperation Agreement as of the day and year first above written. CITY OF MIAMI, FLORIDA LIM ATTEST: Priscilla A. Thompson, City Clerk APPROVED AS TO FORM AND CORRECTNESS Alejandro Vilarello, City Attorney Joe Arriola, City Manager MODEL CITY COMMUNITY REVITALIZATION DISTRICT TRUST By: Marva Wiley, Interim President ATTEST: Priscilla A. Thompson, City Clerk APPROVED AS TO FORM AND LEGAL SUFFICIENCY Elizabeth T. McBride, Esq. Holland & Knight LLP, Special Counsel to Model City Community Revitalization District Trust S4Ahmitte.d Into the public relcord i.in connectro ith iters on 9 Priixe A. € �o 14 City Clerk ;33-1048 EXHIBIT A City -Owned Properties Transferred to Trust 15 Into the public recocnnect ,, Jn with h rd o item on 'I PrisdIIaA.Tj_j I _son City Clerk 93-10 EXHIBIT R MODEL CITY COMMUNITY REVITALIZATION DISTRICT TRUST APPROVED BUDGET WPB1 #211869 v6 Subrmftted' iteim clll-� City Cic-,,T,k 16 93-1048