HomeMy WebLinkAboutR-02-0828J-02-417
7/9/02
RESOLUTION NO.
02- 828
A RESOLUTION OF THE MIAMI CITY COMMISSION,
WITH ATTACHMENT(S), AUTHORIZING THE CITY
MANAGER TO EXECUTE AN AGREEMENT, IN
SUBSTANTIALLY THE ATTACHED FORM, WITH THE
CITY OF MIAMI DEPARTMENT OF OFF-STREET
PARKING FOR THE CONSTRUCTION, OPERATION,
MAINTENANCE AND MANAGEMENT OF THE TWO PARKING
FACILITIES TO BE LOCATED ON WATSON ISLAND FOR
A PERIOD OF TWENTY YEARS, WITH THE OPTION TO
RENEW FOR ONE TEN-YEAR PERIOD BY MUTUAL
AGREEMENT, AND UNDER THE TERMS AND CONDITIONS
AS MORE PARTICULARLY SET FORTH IN THE
AGREEMENT.
BE IT RESOLVED BY THE COMMISSION OF THE CITY OF MIAMI,
FLORIDA:
Section 1. The City Manager is authorized!/to execute an
Agreement, in substantially the attached form, with the City of
Miami Department of Off -Street Parking for the construction,
operation, maintenance and management of the two parking
facilities to be located on Watson Island for a period of twenty
years, with the option to renew for one ten-year period by mutual
�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.
ATTACNAIENT
111 E
CITY CC?1OWAI0N,
MEETMG CW,
J u L 0 9 2002
Readluxion No.
02- 828
agreement, and under the terms and conditions as more
particularly set forth in the Agreement.
Section 2. This Resolution shall become effective
immediately upon its adoption and signature of the Mayor.Z'
PASSED AND ADOPTED this 9th day of ,Tule , 2002.
ATTEST:
PR'ISCILLA A. THOMPSON
CITY CLERK
APPROVED AS,;.@� kM AND C ECTNESS /
ITDRO VILARELLO
ATTORNEY
W6213:tr:LB: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.
Page 2 of 2
OPERATING AGREEMENT FOR
WATSON ISLAND PARKING OPERATIONS
This Agreement is made this day of '2002, by and between the
City of NfmmL Florida ("City") and the Department of Off -Street Parking of the City of Miami
("DOSP').
RECITALS
A The City is the owner of the real property known as Watson Island (the
B. The Property includes an area for a boat ramp parking lot accommodating
approximately fifty-one (5 1) standard automobiles and fifty-four (54) boat trailers,
and an area for a surface parking lot accommodating approximately two hundred
eight (208) parking spaces.
C. DOSP is experienced in the construction, management and operation of parking
facilities.
D. The City wishes to engage the services of DOSP for the construction, operation,
maintenance and management of the two above -referenced parking facilities and
wishes to accept the engagement on the teams and conditions set forth in this
j Agreement.
NOW, THEREFORE, in consideration of the mutual covenants and promises herein set
forth, the City and DOSP agree as follows:
I. RECITALS: The recitals are true and are hereby incorporated into and made a part of
this Agreement.
2. SRM: The term of this Agreement shall commence upon full execution hereof (the
"Commencement Date") and shall end twenty (20) years thereafter. The term may be extended
for one (1) ten (10) year renewal period by mutual written agreement.
r IO tel, t' elf 4 1L6 ,� r. i c
4. OPERATION AND MANAGEMENT OF PAR NG FACILITIES: DOSP shall be
responsible for the operation, management and maintenance of the parldng facilities. DOSP shall
be, and is hereby authorized to employ all personnel necessary for the performance of its
responsibilities hemnder. The maximum rates for the use of the parking facilities by the public
shall be established by City Ordinance and DOSP shall not have the right to alter or change the
maximum allowed parking rates without the City's written approval.
02-- 828
5. DUTIES AND OBLIGATIONS OF DOSP:
A DOSP shall be responsible for the day -today maintenance and operation of the
parking facilities and shall be responsible for keeping the properties in a neat and
clean condition at all times.
B. DOSP shall provide the personnel necessary to monitor the parking facilities
during operating hours. It is initially anticipated that each facility will be equipped
with a master meter for daily, transient parking and permits for monthly parkers,
staff and employees. The operational responsibilities will be handled mainly by the
Watson Island Attendant Specialist, an employee of DOSP, who will be cross -
trained to perform a number of duties, including but not limited to, greeting and
informing packers, collecting revenues, enforcing and providing security.
Additionally, the Watson Island Attendant Specialist will provide light
housekeeping for the parking lots, including litter pick-up and sidewalk sweeping.
C. DOSP shall ensure that employees at the parking lots are properly uniformed, so as
to present a neat, clean and professional appearance at all times.
D. If requested by the City, DOSP shall, on an around-the-clock basis, or as otherwise
required by the City, from time -to -time, coordinate for qualified personnel to
provide necessary equipment, trained personnel and vehicles for battery assistance,
tire changing and distress services for vehicles parked in the parking lots. DOSP
may charge, in addition to regular parking charges, reasonable fees, approved in
writing by the City, for towing of vehicles on or off the parking lots for mechanical
purposes, and such fees shall be included in Gross Revenues. All authorized
charges for services, if authorized by the City, shall be prominently and publicly
posted, as may be required by the City. The cost of maintaining this service will be
an Operating Expense and the revenues shall be included in Gross Revenues.
E. DOSP shall maintain a record of time for use by all hourly employees.
6. GROSS REVENUES_ OPERATING EXPENSES AND REPORTS:
A DOSP shall collect daily all moneys deposited in the master metier which, together _
with all other moneys paid or payable to DOSP for parking related tranaactions
made and for services rendered by DOSP in the operation of the parking lots,
rega:41 ass of when or where the services are rendered, are referred to herein as
"C=ross Revenues".
B. DOSP will be responsible for processing and remitting appropriate sales tax and
parking surcharge amounts due from all conections made.
2 02— RNs
Service and the renewal Replacement Reserves noted above will be subtracted
from any excess revenues that DOSP gives to the City as part of the Excess
Revenue Agreement dated September 1, 1998 and any subsequent excess revenue
transfers.
S. GENERAL PROVISIONS:
A. None of the officers, agents, or employees of DOSP shall be deemed to be
employees of the City for any purpose(s) whatsoever.
B. In the event of any injury to any person or loss or damage to any property on the
Property, DOSP shall immediately notify the City and promptly furnish copies of
reports in connection therewith.
C. The City reserves the right to call upon DOSP for specialized parking facility
consulting services and advice with regard to the operation of the Property. In
such event, all expenses and costs incurred by DOSP in connection therewith shall
be paid as established by mutual agreement of the parties.
9. COMPLIANCE WITH ALL LAWS: DOSP and the City, notwithstanding anything to
the contrary herein, shall comply with all laws, ordinances, regulations and rules of the Federal,
State, County and City Government, which may be applicable to its operation under this
Agreement.
10. DAMAGE OR DESTRUCTION TO FACILITIES: If the parking lots on the Property
are rendered unfit or unusable for the use and purpose for which this Agreement is granted, either
party shall have the option, upon sixty (60) days notice in writing, to terminate this Agreement.
11. INSURANCE: DOSP shall maintain the following insurance during the term of this
Agreement:
A Comprehensive General Liability in limits not less than $1,000,000 per occurrence
for Bodily Injury and Property Damage, plus an umbrella policy of no less than
$5,000,000.
B. Theft Coverage covering employee fidelity, inside or outside loss and burglary►
with a Emit of not less than $25,000 per oc =lance.
C. Workers' C Mpgaullgon as required by Florida Statutes, Chapter 440-
D. The insurance coverage required shall include those classifications as listed in
Standard Liability Insurance Manuals, which most nearly reflect the operations of DOSP.
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02- 828
F. All insurance policies and Surety Bonds required herein shall be issued in
companies authorized to do business under the laws of the State of Florida, with the following
qualifications as to management and financial strength:
The company must be no less than "A" as to general policyholder's rating and no
less than Class "X" as to financial rating, in accordance with the Iatest edition of
Best's Key Rating Guide, published by AM Best Company, Inc.
G. DOSP shall furnish to the City all required Certificates of Insurance prior to the
commencement of operations hereunder and throughout the term of this Agreement, which
certificates shall clearly indicate that DOSP has obtained insurance in the type, amount and
classification as required for strict compliance with this Article, and that no material change or
cancellation of the insurance shall be effective without thirty (30) days prior written notice to the
City. The City shall be listed as an additional insured as required by its Risk Management
Department.
H. DOSP shall furnish certificates evidencing renewal or replacement of required
insurance coverage, thirty (30) days prior to expiration or cancellation. The City reserves the
right to reasonably amend the insurance requirements.
12. INDEMNIFICATION: DOSP shall indemnify, defend and hold harmless the City and its
officials, employees and agents (collectively referred to as "Indemnitees) and each of them from
and against all loss, costs, penalties, fines, damages, claims, expenses (including attorney's fees)
or liabilities (collectively referred to as "Liabilities'Y by reason of any injury to or death or any
person or damage to or destruction or loss of any property arising out of resulting from, or in
connection with (i) the performance or non-performance of the services contemplated by this
Agreement which is or is alleged to be directly or indirectly caused, in whole or in part, by any
act, omission, default or negligence (whether active or passive) of DOSP or its employees, agents
or subcontractors (collectively referred to as "DOSP"), regardless of whether it is, or is alleged to
be, caused in whole or part (whether joint, concurrent or contributing) by any act, omission,
default or negligence (whether active or passive) of the Indemnitees, or any of than or (ii) the
failure of the DOSP to comply with any of the paragraphs herein or the farlure of the DOSP to
conform to statutes, ordinances, or other regulations or requirements of any governmental
authority, federal or state, in connection with the performance of this Agent. DOSP
expressly agrees to indemnify and hold harmless the Indemnitees, or any of them, from and
against all liabilities which may be asserted by an employee or firma employee of DOSP, or any
of its subcontractors, as provided above, for which the DOSP's Iiabgity to such employee or
former employee would otherwise be limited to payments under state Worker's Compensation or
simfl laws.
13. NON DIS=hMH&TION: DOSP shall not discriminate against any employee or
applicant for employment to be employed in the performance of this Agreement with respect to
age, scx, or physical handicaps (except where based on a bona fide occ upationai qualifications or
because of race, color, religion, national origin, ancestry or marital status. DOSP further
0
02.x. SZ8
C. DOSP shall submit to the City reports, in such form as the City shall from time to
time reasonably require, showing all monthly activity and Gross Revenue
summaries and certifications, to be reconciled to daily or weekly reports.
Additionally, DOSP shall submit to the City monthly summaries and the City may
reasonably require certifications of Operating Expenses together with such
supporting documentation required by the City. For purposes of this Agreement,
the term "Operating Expenses' shall mean all costs and expenses incurred or paid
by DOSP in connection with the operation of the parking lots located on the
Property. Operating Expenses include, but are not limited to Salary & Wages,
Fringe Benefits, including Social Security, group insurance, retirement costs, etc.,
paid to all personnel involved in the operation of the Property, including overtime,
vacation, sick time, accrued vacation and sick time earnings; material and supply
costs; insurance premiums and related costs, including liability, workmen's
compensation and others. Also included in the definition of Operating Expenses
are payment of the management and administrative fees, collectively referred to as
the "Fee", and further defined in paragraph seven. The City may require DOSP to
obtain, annually, an examination made in accordance with generally accepted
auditing standards and management letters prepared and attested to by an
independent certified public accountant, licensed in the State of Florida, acceptable
to the City as to Gross Revenues and/or Operating Expenses arising from
operations under this Agreement, prepared in conformance with the American
Institute of Certified Public Accountants' requirements for "Special Reports." The
cost of such reports shall be included as an Operating Expenses.
D. Monthly reports are due within thirty (3 0) calendar days of the close of the
reporting period, while annual reports are due within ninety (90) calendar days
following the close of the reporting period.
E. The City shall have the right to audit, examine, review and copy all records relating
to operations under this Agreement, during normal working hours at the
Administrative Offices of DOSP, 190 NE Third Street, Miami, Florida, during the
term of this Agreement and within three (3) years after the end of the fiscal year.
DOSP shall maintain, during the term of this Agreement, all books of account and
records of Gross Revenues and Operating Expenses, is conformance with
generally accepted accounting princiOles and to the satisfaction of the City's
Department of Internal Audit.
F. An m ally, on a date to be provided to the City, DOSP shall submit to the City an
aaanal budget, hereinafter referred to 'as `Budget", on a form(s) prepared or
approved by the City, listing all anticipated operating expenm and costs, incbuding
VA*4 qua and estimated costs, required by the subsequent fiscal year as
defined by State law, the costs of Insurance specifically required by this
Agreenaeot, and any expense for deductible loss sustained by DOSP where such
WAUr nee policy includes a deducttUe limit are reimbursable. The City shall
approve or disapprove all or portions of the categories of expenses or individual
3
02— 828
items contained in the Budget. Expenses and categories of expenses approved by
the City, including capital expenditures and expenditures necessitated by the
provisions of the Agreement as set forth in the Budget approved by the City, shall
be reimbursed to DOSP by the City.
G. All reports, expense invoices and the like, required by this Agreement shall be
submitted to the following address, unless such address has been changed in
writing by the City.
City of miami
Department of Real Estate and Economic Development
Mianu Riverside Center
444 S.W. 2 A Ave, 3'd Floor
Attention: Director
Miami, Florida
7. COMPENSATION AND METHOD OF PAYMENT:
33130
A In consideration of the services to be provided by DOSP to the City hereunder the
City shall pay DOSP a Management Fee ("Management Fee") of five percent (5%)
of Gross Revenues, and an Administration Fee ("Administration Fee") of two
percent (21/6) of Gross Revenues. The Management Fee is DOSP's compensation
for managing the parking lots and the Administration Fee is to cover all indirect
costs associated with the project, including but not limited to, senior management
time. The Management Fee and the Administration Fee are referred to herein,
collectively, as the "Fee". For purposes of this paragraph, the term "Gross
Revenues" shall mean all monies collected and deposited by the DOSP, as required
in Section 6 above. Gross Revenues shall not include amount collected for the
payment of parking surcharge, sales tax, or any other taxes or charges which are
directly paid by the DOSP or the City to a taxing authority; discounts and
allowances as provided by procedures accepted and approved by the DOSP; and
dishonored checks and uncollectible credit card charges, provided that such check
and credit card transactions were processed utilizing sound business procedures.
IL No later than the 20th day of each mdath during the term DOSP shall deliver to
the City, together with the monthly statement desm1W in Section 6 above, the
Adjusted Net Revenues derived from the operation of the Parking Lot For
purposes of this Agreement, the term Adjusted Net Revenues shall mean Gross
Revenues minus Operating Expenses micas Debt Service mimrs Renewal and
Rephceme nt Reserves. Debt Service is defined ned as the annual paynow of
principal and interest needed to finance all the ex;xnditur= made for the proje d
incbxsng detidopmeat and pro -development costs, hard costs and capitalized
interim using a five (5) year amortization schodule for equipment and a ten (10)
Yew amortization schedule for all other costs and an interest rate of 5%. Renewal
and Reserves will be ten percent (100%) of gross revenues. The Debt
4 02— 828
I
covenants and agrees that no person on the grounds of race, color, sex, age, religion, handicap,
national origin or marital status shall be excluded from or be subjected to discrimination in the use
of the Parking Lot.
14. VACATING AT LEASE EXPIRATION AND/OR TERM NATION: DOSP shall
surrender up and deliver the Parlang Lot to the City at the termination of this Agreement, and
shall remove all of its personal property forthwith Any personal property of DOSP not removed
in accordance with this Article shall be removed by the City and stored at the cost of DOSP.
Failure on the part of DOSP to remove or reclaim its personal propertywithin thirty (30) days
from the date of termination shall constitute a gratuitous transfer of title thereof to the City for
whatever disposition is deemed to be in the best interest of the City. The City shall reimburse any
and all un -reimbursed capital costs, including interest, and any accumulated losses.
15. NOTICES: All notices permitted or required by this Agreement shall be in writing and
when mail delivery is required such notices shall be sent by registered or certified mail.
To the City. Office of the City Manager
444 S.W. 2" Avenue, 10" Floor
Miami, Florida 33130
Arta City Manager
And: Department of Real Estate and Economic Development
444 S.W. 2°d Avenue, 3'd Floor
Miami, Florida 33130
Attn: Director
With copy to: Alejandro Vilarello
City Attorney
City of Miami
444 S.W. Vd Avenue, 9* Floor
Miami, Florida 33130
And: Office of Asset Management .'
444 S.W. 2'd Avenue, 31d Floor
Miami, Florida 33130
Attn: Director
To DOSP: Arthur Noriega, V
Executive Director
Departinent of Off -Street Parking
190 N.E. Third Suva
MramL Florida 33132
7
02- 828
16. SEVERABII,TTY: In the event that any portions of this Agreement shall be held to be
invalid for any reason, such invalidity shall not affect the remaining portions of this Agreement
and the same shall remain in full force and effect.
17. SUCCESSORS AND ASSIGNS: This Agreement shall be binding upon the parties
hereto, their heirs, executors, legal representatives, successors, or assigns.
18. INDEPENDENT CONTRACTOR Provider has been procured and is being engaged to
provide goods or services to CITY as an independent contractor, and not as an agent or employee
of CITY. Provider further understands that Florida Workers' Compensation benefits available to
employees of CITY are not available to Provider, and agrees to provide workers' compensation
insurance for any employee or agent of Provider rendering services to CITY under this
Agreement.
19. ENTIRE AGREEMENT: This instrument and its attachments constitute the sole and
only agreement of the parties relating to the subject matter hereof and correctly set forth the
rights, duties, and obligations of each to the other as of its date. Any prior agreements, promises,
negotiations, or representations not expressly set forth in this Agreement are of no force or effect.
IN WITNESS WIEREOF, the parties hereto have caused this instrument to be executed
by their respective officials thereunto duly authorized, this the day and year above written.
ATTEST: CITY OF MIAW
PRISCILLA A. THOWSON
City Clerk
ATTEST:
Print Name:
Title: Corporate Secretary
APPROVED AS TO FORM AND
CORRECTNESS:
AT EJANDRO VUARELLO,
By:
CARLOS A. GIIVMNEZ
City Manager
DEPT. OF OFF-STREET PARKING
BY
ARTHUR NORIEGA, V
Executive Director
APPROVED AS TO INSURANCE
REMTHUDdEIVTS:
R SUE WELLER, Aging Administrator
8 012_ 82S
City Attomey
Risk Management
F
02- 828
MIAMI PARKING AUMORI M
INTER -OFFICE MEMORANDUM
TO: Honorable Mayor and Members
Of the City of Miami Commission
if
FROM: Art Noriega
Executive Director,'.
Miami Parking Authority
FISCAL IMPACT REVENUE PRODUCING
32
DATE: April 11, 2002
SUBJECT: Operating Agreement
for Watson Island
between City of
Miami and DOSP
The Department of Off -Street Parking of the City of Miami (DOSP)
and the City of Miami (City) have negotiated an agreement, in
substantially the form attached hereto, for the construction,
operation, maintenance and management of two parking facilities
to be located on Watson Island. The term of this agreement is
for twenty (20) years with one ten (10) year renewal period.
DOSP has prepared the attached resolution approving the
agreement. -
We respectfully request your approval of this resolution at your
meeting scheduled for May 9, 2002.
JC:bc
Enclosure
cc: Lugena Boles
Beverly Solomon
Albert Manduca
wataonagmt
02-- 828
Nmmm PARC m AUTHORITY
INTER^OFFICE MEMORANDUM
TO: Carlos Gimenez
City Manager
,City of Miami
t
FROM: Art Noriega
Executive Director.
Miami Parking Autho`tite
J
FISCAL IMPACT REVENUE PRODUCING
DATE: April 11, 2002
SUBJECT: Operating Agreement
for Watson Island
between City of
Miami and DOSP
The Department of Off -Street Parking of the City of Miami (DOSP)
and the City of Miami (City) have negotiated an agreement, in
substantially the form attached hereto, for the construction,
operation, maintenance and management of two parking facilities
to be located on Watson Island. The term of this agreement is
for twenty (20) years with one ten (10) year renewal period.
DOSP has prepared the attached resolution approving the
agreement. -
Please place approval of this resolution by the City Commission
on the agenda for May 9, 2002.
I have also attached the original of a memorandum to the Mayor
and City Commissioners requesting their approval and a draft of
the Commission Resolution.
JC:bc
Enclosure
cc: Lugena Boles
Beverly Solomon
Albert Manduca
watsonagmt
linglaffil
Budgetary Impact Analysis
1 Department Dept. of Off -Street Parking Division Planning & Development
2. Agenda Item # (if available)
3. Title and brief description of legislation or attach ordinance/resolution:
Resolution attached.
4. Is this item related to revenue? NO: YES X (If yes, skip to item #7.)
5. Are there sufficient funds in Line Item?
YES: Index Code Minor Obj. Code Amount
NO: _ Complete the following questions:
6. Source of funds: Amount budgeted am the Line Item $
Balance in Line Item $
Amount needed in the Line Item $
C,IfA�,o.,+ fl -MAC will ho +rancf0rr0dfrnm the follnwing line items:
7.
ACTION ACCOUNT NUMBER
ACCOUNT NAME TOTAL
Inde r Ob' ect No.
Verified by:
From
$
From
$
From I
$
To I
$
Any additional comments?
u��e
M...
10,77 =10:- _1,
q - I S7- 0-�-
FORW&ARTNnWr OF MANAGEIVIEW AND BUDGET
USE ONLY
Verified by:
Verified by:
Truts6 done by: .
Department of Management and Budget
Budget Analyst
Budget Analyst
Director/Des4pw
Date / s 4 L
Date
Date
02- 828